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Babcock & Wilcox Enterprises Prices $100 Million Offering of Series A Cumulative Perpetual Preferred Stock

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Babcock & Wilcox Enterprises announced the pricing of its public offering of 4,000,000 shares of 7.75% Series A Cumulative Perpetual Preferred Stock at $25.00 per share, totaling approximately $100 million. A 30-day option for underwriters to purchase an additional 600,000 shares is included. The expected closing date is May 7, 2021, with potential trading under the symbol 'BW PRA' following approval. Proceeds will support general corporate purposes, including clean energy initiatives and acquisitions.

Positive
  • Offering priced at $25.00 per share could attract investor interest.
  • Net proceeds are intended for clean energy growth initiatives and potential acquisitions.
Negative
  • The offering may dilute existing shareholder value if additional shares are issued.

Babcock & Wilcox Enterprises, Inc. ("B&W" or the "Company") (NYSE: BW) announced the pricing of its underwritten registered public offering of 4,000,000 shares of its 7.75% Series A Cumulative Perpetual Preferred Stock, par value $0.01 per share with a liquidation preference of $25.00 per share (the “Preferred Stock”), at an offering price of $25.00, for gross proceeds of approximately $100 million before deducting underwriting discounts and commissions and estimated offering expenses payable by the Company. B&W has granted the underwriters a 30-day option to purchase up to an additional 600,000 shares of the Preferred Stock in connection with the offering. The offering is expected to close on or about May 7, 2021, subject to satisfaction of customary closing conditions.

The Company has applied to list the Preferred Stock on the NYSE under the symbol “BW PRA” and expects the Preferred Stock to begin trading within 30 business days of the closing date of this offering, if approved.

Dividends on the Preferred Stock will be paid when, as and if declared by the Company’s Board of Directors at the annual rate of 7.75% of the $25.00 liquidation preference per year (equivalent to $1.9375 per year). Dividends on the Preferred Stock will be payable quarterly when, as and if declared in arrears on March 31, June 30, September 30 and December 31 of each year. The first dividend on the Preferred Stock, when, as and if declared, will be paid on June 30, 2021, for less than a full quarter after the initial issuance of the Preferred Stock and covering the period from the first date the Preferred Stock is issued and sold through, but not including, June 30, 2021.

B&W intends to use the net proceeds of the offering for general corporate purposes, including clean energy growth initiatives, potential future acquisitions and reduction of net leverage.

B. Riley Securities, Inc. is serving as the lead book-running manager for the offering. D.A. Davidson & Co., Janney Montgomery Scott LLC, Ladenburg Thalmann & Co. Inc., National Securities Corporation and William Blair & Company are acting as joint book-running managers for the offering. Kingswood Capital Markets, division of Benchmark Investments, Inc. is acting as lead manager for the offering. Aegis Capital Corp., Boenning & Scattergood, Inc., Huntington Securities, Inc., Incapital LLC and Wedbush Securities Inc. are acting as co-managers for the offering.

The offering of these securities is being made pursuant to an effective shelf registration statement on Form S-3, which was initially filed with the Securities and Exchange Commission (“SEC”) on April 22, 2021 and declared effective by the SEC on April 30, 2021. The offering is being made only by means of the prospectus supplement dated May 3, 2021 and the accompanying base prospectus dated April 30, 2021, as may be further supplemented by any free writing prospectus and/or pricing supplement that the Company may file with the SEC. Copies of the preliminary prospectus supplement and the accompanying base prospectus and any free writing prospectus and/or pricing supplement for the offering may be obtained on the SEC's website at www.sec.gov, or by contacting B. Riley Securities by telephone at (703) 312-9580, or by email at prospectuses@brileyfin.com. The final terms of the proposed offering will be disclosed in a final prospectus supplement to be filed with the SEC.

The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Forward-Looking Statements

Statements in this press release that are not descriptions of historical facts are forward-looking statements that are based on management's current expectations and assumptions and are subject to risks and uncertainties. If such risks or uncertainties materialize or such assumptions prove incorrect, our business, operating results, financial condition and stock price could be materially negatively affected. You should not place undue reliance on such forward-looking statements, which are based on the information currently available to us and speak only as of the date of this press release. Such f

FAQ

What is the purpose of Babcock & Wilcox's stock offering?

The proceeds will support general corporate purposes, including clean energy initiatives and possible acquisitions.

When is the expected closing date for the stock offering by Babcock & Wilcox?

The offering is expected to close on or about May 7, 2021.

What is the dividend rate for Babcock & Wilcox's Preferred Stock?

The Preferred Stock has a dividend rate of 7.75% annually, equating to $1.9375 per share.

What trading symbol will Babcock & Wilcox's Preferred Stock use?

The company has applied to list the Preferred Stock under the symbol 'BW PRA'.

How many shares are being offered in Babcock & Wilcox's public offering?

The company is offering 4,000,000 shares of its Preferred Stock.

Babcock & Wilcox Enterprises, Inc.

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