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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
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Babcock & Wilcox Enterprises, Inc. (Name of Issuer) |
Common Stock, par value $0.01 (Title of Class of Securities) |
05614L100 (CUSIP Number) |
B. Riley Securities, Inc. 11100 Santa Monica Boulevard, Suite 800, Los Angeles, CA, 90025 (310) 966-1444 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
03/31/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 05614L100 |
| 1 |
Name of reporting person
B. Riley Securities, Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
15,573,362.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
15.8 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
BD |
Comment for Type of Reporting Person:
Percent of class is calculated based on 98,404,024 shares of common stock, par value $0.01 (the "Common Stock"), of Babcock & Wilcox Enterprises, Inc. (the "Issuer") outstanding as of March 10, 2025, as reported by the Issuer in its Quarterly Report on Form 10-K filed with the U.S. Securities and Exchange Commission (the "SEC") on March 31, 2025 (the "10-K").
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock, par value $0.01 |
| (b) | Name of Issuer:
Babcock & Wilcox Enterprises, Inc. |
| (c) | Address of Issuer's Principal Executive Offices:
1200 E. Market Street, Suite 650, Akron,
OHIO
, 44305. |
| Item 2. | Identity and Background |
| (a) | B. Riley Securities, Inc. ("BRS") |
| (b) | 11100 Santa Monica Blvd, Suite 800, Los Angeles, CA 90025 |
| (c) | The principal business of BRS is servicing as a broker dealer. |
| (d) | None |
| (e) | None |
| (f) | Delaware |
| Item 3. | Source and Amount of Funds or Other Consideration |
All of the shares of Common Stock to which this Statement relates were purchased on behalf of the Reporting Person | |
| Item 4. | Purpose of Transaction |
The Reporting Person purchased the Shares for investment purposes, and such purchases were made in the ordinary course of business of the Reporting Person.
In pursuing such investment purposes, the Reporting Person may further purchase, hold, vote, trade, dispose or otherwise deal in the Common Stock at times, and in such manner, as they deem advisable to benefit from, among other things, (1) changes in the market prices of the shares of Common Stock(greek question mark) (2) changes in the Issuer's operations, business strategy or prospects(greek question mark) or (3) from the sale or merger of the Issuer. To evaluate such alternatives, the Reporting Person will closely monitor the Issuer's operations, prospects, business development, management, competitive and strategic matters, capital structure, and prevailing market conditions, as well as other economic, securities markets and investment considerations. Consistent with their investment research methods and evaluation criteria, the Reporting Person may discuss such matters with the management or Board of Directors of the Issuer (the "Board"), other stockholders, industry analysts, existing or potential strategic partners or competitors, investment and financing professionals, sources of credit, and other investors. Such evaluations and discussions may materially affect, and result in, among other things, the Reporting Person (1) modifying their ownership of the Common Stock(greek question mark) (2) exchanging information with the Issuer pursuant to appropriate confidentiality or similar agreements(greek question mark) (3) proposing changes in the Issuer's operations, governance or capitalization(greek question mark) (4) pursuing a transaction that would result in the Reporting Person' acquisition of all or a controlling interest in the Issuer(greek question mark) or (5) pursuing one or more of the other actions described in subsections (a) through (j) of Item 4 of Schedule 13D.
In addition to the information disclosed in this Statement, the Reporting Person reserve the right to (1) formulate other plans and proposals(greek question mark) (2) take any actions with respect to their investment in the Issuer, including any or all of the actions set forth in subsections (a) through (j) of Item 4 of Schedule 13D(greek question mark) and (3) acquire additional shares of Common Stock or dispose of some or all of the shares of Common Stock beneficially owned by them, in each case in the open market, through privately negotiated transactions or otherwise. The Reporting Person may at any time reconsider and change their plans or proposals relating to the foregoing.
As previously disclosed, on March 11, 2025, B. Riley Financial, Inc. ("BRF") effected a transaction pursuant to which BRF separated B. Riley Securities Holding, Inc. ("BRSH"), the parent company of BRS, from BRF. As a result of the transaction, BRS implemented its own operating and governance structure and established a board of directors independent from BRF. As a result, BRF is no longer the beneficial owner of the Shares held by BRS. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | The information contained on the cover page to this Schedule 13D is incorporated by reference herein. |
| (b) | The information contained on the cover page to this Schedule 13D is incorporated by reference herein. |
| (c) | The Reporting Person's response to Item 4 is incorporated by reference herein. |
| (d) | Not applicable |
| (e) | N/A |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
The Reporting Person's response to Item 4 is incorporated by reference herein. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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