UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 3, 1997
CHICAGO BRIDGE & IRON COMPANY N.V.
(Exact name of registrant as specified in its charter)
Netherlands
(State or other jurisdiction of incorporation)
1798 None
(Primary Industrial (IRS Employer
Classification Code Number) Identification No.)
P.O. Box 74658
1070 BR Amsterdam
The Netherlands
(Address of principal executive offices)
Registrant's telephone number, including area code 31-20-578-9588
N.A.
(Former name or former address, if changed since last report)
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Item 5. Other Events
On October 3, 1997, Chicago Bridge & Iron Company N.V (the "Company")
announced, among other things, that the Company expects earnings per share for
the third quarter ended September 30, 1997 will likely be in line with analysts'
current expectations. However, based on preliminary July and August results, the
Company expects revenue and operating income for the third quarter to fall below
analysts' current estimates, primarily because of problems associated with the
consolidation and streamlining of North American operations. The Company
believes that the impact of these factors on net income will be substantially
offset by non-recurring income.
A copy of the press release regarding this matter is attached as an exhibit
to this Form 8-K and is incorporated herein by reference.
Item 7. Financial Statements and Exhibits
(a) Exhibits
(1) Press Release dated October 3, 1997.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: October 10, 1997
CHICAGO BRIDGE & IRON COMPANY N.V.
By: Chicago Bridge & Iron Company
B.V.
Its: Managing Director
By:/s/Timothy J. Wiggins
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Managing Director
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Exhibit Index
Exhibit No. Description
(1) Press Release dated October 3, 1997
NEWS RELEASE
Chicago Bridge & Iron Company N.V.
For Immediate Release: For Further Information Contact:
October 3, 1997 Media: Bruce Steimle (815) 439-4006
Analysts: Jean Brown (815) 439-4072
Chicago Bridge & Iron updates outlook for third quarter
PLAINFIELD, Ill. -- October 3, 1997 -- Chicago Bridge & Iron Company N.V. (NYSE
& ASE:CBI) announced today that the Company expects earnings per share for the
third quarter ended September 30, 1997 will likely be in line with analysts'
current expectations. However, based on preliminary July and August results, the
Company expects revenue and operating income for the third quarter to fall below
analysts' current estimates, primarily because of problems associated with the
consolidation and streamlining of North American operations. The impact of these
factors on net income will be substantially offset by non-recurring income.
The third quarter 1997 revenue and operating income have been affected by
start-up problems associated with the expansion of the Houston fabricating
facility and implementation of new integrated computerized systems being piloted
at Houston. These factors have resulted in additional costs and delays in some
material reaching construction sites, postponing the recognition of revenue and
resulting in lower operating income. Notwithstanding these issues, revenues for
the third quarter should be modestly higher than revenues earned in the second
quarter of 1997.
Commenting on the situation, Gerald M. Glenn, Chairman, President and CEO, said,
"These problems are temporary and affect only our North American operations. The
expansion of the Houston plant is now substantially complete and it is capable
of operating near capacity. Difficulties encountered in the implementation of
integrated computerized systems, although disappointing, are not uncommon. We
are confident we have identified the major issues and initiated corrective
action. We expect this action will produce immediate results. At this point, we
do not expect these issues to impact 1998 earnings."
Third quarter 1997 income from operations will be favorably impacted by
non-recurring income of approximately $5 million, including the resolution of
disputed liabilities as well as recognition of income related to a favorable
appeals court decision.
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New Business Taken Increases; Debt Reduction Continues
The Company also announced that new business taken remained strong in what has
been a seasonally-weak third quarter. For the quarter ended September 30, 1997,
new business taken was $173 million, a 24% increase over the third quarter of
1996. Year-to-date new business taken increased 18% to $561 million, an $87
million increase over the nine months of the previous year. The Company's
aggressive working capital reduction programs have resulted in a 44% reduction
in long-term debt from $75 million in April 1997 to $42 million at the end of
the third quarter.
Glenn added, "Despite the near-term concerns regarding our North American
operations, we continue to be encouraged by our success in winning
geographically diversified new business, including in Asia Pacific. The
fundamentals that drive our markets continue to be very strong. We remain
committed to achieving our stated goals."
The Company expects to report third quarter results on October 30, 1997.
This press release contains certain forward looking statements including
statements about revenues, costs and earnings that involve a number of risks and
uncertainties, including those associated with consolidation and streamlining of
North American operations. Actual events or results may differ materially from
the Company's expectations. In addition to matters described elsewhere in this
press release, operating risks, risks associated with fixed price contracts,
risks associated with percentage of completion accounting, fluctuating revenues
and cash flow, and competitive conditions, as well as other risk factors listed
in the Company's Registration Statement on Form S-1 (No. 333-18065), as amended,
and subsequent filings with the SEC, may affect the actual results achieved by
the Company. These forward-looking statements represent the Company's judgment
as of the date of this release.
CB&I is a global engineering and construction company specializing in the
engineering and design, fabrication, erection and repair of petroleum terminals,
steel tanks, refinery pressure vessels, low temperature and cryogenic storage
facilities and the other steel plate structures and their associated systems.
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