FOSTER WHEELER AG

CIK:0001130385|SEC Filings

Discontinued Operations	9 Months Ended
Sep. 30, 2014
Discontinued Operations [Abstract]
Discontinued Operations	14. Discontinued Operations During the first quarter of 2013, we recorded an impairment charge of $3,919 at our waste-to-energy facility in Camden, New Jersey within our Global Power Group business segment. This charge was in addition to an impairment charge of $11,455 recorded during the fourth quarter of 2012. The impairment charges in both periods included estimates related to the continued operation of the facility and potential sale of the facility. The charge in the first quarter of 2013 was the result of updating our estimate related to the potential sale of the facility and the impairment charge was recorded within income from discontinued operations on our consolidated statement of operations. After recording the impairment charge and after approval of the plan to sell the facility, discussed below, the carrying value of the facility's fixed assets approximated fair value less estimated costs to sell the facility. On April 17, 2013, our Board of Directors approved a plan to sell our Camden facility and we completed the sale of the facility in August 2013. The presentation of the financial results and asset and liability balances of this business for the periods prior to the completion of the sale have been reclassified on our consolidated statement of operations, consolidated balance sheet and consolidated statement of cash flows under the respective captions related to discontinued operations, and these reclassifications have been made in the notes to our consolidated financial statements. Prior to the sale, the business had been classified on our consolidated balance sheet as of June 30, 2013 under the respective current and non-current captions of assets held for sale and liabilities held for sale as a result of our Board of Directors' approval of our plan to sell the facility, which met the accounting criteria as a business held for sale and the criteria for classification as a discontinued operation. We did not recognize depreciation on long-lived assets while held for sale. Our Camden facility was formerly included in our Global Power Group business segment. We completed the sale of our Camden facility in August 2013. Based on the proceeds received and costs of disposal, we recognized a gain of $300 within income from discontinued operations before income taxes on the consolidated statement of operations during the quarter and nine months ended September 30, 2013. Operating revenues related to our discontinued operations, which were exclusively in the U.S., were $3,991 and $17,053 during the quarter and nine months ended September 30, 2013.

Discontinued Operations

9 Months Ended

Sep. 30, 2014

14. Discontinued Operations

During the first quarter of 2013, we recorded an impairment charge of $3,919 at our waste-to-energy facility in Camden, New Jersey within our Global Power Group business segment. This charge was in addition to an impairment charge of $11,455 recorded during the fourth quarter of 2012. The impairment charges in both periods included estimates related to the continued operation of the facility and potential sale of the facility. The charge in the first quarter of 2013 was the result of updating our estimate related to the potential sale of the facility and the impairment charge was recorded within income from discontinued operations on our consolidated statement of operations. After recording the impairment charge and after approval of the plan to sell the facility, discussed below, the carrying value of the facility's fixed assets approximated fair value less estimated costs to sell the facility.

On April 17, 2013, our Board of Directors approved a plan to sell our Camden facility and we completed the sale of the facility in August 2013. The presentation of the financial results and asset and liability balances of this business for the periods prior to the completion of the sale have been reclassified on our consolidated statement of operations, consolidated balance sheet and consolidated statement of cash flows under the respective captions related to discontinued operations, and these reclassifications have been made in the notes to our consolidated financial statements. Prior to the sale, the business had been classified on our consolidated balance sheet as of June 30, 2013 under the respective current and non-current captions of assets held for sale and liabilities held for sale as a result of our Board of Directors' approval of our plan to sell the facility, which met the accounting criteria as a business held for sale and the criteria for classification as a discontinued operation. We did not recognize depreciation on long-lived assets while held for sale. Our Camden facility was formerly included in our Global Power Group business segment.

We completed the sale of our Camden facility in August 2013. Based on the proceeds received and costs of disposal, we recognized a gain of $300 within income from discontinued operations before income taxes on the consolidated statement of operations during the quarter and nine months ended September 30, 2013.

Operating revenues related to our discontinued operations, which were exclusively in the U.S., were $3,991 and $17,053 during the quarter and nine months ended September 30, 2013.

CONSOLIDATED STATEMENT OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$ 127,277	$ 138,161
Adjustments to reconcile net income to cash flows from operating activities:
Depreciation and amortization	44,535	42,828
Reversal of previously accrued unrecognized tax benefits	(22,339)	0
Net non-cash asbestos-related provision	6,000	6,000
Share-based compensation expense	14,341	14,119
Excess tax (benefit)/shortfall related to share-based com pensation	(162)	123
Deferred income tax provision	16,199	62
Dividends, net of equity in earnings of unconsolidated affiliates	3,793	28,744
Other noncash items, net	(462)	86
Changes in assets and liabilities, net of effects from aquisitions:
Decrease in receivables	8,817	4,833
Net change in contracts in process and billings in excess of costs and estimated earnings on uncompleted contracts	(118,908)	(17,463)
Decrease in accounts payable and accrued expenses	(89,667)	(45,316)
Net change in other current assets and liabilities	(4,520)	(31,296)
Net change in other long-term assets and liabilities	(36,160)	(26,799)
Net cash used in operating activities-continuing operations	(51,256)	114,082
Net cash used in operating activities-discontinued operations	0	(385)
Net cash used in operating activities	(51,256)	113,697
CASH FLOWS FROM INVESTING ACTIVITIES
Payments related to acquisition of businesses, net of cash acquired	(2,000)	(52,770)
Proceeds from disposition of business	0	48,600
Change in restricted cash	18,848	9,249
Capital expenditures	(17,826)	(21,810)
Investments in and advances to unconsolidated affiliates	0	(11,591)
Other investing activities	534	40
Net cash used in investing activities- continuing operations	(444)	(28,282)
Net cash provided by investing activities- discontinued operations	0	385
Net cash used in investing activities	(444)	(27,897)
CASH FLOWS FROM FINANCING ACTIVITIES
Repurchase of shares	0	(150,131)
Return of capital distribution	(39,893)	0
Distributions to noncontrolling interests	(9,429)	(12,579)
Proceeds from stock options exercised	18,338	4,293
Excess tax benefit/(shortfall) related to share-based compensation	162	(123)
Repayment of debt and capital lease obligations	(7,693)	(8,627)
Net cash used in financing activities	(38,515)	(167,167)
Effect of exchange rate changes on cash and cash equivalents	(18,317)	(3,826)
DECREASE IN CASH AND CASH EQUIVALENTS	(108,532)	(85,193)
Less: Increase/(decrease) in cash and cash equivalents-discontinued operations	0	0
Decreasae in cash and equivalents-continuing operations	(108,532)	(85,193)
Cash and cash equivalents at beginning of year	556,190	582,322
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$ 447,658	$ 497,129

CONSOLIDATED BALANCE SHEET (USD $) In Thousands, unless otherwise specified	Sep. 30, 2014	Dec. 31, 2013
Current Assets:
Cash and cash equivalents	$ 447,658	$ 556,190
Accounts and notes receivable, net:
Trade	620,866	671,770
Other	73,771	57,262
Contracts in process	237,249	197,232
Prepaid, deferred and refundable income taxes	51,513	62,856
Other current assets	38,079	38,431
Total current assets	1,469,136	1,583,741
Land, buildings and equipment, net	253,537	279,981
Restricted cash	60,417	82,867
Notes and accounts receivable - long-term	13,627	15,060
Investments in and advances to unconsolidated affiliates	165,846	181,315
Goodwill	164,650	169,801
Other intangible assets, net	100,235	113,463
Asbestos related insurance recovery receivable	102,926	120,489
Other assets	147,341	143,848
Deferred tax assets	43,200	49,707
TOTAL ASSETS	2,520,915	2,740,272
Current Liabilities:
Current installments on long-term debt	15,867	12,513
Accounts payable	243,589	282,403
Accrued expenses	255,035	304,312
Billings in excess of costs and estimated earnings on uncompleted contracts	481,211	569,652
Income taxes payable	38,536	39,078
Total current liabilities	1,034,238	1,207,958
Long-term debt	96,479	113,719
Deferred tax liabilities	41,448	39,714
Pension, postretirement and other employee benefits	101,281	111,221
Asbestos-related liability	232,823	257,180
Other long-term liabilities	138,264	210,651
Commitments and contingencies
TOTAL LIABILITIES	1,644,533	1,940,443
Temporary Equity:
Non-vested share-based compensation awards subject to redemption	18,072	15,664
TOTAL TEMPORARY EQUITY	18,072	15,664
Equity:
Registered shares: CHF 3.00 par value; authorized: 158,939,285 shares and 157,863,694 shares; conditionally authorized: 57,092,821 shares and 58,168,412 shares; issued: 106,718,491 shares and 105,642,900 shares; outstanding: 100,126,791 shares and 99,051,200 shares.	263,568	259,937
Paid-in capital	203,359	216,450
Retained earnings	1,061,261	933,160
Accumulated other comprehensive loss	(542,490)	(509,317)
Treasury shares (outstanding: 6,591,700 shares and 6,591,700 shares)	(150,131)	(150,131)
TOTAL FOSTER WHEELER AG SHAREHOLDERS' EQUITY	835,567	750,099
Noncontrolling interests	22,743	34,066
TOTAL EQUITY	858,310	784,165
TOTAL LIABILITIES, TEMPORARY EQUITY AND EQUITY	$ 2,520,915	$ 2,740,272