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EX-31.1 - EXHIBIT 31.1 - CHICAGO BRIDGE & IRON CO N Va20160331ex311.htm
EX-31.2 - EXHIBIT 31.2 - CHICAGO BRIDGE & IRON CO N Va20160331ex312.htm
EX-32.1 - EXHIBIT 32.1 - CHICAGO BRIDGE & IRON CO N Va20160331ex321.htm
EX-32.2 - EXHIBIT 32.2 - CHICAGO BRIDGE & IRON CO N Va20160331ex322.htm

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 10-Q
 
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2016
OR
o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                       to                      
Commission File Number 1-12815
 
  CHICAGO BRIDGE & IRON COMPANY N.V.
Incorporated in The Netherlands IRS Identification Number: Not Applicable
 
 Prinses Beatrixlaan 35
2595 AK The Hague
The Netherlands
31-70-3732010
(Address and telephone number of principal executive offices)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    
x  Yes    o  No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    
x  Yes    o  No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
 
x
  
Accelerated filer
 
o
 
 
 
 
 
 
Non-accelerated filer
 
o  (Do not check if a smaller reporting company)
  
Smaller reporting company
 
o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    
o  Yes    x  No
The number of shares outstanding of the registrant’s common stock as of April 15, 2016105,274,916
 




CHICAGO BRIDGE & IRON COMPANY N.V.
Table of Contents
 
 
Page
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 


2


PART I—FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements

CHICAGO BRIDGE & IRON COMPANY N.V.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)

 
Three Months Ended March 31,
 
2016
 
2015
 
(Unaudited)
Revenue
$
2,667,733

 
$
3,125,745

Cost of revenue
2,380,128

 
2,755,574

Gross profit
287,605

 
370,171

Selling and administrative expense
92,597

 
109,101

Intangibles amortization
11,277

 
15,652

Equity earnings
(3,990
)
 
(4,202
)
Other operating (income) expense, net
(219
)
 
2,822

Income from operations
187,940

 
246,798

Interest expense
(25,898
)
 
(22,286
)
Interest income
2,489

 
2,048

Income before taxes
164,531

 
226,560

Income tax expense
(44,569
)
 
(69,811
)
Net income
119,962

 
156,749

Less: Net income attributable to noncontrolling interests
(13,037
)
 
(24,521
)
Net income attributable to CB&I
$
106,925

 
$
132,228

Net income attributable to CB&I per share:
 
 
 
Basic
$
1.02

 
$
1.22

Diluted
$
1.01

 
$
1.21

Weighted average shares outstanding:
 
 
 
Basic
104,803

 
108,197

Diluted
105,785

 
109,261

Cash dividends on shares:
 
 
 
Amount
$
7,359

 
$
7,597

Per share
$
0.07

 
$
0.07

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.

3


CHICAGO BRIDGE & IRON COMPANY N.V.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In thousands)

 
Three Months Ended March 31,
 
2016
 
2015
 
(Unaudited)
Net income
$
119,962

 
$
156,749

Other comprehensive income (loss), net of tax:
 
 
 
Change in cumulative translation adjustment
22,692

 
(60,434
)
Change in unrealized fair value of cash flow hedges
1,303

 
(724
)
Change in unrecognized prior service pension credits/costs
27

 
(536
)
Change in unrecognized actuarial pension gains/losses
(2,153
)
 
14,618

Comprehensive income
141,831

 
109,673

Net income attributable to noncontrolling interests
(13,037
)
 
(24,521
)
Change in cumulative translation adjustment attributable to noncontrolling interests
(1,257
)
 
1,338

Comprehensive income attributable to CB&I
$
127,537

 
$
86,490

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.

4


CHICAGO BRIDGE & IRON COMPANY N.V.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)

 
March 31,
2016
 
December 31,
2015
 
(Unaudited)
 
 
Assets
 
 
 
Cash and cash equivalents ($490,374 and $410,989 related to variable interest entities ("VIEs"))
$
641,485

 
$
550,221

Accounts receivable, net ($314,349 and $334,232 related to VIEs)
1,388,424

 
1,331,217

Inventory
262,181

 
289,658

Costs and estimated earnings in excess of billings ($77,529 and $28,130 related to VIEs)
848,608

 
688,314

Other current assets ($419,727 and $372,523 related to VIEs)
547,332

 
507,889

Total current assets
3,688,030

 
3,367,299

Equity investments
137,895

 
136,845

Property and equipment, net ($18,550 and $19,040 related to VIEs)
593,064

 
604,043

Goodwill
3,718,949

 
3,711,506

Other intangibles, net
400,902

 
410,949

Deferred income taxes
603,791

 
633,627

Other non-current assets
338,072

 
327,791

Total assets
$
9,480,703

 
$
9,192,060

Liabilities
 
 
 
Revolving facility and other short-term borrowings
$
570,300

 
$
653,000

Current maturities of long-term debt, net
410,371

 
147,871

Accounts payable ($350,384 and $405,853 related to VIEs)
1,074,324

 
1,162,077

Billings in excess of costs and estimated earnings ($1,013,196 and $846,180 related to VIEs)
2,152,766

 
1,934,111

Other current liabilities
1,106,649

 
959,889

Total current liabilities
5,314,410

 
4,856,948

Long-term debt, net
1,492,365

 
1,791,832

Deferred income taxes
14,777

 
10,239

Other non-current liabilities
373,817

 
369,451

Total liabilities
7,195,369

 
7,028,470

Shareholders’ Equity
 
 
 
Common stock, Euro .01 par value; shares authorized: 250,000; shares issued: 108,857 and 108,857; shares outstanding: 105,124 and 104,427
1,288

 
1,288

Additional paid-in capital
770,856

 
800,641

Retained earnings
1,812,074

 
1,712,508

Treasury stock, at cost: 3,733 and 4,430 shares
(171,349
)
 
(206,407
)
Accumulated other comprehensive loss
(273,428
)
 
(294,040
)
Total CB&I shareholders’ equity
2,139,441

 
2,013,990

Noncontrolling interests
145,893

 
149,600

Total shareholders’ equity
2,285,334

 
2,163,590

Total liabilities and shareholders’ equity
$
9,480,703

 
$
9,192,060

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.

5


CHICAGO BRIDGE & IRON COMPANY N.V.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
 
Three Months Ended March 31,
 
2016
 
2015
 
(Unaudited)
Cash Flows from Operating Activities
 
 
 
Net income
$
119,962

 
$
156,749

Adjustments to reconcile net income to net cash provided by (used in) operating activities:
 
 
 
Depreciation and amortization
31,801

 
44,309

Deferred income taxes
30,457

 
51,063

Stock-based compensation expense
14,532

 
31,193

Other operating (income) expense, net
(219
)
 
2,822

Unrealized loss on foreign currency hedges
1,578

 
5,103

Excess tax benefits from stock-based compensation
(34
)
 
(202
)
Changes in operating assets and liabilities:
 
 
 
Increase in receivables, net
(57,207
)
 
(41,175
)
Change in contracts in progress, net
58,361

 
(330,345
)
Decrease in inventory
27,477

 
2,803

Decrease in accounts payable
(87,753
)
 
(230,152
)
Increase in other current and non-current assets
(13,305
)
 
(4,382
)
Increase (decrease) in other current and non-current liabilities
8,944

 
(18,090
)
Decrease in equity investments
2,158

 
12,605

Change in other, net
5,098

 
27,828

Net cash provided by (used in) operating activities
141,850

 
(289,871
)
Cash Flows from Investing Activities
 
 
 
Capital expenditures
(11,180
)
 
(8,978
)
Advances with partners of proportionately consolidated ventures, net
(25,787
)
 
(27,800
)
Proceeds from sale of property and equipment
4,331

 
1,413

Other, net
(14,863
)
 
(21,514
)
Net cash used in investing activities
(47,499
)
 
(56,879
)
Cash Flows from Financing Activities
 
 
 
Revolving facility and other short-term (repayments) borrowings, net
(82,700
)
 
465,999

Advances with equity method and proportionately consolidated ventures, net
137,219

 
(9,700
)
Repayments on long-term debt
(37,500
)
 
(26,481
)
Excess tax benefits from stock-based compensation
34

 
202

Purchase of treasury stock
(7,562
)
 
(13,461
)
Issuance of stock
4,477

 
5,074

Dividends paid
(7,359
)
 
(7,597
)
Distributions to noncontrolling interests
(18,001
)
 
(10,627
)
Net cash (used in) provided by financing activities
(11,392
)
 
403,409

Effect of exchange rate changes on cash and cash equivalents
8,305

 
(60,965
)
Increase (decrease) in cash and cash equivalents
91,264

 
(4,306
)
Cash and cash equivalents, beginning of the year
550,221

 
351,323

Cash and cash equivalents, end of the period
$
641,485

 
$
347,017


The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.


6


CHICAGO BRIDGE & IRON COMPANY N.V.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
(In thousands, except per share data)

 
Common Stock
 
Additional
Paid-In Capital
 
Retained Earnings
 
Treasury Stock
 

Accumulated
Other
Comprehensive (Loss) Income
 
Non -
controlling Interests
 
Total
Shareholders’ Equity
 
Shares
 
Amount
 
 
 
Shares
 
Amount
 
 
 
 
 (Unaudited)
Balance at December 31, 2015
104,427

 
$
1,288

 
$
800,641

 
$
1,712,508

 
4,430

 
$
(206,407
)
 
$
(294,040
)
 
$
149,600

 
$
2,163,590

Net income

 

 

 
106,925

 

 

 

 
13,037

 
119,962

Change in cumulative translation adjustment, net

 

 

 

 

 

 
21,435

 
1,257

 
22,692

Change in unrealized fair value of cash flow hedges, net

 

 

 

 

 

 
1,303

 

 
1,303

Change in unrecognized prior service pension credits/costs, net

 

 

 

 

 

 
27

 

 
27

Change in unrecognized actuarial pension gains/losses, net

 

 

 

 

 

 
(2,153
)
 

 
(2,153
)
Distributions to noncontrolling interests

 

 

 

 

 

 

 
(18,001
)
 
(18,001
)
Dividends paid ($0.07 per share)

 

 

 
(7,359
)
 

 

 

 

 
(7,359
)
Stock-based compensation expense

 

 
14,532

 

 

 

 

 

 
14,532

Purchase of treasury stock
(226
)
 

 

 

 
226

 
(7,562
)
 

 

 
(7,562
)
Issuance of stock
923

 

 
(44,317
)
 

 
(923
)
 
42,620

 

 

 
(1,697
)
Balance at March 31, 2016
105,124

 
$
1,288

 
$
770,856

 
$
1,812,074

 
3,733

 
$
(171,349
)
 
$
(273,428
)
 
$
145,893

 
$
2,285,334

 
Common Stock
 
Additional
Paid-In Capital
 
Retained Earnings
 
Treasury Stock
 

Accumulated
Other
Comprehensive (Loss) Income
 
Non -
controlling Interests
 
Total
Shareholders’ Equity
 
Shares
 
Amount
 
 
 
Shares
 
Amount
 
 
 
 
 (Unaudited)
Balance at December 31, 2014
107,806

 
$
1,283

 
$
776,864

 
$
2,246,770

 
601

 
$
(24,428
)
 
$
(262,397
)
 
$
138,211

 
$
2,876,303

Net income

 

 

 
132,228

 

 

 

 
24,521

 
156,749

Change in cumulative translation adjustment, net

 

 

 

 

 

 
(59,096
)
 
(1,338
)
 
(60,434
)
Change in unrealized fair value of cash flow hedges, net

 

 

 

 

 

 
(724
)
 

 
(724
)
Change in unrecognized prior service pension credits/costs, net

 

 

 

 

 

 
(536
)
 

 
(536
)
Change in unrecognized actuarial pension gains/losses, net

 

 

 

 

 

 
14,618

 

 
14,618

Distributions to noncontrolling interests

 

 

 

 

 

 

 
(10,627
)
 
(10,627
)
Dividends paid ($0.07 per share)

 

 

 
(7,597
)
 

 

 

 

 
(7,597
)
Stock-based compensation expense

 

 
31,193

 

 

 

 

 

 
31,193

Issuance to treasury stock

 
2

 
8,164

 

 
200

 
(8,166
)
 

 

 

Purchase of treasury stock
(330
)
 

 

 

 
330

 
(13,461
)
 

 

 
(13,461
)
Issuance of stock
1,075

 

 
(43,064
)
 

 
(1,075
)
 
43,586

 

 

 
522

Balance at March 31, 2015
108,551

 
$
1,285

 
$
773,157

 
$
2,371,401

 
56

 
$
(2,469
)
 
$
(308,135
)
 
$
150,767

 
$
2,986,006


The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.


7


CHICAGO BRIDGE & IRON COMPANY N.V.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2016
($ and share values in thousands, except per share data)
(Unaudited)
1. ORGANIZATION AND NATURE OF OPERATIONS
Organization and Nature of Operations—Founded in 1889, Chicago Bridge & Iron Company N.V. (“CB&I” or the “Company”) provides a wide range of services, including conceptual design, technology, engineering, procurement, fabrication, modularization, construction, commissioning, maintenance, program management and environmental services to customers in the energy infrastructure market throughout the world, and is a provider of diversified government services. Our business is aligned into four operating groups, which represent our reportable segments: (1) Engineering & Construction; (2) Fabrication Services; (3) Technology; and (4) Capital Services. See Note 15 for a discussion of our operating groups and related financial information.
2. SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting and Consolidation—The accompanying unaudited interim Condensed Consolidated Financial Statements (“Financial Statements”) are prepared in accordance with the rules and regulations of the United States (“U.S.”) Securities and Exchange Commission (the “SEC”) and accounting principles generally accepted in the United States of America (“U.S. GAAP”). These Financial Statements include all wholly-owned subsidiaries and those entities which we are required to consolidate. See the “Partnering Arrangements” section of this footnote for further discussion of our consolidation policy for those entities that are not wholly-owned. Intercompany balances and transactions are eliminated in consolidation.
Basis of Presentation—We believe these Financial Statements include all adjustments, which are of a normal recurring nature, necessary for a fair presentation of our results of operations for the three months ended March 31, 2016 and 2015, our financial position as of March 31, 2016 and our cash flows for the three months ended March 31, 2016 and 2015. The December 31, 2015 Condensed Consolidated Balance Sheet was derived from our December 31, 2015 audited Consolidated Balance Sheet, adjusted to conform to our current year presentation.
We believe the disclosures accompanying these Financial Statements are adequate to make the information presented not misleading. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC for interim reporting periods. The results of operations and cash flows for the interim periods are not necessarily indicative of the results to be expected for the full year. The accompanying Financial Statements should be read in conjunction with our Consolidated Financial Statements and notes thereto included in our 2015 Annual Report on Form 10-K (“2015 Annual Report”).
Use of Estimates—The preparation of our Financial Statements in conformity with U.S. GAAP requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses and related disclosures of contingent assets and liabilities. We believe the most significant estimates and judgments are associated with revenue recognition for our contracts, including estimating costs and the recognition of incentive fees and unapproved change orders and claims; fair value and recoverability assessments that must be periodically performed with respect to long-lived tangible assets, goodwill and other intangible assets; valuation of deferred tax assets and financial instruments; the determination of liabilities related to self-insurance programs and income taxes; and consolidation determinations with respect to our partnering arrangements. If the underlying estimates and assumptions upon which our Financial Statements are based change in the future, actual amounts may differ from those included in the accompanying Financial Statements.
Revenue Recognition—Our revenue is primarily derived from long-term contracts and is generally recognized using the percentage of completion (“POC”) method, primarily based on the percentage that actual costs-to-date bear to total estimated costs to complete each contract. We follow the guidance of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Revenue Recognition Topic 605-35 for accounting policies relating to our use of the POC method, estimating costs, and revenue recognition, including the recognition of incentive fees, unapproved change orders and claims, and combining and segmenting contracts. We primarily utilize the cost-to-cost approach to estimate POC as we believe this method is less subjective than relying on assessments of physical progress. Under the cost-to-cost approach, the use of estimated costs to complete each contract is a significant variable in the process of determining recognized revenue and is a significant factor in the accounting for contracts. Significant estimates that impact the cost to complete each contract are costs of engineering, materials, components, equipment, labor and subcontracts; labor productivity; schedule durations, including subcontractor or supplier progress; liquidated damages; contract disputes, including claims; achievement of contractual performance requirements; and contingency, among others. The cumulative impact of revisions in total cost estimates during the progress of work is reflected in the period in which these changes become known, including, to the extent required, the reversal of profit recognized in prior periods and the recognition of losses expected to be incurred on contracts in progress. Due

8

Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

to the various estimates inherent in our contract accounting, actual results could differ from those estimates. Backlog for each of our operating groups generally consists of several hundred contracts, and our results may be impacted by changes in estimated project margins. For the three months ended March 31, 2016 and 2015, individual projects with significant changes in estimated margins did not have a material net impact on our income from operations.
Our long-term contracts are awarded on a competitively bid and negotiated basis and the timing of revenue recognition may be impacted by the terms of such contracts. We use a range of contracting options, including cost-reimbursable, fixed-price and hybrid, which has both cost-reimbursable and fixed-price characteristics. Fixed-price contracts, and hybrid contracts with a more significant fixed-price component, tend to provide us with greater control over project schedule and the timing of when work is performed and costs are incurred, and accordingly, when revenue is recognized. Cost-reimbursable contracts, and hybrid contracts with a more significant cost-reimbursable component, generally provide our customers with greater influence over the timing of when we perform our work, and accordingly, such contracts often result in less predictability with respect to the timing of revenue recognition. Contract revenue for our long-term contracts recognized under the POC method reflects the original contract price adjusted for approved change orders and estimated recoveries for incentive fees, unapproved change orders and claims. We recognize revenue associated with incentive fees when the value can be reliably estimated and recovery is probable. We recognize revenue associated with unapproved change orders and claims to the extent the related costs have been incurred, the value can be reliably estimated and recovery is probable. Our recorded incentive fees, unapproved change orders and claims reflect our best estimate of recovery amounts; however, the ultimate resolution and amounts received could differ from these estimates. See Note 14 for additional discussion of our recorded unapproved change orders, claims and incentives.
With respect to our engineering, procurement, and construction (“EPC”) services, our contracts are not segmented between types of services, such as engineering and construction, if each of the EPC components is negotiated concurrently or if the pricing of any such services is subject to the ultimate negotiation and agreement of the entire EPC contract. However, an EPC contract including technology or fabrication services may be segmented if we satisfy the segmenting criteria in ASC 605-35. Revenue recorded in these situations is based on our prices and terms for similar services to third party customers. Segmenting a contract may result in different interim rates of profitability for each scope of service than if we had recognized revenue without segmenting. In some instances, we may combine contracts that are entered into in multiple phases, but are interdependent and include pricing considerations by us and the customer that are impacted by all phases of the project. Otherwise, if each phase is independent of the other and pricing considerations do not give effect to another phase, the contracts will not be combined.
Cost of revenue for our long-term contracts includes direct contract costs, such as materials and labor, and indirect costs that are attributable to contract activity. The timing of when we bill our customers is generally dependent upon advance billing terms, milestone billings based on the completion of certain phases of the work, or when services are provided. Projects with costs and estimated earnings recognized to date in excess of cumulative billings is reported on the Condensed Consolidated Balance Sheet (“Balance Sheet”) as costs and estimated earnings in excess of billings. Projects with cumulative billings in excess of costs and estimated earnings recognized to date is reported on the Balance Sheet as billings in excess of costs and estimated earnings. The net balances on our Balance Sheet are collectively referred to as Contracts in Progress, net and the components of these balances at March 31, 2016 and December 31, 2015 were as follows:
 
 
March 31, 2016
 
December 31, 2015
 
 
Asset
 
Liability
 
Asset
 
Liability
Costs and estimated earnings on contracts in progress
 
$
20,986,898

 
$
16,042,759

 
$
14,853,683

 
$
21,942,765

Billings on contracts in progress
 
(20,138,290
)
 
(18,195,525
)
 
(14,165,369
)
 
(23,876,876
)
Contracts in Progress, net
 
$
848,608

 
$
(2,152,766
)
 
$
688,314

 
$
(1,934,111
)
Any uncollected billed amounts, including contract retentions, are reported as accounts receivable. At March 31, 2016 and December 31, 2015, accounts receivable included contract retentions of approximately $59,000 and $62,900, respectively. Contract retentions due beyond one year were not material at March 31, 2016 or December 31, 2015.
Revenue for our service contracts that do not satisfy the criteria for revenue recognition under the POC method is recorded at the time services are performed. Revenue associated with incentive fees for these contracts is recognized when earned. Unbilled receivables for our service contracts are recorded within accounts receivable and were approximately $87,900 and $71,600 at March 31, 2016 and December 31, 2015, respectively.

9

Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Revenue for our pipe and steel fabrication and catalyst manufacturing contracts that are independent of an EPC contract, or for which we satisfy the segmentation criteria discussed above, is recognized upon shipment of the fabricated or manufactured units. During the fabrication or manufacturing process, all related direct and allocable indirect costs are capitalized as work in process inventory and such costs are recorded as cost of revenue at the time of shipment.
Our billed and unbilled revenue may be exposed to potential credit risk if our customers should encounter financial difficulties, and we maintain reserves for specifically-identified potential uncollectible receivables. At March 31, 2016 and December 31, 2015, our allowances for doubtful accounts were not material.
Other Operating (Income) Expense, NetOther operating (income) expense, net generally represents (gains) losses associated with the sale or disposition of property and equipment. For the three months ended March 31, 2015, other operating (income) expense, net also included a gain of approximately $7,500 related to the contribution of a technology to our unconsolidated Chevron-Lummus Global (“CLG”) joint venture and a foreign exchange loss of approximately $11,000 associated with the re-measurement of certain non-U.S. Dollar denominated net assets.
Recoverability of Goodwill—Goodwill is not amortized to earnings, but instead is reviewed for impairment at least annually at a reporting unit level, absent any indicators of impairment or when other actions require an impairment assessment (such as a change in reporting units). We perform our annual impairment assessment during the fourth quarter of each year based upon balances as of October 1. We identify a potential impairment by comparing the fair value of the applicable reporting unit to its net book value, including goodwill. If the net book value exceeds the fair value of the reporting unit, an indication of potential impairment exists, and we measure the impairment by comparing the carrying value of the reporting unit’s goodwill to its implied fair value. To determine the fair value of our reporting units and test for impairment, we utilize an income approach (discounted cash flow method) as we believe this is the most direct approach to incorporate the specific economic attributes and risk profiles of our reporting units into our valuation model. This is consistent with the methodology used to determine the fair value of our reporting units in previous years. We generally do not utilize a market approach given the lack of relevant information generated by market transactions involving comparable businesses. See Note 6 for additional discussion of our goodwill.
Recoverability of Other Long-Lived Assets—We amortize our finite-lived intangible assets on a straight-line basis with lives ranging from 4 to 20 years, absent any indicators of impairment. We review tangible assets and finite-lived intangible assets for impairment when events or changes in circumstances indicate that the carrying amount may not be recoverable. If a recoverability assessment is required, the estimated future cash flow associated with the asset or asset group will be compared to the asset’s carrying amount to determine if an impairment exists. See Note 6 for additional discussion of our intangible assets.
Earnings Per Share (“EPS”)—Basic EPS is calculated by dividing net income attributable to CB&I by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the assumed conversion of dilutive securities, consisting of restricted shares, performance based shares (where performance criteria have been met), stock options and directors’ deferred-fee shares. See Note 3 for calculations associated with basic and diluted EPS.
Cash Equivalents—Cash equivalents are considered to be highly liquid securities with original maturities of three months or less.
Inventory—Inventory is recorded at the lower of cost or market and cost is determined using the first-in-first-out or weighted-average cost method. The cost of inventory includes acquisition costs, production or conversion costs, and other costs incurred to bring the inventory to a current location and condition. An allowance for excess or inactive inventory is recorded based upon an analysis that considers current inventory levels, historical usage patterns, estimates of future sales expectations and salvage value. See Note 5 for additional discussion of our inventory.
Foreign Currency—The nature of our business activities involves the management of various financial and market risks, including those related to changes in foreign currency exchange rates. The effects of translating financial statements of foreign operations into our reporting currency are recognized as a cumulative translation adjustment in accumulated other comprehensive income (loss) (“AOCI”) which is net of tax, where applicable. With the exception of a foreign exchange loss of approximately $11,000 included within other operating (income) expense, net related to the re-measurement of certain non-U.S. Dollar denominated net assets during the three months ended March 31, 2015, foreign currency transactional and re-measurement exchange gains (losses) are included within cost of revenue and were not material for the three months ended March 31, 2016 and 2015.

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Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Financial Instruments—We utilize derivative instruments in certain circumstances to mitigate the effects of changes in foreign currency exchange rates and interest rates, as described below:
Foreign Currency Exchange Rate Derivatives—We do not engage in currency speculation; however, we utilize foreign currency exchange rate derivatives on an ongoing basis to hedge against certain foreign currency-related operating exposures. We generally seek hedge accounting treatment for contracts used to hedge operating exposures and designate them as cash flow hedges. Therefore, gains and losses, exclusive of credit risk and forward points (which represent the time-value component of the fair value of our derivative positions), are included in AOCI until the associated underlying operating exposure impacts our earnings. Changes in the fair value of (1) credit risk and forward points, (2) instruments deemed ineffective during the period, and (3) instruments that we do not designate as cash flow hedges are recognized within cost of revenue.
Interest Rate Derivatives—At March 31, 2016, we continued to utilize a swap arrangement to hedge against interest rate variability associated with $347,188 of our outstanding $412,500 unsecured term loan (the “Term Loan”). The swap arrangement has been designated as a cash flow hedge as its critical terms matched those of the Term Loan at inception and through March 31, 2016. Accordingly, changes in the fair value of the swap arrangement are included in AOCI until the associated underlying exposure impacts our earnings.
For those contracts designated as cash flow hedges, we document all relationships between the derivative instruments and associated hedged items, as well as our risk-management objectives and strategy for undertaking hedge transactions. This process includes linking all derivatives to specific firm commitments or highly-probable forecasted transactions. We continually assess, at inception and on an ongoing basis, the effectiveness of derivative instruments in offsetting changes in the cash flow of the designated hedged items. Hedge accounting designation is discontinued when (1) it is determined that the derivative is no longer highly effective in offsetting changes in the cash flow of the hedged item, including firm commitments or forecasted transactions, (2) the derivative is sold, terminated, exercised, or expires, (3) it is no longer probable that the forecasted transaction will occur, or (4) we determine that designating the derivative as a hedging instrument is no longer appropriate. See Note 9 for additional discussion of our financial instruments.
Income Taxes—Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis using currently enacted income tax rates for the years in which the differences are expected to reverse. A valuation allowance is provided to offset any net deferred tax assets (“DTA(s)”) if, based upon the available evidence, it is more likely than not that some or all of the DTAs will not be realized. The realization of our net DTAs depends upon our ability to generate sufficient future taxable income of the appropriate character and in the appropriate jurisdictions.
Income tax and associated interest reserves, where applicable, are recorded in those instances where we consider it more likely than not that additional tax will be due in excess of amounts reflected in income tax returns filed worldwide, irrespective of whether or not we have received tax assessments. We continually review our exposure to additional income tax obligations and, as further information is known or events occur, changes in our tax and interest reserves may be recorded within income tax expense and interest expense, respectively.
Partnering ArrangementsIn the ordinary course of business, we execute specific projects and conduct certain operations through joint venture, consortium and other collaborative arrangements (collectively referred to as “venture(s)”). We have various ownership interests in these ventures, with such ownership typically proportionate to our decision-making and distribution rights. The ventures generally contract directly with the third party customer; however, services may be performed directly by the ventures, or may be performed by us, our partners, or a combination thereof.
Venture net assets consist primarily of working capital and property and equipment, and assets may be restricted from being used to fund obligations outside of the venture. These ventures typically have limited third party debt or have debt that is non-recourse in nature; however, they may provide for capital calls to fund operations or require participants in the venture to provide additional financial support, including advance payment or retention letters of credit.
Each venture is assessed at inception and on an ongoing basis as to whether it qualifies as a VIE under the consolidations guidance in ASC 810. A venture generally qualifies as a VIE when it (1) meets the definition of a legal entity, (2) absorbs the operational risk of the projects being executed, creating a variable interest, and (3) lacks sufficient capital investment from the partners, potentially resulting in the venture requiring additional subordinated financial support, if necessary, to finance its future activities.

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Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

If at any time a venture qualifies as a VIE, we perform a qualitative assessment to determine whether we are the primary beneficiary of the VIE and, therefore, need to consolidate the VIE. We are the primary beneficiary if we have (1) the power to direct the economically significant activities of the VIE and (2) the right to receive benefits from, and obligation to absorb losses of, the VIE. If the venture is a VIE and we are the primary beneficiary, or we otherwise have the ability to control the venture, we consolidate the venture. If we are not determined to be the primary beneficiary of the VIE, or only have the ability to significantly influence, rather than control the venture, we do not consolidate the venture. We account for unconsolidated ventures using proportionate consolidation for both the Balance Sheet and Condensed Consolidated Statement of Operations (“Statement of Operations”) when we meet the applicable accounting criteria to do so and utilize the equity method otherwise. See Note 7 for additional discussion of our material partnering arrangements.
New Accounting Standards—In May 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-09, which provides a single comprehensive accounting standard for revenue recognition for contracts with customers and supersedes current industry-specific guidance, including ASC 605-35. The new standard prescribes a five-step revenue recognition model that focuses on transfer of control and entitlement to consideration in determining the amount of revenue to be recognized. The guidance also significantly expands qualitative and quantitative disclosure requirements regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The standard is effective for us in the first quarter 2018, although early adoption is permitted in the first quarter 2017. We will adopt the standard, including any updates to the standard, in the first quarter 2018. Our adoption will result in retrospective application, either in the form of recasting all prior periods presented or a cumulative adjustment to equity in the period of adoption. We are assessing the potential impact of the new standard on our Financial Statements.
In February 2015, the FASB issued ASU 2015-02, which amends existing consolidation requirements in ASC 810 associated with: (1) determining the consolidation model and assessing control for limited partnerships and similar entities; (2) determining when fees paid to decision makers or service providers are variable interests; and (3) evaluating interests held by de facto agents or related parties of the reporting entity. We adopted the standard upon its effective date in the first quarter 2016. Our adoption did not have a material impact on our consolidated financial position, results of operations, or cash flows.
In April 2015, the FASB issued ASU 2015-03, which requires presentation of debt issuance costs as a direct deduction from the related debt liability rather than as an asset, as presented under previous guidance. We adopted the standard upon its effective date in the first quarter 2016. Our adoption resulted in the reclassification of deferred debt issuance costs from other current assets and other non-current assets of approximately $2,129 and $8,168, respectively, to current maturities of long term debt and long term debt, respectively, in our December 31, 2015 Balance Sheet.
In February 2016, the FASB issued ASU 2016-02, which requires the recognition of a right-of-use asset and a lease liability for most lease arrangements with a term greater than one year, and increases qualitative and quantitative disclosures regarding leasing transactions. The standard is effective for us in the first quarter 2019, although early adoption is permitted. Transition requires application of the new guidance at the beginning of the earliest comparative balance sheet period presented utilizing a modified retrospective approach. We are assessing the potential impact of the new standard on our Financial Statements.
In March 2016, the FASB issued ASU 2016-09, which modifies the accounting for excess tax benefits and tax deficiencies associated with share-based payments, and amends the associated cash flow presentation. ASU 2016-09 eliminates the requirement to recognize excess tax benefits in additional paid-in capital (“APIC”), and the requirement to evaluate tax deficiencies for APIC or income tax expense classification, and provides for these benefits or deficiencies to be recorded as an income tax expense or benefit in the income statement. Additionally, tax benefits of dividends on share-based payment awards will also be reflected as an income tax expense or benefit in the income statement. With these changes, tax-related cash flows resulting from share-based payments will be classified as operating activities as opposed to financing, as currently presented. The standard is effective for us in the first quarter 2017, although early adoption is permitted. We are assessing the potential impact of the new standard on our Financial Statements.

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Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

3. EARNINGS PER SHARE
A reconciliation of weighted average basic shares outstanding to weighted average diluted shares outstanding and the computation of basic and diluted EPS are as follows:
 
 
Three Months Ended March 31,
 
 
2016
 
2015
Net income attributable to CB&I
 
$
106,925

 
$
132,228

Weighted average shares outstanding—basic
 
104,803

 
108,197

Effect of restricted shares/performance based shares/stock options (1)
 
969

 
1,054

Effect of directors’ deferred-fee shares
 
13

 
10

Weighted average shares outstanding—diluted
 
105,785

 
109,261

Net income attributable to CB&I per share:
 
 
 
 
Basic
 
$
1.02

 
$
1.22

Diluted
 
$
1.01

 
$
1.21

(1)
Antidilutive shares excluded from diluted EPS were not material for the three months ended March 31, 2016 or 2015.
4. DISPOSITION OF NUCLEAR OPERATIONS
As more fully described in our 2015 Annual Report, on December 31, 2015 we completed the sale of our nuclear power construction business (the “Nuclear Operations”), previously included within our Engineering & Construction operating group, to Westinghouse Electric Company LLC (“WEC”) for transaction consideration of approximately $161,000, which will be received upon WEC’s substantial completion of certain acquired contracts. The present value of the estimated consideration was approximately $145,000 at March 31, 2016, and is recorded within other non-current assets on our Balance Sheet. The imputed interest on the estimated consideration is included within interest income on our Statement of Operations.
Supplemental unaudited revenue and pre-tax income of our former Nuclear Operations is as follows:
 
 
Three Months Ended March 31, 2015
Revenue
 
$
488,259

Pre-tax income
 
$
45,600

5. INVENTORY
The components of inventory at March 31, 2016 and December 31, 2015 were as follows:
 
 
March 31,
2016
 
December 31,
2015
Raw materials
 
$
116,723

 
$
142,170

Work in process
 
57,446

 
58,884

Finished goods
 
88,012

 
88,604

Total
 
$
262,181

 
$
289,658


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Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

6. GOODWILL AND OTHER INTANGIBLES
Goodwill—At March 31, 2016 and December 31, 2015, our goodwill balances were $3,718,949 and $3,711,506, respectively, attributable to the excess of the purchase price over the fair value of net assets acquired in connection with our acquisitions. The change in goodwill for the three months ended March 31, 2016 was as follows:
 
 
Total (1)
Balance at December 31, 2015
 
$
3,711,506

Foreign currency translation and other
 
8,284

Amortization of tax goodwill in excess of book goodwill
 
(841
)
Balance at March 31, 2016
 
$
3,718,949

(1) 
At March 31, 2016, we had $453,100 of accumulated impairment losses, which were recorded during the three months ended September 30, 2015 related to the sale of our Nuclear Operations.
At March 31, 2016 and December 31, 2015, we had the following seven reporting units within our four operating groups:
Engineering & Construction—Our Engineering & Construction operating group represents a reporting unit.
Fabrication Services—Our Fabrication Services operating group includes three reporting units: Steel Plate Structures, Fabrication & Manufacturing and Engineered Products.
Technology—Our Technology operating group represents a reporting unit.
Capital Services—Our Capital Services operating group includes two reporting units: Facilities & Plant Services and Federal Services.
During the three months ended December 31, 2015, we performed a quantitative assessment of goodwill for each of the aforementioned reporting units. Based upon these quantitative assessments, the fair value of each of our reporting units exceeded their respective net book values, and accordingly, no impairment charge was necessary as a result of our impairment assessments. During the three months ended March 31, 2016, no indicators of goodwill impairment were identified for any of our reporting units. If, based on future assessments our goodwill is deemed to be impaired, the impairment would result in a charge to earnings in the period of impairment. There can be no assurance that future goodwill impairment tests will not result in charges to earnings.
Other Intangible Assets—The following table provides a summary of our acquired finite-lived intangible assets at March 31, 2016 and December 31, 2015, including weighted-average useful lives for each major intangible asset class and in total:
 
 
 
 
March 31, 2016
 
December 31, 2015
 
 
Weighted Average Life
 
Gross Carrying
Amount
 
Accumulated
Amortization
 
Gross Carrying
Amount
 
Accumulated
Amortization
Backlog and customer relationships (1)
 
18 Years
 
$
261,586

 
$
(52,173
)
 
$
281,072

 
$
(66,666
)
Process technologies
 
15 Years
 
273,610

 
(121,483
)
 
271,028

 
(115,608
)
Tradenames
 
10 Years
 
64,925

 
(25,563
)
 
64,790

 
(23,667
)
Total (2)
 
16 Years
 
$
600,121

 
$
(199,219
)
 
$
616,890

 
$
(205,941
)
(1) 
Backlog and customer relationships intangibles totaling approximately $19,500 became fully amortized during the three months ended March 31, 2016 and were therefore removed from the March 31, 2016 gross carrying and accumulated amortization balances above.
(2) 
The remaining decrease in other intangibles, net during the three months ended March 31, 2016 primarily related to amortization expense of $11,277.

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Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

7. PARTNERING ARRANGEMENTS
As discussed in Note 2, we account for our unconsolidated ventures using either proportionate consolidation, when we meet the applicable accounting criteria to do so, or the equity method. Further, we consolidate any venture that is determined to be a VIE for which we are the primary beneficiary, or which we otherwise effectively control.
Proportionately Consolidated Ventures—The following is a summary description of our significant joint ventures which have been accounted for using proportionate consolidation:
CB&I/Zachry—We have a venture with Zachry (CB&I—50% / Zachry—50%) to perform EPC work for two liquefied natural gas (“LNG”) liquefaction trains in Freeport, Texas. Our proportionate share of the venture project value is approximately $2,700,000. In addition, we have subcontract and risk sharing arrangements with Chiyoda to support our responsibilities to the venture. The costs of these arrangements are recorded in cost of revenue.
CB&I/Zachry/Chiyoda—We have a venture with Zachry and Chiyoda (CB&I—33.3% / Zachry—33.3% / Chiyoda—33.3%) to perform EPC work for an additional LNG liquefaction train at the aforementioned project site in Freeport, Texas. Our proportionate share of the venture project value is approximately $675,000.
CB&I/Chiyoda—We have a venture with Chiyoda (CB&I—50% / Chiyoda—50%) to perform EPC work for three LNG liquefaction trains in Hackberry, Louisiana. Our proportionate share of the venture project value is approximately $3,100,000.
The following table presents summarized balance sheet information for our share of our proportionately consolidated VIEs:
 
 
March 31, 2016
 
December 31, 2015
CB&I/Zachry
 
 
 
 
Current assets (1)
 
$
346,935

 
$
298,916

Non-current assets
 
5,103

 
6,689

Total assets
 
$
352,038

 
$
305,605

Current liabilities (1)
 
$
497,460

 
$
454,943

CB&I/Zachry/Chiyoda
 
 
 
 
Current assets (1)
 
$
97,265

 
$
84,696

Current liabilities (1)
 
$
95,579

 
$
86,124

CB&I/Chiyoda
 
 
 
 
Current assets (1)
 
$
471,602

 
$
424,781

Current liabilities (1)
 
$
433,029

 
$
433,526

(1) 
Our venture arrangements allow for excess working capital of the ventures to be advanced to the venture partners. Such advances are returned to the venture for working capital needs as necessary. Accordingly, at a reporting period end a venture may have advances to its partners which are reflected as an advance receivable within current assets of the venture. At March 31, 2016 and December 31, 2015, other current assets on the Balance Sheet included approximately $350,800 and $325,000, respectively, related to our proportionate share of advances from the ventures to our venture partners, and other current liabilities included approximately $356,800 and $334,900, respectively, related to advances to CB&I from the ventures.
Equity Method Ventures—The following is a summary description of our significant joint ventures which have been accounted for using the equity method:
Chevron-Lummus Global (“CLG”)—We have a venture with Chevron (CB&I—50% / Chevron—50%), which provides licenses, engineering services and catalyst, primarily for the refining industry. As sufficient capital investments in CLG have been made by the venture partners, it does not qualify as a VIE.
NetPower LLC (“NetPower”)—We have a venture with Exelon and 8 Rivers Capital (CB&I—33.3% / Exelon—33.3% / 8 Rivers Capital—33.3%), which was formed for the purpose of developing, commercializing and monetizing a new natural gas power generation system that recovers essentially all the carbon dioxide produced during combustion. NetPower is building a first-of-its-kind demonstration plant which is being funded by contributions and services from the venture partners and other parties. We have determined the venture to be a VIE; however, we do not

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Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

effectively control NetPower and therefore do not consolidate it. Our cash commitment for NetPower totals $47,300 and at March 31, 2016, we had made cumulative investments of approximately $19,900.
CB&I/CTCI—We have a venture with CTCI Corporation (“CTCI”) (CB&I—50% / CTIC—50%) to perform EPC work for a liquids ethylene cracker and associated units in Sohar, Oman. We have determined the venture to be a VIE; however, we do not effectively control CB&I/CTCI and therefore do not consolidate it. Our proportionate share of the venture project value is approximately $1,400,000. Our venture arrangement allows for excess working capital of the venture to be advanced to the venture partners. Such advances are returned to the venture for working capital needs as necessary. At March 31, 2016, other current liabilities included approximately $115,300 related to advances to CB&I from the venture.
Consolidated Ventures—The following is a summary description of our significant joint ventures we consolidate due to their designation as VIEs for which we are the primary beneficiary:
CB&I/Kentz—We have a venture with Kentz (CB&I—65% / Kentz—35%) to perform the structural, mechanical, piping, electrical and instrumentation work on, and to provide commissioning support for, three LNG trains, including associated utilities and a gas processing and compression plant, for the Gorgon LNG project, located on Barrow Island, Australia. Our venture project value is approximately $5,000,000.
CB&I/AREVA—We have a venture with AREVA (CB&I52% / AREVA—48%) to design, license and construct a mixed oxide fuel fabrication facility in Aiken, South Carolina. Our venture project value is approximately $5,500,000.
The following table presents summarized balance sheet information for our consolidated VIEs:
 
 
March 31,
2016
 
December 31,
2015
CB&I/Kentz
 
 
 
 
Current assets
 
$
218,156

 
$
214,291

Current liabilities
 
$
267,654

 
$
191,471

CB&I/AREVA
 
 
 
 
Current assets
 
$
64,068

 
$
24,269

Current liabilities
 
$
59,217

 
$
65,674

All Other (1)
 
 
 
 
Current assets
 
$
111,409

 
$
112,532

Non-current assets
 
18,724

 
19,253

Total assets
 
$
130,133

 
$
131,785

Current liabilities
 
$
23,264

 
$
32,001

(1) 
Other ventures that we consolidate are not individually material to our financial results and are therefore aggregated as “All Other”.
Other—The use of these ventures exposes us to a number of risks, including the risk that our partners may be unable or unwilling to provide their share of capital investment to fund the operations of the venture or complete their obligations to us, the venture, or ultimately, our customer. Differences in opinions or views among venture partners could also result in delayed decision-making or failure to agree on material issues, which could adversely affect the business and operations of the venture. In addition, agreement terms may subject us to joint and several liability for our venture partners, and the failure of our venture partners to perform their obligations could impose additional performance and financial obligations on us. The aforementioned factors could result in unanticipated costs to complete the projects, liquidated damages or contract disputes, including claims against our partners.

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Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

8. DEBT
Our outstanding debt at March 31, 2016 and December 31, 2015 was as follows:
 
 
March 31,
2016
 
December 31,
2015
Current
 
 
 
 
Revolving facility and other short-term borrowings
 
$
570,300

 
$
653,000

 
 
 
 
 
Current maturities of long-term debt
 
412,500

 
150,000

Less: unamortized debt issuance costs
 
(2,129
)
 
(2,129
)
Current maturities of long-term debt, net of unamortized debt issuance costs
 
410,371

 
147,871

Current debt, net of unamortized debt issuance costs
 
$
980,671

 
$
800,871

Long-Term
 
 
 
 
Term Loan: $1,000,000 term loan (interest at LIBOR plus an applicable floating margin)
 
$
412,500

 
$
450,000

Second Term Loan: $500,000 term loan (interest at LIBOR plus an applicable floating margin)
 
500,000

 
500,000

Senior Notes: $800,000 senior notes, series A-D (fixed interest ranging from 4.15% to 5.30%)
 
800,000

 
800,000

Second Senior Notes: $200,000 senior notes (fixed interest of 4.53%)
 
200,000

 
200,000

Less: unamortized debt issuance costs
 
(7,635
)
 
(8,168
)
Less: current maturities of long-term debt
 
(412,500
)
 
(150,000
)
Long-term debt, net of unamortized debt issuance costs
 
$
1,492,365

 
$
1,791,832

Committed Facilities—We have a five-year, $1,350,000, committed and unsecured revolving facility (the “Revolving Facility”) with Bank of America N.A. (“BofA”), as administrative agent, and BNP Paribas Securities Corp., BBVA Compass, Credit Agricole Corporate and Investment Bank (“Credit Agricole”) and TD Securities, each as syndication agents, which expires in October 2018. The Revolving Facility has a $270,000 financial letter of credit sublimit and certain financial and restrictive covenants, including a maximum leverage ratio of 3.25, a minimum fixed charge coverage ratio of 1.75, and a minimum net worth level calculated as $1,613,851 at March 31, 2016. The Revolving Facility also includes customary restrictions regarding subsidiary indebtedness, sales of assets, liens, investments, type of business conducted, and mergers and acquisitions, and includes a trailing twelve-month limitation of $250,000 for dividend payments and share repurchases if our leverage ratio exceeds 1.50 (unlimited if our leverage ratio is equal to or below 1.50), among other restrictions. In addition to interest on debt borrowings, we are assessed quarterly commitment fees on the unutilized portion of the facility as well as letter of credit fees on outstanding instruments. The interest, commitment fee, and letter of credit fee percentages are based upon our quarterly leverage ratio. In the event we borrow funds under the facility, interest is assessed at either prime plus an applicable floating margin (3.50% and 0.75%, respectively at March 31, 2016), or LIBOR plus an applicable floating margin (0.43% and 1.75%, respectively at March 31, 2016). At March 31, 2016, we had $150,000 outstanding borrowings under the facility and $82,018 of outstanding letters of credit under the facility (none of which were financial letters of credit), providing $1,117,982 of available capacity. During the three months ended March 31, 2016, our weighted average interest rate on borrowings under the facility was approximately 2.2%, inclusive of the applicable floating margin.
We have a five-year, $800,000, committed and unsecured revolving credit facility (the “Second Revolving Facility”) with BofA, as administrative agent, and BNP Paribas Securities Corp., BBVA Compass, Credit Agricole and Bank of Tokyo Mitsubishi UFJ, each as syndication agents, which expires in July 2020. The Second Revolving Facility supplements our Revolving Facility, has a $50,000 financial letter of credit sublimit and has financial and restrictive covenants similar to those noted above for the Revolving Facility. In addition to interest on debt borrowings, we are assessed quarterly commitment fees on the unutilized portion of the facility as well as letter of credit fees on outstanding instruments. The interest, commitment fee, and letter of credit fee percentages are based upon our quarterly leverage ratio. In the event we borrow funds under the facility, interest is assessed at either prime plus an applicable floating margin (3.50% and 0.75%, respectively at March 31, 2016), or LIBOR plus an applicable floating margin (0.43% and 1.75%, respectively at March 31, 2016). At March 31, 2016, we had $57,300 of outstanding borrowings and $15,406 of outstanding letters of credit under the facility (including $3,141 of financial letters of credit), providing $727,294 of available capacity. During the three months ended March 31, 2016, our weighted average interest rate on borrowings under the facility was approximately 4.3%, inclusive of the applicable floating margin.

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Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Uncommitted Facilities—We also have various short-term, uncommitted letter of credit and borrowing facilities (the “Uncommitted Facilities”) across several geographic regions of approximately $4,275,517, of which $463,000 may be utilized for borrowings. At March 31, 2016, we had $363,000 of outstanding borrowings and $1,633,092 of outstanding letters of credit under these facilities, providing $2,279,425 of available capacity, of which $100,000 may be utilized for borrowings. During the three months ended March 31, 2016, our weighted average interest rate on borrowings under the facility was approximately 1.3%.
Term Loans—At March 31, 2016, we had $412,500 outstanding on a four-year, $1,000,000 unsecured term loan (the “Term Loan”) with BofA as administrative agent. Interest and principal under the Term Loan is payable quarterly in arrears and bears interest at LIBOR plus an applicable floating margin (0.43% and 1.75%, respectively at March 31, 2016). However, we continue to utilize an interest rate swap to hedge against $347,188 of the outstanding $412,500 Term Loan, which resulted in a weighted average interest rate of approximately 2.3% during the three months ended March 31, 2016, inclusive of the applicable floating margin. Future annual maturities for the Term Loan are $112,500 and $300,000 for the remainder of 2016 and 2017, respectively. The Term Loan includes financial and restrictive covenants similar to those noted above for the Revolving Facility.
At March 31, 2016, we had a $500,000 outstanding five-year unsecured term loan (the “Second Term Loan”). Interest and principal under the Second Term Loan is payable quarterly in arrears beginning in June 2017 and bears interest at LIBOR plus an applicable floating margin (rates are equivalent to the Term Loan). During the three months ended March 31, 2016, our weighted average interest rate on the Second Term was approximately 2.2%, inclusive of the applicable floating margin. Future annual maturities for the Second Term Loan are $56,250, $75,000, $75,000 and $293,750 for 2017, 2018, 2019, and 2020, respectively. The Second Term Loan has financial and restrictive covenants similar to those noted above for the Revolving Facility.
Senior Notes—We have a series of senior notes totaling $800,000 in the aggregate (the “Senior Notes”), with Merrill Lynch, Pierce, Fenner & Smith Incorporated, and Credit Agricole, as administrative agents. The Senior Notes have financial and restrictive covenants similar to those noted above for the Revolving Facility. The Senior Notes include Series A through D, which contain the following terms:
Series A—Interest due semi-annually at a fixed rate of 4.15%, with principal of $150,000 due in December 2017
Series B—Interest due semi-annually at a fixed rate of 4.57%, with principal of $225,000 due in December 2019
Series C—Interest due semi-annually at a fixed rate of 5.15%, with principal of $275,000 due in December 2022
Series D—Interest due semi-annually at a fixed rate of 5.30%, with principal of $150,000 due in December 2024
We have senior notes totaling $200,000 (the “Second Senior Notes”), with BofA as administrative agent. Interest is due semi-annually at a fixed rate of 4.53%, with principal of $200,000 due in July 2025. The Second Senior Notes have financial and restrictive covenants similar to those noted above for the Revolving Facility.
Compliance and Other—During the three months ended March 31, 2016, maximum outstanding borrowings under our revolving credit and other facilities were approximately $1,258,000. In addition to providing letters of credit, we also issue surety bonds in the ordinary course of business to support our contract performance. At March 31, 2016, we had $725,403 of outstanding surety bonds. At March 31, 2016, we were in compliance with all of our restrictive and financial covenants associated with our debt and revolving credit facilities. Capitalized interest was insignificant for the three months ended March 31, 2016 and 2015.

18

Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

9. FINANCIAL INSTRUMENTS
Derivatives
Foreign Currency Exchange Rate Derivatives—At March 31, 2016, the notional value of our outstanding forward contracts to hedge certain foreign exchange-related operating exposures was approximately $63,600. These contracts vary in duration, maturing up to six years from period-end. We designate certain of these hedges as cash flow hedges and accordingly, changes in their fair value are recognized in AOCI until the associated underlying operating exposure impacts our earnings. We exclude forward points, which are recognized as ineffectiveness within cost of revenue and are not material to our earnings, from our hedge assessment analysis.
Interest Rate Derivatives—We continue to utilize a swap arrangement to hedge against interest rate variability associated with $347,188 of our outstanding $412,500 Term Loan. The swap arrangement has been designated as a cash flow hedge as its critical terms matched those of the Term Loan at inception and through March 31, 2016. Accordingly, changes in the fair value of the swap arrangement are recognized in AOCI until the associated underlying exposure impacts our earnings.
Financial Instruments Disclosures
Fair Value—Financial instruments are required to be categorized within a valuation hierarchy based upon the lowest level of input that is significant to the fair value measurement. The three levels of the valuation hierarchy are as follows:
Level 1—Fair value is based upon quoted prices in active markets.
Level 2—Fair value is based upon internally-developed models that use, as their basis, readily observable market parameters. Our derivative positions are classified within level 2 of the valuation hierarchy as they are valued using quoted market prices for similar assets and liabilities in active markets. These level 2 derivatives are valued utilizing an income approach, which discounts future cash flow based upon current market expectations and adjusts for credit risk.
Level 3—Fair value is based upon internally-developed models that use, as their basis, significant unobservable market parameters. We did not have any level 3 classifications at March 31, 2016 or December 31, 2015.
The following table presents the fair value of our foreign currency exchange rate derivatives and interest rate derivatives at March 31, 2016 and December 31, 2015, respectively, by valuation hierarchy and balance sheet classification:
 
 
March 31, 2016
 
December 31, 2015
 
 
Level 1
 
Level 2
 
Level 3
 
Total
 
Level 1
 
Level 2
 
Level 3
 
Total
Derivative Assets (1)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other current assets
 
$

 
$
2,125

 
$

 
$
2,125

 
$

 
$
3,344

 
$

 
$
3,344

Other non-current assets
 

 
259

 

 
259

 

 
180

 

 
180

Total assets at fair value
 
$

 
$
2,384

 
$

 
$
2,384

 
$

 
$
3,524

 
$

 
$
3,524

Derivative Liabilities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other current liabilities
 
$

 
$
(9,142
)
 
$

 
$
(9,142
)
 
$

 
$
(7,568
)
 
$

 
$
(7,568
)
Other non-current liabilities
 

 
(318
)
 

 
(318
)
 

 
(607
)
 

 
(607
)
Total liabilities at fair value
 
$

 
$
(9,460
)
 
$

 
$
(9,460
)
 
$

 
$
(8,175
)
 
$

 
$
(8,175
)
(1) 
We are exposed to credit risk on our hedging instruments associated with potential counterparty non-performance, and the fair value of our derivatives reflects this credit risk. The total level 2 assets at fair value above represent the maximum loss that we would incur on our outstanding hedges if the applicable counterparties failed to perform according to the hedge contracts. To help mitigate counterparty credit risk, we transact only with counterparties that are rated as investment grade or higher and monitor all counterparties on a continuous basis.
The carrying values of our cash and cash equivalents (primarily consisting of bank deposits), accounts receivable and accounts payable approximate their fair values because of the short-term nature of these instruments. At March 31, 2016, the fair values of our Term Loan and Second Term Loan, based upon the current market rates for debt with similar credit risk and maturities, approximated their carrying values as interest is based upon LIBOR plus an applicable floating margin. Our Senior Notes are categorized within level 2 of the valuation hierarchy and had a total fair value of approximately $799,300 and $772,600 at March 31, 2016 and December 31, 2015, respectively, based on current market rates for debt with similar credit risk and maturities. Our Second Senior Notes are categorized within level 2 of the valuation hierarchy and had a total fair value of approximately $206,800 and $203,500 at March 31, 2016 and December 31, 2015, respectively, based on current market rates for debt with similar credit risk and maturities.

19

Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Derivatives Disclosures
Fair Value—The following table presents the total fair value by underlying risk and balance sheet classification for derivatives designated as cash flow hedges and derivatives not designated as cash flow hedges at March 31, 2016 and December 31, 2015:
 
 
Other Current and Non-
Current Assets
 
Other Current and Non-
Current Liabilities
 
 
March 31,
2016
 
December 31,
2015
 
March 31,
2016
 
December 31,
2015
Derivatives designated as cash flow hedges
 
 
 
 
 
 
 
 
Interest rate
 
$
17

 
$
471

 
$
(271
)
 
$
(192
)
Foreign currency
 
486

 
944

 
(1,735
)
 
(1,858
)
Fair value
 
$
503

 
$
1,415

 
$
(2,006
)
 
$
(2,050
)
Derivatives not designated as cash flow hedges
 
 
 
 
 
 
 
 
Foreign currency
 
$
1,881

 
$
2,109

 
$
(7,454
)
 
$
(6,125
)
Fair value
 
$
1,881

 
$
2,109

 
$
(7,454
)
 
$
(6,125
)
Total fair value
 
$
2,384

 
$
3,524

 
$
(9,460
)
 
$
(8,175
)
Master Netting Arrangements (“MNAs”)—Our derivatives are executed under International Swaps and Derivatives Association MNAs, which generally allow us and our counterparties to net settle, in a single net payable or receivable, obligations due on the same day, in the same currency and for the same type of derivative instrument. We have elected the option to record all derivatives on a gross basis in our Balance Sheet. The following table presents our derivative assets and liabilities at March 31, 2016 on a gross basis and a net settlement basis:
 
 
Gross
Amounts
Recognized
(i)
 
Gross Amounts
Offset on the
Balance Sheet
(ii)
 
Net Amounts
Presented on the
Balance Sheet
(iii) = (i) - (ii)
 
Gross Amounts Not Offset on
the Balance Sheet (iv)
 
Net Amount
(v) = (iii) - (iv)
 
 
Financial
Instruments
 
Cash Collateral Received
 
Derivative Assets
 
 
 
 
 
 
 
 
 
 
 
 
Interest rate
 
$
17

 
$

 
$
17

 
$

 
$

 
$
17

Foreign currency
 
2,367

 

 
2,367

 
(132
)
 

 
2,235

Total assets
 
$
2,384

 
$

 
$
2,384

 
$
(132
)
 
$

 
$
2,252

Derivative Liabilities
 
 
 
 
 
 
 
 
 
 
 
 
Interest rate
 
$
(271
)
 
$

 
$
(271
)
 
$

 
$

 
$
(271
)
Foreign currency
 
(9,189
)
 

 
(9,189
)
 
132

 

 
(9,057
)
Total liabilities
 
$
(9,460
)
 
$

 
$
(9,460
)
 
$
132

 
$

 
$
(9,328
)
AOCI/Other—The following table presents the total value, by underlying risk, recognized in other comprehensive income (“OCI”) and reclassified from AOCI to interest expense (interest rate derivatives) and cost of revenue (foreign currency derivatives) during the three months ended March 31, 2016 and 2015 for derivatives designated as cash flow hedges:
 
 
Amount of Gain (Loss) on Effective Derivative Portion
 
 
Recognized in OCI
 
Reclassified from AOCI into Earnings (1)
 
 
Three Months Ended March 31,
 
 
2016
 
2015
 
2016
 
2015
Designated as cash flow hedges
 
 
 
 
 
 
 
 
Interest rate
 
$
(713
)
 
$
(1,708
)
 
$
(181
)
 
$
(474
)
Foreign currency
 
1,476

 
(2,455
)
 
(1,062
)
 
(1,137
)
Total
 
$
763

 
$
(4,163
)
 
$
(1,243
)
 
$
(1,611
)
(1) 
Net unrealized losses totaling $86 are anticipated to be reclassified from AOCI into earnings during the next 12 months due to settlement of the associated underlying obligations.

20

Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The following table presents the total value recognized in cost of revenue for the three months ended March 31, 2016 and 2015 for foreign currency derivatives not designated as cash flow hedges:
 
 
Amount of Gain (Loss) Recognized in Earnings
 
 
Three Months Ended March 31,
 
 
2016
 
2015
Derivatives not designated as cash flow hedges
 
 
 
 
Foreign currency
 
$
(4,229
)
 
$
(6,532
)
Total
 
$
(4,229
)
 
$
(6,532
)
10. RETIREMENT BENEFITS
Our 2015 Annual Report disclosed anticipated 2016 defined benefit pension and other postretirement plan contributions of approximately $16,900 and $2,400, respectively. The following table provides updated contribution information for these plans at March 31, 2016:
 
 
Pension Plans
 
Other Postretirement Plans
Contributions made through March 31, 2016
 
$
7,548

 
$
514

Contributions expected for the remainder of 2016
 
9,645

 
1,824

Total contributions expected for 2016
 
$
17,193

 
$
2,338

The following table provides a breakout of the components of net periodic benefit cost associated with our defined benefit pension and other postretirement plans for the three months ended March 31, 2016 and 2015:
 
 
Three Months Ended March 31,
 
 
2016
 
2015
Pension Plans
 
 
 
 
Service cost
 
$
2,327

 
$
2,712

Interest cost
 
5,918

 
5,858

Expected return on plan assets
 
(6,796
)
 
(7,137
)
Amortization of prior service credits
 
(154
)
 
(158
)
Recognized net actuarial losses
 
1,461

 
1,934

Net periodic benefit cost
 
$
2,756

 
$
3,209

Other Postretirement Plans
 
 
 
 
Service cost
 
$
176

 
$
295

Interest cost
 
340

 
529

Recognized net actuarial gains
 
(840
)
 
(150
)
Net periodic benefit (income) cost
 
$
(324
)
 
$
674


21

Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

11. COMMITMENTS AND CONTINGENCIES
Legal Proceedings—We have been and may from time to time be named as a defendant in legal actions claiming damages in connection with engineering and construction projects, technology licenses, other services we provide, and other matters. These are typically claims that arise in the normal course of business, including employment-related claims and contractual disputes or claims for personal injury or property damage which occur in connection with services performed relating to project or construction sites. Contractual disputes normally involve claims relating to the timely completion of projects, performance of equipment or technologies, design or other engineering services or project construction services provided by us. We do not believe that any of our pending contractual, employment-related personal injury or property damage claims and disputes will have a material adverse effect on our future results of operations, financial position or cash flow.
The customer for one of our large cost reimbursable projects has filed a request for arbitration with the International Chamber of Commerce, alleging cost overruns on the project. The customer has not provided evidence to substantiate its allegations and we believe all amounts incurred and billed on the project, including outstanding receivables of $195,000 as of March 31, 2016, are contractually due under the provisions of our contract and are recoverable. We do not believe a risk of material loss is probable related to this matter, and accordingly, no amounts have been accrued.
Asbestos Litigation—We are a defendant in lawsuits wherein plaintiffs allege exposure to asbestos due to work we may have performed at various locations. We have never been a manufacturer, distributor or supplier of asbestos products. Over the past several decades and through March 31, 2016, we have been named a defendant in lawsuits alleging exposure to asbestos involving approximately 5,800 plaintiffs and, of those claims, approximately 1,200 claims were pending and 4,600 have been closed through dismissals or settlements. Over the past several decades and through March 31, 2016, the claims alleging exposure to asbestos that have been resolved have been dismissed or settled for an average settlement amount of approximately two thousand dollars per claim. We review each case on its own merits and make accruals based upon the probability of loss and our estimates of the amount of liability and related expenses, if any. While we have seen an increase in the number of recent filings, especially in one specific venue, we do not believe the increase or any unresolved asserted claims will have a material adverse effect on our future results of operations, financial position or cash flow, and at March 31, 2016, we had approximately $7,100 accrued for liability and related expenses. With respect to unasserted asbestos claims, we cannot identify a population of potential claimants with sufficient certainty to determine the probability of a loss and to make a reasonable estimate of liability, if any. While we continue to pursue recovery for recognized and unrecognized contingent losses through insurance, indemnification arrangements or other sources, we are unable to quantify the amount, if any, that we may expect to recover because of the variability in coverage amounts, limitations and deductibles, or the viability of carriers, with respect to our insurance policies for the years in question.
Environmental MattersOur operations are subject to extensive and changing U.S. federal, state and local laws and regulations, as well as the laws of other countries, that establish health and environmental quality standards. These standards, among others, relate to air and water pollutants and the management and disposal of hazardous substances and wastes. We are exposed to potential liability for personal injury or property damage caused by any release, spill, exposure or other accident involving such pollutants, substances or wastes.
In connection with the historical operation of our facilities, including those associated with acquired operations, substances which currently are or might be considered hazardous were used or disposed of at some sites that will or may require us to make expenditures for remediation. In addition, we have agreed to indemnify parties from whom we have purchased or to whom we have sold facilities for certain environmental liabilities arising from acts occurring before the dates those facilities were transferred.
We believe we are in compliance, in all material respects, with environmental laws and regulations and maintain insurance coverage to mitigate our exposure to environmental liabilities. We do not believe any environmental matters will have a material adverse effect on our future results of operations, financial position or cash flow. We do not anticipate we will incur material capital expenditures for environmental controls or for the investigation or remediation of environmental conditions during the remainder of 2016 or 2017.

22

Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

12. ACCUMULATED OTHER COMPREHENSIVE INCOME
The following table presents changes in AOCI, net of tax, by component, during the three months ended March 31, 2016:
 
 
Currency
Translation
Adjustment
(1)
 
Unrealized
Fair Value Of
Cash Flow Hedges
 
Defined Benefit
Pension and Other
Postretirement Plans
 
Total
Balance at December 31, 2015
 
$
(209,281
)
 
$
(967
)
 
$
(83,792
)
 
$
(294,040
)
OCI before reclassifications
 
21,435

 
449

 
(2,622
)
 
19,262

Amounts reclassified from AOCI
 

 
854

 
496

 
1,350

Net OCI
 
21,435

 
1,303

 
(2,126
)
 
20,612

Balance at March 31, 2016
 
$
(187,846
)
 
$
336

 
$
(85,918
)
 
$
(273,428
)
(1) 
During the three months ended March 31, 2016, the currency translation adjustment component of AOCI was unfavorably impacted primarily by movements in the Australian Dollar and Euro exchange rates against the U.S. Dollar.
The following table presents reclassification of AOCI into earnings, net of tax, for each component, during the three months ended March 31, 2016:
AOCI Components
 
Amount Reclassified From AOCI
Unrealized Fair Value Of Cash Flow Hedges (1)
 
 
Interest rate derivatives (interest expense)
 
$
181

Foreign currency derivatives (cost of revenue)
 
1,062

Total before tax
 
$
1,243

Tax
 
(389
)
Total net of tax
 
$
854

Defined Benefit Pension and Other Postretirement Plans (2)
 
 
Amortization of prior service credits
 
$
(154
)
Recognized net actuarial losses
 
621

Total before tax
 
$
467

Tax
 
29

Total net of tax
 
$
496

(1) 
See Note 9 for further discussion of our cash flow hedges, including the total value reclassified from AOCI to earnings.
(2) 
See Note 10 for further discussion of our defined benefit and other postretirement plans, including the components of net periodic benefit cost.

23

Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

13. EQUITY-BASED INCENTIVE PLANS
Under our equity-based incentive plans (our “Incentive Plans”), we can issue shares to employees and directors in the form of restricted stock units (“RSUs”), performance based shares (including those based upon financial or stock price performance) and stock options. Changes in common stock, additional paid-in capital and treasury stock during the three months ended March 31, 2016 and 2015 primarily relate to activity associated with our Incentive Plans and share repurchases. At March 31, 2016 and December 31, 2015, and for the three months ended March 31, 2016 and 2015, cash-settled equity-based awards, including RSUs and stock appreciation rights, were not material.
During the three months ended March 31, 2016, we had the following share grants associated with our Incentive Plans:
 
 
Shares (1)
 
Weighted Average
Grant-Date Fair
Value per Share
RSUs
 
940

 
$
33.56

Financial performance based shares
 
665

 
$
33.56

Stock performance based shares
 
166

 
$
37.41

Total
 
1,771

 
 
(1) 
No stock options were granted during the three months ended March 31, 2016.
During the three months ended March 31, 2016, we had the following share issuances associated with our Incentive Plans and employee stock purchase plan (“ESPP”):
 
 
Shares
Financial performance based shares (issued upon vesting)
 
370

RSUs (issued upon vesting)
 
414

Stock options (issued upon exercise)
 
30

ESPP shares (issued upon sale)
 
109

Total shares issued
 
923

During the three months ended March 31, 2016 and 2015, we recognized $14,500 and $31,963, respectively, of stock-based compensation expense, primarily within selling and administrative expense.
During the three months ended March 31, 2016, we repurchased 226 shares for $7,562 (an average price of $33.46) for taxes withheld on taxable share distributions.
14. UNAPPROVED CHANGE ORDERS, CLAIMS, INCENTIVES AND OTHER CONTRACT RECOVERIES
At March 31, 2016 and December 31, 2015, we had unapproved change orders and claims included in project price totaling approximately $102,900 and $98,500, respectively, for projects primarily within our Engineering & Construction and Fabrication Services operating groups. At March 31, 2016 and December 31, 2015 we also had incentives included in project price of approximately $96,200 and $99,300, respectively, for projects in our Engineering & Construction, Fabrication Services and Capital Services operating groups. Of the aforementioned unapproved change orders, claims and incentives, approximately $169,300 had been recognized as revenue on a cumulative POC basis through March 31, 2016.
The aforementioned amounts recorded in project price reflect our best estimate of recovery amounts; however, the ultimate resolution and amounts received could differ from these estimates and could have a material adverse effect on our results of operations, financial position and cash flow. See Note 11 for further discussion of outstanding receivables related to one of our large cost reimbursable projects.

24

Chicago Bridge & Iron Company N.V.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

15. SEGMENT INFORMATION
Our management structure and internal and public segment reporting are aligned based upon the services offered by our four operating groups, which represent our reportable segments: Engineering & Construction; Fabrication Services; Technology; and Capital Services.
Our Chief Executive Officer evaluates the performance of the aforementioned operating groups based upon revenue and income from operations. Each operating group’s income from operations reflects corporate costs, allocated based primarily upon revenue. Intersegment revenue is netted against the revenue of the segment receiving the intersegment services. For the three months ended March 31, 2016 and 2015, intersegment revenue totaled approximately $36,500 and $115,700, respectively, and primarily related to services provided by our Fabrication Services and Capital Services operating groups to our Engineering & Construction operating group.
The following table presents total revenue and income from operations by reportable segment for the three months ended March 31, 2016 and 2015:
 
 
Three Months Ended March 31,
 
 
2016
 
2015
Revenue
 
 
 
 
Engineering & Construction
 
$
1,516,328

 
$
1,818,586

Fabrication Services
 
517,576

 
637,809

Technology
 
64,562

 
99,361

Capital Services
 
569,267

 
569,989

Total revenue
 
$
2,667,733

 
$
3,125,745

Income From Operations 
 
 
 
 
Engineering & Construction
 
$
111,920

 
$
136,418

Fabrication Services
 
38,249

 
52,399

Technology
 
26,281

 
48,024

Capital Services
 
11,490

 
9,957

Total income from operations
 
$
187,940

 
$
246,798



25


Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following “Management’s Discussion and Analysis of Financial Condition and Results of Operations” is provided to assist readers in understanding our financial performance during the periods presented and significant trends that may impact our future performance. This discussion should be read in conjunction with our Financial Statements and the related notes thereto.
OVERVIEW
General—We provide a wide range of services through our four operating groups, including conceptual design, technology, engineering, procurement, fabrication, modularization, construction, commissioning, maintenance, program management and environmental services to customers in the energy infrastructure market throughout the world, and are a provider of diversified government services. Our operating groups, which represent our reportable segments, include: Engineering & Construction; Fabrication Services; Technology; and Capital Services. As discussed in Note 4 to our Financial Statements, on December 31, 2015 we completed the sale of our Nuclear Operations, which were previously included within our Engineering & Construction operating group. For comparative purposes only, the results of the disposed Nuclear Operations are presented separately within the discussion and tables below.
We continue to be broadly diversified across the global energy infrastructure market. Our geographic diversity is illustrated by approximately 30% of our first quarter 2016 revenue coming from projects outside the U.S. and approximately 20% of our March 31, 2016 backlog of $21.2 billion (including approximately $1.8 billion related to our equity method joint ventures) being comprised of projects outside the U.S. The geographic mix of our revenue will evolve consistent with changes in our backlog mix, as well as shifts in future global energy demand. Our diversity in energy infrastructure end markets ranges from downstream activities such as gas processing, LNG, refining, and petrochemicals, to fossil based power plants and upstream activities such as offshore oil and gas and onshore oil sands projects. Planned investments across the natural gas value chain, including LNG and petrochemicals, remain strong, and we anticipate additional benefits from continued investments in projects based on U.S. shale gas. Global investments in power and petrochemical facilities are expected to continue, as are investments in various types of facilities which require storage structures and pre-fabricated pipe.
Our long-term contracts are awarded on a competitively bid and negotiated basis using a range of contracting options, including cost-reimbursable, fixed-price and hybrid, which has both cost-reimbursable and fixed-price characteristics. Under cost-reimbursable contracts, we generally perform our services in exchange for a price that consists of reimbursement of all customer-approved costs and a profit component, which is typically a fixed rate per hour, an overall fixed fee or a percentage of total reimbursable costs. Under fixed-price contracts, we perform our services and execute our projects at an established price. The timing of our revenue recognition may be impacted by the contracting structure of our contracts. Cost-reimbursable contracts, and hybrid contracts with a more significant cost-reimbursable component, generally provide our customers with greater influence over the timing of when we perform our work, and accordingly, such contracts often result in less predictability with respect to the timing of our revenue. Fixed-price contracts, and hybrid contracts with a more significant fixed-price component, tend to provide us with greater control over project schedule and the timing of when work is performed and costs are incurred, and accordingly, when revenue is recognized. Our shorter-term contracts and services are generally provided on a cost-reimbursable, fixed-price or unit price basis. Our March 31, 2016 backlog distribution by contracting type is described below within our operating group discussion.
New awards represent the expected revenue value of new contract commitments received during a given period, as well as scope growth on existing commitments. Backlog represents the unearned value of our new awards. New awards and backlog include the entire award values for joint ventures we consolidate and our proportionate share of award values for joint ventures we proportionately consolidate. New awards and backlog also include our pro-rata share of the award values for unconsolidated joint ventures we account for under the equity method. As the net results for our equity method joint ventures are recognized as equity earnings, their revenue is not presented in our Statement of Operations.
Backlog for each of our operating groups generally consists of several hundred contracts, which are being executed globally. These contracts vary in size from less than one hundred thousand dollars in contract value to several billion dollars, with varying durations that can exceed five years. The differing types, sizes, and durations of our contracts, combined with their geographic diversity and stages of completion, often results in fluctuations in our quarterly operating group results as a percentage of operating group revenue. In addition, the relative contribution of each of our operating groups, and selling and administrative expense fluctuations, will impact our quarterly consolidated results as a percentage of consolidated revenue. Selling and administrative expense fluctuations are impacted by our stock-based compensation costs, which are generally higher in the first quarter of each year due to the timing of stock awards and the accelerated expensing of awards for participants that are eligible to retire. Although quarterly variability is not unusual in our business, absent the impact of the sale of our Nuclear Operations, which represented approximately $488.3 million of our revenue for the first quarter 2015, we are currently not aware of any fundamental change in our backlog or business that would give rise to future operating results that would be significantly different from our recent historical norms.

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Engineering & Construction—Our Engineering & Construction operating group provides EPC services for major energy infrastructure facilities.
Backlog for our Engineering & Construction operating group comprised approximately $11.8 billion (55%) of our consolidated March 31, 2016 backlog (including approximately $1.4 billion related to our equity method joint ventures). The backlog composition by end market was approximately 50% LNG, 30% petrochemical, 15% power, and 5% refining, gas processing, oil sands and other end markets. Our LNG backlog was primarily concentrated in the Asia Pacific and North American regions. We anticipate significant opportunities will be derived from North America and Africa. Our petrochemical backlog was primarily concentrated in the U.S. and the Middle East regions and we anticipate significant opportunities will continue to be derived from these regions. Our power backlog was primarily concentrated in the U.S. and we anticipate that our significant future opportunities will be derived from North America. The majority of our refining-related backlog was derived from South America and we anticipate that our future opportunities will be derived from the Middle East and Russia. Our gas processing projects were primarily concentrated in the U.S. and the Asia Pacific region, where we anticipate continued strength, in addition to the Middle East. Our March 31, 2016 backlog distribution for this operating group by contracting type was approximately 80% fixed-price and hybrid and 20% cost-reimbursable.
Fabrication Services—Our Fabrication Services operating group provides fabrication and erection of steel plate structures; fabrication of piping systems and process modules; manufacturing and distribution of pipe and fittings; and engineered products for the oil and gas, petrochemical, power generation, water and wastewater, mining and mineral processing industries.
Backlog for our Fabrication Services operating group comprised approximately $3.0 billion (14%) of our consolidated March 31, 2016 backlog. The backlog composition by end market was approximately 45% petrochemical, 25% LNG (including low temp and cryogenic), 15% power, 5% refining, 5% gas processing and 5% other end markets. Our March 31, 2016 backlog distribution for this operating group by contracting type was approximately 95% fixed-price, hybrid, or unit based, with the remainder being cost-reimbursable.
Technology—Our Technology operating group provides licensed process technologies and catalysts for use in petrochemical facilities and oil refineries, and offers process planning and project development services and a comprehensive program of aftermarket support. Technology also has a 50% owned unconsolidated joint venture that provides licensed technologies, engineering services and catalyst, primarily for the refining industry.
Backlog for our Technology operating group comprised approximately $963.4 million (5%) of our consolidated March 31, 2016 backlog (including approximately $467.2 million related to our equity method joint ventures) and was primarily comprised of fixed-price contracts.
Capital Services—Our Capital Services operating group provides comprehensive and integrated maintenance services, environmental engineering and remediation, construction services, program management, and disaster response and recovery for private-sector customers and governments.
Backlog for our Capital Services operating group comprised approximately $5.4 billion (26%) of our consolidated March 31, 2016 backlog. The backlog composition by end market was approximately 65% operations and maintenance services, 15% environmental services, 10% construction services and 10% program and project management, and was primarily concentrated in the U.S. Our March 31, 2016 backlog distribution for this operating group by contracting type was approximately 80% cost-reimbursable and 20% fixed-price.

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RESULTS OF OPERATIONS
Our backlog, new awards, revenue and income from operations by reportable segment were as follows:
 
 
March 31,
2016
 
% of
Total
 
December 31, 2015
 
% of
Total
Backlog
 
(In thousands)
Engineering & Construction
 
$
11,750,069

 
55%
 
$
12,892,804

 
57%
Fabrication Services
 
2,999,868

 
14%
 
3,107,500

 
14%
Technology
 
963,352

 
5%
 
963,058

 
4%
Capital Services
 
5,449,770

 
26%
 
5,680,577

 
25%
Total backlog
 
$
21,163,059

 
 
 
$
22,643,939

 
 
 
 
 
 
 
 
 
 
 

 
Three Months Ended March 31,
 
 
(In thousands)
 
 
2016
 
% of
Total
 
2015
 
% of
Total
New Awards
 
 
 
 
 
 
 
 
Engineering & Construction
 
$
323,418

 
27%
 
$
1,209,407

 
40%
Fabrication Services
 
373,689

 
31%
 
927,374

 
31%
Technology
 
83,620

 
7%
 
77,022

 
2%
Capital Services
 
416,672

 
35%
 
817,380

 
27%
Total new awards
 
$
1,197,399

 
 
 
$
3,031,183

 
 

 
 
 
 
 
 
 
 
 
 
2016
 
% of
Total
 
2015
 
% of
Total
Revenue
 
 
 
 
 
 
 
 
Engineering & Construction
 
$
1,516,328

 
57%
 
$
1,818,586

 
58%
Fabrication Services
 
517,576

 
19%