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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): March 15, 2023

 

BABCOCK & WILCOX ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)

 

Delaware   001-36876   47-2783641
(State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)

  

1200 East Market Street
Suite 650
Akron, Ohio
  44305
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s Telephone Number, including Area Code: (330) 753-4511

 

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:

 

¨ 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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class Trading Symbol Name of Each Exchange on which Registered
Common stock, $0.01 par value per share BW New York Stock Exchange
8.125% Senior Notes due 2026 BWSN New York Stock Exchange
6.50% Senior Notes due 2026 BWNB New York Stock Exchange
7.75% Series A Cumulative Perpetual Preferred Stock BW PRA New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company  ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨

 

 

 

 

 

 

Item 7.01 Regulation FD Disclosure.

 

On March 15, 2023, the Company issued a press release announcing our financial results for the fourth quarter and year ended December 31, 2022, which contained scrivener's errors in Exhibit 4 attached thereto. In particular, amortization expense, depreciation expense and backlog amounts for the Company’s renewable, environmental and thermal segments for the year ended December 31, 2022 were transposed. A revised copy of Exhbibit 4, which corrects the scrivener's errors, is attached as Exhibit 99.1. The information contained in Exhibit 99.1 is incorporated herein by reference.

 

The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No.   Description
99.1   Exhibit 4 to Press Release dated March 15, 2023.
104   Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

 

 

 

 

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 thereunto duly authorized.

 

  BABCOCK & WILCOX ENTERPRISES, INC.
   
   
March 16, 2023 By:  /s/ Louis Salamone
    Louis Salamone
    Executive Vice President, Chief Financial Officer and Chief Accounting Officer
    (Principal Accounting Officer and Duly Authorized Representative)