Babcock & Wilcox Enterprises Announces Proposed Public Offering of $110 Million of Senior Notes Due 2026

February 09, 2021

Announces intent of B. Riley Financial to exchange $35 million of its existing term loan for senior notes

Proceeds to be used to support clean energy growth initiatives and restructure senior and term debt

Revolving credit facility to be permanently reduced by 75% of the senior note value, exclusive of the value of the B. Riley Financial term loan exchange

Interest on remaining Tranche A term loan to be significantly reduced

AKRON, Ohio--(BUSINESS WIRE)-- Babcock & Wilcox Enterprises, Inc. ("B&W" or the "Company") (NYSE: BW) announced the commencement of an underwritten public offering of $110 million aggregate principal amount of senior notes due 2026. B&W expects to grant the underwriters a 30-day option to purchase additional senior notes in connection with the offering. 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.

B&W and the senior notes both received a rating of BB+ from Egan-Jones Ratings Company, an independent, unaffiliated rating agency.

The Company expects to use the net proceeds of this offering to support clean energy growth initiatives, substantially pay down its revolving credit facility and permanently reduce the facility size by 75% of the senior note value exclusive of the value of the B. Riley Financial term loan exchange. As part of the offering, B. Riley Financial, Inc. intends to exchange $35 million of its existing Tranche A term loan for $35 million principal amount of senior notes in the offering. Following the completion of the offering, the interest rate on the remaining Tranche A term loan balance will be reduced to an interest rate equal to 150 basis points less than the interest rates of the senior notes, compared to its current rate of 12%. The Company and its lenders have also amended the terms of its credit agreement to facilitate the senior notes offering, among other things.

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

The senior notes will be offered under the Company's shelf registration statement on Form S-3, which was declared effective by the Securities and Exchange Commission ("SEC") on February 13, 2020. The offering will be made only by means of a prospectus supplement and accompanying base prospectus, which will be filed with the SEC.Copies of the preliminary prospectus supplement and the accompanying base prospectus 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.

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 forward looking statements include, but are not limited to, statements regarding the Company's public offering of senior notes, the intent of a lender to convert $35 million of its existing term loan to senior notes, the revolving credit facility to be permanently reduced by 75% of the senior note value, and the interest on remaining Tranche A term loan to be significantly reduced. Factors that could cause such actual results to differ materially from those contemplated or implied by such forward-looking statements include, without limitation, the risks associated with the unpredictable and ongoing impact of the COVID-19 pandemic and other risks described from time to time in the Company's periodic filings with the SEC, including, without limitation, the risks described in the Company's Annual Report on Form 10-K for the year ended December 31, 2019 and Quarterly Reports on Form 10-Q for the quarters ended March 31, 2020, June 30, 2020 and September 30, 2020 under the captions "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" (as applicable). These factors should be considered carefully, and B&W Enterprises cautions not to place undue reliance on these forward-looking statements, which speak only as of the date of this release, and undertakes no obligation to update or revise any forward-looking statement, except to the extent required by applicable law.

About Babcock & Wilcox Enterprises

Headquartered in Akron, Ohio, Babcock & Wilcox Enterprises is a global leader in energy and environmental technologies and services for the power and industrial markets.

Investor Contact:
Megan Wilson
Vice President, Corporate Development & Investor Relations
Babcock & Wilcox Enterprises
704.625.4944 | investors@babcock.com

Media Contact:
Ryan Cornell
Public Relations
Babcock & Wilcox Enterprises
330.860.1345 | rscornell@babcock.com

Source: Babcock & Wilcox Enterprises, Inc.

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