UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 2, 2013
CHICAGO BRIDGE & IRON COMPANY N.V.
(Exact name of registrant as specified in its charter)
The Netherlands
(State or other jurisdiction of incorporation)
1-12815 | N.A. |
(Commission File Number) | (IRS Employer Identification No.) |
Oostduinlaan 75 | |
2596JJ The Hague | |
The Netherlands | N.A. |
(Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: 31-70-373-2010
N.A.
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2 below):
[ ] Written Communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition
(a) | On May 2, 2013, Chicago Bridge & Iron Company N.V. issued a press release announcing financial results for the quarter ended March 31, 2013. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. |
Item 9.01 Financial Statements and Exhibits
(d) | Exhibits |
99.1 – Press Release dated May 2, 2013
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
CHICAGO BRIDGE & IRON COMPANY N.V. | ||
By: | Chicago Bridge & Iron Company B.V. | |
Its: | Managing Director | |
Date: May 2, 2013 | By: | /s/ Ronald A. Ballschmiede |
Ronald A. Ballschmiede | ||
Managing Director | ||
(Principal Financial Officer) |
EXHIBIT INDEX
Exhibit Number | Exhibit Description |
99.1 | Press release dated May 2, 2013 |
CB&I Reports Strong 2013 First Quarter Results
THE WOODLANDS, Texas, May 2, 2013 /PRNewswire/ -- CB&I (NYSE: CBI) today reported net income for the first quarter of $33.6 million or $0.32 per diluted share, including the after tax impact of acquisition-related costs of $51.2 million, or $0.50 per diluted share. Revenue for the first quarter of 2013 was $2.3 billion with new awards of $1.9 billion resulting in a backlog of $25.5 billion. Consistent with previous years, the first quarter includes a disproportionate share of the Company's annual stock-based compensation expense.
(Logo: http://photos.prnewswire.com/prnh/20130430/DA04155LOGO)
"CB&I had another successful quarter, including the achievement of an important strategic milestone with the financial close of the Shaw transaction on February 13," said Philip K. Asherman, President and CEO. "For the first quarter, CB&I delivered strong growth in revenue and income from operations. Revenue was up 87% from $1.2 billion in the first quarter of 2012, and adjusted income from operations was $147.8 million, up 72% compared to the same period last year. We are encouraged by the robust accretion of the acquisition. Our combined operations earned adjusted earnings per share of $0.82."
"Revenues are performing as expected and despite the postponement of a major LNG project in Australia, we anticipate that continuing demand around the world for energy infrastructure will drive our new awards for 2013 to be within the guidance range we announced earlier this year," continued Asherman.
Earnings Conference Call
CB&I will host a webcast on May 2 at 4:00 p.m. CDT (5:00 p.m. EDT) to discuss financial and operating results, and answer questions from investors. The webcast will be available on the Investor Relations page of www.CBI.com.
About CB&I
CB&I (NYSE: CBI) is the most complete energy infrastructure focused company in the world and a major provider of government services. Drawing upon more than a century of experience and the expertise of approximately 50,000 employees, CB&I provides reliable solutions while maintaining a relentless focus on safety and an uncompromising standard of quality. For more information, visit www.CBI.com.
Important Information For Investors And Shareholders
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements regarding CB&I and represents our expectations and beliefs concerning future events. These forward-looking statements are intended to be covered by the safe harbor for forward-looking statements provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties. When considering any statements that are predictive in nature, depend upon or refer to future events or conditions, or use or contain words, terms, phrases or expressions such as "achieve," "forecast," "plan," "propose," "strategy," "envision," "hope," "will," "continue," "potential," "expect," "believe," "anticipate," "project," "estimate," "predict," "intend," "should," "could," "may," "might" or similar forward-looking statements, we refer you to the cautionary statements concerning risk factors and "Forward-Looking Statements" described under "Risk Factors" in Item 1A of our Annual Report filed on Form 10-K filed with the SEC for the year ended December 31, 2012, and any updates to those risk factors or "Forward-Looking Statements" included in our subsequent Quarterly Reports on Form 10-Q filed with the SEC, which cautionary statements are incorporated herein by reference.
Chicago Bridge & Iron Company N.V. | ||||||||||
Consolidated Statement of Operations | ||||||||||
(in thousands, except per share data) | ||||||||||
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| Three Months | ||||||||
|
| Ended March 31, | ||||||||
|
| 2013 |
| 2012 | ||||||
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| ||||||
Revenue | $ 2,251,429 |
| $ 1,201,267 | |||||||
Cost of revenue | 2,005,285 |
| 1,048,003 | |||||||
| Gross profit | 246,144 |
| 153,264 | ||||||
| % of Revenue | 10.9% |
| 12.8% | ||||||
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|
|
|
| ||||||
Selling and administrative expense | 93,968 |
| 63,232 | |||||||
| % of Revenue | 4.2% |
| 5.3% | ||||||
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|
|
| ||||||
Intangibles amortization | 9,188 |
| 6,092 | |||||||
Equity earnings | (4,485) |
| (1,800) | |||||||
Other operating income, net | (297) |
| (65) | |||||||
Acquisition-related costs | 61,256 |
| - | |||||||
| Income from operations | 86,514 |
| 85,805 | ||||||
| % of Revenue | 3.8% |
| 7.1% | ||||||
|
|
|
|
| ||||||
Interest expense | (22,746) |
| (2,112) | |||||||
Interest income | 1,871 |
| 2,187 | |||||||
| Income before taxes | 65,639 |
| 85,880 | ||||||
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|
| ||||||
Income tax expense | (22,767) |
| (24,906) | |||||||
| Net income | 42,872 |
| 60,974 | ||||||
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| ||||||
Less: Net income attributable to noncontrolling interests | (9,264) |
| (1,487) | |||||||
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| ||||||
| Net income attributable to CB&I | $ 33,608 |
| $ 59,487 | ||||||
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| ||||||
Net income attributable to CB&I per share: |
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| |||||||
| Basic | $ 0.33 |
| $ 0.61 | ||||||
| Diluted | $ 0.32 |
| $ 0.60 | ||||||
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| ||||||
Weighted average shares outstanding: |
|
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| |||||||
| Basic | 101,802 |
| 97,257 | ||||||
| Diluted | 103,507 |
| 99,252 | ||||||
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Cash dividends on shares: |
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| |||||||
| Amount | $ 5,345 |
| $ 4,885 | ||||||
| Per Share | $ 0.05 |
| $ 0.05 | ||||||
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| ||||||
Non-GAAP Supplemental Information | ||||||||||
(2013 amounts adjusted to exclude Shaw acquisition-related transaction costs) (1) | ||||||||||
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| Adjusted income from operations | $ 147,770 |
| $ 85,805 | |||||
|
| Adjusted % of Revenue | 6.6% |
| 7.1% | |||||
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| |||||
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| Adjusted net income attributable to CB&I | $ 84,856 |
| $ 59,487 | |||||
|
| Adjusted net income attributable to CB&I per share (diluted) | $ 0.82 |
| $ 0.60 | |||||
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| (1) | The exclusion of Shaw acquisition-related transaction costs for 2013 is a non-GAAP financial measure, which we believe provides users a better indication of our operating performance. No non-GAAP adjustments were necessary for 2012 information. See Reconciliation of Non-GAAP Supplemental Information table. |
Chicago Bridge & Iron Company N.V. | ||||||||
Segment Information | ||||||||
(in thousands) | ||||||||
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| Three Months Ended March 31, | ||||
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| 2013 |
| 2012 | ||
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| % of |
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| % of |
| NEW AWARDS (1) |
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| Total |
|
| Total | |
| Engineering, Construction and Maintenance |
| $ 1,000,450 | 52% |
| $ 1,155,395 | 68% | |
| Fabrication Services |
| 707,706 | 36% |
| 410,923 | 24% | |
| Technology |
| 152,748 | 8% |
| 129,043 | 8% | |
| Government Solutions |
| 85,045 | 4% |
| - | 0% | |
| Total |
| $ 1,945,949 |
|
| $ 1,695,361 |
| |
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| % of |
|
| % of |
| REVENUE |
|
| Total |
|
| Total | |
| Engineering, Construction and Maintenance |
| $ 1,430,135 | 63% |
| $ 709,781 | 59% | |
| Fabrication Services |
| 495,048 | 22% |
| 391,433 | 33% | |
| Technology |
| 151,482 | 7% |
| 100,053 | 8% | |
| Government Solutions |
| 174,764 | 8% |
| - | 0% | |
| Total |
| $ 2,251,429 |
|
| $ 1,201,267 |
| |
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| % of |
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| % of |
| INCOME FROM OPERATIONS |
|
| Revenue |
|
| Revenue | |
| Engineering, Construction and Maintenance |
| $ 63,212 | 4.4% |
| $ 27,420 | 3.9% | |
| Fabrication Services |
| 45,024 | 9.1% |
| 35,786 | 9.1% | |
| Technology |
| 35,542 | 23.5% |
| 22,599 | 22.6% | |
| Government Solutions |
| 3,992 | 2.3% |
| - | 0.0% | |
| Total operating groups |
| $ 147,770 | 6.6% |
| $ 85,805 | 7.1% | |
| Acquisition-related costs |
| (61,256) |
|
| - |
| |
| Total |
| $ 86,514 | 3.8% |
| $ 85,805 | 7.1% | |
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| (1) | New awards represents the value of new project commitments received by the Company during a given period. |
Chicago Bridge & Iron Company N.V. | ||||||
Condensed Consolidated Balance Sheets | ||||||
(in thousands) | ||||||
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| March 31, |
| December 31, | |||
| 2013 |
| 2012 | |||
ASSETS |
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| |||
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| |||
Current assets | $ 3,619,629 |
| $ 2,721,555 | |||
Equity investments | 107,082 |
| 97,267 | |||
Property and equipment, net | 775,820 |
| 285,871 | |||
Goodwill and other intangibles, net | 3,924,359 |
| 1,093,019 | |||
Other non-current assets | 221,971 |
| 131,963 | |||
Total assets | $ 8,648,861 |
| $ 4,329,675 | |||
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LIABILITIES AND SHAREHOLDERS' EQUITY |
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Current maturities of long-term debt and revolver borrowings | $ 197,427 |
| $ - | |||
Other current liabilities | 4,172,791 |
| 1,772,522 | |||
Long-term debt | 1,700,000 |
| 800,000 | |||
Other non-current liabilities | 581,087 |
| 360,843 | |||
Shareholders' equity | 1,997,556 |
| 1,396,310 | |||
Total liabilities and shareholders' equity | $ 8,648,861 |
| $ 4,329,675 |
Chicago Bridge & Iron Company N.V. | ||||||
Condensed Consolidated Statements of Cash Flows and Other Financial Data | ||||||
(in thousands) | ||||||
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| Three Months | ||||
|
| Ended March 31, | ||||
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| 2013 |
| 2012 | ||
CASH FLOWS |
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Cash flows from operating activities |
| $ (312,215) |
| $ 59,334 | ||
Cash flows from investing activities |
| (1,752,351) |
| (10,029) | ||
Cash flows from financing activities |
| 1,821,239 |
| (90,688) | ||
Effect of exchange rate changes on cash and cash equivalents |
| (7,242) |
| 9,383 | ||
Decrease in cash and cash equivalents |
| (250,569) |
| (32,000) | ||
Cash and cash equivalents, beginning of the year |
| 643,395 |
| 671,811 | ||
Cash and cash equivalents, end of the period |
| $ 392,826 |
| $ 639,811 | ||
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OTHER FINANCIAL DATA |
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Increase in receivables, net |
| $ (153,647) |
| $ (65,339) | ||
Change in contracts in progress, net |
| (180,030) |
| 24,162 | ||
(Increase) decrease in inventory |
| (4,302) |
| 2,229 | ||
(Decrease) increase in accounts payable |
| (28,720) |
| 11,982 | ||
Change in contract capital |
| $ (366,699) |
| $ (26,966) | ||
|
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| ||
Depreciation and amortization |
| $ 28,637 |
| $ 16,646 | ||
Capital expenditures |
| $ 14,932 |
| $ 10,695 | ||
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| ||
|
| March 31, 2013 |
| December 31, 2012 | ||
Backlog (1) |
| $ 25,534,674 |
| $ 10,928,818 | ||
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|
(1) | Backlog includes the value of new award commitments until work is performed and revenue is recognized or until cancellation. | |||||||
| Backlog may also fluctuate with currency movements. |
Chicago Bridge & Iron Company N.V. | |||||
Reconciliation of Non-GAAP Supplemental Information | |||||
(in thousands, except per share data) | |||||
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| Three Months | ||
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| Ended March 31, 2013 | ||
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Adjusted income from operations |
|
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| |
|
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| Income from operations |
| $ 86,514 |
|
|
| Acquisition-related costs |
| 61,256 |
|
|
| Adjusted income from operations |
| $147,770 |
|
|
| Adjusted % of Revenue |
| 6.6% |
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Adjusted net income attributable to CB&I (total and per share) | Amount |
| Per Share | ||
|
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|
|
| Net income attributable to CB&I |
| $ 33,608 |
| $ 0.32 |
| Acquisition-related transaction costs, net of tax (1) |
| 51,248 |
| 0.50 |
| Adjusted net income attributable to CB&I |
| $ 84,856 |
| $ 0.82 |
|
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(1) | Includes $61,256 of of acquisition-related costs and $10,517 of acquisition-related pre-closing financing costs and one-time financial commitments (both included in interest expense), totaling $71,773, less the tax impact of $20,525. The per share amount is based upon diluted weighted average shares of 103,507. |
CONTACT: Media: www.CBI.com, or Investors: Christi Thoms, +1 832 513 1200