ý
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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52-2107911
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(State of incorporation)
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(I.R.S. Employer Identification No.)
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Large accelerated filer
|
o
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Smaller reporting company
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ý
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Accelerated filer
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o
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Emerging growth company
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o
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Non-accelerated filer
|
o
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Page
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PART I – FINANCIAL INFORMATION
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PART II – OTHER INFORMATION
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September 30,
2018 |
|
December 31,
2017 |
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ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
124.9
|
|
|
$
|
208.8
|
|
Accounts receivable
|
2.5
|
|
|
60.2
|
|
||
Inventories
|
129.4
|
|
|
153.1
|
|
||
Deferred costs associated with deferred revenue
|
122.7
|
|
|
122.3
|
|
||
Deposits for financial assurance
|
30.2
|
|
|
16.3
|
|
||
Other current assets
|
6.9
|
|
|
6.2
|
|
||
Total current assets
|
416.6
|
|
|
566.9
|
|
||
Property, plant and equipment, net of accumulated depreciation of $1.5 as of September 30, 2018 and $1.9 as of December 31, 2017
|
4.4
|
|
|
4.9
|
|
||
Deposits for financial assurance
|
6.2
|
|
|
19.7
|
|
||
Intangible assets, net
|
78.1
|
|
|
82.7
|
|
||
Other long-term assets
|
0.7
|
|
|
1.1
|
|
||
Total assets
|
$
|
506.0
|
|
|
$
|
675.3
|
|
|
|
|
|
||||
LIABILITIES AND STOCKHOLDERS’ DEFICIT
|
|
|
|
|
|
||
Current liabilities:
|
|
|
|
|
|
||
Accounts payable and accrued liabilities
|
$
|
46.9
|
|
|
$
|
48.2
|
|
Payables under SWU purchase agreements
|
14.6
|
|
|
79.4
|
|
||
Inventories owed to customers and suppliers
|
70.2
|
|
|
77.9
|
|
||
Deferred revenue and advances from customers
|
175.6
|
|
|
191.8
|
|
||
Current debt
|
39.1
|
|
|
6.1
|
|
||
Total current liabilities
|
346.4
|
|
|
403.4
|
|
||
Long-term debt
|
120.2
|
|
|
157.5
|
|
||
Postretirement health and life benefit obligations
|
150.9
|
|
|
154.2
|
|
||
Pension benefit liabilities
|
143.5
|
|
|
161.6
|
|
||
Advances from customers
|
14.5
|
|
|
—
|
|
||
Other long-term liabilities
|
8.0
|
|
|
17.5
|
|
||
Total liabilities
|
783.5
|
|
|
894.2
|
|
||
Commitments and contingencies (Note 11)
|
|
|
|
|
|
||
Stockholders’ deficit:
|
|
|
|
||||
Preferred stock, par value $1.00 per share, 20,000,000 shares authorized
|
|
|
|
||||
Series A Participating Cumulative Preferred Stock, none issued
|
—
|
|
|
—
|
|
||
Series B Senior Preferred Stock, 7.5% cumulative, 104,574 shares issued and outstanding and an aggregate liquidation preference of $117.4 as of September 30, 2018 and $111.5 as of December 31, 2017
|
4.6
|
|
|
4.6
|
|
||
Class A Common Stock, par value $0.10 per share, 70,000,000 shares authorized, 7,632,669 shares issued and outstanding as of September 30, 2018 and December 31, 2017
|
0.8
|
|
|
0.8
|
|
||
Class B Common Stock, par value $0.10 per share, 30,000,000 shares authorized, 1,406,082 shares issued and outstanding as of September 30, 2018 and December 31, 2017
|
0.1
|
|
|
0.1
|
|
||
Excess of capital over par value
|
60.3
|
|
|
60.0
|
|
||
Accumulated deficit
|
(343.3
|
)
|
|
(284.5
|
)
|
||
Accumulated other comprehensive income, net of tax
|
—
|
|
|
0.1
|
|
||
Total stockholders’ deficit
|
(277.5
|
)
|
|
(218.9
|
)
|
||
Total liabilities and stockholders’ deficit
|
$
|
506.0
|
|
|
$
|
675.3
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Revenue:
|
|
|
|
|
|
|
|
||||||||
Separative work units
|
$
|
17.6
|
|
|
$
|
43.5
|
|
|
$
|
68.2
|
|
|
$
|
82.2
|
|
Uranium
|
11.3
|
|
|
—
|
|
|
14.9
|
|
|
—
|
|
||||
Contract services
|
5.2
|
|
|
6.8
|
|
|
26.1
|
|
|
19.3
|
|
||||
Total revenue
|
34.1
|
|
|
50.3
|
|
|
109.2
|
|
|
101.5
|
|
||||
Cost of Sales:
|
|
|
|
|
|
|
|
||||||||
Separative work units and uranium
|
20.9
|
|
|
32.7
|
|
|
98.6
|
|
|
77.9
|
|
||||
Contract services
|
5.4
|
|
|
6.3
|
|
|
18.8
|
|
|
19.9
|
|
||||
Total cost of sales
|
26.3
|
|
|
39.0
|
|
|
117.4
|
|
|
97.8
|
|
||||
Gross profit (loss)
|
7.8
|
|
|
11.3
|
|
|
(8.2
|
)
|
|
3.7
|
|
||||
Advanced technology license and decommissioning costs
|
5.8
|
|
|
4.5
|
|
|
19.2
|
|
|
15.0
|
|
||||
Selling, general and administrative
|
8.8
|
|
|
11.0
|
|
|
29.7
|
|
|
33.1
|
|
||||
Amortization of intangible assets
|
1.7
|
|
|
2.5
|
|
|
4.5
|
|
|
5.7
|
|
||||
Special charges for workforce reductions and advisory costs
|
0.6
|
|
|
2.4
|
|
|
1.5
|
|
|
7.1
|
|
||||
Gains on sales of assets
|
—
|
|
|
(0.6
|
)
|
|
(0.3
|
)
|
|
(2.3
|
)
|
||||
Operating loss
|
(9.1
|
)
|
|
(8.5
|
)
|
|
(62.8
|
)
|
|
(54.9
|
)
|
||||
Gain on early extinguishment of debt
|
—
|
|
|
—
|
|
|
—
|
|
|
(33.6
|
)
|
||||
Nonoperating components of net periodic benefit expense (income)
|
(1.6
|
)
|
|
(0.3
|
)
|
|
(4.9
|
)
|
|
(1.1
|
)
|
||||
Interest expense
|
1.0
|
|
|
0.7
|
|
|
3.0
|
|
|
4.3
|
|
||||
Investment income
|
(0.7
|
)
|
|
(0.4
|
)
|
|
(1.9
|
)
|
|
(1.0
|
)
|
||||
Loss before income taxes
|
(7.8
|
)
|
|
(8.5
|
)
|
|
(59.0
|
)
|
|
(23.5
|
)
|
||||
Income tax benefit
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.2
|
)
|
||||
Net loss
|
(7.8
|
)
|
|
(8.5
|
)
|
|
(58.9
|
)
|
|
(23.3
|
)
|
||||
Preferred stock dividends - undeclared and cumulative
|
1.9
|
|
|
2.0
|
|
|
5.9
|
|
|
5.0
|
|
||||
Net loss allocable to common stockholders
|
$
|
(9.7
|
)
|
|
$
|
(10.5
|
)
|
|
$
|
(64.8
|
)
|
|
$
|
(28.3
|
)
|
|
|
|
|
|
|
|
|
||||||||
Net loss per common share - basic and diluted
|
$
|
(1.06
|
)
|
|
$
|
(1.15
|
)
|
|
$
|
(7.11
|
)
|
|
$
|
(3.12
|
)
|
Average number of common shares outstanding - basic and diluted (in thousands)
|
9,133
|
|
|
9,103
|
|
|
9,118
|
|
|
9,081
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Net loss
|
$
|
(7.8
|
)
|
|
$
|
(8.5
|
)
|
|
$
|
(58.9
|
)
|
|
$
|
(23.3
|
)
|
Other comprehensive loss, before tax (Note 12):
|
|
|
|
|
|
|
|
||||||||
Amortization of prior service credits, net
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
||||
Other comprehensive loss, before tax
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
||||
Income tax benefit related to items of other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Other comprehensive loss, net of tax benefit
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
||||
Comprehensive loss
|
$
|
(7.8
|
)
|
|
$
|
(8.5
|
)
|
|
$
|
(59.0
|
)
|
|
$
|
(23.4
|
)
|
|
Nine Months Ended
September 30, |
||||||
|
2018
|
|
2017
|
||||
Operating Activities:
|
|
|
|
||||
Net loss
|
$
|
(58.9
|
)
|
|
$
|
(23.3
|
)
|
Adjustments to reconcile net loss to cash used in operating activities:
|
|
|
|
||||
Depreciation and amortization
|
5.1
|
|
|
6.6
|
|
||
PIK interest on paid-in-kind toggle notes
|
1.2
|
|
|
1.2
|
|
||
Gain on early extinguishment of debt
|
—
|
|
|
(33.6
|
)
|
||
Gain on sales of assets
|
(0.3
|
)
|
|
(2.3
|
)
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
57.6
|
|
|
14.5
|
|
||
Inventories, net
|
30.6
|
|
|
17.9
|
|
||
Payables under SWU purchase agreements
|
(64.8
|
)
|
|
(42.3
|
)
|
||
Deferred revenue, net of deferred costs
|
(16.7
|
)
|
|
2.9
|
|
||
Accounts payable and other liabilities
|
(1.4
|
)
|
|
(20.1
|
)
|
||
Pension and postretirement liabilities
|
(21.3
|
)
|
|
(6.2
|
)
|
||
Other, net
|
(8.8
|
)
|
|
(1.9
|
)
|
||
Cash used in operating activities
|
(77.7
|
)
|
|
(86.6
|
)
|
||
|
|
|
|
||||
Investing Activities:
|
|
|
|
||||
Capital expenditures
|
(0.1
|
)
|
|
(0.3
|
)
|
||
Proceeds from sales of assets
|
0.4
|
|
|
2.1
|
|
||
Cash provided by investing activities
|
0.3
|
|
|
1.8
|
|
||
|
|
|
|
||||
Financing Activities:
|
|
|
|
||||
Payment of interest classified as debt
|
(6.1
|
)
|
|
(3.4
|
)
|
||
Repurchase of debt
|
—
|
|
|
(27.6
|
)
|
||
Payment of securities transaction costs
|
—
|
|
|
(9.0
|
)
|
||
Cash used in financing activities
|
(6.1
|
)
|
|
(40.0
|
)
|
||
|
|
|
|
||||
Decrease in cash, cash equivalents and restricted cash
|
(83.5
|
)
|
|
(124.8
|
)
|
||
Cash, cash equivalents and restricted cash, beginning of period
(1)
|
244.8
|
|
|
296.7
|
|
||
Cash, cash equivalents and restricted cash, end of period
(1)
|
$
|
161.3
|
|
|
$
|
171.9
|
|
|
|
|
|
||||
Supplemental cash flow information:
|
|
|
|
||||
Interest paid in cash
|
$
|
0.8
|
|
|
$
|
4.2
|
|
Non-cash activities:
|
|
|
|
||||
Conversion of interest payable-in-kind to debt
|
$
|
1.7
|
|
|
$
|
0.4
|
|
Exchange of debt for Series B preferred stock
|
$
|
—
|
|
|
$
|
4.6
|
|
|
Preferred Stock,
Series B
|
|
Common Stock,
Class A,
Par Value
$.10 per Share
|
|
Common Stock,
Class B,
Par Value
$.10 per Share
|
|
Excess of
Capital Over
Par Value
|
|
Accumulated Deficit
|
|
Accumulated
Other Comprehensive Income
|
|
Total
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Balance at December 31, 2016
|
$
|
—
|
|
|
$
|
0.8
|
|
|
$
|
0.1
|
|
|
$
|
59.5
|
|
|
$
|
(296.7
|
)
|
|
$
|
0.2
|
|
|
$
|
(236.1
|
)
|
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(23.3
|
)
|
|
—
|
|
|
(23.3
|
)
|
|||||||
Issuance of preferred stock
|
4.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.6
|
|
|||||||
Other comprehensive loss, net of tax benefit (Note 12)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|||||||
Restricted stock units and stock options issued, net of amortization
|
—
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|||||||
Balance at September 30, 2017
|
$
|
4.6
|
|
|
$
|
0.8
|
|
|
$
|
0.1
|
|
|
$
|
59.8
|
|
|
$
|
(320.0
|
)
|
|
$
|
0.1
|
|
|
$
|
(254.6
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Balance at December 31, 2017
|
$
|
4.6
|
|
|
$
|
0.8
|
|
|
$
|
0.1
|
|
|
$
|
60.0
|
|
|
$
|
(284.5
|
)
|
|
$
|
0.1
|
|
|
$
|
(218.9
|
)
|
Adoption of ASC 606 as of January 1, 2018 (Note 1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(58.9
|
)
|
|
—
|
|
|
(58.9
|
)
|
|||||||
Other comprehensive loss, net of tax benefit (Note 12)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|||||||
Restricted stock units and stock options issued, net of amortization
|
—
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|||||||
Balance at September 30, 2018
|
$
|
4.6
|
|
|
$
|
0.8
|
|
|
$
|
0.1
|
|
|
$
|
60.3
|
|
|
$
|
(343.3
|
)
|
|
$
|
—
|
|
|
$
|
(277.5
|
)
|
|
Balance at December 31, 2017
|
|
Adjustment for ASC 606
|
|
Balance at
January 1, 2018
|
||||||
Assets:
|
|
|
|
|
|
||||||
Unbilled contract revenue
|
$
|
—
|
|
|
$
|
0.1
|
|
|
$
|
0.1
|
|
Stockholders’ Deficit:
|
|
|
|
|
|
||||||
Accumulated Deficit
|
(284.5
|
)
|
|
0.1
|
|
|
(284.4
|
)
|
|
Three Months Ended
September 30, 2018
|
|
Nine Months Ended
September 30, 2018
|
||||||||||||||||||||
|
As Reported
|
|
Under Previous Accounting
|
|
Effect of Adoption
|
|
As Reported
|
|
Under Previous Accounting
|
|
Effect of Adoption
|
||||||||||||
Revenue
|
$
|
34.1
|
|
|
$
|
32.2
|
|
|
$
|
1.9
|
|
|
$
|
109.2
|
|
|
$
|
109.3
|
|
|
$
|
(0.1
|
)
|
Net loss
|
(7.8
|
)
|
|
(9.7
|
)
|
|
1.9
|
|
|
(58.9
|
)
|
|
(58.8
|
)
|
|
(0.1
|
)
|
|
Three Months Ended
September 30, 2017
|
|
Nine Months Ended
September 30, 2017
|
||||||||||||||||||||
|
As Previously Reported
|
|
Adjustments
|
|
Current Presentation
|
|
As Previously Reported
|
|
Adjustments
|
|
Current Presentation
|
||||||||||||
Cost of sales - separative work units and uranium
|
$
|
32.4
|
|
|
$
|
0.3
|
|
|
$
|
32.7
|
|
|
$
|
76.8
|
|
|
$
|
1.1
|
|
|
$
|
77.9
|
|
Nonoperating components of net periodic benefit expense (income)
|
—
|
|
|
(0.3
|
)
|
|
(0.3
|
)
|
|
—
|
|
|
(1.1
|
)
|
|
(1.1
|
)
|
|
Nine Months Ended
September 30, 2017
|
||||||||||
|
As Previously Reported
|
|
Adjustments
|
|
Current Presentation
|
||||||
Cash used in operating activities
|
$
|
(95.6
|
)
|
|
$
|
9.0
|
|
|
$
|
(86.6
|
)
|
Cash used in financing activities
|
(31.0
|
)
|
|
(9.0
|
)
|
|
(40.0
|
)
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
United States
|
$
|
0.3
|
|
|
$
|
26.2
|
|
|
$
|
54.3
|
|
|
$
|
37.1
|
|
Europe
|
28.6
|
|
|
17.3
|
|
|
28.7
|
|
|
17.4
|
|
||||
Asia
|
—
|
|
|
—
|
|
|
0.1
|
|
|
27.7
|
|
||||
Revenue - SWU and uranium
|
$
|
28.9
|
|
|
$
|
43.5
|
|
|
$
|
83.1
|
|
|
$
|
82.2
|
|
|
|
September 30,
2018
|
|
January 1, 2018
|
|
Year-To-Date Change
|
||||||
Contract assets
|
|
|
|
|
|
|
||||||
Accounts receivable:
|
|
|
|
|
|
|
||||||
Billed
|
|
$
|
2.5
|
|
|
$
|
60.2
|
|
|
$
|
(57.7
|
)
|
Unbilled contract revenue
|
|
—
|
|
|
0.1
|
|
|
(0.1
|
)
|
|||
Accounts receivable
|
|
$
|
2.5
|
|
|
$
|
60.3
|
|
|
$
|
(57.8
|
)
|
|
|
|
|
|
|
|
||||||
Deferred costs associated with deferred revenue
|
|
$
|
122.7
|
|
|
$
|
122.3
|
|
|
$
|
0.4
|
|
|
|
|
|
|
|
|
||||||
Contract liabilities
|
|
|
|
|
|
|
||||||
Deferred revenue and advances from customers - current:
|
|
|
|
|
|
|
||||||
Deferred revenue
|
|
$
|
175.6
|
|
|
$
|
172.5
|
|
|
$
|
3.1
|
|
Advances from customers
|
|
—
|
|
|
19.3
|
|
|
(19.3
|
)
|
|||
Deferred revenue and advances from customers - current
|
|
$
|
175.6
|
|
|
$
|
191.8
|
|
|
$
|
(16.2
|
)
|
|
|
|
|
|
|
|
||||||
Advances from customers - noncurrent
|
|
$
|
14.5
|
|
|
$
|
—
|
|
|
$
|
14.5
|
|
|
Deferred Sales in the Period
|
|
Previously Deferred Sales Recognized in the Period
|
|
Year-To-Date Change
|
||||||
Deferred costs associated with deferred revenue
|
$
|
10.6
|
|
|
$
|
(10.2
|
)
|
|
$
|
0.4
|
|
Deferred revenue
|
23.3
|
|
|
(20.2
|
)
|
|
3.1
|
|
|
|
Liability
December 31,
2017
|
|
Nine Months Ended
September 30, 2018 |
|
Liability
September 30,
2018
|
||||||||||
|
|
|
Charges for Termination Benefits
|
|
Paid/Settled
|
|
||||||||||
Workforce reductions:
|
|
|
|
|
|
|
|
|
||||||||
Evolving business needs
|
|
$
|
0.8
|
|
|
$
|
1.3
|
|
|
$
|
(1.5
|
)
|
|
$
|
0.6
|
|
Piketon demonstration facility
|
|
5.7
|
|
|
0.1
|
|
|
(2.6
|
)
|
|
3.2
|
|
||||
Total
|
|
$
|
6.5
|
|
|
$
|
1.4
|
|
|
$
|
(4.1
|
)
|
|
$
|
3.8
|
|
|
September 30, 2018
|
|
December 31, 2017
|
||||
|
|
|
|
||||
Cash and cash equivalents
|
$
|
124.9
|
|
|
$
|
208.8
|
|
Deposits for financial assurance - current
|
30.2
|
|
|
16.3
|
|
||
Deposits for financial assurance - noncurrent
|
6.2
|
|
|
19.7
|
|
||
Total cash, cash equivalents and restricted cash
|
$
|
161.3
|
|
|
$
|
244.8
|
|
|
September 30, 2018
|
|
December 31, 2017
|
||||||||||||
|
Current
|
|
Long-Term
|
|
Current
|
|
Long-Term
|
||||||||
NRC license
|
$
|
16.3
|
|
|
$
|
—
|
|
|
$
|
16.1
|
|
|
$
|
—
|
|
DOE lease
|
13.7
|
|
|
—
|
|
|
—
|
|
|
13.5
|
|
||||
Workers compensation
|
—
|
|
|
5.9
|
|
|
—
|
|
|
5.9
|
|
||||
Other
|
0.2
|
|
|
0.3
|
|
|
0.2
|
|
|
0.3
|
|
||||
Total deposits for financial assurance
|
$
|
30.2
|
|
|
$
|
6.2
|
|
|
$
|
16.3
|
|
|
$
|
19.7
|
|
|
September 30, 2018
|
|
December 31, 2017
|
||||||||||||||||||||
|
Current
Assets
|
|
Current
Liabilities
(a)
|
|
Inventories, Net
|
|
Current
Assets
|
|
Current
Liabilities
(a)
|
|
Inventories, Net
|
||||||||||||
Separative work units
|
$
|
31.2
|
|
|
$
|
4.7
|
|
|
$
|
26.5
|
|
|
$
|
47.2
|
|
|
$
|
15.0
|
|
|
$
|
32.2
|
|
Uranium
|
98.2
|
|
|
65.5
|
|
|
32.7
|
|
|
105.9
|
|
|
62.9
|
|
|
43.0
|
|
||||||
Total
|
$
|
129.4
|
|
|
$
|
70.2
|
|
|
$
|
59.2
|
|
|
$
|
153.1
|
|
|
$
|
77.9
|
|
|
$
|
75.2
|
|
(a)
|
Inventories owed to customers and suppliers, included in current liabilities, include SWU and uranium inventories owed to fabricators.
|
|
September 30, 2018
|
|
December 31, 2017
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
|
Net Amount
|
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
|
Net Amount
|
||||||||||||
Sales order book
|
$
|
54.6
|
|
|
$
|
27.0
|
|
|
$
|
27.6
|
|
|
$
|
54.6
|
|
|
$
|
25.9
|
|
|
$
|
28.7
|
|
Customer relationships
|
68.9
|
|
|
18.4
|
|
|
50.5
|
|
|
68.9
|
|
|
14.9
|
|
|
54.0
|
|
||||||
Total
|
$
|
123.5
|
|
|
$
|
45.4
|
|
|
$
|
78.1
|
|
|
$
|
123.5
|
|
|
$
|
40.8
|
|
|
$
|
82.7
|
|
|
|
|
September 30, 2018
|
|
December 31, 2017
|
||||||||||||
|
Maturity
|
|
Current
|
|
Long-Term
|
|
Current
|
|
Long-Term
|
||||||||
8.25% Notes:
|
Feb. 2027
|
|
|
|
|
|
|
|
|
||||||||
Principal
|
|
|
$
|
—
|
|
|
$
|
74.3
|
|
|
$
|
—
|
|
|
$
|
74.3
|
|
Interest
|
|
|
6.1
|
|
|
45.9
|
|
|
6.1
|
|
|
52.0
|
|
||||
8.25% Notes
|
|
|
$
|
6.1
|
|
|
$
|
120.2
|
|
|
$
|
6.1
|
|
|
$
|
126.3
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
8% PIK Toggle Notes
|
Sep. 2019
(a)
|
|
$
|
33.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
31.3
|
|
Less deferred issuance costs
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
||||
8% PIK Toggle Notes
|
|
|
$
|
33.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
31.2
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Total
|
|
|
$
|
39.1
|
|
|
$
|
120.2
|
|
|
$
|
6.1
|
|
|
$
|
157.5
|
|
•
|
Level 1 – quoted prices for identical instruments in active markets.
|
•
|
Level 2 – quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs are observable in active markets.
|
•
|
Level 3 – valuations derived using one or more significant inputs that are not observable.
|
|
September 30, 2018
|
|
December 31, 2017
|
||||||||||||||||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Cash and cash equivalents
|
$
|
124.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
124.9
|
|
|
$
|
208.8
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
208.8
|
|
Deferred compensation asset (a)
|
1.6
|
|
|
—
|
|
|
—
|
|
|
1.6
|
|
|
1.4
|
|
|
—
|
|
|
—
|
|
|
1.4
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Deferred compensation obligation (a)
|
$
|
1.6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1.6
|
|
|
$
|
1.4
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1.4
|
|
(a)
|
The deferred compensation obligation represents the balance of deferred compensation plus net investment earnings. The deferred compensation plan is funded through a rabbi trust. Trust funds are invested in mutual funds for which unit prices are quoted in active markets and are classified within Level 1 of the valuation hierarchy.
|
|
September 30, 2018
|
|
December 31, 2017
|
||||||||||||
|
Carrying Value
|
|
Estimated Fair Value
(a)
|
|
Carrying Value
|
|
Estimated Fair Value
(a)
|
||||||||
8.25% Notes
|
$
|
126.3
|
|
(b)
|
$
|
60.5
|
|
|
$
|
132.4
|
|
(b)
|
$
|
61.7
|
|
8% PIK Toggle Notes
|
33.0
|
|
|
28.4
|
|
|
31.3
|
|
|
25.1
|
|
(b)
|
The carrying value of the 8.25% Notes consists of the principal balance of
$74.3 million
and the sum of current and noncurrent interest payment obligations until maturity. Refer to
Note 7, Debt
.
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Service costs
|
$
|
0.9
|
|
|
$
|
0.9
|
|
|
$
|
2.5
|
|
|
$
|
2.8
|
|
Interest costs
|
7.1
|
|
|
8.0
|
|
|
21.5
|
|
|
24.1
|
|
||||
Expected gains on plan assets
|
(10.3
|
)
|
|
(10.1
|
)
|
|
(30.7
|
)
|
|
(30.5
|
)
|
||||
Net periodic benefit income
|
$
|
(2.3
|
)
|
|
$
|
(1.2
|
)
|
|
$
|
(6.7
|
)
|
|
$
|
(3.6
|
)
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Interest costs
|
$
|
1.5
|
|
|
$
|
1.8
|
|
|
$
|
4.4
|
|
|
$
|
5.4
|
|
Amortization of prior service credits
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
||||
Net periodic benefit expense
|
$
|
1.5
|
|
|
$
|
1.8
|
|
|
$
|
4.3
|
|
|
$
|
5.3
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Numerator (in millions):
|
|
|
|
|
|
|
|
||||||||
Net loss
|
$
|
(7.8
|
)
|
|
$
|
(8.5
|
)
|
|
$
|
(58.9
|
)
|
|
$
|
(23.3
|
)
|
Preferred stock dividends - undeclared and cumulative
|
1.9
|
|
|
2.0
|
|
|
5.9
|
|
|
5.0
|
|
||||
Net loss allocable to common stockholders
|
$
|
(9.7
|
)
|
|
$
|
(10.5
|
)
|
|
$
|
(64.8
|
)
|
|
$
|
(28.3
|
)
|
|
|
|
|
|
|
|
|
||||||||
Denominator (in thousands):
|
|
|
|
|
|
|
|
||||||||
Average common shares outstanding - basic
|
9,133
|
|
|
9,103
|
|
|
9,118
|
|
|
9,081
|
|
||||
Potentially dilutive shares related to stock options and restricted stock units
(a)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Average common shares outstanding - diluted
|
9,133
|
|
|
9,103
|
|
|
9,118
|
|
|
9,081
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Net loss per common share (in dollars) - basic and diluted:
|
$
|
(1.06
|
)
|
|
$
|
(1.15
|
)
|
|
$
|
(7.11
|
)
|
|
$
|
(3.12
|
)
|
|
|
|
|
|
|
|
|
||||||||
(a) Common stock equivalents excluded from the diluted calculation as a result of a net loss in the period (in thousands)
|
3
|
|
|
13
|
|
|
10
|
|
|
60
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Options outstanding and considered anti-dilutive as their exercise price exceeded the average share market price (in thousands)
|
360
|
|
|
327
|
|
|
360
|
|
|
30
|
|
(a)
|
its pension plans and United States Enrichment Corporation’s pension plans are at least
90%
funded on a variable rate premium calculation in the current plan year;
|
(b)
|
its net income calculated in accordance with GAAP (excluding the effect of pension remeasurement) for the immediately preceding fiscal quarter exceeds
$7.5 million
;
|
(c)
|
its free cash flow (defined as the sum of cash provided by (used in) operating activities and cash provided by (used in) investing activities) for the immediately preceding four fiscal quarters exceeds
$35 million
;
|
(d)
|
the balance of cash and cash equivalents calculated in accordance with GAAP on the last day of the immediately preceding quarter would exceed
$150 million
after pro forma application of the dividend payment; and
|
(e)
|
dividends may be legally paid under Delaware law.
|
|
Preferred Stock,
Series B
|
|
Common Stock,
Class A
|
|
Common Stock,
Class B
|
|||
|
|
|
|
|
|
|||
Balance at December 31, 2016
|
—
|
|
|
7,563,600
|
|
|
1,436,400
|
|
Issuance of Preferred Stock
|
104,574
|
|
|
—
|
|
|
—
|
|
Issuance of Class A Common Stock
|
—
|
|
|
38,751
|
|
|
—
|
|
Conversion of Common Stock from Class B to Class A
|
—
|
|
|
28,018
|
|
|
(28,018
|
)
|
Balance at September 30, 2017
|
104,574
|
|
|
7,630,369
|
|
|
1,408,382
|
|
|
|
|
|
|
|
|||
Balance at December 31, 2017 and September 30, 2018
|
104,574
|
|
|
7,632,669
|
|
|
1,406,082
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Revenue
|
|
|
|
|
|
|
|
||||||||
LEU Segment:
|
|
|
|
|
|
|
|
||||||||
Separative work units
|
$
|
17.6
|
|
|
$
|
43.5
|
|
|
$
|
68.2
|
|
|
$
|
82.2
|
|
Uranium
|
11.3
|
|
|
—
|
|
|
14.9
|
|
|
—
|
|
||||
Total
|
28.9
|
|
|
43.5
|
|
|
83.1
|
|
|
82.2
|
|
||||
Contract Services Segment
|
5.2
|
|
|
6.8
|
|
|
26.1
|
|
|
19.3
|
|
||||
Total revenue
|
$
|
34.1
|
|
|
$
|
50.3
|
|
|
$
|
109.2
|
|
|
$
|
101.5
|
|
|
|
|
|
|
|
|
|
||||||||
Segment Gross Profit (Loss)
|
|
|
|
|
|
|
|
||||||||
LEU Segment
|
$
|
8.0
|
|
|
$
|
10.8
|
|
|
$
|
(15.5
|
)
|
|
$
|
4.3
|
|
Contract Services Segment
|
(0.2
|
)
|
|
0.5
|
|
|
7.3
|
|
|
(0.6
|
)
|
||||
Gross profit (loss)
|
$
|
7.8
|
|
|
$
|
11.3
|
|
|
$
|
(8.2
|
)
|
|
$
|
3.7
|
|
•
|
sales of the SWU component of LEU,
|
•
|
sales of both the SWU and uranium components of LEU, and
|
•
|
sales of natural uranium.
|
•
|
Additional short-term purchases or sales of SWU and uranium;
|
•
|
Timing of customer orders, related deliveries, and purchases of LEU or components;
|
•
|
The outcome of legal proceedings and other contingencies;
|
•
|
Potential use of cash for strategic initiatives;
|
•
|
Actions taken by our customers, including actions that might affect our existing contracts, as a result of market and other conditions impacting our customers and the industry; and
|
•
|
Timing of return of cash collateral supporting financial assurance.
|
|
Three Months Ended
September 30, |
|
|
|
|
|||||||||
|
2018
|
|
2017
|
|
$ Change
|
|
% Change
|
|||||||
LEU Segment
|
|
|
|
|
|
|
|
|||||||
Revenue:
|
|
|
|
|
|
|
|
|||||||
SWU revenue
|
$
|
17.6
|
|
|
$
|
43.5
|
|
|
$
|
(25.9
|
)
|
|
(60
|
)%
|
Uranium revenue
|
11.3
|
|
|
—
|
|
|
11.3
|
|
|
–
|
|
|||
Total
|
28.9
|
|
|
43.5
|
|
|
(14.6
|
)
|
|
(34
|
)%
|
|||
Cost of sales
|
20.9
|
|
|
32.7
|
|
|
11.8
|
|
|
36
|
%
|
|||
Gross profit
|
$
|
8.0
|
|
|
$
|
10.8
|
|
|
$
|
(2.8
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Contract Services Segment
|
|
|
|
|
|
|
|
|
|
|||||
Revenue
|
$
|
5.2
|
|
|
$
|
6.8
|
|
|
$
|
(1.6
|
)
|
|
(24
|
)%
|
Cost of sales
|
5.4
|
|
|
6.3
|
|
|
0.9
|
|
|
14
|
%
|
|||
Gross profit (loss)
|
$
|
(0.2
|
)
|
|
$
|
0.5
|
|
|
$
|
(0.7
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total
|
|
|
|
|
|
|
|
|
|
|||||
Revenue
|
$
|
34.1
|
|
|
$
|
50.3
|
|
|
$
|
(16.2
|
)
|
|
(32
|
)%
|
Cost of sales
|
26.3
|
|
|
39.0
|
|
|
12.7
|
|
|
33
|
%
|
|||
Gross profit
|
$
|
7.8
|
|
|
$
|
11.3
|
|
|
$
|
(3.5
|
)
|
|
|
|
|
Nine Months Ended
September 30, |
|
|
|
|
|||||||||
|
2018
|
|
2017
|
|
$ Change
|
|
% Change
|
|||||||
LEU Segment
|
|
|
|
|
|
|
|
|||||||
Revenue:
|
|
|
|
|
|
|
|
|||||||
SWU revenue
|
$
|
68.2
|
|
|
$
|
82.2
|
|
|
$
|
(14.0
|
)
|
|
(17
|
)%
|
Uranium revenue
|
14.9
|
|
|
—
|
|
|
14.9
|
|
|
–
|
|
|||
Total
|
83.1
|
|
|
82.2
|
|
|
0.9
|
|
|
1
|
%
|
|||
Cost of sales
|
98.6
|
|
|
77.9
|
|
|
(20.7
|
)
|
|
(27
|
)%
|
|||
Gross profit (loss)
|
$
|
(15.5
|
)
|
|
$
|
4.3
|
|
|
$
|
(19.8
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Contract Services Segment
|
|
|
|
|
|
|
|
|
|
|||||
Revenue
|
$
|
26.1
|
|
|
$
|
19.3
|
|
|
$
|
6.8
|
|
|
35
|
%
|
Cost of sales
|
18.8
|
|
|
19.9
|
|
|
1.1
|
|
|
6
|
%
|
|||
Gross profit (loss)
|
$
|
7.3
|
|
|
$
|
(0.6
|
)
|
|
$
|
7.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total
|
|
|
|
|
|
|
|
|
|
|||||
Revenue
|
$
|
109.2
|
|
|
$
|
101.5
|
|
|
$
|
7.7
|
|
|
8
|
%
|
Cost of sales
|
117.4
|
|
|
97.8
|
|
|
(19.6
|
)
|
|
(20
|
)%
|
|||
Gross profit (loss)
|
$
|
(8.2
|
)
|
|
$
|
3.7
|
|
|
$
|
(11.9
|
)
|
|
|
|
Nine Months Ended
September 30, |
||||||
|
2018
|
|
2017
|
||||
LEU Segment (GAAP)
|
|
|
|
||||
Gross profit (loss)
|
$
|
(15.5
|
)
|
|
$
|
4.3
|
|
Gross margin
|
(18.7
|
)%
|
|
5.2
|
%
|
||
|
|
|
|
||||
Legacy costs included in cost of sales:
|
|
|
|
||||
Pension and postretirement health and life benefits
|
$
|
2.3
|
|
|
$
|
3.3
|
|
Disability obligations and other
|
0.6
|
|
|
0.4
|
|
||
Legacy costs
|
$
|
2.9
|
|
|
$
|
3.7
|
|
|
|
|
|
||||
LEU Segment excluding legacy costs (non-GAAP)
|
|
|
|
||||
Gross profit (loss) excluding legacy costs
|
$
|
(12.6
|
)
|
|
$
|
8.0
|
|
Gross margin excluding legacy costs
|
(15.2
|
)%
|
|
9.7
|
%
|
|
Three Months Ended
September 30, |
|
|
|
|
|||||||||
|
2018
|
|
2017
|
|
$ Change
|
|
% Change
|
|||||||
Gross profit
|
$
|
7.8
|
|
|
$
|
11.3
|
|
|
$
|
(3.5
|
)
|
|
(31
|
)%
|
Advanced technology license and decommissioning costs
|
5.8
|
|
|
4.5
|
|
|
(1.3
|
)
|
|
(29
|
)%
|
|||
Selling, general and administrative
|
8.8
|
|
|
11.0
|
|
|
2.2
|
|
|
20
|
%
|
|||
Amortization of intangible assets
|
1.7
|
|
|
2.5
|
|
|
0.8
|
|
|
32
|
%
|
|||
Special charges for workforce reductions and advisory costs
|
0.6
|
|
|
2.4
|
|
|
1.8
|
|
|
75
|
%
|
|||
Gains on sales of assets
|
—
|
|
|
(0.6
|
)
|
|
(0.6
|
)
|
|
(100
|
)%
|
|||
Operating loss
|
(9.1
|
)
|
|
(8.5
|
)
|
|
(0.6
|
)
|
|
(7
|
)%
|
|||
Nonoperating components of net periodic benefit expense (income)
|
(1.6
|
)
|
|
(0.3
|
)
|
|
1.3
|
|
|
433
|
%
|
|||
Interest expense
|
1.0
|
|
|
0.7
|
|
|
(0.3
|
)
|
|
(43
|
)%
|
|||
Investment income
|
(0.7
|
)
|
|
(0.4
|
)
|
|
0.3
|
|
|
75
|
%
|
|||
Loss before income taxes
|
(7.8
|
)
|
|
(8.5
|
)
|
|
0.7
|
|
|
8
|
%
|
|||
Income tax benefit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Net loss
|
(7.8
|
)
|
|
(8.5
|
)
|
|
0.7
|
|
|
8
|
%
|
|||
Preferred stock dividends - undeclared and cumulative
|
1.9
|
|
|
2.0
|
|
|
0.1
|
|
|
5
|
%
|
|||
Net loss allocable to common stockholders
|
$
|
(9.7
|
)
|
|
$
|
(10.5
|
)
|
|
$
|
0.8
|
|
|
8
|
%
|
|
Nine Months Ended
September 30, |
|
|
|
|
|||||||||
|
2018
|
|
2017
|
|
$ Change
|
|
% Change
|
|||||||
Gross profit (loss)
|
$
|
(8.2
|
)
|
|
3.7
|
|
|
$
|
(11.9
|
)
|
|
(322
|
)%
|
|
Advanced technology license and decommissioning costs
|
19.2
|
|
|
15.0
|
|
|
(4.2
|
)
|
|
(28
|
)%
|
|||
Selling, general and administrative
|
29.7
|
|
|
33.1
|
|
|
3.4
|
|
|
10
|
%
|
|||
Amortization of intangible assets
|
4.5
|
|
|
5.7
|
|
|
1.2
|
|
|
21
|
%
|
|||
Special charges for workforce reductions and advisory costs
|
1.5
|
|
|
7.1
|
|
|
5.6
|
|
|
79
|
%
|
|||
Gains on sales of assets
|
(0.3
|
)
|
|
(2.3
|
)
|
|
(2.0
|
)
|
|
(87
|
)%
|
|||
Operating loss
|
(62.8
|
)
|
|
(54.9
|
)
|
|
(7.9
|
)
|
|
(14
|
)%
|
|||
Gain on early extinguishment of debt
|
—
|
|
|
(33.6
|
)
|
|
(33.6
|
)
|
|
(100
|
)%
|
|||
Nonoperating components of net periodic benefit expense (income)
|
(4.9
|
)
|
|
(1.1
|
)
|
|
3.8
|
|
|
345
|
%
|
|||
Interest expense
|
3.0
|
|
|
4.3
|
|
|
1.3
|
|
|
30
|
%
|
|||
Investment income
|
(1.9
|
)
|
|
(1.0
|
)
|
|
0.9
|
|
|
90
|
%
|
|||
Loss before income taxes
|
(59.0
|
)
|
|
(23.5
|
)
|
|
(35.5
|
)
|
|
(151
|
)%
|
|||
Income tax benefit
|
(0.1
|
)
|
|
(0.2
|
)
|
|
(0.1
|
)
|
|
(50
|
)%
|
|||
Net loss
|
(58.9
|
)
|
|
(23.3
|
)
|
|
(35.6
|
)
|
|
(153
|
)%
|
|||
Preferred stock dividends - undeclared and cumulative
|
5.9
|
|
|
5.0
|
|
|
(0.9
|
)
|
|
(18
|
)%
|
|||
Net loss allocable to common stockholders
|
$
|
(64.8
|
)
|
|
$
|
(28.3
|
)
|
|
$
|
(36.5
|
)
|
|
(129
|
)%
|
|
Nine Months Ended
September 30, |
||||||
|
2018
|
|
2017
|
||||
Cash used in operating activities
|
$
|
(77.7
|
)
|
|
$
|
(86.6
|
)
|
Cash provided by investing activities
|
0.3
|
|
|
1.8
|
|
||
Cash used in financing activities
|
(6.1
|
)
|
|
(40.0
|
)
|
||
Decrease in cash and cash equivalents
|
$
|
(83.5
|
)
|
|
$
|
(124.8
|
)
|
|
September 30,
2018 |
|
December 31,
2017 |
||||
|
|
||||||
Cash and cash equivalents
|
$
|
124.9
|
|
|
$
|
208.8
|
|
Accounts receivable
|
2.5
|
|
|
60.2
|
|
||
Inventories, net
|
59.2
|
|
|
75.2
|
|
||
Deposits for financial assurance
|
30.2
|
|
|
16.3
|
|
||
Current debt
|
(39.1
|
)
|
|
(6.1
|
)
|
||
Other current assets and liabilities, net
|
(107.5
|
)
|
|
(190.9
|
)
|
||
Working capital
|
$
|
70.2
|
|
|
$
|
163.5
|
|
10.48
|
|
|
|
10.49
|
|
|
|
31.1
|
|
|
|
31.2
|
|
|
|
32.1
|
|
|
|
101
|
Unaudited condensed consolidated financial statements from the Quarterly Report on Form 10-Q for the quarter ended September 30, 2018, filed in interactive data file (XBRL) format.
|
|
|
|
Centrus Energy Corp.
|
|
|
|
|
|
|
|
|
|
|
|
Date:
|
November 8, 2018
|
By:
|
/s/ Marian K. Davis
|
|
|
|
|
Marian K. Davis
|
|
|
|
Senior Vice President, Chief Financial Officer and Treasurer
|
||
|
|
(Duly Authorized Officer and Principal Financial Officer)
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Centrus Energy Corp.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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(c)
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(d)
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Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
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5.
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The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
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(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting that are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
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(b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
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November 8, 2018
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/s/ Daniel B. Poneman
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Daniel B. Poneman
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President and Chief Executive Officer
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1.
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I have reviewed this quarterly report on Form 10-Q of Centrus Energy Corp.;
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2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting that are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
November 8, 2018
|
/s/ Marian K. Davis
|
|
Marian K. Davis
|
|
Senior Vice President, Chief Financial Officer and Treasurer
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November 8, 2018
|
/s/ Daniel B. Poneman
|
|
Daniel B. Poneman
|
|
President and Chief Executive Officer
|
November 8, 2018
|
/s/ Marian K. Davis
|
|
Marian K. Davis
|
|
Senior Vice President, Chief Financial Officer and Treasurer
|