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ASSETS AND LIABILITIES HELD FOR SALE AND DISCONTINUED OPERATIONS | 3 Months Ended
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Mar. 31, 2025
Discontinued Operations and Disposal Groups [Abstract] |
ASSETS AND LIABILITIES HELD FOR SALE AND DISCONTINUED OPERATIONS | ASSETS AND LIABILITIES HELD FOR SALE AND DISCONTINUED OPERATIONS Assets Held for Sale During 2024, we engaged in a strategy and developed a formalized plan to divest certain non-core businesses to reduce our debt, improve our balance sheet and increase liquidity. As of March 31, 2025, we have divested our BWRS, SPIG and GMAB businesses and have a plan to divest our Vølund business in 2025, as discussed below. Results of operations for these businesses and the financial position of the divested subsidiaries are reported as discontinued operations for all periods presented and the notes to the financial statements have been adjusted on a retrospective basis. During the fourth quarter of 2024, we committed to a plan to sell our Vølund business (formerly part of our B&W Renewable segment) and classified the assets and liabilities of this business as held for sale. In addition, we also determined that the operations of the Vølund business qualified as discontinued operations, as this business was part of the formalized plan. As of March 31, 2025 Vølund still qualifies as discontinued operations. We sold our Vølund business on April 29, 2025, described further in Note 20 of the Condensed Consolidated Financial Statements. During the third quarter of 2023, we committed to a plan to sell our B&W Solar business (formerly part of our B&W Renewable segment) and classified the assets and liabilities of this business as held for sale. In addition, we also determined that the operations of the B&W Solar business qualified as a discontinued operation, primarily based upon its significance to our current and historic operating losses. Certain circumstances beyond our control have extended the period required to complete the sale within one year, including market conditions driven by uncertainties surrounding the change in U.S. presidential administrations and related impacts to the solar industry. We initiated actions necessary to respond to these changes by engaging an advisory service provider with specialized industry qualifications. We continue to meet the criteria to account for the B&W Solar business as held for sale and discontinued operations as of March 31, 2025. Divestitures BWRS On June 28, 2024, we, through our B&W PGG Luxembourg Finance Sárl subsidiary, sold all issued and outstanding share capital of our Denmark-based renewable parts and services subsidiary, BWRS, to Hitachi Zosen Inova AG. We received net cash proceeds of $83.5 million and recorded a gain on the sale of the business of $44.9 million. The proceeds were used to reduce outstanding debt and support working capital needs. During the three months ended March 31, 2025 we recorded a gain of $1.0 million as part of the final settlement. SPIG and GMAB On October 30, 2024, we, through our B&W PGG Luxembourg Finance Sárl subsidiary and Babcock & Wilcox A/S subsidiary, sold the entire issued and outstanding share capital of our Italy-based SPIG and Sweden-based GMAB subsidiaries to Auctus Neptune Holding S.p.A. We received net cash proceeds of $33.7 million and recorded a gain of $14.1 million, solely related to the CTA reclassification. We recorded an impairment of $5.8 million as of September 30, 2024, as the disposal group carrying value exceeded the expected net proceeds from the sale. The proceeds were used to support working capital needs and reduce outstanding debt. The following tables summarize the operating results of the disposal groups included in discontinued operations in the Condensed Consolidated Statements of Operations:
| Three Months Ended March 31, 2025
(in thousands) | Solar |  | BWRS |  | Vølund |  | Total
Revenues | $ | 10,042 |  |  | $ | — |  |  | $ | 1,171 |  |  | $ | 11,213 |
Cost of operations | 11,850 |  |  | — |  |  | 3,813 |  |  | 15,663 |
Selling general and administrative expenses | 1,487 |  |  | — |  |  | 1,800 |  |  | 3,287 |
Research and development costs | — |  |  | — |  |  | 331 |  |  | 331 |
Impairment of long-lived assets | 7,833 |  |  | — |  |  | — |  |  | 7,833 |
Total costs and expenses | 21,170 |  |  | — |  |  | 5,944 |  |  | 27,114 |
Operating loss | (11,128) |  |  | — |  |  | (4,773) |  |  | (15,901) |
Other (expense) income | (227) |  |  | — |  |  | 975 |  |  | 748 |
Loss from discontinued operations before tax | (11,355) |  |  | — |  |  | (3,798) |  |  | (15,153) |
Expense (benefit) from income taxes | — |  |  | — |  |  | 87 |  |  | 87 |
Gain on divestiture | $ | — |  |  | $ | 1,014 |  |  | $ | — |  |  | $ | 1,014 |
(Loss) income from discontinued operations, net of tax | $ | (11,355) |  |  | $ | 1,014 |  |  | $ | (3,885) |  |  | $ | (14,226) |
| Three Months Ended March 31, 2024
(in thousands) | Solar |  | BWRS |  | SPIG |  | GMAB |  | Vølund |  | Total
Revenues | $ | 11,373 |  |  | $ | 17,517 |  |  | $ | 16,751 |  |  | $ | 2,006 |  |  | $ | 6,994 |  |  | $ | 54,641 |
Cost of operations | 10,366 |  |  | 12,963 |  |  | 13,357 |  |  | 1,103 |  |  | 7,268 |  |  | 45,057 |
Selling general and administrative expenses | 1,734 |  |  | 3,300 |  |  | 2,736 |  |  | 338 |  |  | 3,279 |  |  | 11,387 |
Research and development costs | — |  |  | — |  |  | 85 |  |  | 20 |  |  | 158 |  |  | 263 |
Loss on asset disposals, net | — |  |  | 6 |  |  | 47 |  |  | — |  |  | — |  |  | 53 |
Total costs and expenses | 12,100 |  |  | 16,269 |  |  | 16,225 |  |  | 1,461 |  |  | 10,705 |  |  | 56,760 |
Operating (loss) income | (727) |  |  | 1,248 |  |  | 526 |  |  | 545 |  |  | (3,711) |  |  | (2,119) |
Other (expense) income | (265) |  |  | 123 |  |  | (132) |  |  | 312 |  |  | (1,527) |  |  | (1,489) |
(Loss) income from discontinued operations before tax | (992) |  |  | 1,371 |  |  | 394 |  |  | 857 |  |  | (5,238) |  |  | (3,608) |
Benefit from income taxes | — |  |  | — |  |  | 211 |  |  | 177 |  |  | — |  |  | 388 |
(Loss) income from discontinued operations, net of tax | $ | (992) |  |  | $ | 1,371 |  |  | $ | 183 |  |  | $ | 680 |  |  | $ | (5,238) |  |  | $ | (3,996) |
The following tables provide the major classes of assets and liabilities of the disposal groups included in assets held for sale and liabilities held for sale in the Condensed Consolidated Balance Sheets:
| March 31, 2025
(in thousands) | Solar |  | Vølund |  | Total
Cash | $ | 526 |  |  | $ | 1,337 |  |  | $ | 1,863 |
Accounts receivable – trade, net | 1,273 |  |  | 6,322 |  |  | 7,595 |
Contracts in progress | 11,649 |  |  | 8,293 |  |  | 19,942 |
Inventories, net | — |  |  | 2,725 |  |  | 2,725 |
Other current assets | 59 |  |  | 4,799 |  |  | 4,858 |
Total current assets | 13,507 |  |  | 23,476 |  |  | 36,983 |
Net property, plant and equipment and finance leases | 2,935 |  |  | 146 |  |  | 3,081 |
Intangible assets, net | — |  |  | 219 |  |  | 219 |
Right-of-use assets | 47 |  |  | 1,327 |  |  | 1,374 |
Other assets | — |  |  | 673 |  |  | 673 |
Total noncurrent assets | 2,982 |  |  | 2,365 |  |  | 5,347 |
Total assets held for sale | $ | 16,489 |  |  | $ | 25,841 |  |  | $ | 42,330 |
Accounts payable | $ | 28,487 |  |  | $ | 9,363 |  |  | $ | 37,850 |
Accrued employee benefits | 39 |  |  | 546 |  |  | 585 |
Advance billings on contracts | 393 |  |  | 3,739 |  |  | 4,132 |
Accrued warranty expense | 1,174 |  |  | 809 |  |  | 1,983 |
Operating lease liabilities | 26 |  |  | 287 |  |  | 313 |
Other accrued liabilities | 2,282 |  |  | 3,046 |  |  | 5,328 |
Current borrowings | 447 |  |  | — |  |  | 447 |
Total current liabilities | 32,848 |  |  | 17,790 |  |  | 50,638 |
Borrowings, net of current portion | 561 |  |  | — |  |  | 561 |
Operating lease liabilities, net of current portion | 22 |  |  | 1,048 |  |  | 1,070 |
Total noncurrent liabilities | 583 |  |  | 1,048 |  |  | 1,631 |
Total liabilities held for sale | $ | 33,431 |  |  | $ | 18,838 |  |  | $ | 52,269 |
Reported as: |  |  |  |  |
Current assets held for sale | $ | 16,489 |  |  | $ | 25,841 |  |  | $ | 42,330 |
Current liabilities held for sale | $ | 33,431 |  |  | $ | 18,838 |  |  | $ | 52,269 |
| December 31, 2024
(in thousands) | Solar |  | Vølund |  | Total
Cash | $ | 1,255 |  |  | $ | 2,200 |  |  | $ | 3,455 |
Accounts receivable – trade, net | 2,814 |  |  | 7,202 |  |  | 10,016 |
Contracts in progress | 4,157 |  |  | 10,023 |  |  | 14,180 |
Inventories, net | — |  |  | 2,365 |  |  | 2,365 |
Other current assets | 90 |  |  | 371 |  |  | 461 |
Total current assets | 8,316 |  |  | 22,161 |  |  | 30,477 |
Net property, plant and equipment and finance leases | 3,246 |  |  | 124 |  |  | 3,370 |
Intangible assets, net | 7,833 |  |  | 211 |  |  | 8,044 |
Right-of-use assets | 53 |  |  | 1,358 |  |  | 1,411 |
Other assets | 9 |  |  | 243 |  |  | 252 |
Total noncurrent assets | 11,141 |  |  | 1,936 |  |  | 13,077 |
Total assets held for sale (1) | $ | 19,457 |  |  | $ | 24,097 |  |  | $ | 43,554 |
Accounts payable | $ | 30,365 |  |  | $ | 5,980 |  |  | $ | 36,345 |
Accrued employee benefits | — |  |  | 518 |  |  | 518 |
Advance billings on contracts | 961 |  |  | 5,855 |  |  | 6,816 |
Accrued warranty expense | 1,176 |  |  | 845 |  |  | 2,021 |
Operating lease liabilities | 26 |  |  | 288 |  |  | 314 |
Other accrued liabilities | 4,504 |  |  | 190 |  |  | 4,694 |
Current borrowings | 511 |  |  | — |  |  | 511 |
Total current liabilities | 37,543 |  |  | 13,676 |  |  | 51,219 |
Borrowings, net of current portion | 874 |  |  | — |  |  | 874 |
Operating lease liabilities, net of current portion | 29 |  |  | 1,075 |  |  | 1,104 |
Other noncurrent liabilities | 1,199 |  |  | — |  |  | 1,199 |
Total noncurrent liabilities | 2,102 |  |  | 1,075 |  |  | 3,177 |
Total liabilities held for sale (1) | $ | 39,645 |  |  | $ | 14,751 |  |  | $ | 54,396 |
Reported as: |  |  |  |  |
Current assets held for sale (1) | $ | 19,457 |  |  | $ | 24,097 |  |  | $ | 43,554 |
Current liabilities held for sale (1) | $ | 39,645 |  |  | $ | 14,751 |  |  | $ | 54,396 |
(1) BWRS, SPIG and GMAB were sold in 2024; therefore, no balances are left to disclose.
The depreciation, amortization, capital expenditures, and significant operating and investing noncash items of the discontinued operations are as follows:
| Three Months Ended March 31, 2025
(in thousands) | Solar |  | BWRS |  | Vølund |  | Total
Impairment of long-lived assets | 7,833 |  |  | — |  |  | — |  |  | 7,833 |
Gain on divestiture | — |  |  | 1,014 |  |  | — |  |  | 1,014 |
Purchase of property, plant and equipment | (95) |  |  | — |  |  | (20) |  |  | (115) |
| Three Months Ended March 31, 2024
(in thousands) | Solar |  | BWRS |  | SPIG |  | GMAB |  | Vølund |  | Total
Depreciation and amortization of long-lived assets | $ | — |  |  | $ | 479 |  |  | $ | 887 |  |  | $ | 1 |  |  | $ | 42 |  |  | $ | 1,409 |
Purchase of property, plant and equipment | (127) |  |  | (114) |  |  | (206) |  |  | — |  |  | — |  |  | (447) |

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- Definition The entire disclosure related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 205 -SubTopic 20 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/205-20/tableOfContent Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 360 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/360/tableOfContent + Details
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