v3.26.1
DIVESTITURES
6 Months Ended
Jun. 30, 2026
Discontinued Operations and Disposal Groups [Abstract]  
DIVESTITURES DIVESTITURES
Vølund

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. During the three and six months ended June 30, 2025, we recorded a net loss of $36.8 million, which included a write off of CTA of $52.6 million.

Diamond Power

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. We recorded a gain of $53.2 million on the sale in the third quarter of 2025. In the first quarter of 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.

ASH

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, 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.

Solar

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.

BWRS

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. In the first quarter of 2025, we recorded a gain of $1.0 million and in the first quarter of 2026 we recorded 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.
DISCONTINUED 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.
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 June 30, 2025
(in thousands)SolarVølundDiamond PowerASHTotal
Revenues$(9)$880 $29,578 $5,200 $35,649 
Cost of operations9,417 8,792 19,108 3,412 40,729 
Selling, general and administrative expenses1,671 2,976 3,834 673 9,154 
Research and development costs— 137 238 (1)374 
Impairment of long-lived assets(1)1,121 — — 1,120 
Loss on asset disposals, net16 136 — — 152 
Total costs and expenses11,103 13,162 23,180 4,084 51,529 
Operating (loss) income(11,112)(12,282)6,398 1,116 (15,880)
Other (expense) income(200)1,748 533 (354)1,727 
(Loss) income from discontinued operations, before tax(11,312)(10,534)6,931 762 (14,153)
Expense (benefit) from income taxes— 21 100 (105)16 
Loss on divestiture— (36,861)— — (36,861)
(Loss) income from discontinued operations, net of tax(11,312)(47,416)6,831 867 (51,030)
Less: Net income attributable to non-controlling interest from discontinued operations
— — (26)— (26)
(Loss) income attributable to stockholders from discontinued operations$(11,312)$(47,416)$6,805 $867 $(51,056)

Six Months Ended June 30, 2025
(in thousands)SolarBWRSVølundDiamond PowerASHTotal
Revenues$10,033 $— $2,051 $54,968 $12,408 $79,460 
Cost of operations21,267 — 12,605 34,999 7,824 76,695 
Selling, general and administrative expenses3,158 — 4,776 7,545 1,387 16,866 
Research and development costs— — 468 406 882 
Impairment of long-lived assets7,832 — 1,121 — — 8,953 
Loss on asset disposals, net16 — 136 — 152 
Total costs and expenses32,273 — 19,106 42,950 9,219 103,548 
Operating (loss) income(22,240)— (17,055)12,018 3,189 (24,088)
Other (expense) income(427)— 2,723 1,085 (330)3,051 
(Loss) income from discontinued operations, before tax(22,667)— (14,332)13,103 2,859 (21,037)
Expense (benefit) from income taxes— — 108 471 (76)503 
Gain (loss) on divestiture— 1,014 (36,861)— — (35,847)
(Loss) income from discontinued operations, net of tax(22,667)1,014 (51,301)12,632 2,935 (57,387)
Less: Net income attributable to non-controlling interest from discontinued operations
— — — (44)— (44)
(Loss) income attributable to stockholders from discontinued operations$(22,667)$1,014 $(51,301)$12,588 $2,935 $(57,431)
The depreciation, amortization, capital expenditures and significant operating and investing noncash items of the discontinued operations are as follows:

Six Months Ended June 30, 2025
(in thousands)SolarVølundDiamond PowerASHTotal
Depreciation and amortization of long-lived assets$— $— $343 $10 $353 
Changes in operating assets and liabilities:
Accounts receivable – trade, net1,283 6,409 (5,804)1,918 3,806 
Contracts in progress(1,273)3,930 641 206 3,504 
Accounts payable(4,215)(1,022)1,521 (618)(4,334)
Advance billings on contracts650 (3,634)525 1,312 (1,147)
Purchase of property, plant and equipment(130)(2)(271)— (403)