Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 10-Q
_________________________________________________

(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2019March 31, 2020              or  
          TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 
For the transition period from              to             
Commission file number 1-12289
SEACOR Holdings Inc.
(Exact Name of Registrant as Specified in Its Charter)

Delaware13-3542736
(State or Other Jurisdiction of        (IRS Employer
Incorporation or Organization)       Identification No.)
2200 Eller Drive, P.O. Box 13038,
Fort Lauderdale,, Florida33316
(Address of Principal Executive Offices)      (Zip Code)

954-523-2200954-523-2200
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:
Title of each class       Trading Symbol    Name of each exchange on which registered
Common Stock, par value $0.01 per shareCKH   CKHNew York Stock Exchange
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes      No  
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes       No  
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting Emerging growth
(Do not check if a smaller  company   company
reporting company)
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes     No  
The total number of shares of common stock, par value $.01 per share, outstanding as of July 19, 2019April 24, 2020 was 18,549,972.20,333,024. The Registrant has no other class of common stock outstanding.


Table of Contents

SEACOR HOLDINGS INC.
Table of Contents



i


PART I—FINANCIAL INFORMATION

ITEM 1.FINANCIAL STATEMENTSItem 4.
Item 5.
Item 6.

i

Table of Contents
SEACOR HOLDINGS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data, unaudited)
 June 30,
2019
 December 31,
2018
ASSETS   
Current Assets:   
Cash and cash equivalents$138,757
 $144,221
Restricted cash and restricted cash equivalents1,221
 2,991
Marketable securities39,368
 30,316
Receivables:   
Trade, net of allowance for doubtful accounts of $3,023 and $3,481 in 2019 and 2018, respectively164,964
 171,828
Other38,297
 38,881
Inventories5,293
 4,530
Prepaid expenses and other5,640
 5,382
Total current assets393,540
 398,149
Property and Equipment:   
Historical cost1,416,084
 1,407,329
Accumulated depreciation(593,168) (560,819)
Net property and equipment822,916
 846,510
Operating Lease Right-of-Use Assets161,518
 
Investments, at Equity, and Advances to 50% or Less Owned Companies155,645
 156,886
Construction Reserve Funds3,908
 3,908
Goodwill32,714
 32,708
Intangible Assets, Net22,773
 24,551
Other Assets10,376
 8,312
 $1,603,390
 $1,471,024
LIABILITIES AND EQUITY   
Current Liabilities:   
Current portion of long-term debt$78,301
 $8,497
Current portion of long-term operating lease liabilities36,171
 
Accounts payable and accrued expenses35,132
 59,607
Other current liabilities64,796
 55,659
Total current liabilities214,400
 123,763
Long-Term Debt234,445
 346,128
Long-Term Operating Lease Liabilities125,182
 
Deferred Income Taxes99,938
 94,420
Deferred Gains and Other Liabilities20,768
 52,871
Total liabilities694,733
 617,182
Equity:   
SEACOR Holdings Inc. stockholders’ equity:   
Preferred stock, $.01 par value, 10,000,000 shares authorized; none issued nor outstanding
 
Common stock, $.01 par value, 60,000,000 shares authorized; 39,210,865 and 39,001,924 shares issued in 2019 and 2018, respectively392
 390
Additional paid-in capital1,600,838
 1,596,642
Retained earnings512,618
 474,809
Shares held in treasury of 20,661,083 and 20,671,627 in 2019 and 2018, respectively, at cost(1,366,432) (1,366,773)
Accumulated other comprehensive loss, net of tax(995) (914)
 746,421
 704,154
Noncontrolling interests in subsidiaries162,236
 149,688
Total equity908,657
 853,842
 $1,603,390
 $1,471,024
PART I - FINANCIAL INFORMATION


ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)

SEACOR HOLDINGS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data, unaudited)
March 31,
2020
December 31,
2019
ASSETS
Current Assets:
Cash and cash equivalents$76,106  $77,222  
Restricted cash and restricted cash equivalents1,224  1,222  
Marketable securities7,832  7,936  
Receivables:
Trade, net of allowance for doubtful accounts of $2,898 and $2,871 in 2020 and 2019, respectively192,350  194,022  
Other67,938  38,881  
Inventories4,050  5,255  
Prepaid expenses and other5,387  6,971  
Total current assets354,887  331,509  
Property and Equipment:
Historical cost1,441,509  1,442,382  
Accumulated depreciation(639,424) (624,024) 
Net property and equipment802,085  818,358  
Operating Lease Right-of-Use Assets136,180  144,539  
Investments, at Equity, and Advances to 50% or Less Owned Companies151,568  157,108  
Goodwill32,586  32,701  
Intangible Assets, Net22,952  20,996  
Other Assets8,615  7,761  
$1,508,873  $1,512,972  
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of long-term debt$44,495  $58,854  
Current portion of long-term operating lease liabilities35,258  36,011  
Accounts payable and accrued expenses43,663  57,595  
Other current liabilities75,225  57,501  
Total current liabilities198,641  209,961  
Long-Term Debt254,272  255,612  
Long-Term Operating Lease Liabilities100,789  108,295  
Deferred Income Taxes123,054  105,661  
Deferred Gains and Other Liabilities19,103  20,929  
Total liabilities695,859  700,458  
Equity:
SEACOR Holdings Inc. stockholders’ equity:
Preferred stock, $0.01 par value, 10,000,000 shares authorized; none issued nor outstanding—  —  
Common stock, $0.01 par value, 60,000,000 shares authorized; 41,005,575 and 40,819,892 shares issued in 2020 and 2019, respectively410  408  
Additional paid-in capital1,662,938  1,661,002  
Retained earnings518,573  517,106  
Shares held in treasury of 20,672,551 and 20,643,724 in 2020 and 2019, respectively, at cost(1,366,787) (1,365,792) 
Accumulated other comprehensive loss, net of tax(2,909) (998) 
812,225  811,726  
Noncontrolling interests in subsidiaries789  788  
Total equity813,014  812,514  
$1,508,873  $1,512,972  



The accompanying notes are an integral part of these condensed consolidated financial statements
and should be read in conjunction herewith.
1

Table of Contents
SEACOR HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except share data, unaudited)
 Three Months Ended June 30, Six Months Ended June 30,
 2019 2018 2019 2018
Operating Revenues$197,023
 $216,831
 $406,547
 $401,655
Costs and Expenses:       
Operating142,871
 162,168
 289,982
 293,945
Administrative and general26,714
 24,311
 53,460
 50,106
Depreciation and amortization17,009
 18,844
 34,145
 38,453
 186,594
 205,323
 377,587
 382,504
Gains on Asset Dispositions, Net677
 506
 1,114
 7,551
Operating Income11,106
 12,014
 30,074
 26,702
Other Income (Expense):       
Interest income1,885
 2,179
 3,785
 4,035
Interest expense(4,903) (8,604) (10,016) (17,167)
Debt extinguishment losses, net(503) (5,407) (1,296) (5,449)
Marketable security gains (losses), net13,284
 782
 16,352
 (3,016)
Foreign currency gains (losses), net(191) (1,346) 214
 344
Other, net25
 54,311
 (619) 54,594
 9,597
 41,915
 8,420
 33,341
Income Before Income Tax Expense and Equity in Earnings (Losses) of 50% or Less Owned Companies20,703
 53,929
 38,494
 60,043
Income Tax Expense3,390
 9,853
 5,595
 9,572
Income Before Equity in Earnings (Losses) of 50% or Less Owned Companies17,313
 44,076
 32,899
 50,471
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax(312) 1,931
 (2,830) 1,094
Net Income17,001
 46,007
 30,069
 51,565
Net Income Attributable to Noncontrolling Interests in Subsidiaries2,448
 881
 7,783
 5,798
Net Income Attributable to SEACOR Holdings Inc.$14,553
 $45,126
 $22,286
 $45,767
       
Basic Earnings Per Common Share of SEACOR Holdings Inc.$0.80
 $2.50
 $1.22
 $2.54
       
Diluted Earnings Per Common Share of SEACOR Holdings Inc.$0.76
 $2.14
 $1.17
 $2.32
        
Weighted Average Common Shares Outstanding:       
Basic18,288,879
 18,076,944
 18,260,876
 18,023,752
Diluted19,633,523
 22,587,543
 19,599,990
 22,462,300
SEACOR HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(in thousands, except share data, unaudited)

Three Months Ended March 31,
20202019
Operating Revenues$192,296  $209,524  
Costs and Expenses:
Operating146,028  147,111  
Administrative and general29,021  26,746  
Depreciation and amortization17,729  17,136  
192,778  190,993  
Gains on Asset Dispositions, Net384  437  
Operating Income (Loss)(98) 18,968  
Other Income (Expense):
Interest income1,601  1,900  
Interest expense(4,470) (5,113) 
Debt extinguishment losses(319) (793) 
Marketable security gains (losses), net(104) 3,068  
Foreign currency gains (losses), net(4,582) 405  
Other, net92  (644) 
(7,782) (1,177) 
Income (Loss) Before Income Tax Expense (Benefit) and Equity in Losses of 50% or Less Owned Companies(7,880) 17,791  
Income Tax Expense (Benefit)(14,142) 2,205  
Income Before Equity in Losses of 50% or Less Owned Companies6,262  15,586  
Equity in Losses of 50% or Less Owned Companies, Net of Tax(4,793) (2,518) 
Net Income1,469  13,068  
Net Income Attributable to Noncontrolling Interests in Subsidiaries 5,335  
Net Income Attributable to SEACOR Holdings Inc.$1,467  $7,733  
Basic Earnings Per Common Share of SEACOR Holdings Inc.$0.07  $0.42  
Diluted Earnings Per Common Share of SEACOR Holdings Inc.$0.07  $0.41  
Weighted Average Common Shares Outstanding:
Basic19,950,444  18,232,562  
Diluted19,994,025  19,571,339  













The accompanying notes are an integral part of these condensed consolidated financial statements
and should be read in conjunction herewith.
2


SEACOR HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands, unaudited)
 Three Months Ended June 30, Six Months Ended June 30,
 2019 2018 2019 2018
Net Income$17,001
 $46,007
 $30,069
 $51,565
Other Comprehensive Income (Loss):       
Foreign currency translation gains (losses)(92) (509) (13) 135
Income tax benefit (expense)
 28
 (68) 25
 (92) (481) (81) 160
Comprehensive Income16,909
 45,526
 29,988
 51,725
Comprehensive Income Attributable to Noncontrolling Interests in Subsidiaries2,448
 881
 7,783
 5,798
Comprehensive Income Attributable to SEACOR Holdings Inc.$14,461
 $44,645
 $22,205
 $45,927
SEACOR HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands, unaudited)

Three Months Ended March 31,
20202019
Net Income$1,469  $13,068  
Other Comprehensive Income (Loss):
Foreign currency translation gains (losses), net(996) 79  
Derivative losses on cash flow hedges(918) —  
(1,914) 79  
Income tax benefit (expense) (68) 
(1,911) 11  
Comprehensive Income(442) 13,079  
Comprehensive Income Attributable to Noncontrolling Interests in Subsidiaries 5,335  
Comprehensive Income Attributable to SEACOR Holdings Inc.$(444) $7,744  







































The accompanying notes are an integral part of these condensed consolidated financial statements
and should be read in conjunction herewith.
3


SEACOR HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(in thousands, unaudited)
 SEACOR Holdings Inc. Stockholders’ Equity Non-
Controlling
Interests In
Subsidiaries
 Total
Equity
For the six months ended June 30, 2019Common
Stock
 Additional
Paid-In
Capital
 Retained
Earnings
 Treasury Stock Accumulated
Other
Comprehensive
Loss
 
December 31, 2018$390
 $1,596,642
 $474,809
 $(1,366,773) $(914) $149,688
 $853,842
Impact of adoption of accounting principle, net of tax
 
 15,523
 
 
 9,836
 25,359
December 31, 2018, As Adjusted390
 1,596,642
 490,332
 (1,366,773) (914) 159,524
 879,201
Issuance of common stock:             
Employee Stock Purchase Plan
 
 
 857
 
 
 857
Exercise of stock options
 1,734
 
 
 
 
 1,734
Director stock awards
 55
 
 
 
 
 55
Restricted stock2
 (2) 
 
 
 
 
Purchase of conversion option in convertible debt, net of tax
 (103) 
 
 
 
 (103)
Purchase of treasury shares
 
 
 (516) 
 
 (516)
Amortization of share awards
 2,512
 
 
 
 
 2,512
Distributions to noncontrolling interests
 
 
 
 
 (5,071) (5,071)
Net income
 
 22,286
 
 
 7,783
 30,069
Other comprehensive loss
 
 
 
 (81) 
 (81)
June 30, 2019$392
 $1,600,838
 $512,618
 $(1,366,432) $(995) $162,236
 $908,657
SEACOR HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(in thousands, unaudited)
SEACOR Holdings Inc. Stockholders’ EquityNon-
Controlling
Interests In
Subsidiaries
Total
Equity
SEACOR Holdings Inc. Stockholders’ Equity 
Non-
Controlling
Interests In
Subsidiaries
 
Total
Equity
Common
Stock
Additional
Paid-In
Capital
Retained
Earnings
Treasury StockAccumulated
Other
Comprehensive
Loss
Non-
Controlling
Interests In
Subsidiaries
Total
Equity
For the three months ended June 30, 2019
Common
Stock
 
Additional
Paid-In
Capital
 
Retained
Earnings
 Treasury Stock 
Accumulated
Other
Comprehensive
Loss
 
March 31, 2019$392
 $1,598,804
 $498,065
 $(1,366,267) $(903) $164,703
 $894,794
December 31, 2019December 31, 2019$408  $1,661,002  $517,106  $(1,365,792) $(998) $788  $812,514  
Issuance of common stock:             Issuance of common stock:
Employee Stock Purchase PlanEmployee Stock Purchase Plan—  —  —  949  —  —  949  
Exercise of stock options
 861
 
 
 
 
 861
Exercise of stock options—  421  —  —  —  —  421  
Director stock awards
 22
 
 
 
 
 22
Director stock awards—  21  —  —  —  —  21  
Purchase of conversion option in convertible debt, net of tax
 (103) 
 
 
 
 (103)
Restricted stockRestricted stock (2) —  —  —  —  —  
Purchase of treasury shares
 
 
 (165) 
 
 (165)Purchase of treasury shares—  —  —  (1,944) —  —  (1,944) 
Amortization of share awards
 1,254
 
 
 
 
 1,254
Amortization of share awards—  1,496  —  —  —  —  1,496  
Distributions to noncontrolling interests
 
 
 
 
 (4,915) (4,915)Distributions to noncontrolling interests—  —  —  —  —  (1) (1) 
Net income
 
 14,553
 
 
 2,448
 17,001
Net income—  —  1,467  —  —   1,469  
Other comprehensive loss
 
 
 
 (92) 
 (92)Other comprehensive loss—  —  —  —  (1,911) —  (1,911) 
June 30, 2019$392
 $1,600,838
 $512,618
 $(1,366,432) $(995) $162,236
 $908,657
March 31, 2020March 31, 2020$410  $1,662,938  $518,573  $(1,366,787) $(2,909) $789  $813,014  




SEACOR Holdings Inc. Stockholders’ EquityNon-
Controlling
Interests In
Subsidiaries
Total
Equity
Common
Stock
Additional
Paid-In
Capital
Retained
Earnings
Treasury StockAccumulated
Other
Comprehensive
Income (Loss)
December 31, 2018$390  $1,596,642  $474,809  $(1,366,773) $(914) $149,688  $853,842  
Impact of adoption of accounting principle, net of tax—  —  15,523  —  —  9,836  25,359  
December 31, 2018, As Adjusted390  1,596,642  490,332  (1,366,773) (914) 159,524  879,201  
Issuance of common stock:
Employee Stock Purchase Plan—  —  —  857  —  —  857  
Exercise of stock options—  873  —  —  —  —  873  
Director stock awards—  33  —  —  —  —  33  
Restricted stock (2) —  —  —  —  —  
Purchase of treasury shares—  —  —  (351) —  —  (351) 
Amortization of share awards—  1,258  —  —  —  —  1,258  
Distributions to noncontrolling interests—  —  —  —  —  (156) (156) 
Net income—  —  7,733  —  —  5,335  13,068  
Other comprehensive income—  —  —  —  11  —  11  
March 31, 2019$392  $1,598,804  $498,065  $(1,366,267) $(903) $164,703  $894,794  












The accompanying notes are an integral part of these condensed consolidated financial statements
and should be read in conjunction herewith.

4

Table of Contents
SEACOR HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(in thousands, unaudited)
 SEACOR Holdings Inc. Stockholders’ Equity Non-
Controlling
Interests In
Subsidiaries
 Total
Equity
For the six months ended June 30, 2018Common
Stock
 Additional
Paid-In
Capital
 Retained
Earnings
 Treasury Stock Accumulated
Other
Comprehensive
Income (Loss)
 
December 31, 2017$387
 $1,573,013
 $419,128
 $(1,368,300) $(545) $129,678
 $753,361
Impact of adoption of accounting principle
 
 (2,467) 
 
 
 (2,467)
December 31, 2017, As Adjusted387
 1,573,013
 416,661
 (1,368,300) (545) 129,678
 750,894
Issuance of common stock:             
Employee Stock Purchase Plan
 
 
 867
 
 
 867
Exercise of stock options1
 4,712
 
 
 
 
 4,713
Director stock awards
 73
 
 
 
 
 73
Restricted stock1
 (1) 
 
 
 
 
Net issuance of conversion option on exchange of convertible debt, net of tax
 12,735
 
 
 
 
 12,735
Purchase of conversion option in convertible debt, net of tax
 (5) 
 
 
 
 (5)
Amortization of share awards
 1,848
 
 
 
 
 1,848
Acquisition of a subsidiary with noncontrolling interests
 
 
 
 
 96
 96
Distributions to noncontrolling interests
 
 
 
 
 (5,110) (5,110)
Net income
 
 45,767
 
 
 5,798
 51,565
Other comprehensive income
 
 
 
 160
 
 160
June 30, 2018$389
 $1,592,375
 $462,428
 $(1,367,433) $(385) $130,462
 $817,836
SEACOR HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands, unaudited)
 SEACOR Holdings Inc. Stockholders’ Equity Non-
Controlling
Interests In
Subsidiaries
 Total
Equity
For the three months ended June 30, 2018Common
Stock
 Additional
Paid-In
Capital
 Retained
Earnings
 Treasury Stock Accumulated
Other
Comprehensive
Income (Loss)
 
March 31, 2018389
 1,576,657
 417,302
 (1,367,433) 96
 134,463
 761,474
Issuance of common stock:             
Exercise of stock options
 1,985
 
 
 
 
 1,985
Director stock awards
 53
 
 
 
 
 53
Net issuance of conversion option on exchange of convertible debt, net of tax
 12,735
 
 
 
 
 12,735
Purchase of conversion option in convertible debt, net of tax
 (5) 
 
 
 
 (5)
Amortization of share awards
 950
 
 
 
 
 950
Acquisition of a subsidiary with noncontrolling interests
 
 
 
 
 96
 96
Distributions to noncontrolling interests
 
 
 
 
 (4,978) (4,978)
Net income
 
 45,126
 
 
 881
 46,007
Other comprehensive loss
 
 
 
 (481) 
 (481)
June 30, 2018$389
 $1,592,375
 $462,428
 $(1,367,433) $(385) $130,462
 $817,836
Three Months Ended March 31,
20202019
Net Cash Provided by Operating Activities$25,002  $34,660  
Cash Flows from Investing Activities:
Purchases of property and equipment(6,377) (5,649) 
Proceeds from disposition of property and equipment114  120  
Payments received on third-party leases and notes receivable, net15  165  
Business acquisitions, net of cash acquired(970) —  
Net cash used in investing activities(7,218) (5,364) 
Cash Flows from Financing Activities:
Payments on long-term debt(18,144) (31,396) 
Payments for long-term debt issue costs—  (2,197) 
Common stock acquired for treasury(1,944) (351) 
Proceeds from share award plans1,370  1,730  
Distributions to noncontrolling interests(1) (156) 
Net cash used in financing activities(18,719) (32,370) 
Effects of Exchange Rate Changes on Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents(179)  
Net Decrease in Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents(1,114) (3,068) 
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Beginning of Period78,444  147,212  
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, End of Period77,330  144,144  
Restricted Cash and Restricted Cash Equivalents, End of Period1,224  2,992  
Cash and Cash Equivalents, End of Period$76,106  $141,152  

























The accompanying notes are an integral part of these condensed consolidated financial statements
and should be read in conjunction herewith.
5


SEACOR HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands, unaudited)
 Six Months Ended June 30,
 2019 2018
Net Cash Provided by Operating Activities$51,508
 $13,115
Cash Flows from Investing Activities:   
Purchases of property and equipment(7,750) (31,632)
Proceeds from disposition of property and equipment118
 15,881
Investments in and advances to 50% or less owned companies(3,215) (8,320)
Return of investments and advances from 50% or less owned companies3,677
 7,776
Proceeds on sale of 50% or less owned companies
 78,015
Payments received on third-party leases and notes receivable, net260
 300
Withdrawals from construction reserve funds
 35,197
Business acquisitions, net of cash acquired
 310
Net cash provided by (used in) investing activities(6,910) 97,527
Cash Flows from Financing Activities:   
Payments on long-term debt(46,499) (30,514)
Payments for long-term debt issue costs(2,197) (2,495)
Purchase of conversion option in convertible debt(130) (5)
Common stock acquired for treasury(516) 
Proceeds from share award plans2,591
 5,580
Distributions to noncontrolling interests(5,071) (5,110)
Net cash used in financing activities(51,822) (32,544)
Effects of Exchange Rate Changes on Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents(10) 52
Net Increase (Decrease) in Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents(7,234) 78,150
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Beginning of Period147,212
 242,228
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, End of Period139,978
 320,378
Restricted Cash and Restricted Cash Equivalents, End of Period1,221
 2,989
Cash and Cash Equivalents, End of Period$138,757
 $317,389



















The accompanying notes are an integral partTable of these condensed consolidated financial statementsContents
and should be read in conjunction herewith.

SEACOR HOLDINGS INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
1. BASIS OF PRESENTATION AND ACCOUNTING POLICIES
Unless the context otherwise indicates, any reference in this Quarterly Report on Form 10-Q to the “Company” refers to SEACOR Holdings Inc. and its consolidated subsidiaries and any reference in this Quarterly Report on Form 10-Q to “SEACOR” refers to SEACOR Holdings Inc. without its consolidated subsidiaries. Capitalized terms used and not specifically defined herein have the same meaning given those terms in the Company's Annual report on Form 10-K for the year ended December 31, 2018.2019.
The condensed consolidated financial information for the three and six months ended June 30,March 31, 2020 and 2019 and 2018 has been prepared by the Company and has not been audited by its independent registered certified public accounting firm. The condensed consolidated financial statements include the accounts of SEACOR Holdings Inc. and its consolidated subsidiaries. In the opinion of management, all adjustments (consisting of normal recurring adjustments) have been made to fairly present the Company’s financial position as of June 30, 2019,March 31, 2020, its results of operations for the three and six months ended June 30,March 31, 2020 and 2019, and 2018, its comprehensive income for the three and six months ended June 30,March 31, 2020 and 2019, and 2018, its changes in equity for the three and six months ended June 30,March 31, 2020 and 2019, and 2018, and its cash flows for the sixthree months ended June 30, 2019March 31, 2020 and 2018.2019. Results of operations for the interim periods presented are not necessarily indicative of operating results for the full year or any future periods.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018.2019.
Adoption of New Accounting Standards.On January 1, 2019,2020, the Company adopted Financial Accounting Standards Board (“FASB”) Topic 326, Financial Instruments - Credit Losses (“Topic 326”), which replaces the current incurred loss impairment methodology for financial assets and other assets measured at amortized cost with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information, including forecasted information, to develop credit loss estimates. As part of our assessment of the adequacy of our allowances for credit losses, we considered a number of factors including, but not limited to, customer credit ratings and payment history, bankruptcy filings, published or estimated credit default rates, age of receivables, expected loss rates and collateral exposures. The adoption of Topic 326 using a modified retrospective approach did not have a material impact on the Company's consolidated financial position, results of operations or cash flows.
On January 1, 2019, the Company adopted FASB Topic 842, Leases (“Topic 842”) using a modified prospective approach and implemented internal controls and systems to enable the preparation of financial information upon adoption. The Company elected the available practical expedients permitted under the guidance including the option to not separate lease and nonlease components in calculating the right-of useright-of-use assets and corresponding lease liabilities and to not apply the recognition requirements of Topic 842 to short-term leases (leases that have a duration of twelve months or less at lease inception). Generally, it was not possible for the Company to determine the interest rate implicit in each of its operating leases and therefore used its incremental borrowing rate in calculating operating lease right-of-use assets and lease liabilities. The Company assigned its leases to portfolios based on the remaining term at the time of adoption and applied a single rate to each portfolio of leases as the result was not materially different than using a specific discount rate for each individual lease. The Company included renewal options that were reasonably certain of being exercised in determining the lease term. Upon adoption, the Company recorded operating lease right-of-use assets and lease liabilities of $174.6 million for certain of its equipment, offices, real property and land leases (see Note 5). In addition, the Company recognized a cumulative-effect adjustment of $25.4 million, net of tax, to the opening balance of retained earnings primarily for previously deferred gains related to sale-leaseback transactions.
On January 1, 2018, theRevenue Recognition. The Company adopted ASU 2016-16, Intra-Entity Transfers of Assets Other Than Inventory, which eliminates the deferral of the tax effects of intercompany asset sales other than inventory until the transferred assets are sold to a third party or recovered through use. As a result of the adoption of the standard, the deferred tax charges previously recognizedearns revenues from those sales resulted in a decrease in deferred tax assetscontracts with customers and a cumulative adjustment to retained earnings of $2.5 million in the consolidated balance sheets and statements of changes in equity as of January 1, 2018.from lease contracts.
Revenue Recognition.from Contracts with Customers. Revenue is recognized when (or as) the Company transfers promised goods or services to its customers in amounts that reflect the consideration to which the Company expects to be entitled to in exchange for those goods or services, which occurs when (or as) the Company satisfies its contractual obligations and transfers control of the promised goods or services to its customers. Costs to obtain or fulfill a contract are expensed as incurred.
Revenue
6

Table of Contents
Ocean Services' revenues from Contractscontracts with Customers. Ocean Servicescustomers primarily earns revenuesarise from voyage charters, contracts of affreightment, tariff based port and infrastructure services, unit freight logistics services, and technical ship management agreements with vessel owners (see Note 13)15). Ocean Services transfers control of the service to the customer and satisfies its performance obligation over the term of the contract, and therefore recognizes revenue over the term of the contract while related costs are expensed as incurred. Voyage charters are contracts to carry cargoes on a single voyage basis for a predetermined price, regardless of time to complete. Contracts of affreightment are contracts for cargoes that are committed on a multi-voyage basis for various periods of time, with minimum and maximum cargo tonnages specified over the period at a fixed or escalating rate per ton. Tariff based port and infrastructure services typically include operating harbor tugs alongside oceangoing vessels to escort them to their berth, assisting with the docking and undocking of these oceangoing vessels and escorting them back out to sea. They are contracted using prevailing port tariff terms on a per-use basis. In the unit freight logistics trade, transportation services typically include transporting shipping containers, rail cars, project cargoes, automobiles and U.S. military vehicles and are generally contracted

on a per unit basis for the specified cargo and destination, typically in accordance with a publicly available tariff rate or based on a negotiated rate when moving larger volumes over an extended period. Managed services include technical ship and crew management agreements whereby Ocean Services provides technical ship and crew management services to third-party customers for a predetermined price over a specified period of time, typically a year or more.
Inland ServicesServices' revenues from contracts with customers primarily earns revenuesarise from contracts of affreightment, terminal operations, fleeting operations and repair and maintenance services (see Note 13)15). Inland Services transfers control of the service to the customer and satisfies its performance obligation over the term of the contract, and therefore recognizes revenue over the term of the contract while related costs are expensed as incurred. Contracts of affreightment are contracts whereby customers are charged an established rate per ton to transport cargo from point-to-point. Terminal operations includes tank farms and dry bulk and container handling facilities that are marketed under contractual rates and terms driven by throughput volume. Fleeting operations includes fleeting services whereby barges are held in fleeting areas for an agreed-upon day rate and shifting services whereby harbor boats are used to pick up and drop off barges to assist in assembling tows and to move barges to and from the dock for loading and unloading at predetermined per-shift fees. Other operations primarily include a machine shop specializing in towboat and barge cleaning, repair and maintenance services that are charged on an hourly or a fixed fee basis depending on the scope and nature of the work.
Witt O’Brien’s revenues from contracts with customers primarily earns revenuesarise from time and material and retainer contracts (see Note 13)15). Witt O’Brien’s transfers control of the service to the customer and satisfies its performance obligation over the term of the contract, and therefore recognizes revenue over the term of the contract while related costs are expensed as incurred. Time and material contracts primarily relate to emergency response, debris management or consulting services that Witt O’Brien’s performs for a predetermined fee. Retainer contracts, which are nearly all with vessel services operators and oil companies, are contracted based on agreed-upon rates.
The Company’s Other business segment includes CLEANCOR Energy Solutions LLC and its subsidiaries (collectively “Cleancor”),Cleancor, which primarily earns revenues from the sale of liquefied natural gas (see Note 13)15). Under these arrangements, control of the goods are transferred to the customer and performance obligations are satisfied at a point in time, and therefore revenue is recognized upon delivery while any related costs are expensed as incurred.
Contract liabilities from contracts with customers arise when the Company has received consideration prior to performance and are included in other current liabilities in the accompanying condensed consolidated balance sheets. The Company’s contract liability activity for the sixthree months ended June 30March 31 was as follows (in thousands):
 2019
Balance at beginning of period$968
Contract liabilities arising during the period5,443
Revenue recognized upon completion of performance obligations during the period(700)
Balance at end of period$5,711

20202019
Balance at beginning of period$794  $968  
Previously deferred revenues recognized upon completion of performance obligations during the period(394) (408) 
Net contract liabilities arising during the period7,504  7,351  
Balance at end of period$7,904  $7,911  
Lease Revenues. The Company’s lease revenues are primarily from time charters, bareboat charters and non-vessel rental arrangements. The Company accounts for these leases as operating leases. The lease terms are included in the charter and rental arrangements, and the determination of whether those arrangements contain a lease generally does not require significant assumptions or judgments. The Company’s lease revenues do not include material amounts of variable payments andagreements that are recognized ratably over the lease term as services are provided, typically on a per day basis.
Under a time charter, the Company provides a vessel to a customer for a set term and is responsible for all operating expenses, typically excluding fuel. The non-lease components included in time charter rates are typically crewing, maintenance and insurance for the vessel over the term of the lease. Under a bareboat charter, the Company provides a vessel to a customer for a set term and the customer assumes responsibility for all operating expenses and risks of operation. Under a non-vessel rental arrangements,agreement, the Company provides non-vessel property or equipment to a customer for a set term and the customer assumes responsibility for all operating expenses and risks of operation. There are no non-lease components for bareboat charters and non-vessel rental arrangements.
Lease revenues are generated from owned equipment as well as equipment that is leased-in from other equipment owners or financial institutions. Lease revenues from equipment that is leased-in are included in sublease income for the Company’s lessee disclosures (see Note 5). The Company’s leases generally do not provide an option for customers to purchase the leased equipment and lessees do not provide residual value guarantees. The Company expects to derive significant benefits from its equipment following the end
7

Table of the lease terms.Contents
Property and Equipment. Equipment, stated at cost, is depreciated using the straight-line method over the estimated useful life of the asset to an estimated salvage value. With respect to each class of asset, the estimated useful life is based upon a newly built asset being placed into service and represents the time period beyond which it is typically not justifiable for the Company to continue to operate the asset in the same or similar manner. From time to time, the Company may acquire older assets

that have already exceeded their useful life as set forth in the Company’s useful life policy, in which case the Company depreciates such assets based on its best estimate of remaining useful life, typically the next survey or certification date.
As of June 30, 2019,March 31, 2020, the estimated useful life (in years) of each of the Company’s major categories of new equipment was as follows:
Petroleum and chemical carriers - U.S.-flag25
Bulk carriers - U.S.-flag25
Harbor and offshore tugs25
Ocean liquid tank barges25
Short-sea container/RORO(1) vessels
20
Inland river dry-cargo and specialty barges20
Inland river liquid tank barges25
Inland river towboats and harbor boats25
Terminal and fleeting facilities20
______________________
(1)Roll On/Roll Off.
(1)Roll On/Roll Off.
Equipment maintenance and repair costs including the costs of routine overhauls, dry-dockings and inspections performed on vessels and equipment are charged to operating expense as incurred. Expenditures that extend the useful life or improve the marketing and commercial characteristics of equipment as well as major renewals and improvements to other properties are capitalized.
As of June 30, 2019,March 31, 2020, the Company’sCompany had construction in progress totaling $11.7of $15.0 million that primarily consisted of the construction of harbor tugs and upgrades to inland river towboats, and other Inland Services equipment, and is included in historical cost in the accompanying condensed consolidated balance sheets. Certain interest costs incurred during the construction of equipment are capitalized as part of the assets’ carrying values and are amortized over such assets’ estimated useful lives. During the sixthree months ended June 30, 2019,March 31, 2020, capitalized interest totaled $0.1 million.was not material.
Impairment. In March 2020, the World Health Organization declared the outbreak of a novel coronavirus ("COVID-19") as a pandemic, which continues to spread throughout the United States and the world. The spread of COVID-19 has caused significant volatility in U.S. and international markets and there is significant uncertainty around the breadth and duration of business disruptions related to COVID-19, as well as its impact on the U.S. and international economies.
The Company's overall business, results of operations and financial condition have not been materially affected by the COVID-19 outbreak. The COVID-19 pandemic is, however, a dynamic and continuously evolving phenomenon and the ultimate severity of the outbreak is uncertain at this time. If the pandemic worsens, additional restrictions are implemented or current restrictions are imposed for a longer period of time to contain the outbreak, the Company may experience a material adverse effect on its businesses, results of operations and financial condition, which could result in impairments in future periods.
Impairment of Long-Lived Assets. The Company performs an impairment analysis of long-lived assets used in operations, including intangible assets, when indicators of impairment are present. These indicators may include a significant decrease in the market price of a long-lived asset or asset group, a significant adverse change in the extent or manner in which a long-lived asset or asset group is being used or in its physical condition, or a current period operating or cash flow loss combined with a history of operating or cash flow losses or a forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group. If the carrying values of the assets are not recoverable, as determined by the estimated undiscounted cash flows, the estimated fair value of the assets or asset groups are compared to their current carrying value and impairment charges are recorded if the carrying value exceeds fair value. The Company performs its testing on an asset or asset group basis. The Company’s estimates of undiscounted cash flows are highly subjective and actual results may vary from the Company’s estimates due to the uncertainty regarding projected financial performance. Generally, fair value is determined using valuation techniques, such as expected discounted cash flows or appraisals, as appropriate. During the sixthree months ended June 30,March 31, 2020 and 2019, and 2018, the Company did not recognize any impairment charges related to long-lived assets held for use.
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Table of Contents
Impairment of 50% or Less Owned Companies. Investments in 50% or less owned companies are reviewed periodically to assess whether there is an other-than-temporary decline in the carrying value of the investment. In its evaluation, the Company considers, among other items, recent and expected financial performance and returns, impairments recorded by the investee and the capital structure of the investee. When the Company determines the estimated fair value of an investment is below carrying value and the decline is other-than-temporary, the investment is written down to its estimated fair value. Actual results may vary from the Company’s estimates due to the uncertainty regarding projected financial performance, the severity and expected duration of declines in value and the available liquidity in the capital markets to support the continuing operations of the investee, among other factors. Although the Company believes its assumptions and estimates are reasonable, the investee’s actual performance compared with the estimates could produce different results and lead to additional impairment charges in future periods. During the sixthree months ended June 30,March 31, 2020 and 2019, the Company did not recognize any impairment charges related to its 50% or less owned companies. During the six months ended June 30, 2018, the Company recognized an impairment charge of $0.1 million related to one of its 50% or less owned companies, which is included in equity in earnings of 50% or less owned companies, net of tax in the accompanying consolidated statements of income (loss).
Income Taxes. During the sixthree months ended June 30, 2019,March 31, 2020, the Company’s effective income tax rate of 14.5%179.5% was higher than the statutory rate primarily due to taxesa pre-tax loss, a statutory change to the U.S. federal income tax code and losses subject to tonnage tax, partially offset by foreign sourced income not subject to U.S. tax (see Note 7). During the three months ended March 31, 2019, the Company's effective income tax rate of 12.4% was lower than the statutory rate primarily due to foreign sourced income not subject to U.S. tax, tax not provided on income attributable to noncontrolling interests foreign sourced income not subject to U.S. tax and income subject to tonnage tax, partially offset by foreign taxes not creditable against U.S. income tax (see Note 6).tax.

Deferred Gains. The Company has sold certain equipment to its 50% or less owned companies, entered into vessel sale-leaseback transactions with finance companies and provided seller financing on sales of its equipment to third parties and its 50% or less owned companies. A portion of the gains realized from these transactions were deferred and recorded in deferred gains and other liabilities in the accompanying condensed consolidated balance sheets. Deferred gain activity related to these transactions for the sixthree months ended June 30March 31 was as follows (in thousands):
 2019 2018
Balance at beginning of period$43,664
 $72,453
Impact of adoption of accounting principle(1)
(29,207) 
Amortization of deferred gains included in operating expenses as a reduction to rental expense
 (5,039)
Amortization of deferred gains included in gains on asset dispositions(1,001) (1,012)
Other
 (1,687)
Balance at end of period$13,456
 $64,715

20202019
Balance at beginning of period$12,008  $43,664  
Impact of adoption of accounting principle(1)
—  (29,207) 
Amortization of deferred gains included in gains on asset dispositions, net(331) (331) 
Balance at end of period$11,677  $14,126  
______________________
(1)On January 1, 2019, the Company adopted Topic 842 and reduced deferred gains associated with sale-leaseback transactions through a beginning period retained earnings adjustment.
(1)On January 1, 2019, the Company adopted Topic 842 and reduced deferred gains associated with sale-leaseback transactions through a beginning period retained earnings adjustment.
Earnings Per Share. Basic earnings per common share of SEACOR is computed based on the weighted average number of common shares issued and outstanding during the relevant periods. Diluted earnings per common share of SEACOR is computed based on the weighted average number of common shares issued and outstanding plus the effect of potentially dilutive securities through the application of the treasury stock and if-converted methods. Dilutive securities for this purpose assumes restricted stock grants have vested, common shares have been issued pursuant to the exercise of outstanding stock options and common shares have been issued pursuant to the conversion of all outstanding convertible notes.
9

Computations of basic and diluted earnings per common share of SEACOR were as follows (in thousands, except share data):
Three Months Ended March 31,
Three Months Ended June 30, Six Months Ended June 30,Net Income Attributable to SEACORAverage O/S SharesPer Share
Net Income attributable to SEACOR Average O/S Shares Per Share Net Income Attributable to SEACOR Average O/S Shares Per Share
2019           
20202020
Basic Weighted Average Common Shares Outstanding$14,553
 18,288,879
 $0.80
 $22,286
 18,260,876
 $1.22
Basic Weighted Average Common Shares Outstanding$1,467  19,950,444  $0.07  
Effect of Dilutive Securities:           Effect of Dilutive Securities:
Options and Restricted Stock(1)

 117,543
   
 112,013
  
Options and Restricted Stock(1)
—  43,581  
Convertible Notes(2)
318
 1,227,101
   637
 1,227,101
  
Convertible Notes(2)
—  —  
Diluted Weighted Average Common Shares Outstanding$14,871
 19,633,523
 $0.76
 $22,923
 19,599,990
 $1.17
Diluted Weighted Average Common Shares Outstanding$1,467  19,994,025  $0.07  
2018           
20192019
Basic Weighted Average Common Shares Outstanding$45,126
 18,076,944
 $2.50
 $45,767
 18,023,752
 $2.54
Basic Weighted Average Common Shares Outstanding$7,733  18,232,562  $0.42  
Effect of Dilutive Securities:           Effect of Dilutive Securities:
Options and Restricted Stock(3)

 352,724
   
 298,205
  
Options and Restricted Stock(3)
—  111,676  
Convertible Notes3,166
 4,157,875
   6,416
 4,140,343
  
Convertible Notes(4)
Convertible Notes(4)
318  1,227,101  
Diluted Weighted Average Common Shares Outstanding$48,292
 22,587,543
 $2.14
 $52,183
 22,462,300
 $2.32
Diluted Weighted Average Common Shares Outstanding$8,051  19,571,339  $0.41  
______________________
(1)For the three and six months ended June 30, 2019, diluted earnings per common share of SEACOR excluded 893,722 and 919,121, respectively, of certain share awards as the effect of their inclusion in the computation would be anti-dilutive.
(2)For the three and six months ended June 30, 2019, diluted earnings per common share of SEACOR excluded 958,418 and 1,129,370, respectively, of common shares issuable pursuant to the Company’s 3.0% Convertible Senior Notes and 1,553,780 and 1,553,780, respectively, of common shares pursuant to the Company’s 3.25% Convertible Senior Notes as the effect of their inclusion in the computation would be anti-dilutive.
(3)For the three and six months ended June 30, 2018, diluted earnings per common share of SEACOR excluded 202,838 and 272,694, respectively, of certain share awards as the effect of their inclusion in the computation would be anti-dilutive.
(1)For the three months ended March 31, 2020, diluted earnings per common share of SEACOR excluded 1,576,797 of certain share awards as the effect of their inclusion in the computation would be anti-dilutive.
(2)For the three months ended March 31, 2020, diluted earnings per common share of SEACOR excluded 573,604 of common shares issuable pursuant to the Company’s 3.0% Convertible Senior Notes, 1,227,101 of common shares issuable pursuant to the Company’s 2.5% Convertible Senior Notes and 1,553,780 of common shares issuable pursuant to the Company’s 3.25% Convertible Senior Notes as the effect of their inclusion in the computation would be anti-dilutive.
(3)For the three months ended March 31, 2019, diluted earnings per common share of SEACOR excluded 1,012,711 of certain share awards as the effect of their inclusion in the computation would be anti-dilutive.
(4)For the three months ended March 31, 2019, diluted earnings per common share of SEACOR excluded 1,302,221 of common shares issuable pursuant to the Company’s 3.0% Convertible Senior Notes and 1,553,780 of common shares issuable pursuant to the Company’s 3.25% Convertible Senior Notes as the effect of their inclusion in the computation would be anti-dilutive.
New Accounting Pronouncements. On June 16, 2016, the FASB issued an amendment to the accounting standards, which replaces the current incurred loss impairment methodology for financial assets measured at amortized cost with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable

information, including forecasted information, to develop credit loss estimates. The new standard is effective for interim and annual periods beginning after December 15, 2019. Early adoption is permitted for annual periods beginning after December 15, 2018. The Company has not yet determined what impact, if any, the adoption of the new standard will have on its consolidated financial position, results of operations or cash flows.
On January 26, 2017, the FASB issued an amendment to the accounting standards whichthat simplified wording and removed step two of the goodwill impairment test. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The FASB also eliminated the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform step two of the goodwill test. The new standard is effective for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2020, with early adoption permitted for interim or annual goodwill impairment tests on testing dates after January 1, 2017. The Company has not yet determined what impact, if any, the adoption of the new standard will have on its consolidated financial position, results of operations or cash flows.
On December 18, 2019, the FASB issued an amendment to the accounting standards that enhances and simplifies various aspects of the income tax accounting guidance including the elimination of certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The new guidance also simplifies aspects of the accounting for franchise taxes and enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. The guidance will be effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. The Company has not yet determined what impact, if any, the adoption of the new standard will have on its consolidated financial position, results of operations or cash flows.
2. BUSINESS ACQUISITIONS
Navigate. On February 21, 2020, the Company acquired Helix Media Pte. Ltd., Navigate Response (Asia) Pte. Ltd., Navigate PR Ltd., and Navigate Response Limited (collectively "Navigate"), a global crisis communications network specializing in the international shipping, port and offshore industries, for $3.6 million. The purchase price consisted of $1.0 million, in cash net of cash acquired of $0.8 million, paid at the closing of the acquisition and $1.8 million of contingent consideration that is payable upon Navigate meeting certain specified cash collection and client retention targets for the 24 months following the acquisition date. The Company performed a preliminary fair value analysis and the purchase price was allocated to the acquired assets and liabilities based on their fair value resulting in no goodwill being recorded.
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Table of Contents
Purchase Price Allocation. The allocation of the purchase price for the Company’s acquisition for the three months ended March 31 was as follows (in thousands):
2020
Trade and other receivables$295 
Other current assets103 
Property and Equipment
Intangible Assets3,020 
Accounts payable and other accrued liabilities(31)
Other current liabilities(1)
(2,055)
Other Liabilities(1)
(367)
Purchase price(2)
$970 
______________________
(1)Includes contingent consideration.
(2)Purchase price is net of cash acquired totaling $0.8 million.
3. EQUIPMENT ACQUISITIONS AND DISPOSITIONS
During the sixthree months ended June 30, 2019,March 31, 2020, capital expenditures were $7.8$6.4 million and primarily related to the acquisitionconstruction of real property, upgrades to inland river towboatsharbor tugs and the constructionpurchase of other Inland Servicesmachinery and equipment.
During the three months ended March 31, 2020, the Company sold equipment for net proceeds of $0.1 million and gains of $0.1 million. In addition, the Company recognized previously deferred gains of $0.3 million.
3.
4. INVESTMENTS, AT EQUITY, AND ADVANCES TO 50% OR LESS OWNED COMPANIES
Trailer Bridge. Trailer Bridge is an operator of U.S.-flag deck and RORO barges and provides marine transportation services between Jacksonville, Florida, San Juan, Puerto Rico and Puerto Plata, Dominican Republic. During the sixthree months ended June 30, 2019,March 31, 2020, the Company earned $2.0revenues of $1.0 million forfrom the time charter of one1 U.S.-flag offshore tug to Trailer Bridge.
RF Vessel Holdings. RF Vessel Holdings owns two foreign-flag rail ferries. During the six months ended June 30, 2019, the Company and its partner each contributed capital of $2.7 million to RF Vessel Holdings.
KSM. KSM operates four4 foreign-flag harbor tugs, one1 foreign-flag ocean liquid tank barge and two2 foreign-flag specialty vessels in Freeport, Grand Bahama. During the sixthree months ended June 30, 2019,March 31, 2020, the Company earned $0.6revenues of $0.4 million forfrom the bareboat charter of two2 foreign-flag harbor tugs to KSM.
Bunge-SCF Grain. Bunge-SCF Grain operates terminal grain elevators in Illinois. During the sixthree months ended June 30, 2019,March 31, 2020, the Company earned $0.4revenues of $0.2 million forfrom the lease of a terminal facility to Bunge-SCF Grain.
SCF Bunge Marine. SCF Bunge Marine provides towing services on the U.S. Inland Waterways, primarily the Mississippi River, Illinois River, Tennessee River and Ohio River. During the sixthree months ended June 30, 2019,March 31, 2020, the Company earned $3.3revenues of $2.0 million forfrom the time charter of seven8 inland river towboats to SCF Bunge Marine.
VA&E.Other Inland Services. VA&E primarily focuses on the global origination, trading and merchandising of sugar, pairing producers and buyers and arranging for the transportation and logistics of the product.The Company’s other Inland Services 50% or less owned company operates a fabrication facility. During the sixthree months ended June 30, 2019,March 31, 2020, the Company and its partner each received capital distributionsa cash dividend of $3.7$0.1 million from VA&E, which reduced the Company’s noncontrolling interest in VA&E to 23.8%. During the six months ended June 30, 2019, the Company advanced $0.5 million to VA&E. As of June 30, 2019, outstanding advances to VA&E were $8.2 million, inclusive of accrued and unpaid interest.this 50% or less owned company.
4.5. LONG-TERM DEBT
SEACOR’s Board of Directors previously approved a securities repurchase plan that authorizes the Company to acquire SEACOR common stock, par value $0.01 per share (“Common Stock”), 3.25% Convertible Senior Notes, 3.0% Convertible Senior Notes, 2.5% Convertible Senior Notes and 2.5%3.25% Convertible Senior Notes (collectively the “Securities”) through open market purchases, privately negotiated transactions or otherwise, depending on market conditions. On June 5, 2019, SEACOR’s Board of Directors increased the Company’s repurchase authority for the Securities to $150.0 million. As of June 30, 2019,March 31, 2020, the Company’s remaining repurchase authority for the Securities was $149.8$113.1 million.
3.0% Convertible Senior Notes. During the sixthree months ended June 30, 2019,March 31, 2020, the Company purchased $37.3$15.6 million in principal amount of its 3.0% Convertible Senior Notes for total consideration of $36.3 million. Consideration of $36.2$15.4 million was allocated to the long-term debt resulting in debt extinguishment losses of $1.3$0.3 million included in the accompanying condensed consolidated statements of income. Consideration of $0.1 million was allocated to the purchase of the conversion option embedded in the 3.0% Convertible Senior Notes as included in the accompanying condensed consolidated statements of changes in equity. The outstanding principal amount of these notes was $70.0$34.5 million as of June 30, 2019.March 31, 2020.
SEACOR Revolving Credit Facility. On March 19, 2019, the Company entered into a $125.0 million credit agreement with a syndicate of lenders that matures March 19, 2024 (the “SEACOR Revolving Credit Facility”) that matures March 19, 2024 and is secured by a pledge

over all of SEACOR’s assets and certain of its subsidiaries’ assets, subject to certain exceptions. The SEACOR Revolving Credit Facility permits the Company to borrow up to $125.0 million, from time to time as revolving loans, as such amounts may increase or decrease in accordance with the terms of the Credit Agreement. The loans will bear interest at either (i) a Base Rate plus a margin ranging from 0.75% to 2.00% depending on the Company’s maximum net funded debt ratio, as determined in accordance with the SEACOR Revolving Credit Facility, or (ii) interest periods of one, two, three or six months at an annual rate equal to London Interbank Offered Rate (“LIBOR”) for the corresponding deposits of U.S. dollars, plus a margin ranging from 1.75% to 3.00% based on the Company’s maximum net funded debt ratio, as determined in accordance with the SEACOR Revolving Credit Facility. A fee of 0.5% is payable on the unused commitment quarterly. The Company incurred $2.2 million of issuance costs related to the SEACOR Revolving Credit Facility.
The SEACOR Revolving Credit Facility contains various financial and restrictive covenants including fixed charge coverage, a net funded debt ratio, a collateral coverage ratio and restrictions limiting the Company’s ability to pay dividends or make certain investments, as well as other customary covenants, representations and warranties, and events of default as set forth in the agreement. As of June 30, 2019,March 31, 2020, the Company had no outstanding borrowings or issued letters$125.0 million of credit under the SEACOR Revolving Credit Facility and the remaining availabilityborrowing capacity under this facility was $125.0 million.facility.
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SEA-Vista 2019 Credit Facility. During the sixthree months ended June 30, 2019,March 31, 2020, SEA-Vista repaid $6.0 million on the Revolving Loan and made scheduled paymentsrepayments of $1.5 million on the Term A-1 Loan and $2.5 million on theits Term A-2 Loan. As of June 30, 2019,March 31, 2020, SEA-Vista had $100.0 million of remaining borrowing capacity under the Revolving Loan.this facility.
Other. During the sixthree months ended June 30, 2019,March 31, 2020, the Company made scheduled payments on other long-term debt of $0.3$0.2 million.
Letters of Credit. As of June 30, 2019,March 31, 2020, the Company had outstanding letters of credit totaling $1.3$1.2 million with various expiration dates through 2027.
Guarantees. The Company has guaranteed the payments of amounts owed under certain sale-leaseback transactions, equipment financing and multi-employer pension obligations on behalf of SEACOR Marine. As of June 30, 2019,March 31, 2020, these guarantees on behalf of SEACOR Marine totaled $32.1$18.5 million and decline as payments are made on the outstanding obligations. The Company earns a fee of 0.5% per annum on these guarantees. ForDuring the sixthree months ended June 30, 2019,March 31, 2020, the fees earned by the Company for these guarantees were $0.1 million.not material.
5.6. OPERATING LEASES
Lessee.As of June 30, 2019,March 31, 2020, the Company leased in twoleased-in 2 U.S.-flag petroleum and chemical carriers, five4 U.S.-flag harbor tugs, four4 U.S.-flag PCTCs, 50 inland river dry-cargo barges, four4 inland river towboats, six6 inland river harbor boats and certain facilities and other equipment. The leases generally contain purchase and renewal options or rights of first refusal with respect to the sale or lease of the equipment. As of June 30, 2019,March 31, 2020, the remaining lease terms of the U.S.-flag petroleum and chemical carriers, which are subject to subleases, have remaining durations from 39 to 86of 30 and 77 months. The lease terms of the other vessels, facilities and equipment range in duration from 61 to 201192 months.
As of June 30, 2019, future minimum payments for operating leases for the remainder of 2019 and the years ended December 31 were as follows (in thousands):
Remainder of 2019$21,539
202041,435
202137,274
202227,447
202315,519
Years subsequent to 202340,611
 183,825
Interest component(22,472)
 161,353
Current portion of long-term operating lease liabilities(36,171)
Long-term operating lease liabilities$125,182


For the sixthree months ended June 30, 2019,March 31, the components of lease expense were as follows (in thousands):
Operating lease expense$21,239
Short-term lease expense (lease duration of twelve months or less at lease commencement)12,143
Sublease income(16,786)
 $16,596

20202019
Operating lease expense$10,872  $10,554  
Short-term lease expense (lease duration of twelve months or less at lease commencement)5,596  6,720  
Sublease income(8,641) (8,225) 
$7,827  $9,049  
For the sixthree months ended June 30, 2019,March 31, 2020, other information related to operating leases was as follows (in thousands except weighted average data):
Operating cash outflows from operating leases$21,404
Right-of-use assets obtained in exchange for operating lease liabilities$178,858
Weighted average remaining lease term, in years5.5
Weighted average discount rate4.8%

Lessor. As of June 30, 2019, lessor arrangements with remaining terms in excess of one year included the bareboat charter of three U.S.-flag petroleum and chemical carriers and two foreign-flag harbor tugs, the time charter of four U.S.-flag petroleum and chemical carriers, four U.S.-flag PCTCs, seven inland river towboats and one U.S.-flag offshore tug, and other non-vessel rental arrangements of certain property and equipment. As of June 30, 2019, future minimum lease revenues from these arrangements for the remainder of 2019 and in the years ended December 31 were as follows (in thousands):
 Total Minimum Lease Revenues 
Leased-in Obligations(1)
 Net Minimum Lease Income
Remainder of 2019$72,014
 $(15,992) $56,022
2020137,257
 (31,595) 105,662
2021104,792
 (29,590) 75,202
202254,374
 (22,812) 31,562
202334,674
 (11,315) 23,359
Years subsequent to 202387,375
 (29,884) 57,491
____________________
(1)Operating cash outflows from operating leasesThe total payments to be made under existing non-cancelable leases$10,772 
Right-of-use assets obtained in exchange for the property and equipment subject to these future minimumoperating lease revenues.liabilities$872 
Weighted average remaining lease term, in years5.1
Weighted average discount rate4.9 %
As of June 30, 2019, the major classes of owned property and equipment earning lease revenues were as follows (in thousands):
 
Historical
Cost
 
Accumulated
Depreciation
 
Net Book
Value
Ocean Services:     
Petroleum and chemical carriers - U.S.-flag$471,049
 $(191,734) $279,315
Harbor and offshore tugs - U.S.-flag21,440
 (2,427) 19,013
 492,489
 (194,161) 298,328
Inland Services:    

Towboats36,236
 (2,760) 33,476
 $528,725
 $(196,921) $331,804


6.7. INCOME TAXES
The following table reconciles the difference between the statutory federal income tax rate forand the Company and theCompany's effective income tax rate on continuing operations for the sixthree months ended June 30, 2019:March 31, 2020:
Statutory rate21.0%
Income subject to tonnage tax(2.612.1 )%
Non-deductible expenses0.8 %
Noncontrolling interestsU.S. federal income tax statutory changes(4.2161.7 )%
Non-deductible expenses(1.9)%
Foreign earnings not subject to U.S. income tax(3.7(13.7))%
Foreign taxes not creditable against U.S. income tax2.15.8 %
Subpart F income0.7(2.7)%
State taxes0.4(0.7)%
Share award plans14.5(2.1)%
179.5 %

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7.On March 27, 2020, the U.S. Congress passed and the President signed the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act") into law to address the economic fallout of the 2020 coronavirus pandemic. One provision of the CARES Act increases the tax deduction for net operating losses from 80% to 100% for 2018 through 2020, allows net operating losses generated in 2018 through 2020 to be carried back up to five years and increases the deductible interest expense limit from 30% to 50% of taxable EBITDA. As a result of these statutory changes, during the three months ended March 31, 2020, the Company determined it will be able to carry its 2019 net operating losses back to tax years when the statutory tax rate was 35% resulting in an income tax benefit of $12.7 million, which is included in income tax expense (benefit) in the accompanying condensed consolidated statements of income. As of March 31, 2020, $37.4 million of income tax receivables is included in other receivables in the accompanying condensed consolidated balance sheets.
8. DERIVATIVE INSTRUMENTS AND HEDGING STRATEGIES
One of the Company’s 50% or less owned companies has subsidiaries with interest rate swap agreements designated as cash flow hedges, with an aggregate amortizing notional value of $48.0 million that mature in March 2028. These interest rate swaps call for the subsidiaries to pay a fixed rate of 1.74% on the aggregate amortizing notional value and receive a variable interest rate based on LIBOR. By entering into these interest rate swap agreements, the Company's 50% or less owned companies converted the variable LIBOR component of certain of its outstanding borrowings to a fixed interest rate. During the three months ended March 31, 2020, the Company recognized losses on the fair value of these contracts of $0.9 million which is included as a component of other comprehensive income (loss).
9. FAIR VALUE MEASUREMENTS
The fair value of an asset or liability is the price that would be received to sell an asset or transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company utilizes a fair value hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value and defines three levels of inputs that may be used to measure fair value. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs are observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets, quoted prices in markets that are not active, inputs other than quoted prices that are observable for the asset or liability, or inputs derived from observable market data. Level 3 inputs are unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities.
As of June 30, 2019,March 31, 2020, the Company’s financial assets and liabilities that are measured at fair value on a recurring basis were as follows (in thousands):
 Level 1 Level 2 Level 3
ASSETS     
Cash, cash equivalents, restricted cash and restricted cash equivalents$139,978
 $
 $
Marketable securities(1)
39,368
 
 
Construction reserve funds3,908
 
 
______________________
(1)Level 1Level 2Level 3
ASSETS
Cash, cash equivalents, restricted cash and restricted cash equivalents$77,330 $— $— 
Marketable security gains (losses), net include unrealized gains of $11.0 million and $0.6 million for the three months ended June 30, 2019 and 2018, respectively, related to marketable security positions held by the Company as of June 30, 2019. Marketable security gains (losses), net include unrealized gains of $13.4 million and losses of $2.4 million for the six months ended June 30, 2019 and 2018, respectively, related to marketable security positions held by the Company as of June 30, 2019.securities(1)
7,832 — — 
______________________
(1)Marketable security gains (losses), net include unrealized losses of $0.1 million for the three months ended March 31, 2020 related to marketable security positions held by the Company as of March 31, 2020.
As of June 30, 2019,March 31, 2020, the estimated fair values of the Company’s other financial assets and liabilities were as follows (in thousands):
Estimated Fair Value
Carrying
Amount
Level 1Level 2Level 3
ASSETS
Notes receivable from third parties (included in other receivables and other assets)$1,127  $—  $1,127  $—  
Investments, at cost, in 50% or less owned companies (included in other assets)4,201  see below
LIABILITIES
Long-term debt, including current portion(1)
$298,767  $—  $279,349  $—  
   Estimated Fair Value
 
Carrying
Amount
 Level 1 Level 2 Level 3
ASSETS       
Notes receivable from third parties (included in other receivables and other assets)$1,954
 $
 $1,954
 $
Investments, at cost, in 50% or less owned companies (included in other assets)4,300
 see below    
LIABILITIES       
Long-term debt, including current portion(1)
$312,746
 $
 $329,192
 $
______________________
______________________(1)The estimated fair value includes the embedded conversion options on the Company’s 3.0% Convertible Senior Notes, 2.5% Convertible Senior Notes and 3.25% Convertible Senior Notes.
(1)The estimated fair value includes the embedded conversion options on the Company’s 3.0% Convertible Senior Notes and 3.25% Convertible Senior Notes.

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The fair value of the Company’s long-term debt and notes receivable from third parties was estimated based upon quoted market prices or by using discounted cash flow analyses based on estimated current rates for similar types of arrangements. It was not practicable to estimate the fair value of certain of the Company’s investments, at cost, in 50% or less owned companies because of the lack of quoted market prices and the inability to estimate fair value without incurring excessive costs. Considerable judgment was required in developing certain of the estimates of fair value including the consideration of the recent COVID-19 pandemic that has caused significant volatility in U.S. and international markets, and accordingly, the estimates presented herein are not necessarily indicative of the amounts that the Company could realize in a current market exchange.

8. STOCK REPURCHASES10. EQUITY TRANSACTIONS
SEACOR’s Board of Directors previously approved a securities repurchase plan that authorizes the Company to acquire its Securities through open market purchases, privately negotiated transactions or otherwise, depending on market conditions (see Note 4)5).
During the sixthree months ended June 30, 2019,March 31, 2020, the Company acquired 3,91241,600 shares of Common Stock for treasury for an aggregate purchase price of $0.1$1.4 million. As of June 30, 2019,March 31, 2020, the Company’s repurchase authority for the Securities was $149.8$113.1 million.
During the sixthree months ended June 30, 2019,March 31, 2020, the Company acquired 8,12117,144 shares of Common Stock for treasury for an aggregate purchase price of $0.4$0.5 million from its employees to cover their tax withholding obligations related to the vesting of equity awards. These shares were purchased in accordance with the terms of the Company’s Share Incentive Plans and not pursuant to the repurchase authorizations for its Securities granted by SEACOR’s Board of Directors.
9.11. NONCONTROLLING INTERESTS IN SUBSIDIARIES
Noncontrolling interests in the Company’s consolidated subsidiaries were as follows (in thousands):
 Noncontrolling Interests June 30, 2019 December 31, 2018
Ocean Services:       
SEA-Vista49% $161,366
 $148,665
Inland Services:       
Other3.0%51.8% 866
 862
Other5.0% 4
 161
     $162,236
 $149,688

SEA-Vista.SEA-Vista owns and operates the Company’s fleet of U.S.-flag petroleum and chemical carriers used in the U.S. coastwise trade of crude oil, petroleum and specialty chemical products. As of June 30,On August 2, 2019, the net assets ofCompany acquired the Remaining SEA-Vista were $329.3 million.Interest. During the sixthree months ended June 30,March 31, 2019, the net income of SEA-Vista was $15.9$10.9 million, of which $7.8$5.3 million was attributable to noncontrolling interests. During the six months ended June 30, 2018, the net income of SEA-Vista was $12.0 million, of which $5.9 million was attributable to noncontrolling interests.
10.12. MULTI-EMPLOYER AND DEFINED BENEFIT PENSION PLANS
AMOPP.During the sixthree months ended June 30, 2019,March 31, 2020, the Company received notification from the AMOPP that the Company’s withdrawal liability as of September 30, 20182019, the latest period for which an actuarial valuation is available, would have been $28.1 million based on an actuarial valuation performed as of that date.$25.5 million. That liability may change in future years based on various factors, primarily employee census. As of June 30, 2019,March 31, 2020, the Company has no intention to withdraw from the AMOPP and no deficit amounts have been invoiced. Depending upon the results of the future actuarial valuations, and the ten-year rehabilitation plan, it is possible that the AMOPP will experience further funding deficits, requiring the Company to recognize additional payroll related operating expenses in the periods invoices are received or contribution levels are increased.

11.13. SHARE BASED COMPENSATION
During the sixthree months ended June 30, 2019,March 31, 2020, transactions in connection with the Company’s share based compensation plans were as follows:
Director stock awards granted1,125500 
Employee Stock Purchase Plan (“ESPP”) shares issued22,57729,917 
Restricted stock awards granted149,950167,650 
Stock Option Activities:
Outstanding as of December 31, 201820191,467,3911,454,074 
Granted88,97540,258 
Exercised(57,866(17,533))
Expired(7,463)
Expired(3,025)
Outstanding as of June 30, 2019March 31, 20201,491,0371,473,774 
Shares available for future grants and ESPP purchases as of June 30, 2019March 31, 2020629,054304,114 

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14. COMMITMENTS AND CONTINGENCIES
As of June 30, 2019,March 31, 2020, the Company's capital commitments by year of expected payment were as follows (in thousands):
 Remainder of 2019 2020 Total
Ocean Services$1,052
 $8,523
 $9,575
Inland Services17,047
 875
 17,922
Other1,374
 
 1,374
 $19,473
 $9,398
 $28,871

Remainder of 202020212022Total
Ocean Services$20,864  $30,993  $2,636  $54,493  
Inland Services6,318  —  —  6,318  
Other226  —  —  226  
$27,408  $30,993  $2,636  $61,037  
Ocean Services' capital commitments included the Company's4 U.S.-flag harbor tugs and an interest in two2 foreign-flag rail ferries. Inland Services’ capital commitments included two6 inland river dry-cargo barges, 2 inland river towboats, other equipment, and vessel and terminal improvements. Subsequent to March 31, 2020, the Company committed to purchase other property and equipment for $1.1 million.
During 2012, the Company sold National Response Corporation (“NRC”), NRC Environmental Services Inc., SEACOR Response Ltd., and certain other subsidiaries to J.F. Lehman & Company, a private equity firm (the “SES Business Transaction”).
On December 15, 2010, O’Brien’s Response Management L.L.C. (“ORM”) and NRC were named as defendants in one of the several “master complaints” filed in the overall multi-district litigation relating to the Deepwater Horizon oil spill response and clean-up in the Gulf of Mexico (the the “DWH Response)Response”), which is currently pending in the U.S. District Court for the Eastern District of Louisiana (the “MDL”). The “B3” master complaint naming ORM and NRC asserted various claims on behalf of a putative class against multiple defendants concerning the clean-up activities generally and the use of dispersants specifically. Both prior to and following the filing of the aforementioned “B3” master complaint, individual civil actions naming the Company, ORM, and/or NRC alleging B3“B3” exposure-based injuries and/or damages were consolidated with the MDL and stayed pursuant to court order. On February 16, 2016, all but eleven11 “B3” claims against ORM and NRC were dismissed with prejudice (the “B3 Dismissal Order”). On August 2, 2016, the Court granted an omnibus motion for summary judgment as it concerns ORM and NRC in its entirety, dismissing the remaining eleven11 plaintiffs’ claims against ORM and NRC with prejudice (the “Remaining Eleven Plaintiffs’ Dismissal Order”). The deadline to appeal both of these orders has expired. At present, there is only oneThe last remaining claim, although as noted herein it is the subject of a pending dismissal motion. Specifically, on April 8, 2013, the Company, ORM, and NRC were named as defendants in William and Dianna Fitzgerald v. BP Exploration et al., No. 2:13-CV-00650 (E.D. La.) (the “Fitzgerald Action”), which is a suit by a husband and wife whose son allegedly participated in the clean-up effort and became ill as a result of his exposure to oil and dispersants. While the Fitzgerald Action was dismissed against ORM and NRC by virtue of the Remaining Eleven Plaintiffs’ Dismissal Order, the claim against the Company remained pending. Onin connection with the “B3” master complaint was dismissed with prejudice, by an order of the Court granted on July 18, 2019, the Company and the remaining plaintiffs filed a joint motion to dismiss all claims by such plaintiffs against the Company with prejudice.25, 2019.
On February 18, 2011, Triton Asset Leasing GmbH, Transocean Holdings LLC, Transocean Offshore Deepwater Drilling Inc., and Transocean Deepwater Inc. (collectively “Transocean”) named ORM and NRC as third-party defendants in a Rule 14(c) Third-Party Complaint in Transocean’s own Limitation of Liability Act action, which is part of the overall MDL, tendering to ORM and NRC the claims in the “B3” master complaint that have already been asserted against ORM and NRC. Various contribution and indemnity cross-claims and counterclaims involving ORM and NRC were subsequently filed. The Company believes that the potential exposure, if any, resulting therefrom has been reduced as a result of the various developments in the MDL, including

the B3 Dismissal Order and Remaining Eleven Plaintiffs’ Dismissal Order, and does not expect that these matters will have a material effect on its consolidated financial position, results of operations or cash flows.
Separately, on March 2, 2012, the Court announced that BP Exploration and Production Inc. (“BPXP”) and BP America Production Company (“BP America,” and with BPXP, “BP”) and the Plaintiffs had reached an agreement on the terms of two proposed class action settlements that willwould resolve, among other things, Plaintiffs’ economic loss and property damage claims and clean-up related claims against BP. The Company, ORM, and NRC had no involvement in negotiating or agreeing to the terms of either settlement, nor are they parties or signatories thereto. The BP settlement pertaining to personal injury claims (the “Medical Settlement”) purported to resolve the “B3” claims asserted against BP and also established a right for class members to pursue individual claims against BP (but not ORM or NRC) for “later-manifested physical conditions,” defined in the Medical Settlement to be physical conditions that were “first diagnosed” after April 16, 2012 and which are claimed to have resulted from exposure during the DWH Response. TheThis back-end litigation-option (“BELO”) provision of the Medical Settlement has specifically-delineated procedures and limitations, should any “B3” class member seek to invoke their BELO right. For example, there are limitations on the claims and defenses that can be asserted, as well as on the issues, elements, and proofs that may be litigated at any trial and the potential recovery for any Plaintiff. Notwithstanding that the Company, ORM, and NRC are listed on the Medical Settlement’s release as to claims asserted by Plaintiffs, the Medical Settlement still permits BP to seek indemnity from any party, to the extent BP has a valid indemnity right. The Medical Settlement was approved by the Court on January 11, 2013 and made effective on February 12, 2014.
15

As of mid-July 2019,mid-April 2020, BP has tendered approximately 2,3502,385 claims pursuant to the Medical Settlement’s BELO provision for indemnity to ORM and approximately 225230 of such claims to NRC. Recently, 219approximately 750 of the claims that were tendered by BP to ORM and 18approximately 65 of the claims tendered to NRC have been dismissed with prejudice. ORM and NRC have rejected all of BP’s indemnity demands relating to the Medical Settlement’s BELO provision and on February 14, 2019 commenced a legal action against BPXP and BP America with respect to same. That action, captionedO’Brien’s Response Management, L.L.C. et al. v. BP Exploration & Production Inc. et al., Case No. 2:19-CV-01418-CJB-JCW (E.D. La.) (the “Declaratory Judgment Action”), seeks declaratory relief that neither ORM nor NRC have any indemnity obligation to BP with respect to the exposure-based claims expressly contemplated by the Medical Settlement’s BELO provision, nor any contribution, in light of BP’s own actions and conduct over the past nineten years (including its complete failure to even seek indemnity) and the resultant prejudice to ORM and NRC; that any indemnity or contribution rights BP may have once had with respect to these personal injury and exposure claims were extinguished once the Medical Settlement was approved by the MDL Court in 2013; and that the immunity already afforded to ORMORM’s and NRC via the B3 Dismissal OrderNRC’s contractual and the Remaining Eleven Plaintiffs’ Dismissal Order operatescommon law rights operate to bar any indemnity or contribution claims against them by BP. BP answered the Complaint in the Declaratory Judgment Action on May 7, 2019 and also asserted three counterclaims against ORM and NRC. ORM and NRC movedsubsequently proceeded to dismiss the majority of BP’s counterclaims on June 18, 2019 and that motion remains pending. The Court has also ordered the parties to participate in early mediation per BP’s request. Mediation proceedings are currently scheduled for July 30, 2019 and the parties continue to exchange information and dialogue in advance of those proceedings.
BP has also similarly tenderedbegin tendering personal injury claims to ORM and NRC that are being pursued by Plaintiffsplaintiffs who opted out of the Medical Settlement and who are thus proceeding with their “B3” claims in their ordinary course (as opposed to pursuant to the Medical Settlement’s BELO provision). ORM and NRC have also rejected these demands.demands, and amended its Declaratory Judgment Action on December 11, 2019 to cover BP’s indemnity demands for these opt out claims as well.
On October 16, 2019, BP asserted 4 amended counterclaims against ORM and NRC, as well as 2 claims against ORM’s insurer (Navigators). Those amended counterclaims are breach of contract against ORM for allegedly failing to indemnify BP or name BP as an additional insured on the Navigators policy, declaratory judgment that NRC must allegedly indemnify BP under certain circumstances, and unjust enrichment against ORM and NRC. ORM and NRC successfully moved to dismiss the unjust enrichment counterclaim. The parties also filed simultaneous motions for judgment on the pleadings on February 14, 2020, and oppositions to the motions on March 16, 2020. The Court has not yet ordered whether a hearing on those motions will occur or whether the motions can be decided without a hearing.
Generally, the Company, ORM, and NRC believe that BP’s indemnity demands with respect to any “B3” claims, including those involving Medical Settlement class members invoking BELO rights and those involving Medical Settlement opt-out Plaintiffs, are untimely and improper, and intend to vigorously defend their interests. Moreover, ORM has contractual indemnity coverage for the above-referenced claims through its separate agreements with sub-contractors that worked for ORM during the DWH Response and have preserved theirhas attempted to preserve its rights in that regard while the Declaratory Judgment Action is pending. Overall, however, the Company believes that both of BP’s settlements have reduced the potential exposure in connection with the various cases relating to the DWH Response. The Company is unable to estimate the potential exposure, if any, resulting from these claims, but does not expect that they will have a material effect on its consolidated financial position, results of operations or cash flows.
In the ordinary course of the Company’s business, it may agree to indemnify its counterparty to an agreement. If the indemnified party makes a successful claim for indemnification, the Company would be required to reimburse that party in accordance with the terms of the indemnification agreement. Indemnification agreements generally, but not always, are subject to threshold amounts, specified claim periods and other restrictions and limitations.
In connection with the SES Business Transaction, the Company remains contingently liable for work performed in connection with the DWH Response. Pursuant to the agreement governing the sale, the Company’s potential liability to the purchaser may not exceed the consideration received by the Company for the SES Business Transaction. The Company is currently indemnified under contractual agreements with BP for the potential “B3” liabilities relating to the DWH Response; this indemnification is unrelated to, and thus not impacted by, the indemnification BP has demanded and discussed above.
In the ordinary course of its business, the Company becomes involved in various other litigation matters including, among other things, claims by third parties for alleged property damages and personal injuries. Management has used estimates in determining the Company’s potential exposure to these matters and has recorded reserves in its financial statements related thereto

where appropriate. It is possible that a change in the Company’s estimates of that exposure could occur, but the Company does not expect such changes in estimated costs would have a material effect on the Company’s consolidated financial position, results of operations or cash flows.
13.15. SEGMENT INFORMATION
Accounting standards require public business enterprises to report information about each of their operating business segments that exceed certain quantitative thresholds or meet certain other reporting requirements. Operating business segments have been defined as components of an enterprise about which separate financial information is available and is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company’s basis of measurement of segment profit or loss is as previously defined in the Company’s Annual report on Form
16

10-K for the year ended December 31, 2018.2019. Accounting standards also require companies to disaggregate revenues from contracts with customers into categories to depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. The following tables summarize the operating results, capital expenditures, assets and disaggregated revenues of the Company’s reportable segments.
 
Ocean
Services
$’000
 
Inland
Services
$’000
 
Witt
O’Brien’s
$’000
 
Other
$’000
 
Corporate
and
Eliminations
$’000
 
Total
$’000
For the three months ended June 30, 2019           
Operating Revenues:           
External customers109,681
 61,455
 23,745
 2,142
 
 197,023
Intersegment
 
 8
 
 (8) 
 109,681
 61,455
 23,753
 2,142
 (8) 197,023
Costs and Expenses:           
Operating71,230
 54,486
 15,691
 1,472
 (8) 142,871
Administrative and general9,423
 3,133
 6,831
 837
 6,490
 26,714
Depreciation and amortization10,230
 5,699
 209
 493
 378
 17,009
 90,883
 63,318
 22,731
 2,802
 6,860
 186,594
Gains (Losses) on Asset Dispositions, Net349
 330
 
 (2) 
 677
Operating Income (Loss)19,147
 (1,533) 1,022
 (662) (6,868) 11,106
Other Income (Expense):           
Foreign currency gains (losses), net1
 (191) 
 
 (1) (191)
Other, net28
 
 (2) 
 (1) 25
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax700
 (618) (128) (266) 
 (312)
Segment Profit (Loss)19,876
 (2,342) 892
 (928)    
Other Income (Expense) not included in Segment Profit (Loss)          9,763
Less Equity Losses included in Segment Profit (Loss)          312
Income Before Taxes and Equity Losses          20,703

 
Ocean
Services
$’000
 
Inland
Services
$’000
 
Witt
O’Brien’s
$’000
 
Other
$’000
 
Corporate
and
Eliminations
$’000
 
Total
$’000
For the six months ended June 30, 2019           
Operating Revenues:           
External customers218,953
 127,057
 56,590
 3,947
 
 406,547
Intersegment
 
 106
 
 (106) 
 218,953
 127,057
 56,696
 3,947
 (106) 406,547
Costs and Expenses:           
Operating141,162
 108,731
 37,463
 2,725
 (99) 289,982
Administrative and general19,621
 6,489
 13,233
 1,676
 12,441
 53,460
Depreciation and amortization20,567
 11,424
 415
 982
 757
 34,145
 181,350
 126,644
 51,111
 5,383
 13,099
 377,587
Gains (Losses) on Asset Dispositions, Net366
 750
 
 (2) 
 1,114
Operating Income (Loss)37,969
 1,163
 5,585
 (1,438) (13,205) 30,074
Other Income (Expense):           
Foreign currency gains (losses), net(46) 268
 
 
 (8) 214
Other, net(623) 
 (5) 
 9
 (619)
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax811
 (3,090) (195) (356) 
 (2,830)
Segment Profit (Loss)38,111
 (1,659) 5,385
 (1,794)    
Other Income (Expense) not included in Segment Profit (Loss)         8,825
Less Equity Losses included in Segment Profit (Loss)          2,830
Income Before Taxes and Equity Losses         38,494
            
Capital Expenditures542
 6,860
 40
 308
 
 7,750
            
As of June 30, 2019           
Property and Equipment:          

Historical cost930,719
 446,392
 1,267
 7,574
 30,132
 1,416,084
Accumulated depreciation(361,863) (205,792) (1,079) (1,472) (22,962) (593,168)
Net property and equipment568,856
 240,600
 188
 6,102
 7,170
 822,916
Operating Lease Right-of-Use Assets122,292
 34,791
 877
 
 3,558
 161,518
Investments, at Equity, and Advances to 50% or Less Owned Companies77,644
 56,504
 280
 21,217
 
 155,645
Inventories1,494
 2,973
 647
 179
 
 5,293
Goodwill1,852
 2,356
 28,506
 
 
 32,714
Intangible Assets8,301
 8,244
 6,228
 
 
 22,773
Other current and long-term assets, excluding cash and near cash assets(1)
56,598
 49,737
 91,993
 3,630
 17,319
 219,277
Segment Assets837,037
 395,205
 128,719
 31,128
    
Cash and near cash assets(1)
          183,254
Total Assets          1,603,390
______________________
(1)Cash and near cash assets includes cash, cash equivalents, restricted cash, restricted cash equivalents, marketable securities and construction reserve funds.

 
Ocean
Services
$’000
 
Inland
Services
$’000
 
Witt
O’Brien’s
$’000
 
Other
$’000
 
Corporate
and
Eliminations
$’000
 
Total
$’000
For the six months ended June 30, 2019           
Revenues from Contracts with Customers:          

Voyage charters25,729
 
 
 
 
 25,729
Contracts of affreightment10,647
 94,795
 
 
 
 105,442
Tariff41,962
 
 
 
 
 41,962
Unit freight32,312
 
 
 
 
 32,312
Terminal operations
 8,604
 
 
 
 8,604
Fleeting operations
 7,967
 
 
 
 7,967
Logistics Services
 8,113
 
 
 
 8,113
Time and material contracts
 
 50,586
 
 
 50,586
Retainer contracts
 
 4,802
 
 
 4,802
Product sales(1)

 
 
 2,887
 
 2,887
Other1,922
 2,279
 1,308
 584
 (106) 5,987
Lease Revenues:          

Time charter, bareboat charter and rental income106,381
 5,299
 
 476
 
 112,156
 218,953

127,057
 56,696
 3,947
 (106) 406,547
______________________
(1)Costs of goods sold related to product sales was $2.4 million.
 
Ocean
Services
$’000
 
Inland
Services
$’000
 
Witt
O’Brien’s
$’000
 
Other
$’000
 
Corporate
and
Eliminations
$’000
 
Total
$’000
For the three months ended June 30, 2018           
Operating Revenues:           
External customers105,155
 73,409
 37,298
 969
 
 216,831
Intersegment
 
 10
 
 (10) 
 105,155
 73,409
 37,308
 969
 (10) 216,831
Costs and Expenses:           
Operating75,044
 62,361
 24,399
 392
 (28) 162,168
Administrative and general10,328
 3,216
 5,140
 498
 5,129
 24,311
Depreciation and amortization11,620
 6,243
 491
 62
 428
 18,844
 96,992
 71,820
 30,030
 952
 5,529
 205,323
Gains on Asset Dispositions, Net3
 503
 
 
 
 506
Operating Income (Loss)8,166
 2,092
 7,278
 17
 (5,539) 12,014
Other Income (Expense):           
Foreign currency gains (losses), net(76) (1,183) (17) 1
 (71) (1,346)
Other, net398
 14
 
 53,902
 (3) 54,311
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax1,267
 584
 (32) 112
 
 1,931
Segment Profit9,755
 1,507
 7,229
 54,032
    
Other Income (Expense) not included in Segment Profit         (11,050)
Less Equity Earnings included in Segment Profit          (1,931)
Income Before Taxes and Equity Earnings         53,929


 
Ocean
Services
$’000
 
Inland
Services
$’000
 
Witt
O’Brien’s
$’000
 
Other
$’000
 
Corporate
and
Eliminations
$’000
 
Total
$’000
For the six months ended June 30, 2018           
Operating Revenues:           
External customers207,539
 129,330
 63,701
 1,085
 
 401,655
Intersegment
 
 39
 
 (39) 
 207,539
 129,330
 63,740
 1,085
 (39) 401,655
Costs and Expenses:           
Operating140,377
 110,542
 42,705
 392
 (71) 293,945
Administrative and general20,877
 6,528
 10,507
 684
 11,510
 50,106
Depreciation and amortization24,265
 12,477
 792
 62
 857
 38,453
 185,519
 129,547
 54,004
 1,138
 12,296
 382,504
Gains on Asset Dispositions, Net1,886
 5,665
 
 
 
 7,551
Operating Income (Loss)23,906
 5,448
 9,736
 (53) (12,335) 26,702
Other Income (Expense):           
Foreign currency gains (losses), net(127) 520
 (15) 1
 (35) 344
Other, net681
 14
 
 53,902
 (3) 54,594
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax1,582
 (1,870) 103
 1,279
 
 1,094
Segment Profit26,042
 4,112
 9,824
 55,129
    
Other Income (Expense) not included in Segment Profit         (21,597)
Less Equity Earnings included in Segment Profit          (1,094)
Income Before Taxes and Equity Earnings         60,043
            
Capital Expenditures28,503
 2,917
 
 85
 127
 31,632
            
As of June 30, 2018           
Property and Equipment:          

Historical cost920,908
 436,780
 1,227
 4,467
 30,132
 1,393,514
Accumulated depreciation(320,659) (184,747) (984) (62) (21,362) (527,814)
Net property and equipment600,249
 252,033

243

4,405

8,770
 865,700
Investments, at Equity, and Advances to 50% or Less Owned Companies59,527
 64,398
 589
 25,644
 
 150,158
Inventories2,172
 2,208
 152
 158
 
 4,690
Goodwill1,852
 2,416
 28,506
 
 
 32,774
Intangible Assets9,629
 9,738
 7,531
 
 
 26,898
Other current and long-term assets, excluding cash and near cash assets(1)
56,888
 73,980
 61,035
 2,789
 4,747
 199,439
Segment Assets730,317
 404,773
 98,056
 32,996
    
Cash and near cash assets(1)
          376,265
Total Assets          1,655,924

______________________
(1)Cash and near cash assets includes cash, cash equivalents, restricted cash, restricted cash equivalents, marketable securities and construction reserve funds.

 
Ocean
Services
$’000
 
Inland
Services
$’000
 
Witt
O’Brien’s
$’000
 
Other
$’000
 
Corporate
and
Eliminations
$’000
 
Total
$’000
For the six months ended June 30, 2018           
Revenues from Contracts with Customers:           
Voyage charters41,258
 
 
 
 
 41,258
Contracts of affreightment7,865
 96,303
 
 
 
 104,168
Tariff36,540
 
 
 
 
 36,540
Unit freight27,579
 
 
 
 
 27,579
Terminal operations
 11,814
 
 
 
 11,814
Fleeting operations
 8,952
 
 
 
 8,952
Logistics Services
 6,214
 
 
 
 6,214
Time and material contracts
 
 58,031
 
 
 58,031
Retainer contracts
 
 4,742
 
 
 4,742
Product sales(1)

 
 
 610
 
 610
Other1,497
 2,369
 967
 416
 (39) 5,210
Lease Revenues:          

Time charter, bareboat charter and rental income92,800
 3,678
 
 59
 
 96,537
 207,539
 129,330
 63,740
 1,085
 (39) 401,655
______________________
(1)Costs of goods sold related to product sales was $0.3 million.


Ocean
Services
$’000
Inland
Services
$’000
Witt
O’Brien’s
$’000
Other
$’000
Corporate
and
Eliminations
$’000
Total
$’000
For the three months ended March 31, 2020
Operating Revenues:
External customers106,115  61,311  22,471  2,399  —  192,296  
Intersegment—  —  35  —  (35) —  
106,115  61,311  22,506  2,399  (35) 192,296  
Costs and Expenses:
Operating77,604  50,919  15,691  1,847  (33) 146,028  
Administrative and general10,744  3,488  7,679  1,124  5,986  29,021  
Depreciation and amortization10,282  6,212  259  619  357  17,729  
98,630  60,619  23,629  3,590  6,310  192,778  
Gains on Asset Dispositions, Net 315  —  60  —  384  
Operating Income (Loss)7,494  1,007  (1,123) (1,131) (6,345) (98) 
Other Income (Expense):
Foreign currency gains (losses), net(78) (4,478) 12  —  (38) (4,582) 
Other, net22  —  70  —  —  92  
Equity in Losses of 50% or Less Owned Companies, Net of Tax(1,357) (3,376) (8) (52) —  (4,793) 
Segment Profit (Loss)6,081  (6,847) (1,049) (1,183) 
Other Income (Expense) not included in Segment Loss(3,292) 
Less Equity Losses included in Segment Loss4,793  
Loss Before Taxes and Equity Losses(7,880) 
Capital Expenditures3,177  2,196  —  839  165  6,377  
As of March 31, 2020
Property and Equipment:
Historical cost935,400  463,291  1,142  10,547  31,129  1,441,509  
Accumulated depreciation(390,481) (220,798) (1,024) (3,032) (24,089) (639,424) 
Net property and equipment544,919  242,493  118  7,515  7,040  802,085  
Operating Lease Right-of-Use Assets103,725  29,564  2,626  —  265  136,180  
Investments, at Equity, and Advances to 50% or Less Owned Companies75,357  52,443  987  22,781  —  151,568  
Inventories1,605  1,988  211  246  —  4,050  
Goodwill1,852  2,228  28,506  —  —  32,586  
Intangible Assets7,305  7,123  8,524  —  —  22,952  
Other current and long-term assets, excluding cash and near cash assets(1)
62,775  55,794  110,415  5,043  40,263  274,290  
Segment Assets797,538  391,633  151,387  35,585  
Cash and near cash assets(1)
85,162  
Total Assets1,508,873  
______________________
(1)Cash and near cash assets includes cash, cash equivalents, restricted cash, restricted cash equivalents and marketable securities.
17

Ocean
Services
$’000
Inland
Services
$’000
Witt
O’Brien’s
$’000
Other
$’000
Corporate
and
Eliminations
$’000
Total
$’000
For the three months ended March 31, 2020
Revenues from Contracts with Customers:
Voyage charters16,037  —  —  —  —  16,037  
Contracts of affreightment4,496  43,703  —  —  —  48,199  
Tariff22,571  —  —  —  —  22,571  
Unit freight16,448  —  —  —  —  16,448  
Terminal operations—  5,724  —  —  —  5,724  
Fleeting operations—  4,354  —  —  —  4,354  
Logistics Services—  3,287  —  —  —  3,287  
Time and material contracts—  —  19,206  —  —  19,206  
Retainer contracts—  —  2,554  —  —  2,554  
Product sales(1)
—  —  —  1,657  —  1,657  
Other950  1,257  746  640  (35) 3,558  
Lease Revenues:
Time charter, bareboat charter and rental income45,613  2,986  —  102  —  48,701  
106,115  61,311  22,506  2,399  (35) 192,296  
______________________
(1)Cost of goods sold related to product sales was $1.4 million.

18

Ocean
Services
$’000
Inland
Services
$’000
Witt
O’Brien’s
$’000
Other
$’000
Corporate
and
Eliminations
$’000
Total
$’000
For the three months ended March 31, 2019
Operating Revenues:
External customers109,272  65,602  32,845  1,805  —  209,524  
Intersegment—  —  98  —  (98) —  
109,272  65,602  32,943  1,805  (98) 209,524  
Costs and Expenses:
Operating69,932  54,245  21,772  1,253  (91) 147,111  
Administrative and general10,198  3,356  6,402  839  5,951  26,746  
Depreciation and amortization10,337  5,725  206  489  379  17,136  
90,467  63,326  28,380  2,581  6,239  190,993  
Gains on Asset Dispositions17  420  —  —  —  437  
Operating Income (Loss)18,822  2,696  4,563  (776) (6,337) 18,968  
Other Income (Expense):
Foreign currency gains (losses), net(47) 459  —  —  (7) 405  
Other, net(651) —  (3) —  10  (644) 
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax111  (2,472) (67) (90) —  (2,518) 
Segment Profit (Loss)18,235  683  4,493  (866) 
Other Income (Expense) not included in Segment Profit(938) 
Less Equity Losses included in Segment Profit2,518  
Income Before Taxes and Equity Losses17,791  
Capital Expenditures247  5,237  20  145  —  5,649  
As of March 31, 2019
Property and Equipment:
Historical cost930,464  444,609  1,246  7,037  30,132  1,413,488  
Accumulated depreciation(352,005) (200,516) (1,053) (979) (22,583) (577,136) 
Net property and equipment578,459  244,093  193  6,058  7,549  836,352  
Operating Lease Right-of-Use Assets125,640  36,534  987  —  4,164  167,325  
Investments, at Equity, and Advances to 50% or Less Owned Companies74,127  56,238  419  24,506  —  155,290  
Inventories2,042  2,183  366  323  —  4,914  
Goodwill1,852  2,362  28,506  —  —  32,720  
Intangible Assets8,633  8,618  6,411  —  —  23,662  
Other current and long-term assets, excluding cash and near cash assets(1)
53,070  62,832  91,591  2,383  10,231  220,107  
Segment Assets843,823  412,860  128,473  33,270  
Cash and near cash assets(1)
181,436  
Total Assets1,621,806  
______________________
(1)Cash and near cash assets includes cash, cash equivalents, restricted cash, restricted cash equivalents, marketable securities and construction reserve funds.
19

Ocean
Services
$’000
Inland
Services
$’000
Witt
O’Brien’s
$’000
Other
$’000
Corporate
and
Eliminations
$’000
Total
$’000
For the three months ended March 31, 2019
Revenues from Contracts with Customers:
Voyage charters9,314  —  —  —  —  9,314  
Contracts of affreightment3,730  48,984  —  —  —  52,714  
Tariff20,996  —  —  —  —  20,996  
Unit freight16,012  —  —  —  —  16,012  
Terminal operations—  5,480  —  —  —  5,480  
Fleeting operations—  4,070  —  —  —  4,070  
Logistics Services—  3,538  —  —  —  3,538  
Time and material contracts—  —  29,946  —  —  29,946  
Retainer contracts—  —  2,405  —  —  2,405  
Product sales(1)
—  —  —  1,310  —  1,310  
Other934  902  592  255  (98) 2,585  
Lease Revenues:
Time charter, bareboat charter and rental income58,286  2,628  —  240  —  61,154  
109,272  65,602  32,943  1,805  (98) 209,524  
______________________
(1)Cost of goods sold related to product sales was $1.1 million.
20

ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This Form 10-Q includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Certain statements discussed in this Form 10-Q as well as in other reports, materials and oral statements that the Company releases from time to time constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Generally, words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “believe,” “plan,” “target,” “forecast” and similar expressions are intended to identify forward-looking statements. Such forward-looking statements concern management’s expectations, strategic objectives, business prospects, anticipated economic performance and financial condition and other similar matters. Forward-looking statements are inherently uncertain and subject to a variety of assumptions, risks and uncertainties that could cause actual results to differ materially from those anticipated or expected by management of the Company. These statements are not guarantees of future performance and actual events or results may differ significantly from these statements. Actual events or results are subject to significant known and unknown risks, uncertainties and other important factors, including risks relating to the COVID-19 pandemic, volatility the pandemic has caused in the capital markets and the effects it has had and could continue to have on the global economy, weakening demand for the Company’s services as a result of unplanned customer suspensions, cancellations, rate reductions or non-renewals of vessel charters or failures to finalize commitments to charter vessels, increased government legislation and regulation of the Company’s businesses that could increase the cost of operations, increased competition if the Jones Act is repealed, liability, legal fees and costs in connection with the provision of emergency response services, decreased demand for the Company’s services as a result of declines in the global economy, declines in valuations in the global financial markets and a lack of liquidity in the credit sectors, including, interest rate fluctuations, availability of credit, inflation rates, change in laws, trade barriers, commodity prices and currency exchange fluctuations, the cyclical nature of the oil and gas industry, activity in foreign countries and changes in foreign political, military and economic conditions, changes in foreign and domestic oil and gas exploration and production activity, safety record requirements related to Ocean Services, decreased demand for Ocean Services due to construction of additional refined petroleum product, natural gas or crude oil pipelines or due to decreased demand for refined petroleum products, crude oil or chemical products or a change in existing methods of delivery, compliance with U.S. and foreign government laws and regulations, including environmental laws and regulations and economic sanctions, the dependence of Ocean Services and Inland Services on several key customers, consolidation of the Company’s customer base, the ongoing need to replace aging vessels, industry fleet capacity, restrictions imposed by the Shipping Acts on the amount of foreign ownership of the Company’s Common Stock, operational risks of Ocean Services and Inland Services, effects of adverse weather conditions and seasonality, the level of grain export volume, the effect of fuel prices on barge towing costs, variability in freight rates for inland river barges, the effect of international economic and political factors on Inland Services’ operations, the ability to realize anticipated benefits from acquisitions and other strategic transactions, adequacy of insurance coverage, the attraction and retention of qualified personnel by the Company, changes in U.S. and international trade policies and various other matters and factors, many of which are beyond the Company’s control as well as those discussed in Item 1A (Risk Factors) of the Company’s Annual report on Form 10-K and other reports filed by the Company with the Securities and Exchange Commission (“SEC”). It should be understood that it is not possible to predict or identify all such factors. Consequently, the preceding should not be considered to be a complete discussion of all potential risks or uncertainties. Given these risk factors, investors and analysts should not place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date of the document in which they are made. The Company disclaims any obligation or undertaking to provide any updates or revisions to any forward-looking statement to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which the forward-looking statement is based, except as required by law. It is advisable, however, to consult any further disclosures the Company makes on related subjects in its filings with the SEC, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K (if any). These statements constitute the Company’s cautionary statements under the Private Securities Litigation Reform Act of 1995.
Overview
The Company’s operations are divided into three main business segments – Ocean Transportation & Logistics Services (“Ocean Services”), Inland Transportation & Logistics Services (“Inland Services”) and Witt O’Brien’s. The Company also has activities that are referred to and described under Other that primarily includes CLEANCOR Energy Solutions LLC and its subsidiaries (collectively “Cleancor”), lending and leasing activities and noncontrolling investments in various other businesses.
Recent Developments
In March 2020, the World Health Organization declared the outbreak of a novel coronavirus ("COVID-19") as a pandemic, which continues to spread throughout the United States and the world. The spread of COVID-19 has caused significant volatility in U.S. and international markets and there is significant uncertainty around the breadth and duration of business disruptions related to COVID-19, as well as its impact on the U.S. and international economies.
21

The outbreak of COVID-19 has caused many governments to implement stay-at-home orders, quarantines and place significant restrictions on travel. Many of these governments have also implemented work restrictions that prohibit or limit non-essential businesses from conducting normal operations, which has required employees to work remotely if possible or be terminated or furloughed. The health and safety of the Company's employees and customers is and will continue to be its highest priority throughout the pandemic. The Company has implemented protective measures relating to its workforce including, but not limited to, health monitoring, personal protective equipment, and enhanced cleaning and sanitizing procedures among other measures recommended by various federal, state and local governments.
Through the first quarter, the Company's overall business, results of operations and financial condition have not been materially affected by the COVID-19 outbreak. In early April, two of the Company's subsidiaries began to be adversely affected as a result of reduced demand but there is too much uncertainty to know if the reduction in demand will be short lived or become more prolonged. The Company has implemented various temporary cost containment measures, including returning leased-in equipment to their owners, idling certain owned equipment, eliminating overtime and deferring planned repair and maintenance projects. The remainder of the Company's businesses have not been materially adversely affected. Witt O'Brien's, the Company's crisis and emergency management consulting business has experienced increased demand as a result of the COVID-19 pandemic, winning new customers and projects to assist both public and private sector clients in their recovery and resiliency efforts.
The Company continues to maintain a strong balance sheet and expects to meet all of its near-term maturities and capital commitments. As of March 31, 2020, the Company's cash, cash equivalents, restricted cash, restricted cash equivalents and marketable securities totaled $85.2 million, and the Company has the ability to borrow up to $225.0 million under undrawn credit facilities. The Company also expects to benefit from certain provisions of the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act"), most notably from being able to carryback net operating losses for up to five years resulting in income tax refunds of approximately $32 million once the refund requests are processed. The Company is continuing to monitor the impacts of the pandemic on its businesses, operations and financial condition, and in the future may consider implementing mitigation strategies to protect its long-term sustainability.
The COVID-19 pandemic is, however, a dynamic and continuously evolving phenomenon and the ultimate severity of the outbreak is uncertain at this time. If the pandemic worsens, additional restrictions are implemented or current restrictions are imposed for a longer period of time to contain the outbreak, the Company may experience a material adverse effect on its businesses, results of operations and financial condition. For additional information See Part II Item 1A “Risk Factors.”
Consolidated Results of Operations
The sections below provide an analysis of the Company’s operations by business segment for the three months (“Current Year Quarter”) and six months (“Current Six Months”) ended June 30, 2019March 31, 2020 compared with the three months (“Prior Year Quarter”) and six months (“Prior Six Months”) ended June 30, 2018.March 31, 2019. See “Item 1. Financial Statements—Note 13.15. Segment Information” included in Part I of this Quarterly Report on Form 10-Q for consolidating segment tables for each period presented. Capitalized terms used and not specifically defined herein have the meaning given to those terms used in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018.2019.
22

Ocean Transportation & Logistics Services
Three Months Ended March 31,
20202019
$’000%$’000%
Operating Revenues:
United States86,886  82  90,315  83  
Foreign19,229  18  18,957  17  
106,115  100  109,272  100  
Costs and Expenses:
Operating:
Personnel23,296  22  23,182  21  
Repairs and maintenance6,702   6,267   
Dry-docking9,520   2,831   
Insurance and loss reserves1,650   2,228   
Fuel, lubes and supplies9,571   7,789   
Leased-in equipment11,585  11  12,086  11  
Other15,280  14  15,549  14  
77,604  73  69,932  64  
Administrative and general10,744  10  10,198   
Depreciation and amortization10,282  10  10,337  10  
98,630  93  90,467  83  
Gains on Asset Dispositions —  17  —  
Operating Income7,494   18,822  17  
Other Income (Expense):
Foreign currency losses, net(78) —  (47) —  
Other, net22  —  (651) —  
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax(1,357) (1) 111  —  
Segment Profit(1)
6,081   18,235  17  
______________________
(1)Includes amounts attributable to both SEACOR and noncontrolling interests. See “Item 1. Financial Statements—Note 11. Noncontrolling Interests in Subsidiaries” included in Part I of this Quarterly Report on Form 10-Q.
Ocean Transportation & Logistics Services
 Three Months Ended June 30, Six Months Ended June 30,
 2019 2018 2019 2018
 $’000 % $’000 % $’000 % $’000 %
Operating Revenues:               
United States90,346
 82 87,414
 83
 180,660
 83
 170,463
 82
Foreign19,335
 18 17,741
 17
 38,293
 17
 37,076
 18
 109,681
 100 105,155
 100
 218,953
 100
 207,539
 100
Costs and Expenses:               
Operating:               
Personnel23,729
 22 22,584
 21
 46,911
 21
 45,884
 22
Repairs and maintenance5,953
 5 6,249
 6
 12,220
 6
 11,601
 5
Dry-docking3,371
 3 7,430
 7
 6,203
 3
 9,596
 5
Insurance and loss reserves1,615
 2 1,542
 1
 3,843
 2
 3,534
 2
Fuel, lubes and supplies9,981
 9 10,112
 10
 17,770
 8
 18,624
 9
Leased-in equipment11,040
 10 11,434
 11
 23,126
 11
 22,512
 11
Other15,541
 14 15,693
 15
 31,089
 14
 28,626
 14
 71,230
 65 75,044
 71
 141,162
 65
 140,377
 68
Administrative and general9,423
 9 10,328
 10
 19,621
 9
 20,877
 10
Depreciation and amortization10,230
 9 11,620
 11
 20,567
 9
 24,265
 11
 90,883
 83 96,992
 92
 181,350
 83
 185,519
 89
Gains on Asset Dispositions349
  3
 
 366
 
 1,886
 1
Operating Income19,147
 17 8,166
 8
 37,969
 17
 23,906
 12
Other Income (Expense):               
Foreign currency gains (losses), net1
  (76) 
 (46) 
 (127) 
Other, net28
  398
 
 (623) 
 681
 
Equity in Earnings of 50% or Less Owned Companies, Net of Tax700
 1 1,267
 1
 811
 
 1,582
 1
Segment Profit(1)
19,876
 18 9,755
 9
 38,111
 17
 26,042
 13
23

______________________Table of Contents
(1)Includes amounts attributable to both SEACOR and noncontrolling interests. See “Item 1. Financial Statements—Note 9. Noncontrolling Interests in Subsidiaries” included in Part I of this Quarterly Report on Form 10-Q.

Operating Revenues by Service Line. The table below sets forth, for the periods indicated, operating revenues by service line.
Three Months Ended March 31,
20202019
$’000%$’000%
Operating Revenues:
Bulk Transportation Services:
Petroleum and chemical:
Time charter15,926  15  30,256  28  
Bareboat charter10,150   7,411   
Voyage charter2,590   —  —  
Dry bulk:
Contracts of affreightment4,496   3,730   
Voyage charter4,032   2,113   
Port & Infrastructure Services:
Tariff22,571  21  20,996  19  
Time charter1,785   1,299   
Bareboat charter1,633   1,782   
Logistics Services:
Time charter(1)
16,119  15  17,538  16  
Voyage charter9,415   7,201   
Unit freight16,448  16  16,012  15  
Managed Services950   934  —  
106,115  100  109,272  100  
 Three Months Ended June 30, Six Months Ended June 30,
 2019 2018 2019 2018
 $’000 % $’000 % $’000 % $’000 %
Operating Revenues:               
Bulk Transportation Services:               
Petroleum and chemical:               
Time charter25,900
 24 23,706
 23 56,155
 26 49,217
 24
Bareboat charter6,989
 6 9,151
 9 14,400
 6 18,201
 9
Voyage charter1,333
 1 2,284
 2 1,333
 1 7,390
 4
Dry bulk:               
Contracts of affreightment6,917
 6 4,817
 4 10,647
 5 7,865
 4
Voyage charter1,806
 2 4,672
 4 3,919
 2 9,209
 4
Port & Infrastructure Services:               
Tariff20,965
 19 18,539
 18 41,962
 19 36,540
 17
Time charter1,876
 2 1,171
 1 3,175
 1 2,522
 1
Bareboat charter1,588
 1 1,856
 2 3,370
 2 3,679
 2
Logistics Services:               
Time charter(1)
11,743
 11 8,276
 8 29,281
 13 19,181
 9
Voyage charter13,277
 12 15,843
 15 20,477
 9 24,659
 12
Unit freight16,299
 15 14,195
 13 32,312
 15 27,579
 13
Managed services988
 1 645
 1 1,922
 1 1,497
 1
 109,681
 100 105,155
 100 218,953
 100 207,539
 100
_______________________
_______________________(1)Includes MSP revenues of $3.9 million and $3.1 million for the three months ended March 31, 2020 and 2019, respectively.
(1)Includes MSP revenues of $4.6 million and $7.7 million for the three and six months ended June 30, 2019 and $5.0 million and $10.0 million for the three and six months ended June 30, 2018, respectively.
Current Year Quarter compared with Prior Year Quarter
Operating Revenues. Operating revenues were $4.5$3.2 million higher.lower.
Operating revenues from bulk transportation services were $1.7$6.3 million lower. Operating revenues from petroleum and chemical transportation services were $0.9$9.0 million lower primarily due to the return ofout-of-service time for a regulatory dry-docking, a change in contract status from time charter to bareboat charter in December 2019 for one previously leased-in U.S.-flag petroleum and chemical carrier in January 2019and the commencement and extension of two time charters at rates lower than the previous charter for two other U.S.-flag petroleum and chemical carriers. These decreases were partially offset by lessone additional operating day in the Current Year Quarter. Operating revenues from dry-bulk transportation were $2.7 million higher primarily due to out-of-service time for mobilization following the regulatory dry-dockings and repairs. Operating revenues from drydry-docking of one U.S.-flag bulk transportation were $0.8 million lower primarily due to lower activities.carrier in the Prior Year Quarter.
Operating revenues from port and infrastructure services were $2.9 million higher primarily due to higher port traffic.
Operating revenues from logistics services were $3.0$1.9 million higher primarily due to an increase in unit freight shipping demand for containers and project cargoes. The changes in time charter and voyage charterharbor towing tariff activities.
Operating revenues forfrom logistics services were $1.2 million higher primarily due to higher military and commercial cargo activity were the result of changes in contract status.for PCTCs.
Operating ExpensesExpenses.. Operating expenses were $3.8$7.7 million lowerhigher primarily due to fewer regulatory dry-dockings in the Current Year Quarter,dry-docking costs for one U.S.-flag petroleum and chemical carrier and five U.S.-flag harbor tugs, partially offset by higher personnel expenses primarily duelower dry-docking costs for PCTCs and lower overall operating costs for another U.S.-flag petroleum and chemical carrier following a change in contract status from time charter to pre-negotiated rate increases under the terms of certain collective bargaining agreements.bareboat charter during December 2019.
Administrative and General.Administrative and general expenses were $0.9$0.5 million lowerhigher primarily due to higher facility and information technology costs, partially offset by lower legal and professional fees.
Depreciation and Amortization. Depreciation and amortization expenses were $1.4 million lower primarily due to the U.S.-flag bulk carriers being fully depreciated during 2018.
Gains on Asset Dispositions. During the Current Year Quarter, the Company recognized $0.3 million of previously deferred gains following the repayment of a note receivable related to the sale of real property.compensation costs.
Operating Income. Excluding gains on asset dispositions, operatingOperating income as a percentage of operating revenues was 17%7% in the Current Year Quarter compared with 8%17% in the Prior Year Quarter. The improvementdecrease was primarily due to higher

lower operating revenues lower dry-docking costs and lower depreciation and amortization expenses, partially offset by lower operating expenses from a change in contract status, lower operating revenues from the commencement and extension of two time charters at lower rates, and higher personnel expenses.dry-docking costs for certain U.S.-flag petroleum and chemical carriers and U.S.-flag harbor tugs.
24

Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax.Tax. EquityThe Company recognized equity in losses of 50% or less owned companies, net of tax, of $1.4 million in the Current Year Quarter compared with equity in earnings of 50% or less owned companies, net of tax, were $0.6of $0.1 million lower. Equityin the Prior Year Quarter primarily due to lower earnings from Trailer Bridge were $2.1 million lower primarily due to increased capacityassociated with decreased demand in the Puerto Rico liner trade and a reduction in the movement of relief supplies following the 2017 hurricanes. The decrease was partially offset by an improvement in equity earningslosses from the Company’s rail ferry joint ventures, (RF Vessel Holdings and Golfo de Mexico) as a consequence of out-of-service time and associated dry-docking costs and repair and maintenance expenses for the rail ferries in the Prior Year Quarter.
Current Six Months compared with Prior Six Months
Operating Revenues. Operating revenues were $11.4 million higher.
Operating revenues from bulk transportation services were $5.4 million lower. Operating revenues from petroleum and chemical transportation were $2.9 million lower primarily due to the return of one previously leased-in U.S.-flag petroleum and chemical carrier in January 2019 and the scrapping of another U.S.-flag petroleum and chemical carrier in the Prior Six Months. These decreases were partially offset by the return to service of one U.S.-flag petroleum and chemical carrier in the Prior Six Months following the completion of its regulatory dry-docking and a higher time charter rate in the Current Six Months for another U.S.-flag petroleum and chemical carrier. Operating revenues from dry bulk transportation were $2.5 million lower primarily due to higher off-hire time for regulatory dry-dockings and mobilization.
Operating revenues from port and infrastructure services were $5.8 million higher primarily due to higher port traffic.
Operating revenues from logistics services were $10.7 million higher primarily due to an increase in unit freight shipping demand for containers and project cargoes. The changes in time charter and voyage charter revenues for military and commercial cargo activity were the result of changes in contract status.
Operating Expenses. Operating expenses were $0.8 million higher primarily due to higher personnel expenses as a result of pre-negotiated rate increases under the terms of certain collective bargaining agreements, higher repair and maintenance expenses for U.S.-flag bulk carriers and higher voyage costs for logistics services as a consequence of the increased revenues discussed above. These increases were partially offset by lower regulatory dry-docking costs across the fleet.
Administrative and General. Administrative and general expenses were $1.3 million lower primarily due to lower legal and professional fees.
Depreciation and Amortization. Depreciation and amortization expenses were $3.7 million lower primarily due to the U.S.-flag bulk carriers being fully depreciated during 2018.
Gains on Asset Dispositions. During the Current Six Months, the Company recognized $0.3 million of previously deferred gains following the repayment of a note receivable related to the sale of real property. During the Prior Six Months, the Company sold one U.S.-flag petroleum and chemical carrier, one U.S.-flag harbor tug and other equipment for net proceeds of $5.1 million and gains of $1.9 million.
Operating Income. Excluding gains on asset dispositions, operating income as a percentage of operating revenues was 17% compared with 11%. The improvement was primarily due to higher operating revenues, lower administrative and general expenses and lower depreciation and amortization expenses.
Equity in Earnings of 50% or Less Owned Companies, Net of Tax. Equity in earnings of 50% or less owned companies, net of tax, were $0.8 million lower. Equity earnings from Trailer Bridge were $2.9 million lower primarily due to increased capacity in the Puerto Rico liner trade and a reduction in the movement of relief supplies following the 2017 hurricanes. The decrease was partially offset by an improvementincrease in equity earnings from the Company’s rail ferry joint ventures (RF Vessel Holdings and Golfo de Mexico) as a consequence of out-of-service time and associated dry-docking costs and repair and maintenance expenses for the rail ferries in the Prior Six Months.KSM.

Fleet Count
The composition of Ocean Services’ fleet as of June 30March 31 was as follows:
OwnedLeased-inJoint VenturedTotal
2020
Bulk Transportation Services:
Petroleum and chemical carriers - U.S.-flag  —   
Bulk carriers - U.S.-flag —  —   
Port & Infrastructure Services:
Harbor tugs - U.S.-flag20   —  25  
Harbor tugs - Foreign-flag —    
Offshore tugs - U.S.-flag —  —   
Ocean liquid tank barges - U.S.-flag —  —   
Ocean liquid tank barges - Foreign-flag—  —    
Specialty vessels - Foreign-flag(1)
—  —    
Logistics Services:
PCTC(2) - U.S.-flag
—   —   
Short-sea container/RORO(3) vessels - Foreign-flag
 —  —   
RORO(3) & deck barges - U.S.-flag
—  —    
Rail ferries - Foreign-flag—  —    
49  11  14  74  
2019
Bulk Transportation Services:
Petroleum and chemical carriers - U.S.-flag  —   
Bulk carriers - U.S.-flag —  —   
Port & Infrastructure Services:
Harbor tugs - U.S.-flag19   —  24  
Harbor tugs - Foreign-flag —    
Offshore tugs - U.S.-flag —  —   
Ocean liquid tank barges - U.S.-flag —  —   
Ocean liquid tank barges - Foreign-flag—  —    
Specialty vessels - Foreign-flag(4)
—  —    
Logistics Services:
PCTC(2) - U.S.-flag
—   —   
Short-sea container/RORO(3) vessels - Foreign-flag
 —  —   
RORO(3) & deck barges - U.S.-flag
—  —    
Rail ferries - Foreign-flag—  —    
49  11  13  73  
 Owned Leased-in Joint Ventured Total
2019       
Bulk Transportation Services:       
Petroleum and chemical carriers - U.S.-flag7
 2
 
 9
Bulk carriers - U.S.-flag2
 
 
 2
Port & Infrastructure Services:      
Harbor tugs - U.S.-flag19
 5
 
 24
Harbor tugs - Foreign-flag6
 
 2
 8
Offshore tugs - U.S.-flag1
 
 
 1
Ocean liquid tank barges - U.S.-flag5
 
 
 5
Ocean liquid tank barges - Foreign-flag
 
 1
 1
Specialty vessel - Foreign-flag(1)

 
 2
 2
Logistics Services:      
PCTC(2) - U.S.-flag

 4
 
 4
Short-sea container/RORO(3) vessels - Foreign-flag
9
 
 
 9
RORO(3) & deck barges - U.S.-flag

 
 7
 7
Rail ferries - Foreign-flag
 
 2
 2
 49
 11
 14
 74
2018       
Bulk Transportation Services:       
Petroleum and chemical carriers - U.S.-flag7
 3
 
 10
Bulk carriers - U.S.-flag2
 
 
 2
Port & Infrastructure Services:      
Harbor tugs - U.S.-flag18
 6
 
 24
Harbor tugs - Foreign-flag6
 
 2
 8
Offshore tugs - U.S.-flag1
 
 
 1
Ocean liquid tank barges - U.S.-flag5
 
 
 5
Ocean liquid tank barges - Foreign-flag
 
 1
 1
Logistics Services:      
PCTC(2) - U.S.-flag

 4
 
 4
Short-sea container/RORO(3) vessels - Foreign-flag
9
 
 
 9
RORO(3) & deck barges - U.S.-flag

 
 7
 7
Rail ferries - Foreign-flag
 
 2
 2
 48
 13
 12
 73
______________________
______________________(1)One line handling and one crew transport vessel.
(1)Line handling vessel
(2)Pure Car/Truck Carrier.
(3)Roll On/Roll Off.
(2)Pure Car/Truck Carrier.
(3)Roll On/Roll Off.
(4)One line handling vessel.
25

Inland Transportation & Logistics Services
Inland Transportation & Logistics Services
Three Months Ended June 30, Six Months Ended June 30,Three Months Ended March 31,
2019 2018 2019 201820202019
$’000 % $’000 % $’000 % $’000 %$’000%$’000%
Operating Revenues:               Operating Revenues:
United States58,594
 95
 70,142
 96
 122,206
 96
 123,880
 96
United States59,797  98  63,612  97  
Foreign2,861
 5
 3,267
 4
 4,851
 4
 5,450
 4
Foreign1,514   1,990   
61,455
 100
 73,409
 100
 127,057
 100
 129,330
 100
61,311  100  65,602  100  
Costs and Expenses:               Costs and Expenses:
Operating:               Operating:
Barge logistics36,582
 59
 47,458
 64
 70,167
 55
 81,587
 63
Barge logistics32,799  53  33,585  51  
Personnel4,205
 7
 4,435
 6
 8,777
 7
 9,051
 7
Personnel5,405   4,571   
Repairs and maintenance1,624
 3
 1,216
 2
 2,838
 2
 2,756
 2
Repairs and maintenance1,711   1,214   
Insurance and loss reserves1,059
 2
 597
 1
 2,075
 2
 1,243
 1
Insurance and loss reserves722   1,016   
Fuel, lubes and supplies1,872
 3
 1,954
 3
 3,683
 3
 3,833
 3
Fuel, lubes and supplies1,535   1,811   
Leased-in equipment3,508
 6
 2,151
 3
 7,118
 6
 4,020
 3
Leased-in equipment3,081   3,611   
Other4,090
 7
 4,471
 6
 8,309
 7
 7,859
 6
Other3,493   4,218   
Net barge pool earnings attributable to third parties1,546
 2
 79
 
 5,764
 4
 193
 
Net barge pool earnings attributable to third parties2,173   4,219   
54,486
 89
 62,361
 85
 108,731
 86
 110,542
 85
50,919  83  54,245  83  
Administrative and general3,133
 5
 3,216
 4
 6,489
 5
 6,528
 5
Administrative and general3,488   3,356   
Depreciation and amortization5,699
 9
 6,243
 9
 11,424
 9
 12,477
 10
Depreciation and amortization6,212  10  5,725   
63,318
 103
 71,820
 98
 126,644
 100
 129,547
 100
60,619  99  63,326  97  
Gains on Asset Dispositions330
 
 503
 1
 750
 1
 5,665
 4
Operating Income (Loss)(1,533) (3) 2,092
 3
 1,163
 1
 5,448
 4
Gains on Asset Dispositions, NetGains on Asset Dispositions, Net315   420   
Operating IncomeOperating Income1,007   2,696   
Other Income:               Other Income:
Foreign currency gains (losses), net(191) 
 (1,183) (2) 268
 
 520
 
Foreign currency gains (losses), net(4,478) (7) 459   
Other, net
 
 14
 
 
 
 14
 
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax(618) (1) 584
 1
 (3,090) (2) (1,870) (1)
Equity in Losses of 50% or Less Owned Companies, Net of TaxEquity in Losses of 50% or Less Owned Companies, Net of Tax(3,376) (6) (2,472) (4) 
Segment Profit (Loss)(1)
(2,342) (4) 1,507
 2
 (1,659) (1) 4,112
 3
Segment Profit (Loss)(1)
(6,847) (11) 683   
______________________
______________________(1)
(1)Includes amounts attributable to both SEACOR and noncontrolling interests. See “Item 1. Financial Statements—Note 9. Noncontrolling Interests in Subsidiaries” included in Part I of this Quarterly Report on Form 10-Q.

Includes amounts attributable to both SEACOR and noncontrolling interests.
Operating Revenues by Service Line. The table below sets forth, for the periods indicated, operating revenues by service line.
Three Months Ended March 31,
20202019
$’000%$’000%
Operating Revenues:
Bulk Transportation Services:
Dry-cargo barge pools(1)
42,189  69  46,993  72  
International liquid tank barge operations1,514   1,991   
Boat, specialty barge and other operations2,074   1,636   
Port & Infrastructure Services:
Terminal operations6,058  10  5,807   
Fleeting operations5,041   4,736   
Machine shop and shipyard673   427   
Logistics Services3,287   3,538   
Managed Services475   474   
61,311  100  65,602  100  
 Three Months Ended June 30, Six Months Ended June 30,
 2019 2018 2019 2018
 $’000 % $’000 % $’000 % $’000 %
Operating Revenues:               
Bulk Transportation Services:               
Dry-cargo barge pools(1)
42,950
 70 52,746
 72 89,943
 71 90,853
 70
Charter-out of dry-cargo barges
  
  
  5
 
International liquid tank barge operations2,861
 5 3,267
 4 4,852
 4 5,450
 4
Boat, specialty barge and other operations1,702
 3 884
 1 3,338
 3 1,775
 1
Port & Infrastructure Services:               
Terminal operations3,451
 6 6,485
 9 9,258
 7 12,649
 10
Fleeting operations4,604
 7 5,268
 7 9,340
 7 10,122
 8
Machine shop and shipyard826
 1 884
 1 1,254
 1 1,316
 1
Logistics services4,575
 7 3,400
 5 8,113
 6 6,214
 5
Managed services486
 1 475
 1 959
 1 946
 1
 61,455
 100 73,409
 100 127,057
 100 129,330
 100
______________________
______________________(1)Operating revenues for the three months ended March 31, 2020 and 2019, includes $17.0 million and $20.2 million, respectively, attributable to third-party barge owners participating in dry-cargo barge pools managed by the Company.
(1)Operating revenues for the three and six months ended June 30, 2019, includes $18.6 million and $38.8 million, respectively, attributable to third-party barge owners participating in dry-cargo barge pools managed by the Company. Operating revenues for the three and six months ended June 30, 2018, includes $22.4 million and $37.7 million, respectively, attributable to third-party barge owners participating in dry-cargo barge pools managed by the Company.
26

Current Year Quarter compared with Prior Year Quarter
Operating Revenues. Operating revenues were $12.0$4.3 million lower in the Current Year Quarter compared with the Prior Year Quarter and $2.3 million lower in the Current Six Months compared with the Prior Six Months. Operating revenues in the Current Year Quarter and Current Six Months were impacted by prolonged flooding throughout the U.S. Inland Waterways resulting in a severe disruption to bulk transportation activities.lower.
Operating revenues from bulk transportation services were $9.4$4.8 million lower in the Current Year Quarter compared with the Prior Year Quarter and $0.1 million higher in the Current Six Months compared with the Prior Six Months.lower. Operating revenues from the dry-cargo barge pools were $9.8$4.8 million lower resulting from a 4% decline in U.S. grain exports from the Current Year Quarter comparedCenter Gulf reducing demand for barge freight and driving down rates. The primary causes for the decline in demand were the continuing trade war with the Prior Year QuarterChina, U.S. farm subsidy programs which were a disincentive to exports and $0.9competition from South America as a result of a stronger U.S. dollar. Operating revenues from international liquid tank barge operations were $0.4 million lower in the Current Six Months compared with the Prior Six Months primarily due to the severe disruption to bulk transportation activities discussed above.two towboats being out of service for scheduled maintenance and lower volumes transported. Operating revenues from boat, specialty barge and other operations were $0.8$0.4 million higher in the Current Year Quarter compared with the Prior Year Quarter and $1.6 million higher in the Current Six Months compared with the Prior Six Months primarily due to placing an additional towboat into service during the adoptionfourth quarter of the new lease accounting standard.2019.
Operating revenues from port and infrastructure services were $3.8$0.8 million lower in the Current Year Quarterhigher. Operating revenues from terminal operations and fleeting operations were $0.3 million and $0.3 million higher, respectively, primarily due to improved operating conditions compared with the Prior Year Quarterprior year, which were impacted by high water and $4.2flooding. Operating revenues from machine and shipyard services were $0.2 million lowerhigher primarily due to an increase in the Current Six Months compared with the Prior Six Months. The prolonged flooding closed the St. Louis harborrepairs for 45 days during the Current Year Quarter and restricted activity at the Company's terminal and fleeting locations; the volumes handled by the Company's terminals in the St. Louis area were approximately 60% lower in the Current Year Quarter compared with the Prior Year Quarter and approximately 30% lower in the Current Six Months compared with the Prior Six Months.third parties.
Operating revenues from logistics services were $1.2$0.3 million higher in the Current Year Quarter compared with the Prior Year Quarter and $1.9 million higher in the Current Six Months compared with the Prior Six Monthslower primarily due to an increasea decrease in container movements.
Operating Expenses.Operating Expenses. Operating expenses were $7.9$3.3 million lower in the Current Year Quarter compared with the Prior Year Quarter and $1.8 million lower in the Current Six Months compared with the Prior Six Months.
lower. Barge logistics expenses were $10.9$0.8 million lower in the Current Year Quarter compared with the Prior Year Quarter and $11.4 million lower in the Current Six Months compared with the Prior Six Months primarily due to lower towing and switching costs as a result of the severe disruption to bulk transportation activities discussed above. Personnel expenses were $0.3 million lowerhigh water and flooding in the Current Six Months compared with the Prior Six Months primarily due to lower activity levels at the Company’s terminal and fleeting locations in the St. Louis harbor resulting in lower overtime pay. Repairs and maintenance expenses were $0.4 millionYear Quarter partially offset by higher towing costs in the Current Year Quarter compared with the Prior Year QuarterQuarter. Personnel costs were $0.8 million higher primarily due to unscheduledcrewing costs associated with the additional towboat placed in service for logistics services during the fourth quarter of 2019 and higher terminal throughput. Repair and maintenance costs were $0.5 million higher primarily due to equipment repairs inat the

Current Year Quarter. terminal operations. Insurance and loss reserves were $0.5$0.3 million higher in the Current Year Quarter compared with the Prior Year Quarter and $0.8 million higher in the Current Six Months compared with the Prior Six Monthslower primarily due to the accrual of aggregatefewer insurance deductibles. Leased-in equipment expensesclaims. Fuel, lubes and supplies were $1.4$0.3 million higher in the Current Year Quarter compared with the Prior Year Quarter and $3.1 million higher in the Current Six Months compared with the Prior Six Monthslower primarily due to reduced materials consumed for third party repair work and lower fuel expense. Leased-in equipment expense was $0.5 million lower primarily due to a decrease in outside barge freight and the adoptionreturn of a time chartered-in towboat in the new lease accounting standard.fourth quarter of 2019. Other operating expenses were $0.7 million lower primarily due to decreased container movements.
Depreciation and Amortization. Depreciation and amortization expenses were $0.5 million lowerhigher primarily due to placing a newly built towboat into service in the Current Year Quarter compared with the Prior Year Quarter and $1.1 million lower in the Current Six Months compared with the Prior Six Months as a resultfourth quarter of certain liquid terminal assets being fully depreciated during 2018.2019.
Gains on Asset Dispositions. During the Current Year Quarter the Company recognized previously deferred gains of $0.3 million. Duringand during the Prior Year Quarter, the Company recognized previously deferred gains of $0.5 million. During the Current Six Months, the Company recognized previously deferred gains of $0.7 million. During the Prior Six Months, the Company sold 32 dry-cargo barges, two specialty barges and other equipment for net proceeds of $10.8 million and gains of $4.7 million. In addition, the Company recognized previously deferred gains of $1.0$0.3 million.
Operating Income (Loss).Income. Excluding the impact of gains on asset dispositions, operating loss as a percentage of operating revenues was 3% in the Current Year Quarter compared with operating income as a percentage of operating revenues of 2% in the Prior Year Quarter and operating income as a percentage of operating revenues was 0% in both the Current Six Months and the Prior Six Months. Operating results1% in the Current Year Quarter and Current Six Months were negatively impacted bycompared with 3% in the prolonged flooding throughoutPrior Year Quarter. The decline was primarily due to lower earnings from the U.S. Inland Waterways resulting in a severe disruption to bulk transportation activities.dry-cargo barge pools.
Foreign currency gains (losses), net. Foreign currency gains and losses(losses), net in all periods were primarily due to movements in the exchange rate of the Colombian peso in relation to the U.S. dollar underlying certain of the Company’s intercompany lease obligations.
Equity in Earnings (Losses)Losses of 50% or Less Owned Companies, Net of Tax. Equity in earnings (losses)losses of 50% or less owned companies, net of tax, were $1.2$0.9 million lower during the Current Year Quarter compared with the Prior Year Quarter and $1.2 million lower during the Current Six Months compared with the Prior Six Months.lower. Equity earnings fromin losses for SCF Bunge Marine the Company’s joint venture that operates towboats on the U.S. Inland Waterways, were $1.1$0.6 million lower during the Current Year Quarter compared with the Prior Year Quarter and $1.0 million lower during the Current Six Months compared to the Prior Six Monthshigher primarily due to unscheduled towboat repair costs and placing a newly built towboat in service during the prolonged flooding resultingfourth quarter of 2019. Equity in poor operating conditions, tow size restrictionslosses for Bunge-SCF Grain were $0.4 million lower primarily due to higher grain volumes handled at its facilities. Equity in losses for SCFCo Holdings LLC were $0.5 million higher primarily due to a reduction in volumes due to lower water levels and periodic river and harbor closures.less market demand.

27

Fleet Count
The composition of Inland Services’ fleet as of June 30March 31 was as follows:
OwnedLeased-inJoint
Ventured
PooledTotal
2020
Bulk Transportation Services:
Dry-cargo barges591  50  258  473  1,372  
Liquid tank barges20  —  —  —  20  
Specialty barges —  —  —   
Towboats:
4,000 hp - 6,600 hp  11  —  19  
3,300 hp - 3,900 hp —   —   
Less than 3,300 hp —  —  —   
Port & Infrastructure Services:
Harbor boats:
1,100 hp - 2,000 hp12   —  —  18  
Less than 1,100 hp —  —  —   
Logistics Services:
Dry-cargo barges20  —  —  15  35  
Towboats:
Less than 3,300 hp —  —  —   
662  60  271  488  1,481  
2019
Bulk Transportation Services:
Dry-cargo barges586  48  258  482  1,374  
Liquid tank barges20  —  —  —  20  
Specialty barges —  —  —   
Towboats:
4,000 hp - 6,600 hp  11  —  18  
3,300 hp - 3,900 hp —   —   
Less than 3,300 hp —  —  —   
Port & Infrastructure Services:
Harbor boats:
1,100 hp - 2,000 hp12   —  —  18  
Less than 1,100 hp —  —  —   
Logistics Services:
Dry-cargo barges25   —   33  
660  60  271  488  1,479  

28

 Owned Leased-in 
Joint
Ventured
 Pooled Total
2019         
Bulk Transportation Services:         
Dry-cargo barges586
 48
 258
 482
 1,374
Liquid tank barges20
 
 
 
 20
Specialty barges5
 
 
 
 5
Towboats:         
4,000 hp - 6,600 hp3
 4
 11
 
 18
3,300 hp - 3,900 hp1
 
 2
 
 3
Less than 3,200 hp2
 
 
 
 2
Port & Infrastructure Services:         
Harbor boats:         
1,100 hp - 2,000 hp12
 6
 
 
 18
Less than 1,100 hp6
 
 
 
 6
Logistics Services:         
Dry-cargo barges25
 2
 
 6
 33
 660
 60
 271
 488
 1,479
2018         
Bulk Transportation Services:         
Dry-cargo barges584
 48
 258
 488
 1,378
Liquid tank barges20
 
 
 
 20
Specialty barges5
 
 
 
 5
Towboats:         
4,000 hp - 6,600 hp3
 4
 11
 
 18
3,300 hp - 3,900 hp1
 
 2
 
 3
Less than 3,200 hp2
 
 
 
 2
Port & Infrastructure Services:         
Harbor boats:         
1,100 hp - 2,000 hp12
 6
 
 
 18
Less than 1,100 hp6
 
 
 
 6
Logistics Services:         
Dry-cargo barges27
 2
 
 1
 30
 660
 60
 271
 489
 1,480
Witt O'Brien's
Three Months Ended March 31,
20202019
$’000%$’000%
Operating Revenues:
United States21,074  94  32,640  99  
Foreign1,432   303   
22,506  100  32,943  100  
Costs and Expenses:
Operating15,691  70  21,772  66  
Administrative and general7,679  34  6,402  19  
Depreciation and amortization259   206   
23,629  105  28,380  86  
Operating Income (Loss)(1,123) (5) 4,563  14  
Other Income:
Foreign currency gains, net12  —  —  —  
Other, net70  —  (3) —  
Equity in Losses of 50% or Less Owned Companies, Net of Tax(8) —  (67) —  
Segment Profit (Loss)(1,049) (5) 4,493  14  

Witt O'Brien's
 Three Months Ended June 30, Six Months Ended June 30,
 2019 2018 2019 2018
 $’000 % $’000 % $’000 % $’000 %
Operating Revenues:               
United States23,178
 98
 36,653
 98
 55,818
 98
 62,744
 98
Foreign575
 2
 655
 2
 878
 2
 996
 2
 23,753
 100
 37,308
 100
 56,696
 100
 63,740
 100
Costs and Expenses:               
Operating15,691
 66
 24,399
 65
 37,463
 66
 42,705
 67
Administrative and general6,831
 29
 5,140
 14
 13,233
 23
 10,507
 17
Depreciation and amortization209
 1
 491
 1
 415
 1
 792
 1
 22,731
 96
 30,030
 80
 51,111
 90
 54,004
 85
Operating Income1,022
 4
 7,278
 20
 5,585
 10
 9,736
 15
Other Income:               
Foreign currency losses, net
 
 (17) 
 
 
 (15) 
Other, net(2) 
 
 
 (5) 
 
 
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax(128) 
 (32) 
 (195) 
 103
 
Segment Profit892
 4
 7,229
 20
 5,385
 10
 9,824
 15
Current Year Quarter compared with Prior Year Quarter
Operating Revenues. Operating revenues were $13.6$10.4 million lower in the Current Year Quarter compared with the Prior Year Quarter and $7.0 million lower in the Current Six Months compared with the Prior Six Months primarily due to the successful completion of major task orders related to long-term recovery programs in Texas and the U.S. Virgin Islands and the conclusion of disaster response work for multiple city and county governments.
Operating Expenses. Operating expenses were $8.7$6.1 million lower in the Current Year Quarter compared with the Prior Year Quarter and $5.2 million lower in the Current Six Months compared with the Prior Six Months primarily due to the completion of major recovery program task orders.
Administrative and General. Administrative and general expenses were $1.7$1.3 million higher primarily due to an accrual of $1.4 million following a change in the application of the gross receipts tax in the U.S. Virgin Islands primarily relating to work completed in 2019 and 2018.
Operating Income (Loss). Operating loss as a percentage of operating revenues was 5% in the Current Year Quarter compared with the Prior Year Quarter and $2.7 million higher in the Current Six Months compared with the Prior Six Months primarily due to a bad debt charge and included higher administrative and general expenses necessary to support the significant growth following the 2017 hurricanes and development of a broader range of post-disaster services.
Operating Income. Operatingoperating income as a percentage of operating revenues was 4% in the Current Year Quarter compared with 20%of 14% in the Prior Year Quarter and 10% in the Current Six Months compared with 15% in the Prior Six Months primarily due to reduced operating revenues and higher administrative and general expenses.the gross receipts tax accrual discussed above.
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax. Equity in losses of 50% or less owned companies, net of tax, were lower due to improved operating results in the Company's Brazilian joint venture.
29


OtherTable of Contents
 Three Months Ended June 30, Six Months Ended June 30,
 2019 2018 2019 2018
 $’000 % $’000 % $’000 % $’000 %
Operating Revenues:               
United States2,142
 100
 942
 97 3,947
 100
 942
 87
Foreign
 
 27
 3 
 
 143
 13
 2,142
 100
 969
 100 3,947
 100
 1,085
 100
Costs and Expenses:               
Operating1,472
 69
 392
 41 2,725
 69
 392
 36
Administrative and general837
 39
 498
 51 1,676
 42
 684
 63
Depreciation and amortization493
 23
 62
 6 982
 25
 62
 6
 2,802
 131
 952
 98 5,383
 136
 1,138
 105
Losses on Asset Dispositions(2) 
 
  (2) 
 
 
Operating Income (Loss)(662) (31) 17
 2 (1,438) (36) (53) (5)
Other Income:               
Foreign currency losses, net
 
 1
  
 
 1
 
Other, net(2)

 
 53,902
 n/m 
 
 53,902
 n/m
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax(266) (12) 112
 12 (356) (9) 1,279
 118
Segment Profit (Loss)(1)(2)
(928) (43) 54,032
 n/m (1,794) (45) 55,129
 n/m
Other
Three Months Ended March 31,
20202019
$’000%$’000%
Operating Revenues:
United States2,399  100  1,801  100  
Foreign—  —   —  
2,399  100  1,805  100  
Costs and Expenses:
Operating1,847  77  1,253  69  
Administrative and general1,124  47  839  47  
Depreciation and amortization619  26  489  27  
3,590  150  2,581  143  
Gains on Asset Dispositions60   —  —  
Operating Loss(1,131) (47) (776) (43) 
Equity in Losses of 50% or Less Owned Companies, Net of Tax(52) (2) (90) (5) 
Segment Loss(1)
(1,183) (49) (866) (48) 
_____________________
(1)Includes amounts attributable to both SEACOR and noncontrolling interests. See “Item 1. Financial Statements—Note 9. Noncontrolling Interests in Subsidiaries” included in Part I of this Quarterly Report on Form 10-Q.
(2)The balance as a percentage of operating revenues is not meaningful (“n/m”).
(1)Includes amounts attributable to both SEACOR and noncontrolling interests.
Operating Activities. OperatingThe operating activities in the Current Year Quarter and Current Six Monthsof Other primarily consists of the business activities of Cleancor, which the Company acquired on June 1, 2018.Cleancor.
Other, net. Other, net in theCurrent Year Quarter compared with Prior Year Quarter
Operating Revenues. Operating revenues were $0.6 million higher primarily due to an increase in fuel sales as a consequence of a pipeline interruption project and Prior Six Monthssupplying fuel for an onshore oil and gas exploration project.
Operating Expenses. Operating expenses were $0.6 million higher primarily includes a gaindue to an increase in the cost of $53.9sales associated with the increase in fuel sales, and an increase in technical management and equipment rentals associated with the projects discussed above.
Administrative and General. Administrative and general expenses were $0.3 million onhigher primarily due to higher compensation costs associated with the saleexpansion of the Company’s 34.2% interest in Hawker Pacific on April 30, 2018.Company's sales force and higher business development expenses.
Depreciation and Amortization. Depreciation and amortization expenses were $0.1 million higher as a result of placing additional equipment into service.
Equity in Earnings (Losses)Losses of 50% or Less Owned Companies, Net of Tax. The Company’s 50% or less owned companies primarily consist of general aviation services businesses in Asia including Hawker Pacific prior to its sale in 2018, and an agricultural commodity trading and logistics business.
Corporate and Eliminations
Three Months Ended March 31,
20202019
$’000$’000
Corporate Expenses(6,368) (6,351) 
Eliminations23  14  
Operating Loss(6,345) (6,337) 
Other Income (Expense):
Foreign currency losses, net(38) (7) 
Other, net—  10  

30

Corporate and Eliminations
 Three Months Ended June 30, Six Months Ended June 30,
 2019 2018 2019 2018
 $’000 $’000 $’000 $’000
Corporate Expenses(6,882) (5,571) (13,233) (12,398)
Eliminations14
 32
 28
 63
Operating Loss(6,868) (5,539) (13,205) (12,335)
Other Income (Expense):       
Foreign currency losses, net(1) (71) (8) (35)
Other, net(1) (3) 9
 (3)
Other Income (Expense) not included in Segment Profit (Loss)
Three Months Ended March 31,
20202019
$’000$’000
Interest income1,601  1,900  
Interest expense(4,470) (5,113) 
Debt extinguishment losses(319) (793) 
Marketable security gains (losses), net(104) 3,068  
(3,292) (938) 
Corporate Expenses.Interest income. Corporate expenses were higherInterest income in the Current Year Quarter and Current Six Monthswas lower compared with the Prior Year Quarter primarily due to the expiration of the transition services agreement with SEACOR Marine Holdings Inc.lower invested cash balances and lower interest rates, partially offset by higher interest income from loans and advances to 50% or less owned companies.

Other Income (Expense) not included in Segment Profit (Loss)
 Three Months Ended June 30, Six Months Ended June 30,
 2019 2018 2019 2018
 $’000 $’000 $’000 $’000
Interest income1,885
 2,179
 3,785
 4,035
Interest expense(4,903) (8,604) (10,016) (17,167)
Debt extinguishment losses, net(503) (5,407) (1,296) (5,449)
Marketable security gains (losses), net13,284
 782
 16,352
 (3,016)
 9,763
 (11,050) 8,825
 (21,597)
Interest expense. Interest expense in the Current Year Quarter and Current Six Months was lower compared with the Prior Year Quarter and Prior Six Months, respectively, primarily due to the redemption of the 7.375% Senior Notes in October 2018, repurchasespurchases of the 3.0% Convertible Senior Notes, and a reduction of the outstanding balances under the SEA-Vista Credit Facility, partially offset by an increase in interest expense from commitment fees and issue cost amortization on the 3.25% Convertible Senior Notes issued in May 2018.SEACOR Revolving Credit Facility entered into on March 19, 2019.
Debt extinguishment losses, net.losses. Debt extinguishment losses net in the Current Year Quarter and Current Six Months are the result ofresulted from the purchase of $13.3 million and $37.3$15.6 million in principal amount respectively, of the Company’s 3.0% Convertible Senior Notes for $13.1 million and $36.3 million, respectively.$15.4 million. Debt extinguishment losses in the Prior Year Quarter and Prior Six Months are primarily related toresulted from the exchangepurchase of $117.8$24.0 million in principal amount of the Company’s outstanding 3.0% Convertible Senior Notes due 2028 for a like principal amount of new 3.25% Convertible Senior Notes due 2030.$23.2 million.
Marketable security gains (losses), net. Marketable security gains (losses), net in all periods are primarily related to marking-to-market a security portfolio primarily consisting of investments in energy, marine, transportation and other related businesses. In the Company’s investmentPrior Year Quarter, the most significant position was in Dorian LPG Ltd.Ltd, which the Company sold during 2019.
Income Taxes
During the sixthree months ended June 30, 2019,March 31, 2020, the Company’s effective income tax rate of 14.5%179.5% was higher than the statutory rate primarily due to taxes not provided ona pre-tax loss, a benefit from a statutory change the U.S. federal income attributable to noncontrolling interests, foreign sourced income not subject to U.S. tax code and income subject to tonnage tax, partially offset by foreign taxessourced income not creditable againstsubject to U.S. income tax.
Liquidity and Capital Resources
General
The Company’s ongoing liquidity requirements arise primarily from working capital needs, capital commitments and its obligations to repay debt. The Company may use its liquidity to fund acquisitions, repurchase shares of SEACOR common stock, par value $0.01 per share (“Common Stock”),Stock for treasury, repurchase its outstanding notes or make other investments. Sources of liquidity are cash balances, marketable securities, construction reserve funds, cash flows from operations and availability under the SEACOR Revolving Credit Facility.Company's revolving credit facilities. From time to time, the Company may secure additional liquidity through asset sales or the issuance of debt, shares of Common Stock or common stock of its subsidiaries, preferred stock or a combination thereof.
As of June 30, 2019,March 31, 2020, the Company's capital commitments by year of expected payment were as follows (in thousands):
Remainder of 202020212022Total
Ocean Services$20,864  $30,993  $2,636  $54,493  
Inland Services6,318  —  —  6,318  
Other226  —  —  226  
$27,408  $30,993  $2,636  $61,037  
 Remainder of 2019 2020 Total
Ocean Services$1,052
 $8,523
 $9,575
Inland Services17,047
 875
 17,922
Other1,374
 
 1,374
 $19,473
 $9,398
 $28,871
Subsequent to March 31, 2020, the Company committed to purchase additional equipment for $1.1 million.
As of June 30, 2019,March 31, 2020, the Company had outstanding debt of $312.7$298.8 million, net of discounts and issuance costs, and letters of credit totaling $1.3$1.2 million with various expiration dates through 2027. In addition, as of June 30, 2019,March 31, 2020, the Company guaranteed payments on behalf of SEACOR Marine totaling $32.1$18.5 million, under certain sale-leaseback transactions, equipment financing and multi-employer pension obligations. These guarantees continue to be contingent obligations of the
31

Company because the beneficiary of the guarantees did not release the Company from its obligations in connection with the Spin-offspin-off of SEACOR Marine and decline as payments are made by SEACOR Marine on the underlying obligations. The Company earns a fee from SEACOR Marine of 0.5% per annum on the amount of the obligations under these guarantees.

As of June 30, 2019,March 31, 2020, the holders of the Company’s 3.0% Convertible Senior Notes ($70.034.5 million outstanding), 2.5% Convertible Senior Notes ($64.5 million outstanding) and 3.25% Convertible Senior Notes ($117.8 million outstanding) may require the Company to repurchase the notes on November 19, 2020, December 19, 2022 and May 15, 2025, respectively. The Company’s long-term debt maturities, assuming the holders of the aforementioned convertible senior notes require the Company to repurchase the notes on those dates, are as follows (in thousands):
Remainder of 2019$4,152
2020144,707
Remainder of 2020Remainder of 2020$42,659  
2021500
202110,857  
202264,958
202274,988  
2023368
202310,368  
Years subsequent to 2023123,780
2024202460,244  
Years subsequent to 2024Years subsequent to 2024123,536  
$338,465
$322,652  
SEACOR’s Board of Directors previously approved a securities repurchase plan that authorizes the Company to acquire its Common Stock, 3.25% Convertible Senior Notes, 3.0% Convertible Senior Notes, 2.5% Convertible Senior Notes and 2.5%3.25% Convertible Senior Notes, (collectively the “Securities”) through open market purchases, privately negotiated transactions or otherwise, depending on market conditions. On June 5, 2019, SEACOR’s Board of Directors increased the Company’s repurchase authority for the Securities to $150.0 million. As of June 30, 2019,March 31, 2020, the Company’s remaining repurchase authority for the Securities was $149.8$113.1 million.
As of June 30, 2019,March 31, 2020, the Company held balances of cash, cash equivalents, restricted cash, restricted cash equivalents and marketable securities and construction reserve funds totaling $183.3$85.2 million. As of June 30, 2019, construction reserve funds of $3.9 million were classified as non-current assets in the accompanying condensed consolidated balance sheets as the Company has the intent and ability to use the funds to acquire qualifying equipment. Additionally, the Company had $125.0$225.0 million available under the SEACOR Revolving Credit Facility and $100.0 million available under a subsidiaryits revolving credit facility.facilities.
Summary of Cash Flows
Summary of Cash Flows
Three Months Ended March 31,
Six Months Ended June 30,20202019
2019 2018$’000$’000
$’000 $’000
Cash Flows provided by Operating Activities51,508
 13,115
Cash Flows provided by Operating Activities25,002  34,660  
Cash Flows provided by (used in) Investing Activities(6,910) 97,527
Cash Flows used in Investing ActivitiesCash Flows used in Investing Activities(7,218) (5,364) 
Cash Flows used in Financing Activities(51,822) (32,544)Cash Flows used in Financing Activities(18,719) (32,370) 
Effects of Exchange Rate Changes on Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents(10) 52
Effects of Exchange Rate Changes on Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents(179)  
Net Increase (Decrease) in Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents(7,234) 78,150
Net Decrease in Cash, Cash Equivalents, Restricted Cash and Restricted Cash EquivalentsNet Decrease in Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents(1,114) (3,068) 
Operating Activities
Cash flows provided by operating activities increaseddecreased by $38.4$9.7 million in the Current Six MonthsYear Quarter compared with the Prior Six Months.Year Quarter. The components of cash flows provided by (used in) operating activities during the Current Six MonthsYear Quarter and Prior Six MonthsYear Quarter were as follows:
Six Months Ended June 30,Three Months Ended March 31,
2019 201820202019
$’000 $’000$’000$’000
Operating income before depreciation, amortization and gains on asset dispositions, net63,105
 57,604
Operating income before depreciation, amortization and gains on asset dispositions, net17,247  35,667  
Changes in operating assets and liabilities, excluding operating leases, before interest and income taxes(12,214) (25,049)Changes in operating assets and liabilities, excluding operating leases, before interest and income taxes5,741  (1,752) 
Purchases of marketable securities(2,261) 
Proceeds from sale of marketable securities9,561
 
Dividends received from 50% or less owned companiesDividends received from 50% or less owned companies100  —  
Interest paid, excluding capitalized interest(1)
(6,731) (12,966)
Interest paid, excluding capitalized interest(1)
(1,459) (1,646) 
Income taxes paid, net(6,598) (8,898)Income taxes paid, net(89) (454) 
Other6,646
 2,424
Other3,462  2,845  
Total cash flows provided by operating activities51,508
 13,115
Total cash flows provided by operating activities25,002  34,660  
_____________________
(1)During the Current Six Months and Prior Six Months, capitalized interest paid and included in purchases of property and equipment was $0.1 million and $0.2 million, respectively.
(1)During the Current Year Quarter and Prior Year Quarter, interest paid and capitalized in property and equipment was immaterial.
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Operating income before depreciation, amortization and gains on asset dispositions, net was $5.5$18.4 million higherlower in the Current Six MonthsYear Quarter compared with the Prior Six Months.Year Quarter. See “Consolidated Results of Operations” included above for a discussion of the results of each of the Company’s business segments.
Investing Activities
During the Current Six Months,Year Quarter, net cash used in investing activities was $6.9$7.2 million primarily as follows:
Capital expenditures were $7.8$6.4 million related primarily to the construction of harbor tugs and the purchase of machinery and equipment.
The Company acquired Helix Media Pte. Ltd., Naviate Response (Asia) Pte. Ltd., Navigate PR Ltd. and Navigate Response Limited (collectively "Navigate") for a purchase price of $1.0 million, net of cash acquired of $0.8 million paid at the closing of the acquisition and $1.8 million of contingent consideration that is payable upon Navigate meeting certain specified cash collection and client retention targets for the 24 months following the acquisition date.
During the Prior Year Quarter, net cash used in investing activities was $5.4 million primarily as follows:
Capital expenditures were $5.6 million related to the acquisition of real property, upgrades to inland river towboats and the construction of other Inland Services equipment.
The Company made investments in and advances to 50% or less owned companies of $3.2 million including $2.7 million to RF Vessel Holdings and $0.5 million to VA&E.
The Company received $3.7 million from its 50% or less owned company VA&E.
The Company receivednet payments on third-party leases and notes receivables of $0.2 million.
During the Prior Six Months, net cash provided by investing activities was $97.5 million primarily as follows:
Capital expenditures were $31.6 million. Equipment deliveries included four U.S.-flag harbor tugs and two foreign-flag short-sea container/RORO vessels.
The Company sold one U.S.-flag petroleum and chemical carrier, one U.S.-flag harbor tug, 32 inland river dry-cargo barges, two inland river specialty barges and other equipment for net proceeds of $15.9 million.
The Company made investments in and advances to 50% or less owned companies of $8.3 million including $5.4 million to VA&E, $2.1 million to Golfo de Mexico and $0.9 million to RF Vessel Holdings.
The Company received $7.8 million from its 50% or less owned companies, including $5.4 million from VA&E and $2.0 million from SCFCo.
On April 30, 2018, the Company sold its interest in Hawker Pacific for $78.0 million.
Financing Activities
During the Current Six Months,Year Quarter, net cash used in financing activities was $51.8$18.7 million. The Company:
purchased $37.3$15.6 million in principal amount of its 3.0% Convertible Senior Notes for total consideration of $36.3$15.4 million;
made scheduled repayments of $2.5 million under the SEA-Vista 2019 Credit Facility;
made other scheduled payments on long-term debt of which $36.2$0.2 million;
acquired 41,600 shares of Common Stock for treasury for an aggregate purchase price of $1.4 million;
acquired 17,144 shares of Common Stock for treasury for an aggregate purchase price of $0.5 million was allocatedfrom its employees to cover their tax withholding obligations related to the settlementvesting of equity awards. These shares were purchased in accordance with the terms of the long-term debtCompany’s Share Incentive Plans and $0.1 million was allocatednot pursuant to the purchaserepurchase authorizations for its Securities granted by SEACOR’s Board of Directors; and
received $1.4 million from share award plans.
During the conversion option embeddedPrior Year Quarter, net cash used in thefinancing activities was $32.4 million. The Company:
purchased $24.0 million in principal amount of its 3.0% Convertible Senior Notes.Notes for $23.2 million;
incurred issuance costs of $2.2 million related to the SEACOR Revolving Credit Facility;
repaid $10.0$8.0 million under the SEA-Vista 2015 Credit Facility;

made other scheduled payments on long-term debt of $0.3$0.2 million;
made distributions to noncontrolling interests of $5.1$0.2 million;
acquired 3,912 shares of Common Stock for treasury for an aggregate purchase price of $0.1 million;
acquired 8,121 shares of Common Stock for treasury for an aggregate purchase price of $0.4 million from its employees to cover their tax withholding obligations related to the vesting of equity awards. These shares were purchased in accordance with the terms of the Company’s Share Incentive Plans and not pursuant to the repurchase authorizations for its Securities granted by SEACOR’s Board of Directors; and
received $2.6$1.7 million from share award plans.
During the Prior Six Months, net cash used in financing activities was $32.5 million. The Company:
purchased $1.7 million in principal amount of its 7.375% Senior Notes for $1.8 million;
purchased $0.3 million in principal amount of its 3.0% Convertible Senior Notes for $0.3 million;
repaid $14.5 million under the SEA-Vista Credit Facility;
repaid the outstanding balance of $12.2 million on the ISH Term Loan;
repaid the remaining outstanding debt balance of $1.4 million assumed in the ISH acquisition;
made other scheduled payments on long-term debt of $0.3 million;
incurred costs of $2.5 million related to the exchange of $117.8 million aggregate principal amount of the Company’s outstanding 3.0% Convertible Senior Notes due 2028 for a like principal amount of new 3.25% Convertible Senior Notes due 2030;
paid dividends to controlling interests of $5.1 million; and
received $5.6 million from share award plans.

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Table of Contents
Short and Long-Term Liquidity Requirements
The Company anticipates it will continue to generate positive cash flows from operations and that these cash flows will be adequate to meet the Company’s working capital requirements. In supportsupport of the Company’s capital expenditure program and debt service requirements, the Company believes that a combination of cash balances on hand, cash generated from operating activities, funding available under the SEACOR Revolving Credit FacilityCompany's revolving credit facilities and existing subsidiary financing arrangements as well as access to the credit and capital markets will provide sufficient liquidity to meet its obligations. The Company continually evaluates possible acquisitions and dispositions of certain businesses and assets. The Company’s sources of liquidity may be impacted by the general condition of the markets in which it operates and the broader economy as a whole, which may limit its access to the credit and capital markets on acceptable terms. To date, the COVID-19 pandemic has not had a material impact on the Company's liquidity. Management will continue to closely monitor the Company’s liquidity and the credit and capital markets.markets generally and more specifically as it relates to the COVID-19 pandemic.
Off-Balance Sheet Arrangements
For a discussion of the Company's off-balance sheet arrangements, refer to “Liquidity and Capital Resources” contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2018.2019. There has been no material change in the Company’s off-balance sheet arrangements during the Current Six Months. In addition,Year Quarter. As of March 31, 2020, the Company has issued lettersguaranteed payments on behalf of credit or guaranteed the payments of amounts owedSEACOR Marine totaling $18.5 million, under certain sale-leaseback transactions, equipment financing and multi-employer pension obligations on behalf of SEACOR Marine. As of June 30, 2019,obligations. These guarantees on behalf of SEACOR Marine totaled $32.1 million and will decline as payments are made on the outstandingunderlying obligations.
Contractual Obligations and Commercial Commitments
For a discussion of the Company's contractual obligations and commercial commitments, refer to “Liquidity and Capital Resources” contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2018.2019. There has been no material change in the Company’s contractual obligations and commercial commitments during the Current Six Months.
Year Quarter.

ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
For a discussion of the Company’s exposure to market risk, refer to Item 7A. “Quantitative and Qualitative Disclosures About Market Risk” contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018.2019. There has been no material change in the Company’s exposure to market risk during the Current Six Months.Year Quarter.
ITEM 4.CONTROLS AND PROCEDURES
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
With the participation of the Company’s principal executive officer and principal financial officer, management evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of June 30, 2019.March 31, 2020. Based on their evaluation, the Company’s principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures were effective as of June 30, 2019.March 31, 2020.
The Company’s disclosure controls and procedures have been designed to ensure that information required to be disclosed by the Company in the reports it files or furnishes under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, to allow timely decisions regarding required disclosures. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those internal control systems determined to be effective can provide only a level of reasonable assurance with respect to financial statement preparation and presentation.
Changes in Internal Control Over Financial Reporting
There were no changes in the Company’s internal control over financial reporting (as defined in Rules 13a-15 and 15d-15 under the Exchange Act) that occurred during the three months ended June 30, 2019March 31, 2020 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
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Table of Contents
PART II—II - OTHER INFORMATION
ITEM 1.LEGAL PROCEEDINGS
For a description of developments with respect to pending legal proceedings described in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2018,2019, see Note 12.14. “Commitments and Contingencies” included in Part I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on Form 10-Q.
ITEM 1A.RISK FACTORS
For a discussion of the Company’s risk factors, refer to Item 1A. “Risk Factors” contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018.2019. There have been no material changes in the Company’s risk factors during the Current Six Months.Year Quarter.
The COVID-19 outbreak has and will likely continue to negatively affect the global economy and could have a material adverse effect on the Company's businesses, results of operations and financial condition.
The Company's operations are susceptible to global events that could have an adverse effect on its businesses, results operations and financial condition, such as the novel COVID-19 virus (“coronavirus”) pandemic. As of the date of this report, the coronavirus has spread throughout most of the world and has caused many governments to implement stay-at-home orders, quarantines and significant restrictions on travel. Many of these governments have also implemented work restrictions that prohibit many employees from going to their customary work locations and which require these employees to work remotely if possible or not at all if working remotely is not possible.
Although the coronavirus pandemic has not to date had a material effect on the Company's businesses, it is a dynamic and continuously evolving phenomenon and the ultimate severity of the outbreak is uncertain at this time. If the pandemic worsens or additional restrictions are implemented to contain the outbreak, the Company may experience a material and adverse effect on its business, results of operations and financial condition.
ITEM 2.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
(c)This table provides information with respect to purchases by the Company of shares of its Common Stock during the Current Year Quarter:
Period
Total Number Of
Shares
Purchased(1)
 
Average Price  Paid
Per Share
 
Total Number of Shares
Purchased as Part of
Publicly  Announced
Plans or Programs
 
Maximum Value of
Securities that may Yet be
Purchased under the
Plans or Programs(1)
April 1 – 30, 2019
 $
 
 $41,826,434
May 1 – 31, 2019
 $
 
 $30,457,684
June 1 – 30, 20193,912
 $42.02
 
 $149,835,624
(c) This table provides information with respect to purchases by the Company of shares of its Common Stock during the Current Year Quarter:
Period
Total Number Of
Shares
Purchased(1)
Average Price  Paid
Per Share
Total Number of Shares
Purchased as Part of
Publicly  Announced
Plans or Programs
Maximum Value of
Securities that may Yet be
Purchased under the
Plans or Programs(1)
Jan 1 – 31, 2020—  $—  —  $127,689,657  
February 1 –29, 2020—  $—  —  $127,689,657  
March 1 – 31, 202041,600  $33.21  41,600  $113,107,086  
______________________
(1)SEACOR’s Board of Directors previously approved a securities repurchase plan that authorizes the Company to acquire its Common Stock, 3.0% Convertible Senior Notes, 3.25% Convertible Senior Notes and 2.5% Convertible Senior Notes (collectively the “Securities”) through open market purchases, privately negotiated transactions or otherwise, depending on market conditions. During the Current Year Quarter, the Company repurchased $13.3 million in principal amount of its 3.0% Convertible Senior Notes for $13.1 million thereby reducing repurchase authority under the plan. From time to time, SEACOR’s Board of Directors have increased the authority, most recently to $150.0 million on June 5, 2019.
(1)SEACOR’s Board of Directors previously approved a securities repurchase plan that authorizes the Company to acquire its Common Stock, 3.0% Convertible Senior Notes, 3.25% Convertible Senior Note and 2.5% Convertible Senior Notes (collectively the “Securities”) through open market purchases, privately negotiated transactions or otherwise, depending on market conditions. During the Current Year Quarter, the Company purchased $15.6 million in principal amount of its 3.0% Convertible Senior Notes for $15.4 million thereby reducing repurchase authority under the plan.
ITEM 3.DEFAULT UPON SENIOR SECURITIES
ITEM 3. DEFAULT UPON SENIOR SECURITIES
None.
ITEM 4.MINE SAFETY DISCLOSURES
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5.OTHER INFORMATION
ITEM 5. OTHER INFORMATION
None.
35


ITEM 6. EXHIBITS
ITEM 6.EXHIBITS
31.1*
31.2*
32.1*
32.2*
101.INS**101XBRL Instance Document -The following financial statements from the instance document does not appearCompany's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, formatted in Inline XBRL: (i) Consolidated Statements of Cash Flows, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Balance Sheets, and (v) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags.
104The cover page from the Interactive Data File because its XBRL tags are embedded withinCompany's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, formatted in Inline XBRL document.
101.SCH**XBRL Taxonomy Extension Schema.
101.CAL**XBRL Taxonomy Extension Calculation Linkbase.
101.DEF**XBRL Taxonomy Extension Definition Linkbase.
101.LAB**XBRL Taxonomy Extension Label Linkbase.
101.PRE**XBRL Taxonomy Extension Presentation Linkbase.(included as Exhibit 101).
______________________
*Filed herewith.
**Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Securities Exchange Act of 1934 and otherwise are not subject to liability.

36


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

SEACOR Holdings Inc. (Registrant)
DATE:April 28, 2020By:SEACOR Holdings Inc. (Registrant)
DATE:July 24, 2019By:
/S/ CHARLES FABRIKANT
Charles Fabrikant, Executive Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)
DATE:July 24, 2019April 28, 2020By:
/S/ BRUCE WEINS
Bruce Weins, Senior Vice President
and Chief Financial Officer
(Principal Financial Officer)


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