-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Qx4x9VjKBZTI6EuaCgMwRi/bloFUPS698H1XBao89feKbABNyik+qof9gEumlBE7 4cwD2J3y9JQE2Re5DKq+Qw== 0001157523-10-001099.txt : 20100222 0001157523-10-001099.hdr.sgml : 20100222 20100222160144 ACCESSION NUMBER: 0001157523-10-001099 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100222 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100222 DATE AS OF CHANGE: 20100222 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 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12815 FILM NUMBER: 10622746 BUSINESS ADDRESS: STREET 1: P O BOX 74658 CITY: 1075 AD AMSTERDAM STATE: P8 ZIP: 00000 MAIL ADDRESS: STREET 1: POLARISAVENUE 31 STREET 2: 2132 JH HOOFDORP CITY: THE NETHERLANDS 8-K 1 a6187901.htm CHICAGO BRIDGE & IRON COMPANY N.V. 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): February 22, 2010


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:  31-70-373-2070

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 February 22, 2010, Chicago Bridge & Iron Company N.V. issued a press release announcing financial results for the quarter and year ended December 31, 2009.  A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01     Financial Statements and Exhibits

(d)       Exhibits

                         99.1 – Press Release dated February 22, 2010


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: February 22, 2010

By:

/s/ Ronald A. Ballschmiede

Ronald A. Ballschmiede

Managing Director

(Principal Financial Officer)


EXHIBIT INDEX

Exhibit Number                          Exhibit Description

99.1                                              Press release dated February 22, 2010

EX-99.1 2 a6187901ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

CB&I Reports 2009 Fourth Quarter and Year-End Results

THE WOODLANDS, Texas--(BUSINESS WIRE)--February 22, 2010--CB&I (NYSE: CBI) today reported net income for full-year 2009 of $174.3 million, or $1.79 per diluted share. For the 12 months of 2009, CB&I’s consolidated revenue was $4.6 billion.

New awards for 2009 totaled $6.1 billion, including the $1.4 billion Reficar refinery project in Colombia, the $1.0 billion gas plant project in Papua New Guinea, the $550 million Gorgon LNG storage tank award in Australia and the $530 million Gasco tank contract in Abu Dhabi, bringing CB&I’s year-end backlog to $7.2 billion. Cash and cash equivalents were $326.0 million as of December 31, 2009.

Fourth quarter net income was $41.2 million, or $0.41 per diluted share, and fourth quarter revenue was $1.0 billion. New awards totaled $3.4 billion in the quarter, comprising more than 50% of CB&I’s full year new awards.

“We are pleased to report that with net income of $174.3 million, 2009 has been the highest earning period in CB&I’s history, reflecting strong project execution worldwide,” said Philip K. Asherman, President and CEO. “Despite market uncertainty in the first half of 2009, we ended the year in a strong position with more than $300 million in cash and backlog of $7.2 billion, which includes a diverse mix of projects – more than 75% of which is outside the U.S. Looking ahead, we see improving stability in commodities and supply pricing and increasing momentum in our end markets, which gives us confidence going into 2010 and beyond.”

CB&I’s guidance for 2010 is as follows:
New Awards:     $4.0 to $4.5 billion
Revenue: $3.9 to $4.2 billion
Earnings per Share: $1.60 to $1.85

Earnings Conference Call

CB&I will host a webcast, including a slide presentation, at 4:00 p.m. CST (5:00 p.m. EST) February 22 to discuss financial and operating results, and answer questions from investors. The webcast is available at www.CBI.com Investor Relations/Company Highlights.

About CB&I

CB&I designs, engineers and constructs some of the world’s largest energy infrastructure projects, providing a full spectrum of EPC solutions and proven process technologies. Drawing upon more than a century of experience and the expertise of approximately 16,000 employees worldwide, CB&I safely and reliably executes more than 600 projects a year through its three business sectors: CB&I Lummus builds upstream and downstream oil & gas projects, LNG liquefaction and regasification terminals, and a wide range of other energy related projects; CB&I Steel Plate Structures designs, fabricates and constructs storage tanks and containment vessels and their associated systems for the oil & gas, water & wastewater, mining and nuclear industries; Lummus Technology capitalizes on more than 1,500 patents and patent applications to provide process technologies, catalysts and specialty equipment for petrochemical facilities, oil refineries and gas processing plants. For more information, visit www.CBI.com or access technical details at Lummus Technology Fact Sheets. If you would like to be added to CB&I’s news release email distribution list, visit www.cbi.com/ir/news.htm.


This 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, 2009, 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. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
 
  Three Months   Twelve Months
Ended December 31, Ended December 31,
2009   2008

2009

  2008
 
Revenue $ 1,038,013 $ 1,513,387 $ 4,556,503 $ 5,944,981
 
Cost of revenue 909,856 1,349,011 4,033,783 5,711,831
       
Gross profit 128,157 164,376 522,720 233,150
% of Revenue 12.3 % 10.9 % 11.5 % 3.9 %
Selling and administrative expenses 46,133 44,493 204,911 215,457
% of Revenue 4.4 % 2.9 % 4.5 % 3.6 %
Intangibles amortization 5,773 6,360 23,326 24,039
Other operating expense (income), net 5,449 (508 ) 15,324 (464 )
Equity earnings (6,288 ) (6,859 ) (35,064 ) (41,092 )
       
Income from operations 77,090 120,890 314,223 35,210
% of Revenue 7.4 % 8.0 % 6.9 % 0.6 %
Interest expense (5,364 ) (6,580 ) (21,383 ) (21,109 )
Interest income 627 1,249 1,817 8,426
       
Income before taxes 72,353 115,559 294,657 22,527
 
Income tax expense (29,606 ) (46,058 ) (114,917 ) (37,470 )
       
Net income (loss) 42,747 69,501 179,740 (14,943 )
 
Less: Net income attributable to noncontrolling interests   (1,517 )   (920 )   (5,451 )   (6,203 )
 
Net income (loss) attributable to CB&I $ 41,230   $ 68,581   $ 174,289   $ (21,146 )
 

Net income (loss) attributable to CB&I per share

Basic $ 0.42 $ 0.73 $ 1.82 $ (0.22 )
Diluted $ 0.41 $ 0.72 $ 1.79 $ (0.22 )
 
Weighted average shares outstanding
Basic 97,695 94,354 95,832 95,402
Diluted 99,996 94,643 97,245 95,402
 

 
CHICAGO BRIDGE & IRON COMPANY N.V. AND SUBSIDIARIES
SEGMENT INFORMATION

(in thousands)

     
  Three Months Ended Twelve Months Ended
December 31, December 31, December 31, December 31,
2009 2008 2009 2008
       
% of % of % of % of
NEW AWARDS* Total Total Total Total
CB&I Steel Plate Structures $ 252,534 7 % $ 758,739 71 % $ 2,216,246 36 % $ 2,562,599 60 %
CB&I Lummus 3,094,127 90 % 282,716 26 % 3,585,741 59 % 1,218,990 28 %
Lummus Technology   86,824 3 %   28,437 3 %   311,599 5 %   505,203   12 %
Total $ 3,433,485 $ 1,069,892 $ 6,113,586 $ 4,286,792  
 
 
% of % of % of % of
REVENUE Total Total Total Total
CB&I Steel Plate Structures $ 388,813 37 % $ 551,436 36 % $ 1,650,271 36 % $ 2,011,911 34 %
CB&I Lummus 547,840 53 % 859,413 57 % 2,542,834 56 % 3,494,398 59 %
Lummus Technology   101,360 10 %   102,538 7 %   363,398 8 %   438,672   7 %
Total $ 1,038,013 $ 1,513,387 $ 4,556,503 $ 5,944,981  
 
 
% of % of % of % of
INCOME (LOSS) FROM OPERATIONS Revenue Revenue Revenue Revenue
CB&I Steel Plate Structures $ 42,145 10.8 % $ 56,624 10.3 % $ 147,194 8.9 % $ 214,386 10.7 %
CB&I Lummus 11,032 2.0 % 36,365 4.2 % 86,127 3.4 % (289,935 ) (8.3 %)
Lummus Technology   23,913 23.6 %   27,901 27.2 %   80,902 22.3 %   110,759   25.2 %
Total $ 77,090 7.4 % $ 120,890 8.0 % $ 314,223 6.9 % $ 35,210   0.6 %
 
* New awards represents the value of new project commitments received by the Company during a given period.
 

 
CHICAGO BRIDGE & IRON COMPANY N.V. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
 
  December 31,   December 31,
2009 2008
ASSETS
 
Current assets $ 1,195,578 $ 1,191,115
Equity investments 132,258 130,031
Property and equipment, net 316,112 336,093
Goodwill and other intangibles, net 1,179,600 1,198,674
Other non-current assets 193,219 144,805
   
Total assets $ 3,016,767   $ 3,000,718  
 
 
LIABILITIES AND SHAREHOLDERS' EQUITY
 
Revolver borrowings and notes payable $ 709 $ 523
Current maturity of long-term debt 40,000 40,000
Other current liabilities 1,639,166 1,947,602
Long-term debt 80,000 120,000
Other non-current liabilities 359,602 318,740
 
Shareholders' equity 897,290 573,853
   
Total liabilities and shareholders' equity $ 3,016,767   $ 3,000,718  
 
 
 
CHICAGO BRIDGE & IRON COMPANY N.V. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS AND OTHER FINANCIAL DATA
(in thousands)
 
Twelve Months
Ended December 31,
2009 2008
CASH FLOWS
 
Cash flows from operating activities $ 247,413 $ 26,309
Cash flows from investing activities (22,366 ) (121,249 )
Cash flows from financing activities 12,732 (122,716 )
   
Increase (decrease) in cash and cash equivalents 237,779 (217,656 )
Cash and cash equivalents, beginning of the year   88,221     305,877  
Cash and cash equivalents, end of the year $ 326,000   $ 88,221  
 
OTHER FINANCIAL DATA
 
Decrease in receivables, net $ 117,787 $ 44,947
Change in contracts in progress, net 37,101 (130,044 )
(Increase) decrease in non-current contract retentions (5,173 ) 1,416
(Decrease) increase in accounts payable   (220,098 )   137,256  
Change in contract capital $ (70,383 ) $ 53,575  
 
Depreciation and amortization expense $ 79,531 $ 78,244
Capital expenditures $ 47,839 $ 124,595
 
Backlog * $ 7,199,462 $ 5,681,008
 
 

* Backlog includes the value of new award commitments until work is performed and revenue is recognized or until cancellation. Backlog may fluctuate with currency movements.

 

CONTACT:
CB&I
Media: Jan Sieving, +1 832 513 1111
Investors: Mark Coscio, +1 832 513 1200

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