Babcock & Wilcox Enterprises, Inc.

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheet of Babcock & Wilcox Enterprises, Inc. (the "Company") as of December 31, 2025, the related consolidated statements of operations, comprehensive income (loss), stockholders' deficit, and cash flows for the year then ended, and the related notes and schedule listed in Item 15 (collectively referred to as the "consolidated financial statements"). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2025, and the results of its operations and its cash flows for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

We also have audited the adjustments to the 2024 and 2023 consolidated financial statements to retrospectively reflect the operations of the Company's Allen-Sherman-Hoff ("ASH") Division as discontinued operations as discussed in Note 5, and to recast the segment disclosures in Note 6. In our opinion, such adjustments are appropriate and have been properly applied. We were not engaged to audit, review, or apply any procedures to the 2024 or 2023 consolidated financial statements of the Company other than with respect to the adjustments and, accordingly, we do not express an opinion or any other form of assurance on the 2024 and 2023 consolidated financial statements taken as a whole.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) and our report dated March 16, 2026, expressed an adverse opinion thereon.

These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's consolidated financial statements based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.

Our audit included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audit provides a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of the critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Over Time Revenue Recognition

As described in Note 2 to the Company's consolidated financial statements, revenue that the Company recognizes on fixed-price contracts over the contract term ("over time") primarily relates to customized, engineered solutions and construction services. Typically, revenue is recognized over time using the cost-to-cost input method that uses costs incurred to date relative to total estimated costs at completion to measure progress toward satisfying the Company's performance obligations. Substantially all of the Company's revenue recognized over time under the cost-to-cost input method contains a single performance obligation as the interdependent nature of the goods and services provided prevents them from being separately identifiable within the contract.

We identified revenue recognition on certain fixed-price contracts as a critical audit matter due to the significant management judgment involved in estimating total costs and profit for measuring progress to completion to recognize revenue for fixed-price contracts. Auditing these elements of revenue recognition involved especially subjective and challenging auditor judgment due to the nature of audit evidence and extent of audit effort required to address these matters.

The primary procedures we performed to address this critical audit matter included:

◦Testing the completeness, existence, and accuracy of estimated costs and progress to completion calculations for certain fixed-price contracts by validating the underlying project data and assumptions used as inputs through the inspection of relevant source documents including contracts, project budgets and activity reports, invoices of costs incurred to date, and inquiry of project managers.

◦Evaluating management's ability to estimate costs and progress to completion by performing a retrospective review of estimated project costs to actual project costs and investigating variances outside of predetermined thresholds through the inspection of relevant source

documents.

Effect of Material Weakness in Internal Control over Financial Reporting

As disclosed in management's report on internal control over financial reporting, the Company identified material weaknesses as of December 31, 2025. These material weaknesses included ineffective controls across the following components of the Internal Control - Integrated Framework (2013) issued by COSO: (i) Control Environment, (ii) Control Activities, and (iii) Information and Communication.

We identified the evaluation of the sufficiency of audit evidence as a critical audit matter. Evaluating the sufficiency of audit evidence obtained was especially challenging as it required an increased audit effort because the pervasiveness of the material weaknesses noted above affected substantially all financial statement account balances and disclosures.

The primary procedures we performed to address this critical audit matter included:

◦Lowering the threshold for investigating differences between recorded amounts and independent expectations developed by us that we would have otherwise used to test certain financial statement accounts.

◦Increasing the number of selections that we would have otherwise made to test certain financial statement accounts.

◦Directly testing the completeness and accuracy of information produced by the Company, and increasing the number of selections that we would have otherwise made to test the completeness and accuracy of certain information produced by the Company.

/s/BDO USA, P.C.

We have served as the Company's auditor since 2025.

Opinion on the Financial Statements

We have audited, before the effects of the retrospective adjustments to reflect the operations of the Allen-Sherman-Hoff Division ("ASH") as discontinued operations discussed in Note 5 and for a change in the composition of reportable segments discussed in Note 6 to the consolidated financial statements, the consolidated balance sheet of Babcock & Wilcox Enterprises, Inc. and subsidiaries (the "Company") as of December 31, 2024, the related consolidated statements of operations, comprehensive (loss) income, stockholders' equity, and cash flows, for the years ended December 31, 2024 and 2023, and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the "financial statements") (the 2024 and 2023 financial statements before the effects of the retrospective adjustments discussed in Notes 5 and 6 to the financial statements are not presented herein). In our opinion, the 2024 and 2023 financial statements, before the effects of the retrospective adjustments to reflect the operations of ASH as discontinued operations discussed in Note 5 and for a change in the composition of reportable segments discussed in Note 6 to the financial statements, present fairly, in all material respects, the financial position of the Company as of December 31, 2024, and the results of its operations and its cash flows for the years ended December 31, 2024 and 2023, in conformity with accounting principles generally accepted in the United States of America. We were not engaged to audit, review, or apply any procedures to the retrospective adjustments to reflect the operations of ASH as discontinued operations discussed in Note 5 or for the change in the composition of reportable segments discussed in Note 6 to the consolidated financial statements, and accordingly, we do not express an opinion or any other form of assurance about whether such retrospective adjustments are appropriate and have been properly applied. Those retrospective adjustments were audited by the successor auditor.

Going Concern

The 2024 financial statements of the Company were prepared assuming that the Company would continue as a going concern. As of the date of issuance of the Company's 2024 financial statements, the Company had uncertainty regarding its ability to refinance its Credit Agreement by November 30, 2025 and its Senior Notes by February 28, 2026, which raised substantial doubt about its ability to continue as a going concern. Management's plans regarding these matters were also described in the 2024 financial statements. The 2024 financial statements did not include any adjustments that might result from the outcome of this uncertainty.

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ Deloitte & Touche LLP

March 31, 2025 (January 16, 2026, as to the effects of discontinued operations for Diamond Power discussed in Note 5).

We began serving as the Company's auditor in 2014. In 2025 we became the predecessor auditor.