EXHIBIT 99.1
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| | |
| | FOR IMMEDIATE RELEASE |
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| | INVESTOR CONTACT: |
| | Chris Sammons, (225) 932-2546 |
| | |
| | MEDIA CONTACT: |
| | Sean Clancy, (225) 987-7129 |
SHAW GROUP ANNOUNCES FOURTH QUARTER
FINANCIAL RESULTS
| • | | Strong Growth Continues |
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| • | | Quarterly Revenues Rise 40 Percent |
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| • | | Quarterly Operating Cash Flow Totals $176 Million |
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| • | | Backlog Rises to a Record $14.3 Billion |
Baton Rouge, La., December 6, 2007 — The Shaw Group Inc. (NYSE: SGR) today reported financial results for its fourth quarter and fiscal year ended August 31, 2007. Net income for the three months ended August 31, 2007, inclusive of its investment in Westinghouse, was $0.6 million, or $0.01 per diluted share. Excluding the Westinghouse segment, net income was $36.9 million, or $0.44 per diluted share. In comparison, for the three months ended August 31, 2006, which was prior to the Westinghouse investment, Shaw reported net income of $13.3 million, or $0.17 per diluted share.
Earnings before interest expense, income taxes, depreciation and amortization (EBITDA) for the three months ended August 31, 2007, including the Westinghouse segment were $13.4 million. These results included a $52 million pre-tax and non-cash foreign exchange translation loss on the company’s Japanese Yen denominated debt that partially funded the investment in Westinghouse. Excluding the Westinghouse segment, fourth quarter 2007 EBITDA was $64.2 million compared to fourth quarter 2006 EBITDA of $30.1 million. Revenues for the fourth quarter 2007 were $1.6 billion compared to $1.2 billion in the prior year quarter, a 40 percent increase. Shaw generated approximately $176 million in operating cash flow during the fourth quarter of 2007 as compared to $162 million in the fourth quarter 2006. The company’s global cash balance at August 31, 2007, exceeded $360 million.
For the fiscal year ended August 31, 2007, inclusive of its investment in Westinghouse, Shaw reported a net loss of $19.0 million, or $0.24 per diluted share. Excluding the Westinghouse segment, fiscal year 2007 net income was $19.4 million, or $0.24 per diluted share. For the fiscal year ended August 31, 2006, Shaw reported net income of $50.2 million, or $0.63 per diluted share.
For the fiscal year ended August 31, 2007, EBITDA including the Westinghouse segment was $59.6 million and $92.1 million excluding the Westinghouse segment. Fiscal year ended August 31, 2006, EBITDA was $124.1 million. Revenues for fiscal year 2007 were $5.7 billion compared to $4.8 billion in fiscal year 2006, a 20 percent increase. Shaw generated $461.0 million of operating cash flow in fiscal year 2007, compared to a net use of cash in operating activities of $94.5 million in fiscal year 2006.
Shaw booked nearly $11 billion in new awards during fiscal year 2007 and its backlog of unfilled orders at August 31, 2007, rose to a record $14.3 billion, up 57 percent from approximately $9.1 billion at August 31, 2006.
“Global demand and economic expansion in the markets we service for power generation capacity, petrochemicals and refined products continues to drive Shaw’s considerable growth,” said J.M. Bernhard Jr., Shaw’s chairman, president and chief executive officer. “New contract awards for air quality and emissions control work, plus new clean coal generation power projects, together with our nuclear projects, provided the basis for our Power Group growth. During 2007, we booked our first major nuclear power project in China and are working on the study phase of several proposed U.S.-based nuclear power projects.
“The Energy and Chemicals Group benefited from increased demand for chemical and petrochemical production and refinery capacity in the Middle East and Asia Pacific,” Bernhard said. “Demand for our fabrication and manufacturing services is stronger as most power plants, oil refineries, petrochemical and chemical plants require significant quantities of piping. In response to the global demand of our customers, we are building our largest facility worldwide in Matamoros, Mexico, and anticipate output to begin in the second half of fiscal year 2008.
“Our Maintenance segment also continues to perform well from current customers expanding existing contracts and from sustained strong demand at an increasing number of new locations,” said Bernhard. “Based on our record backlog, we anticipate seeing continued growth in our revenues and earnings
and anticipate strong operating cash flow during fiscal year 2008 as we execute our major power, chemical and petrochemical contracts.”
A conference call to discuss the company’s fourth quarter and fiscal year 2007 financial results will be held Thursday, December 6, 2007, at 11 a.m. Eastern time (10 a.m. Central time). During that call, the company also plans to discuss guidance for fiscal year 2008. A slide presentation outlining the fourth quarter and fiscal year 2007 earnings will be posted on the Investor Relations page of the Shaw Web site atwww.shawgrp.com approximately one hour before the conference call. A live audio webcast of the conference call will be available on the Investor Relations page of the company’s Web site atwww.shawgrp.com. A replay of the webcast will be available via the company’s Web site approximately one hour after the call has been completed. Interested persons may also access a replay by dialing 1-800-633-8284 and using the reservation number: 21361050.
Calculation of EBITDA
The Shaw Group Inc. defines EBITDA as earnings before interest expense, income taxes, depreciation and amortization. EBITDA is an important financial measure used by The Shaw Group Inc. to assess performance. Although it is calculated using components derived from Shaw’s GAAP financial statements, EBITDA itself is not a GAAP measure. A table reconciling EBITDA to its most directly comparable GAAP measure is included in the summarized financial information included in this release. Calculations of EBITDA should not be viewed as a substitute for calculations under GAAP, including cash flow from operations, operating income and net income. In addition, EBITDA calculations by one company may not be comparable to EBITDA calculations made by another company.
The Shaw Group Inc. is a leading global provider of engineering, procurement, construction, technology, maintenance, fabrication, manufacturing, consulting, remediation and facilities management services for government and private sector clients in the energy, chemical, environmental, infrastructure and emergency response markets. Headquartered in Baton Rouge, La., with nearly $6 billion in annual revenues, Shaw employs approximately 27,000 people at its offices and operations in North America, South America, Europe, the Middle East and the Asia-Pacific region. For further information, please visit Shaw’s Web site atwww.shawgrp.com.
The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for certain forward-looking statements. The statements contained herein that are not historical facts (including without limitation statements to the effect that the Company or its management “believes,” “expects,” “anticipates,” “plans” or other similar expressions) and statements related to revenues, earnings,
backlog, or other financial information or results are forward-looking statements based on the Company’s current expectations and beliefs concerning future developments and their potential effects on the Company. There can be no assurance that future developments affecting the Company will be those anticipated by the Company. These forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions and are subject to change based upon various factors. Should one or more of such risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in the forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. A description of some of the risks and uncertainties that could cause actual results to differ materially from such forward-looking statements can be found in the Company’s reports and registration statements filed with the Securities and Exchange Commission, including itsForm 10-K andForm 10-Q reports, and on the Company’s Web site under the heading “Forward-Looking Statements.” These documents are also available from the Securities and Exchange Commission or from the Investor Relations department of Shaw. For more information on the company and announcements it makes from time to time on a regional basis, visit our Web site atwww.shawgrp.com.
# # #
THE SHAW GROUP INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
| | | | | | | | | | | | | | | | |
| | Three Months Ended August 31, | | | Twelve Months Ended August 31, | |
| | 2007 | | | 2006 | | | 2007 | | | 2006 | |
Revenues | | $ | 1,636,650 | | | $ | 1,168,756 | | | $ | 5,723,712 | | | $ | 4,775,649 | |
Cost of revenues | | | 1,514,183 | | | | 1,083,169 | | | | 5,348,295 | | | | 4,454,629 | |
| | | | | | | | | | | | |
Gross profit | | | 122,467 | | | | 85,587 | | | | 375,417 | | | | 321,020 | |
General and administrative expenses | | | 70,477 | | | | 63,035 | | | | 274,490 | | | | 225,575 | |
| | | | | | | | | | | | |
Operating income | | | 51,990 | | | | 22,552 | | | | 100,927 | | | | 95,445 | |
Interest expense | | | (1,952 | ) | | | (5,798 | ) | | | (12,811 | ) | | | (19,177 | ) |
Interest expense on Japanese Yen-denominated bonds including accretion and amortization | | | (8,585 | ) | | | — | | | | (30,577 | ) | | | — | |
Interest income | | | 5,107 | | | | 1,667 | | | | 13,785 | | | | 5,939 | |
Loss on retirement of debt | | | — | | | | — | | | | (1,119 | ) | | | — | |
Foreign currency translation losses on Japanese Yen-denominated bonds, net | | | (51,652 | ) | | | — | | | | (33,204 | ) | | | — | |
Other foreign currency transaction gains (losses), net | | | (268 | ) | | | (42 | ) | | | (5,275 | ) | | | (865 | ) |
Other income (expense), net | | | 1,341 | | | | (1,288 | ) | | | 1,440 | | | | (933 | ) |
| | | | | | | | | | | | |
| | | (56,009 | ) | | | (5,461 | ) | | | (67,761 | ) | | | (15,036 | ) |
Income (loss) before income taxes, minority interest, and earnings (losses) from unconsolidated entities | | | (4,019 | ) | | | 17,091 | | | | 33,166 | | | | 80,409 | |
Provision (benefit) for income taxes | | | (8,464 | ) | | | (39 | ) | | | 10,747 | | | | 17,600 | |
| | | | | | | | | | | | |
Income before minority interest and earnings (losses) from unconsolidated entities | | | 4,445 | | | | 17,130 | | | | 22,419 | | | | 62,809 | |
Minority interest | | | (4,831 | ) | | | (4,764 | ) | | | (17,699 | ) | | | (14,725 | ) |
Income from 20% Investment in Westinghouse, net of income taxes | | | 719 | | | | — | | | | 2,176 | | | | — | |
Earnings (losses) from unconsolidated entities, net of income taxes | | | 312 | | | | 980 | | | | (25,896 | ) | | | 2,142 | |
| | | | | | | | | | | | |
Net income (loss) | | $ | 645 | | | $ | 13,346 | | | $ | (19,000 | ) | | $ | 50,226 | |
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| | | | | | | | | | | | | | | | |
Net income (loss) per common share: | | | | | | | | | | | | | | | | |
Basic: | | $ | 0.01 | | | $ | 0.17 | | | $ | (0.24 | ) | | $ | 0.64 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Diluted: | | $ | 0.01 | | | $ | 0.17 | | | $ | (0.24 | ) | | $ | 0.63 | |
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THE SHAW GROUP INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except shares)
| | | | | | | | |
| | August 31, 2007 | | | August 31, 2006 | |
ASSETS | | | | | | | | |
Current assets: | | | | | | | | |
Cash and cash equivalents | | $ | 341,359 | | | $ | 155,412 | |
Restricted and escrowed cash | | | 19,266 | | | | 43,409 | |
Accounts receivable, including retainage, net | | | 771,806 | | | | 718,721 | |
Inventories | | | 184,371 | | | | 114,436 | |
Costs and estimated earnings in excess of billings on uncompleted contracts, including claims | | | 398,131 | | | | 470,708 | |
Deferred income taxes | | | 79,146 | | | | 85,085 | |
Prepaid expenses | | | 23,576 | | | | 8,781 | |
Other current assets | | | 34,435 | | | | 83,312 | |
| | | | | | |
Total current assets | | | 1,852,090 | | | | 1,679,864 | |
Investments in and advances to unconsolidated entities, joint ventures and limited partnerships | | | 41,227 | | | | 53,173 | |
Investment in Westinghouse | | | 1,094,538 | | | | — | |
| | | | | | | | |
Property and equipment, at cost | | | 418,514 | | | | 345,369 | |
Less accumulated depreciation | | | (198,662 | ) | | | (167,121 | ) |
| | | | | | |
Property and equipment, net | | | 219,852 | | | | 178,248 | |
| | | | | | | | |
Goodwill | | | 513,951 | | | | 506,592 | |
Intangible assets | | | 27,356 | | | | 31,108 | |
Deferred income taxes | | | 22,155 | | | | — | |
Other assets | | | 103,683 | | | | 88,369 | |
| | | | | | |
| | $ | 3,874,852 | | | $ | 2,537,354 | |
| | | | | | |
| | | | | | | | |
LIABILITIES AND SHAREHOLDERS’ EQUITY | | | | | | | | |
Current liabilities: | | | | | | | | |
Accounts payable | | $ | 553,273 | | | $ | 481,351 | |
Accrued salaries, wages and benefits | | | 119,219 | | | | 101,621 | |
Other accrued liabilities | | | 200,500 | | | | 125,430 | |
Advanced billings and billings in excess of costs and estimated earnings on uncompleted contracts | | | 572,435 | | | | 331,650 | |
Short-term debt and current maturities of long-term debt | | | 7,687 | | | | 11,688 | |
| | | | | | |
Total current liabilities | | | 1,453,114 | | | | 1,051,740 | |
Long-term debt, less current maturities | | | 9,337 | | | | 173,534 | |
Japanese Yen-denominated long-term bonds secured by Investment in Westinghouse, net | | | 1,087,428 | | | | — | |
Deferred income taxes | | | — | | | | 18,664 | |
Interest rate swap contract on Japanese Yen-denominated bonds | | | 6,667 | | | | — | |
Other liabilities | | | 62,960 | | | | 41,678 | |
Minority interest | | | 18,825 | | | | 13,408 | |
Shareholders’ equity Preferred Stock, no par value, 20,000,000 shares authorized; no shares issued and outstanding | | | — | | | | — | |
Common Stock, no par value, 86,711,957 and 85,866,727 shares issued, respectively; and 81,197,473 and 80,475,928 shares outstanding, respectively | | | 1,104,633 | | | | 1,072,589 | |
Retained earnings | | | 273,602 | | | | 292,602 | |
Accumulated other comprehensive loss | | | (36,666 | ) | | | (25,363 | ) |
Treasury stock, 5,514,484 shares and 5,390,799 shares, respectively | | | (105,048 | ) | | | (101,498 | ) |
| | | | | | |
Total shareholders’ equity | | | 1,236,521 | | | | 1,238,330 | |
| | | | | | |
| | $ | 3,874,852 | | | $ | 2,537,354 | |
| | | | | | |
REVENUES BY GEOGRAPHY
(In millions, except percentages)
| | | | | | | | | | | | | | | | |
Three Months Ended August 31, | | 2007 | | | % | | | 2006 | | | % | |
| | | | | | | | | | | | | | | | |
United States | | $ | 1,266.6 | | | | 77 | | | $ | 955.7 | | | | 82 | |
Asia/Pacific Rim countries | | | 61.8 | | | | 4 | | | | 38.6 | | | | 3 | |
Middle East | | | 235.2 | | | | 14 | | | | 124.9 | | | | 11 | |
United Kingdom & other European countries | | | 56.8 | | | | 4 | | | | 31.8 | | | | 3 | |
South America and Mexico | | | 7.4 | | | | 1 | | | | 11.8 | | | | 1 | |
Canada | | | 4.1 | | | | — | | | | 3.0 | | | | — | |
Other | | | 4.8 | | | | — | | | | 3.0 | | | | — | |
| | | | | | | | | | | | |
Total revenues | | $ | 1,636.7 | | | | 100 | % | | $ | 1,168.8 | | | | 100 | % |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Fiscal Year Ended August 31, | | 2007 | | | % | | | 2006 | | | % | |
| | | | | | | | | | | | | | | | |
United States | | $ | 4,525.1 | | | | 79 | | | $ | 4,197.8 | | | | 88 | |
Asia/Pacific Rim countries | | | 224.3 | | | | 4 | | | | 161.4 | | | | 3 | |
Middle East | | | 749.4 | | | | 13 | | | | 293.3 | | | | 6 | |
United Kingdom & other European countries | | | 173.8 | | | | 3 | | | | 73.7 | | | | 2 | |
South America and Mexico | | | 22.4 | | | | 1 | | | | 24.9 | | | | 1 | |
Canada | | | 15.2 | | | | — | | | | 17.3 | | | | — | |
Other | | | 13.5 | | | | — | | | | 7.2 | | | | — | |
| | | | | | | | | | | | |
Total revenues | | $ | 5,723.7 | | | | 100 | % | | $ | 4,775.6 | | | | 100 | % |
| | | | | | | | | | | | |
BACKLOG BY SEGMENT
(In millions, except percentages)
| | | | | | | | | | | | | | | | |
| | August 31, | | | | | | | August 31, | | | | |
| | 2007 | | | % | | | 2006 | | | % | |
Fossil and Nuclear | | $ | 6,768.9 | | | | 47 | | | $ | 3,238.4 | | | | 35 | |
E&I | | | 2,589.2 | | | | 18 | | | | 2,765.1 | | | | 30 | |
E&C | | | 2,550.8 | | | | 18 | | | | 1,412.3 | | | | 16 | |
Maintenance | | | 1,691.6 | | | | 12 | | | | 1,250.9 | | | | 14 | |
F&M | | | 713.8 | | | | 5 | | | | 408.9 | | | | 5 | |
| | | | | | | | | | | | |
Total backlog | | $ | 14,314.3 | | | | 100 | % | | $ | 9,075.6 | | | | 100 | % |
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REVENUES AND GROSS PROFIT BY SEGMENT
(In millions, except percentages)
| | | | | | | | | | | | | | | | |
| | Three Months Ended | | | Fiscal Year Ended | |
| | August 31, | | | August 31, | |
| | 2007 | | | 2006 | | | 2007 | | | 2006 | |
Revenues | | | | | | | | | | | | | | | | |
Fossil and Nuclear | | $ | 589.8 | | | $ | 258.5 | | | $ | 1,635.6 | | | $ | 849.0 | |
E&I | | | 386.2 | | | | 415.7 | | | | 1,469.3 | | | | 2,115.3 | |
E&C | | | 309.6 | | | | 200.7 | | | | 1,063.9 | | | | 587.6 | |
Maintenance | | | 213.9 | | | | 195.9 | | | | 1,081.5 | | | | 904.0 | |
F&M | | | 136.6 | | | | 98.0 | | | | 472.8 | | | | 319.7 | |
Corporate | | | 0.6 | | | | — | | | | 0.6 | | | | — | |
| | | | | | | | | | | | |
Total revenues | | $ | 1,636.7 | | | $ | 1,168.8 | | | $ | 5,723.7 | | | $ | 4,775.6 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Gross profit | | | | | | | | | | | | | | | | |
Fossil and Nuclear | | $ | 38.8 | | | $ | 27.2 | | | $ | 75.0 | | | $ | 4.6 | |
E&I | | | 26.4 | | | | 29.8 | | | | 94.7 | | | | 197.1 | |
E&C | | | 13.4 | | | | 6.0 | | | | 70.2 | | | | 22.6 | |
Maintenance | | | 9.0 | | | | 0.4 | | | | 19.9 | | | | 29.4 | |
F&M | | | 34.3 | | | | 22.2 | | | | 115.0 | | | | 67.3 | |
Corporate | | | 0.6 | | | | — | | | | 0.6 | | | | — | |
| | | | | | | | | | | | |
Total gross profit | | $ | 122.5 | | | $ | 85.6 | | | $ | 375.4 | | | $ | 321.0 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Gross profit percentage | | | | | | | | | | | | | | | | |
Fossil aned Nuclear | | | 6.6 | % | | | 10.5 | % | | | 4.6 | % | | | 0.5 | % |
E&I | | | 6.8 | % | | | 7.2 | % | | | 6.5 | % | | | 9.3 | % |
E&C | | | 4.3 | % | | | 3.0 | % | | | 6.6 | % | | | 3.8 | % |
Maintenance | | | 4.2 | % | | | 0.2 | % | | | 1.8 | % | | | 3.3 | % |
F&M | | | 25.1 | % | | | 22.7 | % | | | 24.3 | % | | | 21.1 | % |
Corporate | | NM | | NM | | NM | | NM |
Total gross profit percentage | | | 7.5 | % | | | 7.3 | % | | | 6.6 | % | | | 6.7 | % |
REGULATION G DISCLOSURES
(1) The company believes it is important that we discuss our operating results excluding the Investment in Westinghouse segment. We acquired a 20% interest in Westinghouse in October 2006. We have classified the Investment in Westinghouse as a separate operating segment. The majority of the activity related to this segment will be recorded below the operating income line. During the quarter, we have recorded interest expense as well as other significant non-cash charges related to the investment. We believe that presenting our financial results excluding the Investment in Westinghouse segment is important to investors and management in order to demonstrate the profitability of our other segments as well as to point out certain non-cash charges related to this investment.
| | |
(a) | | The Shaw Group Inc. Reconciliation of Shaw Consolidated Results to Shaw Excluding Investment in Westinghouse Segment for the three months ended August 31, 2007 |
| | | | | | | | | | | | |
(in millions, except per share data) | | Q4 FY 2007 | |
| | Quarter ended August 31, 2007 | |
| | | | | | | | | | Actuals | |
| | | | | | Westinghouse | | | Excluding | |
| | Consolidated | | | Segment | | | Westinghouse | |
Revenues | | $ | 1,636.7 | | | $ | 0.0 | | | $ | 1,636.7 | |
Cost of revenues | | | 1,514.2 | | | | 0.0 | | | | 1,514.2 | |
| | | | | | | | | |
Gross profit | | | 122.5 | | | | 0.0 | | | | 122.5 | |
| | | | | | | | | | | | |
General and administrative expenses | | | 70.5 | | | | 0.2 | | | | 70.3 | |
| | | | | | | | | |
Operating income (loss) | | | 52.0 | | | | (0.2 | ) | | | 52.2 | |
| | | | | | | | | | | | |
Interest expense | | | (1.9 | ) | | | 0.0 | | | | (1.9 | ) |
Interest expense on JPY-denominated bonds including accretion and amortization | | | (8.6 | ) | | | (8.6 | ) | | | 0.0 | |
Interest income | | | 5.1 | | | | 0.0 | | | | 5.1 | |
Loss on retirement of debt | | | 0.0 | | | | 0.0 | | | | 0.0 | |
Foreign currency translation gains (losses) on JPY-denominated bonds, net | | | (51.7 | ) | | | (51.7 | ) | | | 0.0 | |
Other foreign currency transaction gains (losses), net | | | (0.2 | ) | | | 0.0 | | | | (0.2 | ) |
Other income (expense), net | | | 1.3 | | | | (0.0 | ) | | | 1.3 | |
| | | | | | | | | |
| | | (56.0 | ) | | | (60.3 | ) | | | 4.3 | |
Income (loss) before income taxes, minority interest, earnings (losses) from unconsolidated entities and loss from and impairment of discontinued operations | | | (4.0 | ) | | | (60.5 | ) | | | 56.5 | |
Provision (benefit) for income taxes | | | (8.5 | ) | | | (23.5 | ) | | | 15.0 | |
| | | | | | | | | |
Income (loss) before minority interest, earnings (losses) from unconsolidated entities and loss from and impairment of discontinued operations | | | 4.5 | | | | (37.0 | ) | | | 41.5 | |
Minority interest | | | (4.8 | ) | | | 0.0 | | | | (4.8 | ) |
Income from 20% Investment in Westinghouse, net of income taxes | | | 0.7 | | | | 0.7 | | | | 0.0 | |
Earnings (losses) from unconsolidated entities, net of income taxes | | | 0.2 | | | | 0.0 | | | | 0.2 | |
| | | | | | | | | |
Income (loss) from continuing operations | | | 0.6 | | | | (36.3 | ) | | | 36.9 | |
| | | | | | | | | | | | |
Loss from and impairment of discontinued operations, net of income taxes | | | 0.0 | | | | 0.0 | | | | 0.0 | |
| | | | | | | | | |
Net income (loss) | | $ | 0.6 | | | | ($36.3 | ) | | $ | 36.9 | |
| | | | | | | | | |
| | | | | | | | | | | | |
Net income (loss) per common share: | | | | | | | | | | | | |
Basic income (loss) per common share | | $ | 0.01 | | | $ | (0.45 | ) | | $ | 0.46 | |
| | | | | | | | | |
Diluted income (loss) per common share | | $ | 0.01 | | | $ | (0.43 | ) | | $ | 0.44 | |
| | | | | | | | | |
| | | | | | | | | | | | |
Weighted average shares outstanding: | | | | | | | | | | | | |
Basic | | | 80.1 | | | | 80.1 | | | | 80.1 | |
Diluted: | | | 83.0 | | | | 83.0 | | | | 83.0 | |
REGULATION G DISCLOSURES
(1) The company believes it is important that we discuss our operating results excluding the Investment in Westinghouse segment. We acquired a 20% interest in Westinghouse in October 2006. We have classified the Investment in Westinghouse as a separate operating segment. The majority of the activity related to this segment will be recorded below the operating income line. During the quarter, we have recorded interest expense as well as other significant non-cash charges related to the investment. We believe that presenting our financial results excluding the Investment in Westinghouse segment is important to investors and management in order to demonstrate the profitability of our other segments as well as to point out certain non-cash charges related to this investment.
| | |
(b) | | The Shaw Group Inc. Reconciliation of Shaw Consolidated Results to Shaw Excluding Investment in Westinghouse Segment for the twelve months ended August 31, 2007 |
| | | | | | | | | | | | |
(in millions, except per share data) | | FY2007 | |
| | Fiscal year ended August 31, 2007 | |
| | | | | | | | | | Actuals | |
| | | | | | Westinghouse | | | Excluding | |
| | As Reported | | | Segment | | | Westinghouse | |
Revenues | | $ | 5,723.7 | | | $ | 0.0 | | | $ | 5,723.7 | |
Cost of revenues | | | 5,348.3 | | | | 0.0 | | | | 5,348.3 | |
| | | | | | | | | |
Gross profit | | | 375.4 | | | | 0.0 | | | | 375.4 | |
| | | | | | | | | | | | |
General and administrative expenses | | | 274.5 | | | | 2.9 | | | | 271.6 | |
| | | | | | | | | |
Operating income (loss) | | | 100.9 | | | | (2.9 | ) | | | 103.8 | |
| | | | | | | | | | | | |
Interest expense | | | (12.8 | ) | | | 0.0 | | | | (12.8 | ) |
Interest expense on JPY-denominated bonds including accretion and amortization | | | (30.6 | ) | | | (30.6 | ) | | | 0.0 | |
Interest income | | | 13.8 | | | | 0.0 | | | | 13.8 | |
Loss on retirement of debt | | | (1.1 | ) | | | 0.0 | | | | (1.1 | ) |
Foreign currency translation gains (losses) on JPY-denominated bonds, net | | | (33.2 | ) | | | (33.2 | ) | | | 0.0 | |
Other foreign currency transaction gains (losses), net | | | (5.3 | ) | | | 0.0 | | | | (5.3 | ) |
Other income (expense), net | | | 1.4 | | | | 0.0 | | | | 1.4 | |
| | | | | | | | | |
| | | (67.8 | ) | | | (63.8 | ) | | | (4.0 | ) |
| | | | | | | | | | | | |
Income (loss) before income taxes, minority interest, earnings (losses) from unconsolidated entities and loss from and impairment of discontinued operations | | | 33.1 | | | | (66.7 | ) | | | 99.8 | |
Provision (benefit) for income taxes | | | 10.7 | | | | (26.1 | ) | | | 36.8 | |
| | | | | | | | | |
| | | | | | | | | | | | |
Income (loss) before minority interest, earnings (losses) from unconsolidated entities and loss from and impairment of discontinued operations | | | 22.4 | | | | (40.6 | ) | | | 63.0 | |
Minority interest | | | (17.7 | ) | | | 0.0 | | | | (17.7 | ) |
Income from 20% Investment in Westinghouse, net of income taxes | | | 2.2 | | | | 2.2 | | | | 0.0 | |
Earnings (losses) from unconsolidated entities, net of income taxes | | | (25.9 | ) | | | 0.0 | | | | (25.9 | ) |
| | | | | | | | | |
Income (loss) from continuing operations | | | (19.0 | ) | | | (38.4 | ) | | | 19.4 | |
| | | | | | | | | | | | |
Loss from and impairment of discontinued operations, net of income taxes | | | 0.0 | | | | 0.0 | | | | 0.0 | |
| | | | | | | | | |
Net income (loss) | | | ($19.0 | ) | | | ($38.4 | ) | | $ | 19.4 | |
| | | | | | | | | |
| | | | | | | | | | | | |
Net income (loss) per common share: | | | | | | | | | | | | |
Basic income (loss) per common share | | $ | (0.24 | ) | | $ | (0.48 | ) | | $ | 0.24 | |
| | | | | | | | | |
Diluted income (loss) per common share | | $ | (0.24 | ) | | $ | (0.48 | ) | | $ | 0.24 | |
| | | | | | | | | |
| | | | | | | | | | | | |
Weighted average shares outstanding: | | | | | | | | | | | | |
Basic | | | 79.9 | | | | 79.9 | | | | 79.9 | |
Diluted: | | | 79.9 | | | | 79.9 | | | | 81.8 | |
(2) The Shaw Group Inc. defines EBITDA as earnings before interest expense, income taxes, depreciation and amortization. EBITDA is an important financial measure used by The Shaw Group Inc. to assess performance. Although it is calculated using components derived from our GAAP financial statements, EBITDA iteself is not a GAAP measure. The following table relfects the company’s calculation of EBITDA and EBITDA %. Calculations of EBITDA should not be viewed as a substitute for calculations under GAAP, including cash flow from operations, operating income, and net income. In addition, EBITDA calculations by one company may not be comparable to EBITDA calculations made by another company.
Reconciliation of EBITDA calculation for the three months ended August 31, 2007 and August 31, 2006
| | | | | | | | | | | | | | | | |
| | Q4 FY 2007 | | | Q4 FY 2006 | |
| | | | | | | | | | Actuals | | | | |
| | | | | | Westinghouse | | | Excluding | | | Actuals | |
| | Consolidated | | | Segment | | | Westinghouse | | | (Restated) | |
(in millions) | | | | | | | | | | | | | | | | |
Net Income (Loss) | | $ | 0.6 | | | $ | (36.3 | ) | | $ | 36.9 | | | $ | 13.3 | |
| | | | | | | | | | | | |
Interest Expense | | | 10.5 | | | | 8.6 | | | | 1.9 | | | | 5.8 | |
Depreciation and Amortization | | | 10.5 | | | | — | | | | 10.5 | | | | 10.7 | |
Provision for Income Taxes | | | (8.5 | ) | | | (23.5 | ) | | | 15.0 | | | | (0.0 | ) |
Income Taxes on Unconsolidated Subs | | | 0.3 | | | | 0.4 | | | | (0.1 | ) | | | 0.3 | |
Income Taxes on Discontinued Ops | | | — | | | | — | | | | — | | | | — | |
| | | | | | | | | | | | |
EBITDA | | $ | 13.4 | | | $ | (50.8 | ) | | $ | 64.2 | | | $ | 30.1 | |
| | |
| | | | | | | | | | | | | | | | |
Revenue | | | 1,636.7 | | | | N/A | | | | 1,636.7 | | | | 1,168.8 | |
| | | | | | | | | | | | |
EBITDA % | | | 0.8 | % | | | N/A | | | | 3.9 | % | | | 2.6 | % |
| | | | | | | | | | | | |
Reconciliation of EBITDA calculation for the twelve months ended August 31, 2007 and August 31, 2006
| | | | | | | | | | | | | | | | |
| | FY2007 | | | FY2006 | |
| | | | | | | | | | Actuals | | | | |
| | | | | | Westinghouse | | | Excluding | | | Actuals | |
| | As Reported | | | Segment | | | Westinghouse | | | (Restated) | |
(in millions) | | | | | | | | | | | | | | | | |
Net Income (Loss) | | $ | (19.0 | ) | | $ | (38.4 | ) | | $ | 19.4 | | | $ | 50.2 | |
| | | | | | | | | | | | |
Interest Expense | | | 43.4 | | | | 30.6 | | | | 12.8 | | | | 19.2 | |
Depreciation and Amortization | | | 41.3 | | | | — | | | | 41.3 | | | | 35.3 | |
Provision for Income Taxes | | | 10.7 | | | | (26.1 | ) | | | 36.8 | | | | 17.6 | |
Income Taxes on Unconsolidated Subs | | | (16.8 | ) | | | 1.4 | | | | (18.2 | ) | | | 1.8 | |
Income Taxes on Discontinued Ops | | | — | | | | — | | | | — | | | | — | |
| | | | | | | | | | | | |
EBITDA | | $ | 59.6 | | | $ | (32.5 | ) | | $ | 92.1 | | | $ | 124.1 | |
| | |
| | | | | | | | | | | | | | | | |
Revenue | | | 5,723.7 | | | | N/A | | | | 5,723.7 | | | | 4,775.6 | |
| | | | | | | | | | | | |
EBITDA % | | | 1.0 | % | | | N/A | | | | 1.6 | % | | | 2.6 | % |
| | | | | | | | | | | | |