BWX Technologies, Inc. (formerly The Babcock & Wilcox Company) — FY2014 Form 10-K Summary
Business context and reporting period
The filing is The Babcock & Wilcox Company’s annual report for the fiscal year ended December 31, 2014. The company operated five segments: Power Generation, Nuclear Operations, Technical Services, Nuclear Energy and mPower. In November 2014, management announced plans to spin off Power Generation as Babcock & Wilcox Enterprises, Inc. and rename the remaining company BWX Technologies, Inc. The planned transaction was expected by mid-summer 2015, subject to customary conditions and approvals.
Financial performance and key metrics
| Metric | 2014 | 2013 |
|---|---|---|
| Revenue | $2.923 billion | $3.269 billion |
| Operating income (loss) | $(2.6) million | $536.4 million |
| Income before taxes | $5.5 million | $517.2 million |
| Net income attributable to B&W | $29.4 million | $346.1 million |
| Diluted EPS | $0.27 | $3.07 |
| Net cash from operations | $74.9 million | $137.9 million |
| Cash, restricted cash and investments | $382.6 million | $410.0 million |
| Total debt, including current maturities | $303.2 million | $4.9 million |
| Total backlog | $5.292 billion | $4.590 billion |
- Reported operating results were heavily affected by a $241.2 million non-cash pension and postretirement mark-to-market loss, compared with a $222.7 million gain in 2013, and $41.1 million of restructuring charges.
- Excluding pension mark-to-market adjustments and restructuring charges, segment and corporate operating income declined by approximately $73.6 million year over year.
- Segment operating margins were 6.6% for Power Generation, 22.2% for Nuclear Operations and negative 15.0% for Nuclear Energy. mPower generated a $68.9 million operating loss.
- Working capital increased to $654.2 million from $510.2 million. Liquidity, defined by the company as unrestricted cash and investments plus available credit capacity, was $1.154 billion, up from $898.2 million.
- The new credit agreement provided up to $1.0 billion of revolving capacity and a $300 million term loan, maturing June 24, 2019. At year-end, $300 million was drawn and $828.1 million remained available after letters of credit.
- Outstanding letters of credit and bank guarantees totaled $273.4 million, and surety bonds totaled $437.9 million.
- The defined benefit pension and postretirement plans were underfunded by approximately $629.2 million. Expected 2015 cash contributions were approximately $18.8 million for pensions and $11.0 million for other postretirement plans.
Material changes versus the prior comparable period
- Revenue declined 10.6%, primarily because of lower Power Generation activity, completion or reduction of Nuclear Energy projects, and lower Technical Services activity. Nuclear Operations revenue increased 4.6%.
- Power Generation revenue fell 15.9% and operating income fell 36.8%, reflecting lower new-build environmental and steam-generation activity, lower aftermarket project revenue and weaker joint-venture results. The MEGTEC acquisition contributed $105.4 million of revenue and $5.3 million of operating income.
- Nuclear Operations revenue increased $53.3 million and operating income increased $32.7 million, helped by a $46.4 million cumulative revenue effect from a contract change order and higher nuclear-component activity.
- Technical Services revenue declined 18.6% and operating income declined $23.0 million following the loss of fee income associated with the Pantex and Y-12 contracts and lower activity in other programs. Transition of those facilities to a new contractor was completed June 30, 2014.
- Nuclear Energy revenue declined 45.5% and shifted to a $23.2 million operating loss, driven by the exit from the lower-margin Nuclear Projects business, lower equipment activity and a $16.1 million loss recognition from an adverse jury verdict.
- mPower’s operating loss improved by $12.4 million as development spending was slowed, but the program remained loss-making. DOE funding of the program was suspended after the latest Cooperative Agreement extension expired.
- Research and development spending declined to $142.8 million from $200.8 million, while DOE funding recognized under the mPower program declined to $27.8 million from $78.4 million.
- Cash from operations fell $63.0 million, while investing cash use increased to $199.8 million, primarily because of the MEGTEC acquisition. Financing cash flow turned positive at $104.6 million because of new borrowings.
Guidance, outlook, commentary, risks and unusual items
- Management expected 2015 revenue of approximately $1.0 billion from Power Generation backlog, $1.1 billion from Nuclear Operations backlog and $87 million from Nuclear Energy backlog, excluding new awards and change orders.
- Management targeted Power Generation margin improvement of 200–300 basis points and a minimum 10% Nuclear Energy operating margin by the end of 2015. Related restructuring charges were expected to total $35 million to $50 million.
- The Global Competitiveness Initiative was expected to produce at least $75 million of annual savings when fully implemented, with approximately $60 million of total restructuring charges. Manufacturing-related savings were expected primarily in 2015.
- The planned spin-off was expected to generate $45 million to $55 million of after-tax separation costs and could affect capital allocation, debt, taxes, liabilities, employee arrangements and the comparability of future results.
- mPower spending was expected to be no more than $15 million annually, net of DOE reimbursements, while the company sought additional investors. Future DOE funding was uncertain.
- Backlog increased 15.3% to $5.292 billion, but management cautioned that backlog is not a GAAP measure and may be cancelled, delayed, modified or unprofitable. Approximately $2.7768 billion of Nuclear Operations government backlog was not yet funded.
- The U.S. Government represented approximately 45% of consolidated revenue, up from 38% in 2013. Government contracts remain subject to appropriations, renewal, termination and pricing or compliance audits.
- The company recorded an $11.6 million additional loss on the Berlin Station project, following $35.6 million and $16.9 million of losses in 2013 and 2012. Litigation continued over project claims, letters of credit and liquidated damages.
- The company recorded a $14.2 million gain related to Centrus Energy securities received through the USEC bankruptcy settlement, but also recorded a $4.2 million other-than-temporary impairment on Centrus common stock in the fourth quarter.
- Other significant exposures included the $16 million AREVA jury verdict, potential New Mexico environmental penalties involving joint ventures, environmental accruals of $59.9 million, the Parks Township cleanup and substantial nuclear, insurance, cybersecurity, fixed-price contract and joint-venture risks.
Most important facts an investor should verify
- Completion, tax treatment, financing arrangements and post-separation liabilities of the Power Generation spin-off and the change to BWX Technologies.
- Underlying operating performance excluding the unusually volatile pension mark-to-market adjustment and restructuring charges.
- Whether Power Generation and Nuclear Energy margin-improvement targets and restructuring savings were achieved.
- Funding, partner support, contractual exposure and future spending requirements for the mPower program after DOE funding was suspended.
- Government appropriations, contract renewals and the funding status of Nuclear Operations backlog.
- Resolution and cash impact of the Berlin Station, AREVA, Prairie Island and Apollo/Parks litigation, including potential letter-of-credit draws.
- Pension underfunding, required contributions, plan freezes and the effect of changing discount rates and mortality assumptions.
- Debt covenant compliance, term-loan amortization, availability of revolving and letter-of-credit capacity, and the large surety-bond portfolio.
- Recoverability of environmental accruals, indemnities and insurance coverage, particularly for Parks Township and nuclear-related liabilities.