B. Riley Group Amends Babcock & Wilcox Stake Filing

TL;DR

B. Riley group updated their Babcock & Wilcox stake filing - watch for potential moves.

AI Summary

B. Riley Securities, Inc., BRF Investments, LLC, and Bryant R. Riley filed an amendment (No. 18) to their Schedule 13D on September 25, 2024, regarding their holdings in Babcock & Wilcox Enterprises, Inc. The filing indicates a change in the group's beneficial ownership of the company's common stock.

Why It Matters

This filing signals a potential shift in control or influence over Babcock & Wilcox Enterprises, Inc. by a significant shareholder group, which could impact the company's strategic direction.

Risk Assessment

Risk Level: medium — Schedule 13D filings often indicate significant shareholder activity that can precede corporate actions or market shifts.

Key Players & Entities

• Babcock & Wilcox Enterprises, Inc. (company) — Subject Company
• B. Riley Securities, Inc. (company) — Filing Group Member
• BRF Investments, LLC (company) — Filing Group Member
• Bryant R. Riley (person) — Filing Group Member
• B. Riley Financial, Inc. (company) — Filing Entity

FAQ

Key Financial Figures

• $0.01 — ame of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 05614

Filing Documents

• ea0215633-13da18briley_bab.htm (SC 13D/A) — 92KB
• 0001213900-24-081841.txt ( ) — 94KB

Purpose of the Transaction

Item 4. Purpose of the Transaction

is amended to add the following

Item 4 is amended to add the following: As previously disclosed by Babcock & Wilcox Enterprises, Inc. (the “Company”), the services of the Company’s Chief Executive Officer, Kenny Young (who also serves as the Chairman of the Company’s Board of Directors), have been provided to the Company by BRPI Executive Consulting, LLC (“BRPI”), an affiliate of B. Riley Financial, Inc., pursuant to a consulting agreement, dated November 19, 2018 and as subsequently amended, between the Company and BRPI (the “BRPI Consulting Agreement”). The term of such services under the BRPI Consulting Agreement was scheduled to end December 31, 2028 and either BRPI or the Company could terminate the term of such services prior to that date by written notice to the other party. On September 20, 2024, the Company and BRPI agreed that the term of such services would end as of that date and each party waived any right to advance notice of such termination of the term. BRPI also waived any right it had under the BRPI Consulting Agreement as to any solicitation of Mr. Young’s services by the Company. Mr. Young will continue as the Company’s Chief Executive Officer and Chairman of the Company’s Board of Directors.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer Paragraphs (a) and (b) of Item 5 are amended and restated in their entirety as follows: (a) - (b) 1. As of the date hereof, (i) B. Riley Securities, Inc. (“BRS”) beneficially owned directly 15,573,362 shares of Common Stock, representing 17.1% of the Issuer’s Common Stock, and (ii) BRFI beneficially owned directly 11,873,160 shares of Common Stock, representing 13.0% of the Issuer’s Common Stock. 2. BRF is the parent company of BRS and BRFI. As a result, BRF may be deemed to indirectly beneficially own the Shares held by BRS and BRFI. 3. Bryant R. Riley may beneficially own 1,373,213 shares of Common Stock representing 1.5% of the Issuer’s Common Stock, of which (i) 1,155,382 shares are held jointly with his wife, Carleen Riley, (ii) 45,436 shares are held as sole custodian for the benefit of Abigail Riley, (iii) 45,801 shares are held as sole custodian for the benefit of Charlie Riley, (iv) 45,431 shares are held as sole custodian for the benefit of Eloise Riley, (v) 43,810 shares are held as sole custodian for the benefit of Susan Riley, and (vi) 37,353 shares are held in Bryant R. Riley’s 401(k) account. Bryant R. Riley may also beneficially own 27,446,522 shares of Common Stock, representing 30.2% of the Issuer’s Common Stock, outstanding and held directly by BRFI or BRS in the manner specified in paragraph (1) above. Bryant R. Riley disclaims beneficial ownership of the shares held by BRFI and BRS in each case except to the extent of his pecuniary interest therein. 6 Each of the Reporting Persons, as a member of a “group” with the other Reporting Persons for purposes of Rule 13d-5(b)(1) of the Exchange Act, may be deemed to beneficially own the securities of the Issuer owned by the other Reporting Persons. The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Exchange Ac

Contracts, Arrangements, Understandings or Relationships

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

of the Schedule 13D is hereby amended and supplemented by

Item 6 of the Schedule 13D is hereby amended and supplemented by adding the following: The disclosures set forth in Item 4 are hereby incorporated by reference. 7 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: September 25, 2024 B. RILEY FINANCIAL, INC. By: /s/ Bryant R. Riley Name: Bryant R. Riley Title: Co-Chief Executive Officer B. RILEY SECURITIES, INC. By: /s/ Andrew Moore Name: Andrew Moore Title: Chief Executive Officer BRF INVESTMENTS, LLC. By: /s/ Phillip Ahn Name: Phillip Ahn Title: Authorized Signatory /s/ Bryant R. Riley Bryant R. Riley The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of this filing person), evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations ( see 18 U.S.C. 1001). 8 SCHEDULE A Executive Officers and Directors of B. Riley Financial, Inc. Name and Position Present Principal Occupation

Business

Bryant R. Riley Chairman of the Board of Directors and Co-Chief Executive Officer Chairman of the Board of Directors and Co-Chief Executive Officer of B. Riley Financial, Inc.; Chief Executive Officer and Board of Managers of B. Riley Capital Management, LLC; and Co-Executive Chairman and Director of B. Riley Securities, Inc. 11100 Santa Monica Blvd. Suite 800 Los Angeles, CA 90025 United States Thomas J. Kelleher Co-Chief Executive Officer and Director Co-Chief Executive Officer and Director of B. Riley Financial, Inc.; Co-Executive Chairman and Director of B. Riley Securities, Inc.; and President and Board of Managers of B. Riley Capital Management, LLC 11100 Santa Monica Blvd. Suite 800 Los Angeles, CA 90025 United States Phillip J. Ahn Chief Financial Officer and Chief Operating Officer Chief Financial Officer and Chief Operating Officer of B. Riley Financial, Inc. 30870 Russell Ranch Rd Suite 250 Westlake Village, CA 91362 United States Alan N. Forman Executive Vice President, General Counsel and Secretary Executive Vice President, General Counsel and Secretary of B. Riley Financial, Inc. 299 Park Avenue, 21st Floor New York, NY 10171 United States Howard E. Weitzman Senior Vice President and Chief Accounting Officer Senior Vice President and Chief Accounting Officer of B. Riley Financial, Inc. 30870 Russell Ranch Rd Suite 250 Westlake Village, CA 91362 United States Robert L. Antin 1 Director Co-Founder of VCA, Inc., an owner and operator of Veterinary care centers and hospitals 11100 Santa Monica Blvd. Suite 800 Los Angeles, CA 90025 United States Robert D’Agostino Director President of Q-mation, Inc., a supplier of software solutions 11100 Santa Monica Blvd. Suite 800 Los Angeles, CA 90025 United States Renée E. LaBran Director Founding partner of Rustic Canyon Partners (RCP), a technology focused VC fund 11100 Santa Monica B

View Full Filing

View this SC 13D/A filing on SEC EDGAR