0001144204-13-041996.txt : 20130730 0001144204-13-041996.hdr.sgml : 20130730 20130730163754 ACCESSION NUMBER: 0001144204-13-041996 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130730 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130730 DATE AS OF CHANGE: 20130730 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHICAGO BRIDGE & IRON CO N V CENTRAL INDEX KEY: 0001027884 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION SPECIAL TRADE CONTRACTORS [1700] IRS NUMBER: 000000000 STATE OF INCORPORATION: P7 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12815 FILM NUMBER: 13996355 BUSINESS ADDRESS: STREET 1: OOSTDUINLAAN 75 CITY: THE HAGUE STATE: P7 ZIP: 2596 JJ BUSINESS PHONE: 31-70-3732010 MAIL ADDRESS: STREET 1: OOSTDUINLAAN 75 CITY: THE HAGUE STATE: P7 ZIP: 2596 JJ 8-K 1 v351191_8k.htm FORM 8-K

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): July 30, 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 July 30, 2013, Chicago Bridge & Iron Company N.V. issued a press release announcing financial results for the quarter ended June 30, 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 July 30, 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:  July 30, 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 July 30, 2013

 

 

EX-99.1 2 v351191_ex99-1.htm PRESS RELEASE

CB&I Reports Strong 2013 Second Quarter Results

THE WOODLANDS, Texas, July 30, 2013 /PRNewswire/ -- CB&I (NYSE: CBI) today reported net income for the second quarter of $106.0 million, or $0.98 per diluted share, including the after tax impact of acquisition-related costs of $6.3 million, or $0.06 per diluted share. Revenue for the second quarter was $2.9 billion with new awards of $2.5 billion, resulting in a backlog of $24.5 billion.

"I am pleased to report that CB&I delivered strong execution in the second quarter," said Philip K. Asherman, President and CEO. "The company continued to deliver growth in revenue and income from operations. Revenue was up 119% from $1.3 billion in the second quarter 2012, and adjusted income from operations was $195.4 million, up 87% from the comparable period last year. CB&I reported second quarter adjusted earnings per share of $1.04."

"Our operational execution and financial performance have been trending as expected, and the market momentum continues but with timing of anticipated major EPC awards and delays due to governmental approvals, we have adjusted our new awards guidance for the year, and maintain our guidance for revenue and adjusted earnings per share," continued Asherman.

CB&I's updated guidance for 2013 is:

New Awards:

$11.0 - $15.0 billion



Revenue:

$10.7 - $11.2 billion



Adjusted Earnings per Share:

$4.00 - $4.35

Earnings Conference Call

CB&I will host a webcast on July 30 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.

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 STATEMENTS OF OPERATIONS

(in thousands, except per share data)



























Three Months


Six Months





Ended June 30,


Ended June 30,





2013


2012


2013


2012












Revenue


$   2,850,791


$   1,299,529


$   5,102,220


$   2,500,796

Cost of revenue


2,553,700


1,140,644


4,558,985


2,188,647














Gross profit


297,091


158,885


543,235


312,149



% of Revenue


10.4%


12.2%


10.6%


12.5%












Selling and administrative expense


92,897


52,392


186,865


115,624



% of Revenue


3.3%


4.0%


3.7%


4.6%












Intangibles amortization


16,083


6,037


25,271


12,129

Equity earnings


(5,918)


(4,010)


(10,403)


(5,810)

Other operating income, net


(1,367)


(173)


(1,664)


(238)

Acquisition-related costs


9,964


1,500


71,220


1,500














Income from operations


185,432


103,139


271,946


188,944



% of Revenue


6.5%


7.9%


5.3%


7.6%












Interest expense


(20,757)


(2,831)


(43,503)


(4,943)

Interest income 


1,998


2,288


3,869


4,475














Income before taxes


166,673


102,596


232,312


188,476












Income tax expense 


(46,973)


(29,752)


(69,740)


(54,658)














Net income


119,700


72,844


162,572


133,818












Less: Net income attributable to noncontrolling interests


(13,657)


(524)


(22,921)


(2,011)














Net income attributable to CB&I


$      106,043


$        72,320


$      139,651


$      131,807












Net income attributable to CB&I per share:











Basic


$           0.99


$           0.75


$           1.34


$           1.36



Diluted


$           0.98


$           0.74


$           1.32


$           1.34












Weighted average shares outstanding:











Basic


107,056


96,401


104,444


96,829



Diluted


108,392


97,632


105,963


98,442












Cash dividends on shares:











Amount


$         5,363


$         4,832


$       10,708


$         9,717



Per Share


$           0.05


$           0.05


$           0.10


$           0.10












Non-GAAP Supplemental Information

(amounts adjusted to exclude Shaw acquisition-related transaction costs) (1)














Adjusted income from operations


$      195,396


$      104,639


$      343,166


$       190,444



Adjusted % of Revenue


6.9%


8.1%


6.7%


7.6%














Adjusted net income attributable to CB&I


$      112,321


$        73,288


$      197,177


$      132,775



Adjusted net income attributable to CB&I per share (diluted)


$            1.04


$           0.75


$            1.86


$            1.35












(1)

The exclusion of Shaw acquisition-related transaction costs is a non-GAAP financial measure, which we believe provides users a better indication of our operating performance. See Reconciliation of Non-GAAP Supplemental Information table.




Chicago Bridge & Iron Company N.V.

Segment Information

(in thousands)
















Three Months Ended June 30,


Six Months Ended June 30, 



2013


2012


2013


2012

















 % of 

 Total 



 % of 

 Total 



 % of 

 Total 



 % of 

 Total 

NEW AWARDS (1)








 Engineering, Construction and Maintenance 

$   1,526,014

61%


$  1,350,101

74%


$  2,526,464

57%


$  2,505,496

71%

 Fabrication Services 

493,431

20%


168,167

9%


1,201,137

27%


579,090

16%

 Technology 

107,394

4%


311,493

17%


260,142

6%


440,536

13%

 Government Solutions 

386,948

15%


-

0%


471,993

10%


-

0%

    Total  

$   2,513,787



$  1,829,761



$  4,459,736



$  3,525,122































 % of 

 Total 



 % of 

 Total 



 % of 

 Total 



 % of 

 Total 

REVENUE








 Engineering, Construction and Maintenance 

$   1,660,979

58%


$     759,817

58%


$  3,091,114

61%


$  1,469,598

59%

 Fabrication Services 

675,471

24%


451,062

35%


1,170,519

23%


842,495

34%

 Technology 

161,300

6%


88,650

7%


312,782

6%


188,703

7%

 Government Solutions 

353,041

12%


-

0%


527,805

10%


-

0%

    Total  

$   2,850,791



$  1,299,529



$  5,102,220



$  2,500,796































 % of 

 Revenue 



 % of 

 Revenue 



 % of 

 Revenue 



 % of 

 Revenue 

INCOME FROM OPERATIONS








 Engineering, Construction and Maintenance 

$       81,473

4.9%


$       36,035

4.7%


$     144,685

4.7%


$       63,455

4.3%

 Fabrication Services 

66,895

9.9%


46,388

10.3%


111,919

9.6%


82,174

9.8%

 Technology 

36,364

22.5%


22,216

25.1%


71,906

23.0%


44,815

23.7%

 Government Solutions 

10,664

3.0%


-

0.0%


14,656

2.8%


-

0.0%

 Total operating groups 

$     195,396

6.9%


$     104,639

8.1%


$     343,166

6.7%


$     190,444

7.6%

      Acquisition-related costs 

(9,964)



(1,500)



(71,220)



(1,500)


    Total 

$     185,432

6.5%


$     103,139

7.9%


$     271,946

5.3%


$     188,944

7.6%




(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)






















June 30,


December 31,






2013


2012


ASSETS














Current assets

$               3,584,835


$               2,721,555


Equity investments

96,042


97,267


Property and equipment, net

801,889


285,871


Goodwill and other intangibles, net

3,979,221


1,093,019


Other non-current assets

216,724


131,963










    Total assets

$               8,678,711


$               4,329,675


















LIABILITIES AND SHAREHOLDERS' EQUITY













Current maturities of long-term debt and revolver borrowings

$                  356,500


$                          -


Other current liabilities

3,930,257


1,772,522


Long-term debt 

1,675,000


800,000


Other non-current liabilities

630,032


360,843










Shareholders' equity

2,086,922


1,396,310










    Total liabilities and shareholders' equity

$               8,678,711


$               4,329,675


















Chicago Bridge & Iron Company N.V.


Condensed Consolidated Statements of Cash Flows and Other Financial Data


(in thousands)














Six Months






Ended June 30,






2013


2012


CASH FLOWS













Cash flows from operating activities

$                 (300,742)


$                    28,794


Cash flows from investing activities

(1,826,975)


(33,050)


Cash flows from financing activities

1,939,717


(111,813)


Effect of exchange rate changes on cash and cash equivalents

(28,786)


(2,914)










Decrease in cash and cash equivalents

(216,786)


(118,983)


Cash and cash equivalents, beginning of the year

643,395


671,811


Cash and cash equivalents, end of the period

$                  426,609


$                  552,828










OTHER FINANCIAL DATA













Increase in receivables, net

$                 (205,458)


$                 (127,796)


Change in contracts in progress, net

(221,071)


(66,746)


Increase in inventory

(13,709)


(7,106)


(Decrease) increase in accounts payable

(97,355)


33,159



Change in contract capital

$                 (537,593)


$                 (168,489)










Depreciation and amortization 

$                    79,170


$                    33,403


Capital expenditures

$                    40,867


$                    34,187














June 30, 2013


December 31, 2012


Backlog (1)


$             24,493,372


$             10,928,818


















(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)


































Three Months


Six Months




Ended June 30,


Ended June 30,




2013


2012


2013


2012











Adjusted income from operations




















Income from operations


$185,432


$103,139


$271,946


$188,944


Acquisition-related costs


9,964


1,500


71,220


1,500












Adjusted income from operations


$195,396


$104,639


$343,166


$190,444


Adjusted % of Revenue


6.9%


8.1%


6.7%


7.6%





















Adjusted net income attributable to CB&I




















Net income attributable to CB&I


$106,043


$  72,320


$139,651


$131,807


Acquisition-related transaction costs, net of tax (1)


6,278


968


57,526


968












Adjusted net income attributable to CB&I


$112,321


$  73,288


$197,177


$132,775











Adjusted net income attributable to CB&I per share




















Net income attributable to CB&I


$     0.98


$     0.74


$     1.32


$     1.34


Acquisition-related transaction costs, net of tax (1)


0.06


0.01


0.54


0.01












Adjusted net income attributable to CB&I


$     1.04


$     0.75


$     1.86


$     1.35












(1)

The three and six month periods ended June 30, 2013 include $9,964 and $71,220 of acquisition-related costs, respectively, and the six month period ended June 30, 2013 includes $10,517 of acquisition-related pre-closing financing costs and one-time financial commitments (both included in interest expense and recorded in Q1). These acquisition-related transaction costs total $9,964 and $81,737, less the tax impact of $3,686 and $24,211, respectively. The per share amounts for the three and six month periods are based upon diluted weighted average shares of 108,392 and 105,963, respectively.  



The three and six month periods ended June 30, 2012 include $1,500 of acquisition-related costs, less the tax impact of $532 . The per share amounts for the three and six month periods are based upon diluted weighted average shares of 97,632 and 98,442, respectively.

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