Babcock & Wilcox Announces Fourth Quarter 2017 Results

– Announces new financing arrangements to remove second-lien term loan

– U.K. Renewable new-build loss projects moving forward

– MEGTEC and Universal strategic evaluations ongoing

– Introduces 2018 adjusted EBITDA guidance

CHARLOTTE, N.C.–(BUSINESS WIRE)–$BW #BabcockWilcox–Babcock & Wilcox Enterprises, Inc. ("B&W") (NYSE: BW) announced today
fourth quarter 2017 revenues of $408.1 million, an increase of $28.1
million, or 7%, compared to the fourth quarter of 2016. GAAP earnings
per share in fourth quarter 2017 were a loss of $2.44 compared to a loss
per share of $1.47 in fourth quarter 2016. Included in the fourth
quarter 2017 GAAP loss was a $62.4 million charge, or $1.42 per share,
for the revaluation of deferred tax assets as the result of tax reform
under the Tax Cuts and Jobs Act (TCJA). Adjusted earnings per share were
a loss of $0.95 for the three months ended December 31, 2017 compared to
an adjusted loss per share of $1.48 in the prior year period. Adjusted
EBITDA was $(17.0) million compared to $(55.3) million in the prior year
period. A reconciliation of historical non-GAAP results is provided in
the exhibits to this release.

“Our progress toward completion of the Renewable projects and ongoing
initiatives to improve our global cost structure and business mix
positions us well for improved financial results in 2018 and beyond,”
said Leslie Kass, President and Chief Executive Officer. “We are making
substantial progress on the construction of the U.K. Renewable new-build
loss projects. Three of the projects are on track to be construction
complete in first half 2018, with two of the projects currently in
start-up commissioning phases, and despite incremental delays at one
project resulting from the steel beam issue identified in late September
2017, construction is expected to be complete by the end of the year.
While these delays increased our estimated costs to complete the
projects, we expect to be able to offset some of these costs through
agreements with our customers for bonus opportunities and liquidated
damage relief in 2018.”

“Additionally, we have received substantial interest in our MEGTEC and
Universal business lines and expect to close a transaction in mid-2018,”
said Kass. “We are committed to driving efficiencies throughout the
organization and serving our customers with high-quality engineered
equipment, parts and services. To more efficiently lead our efforts to
improve our cost structure and profitability, we will be hiring a Chief
Implementation Officer who will serve alongside our senior management
team.”

New Financing Arrangements

On March 1, 2018, the Company entered into a fifth amendment to its
first-lien revolving credit facility and received a commitment letter
from Vintage Capital Management, LLC to backstop a rights offering of
common stock of at least $182 million. The rights offering will be
available to all shareholders on a pro rata basis and will be initiated
as promptly as practical, subject to compliance with applicable SEC
rules. The rights offering will be priced at $3.00 per share. The net
proceeds from the rights offering, along with additional borrowings
under the revolving credit facility, will be used to repay in full the
Company's second-lien term loan. The Company is currently in default
under its second-lien term loan agreement. The intercreditor agreement
in place between the Company’s first lien lenders and second lien
lenders restricts the second lien lenders from exercising rights against
the collateral securing their second-lien term loans during a 180-day
standstill period. The Company’s first-lien revolving credit facility
has been amended to, among other things, provide for borrowings up to
$35 million to be used along with the net proceeds of the rights
offering to repay the second-lien term loan, waive certain financial
covenant defaults, amend the financial covenants and other provisions
and waive any cross-default as a result of any defaults existing under
the second-lien term loan agreement or any acceleration related
thereto. B. Riley Financial, Inc. served as financial advisor to the
Company on this transaction.

“Babcock & Wilcox is a venerable name in the power industry and is
positioned for significantly improved financial performance as the
Renewable loss-projects are nearing completion of construction. All
except one loss-project is expected to be completed before the end of
second quarter 2018, and one last loss-project is expected to be
construction complete by the end of 2018,” said Brian Kahn, Managing
Member of Vintage Capital Management and a Director of B&W. "It is my
opinion that the second-lien term loan could have become a significant
impediment to shareholders realizing the benefits of the value creation
opportunities that lie ahead for the Company. A rights offering removes
the second-lien term loan and provides the best opportunity for
shareholders to reap value creation. I am grateful to our Revolving
Credit Facility group of lenders for their continued support,
exemplified by this partnership with Vintage to achieve the Company’s
goals. Removal of the second-lien term loan will save the Company
approximately $20 million of annual interest expense and increase its
strategic and financial flexibility, including facilitation of the
expected divestiture of MEGTEC and Universal.”

As part of the overall financial transaction, the composition of the
Board will change. E. James Ferland, Brian K. Ferraioli, Stephen G.
Hanks, and Larry W. Weyers have voluntarily submitted their resignations
as members of B&W's Board of Directors, effective March 2, 2018. Two new
Directors recommended by Vintage will be appointed in the coming weeks
in accordance with the Company’s normal Governance Committee nominations
and vetting process, reducing the size of the Board to nine members from
the current eleven members.

Results of Operations

Consolidated revenues in fourth quarter 2017 were $408.1 million, an
increase of $28.1 million compared to $380.0 million in fourth quarter
2016, as higher revenue in the Renewable and Industrial segments was
offset modestly lower revenue in the Power segment. The GAAP operating
loss in fourth quarter 2017 was $23.4 million compared to an operating
loss of $58.6 million in fourth quarter 2016. The adjusted operating
loss in fourth quarter 2017 was $21.1 million, compared to an adjusted
operating loss of $57.0 million in fourth quarter 2016, due mainly to a
higher level of charges on contracts within the Renewable segment last
year. Adjusted EBITDA was $(17.0) million compared to $(55.3) million in
the prior year period.

Fourth quarter 2017 revenues for the Power segment
decreased 5.0% to $208.8 million compared to $219.7 million in the prior
year period. Revenues decreased mainly as the result of lower activities
on new-build utility and environmental projects and lower sales of
industrial steam generation systems, partially mitigated by an increase
in retrofit services contracts. Gross profit in the Power segment in
fourth quarter 2017 was $59.3 million, compared to $62.6 million in the
prior year period. Gross profit margin was 28.4% in fourth quarter 2017,
compared to 28.5% in fourth quarter 2016, as the benefits of cost
savings and good execution mitigated the impact of lower volume.

In early 2018, the Company sold all of its joint venture interest in
Babcock & Wilcox Beijing Company, Ltd. (BWBC), its Chinese joint venture
company, for approximately $21 million, in addition to the $41 million
dividend (net of taxes) received in fourth quarter 2017. This action is
consistent with the Company's strategy to shift its focus more toward
aftermarket parts and service and retrofit opportunities in the
coal-fired power market and away from large international new-build
projects, and its strategy to optimize its business mix for the current
market environment. The Company will continue a relationship with BWBC
through an expanded technology license.

Industrial segment revenues increased 9.1% to $116.1
million in fourth quarter 2017 compared to $106.3 million in fourth
quarter 2016, as the addition of Universal and organic growth at MEGTEC
were partially offset by lower revenue at SPIG. Gross profit in the
Industrial segment was $7.1 million in fourth quarter 2017, compared to
$17.2 million in the prior year period. Gross profit margin was 6.2%,
compared to 16.2% last year, as higher volume was offset by overall
business mix and lower profitability on certain cooling systems projects.

Revenues in the Renewable segment were $85.0 million for
fourth quarter 2017, compared to $55.6 million in fourth quarter 2016,
mainly due to progress on new-build renewable energy projects currently
in backlog. The Renewable segment gross loss was $28.1 million in fourth
quarter 2017, compared to a gross loss of $82.6 million reported in
fourth quarter 2016.

In September 2017, the Company identified and announced the failure of a
structural steel beam at a renewable new-build project in the U.K.
Efforts to stabilize the structure are ongoing at the site to allow for
completion of the project. A similar design was used on two other
new-build projects in the U.K., and although no structural failure
occurred on these projects, work was also stopped for a short period of
time, while the structures were reinforced. Progress was made at the
projects during fourth quarter; however, the schedule impact resulting
from corrective actions, mostly at the site where the failure occurred,
was longer than previously anticipated. As a result, the Company
increased its cost estimates related to the structural steel design
issue by $22.0 million during the quarter. These costs were partially
offset by an increase in project revenue of approximately $4.0 million
in the quarter related to agreements with customers related to design
changes for increase power output and partial liquidated damage relief.

Balance Sheet

The Company’s cash and cash equivalents balance, net of restricted cash,
was $56.7 million at December 31, 2017. During the quarter, the Company
utilized the $20 million delayed draw option associated with its
second-lien term loan agreement. At December 31, 2017, outstanding
balances under revolving credit facilities totaled $103.5 million.

Introducing 2018 Outlook

On a consolidated basis, the Company is providing 2018 guidance as
follows:

  • Revenue in the range of $1.5 billion to $1.7 billion
  • Adjusted EBITDA to be in the range of $75 million to $95 million(1)

(1)As more fully described in Exhibit 2, management is
unable to reconcile without unreasonable effort the Company's forecasted
range of adjusted EBITDA for the full year to a comparable GAAP range.

The Company is providing 2018 revenue and gross margin guidance by
segment(2) as follows:

  • Power: revenue down 5% to flat compared to 2017; gross margin
    approximately 20%
  • Renewable: revenue up 5% to 10% compared to 2017; gross margin greater
    than 10%
  • Industrial: revenue up 14% to 19% compared to 2017; gross margin
    approaching 20%

(2) Segment gross margin guidance is presented on a pro forma basis,
reflecting the adoption of FASB ASU 2017-07, under which the non-service
cost components of net periodic benefit cost will be presented in other
income rather than in cost of operations. The Company will adopt this
standard in 2018. The impact of the new standard will primarily impact
the Company's Power segment. On a pro forma basis, Power segment gross
margin guidance would compare to 20.8% in 2017. For a reconciliation of
changes in the classification of the historical components of net
periodic benefit cost please see the appendix in the March 2018 Company
Overview Presentation which can be located on the investors page of our
website at www.babcock.com,
and in our annual report on Form 10-K for the year ended December 31,
2017 filed with the SEC.

Conference Call to Discuss Fourth Quarter 2017 Results

Date:

Wednesday, March 1, 2018, at 5:00 p.m. EST

Live Webcast:

Investor Relations section of website at www.babcock.com

Forward-Looking Statements

B&W cautions that this release contains forward-looking statements,
including, without limitation, statements relating to our strategic
objectives; our business execution model; management’s expectations
regarding the industries in which we operate; our guidance and
forecasts; our projected operating margin improvements, savings and
restructuring costs; covenant compliance; and project execution. These
forward-looking statements are based on management’s current
expectations and involve a number of risks and uncertainties, including,
among other things, our ability to successfully complete our rights
offering and repay our second-lien term loan; our ability to maintain
sufficient sources of liquidity to fund our operations, including
sufficient bonding and surety capacity to meet customer requirements;
our ability to realize anticipated savings and operational benefits from
our restructuring plans, and other cost-savings initiatives; our ability
to successfully capitalize on the strategic alternative evaluation of
our MEGTEC and Universal business lines; our ability to successfully
integrate and realize the expected synergies from acquisitions; our
ability to realize the benefits of expected cross-selling opportunities
from acquisitions; our ability to successfully address productivity and
schedule issues in our Renewable segment, including our efforts to
enhance its resources and infrastructure; timely completion of
engineering work; productivity of subcontractors; our ability to
successfully refine our the execution model of our Renewable segment;
our ability to meet performance guarantees; our ability to successfully
partner with third parties to win and execute renewable projects;
changes in the jurisdictional mix of our income and losses; disruptions
experienced with customers and suppliers; claims by third parties; the
inability to retain key personnel; adverse changes in the industries in
which we operate; and delays, changes or termination of contracts in
backlog. If one or more of these risks or other risks materialize,
actual results may vary materially from those expressed. For a more
complete discussion of these and other risk factors, see B&W’s filings
with the Securities and Exchange Commission, including our most recent
annual report on Form 10-K and subsequent quarterly reports on Form
10-Q. B&W cautions not to place undue reliance on these forward-looking
statements, which speak only as of the date of this release, and
undertakes no obligation to update or revise any forward-looking
statement, except to the extent required by applicable law.

About B&W

Headquartered in Charlotte, N.C., Babcock & Wilcox is a global leader
in energy and environmental technologies and services for the power and
industrial markets. Follow us on Twitter @BabcockWilcox and learn more
at www.babcock.com.

Exhibit 1

Babcock & Wilcox Enterprises, Inc.

Reconciliation of Non-GAAP Operating Income and Earnings Per
Share(1)(2)

(In millions, except per share amounts)

Three Months Ended December 31, 2017
GAAP

Restructuring
and spin-off
transaction
costs

Acquisition
and
integration
costs

Pension &
OPEB MTM
(gain) / loss

Litigation

Financial
advisory
services

Revaluation
of deferred
tax assets
and other

Non-GAAP

Intangible
amortization

Non-GAAP
excluding
intangible
amortization

Operating income (loss) $(23.4) $6.5 $0.2 $(9.8) $(0.8) $2.3 $— $(24.9) $3.8 $(21.1)
Other expense (11.4) (0.7) (12.1) (12.1)
Income tax expense (benefit) 72.5 1.5 0.1 (3.6) (0.6) 0.8 (63.7) 7.0 1.2 8.2
Net income (loss) $(107.2) $5.0 $0.1 $(6.2) $(1.0) $1.5 $63.7 $(44.0) $2.6 $(41.4)
Net loss attributable to non-controlling interest (0.2) (0.2) (0.2)
Net income (loss) attributable to shareholders $(107.5) $5.0 $0.1 $(6.2) $(1.0) $1.5 $63.7 $(44.3) $2.6 $(41.7)
Diluted EPS – continuing operations $(2.44) $0.11 $— $(0.14) $(0.02) $0.03 $1.45 $(1.01) $0.06 $(0.95)
Income tax rate (208.4)% (18.8)% (24.7)%
Three Months Ended December 31, 2016
GAAP

Restructuring
costs and spin-
off transaction
costs

Acquisition and
integration
costs

Pension &
OPEB MTM
(gain) / loss

Sale of equity
method
investment

Litigation Non-GAAP

Intangible
amortization

Non-GAAP
excluding
intangible
amortization

Operating income (loss) $(58.6) $2.8 $2.4 $(6.4) $(8.3) $3.2 $(65.0) $8.0 $(57.0)
Other expense (5.0) (5.0) (5.0)
Income tax expense (benefit) 7.7 1.0 0.2 (2.7) 1.2 7.4 2.5 10.0
Net income (loss) $(71.3) $1.8 $2.1 $(3.8) $(8.3) $2.0 $(77.4) $5.5 $(71.9)
Net loss attributable to non-controlling interest (0.3) (0.3) (0.3)
Net income (loss) attributable to shareholders $(71.6) $1.8 $2.1 $(3.8) $(8.3) $2.0 $(77.7) $5.5 $(72.2)
Diluted EPS – continuing operations $(1.47) $0.04 $0.04 $(0.08) $(0.17) $0.04 $(1.60) $0.11 $(1.48)
Income tax rate (12.2)% (10.6)% (16.1)%
Year Ended December 31, 2017
GAAP

Impairment
of equity
method
investment

Restructuring
and spin-off
transaction
costs

Acquisition
and
integration
costs

Pension &
OPEB MTM
(gain) / loss

Litigation

Financial
advisory
services

Goodwill
impairment

Revaluation
of deferred
tax assets
and other

Non-GAAP

Intangible
amortization

Non-GAAP
excluding
intangible
amortization

Operating income (loss) $(281.6) $18.2 $15.4 $3.3 $(8.7) $(0.8) $2.7 $86.9 $ — $(164.6) $18.3 $(146.3)
Other income (expense) (32.6) 3.0

(29.6) (29.6)
Income tax expense (benefit) 64.8 3.7 0.8 (3.3) 0.8 1.0 1.1 (63.7) 5.2 5.8 10.9
Net income (loss) $(379.0) $18.2 $11.8 $2.5 $(5.4) $1.4 $1.7 $85.8 $63.7 $(199.4) $12.5 $(186.8)
Net loss attributable to non-controlling interest (0.8) (0.8) (0.8)
Net income (loss) attributable to shareholders $(379.8) $18.2 $11.8 $2.5 $(5.4) $1.4 $1.7 $85.8 $63.7 $(200.2) $12.5 $(187.6)
Diluted EPS – continuing operations $(8.09) $0.39 $0.25 $0.05 $(0.11) $0.03 $0.04 $1.83 $1.36 $(4.26) $0.27 $(4.00)
Income tax rate (20.6)% (2.7)% (6.2)%
Year Ended December 31, 2016
GAAP

Restructuring
costs and spin-off
transaction costs

Acquisition and
integration costs

Pension & OPEB
MTM (gain) / loss

Sale of equity
method
investment

Litigation Non-GAAP

Intangible
amortization

Non-GAAP
excluding
intangible
amortization

Operating income (loss) $(102.8) $40.8 $5.1 $24.1 $(8.3) $3.2 $(37.9) $19.9 $(18.0)
Other income (expense) (5.4) (5.4) (5.4)
Income tax expense (benefit) 6.9 0.3 0.8 8.4 1.2 17.7 6.4 24.1
Net income (loss) $(115.1) $40.5 $4.3 $15.7 $(8.3) $2.0 $(60.9) $13.5 $(47.4)
Net loss attributable to non-controlling interest (0.6) (0.6) (0.6)
Net income (loss) attributable to shareholders $(115.6) $40.5 $4.3 $15.7 $(8.3) $2.0 $(61.5) $13.5 $(48.0)
Diluted EPS – continuing operations $(2.31) $0.81 $0.09 $0.31 $(0.17) $0.04 $(1.23) $0.27 $(0.96)
Income tax rate (6.4)% (40.9)% (103.3)%

(1) Figures may not be clerically accurate due to rounding.

(2) B&W is providing non-GAAP information regarding certain of its
historical results to supplement the results provided in accordance with
GAAP, and it should not be considered superior to, or as a substitute
for, the comparable GAAP measures. B&W believes the non-GAAP measures
provide meaningful insight into the Company’s operational performance
and provides these measures to investors to help facilitate comparisons
of operating results with prior periods and to assist them in
understanding B&W’s ongoing operations.

Exhibit 2
Babcock & Wilcox Enterprises, Inc.

Reconciliation of Adjusted EBITDA(1)

(In millions)

Three Months Ended Twelve Months Ended
Reconciliation of Adjusted EBITDA December 31, December 31,
2017 2016 2017 2016
Net Income – GAAP $ (107.5 ) $ (71.6 ) $ (379.8 ) $ (115.7 )
Income tax expense (benefit) 72.5 7.7 64.9 6.9
Interest expense, net 10.6 2.5 25.7 3.0
Depreciation and amortization expense 9.0 12.4 40.0 39.3
Restructuring costs 6.4 2.4 14.3 37.0
Spin costs 0.2 0.4 1.2 3.8
Acquisition and integration costs 0.2 2.4 3.3 5.1
Financial advisory services 2.3 2.7
(Gain) loss on sale of assets (8.3 ) (8.3 )
Goodwill and other impairments 86.9
Litigation Settlement (Gain) (0.8 ) 3.2 (0.8 ) 3.2
Pension & OPEB MTM (9.8 ) (6.4 ) (8.7 ) 24.1
Other than temporary impairment of equity method investment in TBWES 18.2
EBITDA – Adjusted (3) $ (17.0 ) $ (55.3 ) $ (132.1 ) $ (1.6 )

(3) EBITDA is not a calculation based on upon generally accepted
accounting principles (GAAP). The amounts included Adjusted EBITDA
however, are derived from amounts included in the Consolidated
Statements of Earnings. EBITDA should not be considered an alternative
to net earnings (loss), operating profit (loss) or operating cash flows.
B&W has presented EBITDA as it regularly used by many of our investors
and is presented as a convenience to them. Adjusted EBITDA, as presented
in this calculation however, differs from the EBITDA calculation used to
compute our leverage ratio and interest coverage ratio as defined by our
Amended Credit Agreement.

2018 Outlook

Management has provided full year adjusted EBITDA guidance of $75
million to $95 million. It is not possible for management to identify
the amount or significance of future adjustments associated with
potential mark to market adjustments to our pension and other
postretirement benefit plan liabilities or other non-routine costs that
we adjust in our presentation of adjusted EBITDA . These items are
dependent on future events and/or market inputs that are not reasonably
estimable at this time. Accordingly, management is unable to reconcile
without unreasonable effort the Company's forecasted range of adjusted
EBITDA for the full year included in the 2018 Outlook section of this
earnings release to a comparable GAAP range. However, items excluded
from our adjusted EBITDA guidance include the historical adjustments
noted in the tables above, and our adjusted EBITDA guidance also
excludes future estimable adjusting items, charges relating to
previously announced restructuring initiatives of approximately $7
million, financial advisory services costs of approximately $2 million,
the gain on the sale of BWBC of $3.4 million, and additional spin and
acquisitions and integration costs of less than $1 million.

Exhibit 3
Babcock & Wilcox Enterprises, Inc.

Condensed Consolidated Statements of Operations(1)

(In millions, except per share amounts)

Three Months Ended Year Ended
December 31, December 31,
2017 2016 2017 2016
Revenues $ 408.1 $ 380.0 $ 1,557.7 $ 1,578.3
Costs and expenses:
Cost of operations 362.6 380.8 1,457.9 1,399.1
Selling, general and administrative expenses 64.0 64.4 259.8 247.1
Goodwill impairment charges 0.0 0.0 86.9 0.0
Restructuring activities and spin-off transaction costs 6.5 2.8 15.4 40.8
Research and development costs 2.0 2.1 9.4 10.4
Losses (gains) on asset disposals, net 0.0 0.0 0.0 0.0
Total costs and expenses 435.0 450.1 1,829.4 1,697.5
Equity in income (loss) and impairment of investees 3.5 11.6 (9.9 ) 16.4
Operating income (loss) (23.4 ) (58.6 ) (281.6 ) (102.8 )
Other income (expense):
Interest income 0.2 0.2 0.5 0.8
Interest expense (10.7 ) (2.6 ) (26.3 ) (3.8 )
Other – net (0.8 ) (2.5 ) (6.8 ) (2.4 )
Total other income (expense) (11.4 ) (5.0 ) (32.6 ) (5.4 )
Income (loss) before income tax expense (34.8 ) (63.6 ) (314.2 ) (108.1 )
Income tax expense (benefit) 72.5 7.7 64.8 6.9
Net income (loss) (107.2 ) (71.3 ) (379.0 ) (115.1 )
Net income attributable to noncontrolling interest (0.2 ) (0.3 ) (0.8 ) (0.6 )
Net income (loss) attributable to shareholders $ (107.5 ) $ (71.6 ) $ (379.8 ) $ (115.6 )
Basic earnings (loss) per share $ (2.44 ) $ (1.47 ) $ (8.09 ) $ (2.31 )
Diluted earnings (loss) per share $ (2.44 ) $ (1.47 ) $ (8.09 ) $ (2.31 )
Shares used in the computation of earnings per share:
Basic 44.1 48.7 46.9 50.1
Diluted 44.1 48.7 46.9 50.1

Contacts

Babcock & Wilcox
Investor Contact:
Chase Jacobson,
704-625-4944
Vice President, Investor Relations
[email protected]
or
Media
Contact:
Ryan Cornell, 330-860-1345
Public Relations
[email protected]

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