In April 2025, Babcock & Wilcox A/S ("BWAS"), a subsidiary of the Company, sold substantially all of its assets, including intellectual property, specific project contracts as well as related agreements with suppliers and certain tangible assets, to Kanadevia Inova Denmark A/S (the "Buyer"). The sale was comprised of a simultaneous transfer of assets from BWAS to a newly incorporated BWAS subsidiary (the "NewCo") pursuant to a business transfer agreement ("BTA"), and sale of NewCo by BWAS to the Buyer pursuant to a share purchase agreement (together with the BTA, the "Purchase Agreements").

The Purchase Agreements provided for a base purchase price equal to $15.0 million plus $0.1 million (400,000 Danish krone), subject to certain offsets and adjustments, including additional payments to BWAS if the Buyer enters into a certain prospective project agreement within five years. In addition, BWAS and the Buyer entered into an agreement under which the Buyer loaned BWAS $5.0 million which will be considered repaid when BWAS transfers to NewCo certain retained intellectual property usage rights. The Purchase Agreements also included representations and warranties regarding BWAS and the transferred business and assets, as well as certain indemnities with respect thereto. The proceeds were used to reduce outstanding debt and support working capital needs. We recorded a net loss of $36.8 million in the second quarter of 2025, which included a write off of CTA of $52.6 million.

In June 2025, we through our wholly owned subsidiaries, The Babcock & Wilcox Company, Babcock & Wilcox International Sales and Service Corporation and Babcock & Wilcox Canada Corp. (collectively, the "Sellers") entered into an agreement (the "Purchase Agreement") to sell to certain legal entities affiliated with Andritz AG the equity interests of Diamond Power and related legal entities together with assets related to the Diamond Power business. We closed the sale in July 2025.

The Purchase Agreement provided for a base purchase price equal to $177 million, subject to certain offsets and adjustments. The Purchase Agreement also included representations and warranties regarding the sale, as well as certain indemnities with respect thereto. The Purchase Agreement also included an undertaking for the Sellers and their affiliates not to compete with the Diamond Power business or to solicit customers or employees with respect to the Diamond Power business for a period of four years. Additionally, we entered into an agreement to provide transition services to the Diamond Power business for a period of 12 months, or until earlier agreed upon with respect to certain services. The proceeds are being used to support working capital needs and reduce outstanding debt. We recorded a gain of $53.2 million on the sale for the year ended December 31, 2025. During the three months ended March 31, 2026, we recorded an additional gain of $3.5 million as part of the settlement of certain outstanding items in accordance with the agreement, which is reported in Income (loss) from discontinued operations, net of tax in the Condensed Consolidated Statements of Operations.

In October 2025, we completed a sale of the net assets comprising our ASH business to Andritz AG for $29.0 million, subject to customary fees and adjustments. In conjunction with the transaction, we and Andritz AG, through certain wholly-owned subsidiaries, have signed sales representative agreements under which we will continue to market ASH and Diamond Power products and services to customers in the utility power sectors. We recorded a gain of $21.5 million on the sale in the fourth quarter of 2025.

In December 2025, the B&W Solar business was disposed of through abandonment, as we ceased all business operations and either transferred or wrote off its remaining assets. No impairment charges were recognized as part of the abandonment.

In June 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 during the year ended December 31, 2024. During the three months ended March 31, 2025, we recorded a gain of $1.0 million and during the three months ended March 31, 2026, we incurred a loss of $0.9 million as part of settlement negotiations with the buyer, each of which are reported in Income (loss) from discontinued operations, net of tax in the Condensed Consolidated Statements of Operations.

During 2024 and 2025, 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 December 31, 2025, we have divested our BWRS, SPIG, GMAB, Vølund, Diamond Power, ASH and Solar businesses as part of this plan. The Company has completed this strategic initiative and no additional divestitures are planned at this time.

Results of operations of the divested subsidiaries are reported as discontinued operations for all periods presented and the notes to the financial statement have been adjusted on a retrospective basis. Our divestitures are described further in Note 3 to the Condensed Consolidated Financial Statements.


	Three Months Ended March 31, 2025
(in thousands)	Solar		BWRS		Vølund		Diamond Power		ASH		Total
Revenues	$	10,042	$	—	$	1,171	$	25,389	$	7,208	$	43,810

Cost of operations	11,850		—		3,813		15,891		4,410		35,964
Selling, general and administrative expenses	1,487		—		1,800		3,710		714		7,711

Research and development costs	—		—		331		168		9		508

Impairment of long-lived assets	7,833		—		—		—		—		7,833
Total costs and expenses	21,170		—		5,944		19,769		5,133		52,016
Operating (loss) income	(11,128)		—		(4,773)		5,620		2,075		(8,206)
Other (expense) income	(227)		—		975		550		24		1,322
(Loss) income from discontinued operations, before tax	(11,355)		—		(3,798)		6,170		2,099		(6,884)
Expense from income taxes	—		—		87		371		29		487
Gain on divestiture	—		1,014		—		—		—		1,014
(Loss) income from discontinued operations, net of tax	(11,355)		1,014		(3,885)		5,799		2,070		(6,357)
Less: Net income attributable to non-controlling interest from discontinued operations	—		—		—		(18)		—		(18)
(Loss) income attributable to stockholders from discontinued operations	$	(11,355)	$	1,014	$	(3,885)	$	5,781	$	2,070	$	(6,375)


	Three Months Ended March 31, 2025
(in thousands)	Solar		BWRS		Vølund		Diamond Power		ASH		Total
Depreciation and amortization of long-lived assets	$	—	$	—	$	—	$	152	$	8	$	160

Changes in operating assets and liabilities:
Accounts receivable – trade, net	1,541		—		880		(3,076)		915		260
Contracts in progress	(7,492)		—		1,730		1,330		235		(4,197)
Accounts payable	(1,878)		—		3,383		898		(187)		2,216
Advance billings on contracts	(568)		—		(2,116)		(367)		1,232		(1,819)

Purchase of property, plant and equipment	(95)		—		(20)		(94)		—		(209)