McDermott Reports Third Quarter 2019 Results

HOUSTON, Nov. 4, 2019 /PRNewswire/ -- McDermott International, Inc. (NYSE: MDR) today reported revenues of $2.1 billion, a net loss of $1.9 billion, or $(10.37) per diluted share, and an operating loss of $1.7 billion for the third quarter of 2019. The net loss was due primarily to non-cash accounting charges of $1.5 billion related to impairments of goodwill and intangible assets and $256 million of changes in project gross profit on specified projects identified in a covenant of our new Superpriority Credit Agreement.

Operationally, four of our five operating segments reported solid performance during the third quarter, led by the Middle East and North Africa (MENA), which reported operating income of $69 million and an operating margin of 13.3%, both sharply improved from the second quarter of 2019. Additionally, we reported backlog of $20.1 billion, new awards of $1.7 billion and a revenue opportunity pipeline of a near-record $89.1 billion for the third quarter of 2019.

David Dickson, President and Chief Executive Officer of McDermott, said: "We experienced continued strong backlog, with several significant customer project awards, including the Ichthys Phase 2a Gas Field Development Project in Australia, which we developed in conjunction with our integrated subsea-solutions partner, Baker Hughes, as well as a large LNG tank project on the U.S. Gulf Coast. We also achieved solid operating results in our MENA, Asia Pacific (APAC), Europe, Africa, Russia and Caspian (EARC) and Technology segments. At the same time, our capital structure continues to be pressured by certain legacy CB&I projects. Our recently announced $1.7 billion financing agreement with our lenders signals their confidence in our underlying business. We continue working with them to achieve a long-term balance sheet solution as we remain focused on delivering value for our customers, employees, subcontractors, and suppliers."

Capital Structure and Liquidity

As announced on October 21, 2019, we have obtained a $1.7 billion financing agreement from certain of our first-lien lenders, of which $650 million has been accessed.

We elected to enter into the 30-day grace period with respect to a November 1, 2019 interest payment on our 10.625% senior notes due in 2024 in order to continue collaborative discussions with our lenders and noteholders to find a long-term balance sheet solution.

Third Quarter 2019 Operating Performance

Our adjusted operating loss in the third quarter of 2019 was $125 million. The solid performance of our MENA, APAC, EARC and Technology segments was more than offset by the $256 million of changes in project gross profit on specified projects identified in a covenant of our new Superpriority Credit Agreement.

Our operating loss of $1.7 billion was primarily due to the $1.5 billion goodwill and intangible assets impairments in addition to the $256 million of changes in project gross profit on specified projects. The goodwill impairment of $1.4 billion primarily resulted from updates to the 2019 management budget and increases in discount rate assumptions driven by increases in our cost of capital and risk premium assumptions associated with forecasted cash flows. The intangible assets impairment of $0.1 billion primarily resulted from a reduction in the estimated remaining useful life of the trade names associated with our NCSA segment, causing a decrease in future attributable cash flow expectations.


            
              Financial Highlights




                                                             Three months Ended                                     Delta                       Nine months Ended              Delta



                                                     Sep 30,                      Sep 30,                                            Qtr-on-Qtr           Sep 30,   Sep 30,                    YTD-on-YTD
                                                        2019                          2018                                                                     2019       2018



                                                                                
        
         ($ in millions, except per share amounts)



            Revenues                                         $
            2,121                                  $
            2,289                      $
            (168)            $
            6,469            $
            4,632 $
           1,837



            Operating (Loss) Income                                (1,684)                                             129                              (1,813)                    (1,732)                       242        (1,974)



            
              Operating Margin                              -79.4                                              5.6                                -85.0                       -26.8                        5.2          -32.0

                                                                            %                                               %                                   %                          %                         %             %



            Net (Loss) Income                                      (1,887)                                               2                              (1,889)                    (2,103)                        84        (2,187)



            Diluted EPS(1)                                         (10.37)                                            0.01                              (10.38)                    (11.62)                      0.60        (12.22)



            Total Intangibles Amortization(2)                           31                                               68                                 (37)                        100                         90             10





            Adjusted Operating (Loss)                                (125)                                             232                                (357)                         32                        483          (451)
    Income(3)



            
              Adjusted Operating Margin(3)                   -5.9                                             10.1                                -16.0                         0.5                       10.4           -9.9

                                                                            %                                               %                                   %                          %                         %             %



            Adjusted Net (Loss) Income3,4                            (328)                                              89                                (417)                      (339)                       197          (536)



            Adjusted Diluted EPS1,3,4                               (1.80)                                            0.20                               (2.00)                     (1.87)                      1.28         (3.15)



            Adjusted EBITDA(3)                                        (71)                                             275                                (346)                        205                        586          (381)





            Cash (Used) Provided by                                  (114)                                           (221)                                 107                       (563)                       214          (777)
    Operating Activities



            Capital Expenditures                                        32                                               19                                   13                          65                         62              3



            Free Cash Flow(3)                                        (146)                                           (240)                                  94                       (628)                       152          (780)





            Working Capital5                                       (2,050)                                         (1,915)                               (135)                    (2,050)                   (1,915)         (135)




     
     (1) Diluted (Loss) Earnings Per Share
              ("EPS") and Adjusted Diluted EPS were
              calculated using weighted average
              diluted shares of 182 million and 181
              million for the three months ended
              September 30, 2019 and 2018,
              respectively, and weighted average
              diluted shares of 181 million and 141
              million for the nine months ended
              September 30, 2019 and 2018,
              respectively.



     
     (2) Total intangibles amortization
              includes the sum of project-related
              intangibles amortization, other
              intangibles amortization and
              amortization of intangible assets
              resulting from investments in
              unconsolidated affiliates, all of
              which are associated with the
              intangible assets and liabilities
              acquired in the business combination
              with CB&I (the "Combination").



     
     (3) Adjusted operating (loss) income,
              adjusted operating margin, adjusted
              net (loss) income, adjusted diluted
              EPS and adjusted EBITDA reflect
              adjustments to Operating Income and
              Net Income computed in accordance
              with U.S. generally accepted
              accounting principles ("GAAP"). The
              reconciliations of these non-GAAP
              measures, as well as free cash flow,
              to the respective most comparable
              GAAP measures are provided in the
              appendix entitled "Reconciliation of
              Non-GAAP to GAAP Financial
              Measures."



     
     4    The calculations of adjusted net
              (loss) income and adjusted diluted
              EPS reflect the tax effects of non-
              GAAP adjustments during each
              applicable period. In jurisdictions
              in which we currently do not pay
              taxes, no tax impact is applied to
              non-GAAP adjusting items.



     
     5    Working capital = (current assets,
              less cash and cash equivalents,
              restricted cash and project-related
              intangibles) - (current liabilities,
              less debt and project-related
              intangible liabilities).

Asset Sales

We continue to pursue the previously announced strategic alternatives process for our Lummus Technology business and the sale process for the remaining portion of our pipe fabrication business. As previously announced, we decided to terminate the sale process for our industrial storage tank business.

Cash and Liquidity

Cash used by operating activities in the third quarter of 2019 was $(114) million. Total unrestricted cash at the end of the third quarter, prior to receipt of the first tranche of the $1.7 billion financing agreement, was $677 million. As of September 30, 2019, we had approximately $754 million of combined availability under our principal letter of credit facilities, uncommitted bilateral letter of credit facilities and surety arrangements. Our uncommitted bilateral letter of credit and surety arrangements, totaling $724 million of the combined availability at September 30, 2019, are agreed to by the facility counterparties on a case by case basis based upon their consideration of the beneficiary, financial or performance guarantee amount, and term of the guarantee, among other factors. Our uncommitted bilateral credit facility and surety bond providers have no obligation to issue letters of credit or bank guarantees, or to post surety bonds, on our behalf, and they may be able to demand that we provide them with cash or other collateral to backstop these liabilities. Our Credit Agreement, as amended on October 21, 2019, does not require testing of any financial covenants for the period ending September 30, 2019.

Reporting Segment Update

Our segment reporting is presented as: North, Central and South America, or NCSA; Europe, Africa, Russia and Caspian, or EARC; Middle East and North Africa, or MENA; Asia Pacific, or APAC; and Technology, or TECH. We also report results for Corporate. Segment and Corporate results are summarized below.


             
                Segment Financial Highlights




                                                                                                 
              
          Three Months Ended Sep 30, 2019



                                                                          
             
     Segment Operating Results



                                                        NCSA                                         EARC                                          MENA     APAC    TECH             Corporate          Total



                                                                                                         
          
              ($ in millions)



             New Orders                                     $
           581                                    
        $                                     $
        446        $
        468             $
       164       
     $                $
          1,659



             Backlog(1)                                          7,614                                                            3,782                   6,464            1,632                  592                    20,084



             Revenues                                            1,090                                                              248                     520              125                  138                     2,121



             
                Book-to-Bill                             0.5            x                                                 0.0           x         0.9  x           3.7  x               1.2     x                              0.8        x



             Operating (Loss) Income                           (1,405)                                                           (250)                     69                1                   30              (129)             (1,684)


                                                                 -128.9     -100.8                    13.3             0.8                  21.7


                                                                        %                                                               %                      %               %                                                         %

             
                Operating Margin                                                                                                                                                              %                                     -79.4





             Adjusted Operating (Loss)                           (152)                                                              10                      69                1                   30               (83)               (125)
    Income(2)


                                                                  -13.9        4.0                    13.3             0.8                  21.7

                                                                                                                                        %
                                                                        %                                                                                      %               %                                                         %

             
                Adjusted Operating Margin(2)                                                                                                                                                  %                                      -5.9



             Capex                                                   1                                                                1                       3                1                    1                 25                   32



      Note: All amounts have been rounded to the
       nearest million.  Individual line items may
       not sum to totals as a result of rounding.



     
                (1)              Our backlog is equal to our Remaining
                                      Performance Obligations (RPOs) as
                                      determined in accordance with U.S.
                                      GAAP.



     
                (2)              Adjusted Operating Income (Loss) and
                                      Margin, by segment, are non-GAAP
                                      measures. Reconciliations to the
                                      most comparable GAAP measures are
                                      provided in the appendix entitled
                                      "Reconciliation of Segment Non-GAAP
                                      to GAAP Financial Measures."


     
              Product Offering Financial Highlights




                                                                                
       
       Three Months Ended Sep 30, 2019



                                                       Offshore &                                   LNG                           Downstream    Power   Total
                                                              Subsea



                                                                                  
       
             ($ in millions)


      New Orders                                                     $
         956                                        $
         390            $
         292       $
        21 $
        1,659



     Backlog                                                           9,070                                             6,563                 4,122            329      20,084



     Revenues                                                            728                                               334                   854            205       2,121

North, Central and South America (NCSA)

Revenues of $1.1 billion were primarily driven by the Cameron LNG, Freeport LNG, Total Ethane Cracker and Entergy power projects. Additional contributors were the Golden Pass LNG, Borstar Bay3 petrochemical and BP Cassia C offshore projects. The operating loss of $1.4 billion was primarily due to the goodwill and intangible assets impairments of $1.3 billion. The adjusted operating loss of $152 million was impacted by $220 million of changes in project gross profit on specified NCSA projects identified in a covenant of our new Superpriority Credit Agreement. Operating results for the third quarter included $90 million of incentives recognized on the Cameron project and close-out improvements and settlements of claims on our substantially completed projects.

Significant operational achievements and milestones were achieved during the third quarter. The Freeport LNG project achieved initial production on Train 1 and has loaded three tankers to date; substantial completion is expected in the fourth quarter of 2019. The Cameron LNG project achieved Phase 1 substantial completion, and Trains 2 and 3 are progressing on schedule, including Train 2 pipe installation and testing. The Golden Pass LNG project progress included the commencement of initial ground preparation. The Total Ethane Cracker project achieved an important milestone with the installation of all cracking heaters. The Duke Energy Asheville power project achieved key milestones as both power blocks have now completed steam blows, and project completion is estimated to be the middle of the fourth quarter of 2019. Finally, the Abkatun offshore project was accepted by Pemex in early October, and platform operations have been fully assumed by the customer.

Europe, Africa, Russia and Caspian (EARC)

Revenues of $248 million were primarily driven by progress on the Total Tyra, Lukoil, Afipsky, Tortue and Mozambique LNG projects. The operating loss of $250 million was primarily due to a goodwill impairment of $260 million. Adjusted operating income of $10 million was favorably impacted by a scope amendment on the Afipsky refinery project in Russia.

Early engineering and procurement progress was made during the third quarter on the Mozambique LNG contract awarded in the second quarter, and the EPC team has been mobilized to the job site. We believe our execution of this project will continue to demonstrate our ability to deliver comprehensive EPC solutions for world-scale LNG developments. Other key operational achievements in the third quarter included the Orpic Liwa JV achieving a safety milestone of 60 million-man hours without a lost-time incident. In addition, our Brno office completed its ISO recertification.

Middle East and North Africa (MENA)

MENA reported revenues of $520 million and operating income and margin of $69 million and 13.3%, respectively. Key contributors to revenues and operating income were primarily the Saudi Aramco Safaniya Phase 5 and 6, Marjan TP10, NFPS and NFE jackets, LTA II, 3 CRPOs, QP Bul Hanine, ADNOC Crude Flexibility, SASREF and Liwa projects.

The ADNOC Crude Flexibility project is on schedule with the commencement of critical equipment deliveries; isometric production has started to support the piping program, and teams have mobilized to the site with first tank courses being erected. The SASREF MMG Light project has recovered from earlier construction delays, and start-up of the refinery is expected in November, achieving 3 million man-hours without a lost-time incident. Following the September 2019 attacks on the Abqaiq oil processing facility in Saudi Arabia, we mobilized an emergency response team to assess requirements and immediately carried out repairs to damaged spheroid vessels.

Asia Pacific (APAC)

APAC reported revenues of $125 million and operating income and margin of $1 million and 0.8%, respectively. Revenues were primarily driven by the Pan Malaysia, SVDN, ONGC SURF 98/2 and Reliance KDG6 projects. Operating income was driven by progress on various active projects, project closeouts and higher utilization of engineering offices, partially offset by lower vessel productivity.

During the third quarter, the DB30 vessel continued its strong performance, with the execution of various pipelines as well as the successful completion of the transport, launch and installation of the Sao Vang Jacket for Idemitsu/PTSC, enabling the customer to commence drilling work. The Reliance KGD6 and the ONGC98/2 projects are preparing to mobilize various marine assets for offshore installation with active utilization through the end of 2019. The INPEX ICHTHYS project Phase 2a has successfully commenced with mobilization of key personnel. Fabrication activities at both Batam, Indonesia and QMW, China continue to intensify, with both facilities ramping up resources to support international works from the MENA, NCSA and EARC segments. Onshore activity remained steady, with the JG Summit Tanks scope being executed in the Philippines. As of the end of the third quarter of 2019, the project had achieved 1.4 million man-hours without a lost-time incident, and it remains on schedule to complete in the third quarter of 2020.

Technology (TECH)

TECH reported revenues of $138 million and operating income and margin of $30 million and 21.7%, respectively. Revenues were driven by licensing and propriety supply in the petrochemicals and refining markets, including catalyst. Operating income was driven by catalyst shipments, execution progress, earned fees and process performance.

Other key achievements during the third quarter included 1) being awarded a large master licensor contract by Amiral, including license, basic engineering package, extended basic engineering, training, technical services and supply of proprietary equipment, for what will be one of the world's largest mixed feed crackers; 2) being nominated as one of the top finalists by Hydrocarbon Processing magazine as best EPC/Licensor of the Year and best Petrochemical Technology; 3) remaining on pace for a potential record year in terms of the number of awarded projects; 4) continuing to make progress on the potential JDA TC2C(TM) (Thermal Crude to Chemicals) project with Aramco, with first implementation award expected in the fourth quarter of 2019 and with additional deployments under study; and 5) receiving a contract award for TECH's first license sale related to an alpha-methylstyrene unit, adding another technology to the TECH portfolio.

Corporate

Corporate expenses include various corporate and other non-operating activities. Corporate expense in the third quarter of 2019 was $129 million, mainly attributable to: selling, general, administrative and other expenses of $20 million; $60 million of unallocated operating costs; $14 million of restructuring and integration costs; $14 million of transaction-related costs associated with the sale process for the remaining portion of the pipe fabrication business and the now-terminated effort to sell the storage tank business and fees paid to external advisors retained to help us evaluate strategic and capital structure alternatives; and $18 million for vessel and other marine assets impairment due to underutilization.

Revenue Opportunity Pipeline

Our revenue opportunity pipeline consists of Backlog, Bids & Change Orders Outstanding and Target Projects, which are those projects we expect to be awarded in the market in the next five quarters. We define Backlog as Remaining Performance Obligations (RPOs) as determined in accordance with GAAP.

At the end of the third quarter of 2019, our revenue opportunity pipeline was approximately $89.1 billion, primarily driven by MENA and NCSA with continuing momentum in the offshore/subsea, downstream and LNG markets.


           
                Revenue Opportunity Pipeline                             
              
              As of



                                                         Sep 30, 2019            Jun 30, 2019                                  Mar 31,   Dec 31, 2018   Sep 30, 2018
                                                                                                                                  2019



                                                                               
            
              ($ in billions)



           Backlog                                                   $
      20.1                                $
              20.5         $
              15.4              $
      10.9       $
      11.5



           Bids & Change Orders Outstanding(1)                           11.8                                            15.6                     17.7                  20.3           20.7



           Targets(2)                                                    57.2                                            54.1                     58.0                  61.9           48.1




           
                Total                                            89.1                                            90.2                     91.1                  93.1           80.3







           
                Revenue Opportunity Pipeline by                            
              
              As of Sep 30, 2019
    Segment

                                                                                                                                                 ---

                                                             NCSA                    EARC                                        MENA        APAC           TECH              Total



                                                                                      
              
              ($ in billions)



           Backlog                                                    $
      7.6                                 $
              3.8          $
              6.5               $
      1.6        $
      0.6 $
      20.1



           Bids & Change Orders Outstanding(1)                            2.4                                             4.7                      1.9                   2.8                   11.8



           Targets(2)                                                    17.6                                             3.1                     26.3                   8.4            1.8     57.2




           
                Total                                            27.6                                            11.6                     34.7                  12.8            2.4     89.1




               Note: All amounts have been rounded to
                the nearest tenth of a billion.
                Individual line items may not sum to
                totals as a result of rounding.



              
                (1)              There is no assurance that
                                               bids outstanding will be
                                               awarded to us or that
                                               outstanding change orders
                                               ultimately will be approved
                                               and paid by the applicable
                                               customers in the full amounts
                                               requested or at all.



              
                (2)              Target projects are those that
                                               we have identified as
                                               anticipated to be awarded by
                                               customers or prospective
                                               customers in the next five
                                               quarters through competitive
                                               bidding processes and are
                                               capable of being performed by
                                               us. There is no assurance
                                               that target projects will be
                                               awarded to us or at all.

About McDermott

McDermott is a premier, fully integrated provider of technology, engineering and construction solutions to the energy industry. For more than a century, customers have trusted McDermott to design and build end-to-end infrastructure and technology solutions to transport and transform oil and gas into the products the world needs today. Our proprietary technologies, integrated expertise and comprehensive solutions deliver certainty, innovation and added value to energy projects around the world. Customers rely on McDermott to deliver certainty to the most complex projects, from concept to commissioning. It is called the "One McDermott Way." Operating in over 54 countries, McDermott's locally focused and globally integrated resources include approximately 32,000 employees and engineers, a diversified fleet of specialty marine construction vessels and fabrication facilities around the world. To learn more, visit www.mcdermott.com.

Non-GAAP Measures

This communication includes several "non-GAAP" financial measures as defined under Regulation G of the U.S. Securities Exchange Act of 1934, as amended. We report our financial results in accordance with GAAP but believe that certain non-GAAP financial measures provide useful supplemental information to investors regarding the underlying business trends and performance of our ongoing operations and are useful for period-over-period comparisons of those operations. The forecast non-GAAP measures we have presented in this communication include forecast EBITDA, adjusted operating income (loss), adjusted operating income margin, adjusted net income, adjusted diluted EPS, free cash flow, EBITDA and adjusted EBITDA. We believe these forward-looking financial measures are within reasonable measure.

Non-GAAP measures include adjusted operating income (loss), adjusted operating margin, adjusted net income (loss), adjusted diluted EPS, free cash flow, EBITDA and adjusted EBITDA, in each case excluding the impacts of certain identified items. The excluded items represent items that our management does not consider to be representative of our normal operations. We believe that these metrics are useful for investors to review, because they provide more consistent measures of the underlying financial results of our ongoing business and, in our management's view, allow for a supplemental comparison against historical results and expectations for future performance. Furthermore, our management uses each of these metrics as measures of the performance of our operations for budgeting and forecasting, as well as employee incentive compensation. However, Non-GAAP measures should not be considered as substitutes for operating income, net income or other data prepared and reported in accordance with GAAP and should be viewed in addition to our reported results prepared in accordance with GAAP.

We define free cash flow as cash flows from operations less capital expenditures. We believe investors consider free cash flow as an important measure, because it generally represents funds available to pursue opportunities that may enhance stockholder value, such as making acquisitions or other investments. Our management uses free cash flow for that reason. We define EBITDA as net income plus depreciation and amortization, interest expense, net, provision for income taxes and accretion and dividends on redeemable preferred stock. We define adjusted EBITDA as EBITDA adjusted to exclude significant, non-recurring transactions to our operating income, both gains and charges. We have included EBITDA and adjusted EBITDA disclosures in this communication because EBITDA is widely used by investors for valuation and comparing our financial performance with the performance of other companies in our industry. Our management also uses EBITDA and adjusted EBITDA to monitor and compare the financial performance of our operations. EBITDA and adjusted EBITDA do not give effect to the cash that we must use to service our debt or pay our income taxes, and thus do not reflect the funds actually available for capital expenditures, dividends or various other purposes. Our presentations of free cash flow, EBITDA and adjusted EBITDA may not be comparable to similarly titled measures in other companies' reports. You should not consider free cash flow, EBITDA and adjusted EBITDA in isolation from, or as substitutes for, net income or cash flow measures prepared in accordance with U.S. GAAP.

Reconciliations of these non-GAAP financial measures and forecast non-GAAP financial measures to the most comparable GAAP measures are provided in the tables included in this communication.

Forward-Looking Statements

In accordance with the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995, McDermott cautions that statements in this communication which are forward-looking, and provide other than historical information, involve risks, contingencies and uncertainties that may impact actual results of operations of McDermott. These forward-looking statements include, among other things, statements about: achieving a long-term balance sheet solution with our lenders and noteholders; the effects of our decision to not pay, when due, the November 1, 2019 interest payment on the 2024 Notes; our ability to deliver comprehensive EPC solution for world-scale LNG developments; project milestones and percentage of completion and expected timetables; cost estimates on identified projects; assessments and beliefs with respect to legacy CB&I projects (including the Cameron and Freeport LNG projects) and the Mozambique LNG project; backlog, bids and change orders outstanding, target projects and revenue opportunity pipeline, to the extent these may be viewed as indicators of future revenues or profitability; and the contemplated strategic alternatives process for our Lummus Technology business and sale of our pipe fabrication business. Although we believe that the expectations reflected in those forward-looking statements are reasonable, we can give no assurance that those expectations will prove to have been correct. Those statements are made by using various underlying assumptions and are subject to numerous risks, contingencies and uncertainties, including, among others: adverse changes in the markets in which McDermott operates or credit or capital markets; the inability of McDermott to execute on contracts in backlog successfully; changes in project design or schedules; the availability of qualified personnel; changes in the terms, scope or timing of contracts; contract cancellations; negotiations with lenders and noteholders; change orders and other modifications and actions by customers and other business counterparties of McDermott; changes in industry norms; negotiations with third parties with respect to the strategic alternatives process for our Lummus Technology business and the sale of our pipe fabrication business; and adverse outcomes in legal or other dispute resolution proceedings. If one or more of these risks materialize, or if underlying assumptions prove incorrect, actual results may vary materially from those expected. You should not place undue reliance on forward-looking statements. For a more complete discussion of these and other risk factors, please see each of McDermott's annual and quarterly filings with the U.S. Securities and Exchange Commission, including McDermott's annual report on Form 10-K for the year ended December 31, 2018 and subsequent quarterly reports on Form 10-Q. This communication reflects the views of McDermott's management as of the date hereof. Except to the extent required by applicable law, McDermott undertakes no obligation to update or revise any forward-looking statement.


     
                Contact:


                   Investors & Financial Media 
     
                Global Media Relations



     Scott Lamb                               
     Gentry Brann


      Vice President, Investor
       Relations                               
     Senior Vice President, Communications,



     +1 832.513.1068                          
     Marketing and Administration


                   scott.lamb@mcdermott.com                                     
            +1 281 870 5269


                                               
     
                gentry.brann@mcdermott.com

START OF APPENDIX

                                                                        
         
                McDERMOTT INTERNATIONAL, INC.


                                                                      
       
           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


                                                                            
              
                (Unaudited)


                                                                                               Three Months Ended                                                   Nine Months Ended
                                                                                     September 30,                                                    September 30,


                                                                             2019                                           2018                                         2019                     2018



                                                                                    
              
                (In millions, except per share amounts)

                                                                                                                                                            ---


              Revenues                                                               $
              2,121                                         $
             2,289                         $
         6,469   $
         4,632





              Costs and Expenses:



              Cost of operations                                                                 2,173                                                    1,986                                6,140          3,948



              Project intangibles and inventory-related amortization                                 7                                                       30                                   27             42

    ---


              Total cost of operations                                                           2,180                                                    2,016                                6,167          3,990



              Research and development expenses                                                      9                                                        8                                   25             13



              Selling, general and administrative expenses                                          40                                                       64                                  189            188



              Other intangibles amortization                                                        21                                                       25                                   65             35



              Transaction costs                                                                     14                                                        5                                   29             45



              Restructuring and integration costs                                                   14                                                       31                                  103            106



              Goodwill impairment                                                                1,370                                                                                        1,370



              Intangible assets impairment                                                         143                                                                                          143



              Other asset impairments                                                               18                                                                                           18



              Loss on asset disposals                                                                                                                        1                                  103              2

    ---


              Total expenses                                                                     3,809                                                    2,150                                8,212          4,379





              Income from investments in unconsolidated affiliates                                   7                                                        3                                   19              2



              Investment in unconsolidated affiliates-related                                      (3)                                                    (13)                                 (8)          (13)
    amortization

    ---


              Operating (loss) income                                                          (1,684)                                                     129                              (1,732)           242





              Other expense:



              Interest expense, net                                                              (108)                                                    (86)                               (300)         (169)



              Other non-operating income (expense), net                                                                                                      1                                  (1)          (13)

    ---


              Total other expense, net                                                           (108)                                                    (85)                               (301)         (182)





              (Loss) income before provision for income taxes                                  (1,792)                                                      44                              (2,033)            60





              Income tax expense (benefit)                                                          72                                                       44                                    2           (19)

    ---




              Net (loss) income                                                                (1,864)                                                                                     (2,035)            79





              Less: Net income (loss) attributable to                                                9                                                      (2)                                  26            (5)
    noncontrolling interests

    ---




              Net (loss) income attributable to McDermott                          $
              (1,873)                                            $
             2                       $
         (2,061)     $
         84

    ---




              Dividends on redeemable preferred stock                                             (10)                                                                                        (30)



              Accretion of redeemable preferred stock                                              (4)                                                                                        (12)





              
                Net (loss) income attributable to common                            (1,887)                                                       2                              (2,103)            84
    stockholders

    ---




              Net (loss) income per share attributable to common
    stockholders



              Basic                                                                $
              (10.37)                                         $
             0.01                       $
         (11.62)   $
         0.60



              Diluted                                                              $
              (10.37)                                         $
             0.01                       $
         (11.62)   $
         0.60





              Shares used in the computation of net (loss) income
    per share



              Basic                                                                                182                                                      180                                  181            140



              Diluted                                                                              182                                                      181                                  181            141

                                                                                                   
      
      McDERMOTT INTERNATIONAL, INC.


                                                                                                    
      
      CONSOLIDATED BALANCE SHEETS




                                                                                                                                                 September 30,                      December 31,
                                                                                                                                                                  2019                       2018



                                                                                                                                        (In millions, except per share
                                                                                                                                       amounts)




              
                Assets                                                                                                                (Unaudited)



               Current assets:



               Cash and cash equivalents ($256 and $146 related to variable interest entities                                                                           $
         677                     $
          520
    ("VIEs"))



               Restricted cash and cash equivalents                                                                                                                            333                             325



               Accounts receivable-trade, net ($107 and $29 related to VIEs)                                                                                                   935                             932



               Accounts receivable-other ($36 and $57 related to VIEs)                                                                                                         209                             175



               Contracts in progress ($223 and $144 related to VIEs)                                                                                                         1,063                             704



               Project-related intangible assets, net                                                                                                                           68                             137



               Inventory                                                                                                                                                        52                             101



               Other current assets ($32 and $24 related to VIEs)                                                                                                              149                             139

    ---


               Total current assets                                                                                                                                          3,486                           3,033

    ---


               Property, plant and equipment, net                                                                                                                            2,118                           2,067



               Operating lease right-of-use assets                                                                                                                             361



               Accounts receivable-long-term retainages                                                                                                                         49                              62



               Investments in unconsolidated affiliates                                                                                                                        450                             452



               Goodwill                                                                                                                                                      1,335                           2,654



               Other intangibles, net                                                                                                                                          790                           1,009



               Other non-current assets                                                                                                                                        165                             163

    ---


               Total assets                                                                                                                                           $
         8,754                   $
          9,440

    ---




              
                Liabilities, Mezzanine Equity and Stockholders' Equity



               Current liabilities:



               Revolving credit facility                                                                                                                                $
         801               
     $



               Debt                                                                                                                                                          3,450                              30



               Lease obligations                                                                                                                                               161                               8



               Accounts payable ($322 and $277 related to VIEs)                                                                                                              1,421                             595



               Advance billings on contracts ($497 and $717 related to VIEs)                                                                                                 1,359                           1,954



               Project-related intangible liabilities, net                                                                                                                      24                              66



               Accrued liabilities ($66 and $136 related to VIEs)                                                                                                            1,517                           1,564

    ---


               Total current liabilities                                                                                                                                     8,733                           4,217



               Long-term debt                                                                                                                                                                               3,393



               Long-term lease obligations                                                                                                                                     301                              66



               Deferred income taxes                                                                                                                                            51                              47



               Other non-current liabilities                                                                                                                                   778                             664

    ---


               Total liabilities                                                                                                                                             9,863                           8,387

    ---


               Commitments and contingencies



               Mezzanine equity:



               Redeemable preferred stock                                                                                                                                      271                             230



               Stockholders' equity:



               Common stock, par value $1.00 per share, authorized 255 shares; issued 185 and 183                                                                              185                             183
    shares, respectively



               Capital in excess of par value                                                                                                                              3,554                           3,539



               Accumulated deficit                                                                                                                                         (4,822)                        (2,719)



               Accumulated other comprehensive loss                                                                                                                          (222)                          (107)



               Treasury stock, at cost: 3 and 3 shares, respectively                                                                                                          (96)                           (96)

    ---


               Total McDermott Stockholders' Equity                                                                                                                        (1,401)                            800



               Noncontrolling interest                                                                                                                                          21                              23

    ---


               Total stockholders' equity                                                                                                                                  (1,380)                            823

    ---


               Total liabilities and stockholders' equity                                                                                                             $
         8,754                   $
          9,440

    ---

                                                                                                             
         
              McDERMOTT INTERNATIONAL, INC.


                                                                                                           
       
         CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                                                                                 
            
                (Unaudited)


                                                                                                                                                                               Nine Months Ended September 30,



                                                                                                                                                                     2019                                     2018



                                                                                                                                                                               (In millions)




              
                Cash flows from operating activities:



              Net (loss) income                                                                                                                                          $
          (2,035)                          $
          79



              Non-cash items included in net (loss) income:



              Loss on disposal of APP                                                                                                                                                101



              Goodwill impairment                                                                                                                                                  1,370



              Intangible assets impairment                                                                                                                                           143



              Other asset impairment                                                                                                                                                  18



              Depreciation and amortization                                                                                                                                          200                                  187



              Debt issuance cost amortization                                                                                                                                         30                                   27



              Stock-based compensation charges                                                                                                                                        16                                   36



              Deferred taxes                                                                                                                                                           4                                 (86)



              Other non-cash items                                                                                                                                                                                         2



              Changes in operating assets and liabilities, net of effects of businesses acquired:



              Accounts receivable                                                                                                                                                   (78)                                 130



              Contracts in progress, net of advance billings on contracts                                                                                                          (955)                               (318)



              Inventory                                                                                                                                                             (23)                                   4



              Accounts payable                                                                                                                                                       680                                  123



              Other current and non-current assets                                                                                                                                  (42)                                (52)



              Investments in unconsolidated affiliates                                                                                                                               (7)                                 (2)



              Other current and non-current liabilities                                                                                                                               15                                   84

    ---


              
                Total cash (used in) provided by operating activities                                                                                                   (563)                                 214

    ---




              
                Cash flows from investing activities:



              Business combinations, net of cash acquired                                                                                                                            (7)                             (2,374)



              Proceeds from asset disposals, net                                                                                                                                      83                                   55



              Purchases of property, plant and equipment                                                                                                                            (65)                                (62)



              Advances related to proportionately consolidated consortiums                                                                                                         (277)                               (155)



              Investments in unconsolidated affiliates                                                                                                                               (3)                                (14)

    ---


              
                Total cash used in investing activities                                                                                                                 (269)                             (2,550)

    ---




              
                Cash flows from financing activities:



              Revolving credit facility borrowings                                                                                                                                 2,451



              Revolving credit facility repayments                                                                                                                               (1,650)



              Structured equipment financing                                                                                                                                          32



              Proceeds from issuance of long-term debt                                                                                                                                                                 3,560



              Repayment of debt and finance lease obligations                                                                                                                       (26)                               (531)



              Advances related to equity method joint ventures and proportionately consolidated                                                                                      248                                   67
    consortiums



              Debt and letter of credit issuance costs                                                                                                                               (3)                               (209)



              Debt extinguishment costs                                                                                                                                                                                 (10)



              Repurchase of common stock                                                                                                                                             (4)                                (14)



              Distributions to joint venture members                                                                                                                                (18)

    ---


              
                Total cash provided by financing activities                                                                                                             1,030                                2,863

    ---




              
                Effects of exchange rate changes on cash, cash equivalents and restricted cash                                                                           (33)                                (30)



              
                Net increase in cash, cash equivalents and restricted cash                                                                                                165                                  497



              
                Cash, cash equivalents and restricted cash at beginning of period                                                                                         845                                  408

    ---


              
                Cash, cash equivalents and restricted cash at end of period                                                                                     $
          1,010                          $
          905

    ---

                                                                                   
      
             McDERMOTT INTERNATIONAL, INC.


                                                                                  
      
             EARNINGS PER SHARE COMPUTATION




                                                                                                        Three months Ended September                                            Nine months Ended September
                                                                                                                      30,                                                   30,



                                                                                        2019                                       2018                                 2019                                      2018



                                                                                               
              
                (In millions, except per share amounts)



              Net (loss) income attributable to McDermott                                   $
              (1,873)                                         $
              2                               $
          (2,061)             $
          84



              Dividends on redeemable preferred stock                                  (10)                                                                                                 (30)



              Accretion of redeemable preferred stock                                   (4)                                                                                                 (12)




              
                Net (loss) income attributable to common stockholders            $
              (1,887)                                         $
              2                               $
          (2,103)             $
          84





              Weighted average common stock (basic)                                                       182                                                    180                                           181        140



              Effect of dilutive securities:



              Stock-based awards                                                                                                                 1                                                                          1



              Warrants and preferred stock




              Weighted average common stock (diluted)                                                     182                                 181                                            181                      141






              Net (loss) income per share attributable to common
    stockholders



              Basic:                                                                        $
              (10.37)                                      $
              0.01                               $
          (11.62)           $
          0.60



              Diluted:                                                                      $
              (10.37)                                      $
              0.01                               $
          (11.62)           $
          0.60









              
                SUPPLEMENTARY DATA




                                                                                                        Three months Ended September                                            Nine months Ended September
                                                                                                                      30,                                                   30,



                                                                                        2019                                       2018                                 2019                                      2018



                                                                                               
              
                (In millions, except per share amounts)



              Depreciation & amortization                                                        $
              63                                        $
              107                                   $
          200             $
          187



              Capital expenditures                                                                         32                                                     19                                            65                      62



              Backlog                                                                                  20,084                                                 11,512                                        20,084                  11,512

We report our financial results in accordance with U.S. generally accepted accounting principles ("GAAP"). This press release also includes several Non-GAAP financial measures as defined under the SEC's Regulation G. The following tables reconcile certain Non-GAAP financial measures used in this press release to comparable GAAP financial measures. Additional reconciliations are provided in the accompanying tables.

                                                                                                                                                               
           
                McDERMOTT INTERNATIONAL, INC.


                                                                                                                                                  
              
          RECONCILIATION OF SEGMENT NON-GAAP TO GAAP FINANCIAL MEASURES




                                                                                                        
              
              Three Months Ended Sep 30, 2019



                                                                                   
          
     Segment Operating Results



                                                                NCSA                             EARC                                                          MENA                                               APAC            TECH           Corporate             Total



                                                                                                                
             
               ($ in millions)



              
                Revenues                                 $
         1,090                                         $
             248                                                                 $
              520               $
        125             $
        138                        $
          2,121



              
                GAAP Operating (Loss) Income                (1,405)                                                 (250)                                                                             69                       1                    30                   (129)                     (1,684)


                                                             -128.9         -100.8   13.3                 0.8            21.7


                                                                   %                                                  %                                                                                                              %                                                               %

              
                GAAP Operating Margin                                                                                                                                     %                                                                    %                                     -79.4



              
                Adjustments



              Goodwill, intangibles & asset                   1,253                                                 260                                                                                                                                                       18                   1,531
    impairment(1)



              Restructuring, Integration &                                                                                                                                                                                                                                  28                      28
    Transaction Costs(2)




                  Total Non-GAAP Adjustments                  1,253                                                 260                                                                                                                                                       46                   1,559




              
                Non-GAAP Operating (Loss) Income         $
         (152)                                         $
             10                                                                  $
              69                 $
        1              $
        30             $
         (83)               $
          (125)



                                                              -13.9            4.0   13.3                 0.8            21.7

                                                                                                                      %
                                                                   %                                                                                                                                                                 %                                                               %

              Non-GAAP Adjusted Operating Margin                                                                                                                                     %                                                                    %                                      -5.9



      Note:  Individual line items may not sum to
       totals as a result of rounding.





     
                (1)              The goodwill impairment of $1.37
                                      billion resulted from updates to
                                      the 2019 management budget and
                                      increases in our discount rate
                                      assumptions driven by increases in
                                      our cost of capital and risk
                                      premium assumptions associated
                                      with forecasted cash flows. The
                                      intangible assets impairment of
                                      $0.14 billion primarily resulted
                                      from a reduction in the estimated
                                      remaining useful life of the trade
                                      names associated with our NCSA
                                      segment, causing a decrease in
                                      future attributable cash flow
                                      expectations. The vessel
                                      impairment of $18 million is due
                                      to lack of future utilization
                                      plans.



     
                (2)              Restructuring, integration and
                                      transactions costs of $28 million,
                                      which included $14 million of
                                      office and employee relocation and
                                      external consulting fees.
                                      Transaction fees of $14 million
                                      are due to legal fees associated
                                      the sale process for the remaining
                                      portion of the pipe fabrication
                                      business and the now-terminated
                                      effort to sell the storage tank
                                      business as well as fees to
                                      external advisors retained to help
                                      us evaluate strategic and capital
                                      structure alternatives.

                                                                                           
             
                McDERMOTT INTERNATIONAL, INC.


                                                                                  
           
               RECONCILIATION OF NON-GAAP TO GAAP FINANCIAL MEASURES




                                                                                             Three months Ended                                                                             Nine months Ended



                                                                                    Sep 30,                                                             Sep 30,                                             Sep 30,                  Sep 30,
                                                                                       2019                                                                 2018                                                 2019                      2018



                                                                                                          
              ($ in millions, except share and per share amounts)





              
                GAAP Net (Loss) Income Attributable to Common                    $
              (1,887)                                                                 $
          2                                  $
            (2,103)            $
          84
    Stockholders





              
                Less: Adjustments



              Loss on disposal of APP(1)                                                                                                                                                                              101



              Goodwill impairment(2)                                                 1,370                                                                                                                           1,370



              Intangible assets impairment(3)                                          143                                                                                                                             143



              Other asset impairments4                                                  18                                                                                                                              18



              Transaction costs5                                                                           14                                                                          5                                                 29                     45



              Restructuring and integration costs6                                                         14                                                                         31                                                103                    105



              Intangibles amortization7                                                                                                                                  68                                                                        90




                  Total Non-GAAP Adjustments to Operating (Loss) Income                                 1,559                                                                        104                                              1,764                    241



              Debt extinguishment costs8                                                                                                                                                                                                          14



              Tax benefit on intercompany transfer of IP9                                                                                                                                                                                      (117)



              Tax Effect of Non-GAAP Gains and/or Charges10                                                                                                            (17)                                                                     (25)




                  Total Non-GAAP Adjustments                                                            1,559                                                                         87                                              1,764                    113




              
                Non-GAAP Adjusted Net (Loss) Income Attributable to                $
              (328)                                                                $
          89                                    $
            (339)           $
          197
    Common Stockholders





              
                GAAP Operating (Loss) Income                                     $
              (1,684)                                                               $
          129                                  $
            (1,732)           $
          242



              Non-GAAP Adjustments to Operating (Loss) Income11                                         1,559                                                                        104                                              1,764                    241




              
                Non-GAAP Adjusted Operating (Loss) Income                          $
              (125)                                                               $
          232                                       $
            32            $
          483




              
                Non-GAAP Adjusted Operating Margin                                            -5.9                                                                       10.1                                                0.5                   10.4
                                                                                                               %                                                                         %                                                 %                     %





              
                GAAP Diluted EPS                                                 $
              (10.37)                                                              $
          0.01                                  $
            (11.62)          $
          0.60



              Non-GAAP Adjustments                                                                       8.57                                                                       0.19                                               9.75                   0.68




              
                Non-GAAP Adjusted Diluted EPS
                12                      $
              (1.80)                                                              $
          0.20                                   $
            (1.87)          $
          1.28






              
                Shares used in computation of income per share:



              Basic                                                                                       182                                                                        180                                                181                    140



              Diluted                                                                                     182                                                                        181                                                181                    141





              
                Net (Loss) Income Attributable to Common Stockholders            $
              (1,887)                                                                 $
          2                                  $
            (2,103)            $
          84



              Depreciation and Amortization                                                                63                                                                        107                                                200                    187



              Interest Expense, Net                                                                       108                                                                         86                                                300                    169



              Provision for Income Taxes                                                                   72                                                                         44                                                  2                   (19)



              Accretion and Dividends on redeemable preferred stock                     14                                                                                                                              42




              
                EBITDA
                13                                                      (1,630)                                                                       239                                            (1,559)                   421



              Non-GAAP Adjustments effecting EBITDA                                                     1,559                                                                         36                                              1,764                    165




              
                Adjusted EBITDA
                14                                      $
              (71)                                                               $
          275                                      $
            205            $
          586






              
                Cash flows from operating activities                               $
              (114)                                                             $
          (221)                                   $
            (563)           $
          214



              Capital expenditures                                                                       (32)                                                                      (19)                                              (65)                  (62)




              
                Free cash flow                                                     $
              (146)                                                             $
          (240)                                   $
            (628)           $
          152






              
                GAAP Revenues                                                      $
              2,121                                                              $
          2,289                                    $
            6,469          $
          4,632



      Note: Individual line items may not sum to
       totals as a result of rounding.



     
                (1)   
              Loss on the APP asset disposal during Q2 2019.



     
                (2)              Goodwill impairment resulting from updates to the 2019
                                      management budget and increases in our discount rate
                                      assumptions driven by increases in our cost of capital
                                      and risk premium assumptions associated with forecasted
                                      cash flows.



     
                (3)              Intangible assets impairment primarily resulted from a
                                      reduction in the estimated remaining useful life of the
                                      trade names associated with our NCSA segment, causing a
                                      decrease in future attributable cash flow expectations.



     
                4                 Marine asset impairment of one vessel and two offshore
                                      diving operations saturation support systems due to lack
                                      of future utilization plans.



     
                5                 Transaction costs in Q3 2019 due to legal fees associated
                                      the sale process for the remaining portion of the pipe
                                      fabrication business and the now-terminated effort to
                                      sell the storage tank business as well as fees to
                                      external advisors to improve our capital structure by
                                      securing a Superpriority Credit Agreement and the
                                      exploration of strategic alternatives.  Transaction
                                      costs in Q3 2018 were associated with the Combination.



     
                6                 Restructuring and integration costs in Q3 2019 related to
                                      office and employee relocation expenses and external
                                      consulting fees.  Restructuring and integration costs in
                                      Q3 2018 were associated with as costs to achieve our
                                      combination profitability initiative ("CPI") program.



     
                7                 Intangibles amortization in Q3 2018 includes the
                                      amortization of all acquired intangibles from the
                                      Combination, including project-related intangibles,
                                      other intangible assets (including process technologies,
                                      trade names, trademarks and customer relationships, and
                                      amortization in intangibles associated with investments
                                      in unconsolidated affiliates. In Q4 2018, we changed our
                                      policy of considering the amortization of these
                                      intangible assets a Non-GAAP adjustment.



     
                8                 Prepayment of our prior credit facility and senior
                                      secured notes, including a make-whole premium and the
                                      accelerated write-off of debt issuance costs as part of
                                      financing of the combination during Q2 2018.



     
                9                 Tax benefit resulting from the internal transfer of
                                      certain intellectual property rights during Q2 2018 in
                                      conjunction with the combination.



     
                10                The adjustments to GAAP Net (Loss) Income have been
                                      income tax effected when included in net income based
                                      upon the respective tax jurisdictions the adjustments
                                      were incurred in.  No income tax effect has been taken
                                      on Non-GAAP charges incurred in the United States,
                                      where we do not expect to receive income tax benefits.



     
                11                Includes the non-GAAP adjustments described in footnotes
                                      1 through 7 above. Adjustments to operating income do
                                      not include Non-GAAP adjustments described in footnotes
                                      8 through 10 above, as those items are not included in
                                      the computation of operating income.



     
                12                Adjusted EPS includes the intangibles amortization, net
                                      of tax, described in footnote 7 above.



     
                13                We define EBITDA as net income plus depreciation and
                                      amortization, interest expense, net, provision for
                                      income taxes and accretion and dividends on redeemable
                                      preferred stock.  We define adjusted EBITDA as EBITDA
                                      adjusted to exclude significant, non-recurring
                                      transactions, both gains and charges, to our operating
                                      income as described in footnotes 1 through 6 and
                                      footnote 8 above.  We have included EBITDA and adjusted
                                      EBITDA disclosures in this press release because EBITDA
                                      is widely used by investors for valuation and comparing
                                      our financial performance with the performance of other
                                      companies in our industry and because adjusted EBITDA
                                      provides a consistent measure of EBITDA relating to our
                                      underlying business.  Our management also uses EBITDA
                                      and adjusted EBITDA to monitor and compare the financial
                                      performance of our operations.  EBITDA and adjusted
                                      EBITDA do not give effect to the cash that we must use
                                      to service our debt or pay our income taxes, and thus do
                                      not reflect the funds actually available for capital
                                      expenditures, dividends or various other purposes.  In
                                      addition, our presentation of EBITDA and adjusted EBITDA
                                      may not be comparable to similarly titled measures in
                                      other companies' reports. You should not consider EBITDA
                                      or adjusted EBITDA in isolation from, or as a substitute
                                      for, net income or cash flow measures prepared in
                                      accordance with U.S. GAAP.



     
                14                Includes the non-GAAP adjustments described in footnotes
                                      1 through 6 and footnote 8 above. Adjustments to EBITDA
                                      do not include Non-GAAP adjustments described in
                                      footnotes 7, 9 and 10 above, as those items are not
                                      included in the computation of EBITDA.

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SOURCE McDermott International, Inc.