The Shaw Group Inc. (NYSE: SHAW) today announced financial results for the first quarter of fiscal year 2012.

"Our consolidated results met our expectations for the quarter. We had a solid bookings quarter with new awards of $1.5 billion and a total backlog of $20.0 billion," said J.M. Bernhard Jr., chairman, president and chief executive officer of Shaw. "With significant new contract wins and renewals in the last two quarters, our Plant Services segment now serves 44 of the 104 operating nuclear power units in the country - more than any other maintenance provider. Our Environmental & Infrastructure and Fabrication & Manufacturing segments continue to perform well, and our Energy & Chemicals segment's project in Asia is nearing completion. Our Power segment is beginning to see a positive impact from the U.S. nuclear projects. We are expecting final approvals and licenses from the Nuclear Regulatory Commission in the coming weeks and expect the contributions from those projects to increase throughout fiscal year 2012.

"Our overall outlook for the year continues to be positive as we maintain our complete focus on project execution and increasing bookings," said Mr. Bernhard.

First Quarter Fiscal Year 2012 Financial Results:

For the first quarter of fiscal year 2012, Shaw's Westinghouse segment includes a non-cash, non-operating foreign exchange translation gain of $25.2 million pre-tax, or $15.5 million after tax. The prior year's period included a non-cash foreign exchange translation loss of $12.4 million pre-tax, or $7.6 million after tax.

The following results include Shaw's Westinghouse segment:

   
Three Months Ended Nov. 30

Including the Westinghouse Segment

    FY 2012   FY 2011
Revenues   $1.5 billion   $1.5 billion
Gross Profit   $119.9 million   $61.6 million
EBITDA   $109.1 million   $3.5 million
Net Income Attributable to Shaw   $49.2 million   ($16.0) million
Diluted Earnings Per Share   $0.68   ($0.19)
Net Cash From Operating Activities   ($140.9) million   ($212.0) million
Total Adjusted Cash   $1.0 billion   $1.6 billion
 

Because of the non-cash, non-operational impact on reported earnings resulting solely from movement in exchange rates between the U.S. dollar and the Japanese yen, Shaw uses financial results excluding its Investment in Westinghouse segment to measure and communicate financial performance internally and externally. Additionally, as previously announced, Shaw's subsidiary, Nuclear Energy Holdings (NEH), intends to exercise put options to sell its investment in Westinghouse back to Toshiba.

The following results exclude Shaw's Westinghouse segment:

   

Three Months Ended Nov. 30

Excluding the Westinghouse Segment

    FY 2012   FY 2011
Revenues   $1.5 billion   $1.5 billion
Gross Profit   $119.9 million   $61.6 million
EBITDA   $75.5 million   $11.9 million
Net Income Attributable to Shaw   $35.0 million   ($4.5) million
Diluted Earnings Per Share   $0.48   ($0.05)
 

Updating Fiscal Year 2012 Guidance:

Shaw is updating its earnings guidance for fiscal year 2012 to reflect recent share repurchases. Shares currently outstanding total 65.2 million. Weighted average shares for diluted earnings per share purposes for fiscal year 2012 currently are estimated to be 68.4 million shares.

Updated guidance is as follows:

  • Revenue: approximately $5.5 - $6.0 billion (unchanged)
  • Diluted earnings per share, excluding Westinghouse: $2.05 - $2.15 per share
  • Operating cash flow: approximately $100 million (unchanged)
  • Ending fiscal year 2012 backlog: approximately $22 billion (unchanged)

Conference Call and Webcast:

A conference call to discuss the company's financial results will be held Wednesday, Dec. 21, 2011, at 9 a.m. Eastern time (8 a.m. Central time). A slide presentation will be posted on the Investor Relations page of Shaw's website at www.shawgrp.com approximately one hour prior to the conference call.

Interested parties may either dial 1.800.588.4973 to listen to the conference call live or access a live audio webcast on Shaw's website at www.shawgrp.com. A replay of the conference call will be available after the call by telephone, as well as on the company's website. To listen to the replay by telephone, dial 1.888.843.7419 and use pass code 31317405#.

Investment in Westinghouse:

Shaw's subsidiary NEH has a 20 percent equity interest in companies collectively known as the Westinghouse Group. NEH financed this investment partially through issuing limited recourse Japanese yen-denominated bonds and, to mitigate the risk associated with foreign currency fluctuation, simultaneously entered into a yen-denominated put option agreement with Toshiba, which provides NEH the option to sell all or part of its equity interest to Toshiba and receive a pre-determined yen-denominated price for the shares.

For U.S. reporting purposes, the yen-denominated bonds are revalued at each quarter's end to the current U.S. dollar exchange rate; however, the yen-denominated put option, which naturally hedges the foreign exchange movements of the Japanese yen-denominated bonds, is not revalued at current exchange rates for U.S. financial reporting purposes. Therefore, our reported financial results frequently reflect the volatility of the yen-dollar exchange rates showing significant non-cash translation exchange gains or losses.

Calculation of EBITDA:

Shaw defines EBITDA as earnings before interest expense, income taxes, depreciation and amortization. EBITDA is an important financial measure used by Shaw to assess performance. Although it is calculated using components derived from our financial statements prepared under generally accepted accounting principles (GAAP), 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 within this release. Calculations of EBITDA should not be viewed as a substitute for calculations under GAAP, including net cash provided by operations, operating income and net income attributable to Shaw. In addition, EBITDA calculations by one company may not be comparable to EBITDA calculations made by another company.

Calculation of Total Adjusted Cash:

Shaw defines total adjusted cash as the sum of cash and cash equivalents, restricted and escrowed cash and cash equivalents, short-term investments and restricted short-term investments. These accounts include the amount of cash that can be accessed in a matter of days.

About Shaw:

The Shaw Group Inc. (NYSE: SHAW) is a leading global provider of engineering, construction, technology, fabrication, remediation and support services for clients in the energy, chemicals, environmental, infrastructure and emergency response industries. A Fortune 500 company with fiscal year 2011 annual revenues of $5.9 billion, Shaw has approximately 27,000 employees around the world and is a power sector industry leader according to Engineering News-Record's list of Top 500 Design Firms. For more information, please visit Shaw's website at www.shawgrp.com.

This press release contains forward-looking statements and information about our current and future prospects and our operations and financial results, which are based on currently available information. The forward-looking statements include assumptions about our operations, such as cost controls and market conditions, that may not be realized. Actual future results and financial performance could vary significantly from those anticipated in such statements. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, the occurrence of certain events or otherwise.

Among the factors that could cause future events or transactions to differ from those we expect are those risks discussed under Item 1A "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended August 31, 2011, our Quarterly Report on Form 10-Q for the quarter ended November 30, 2011, and other reports filed with the Securities and Exchange Commission (SEC). Please read our "Risk Factors" and other cautionary statements contained in these filings.

As a result of these risks and others, actual results could vary significantly from those anticipated in this press release, and our financial condition and results of operations could be materially adversely affected.

   

THE SHAW GROUP INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2011 AND 2010
(in thousands, except per share amounts)
 
Three Months Ended
2011 2010
Revenues $ 1,517,603 $ 1,543,282
Cost of revenues   1,397,661     1,481,678  
Gross profit 119,942 61,604
Selling, general and administrative expenses   69,477     70,895  
Operating income (loss) 50,465 (9,291 )
Interest expense (1,652 ) (1,336 )

Interest expense on Japanese yen-denominated bonds, including accretion and amortization

(10,410 ) (10,515 )
Interest income 2,152 2,321

Foreign currency translation gains (losses) on Japanese yen-denominated bonds, net

25,165 (12,410 )
Other foreign currency transaction gains (losses), net 2,194 998
Other income (expense), net   468     384  

Income (loss) before income taxes and earnings (losses) from unconsolidated entities

68,382 (29,849 )
Provision (benefit) for income taxes   24,928     (11,727 )

Income (loss) before earnings (losses) from unconsolidated entities

43,454 (18,122 )

Income from 20% Investment in Westinghouse, net of income taxes

5,266 2,479
Earnings (losses) from other unconsolidated entities, net of income

taxes

  1,687     393  
Net income (loss) $ 50,407   $ (15,250 )
Less: Net income (loss) attributable to noncontrolling interests   1,163     753  
Net income (loss) attributable to Shaw $ 49,244   $ (16,003 )
 
Net income (loss) attributable to Shaw per common share:
Basic $ 0.69   $ (0.19 )
Diluted $ 0.68   $ (0.19 )
 
Weighted average shares outstanding:
Basic 71,341 84,898
Diluted 72,485 84,898
 

   
THE SHAW GROUP INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)
 
November 30, 2011

(unaudited)

August 31, 2011
 
ASSETS
Current assets:
Cash and cash equivalents ($60.2 million and $78.6 million related to variable interest entities (VIEs)) $ 637,046 $ 674,080
Restricted and escrowed cash and cash equivalents 31,542 38,721
Short-term investments ($5.6 million and $7.8 million related to VIEs) 242,594 226,936
Restricted short-term investments 138,337 277,316
Accounts receivable, including retainage, net ($29.6 million and $7.5 million related to VIEs) 732,117 772,242
Inventories 263,771 245,044
Costs and estimated earnings in excess of billings on uncompleted contracts, including claims 535,892 552,502
Deferred income taxes 347,262 367,045
Investment in Westinghouse 997,306 999,035
Prepaid expenses and other current assets   118,743     138,260  
Total current assets 4,044,610 4,291,181
Investments in and advances to unconsolidated entities, joint ventures and limited partnerships 15,395 14,768
Property and equipment, net of accumulated depreciation of $362.6 million and $347.3 million 520,894 515,811
Goodwill 543,855 545,790
Intangible assets 16,221 17,142
Deferred income taxes 9,162 10,484
Other assets   91,313     91,858  
Total assets $ 5,241,450   $ 5,487,034  
 
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 736,167 $ 822,476
Accrued salaries, wages and benefits 114,659 132,857
Other accrued liabilities 172,463 199,947
Advanced billings and billings in excess of costs and estimated earnings on uncompleted contracts 1,405,077 1,535,037
Japanese yen-denominated bonds secured by Investment in Westinghouse 1,654,813 1,679,836
Interest rate swap contract on Japanese yen-denominated bonds 19,322 27,059
Short-term debt and current maturities of long-term debt   355     349  
Total current liabilities 4,102,856 4,397,561
Long-term debt, less current maturities 540 630
Deferred income taxes 72,803 70,437
Other liabilities   79,491     81,152  
Total liabilities   4,255,690     4,549,780  
Shaw shareholders' equity:
Preferred stock, no par value, 20,000,000 shares authorized; no shares issued and outstanding - -

Common stock, no par value, 200,000,000 shares authorized; 91,746,268 and 91,711,102 shares issued, respectively; and 71,340,594 and 71,306,382 shares outstanding, respectively

1,329,941 1,321,278
Retained earnings 377,699 328,455
Accumulated other comprehensive loss (117,640 ) (104,922 )
Treasury stock, 20,405,674 shares and 20,404,720 shares, respectively   (639,725 )   (639,704 )
Total Shaw shareholders' equity 950,275 905,107
Noncontrolling interests   35,485     32,147  
Total equity   985,760     937,254  
Total liabilities and equity $ 5,241,450   $ 5,487,034  
 

       
THE SHAW GROUP INC. AND SUBSIDIARIES
REVENUES BY GEOGRAPHY
(in millions, except for percentages)
 
Three Months Ended
2011   2010  
(in millions) % (in millions) %
United States $ 1,297.1 85 $ 1,308.2 85
Asia/Pacific Rim countries 129.6 9 168.7 11
Middle East 50.4 3 25.6 2
United Kingdom and other European countries 12.3 1 28.1 2
South America and Mexico 22.7 2 4.7 -
Canada 4.2 - 3.3 -
Other 1.3 - 4.7 -

Total revenues

$ 1,517.6 100% $ 1,543.3 100%
 

THE SHAW GROUP INC. AND SUBSIDIARIES

BACKLOG BY SEGMENT
(in millions, except for percentages)
 
November 30, 2011 % August 31, 2011 %
 
Power $ 10,375.8 52 $ 10,776.4 54
Plant Services 3,240.8 16 2,119.7 11
E&I 4,779.5 24 5,189.9 26
E&C 371.4 2 436.4 2
F&M 1,262.2 6 1,495.9 7

Total backlog

$ 20,029.7 100% $ 20,018.3 100%
 

   
THE SHAW GROUP INC. AND SUBSIDIARIES
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2011 AND 2010
(in millions, except percentages)
 
Three Months Ended
2011 2010
 
Revenues:
Power $ 494.7 $ 505.0
Plant Services 295.1 257.8
E&I 459.4 518.6
E&C 163.1 178.3
F&M 105.3 83.6
Corporate   -     -  
Total revenues $ 1,517.6   $ 1,543.3  
 
Gross profit:
Power $ 27.0 $ (29.5 )
Plant Services 23.0 23.3
E&I 37.7 48.4
E&C 15.3

6.3

F&M 16.5 12.1
Corporate   0.4     1.0  
Total gross profit $ 119.9   $ 61.6  
 
Gross profit percentage:
Power 5.5 % (5.8 %)
Plant Services 7.8 9.0
E&I 8.2 9.3
E&C 9.4

3.5

F&M 15.7 14.5
Corporate   NM     NM  
Total gross profit percentage   7.9 %   4.0 %
 
NM - Not Meaningful
 
Selling, general and administrative expenses:
Power $ 9.7 $ 11.6
Plant Services 2.5 2.1
E&I 18.4 18.2
E&C 12.1 12.7
F&M 9.2 7.7
Investment in Westinghouse 0.2 0.1

Corporate

  17.4     18.5  
Total selling, general and administrative expenses $ 69.5   $ 70.9  
 
Income (loss) before income taxes and earnings (losses) from unconsolidated entities:
Power $ 17.6 $ (41.2 )
Plant Services 20.5 21.2
E&I 19.6 30.8
E&C 4.6 (5.0 )
F&M 8.5 4.2
Investment in Westinghouse 14.6 (23.0 )
Corporate   (17.0 )   (16.8 )
Total income (loss) before income taxes and earnings (losses) from unconsolidated entities $ 68.4   $ (29.8 )
 

 

RECONCILIATION OF EBITDA TO INCOME (LOSS) BEFORE INCOME TAXES AND EARNINGS (LOSSES) FROM UNCONSOLIDATED ENTITIES

FOR THE THREE MONTHS ENDED NOVEMBER 30, 2011 AND 2010
(in millions)
               
Three Months Ended November 30, 2011
Consolidated   Power   Plant Services   E&I   E&C   F&M   Westinghouse   Corporate
Income (loss) before income taxes and earnings (losses) from unconsolidated entities:   $ 68.4     $ 17.6     $ 20.5   $ 19.6     $ 4.6     $ 8.5   $ 14.6     $ (17.0 )
Interest expense 12.1 0.1 - - - 0.5 10.4 1.1
Depreciation and amortization 18.5 6.9 0.4 3.5 2.5 4.6 - 0.6
Earnings (losses) from unconsolidated subs 11.3 - - 0.4 2.3 - 8.6 -
Income attributable to noncontrolling interests     (1.2 )     -       -     (1.8 )     -       0.6     -       -  
EBITDA   $ 109.1     $ 24.6     $ 20.9   $ 21.7     $ 9.4     $ 14.2   $ 33.6     $ (15.3 )
 
Three Months Ended November 30, 2010
Consolidated   Power   Plant Services   E&I   E&C   F&M   Westinghouse   Corporate
Income (loss) before income taxes and earnings (losses) from unconsolidated entities:   $ (29.8 )   $ (41.2 )   $ 21.2   $ 30.8     $ (5.0 )   $ 4.2   $ (23.0 )   $ (16.8 )
Interest expense 11.9 0.2 - - - - 10.5 1.2
Depreciation and amortization 17.6 6.4 0.5 3.2 2.5 4.4 - 0.6
Earnings (losses) from unconsolidated subs 4.6 0.2 - 0.4 (0.1 ) - 4.1 -
Income attributable to noncontrolling interests     (0.8 )     -       -     (1.4 )     -       0.6     -       -  
EBITDA   $ 3.5     $ (34.4 )   $ 21.7   $ 33.0     $ (2.6 )   $ 9.2   $ (8.4 )   $ (15.0 )
 

REGULATION G DISCLOSURES

The Shaw Group Inc. believes it is important that we discuss our operating results excluding the Investment in Westinghouse segment. We acquired a 20 percent 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 to demonstrate the profitability of our other segments, as well as to point out certain non-cash charges related to this investment.

         
THE SHAW GROUP INC.
RECONCILIATION OF SHAW CONSOLIDATED RESULTS TO SHAW EXCLUDING INVESTMENT IN WESTINGHOUSE SEGMENT
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2011  
(in millions, except per share data) Q-1 FY 2012

Quarter Ended November 30, 2011

Westinghouse Excluding
Consolidated Segment Westinghouse
 
Revenues $ 1,517.6 $ - $ 1,517.6
Cost of revenues   1,397.7     -     1,397.7  
Gross profit 119.9 - 119.9
 
Selling, general and administrative expenses   69.5     0.2     69.3  
 
Operating income 50.4 (0.2 ) 50.6
 
Interest expense (1.7 ) - (1.7 )
Interest expense on Japanese yen-denominated bonds, including accretion and amortization (10.4 ) (10.4 ) -
Interest income 2.2 - 2.2
Foreign currency translation gains (losses) on Japanese yen-denominated bonds, net 25.2 25.2 -
Other foreign currency transaction gains (losses), net 2.2 - 2.2
Other income (expense), net   0.5     -     0.5  
 
Income (loss) before income taxes and earnings from unconsolidated entities 68.4 14.6 53.8
Provision (benefit) for income taxes   24.9     5.6     19.3  
 
Income (loss) before earnings from unconsolidated entities 43.5 9.0 34.5
 
Income from 20% Investment in Westinghouse, net of income taxes 5.2 5.2 -
Earnings (losses) from unconsolidated entities, net of income taxes 1.7 - 1.7
     
Net income (loss)   50.4     14.2     36.2  
 

Less: Net Income (loss) attributable to noncontrolling interests

  (1.2 )   -     (1.2 )
 
Net income (loss) attributable to Shaw $49.2   $14.2   $35.0  
 
Net income (loss) attributable to Shaw per common share:
Basic $ 0.69   $ 0.20   $ 0.49  
Diluted $ 0.68   $ 0.20   $ 0.48  
 
Weighted average shares outstanding:
Basic 71.3 71.3 71.3
Diluted 72.5 72.5 72.5
 

   
THE SHAW GROUP INC.
RECONCILIATION OF SHAW CONSOLIDATED RESULTS TO SHAW EXCLUDING INVESTMENT IN WESTINGHOUSE SEGMENT
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2010    
(in millions, except per share data) Q-1 FY 2011

Quarter Ended November 30, 2010

  Westinghouse   Excluding
Consolidated Segment Westinghouse
 
Revenues $ 1,543.3 $ - $ 1,543.3
Cost of revenues   1,481.7     -     1,481.7  
Gross profit 61.6 - 61.6
 
Selling, general and administrative expenses   70.9     0.1     70.8  
 
Operating income (9.3 ) (0.1 ) (9.2 )
 
Interest expense (1.4 ) - (1.4 )
Interest expense on Japanese yen-denominated bonds, including accretion and amortization (10.5 ) (10.5 ) -
Interest income 2.3 - 2.3
Foreign currency translation gains (losses) on Japanese yen-denominated bonds, net (12.4 ) (12.4 ) -
Other foreign currency transaction gains (losses), net 1.0 - 1.0
Other income (expense), net   0.5     -     0.5  
 
Income (loss) before income taxes and earnings from unconsolidated entities (29.8 ) (23.0 ) (6.8 )
Provision (benefit) for income taxes   (11.7 )   (9.0 )   (2.7 )
 
Income (loss) before earnings from unconsolidated entities (18.1 ) (14.0 ) (4.1 )
 
Income from 20% Investment in Westinghouse, net of income taxes 2.5 2.5 -
Earnings (losses) from unconsolidated entities, net of income taxes 0.4 - 0.4
     
Net income (loss)   (15.2 )   (11.5 )   (3.7 )
 

Less: Net income (loss) attributable to noncontrolling interests

  (0.8 )   -     (0.8 )
 
Net income (loss) attributable to Shaw   ($16.0 )   ($11.5 )   ($4.5 )
 
Net income (loss) attributable to Shaw per common share:
Basic $ (0.19 ) $ (0.14 ) $ (0.05 )
Diluted $ (0.19 ) $ (0.14 ) $ (0.05 )
 
Weighted average shares outstanding:
Basic 84.9 84.9 84.9
Diluted 84.9 84.9 84.9
 

REGULATION G DISCLOSURES

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 itself is not a GAAP measure. The following table reflects the company's calculation of EBITDA and EBITDA percentage. 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 NOVEMBER 30, 2011
       
Q-1 FY 2012
       

(in millions)

Consolidated

Westinghouse

Segment

Excluding

Westinghouse

 
Net income (loss) attributable to Shaw $ 49.2   $ 14.2   $ 35.0  
Interest expense 12.1 10.4 1.7
Depreciation and amortization 18.5 - 18.5
Provision for income taxes 24.9 5.6 19.3
Income taxes on unconsolidated subs   4.4       3.4       1.0  
EBITDA $ 109.1     $ 33.6     $ 75.5  
 
RECONCILIATION OF EBITDA CALCULATION FOR THE THREE MONTHS ENDED NOVEMBER 30, 2010
 
Q-1 FY 2011
     

(in millions)

Consolidated

Westinghouse

Segment

Excluding

Westinghouse

 
Net income (loss) attributable to Shaw $ (16.0 ) $ (11.5 ) $ (4.5 )
Interest expense 11.9 10.5 1.4
Depreciation and amortization 17.6 - 17.6
Provision for income taxes (11.7 ) (9.0 ) (2.7 )
Income taxes on unconsolidated subs   1.7       1.6       0.1  
EBITDA $ 3.5     $ (8.4 )   $ 11.9  
 

REGULATION G DISCLOSURES

The Shaw Group Inc. defines total adjusted cash as the sum of cash and cash equivalents, restricted and escrowed cash and cash equivalents, short-term investments and restricted short-term investments. These accounts include the amount of cash that can be accessed in a matter of days.

 
RECONCILIATION OF TOTAL ADJUSTED CASH FOR THE THREE MONTHS ENDED NOVEMBER 30, 2011
       

(in thousands)

Q-1 FY 2012
 
Cash and cash equivalents $ 637,046
Restricted and escrowed cash and cash equivalents 31,542
Short-term investments 242,594
Restricted short-term investments   138,337
Total Adjusted Cash $ 1,049,519
 
RECONCILIATION OF TOTAL ADJUSTED CASH FOR THE THREE MONTHS ENDED NOVEMBER 30, 2010
 

(in thousands)

Q-1 FY 2011
 
Cash and cash equivalents $ 599,829
Restricted and escrowed cash and cash equivalents 87,405
Short-term investments 601,985
Restricted short-term investments   262,609
Total Adjusted Cash $ 1,551,828

The Shaw Group Inc.
Gentry Brann, 225-987-7372
gentry.brann@shawgrp.com