COVER PAGE
COVER PAGE | 12 Months Ended |
Dec. 31, 2019shares | |
Cover [Abstract] | |
Document Type | 20-F |
Document Period End Date | Dec. 31, 2019 |
Document Annual Report | true |
Document Transition Report | false |
Document Shell Company Report | false |
Entity Registrant Name | HERMITAGE OFFSHORE SERVICES LTD. |
Entity Central Index Key | 0001597659 |
Current Fiscal Year End Date | --12-31 |
Document Fiscal Year Focus | 2019 |
Document Fiscal Period Focus | FY |
Amendment Flag | false |
Entity Common Stock, Shares Outstanding | 25,661,915 |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Shell Company | false |
Entity Filer Category | Non-accelerated Filer |
Entity Emerging Growth Company | false |
Document Accounting Standard | U.S. GAAP |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets | ||
Cash and cash equivalents | $ 12,681 | $ 8,446 |
Accounts receivable | 8,381 | 2,602 |
Prepaid expenses | 427 | 755 |
Fuel, lube oil, and consumables | 1,808 | 1,181 |
Other current assets | 406 | 1,176 |
Total current assets | 23,703 | 14,160 |
Non-current assets | ||
Vessels, net | 178,206 | 176,914 |
Total non-current assets | 178,206 | 176,914 |
Total assets | 201,909 | 191,074 |
Current liabilities | ||
Accounts payable | 4,192 | 843 |
Accounts payable, related party | 916 | 492 |
Other current liabilities | 2,768 | 3,147 |
Current portion of long-term debt | 207 | 0 |
Total current liabilities | 8,083 | 4,482 |
Non-current liabilities | ||
Long-term debt | 141,698 | 132,457 |
Other non-current liabilities | 0 | 71 |
Total non-current liabilities | 141,698 | 132,528 |
Shareholders’ equity | ||
Preferred shares, par value $0.01 per share, 50,000,000 shares authorized, none issued at December 31, 2019 and December 31, 2018. | 0 | 0 |
Common shares, par value $0.01 per share, 350,000,000 shares authorized, 25,936,367 shares issued, 25,661,915 shares outstanding, and 274,452 treasury shares as of December 31, 2019; and Common shares, par value $0.10 per share, 35,000,000 shares authorized, 7,648,611 shares issued, 7,374,159 shares outstanding, and 274,452 treasury shares at December 31, 2018 | 257 | 764 |
Additional paid-in capital | 66,741 | 322,914 |
Accumulated deficit | (14,870) | (269,614) |
Total shareholders’ equity | 52,128 | 54,064 |
Total liabilities and shareholders’ equity | $ 201,909 | $ 191,074 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Shareholders’ equity | ||
Preferred shares, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred shares, authorized (shares) | 50,000,000 | 50,000,000 |
Preferred shares, issued (shares) | 0 | 0 |
Common shares, par value (in dollars per share) | $ 0.01 | $ 0.10 |
Common shares, authorized (shares) | 350,000,000 | 35,000,000 |
Common shares, issued (shares) | 25,936,367 | 7,648,611 |
Common shares, outstanding (shares) | 25,661,915 | 7,374,159 |
Treasury shares (shares) | 274,452 | 274,452 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Apr. 08, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | ||||
Charter revenue | $ 5,258 | $ 36,555 | $ 20,654 | $ 17,895 |
Vessel operating expenses | (6,612) | (27,230) | (25,173) | (20,454) |
Voyage expenses | (395) | (1,124) | (2,215) | (1,815) |
General and administrative costs | (1,207) | (4,534) | (4,757) | (4,222) |
Depreciation | (2,205) | (8,452) | (17,298) | (17,472) |
Impairment loss on vessels | 0 | 0 | (160,080) | 0 |
Net operating loss | (5,161) | (4,785) | (188,869) | (26,068) |
Interest income | 21 | 39 | 207 | 298 |
Interest expense | (2,555) | (6,571) | (8,031) | (4,880) |
Other financial expenses, net | 32 | (136) | (601) | 327 |
Net finance expenses | (2,502) | (6,668) | (8,425) | (4,255) |
Loss before income taxes | (7,663) | (11,453) | (197,294) | (30,323) |
Income tax benefit | 0 | 0 | 0 | 997 |
Net loss and comprehensive loss | $ (7,663) | $ (11,453) | $ (197,294) | $ (29,326) |
Basic and diluted loss per share (in dollars per share) | $ (1.04) | $ (0.56) | $ (31.50) | $ (5.33) |
Basic and diluted average number of common shares outstanding (shares) | 7,374,069 | 20,481,174 | 6,263,094 | 5,499,561 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common stock | Additional paid-In capital | Accumulated deficit | |
Balance (in shares) at Dec. 31, 2016 | 2,068,684 | ||||
Balance at Dec. 31, 2016 | $ 234,196 | $ 234 | $ 276,957 | $ (42,995) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Common shares issued, net of issuance cost (in shares) | 4,130,000 | ||||
Common shares issued, net of issuance cost | 48,336 | $ 413 | 47,923 | ||
Dividends distributed | (4,933) | (4,933) | |||
Net loss | (29,326) | (29,326) | |||
Balance (in shares) at Dec. 31, 2017 | 6,198,684 | ||||
Balance at Dec. 31, 2017 | 248,273 | $ 647 | 319,947 | (72,321) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Common shares issued, private placement, net of issuance cost (in shares) | 1,175,475 | ||||
Common shares issued, private placement, net of issuance cost | 4,945 | $ 117 | 4,827 | ||
Dividends distributed | (1,860) | (1,860) | |||
Net loss | (197,294) | (197,294) | |||
Balance (in shares) at Dec. 31, 2018 | 7,374,159 | ||||
Balance at Dec. 31, 2018 | 54,064 | $ 764 | 322,914 | (269,614) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Reverse stock split - fractional share adjustment (shares) | (170) | ||||
Net loss | (7,663) | (7,663) | |||
Balance (in shares) at Apr. 08, 2019 | 7,373,989 | ||||
Balance at Apr. 08, 2019 | 46,401 | $ 764 | 322,914 | (277,277) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Impact of reverse acquisition (shares) | [1] | 15,500,208 | |||
Impact of reverse acquisition | [1] | 23,808 | $ 1,550 | 22,258 | |
Issuance of common shares under equity line of credit (shares) | 10,161,707 | ||||
Issuance of common shares under equity line of credit | 20,000 | $ 1,016 | 18,984 | ||
Change in par value | 0 | $ (2,310) | 2,310 | ||
Net loss | (11,453) | (11,453) | |||
Balance (in shares) at Dec. 31, 2019 | 25,661,915 | ||||
Balance at Dec. 31, 2019 | $ 52,128 | $ 256 | $ 66,742 | $ (14,870) | |
[1] | Includes reclassifications to align to the share capital of the Company (the legal acquirer). |
CONSOLIDATED STATEMENTS OF SH_2
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Stockholders' Equity [Abstract] | ||
Share issuance costs | $ 0.1 | $ 0.9 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Apr. 08, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities | ||||
Net loss | $ (7,663) | $ (11,453) | $ (197,294) | $ (29,326) |
Reconciliation of net loss to net cash used in operating activities | ||||
Depreciation | 2,205 | 8,452 | 17,298 | 17,480 |
Amortization of deferred financing costs | 90 | 0 | 359 | 359 |
Overhaul of engine costs and drydock payments | (772) | (5,389) | (3,610) | (341) |
Amortization of acquired time charters | (1,226) | |||
Impairment loss on vessels | 0 | 0 | (160,080) | 0 |
Foreign currency loss | 0 | 0 | 198 | (12) |
Changes in operating assets and liabilities | ||||
Accounts receivable | (609) | (3,748) | (506) | (606) |
Fuel, lube oil, and consumables | 200 | 687 | 329 | (270) |
Prepaid and other current assets | (365) | 1,496 | (326) | 262 |
Accounts payable, other current liabilities | 308 | 276 | 1,902 | (1,725) |
Accounts payable, related party | (183) | 607 | (237) | 147 |
Net cash used in operating activities | (6,789) | (10,298) | (21,807) | (14,032) |
Cash flows from investing activities | ||||
Investment in vessels | 0 | 0 | (45) | (830) |
Cash acquired from Predecessor through reverse acquisition | 0 | 1,657 | 0 | 0 |
Net cash provided by/ (used in) investing activities | 0 | 1,657 | (45) | (830) |
Cash flows from financing activities | ||||
Proceeds from issuance of common stock | 0 | 0 | 4,945 | 48,336 |
Repayment of credit facility | 0 | 0 | (4,095) | 0 |
Issuance of common stock - Equity Line of Credit | 0 | 20,000 | 0 | 0 |
Cash dividends paid to shareholders | 0 | 0 | (1,860) | (4,933) |
Net cash provided / (used in) by financing activities | 0 | 20,000 | (1,010) | 43,403 |
Net increase/(decrease) in cash and cash equivalents | (6,789) | 11,359 | (22,862) | 28,541 |
Cash and cash equivalents at beginning of period | 8,446 | 1,657 | 31,506 | 2,953 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | (198) | 12 |
Cash and cash equivalents at the end of period | 1,657 | 12,681 | 8,446 | 31,506 |
Supplemental cash flow information | ||||
Cash paid for interest, net of amounts capitalized | $ 2,289 | $ 6,241 | $ 7,090 | $ 4,417 |
NATURE OF BUSINESS
NATURE OF BUSINESS | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF BUSINESS | NATURE OF BUSINESS Hermitage Offshore Services Ltd. and its subsidiaries, formerly "Nordic American Offshore Ltd." (together "we", "our", "us", or the "Company"), is an offshore support vessel ("OSV") company organized under the laws of Bermuda that owns 23 vessels consisting of ten platform supply vessels ("PSVs"), two anchor handling tug supply vessels (the "AHTS vessels"), and 11 crew boats. The Company’s vessels primarily operate in the North Sea and in West Africa. On December 12, 2018, the Company entered into a share purchase agreement with Scorpio Offshore Investments Inc. ("SOI"), a related party, pursuant to which SOI invested $5.0 million in a private placement of the Company’s common shares at a price of $4.20 per share (the "Private Placement"). As part of the Private Placement, Mr. Emanuele Lauro was appointed Chairman and Chief Executive Officer of the Company. In addition, Mr. Robert Bugbee was appointed to the Company’s Board of Directors and to the office of President, Mr. Cameron Mackey was appointed Chief Operating Officer, and Mr. Filippo Lauro was appointed Vice President. Mr. Mackey was subsequently also appointed to the Company's Board of Directors. Concurrent with the Private Placement, the Company's former Chairman, Mr. Herbjørn Hansson, resigned from all of his positions at the Company. On June 4, 2019, the Company changed its name to "Hermitage Offshore Services Ltd." and began trading on the New York Stock Exchange (the "NYSE") under its new name and changed its ticker symbol from "NAO" to "PSV" at the start of trading on June 7, 2019. We maintain our principal executive offices at the LOM Building, 27 Reid Street, Hamilton HM 11 Bermuda. Reverse Asset Acquisition and Change in Basis of Accounting In April 2019, the Company acquired 13 vessels consisting of two AHTS vessels and 11 crew boats from Scorpio Offshore Holding Inc. ("SOHI"), a related party, in exchange for 8,126,219 common shares of the Company. As part of this acquisition, the Company assumed the aggregate outstanding indebtedness of $9.0 million under the DVB Credit Facility (defined below in Note 7) relating to the two AHTS vessels. The assets acquired in this transaction are collectively referred to as the "SOHI Assets", and the transactions to acquire the SOHI Assets and the assumption of the related indebtedness, are referred to as the "Transaction". As a result of the Transaction, SOHI and its affiliated entities, which are part of the Scorpio group of companies (collectively referred to as "Scorpio"), obtained a controlling voting interest in the Company. Accordingly, under the relevant accounting guidance, Scorpio was identified as the accounting acquirer of the Company, and the Transaction is considered to be a reverse acquisition. Moreover, the Company determined that the Transaction constitutes a reverse acquisition of assets rather than a reverse business combination. Under the applicable accounting guidance, a reverse asset acquisition results in a change in the basis of accounting on the Transaction date. As a result, the financial information presented following the Transaction is not directly comparable to historical periods. Since it has been determined that the Transaction constitutes a reverse acquisition of assets, the historical financial information prior to the date of the Transaction presented herein (and in future reports and filings) will continue to reflect the results and position of the Company prior to the Transaction rather than that of the SOHI Assets as would be required in a business combination. The Company believes that the historical financial information of the Company prior to the Transaction is more relevant to investors than the historical financial information of the SOHI Assets due to the relative carrying value of the Company's ten PSVs compared to the SOHI Assets and that the value and operating results of the PSVs are expected to be the ultimate driver of the Company's business in future periods. The results from the operations and cash flows of the SOHI Assets are included only in the Company's financial information from the Transaction date. Accordingly, the Company's pre-Transaction financial information is presented for the period January 1, 2019 to April 8, 2019 (Predecessor), and for each of the years ended December 31, 2018 and 2017 (Predecessor). The Company’s post-Transaction financial information is presented for the period from April 9, 2019 to December 31, 2019 (Successor). This Transaction is further described in Note 3. Reverse Stock Split On January 28, 2019, the Company effected a one-for-ten reverse stock split. All share and per share information for all periods has been retroactively adjusted to reflect the reverse stock split. The par value was adjusted from $0.01 per share to $0.10 per share as a result of the reverse stock split. The par value was subsequently reduced to $0.01 per share with effect from June 5, 2019 through a reduction in the issued and paid-up share capital of the Company, as described in Note 8. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Accounting The consolidated financial statements incorporate the financial statements of Hermitage Offshore Services Ltd. and its subsidiaries. The consolidated financial statements have been presented in United States dollars, or USD or "$", which is the functional currency of Hermitage Offshore Services Ltd. and all its subsidiaries. These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Principles of Consolidation Entities in which the Company has a controlling financial interest are consolidated. Subsidiaries are consolidated from the date on which control is obtained. The subsidiaries' accounting policies are in conformity with U.S. GAAP. All intercompany balances and transactions have been eliminated upon consolidation. Use of Estimates Preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and costs during the reporting period. Actual results could differ from those estimates. The effects of changes in accounting estimates are accounted for in the same period in which the estimates are changed. Going Concern These consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, nor to the amounts and classification of liabilities that may be necessary should the Company be unable to continue as a going concern. This topic is further discussed in Note 14. Revenue Recognition Revenues are generated from time charter contracts for which we provide a vessel and crew on a rate per day basis in the spot market and the term market. We recognize revenue in accordance with the provisions of ASC 606, Revenue from Contracts with Customers. The standard provides a unified model to determine how revenue is recognized. Under this standard, revenues are recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In the application of this model, we make judgments including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price (if applicable), and allocating the transaction price to each performance obligation. Services provided under our contracts with customers represent a single performance obligation, which is received and consumed by our customers as we perform such services. Accordingly, revenues are recognized over time based on the daily rate of hire that is prescribed in each contract. The manner in which we recognize revenue did not change as a result of the adoption of this standard. Leases We adopted the Financial Accounting Standards Board (“FASB”), Accounting Standards Codification (“ASC”), Topic 842, “Leases” effective January 1, 2019. Under this new lease standard, lessees are required to recognize a right-of-use asset and a lease liability for substantially all leases and to disclose key information about leasing arrangements. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. The FASB has issued several amendments and practical expedients to the standard, including clarifying guidance, transition relief on comparative reporting at adoption, the lessee practical expedient, which allows lessees, as an accounting policy election made by class of underlying asset, to choose not to separate non-lease components from lease components and instead combine them and account for them as a single lease component, the lessor practical expedient, which similarly allows lessors to choose to combine lease and non-lease components and account for them as required by that practical expedient, and a practical expedient which allows lessees to elect, as an accounting policy, not to apply the provisions of ASC 842 to short term leases. The Company (Predecessor) applied the modified retrospective transition approach, which allowed the Company to recognize a cumulative effect adjustment to the opening balance of accumulated deficit in the period of adoption rather than restate its comparative prior year periods. The cumulative effect adjustment to the Predecessor’s opening balance of accumulated deficit was zero . Additionally, we, as lessor of our vessels, have elected the practical expedient to not separate non-lease components from the associated lease component and instead to account for those components as a single component since both of the following criteria were met: (i) the timing and patterns of transfer of the non-lease component and associated lease are the same; and (ii) the lease component, if accounted for separately, would be classified as an operating lease. The single combined component is accounted for under ASC 842 if the lease component is the predominant component and, is accounted for under ASC 606 if the non-lease component is the predominant component. We elected this practical expedient to combine our lease and non-lease components for all classes of underlying assets and have accounted for the combined component under ASC 606 for revenue contracts qualifying for this practical expedient because we have concluded that the non-lease component is the predominant component in our current revenue contracts. The lease component consists of the vessels leased to our customers and the non-lease component consists of the technical management services provided to operate the vessel . The pattern of revenue recognition did not change as a result of the application of ASC 842. We have also elected to apply the practical expedient to elect as an accounting policy not to apply the provisions of ASC 842 to short term leases. We are party to a lease for office space which qualifies as a short-term lease under ASC 842. Accordingly, lease expense under this lease is recognized in the period in which the obligation for those payments is incurred. We own all of the vessels in our fleet and are therefore not a lessee of any vessels. Voyage Expenses Voyage expenses primarily include bunkers consumed when a vessel is off-hire, and brokerage commissions paid by us under our charter agreements. These costs are recognized as incurred. Vessel Operating Costs Vessel operating costs include crewing, repair and maintenance, insurance, stores, lubricants, management fees, communication costs, and tonnage tax. These costs are recognized as incurred. Cash and Cash Equivalents Cash and cash equivalents consist of highly liquid investments such as time deposits with an original maturity at acquisition of three months or less. Accounts Receivable If accounts receivable are determined uncollectible, after all means of collections have been exhausted and the potential for recovery is considered to be remote, they are charged against an allowance for doubtful accounts. There were no such charges during any of the historical periods presented (both Predecessor and Successor). Additionally, we did not record an allowance for doubtful accounts as of December 31, 2019 (Successor) and 2018 (Predecessor), as all amounts due at these dates were deemed collectible. Fuel, Lube Oils, and Consumables Fuel, lube oils, and consumables are stated at the lower of cost or net realizable value, which is determined on a first-in, first-out basis. Bunker fuel onboard at the time of delivery to a charterer is purchased by the charterer and re-purchased by the Company at the time of re-delivery. Vessels, Net Vessels are stated at historical costs, less accumulated depreciation and impairment. Depreciation is provided by the straight-line method over the estimated useful life of 25 years for the PSVs and AHTS vessels, and 15 years for the crew boats based on upon the date the vessel is delivered from the yard. Certain subsequent expenditures for conversions and major improvements are also capitalized if it is determined that they appreciably extend the life, increase the earnings capacity or improve the efficiency or safety of the vessel. Repairs and maintenance are expensed as incurred. The vessels’ estimated residual values and useful life are reviewed when there has been a change in circumstances that indicates that the original estimate may no longer be appropriate. Drydocking and Engine Overhaul Our PSVs and AHTS vessels are required to be drydocked approximately every 30 - 60 months (depending on vessel age), and to have engines overhauled after 10,000 – 12,000 running hours. We will capitalize a substantial portion of the costs incurred during drydocking and overhaul and amortize those costs on a straight-line basis from the completion of a drydocking, intermediate survey or overhaul to the estimated completion of the next drydocking or overhaul. Drydocking costs include a variety of costs incurred while vessels are placed within drydock, including expenses related to the dock preparation and port expenses at the drydock shipyard, general shipyard expenses, expenses related to hull, external surfaces and decks, expenses related to machinery and engines of the vessel, as well as expenses related to the testing and correction of findings related to safety equipment on board. We also capitalize those costs incurred as part of the drydock to meet classification and regulatory requirements. The Company expenses costs related to routine repairs and maintenance performed during drydocking, and for annual class survey costs. The capitalized and unamortized drydocking costs are included in the book value of the vessels. Amortization expense of the drydocking costs is included in depreciation expense. For an acquired or newly built vessel, a drydock component is estimated and accounted for as a separate component of the vessel’s cost. The drydock component is amortized on a straight-line basis to the next estimated drydock. The estimated amortization period for a drydock is based on the estimated period between drydocks. When the drydock expenditure is incurred prior to the expiry of the period, the remaining balance is expensed. Impairment of Long-Lived Assets We review long-lived assets held and used for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. In this respect, we review our assets for impairment on an asset by asset basis. As part of our process, we obtain vessel valuations for our operating vessels from leading, independent and internationally recognized ship brokers on a quarterly basis for the PSVs and crew boats and on a semi-annual basis for the AHTS vessels, or when there is an indication that an asset or assets may be impaired. We also take other facts and circumstances into consideration, such as general market conditions or prolonged weakness in the price of our common shares, in determining whether indicators of potential impairment exist. If there is any such indication that the carrying amount of our vessels may not be recoverable, they are tested for recoverability by comparing the net carrying value of the asset to the undiscounted net cash flows to be generated from the use and eventual disposition of that asset. When the estimate of undiscounted cash flows, excluding interest charges, expected to be generated by the use of the asset is less than its carrying amount, we evaluate the asset for an impairment loss. The projection of cash flows related to vessels is complex and requires us to make various estimates including to charter rates, utilization, operating costs, capital expenditures, residual value and the estimated remaining useful life of each vessel. All of these items have been historically volatile. If the estimate of undiscounted future net cash flows for any vessel is lower than the vessel’s carrying value, the carrying value is written down to the vessel’s fair market value. The impairment loss is determined by the difference between the carrying amount of the asset and fair value. Operating Segments As a result of the Transaction, the Company has a fleet of 23 vessels, which primarily operate in the North Sea and off the coast of West Africa. For the period from April 9, 2019 to December 31, 2019 (Successor), the Company determined it had two reportable segments, the North Sea segment and the West Africa segment. Prior to the Transaction, the Company did not present segment information as it considered its operations as one reportable segment, the OSV market in the North Sea and surrounding areas. Fair Value of Financial Instruments The fair values of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate carrying value because of the short-term nature of these instruments. The estimated fair values of our debt are considered to approximate their carrying values because the interest rates on these instruments change with, or approximate, market interest rates, the interest margins under each loan approximate market rates, and the fair values of the vessels collateralized under each facility equal or exceed the amount outstanding. Income Taxes The Company is incorporated in Bermuda. Under current Bermuda law, the Company is not subject to corporate income taxes in that territory. The statutory applicable rate to consolidated corporate earnings is 0% . Two of our subsidiaries, Delta PSV Norway AS, which was incorporated in 2019, and NAO Norway AS, are subject to income tax in Norway at a rate of 22% and 23% of their taxable results for the years ended December 31, 2019 and 2018, respectively. We have deferred tax assets of $5.7 million and $3.5 million from our net operating losses in Norway for these two entities, along with corresponding full valuation allowances of $5.7 million and $3.5 million as of December 31, 2019 and 2018, respectively. A full valuation allowance has been recognized due to the uncertainty related to the utilization of any carried forward tax losses. The Norwegian net operating losses may be carried forward for an indefinite period according to Norwegian tax law. There are no other permanent or temporary differences for our two Norwegian subsidiaries as of December 31, 2019 and 2018. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. The Company’s cash is primarily held in major banks and financial institutions in Norway, the Netherlands, and Germany, and are typically insured up to a set amount. Accordingly, we believe the risk of any potential loss on deposits held in these institutions is remote. Concentrations of credit risk related to accounts receivable are limited to our client base in the energy industry that may be affected by changes in economic or other external conditions. The Company does not require collateral for its accounts receivable. Recently Issued Accounting Standard In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit losses (ASC 326), which amends the guidance on the impairment of financial instruments. The standard adds an impairment model known as the current expected credit loss (“CECL”) model that is based on expected losses rather than incurred losses. Under the new guidance, an entity is required to recognize as an allowance its estimate of expected credit losses, which the FASB believes will result in more timely recognition of such losses. Unlike the incurred loss models under existing standards, the CECL model does not specify a threshold for the recognition of an impairment allowance. Rather, an entity will recognize its estimate of expected credit losses for financial assets as of the end of the reporting period. Credit impairment will be recognized as an allowance or contra-asset rather than as a direct write-down of the amortized cost basis of a financial asset. However, the carrying amount of a financial asset that is deemed uncollectible will be written off in a manner consistent with existing standards. The standard will be effective for the first reporting period within annual periods beginning after December 15, 2019 and early adoption is permitted. We do not expect the implementation of this standard to have a material impact on our consolidated financial statements. |
REVERSE ASSET ACQUISITION
REVERSE ASSET ACQUISITION | 12 Months Ended |
Dec. 31, 2019 | |
Asset Acquisition [Abstract] | |
REVERSE ASSET ACQUISITION | REVERSE ASSET ACQUISITION As a result of the Transaction, Scorpio obtained a controlling voting interest in the Company. Accordingly, Scorpio was identified as the accounting acquirer of the Company, and the Transaction is considered to be a reverse acquisition. Moreover, the Company determined that the Transaction constitutes a reverse acquisition of assets rather than a reverse business combination. The implications of this determination are as follows: • The SOHI Assets of Scorpio, as the accounting acquirer, were recorded at their historical carrying values. On the Transaction date, there were $1.3 million of cash and cash equivalents, $24.7 million of vessels, net, and $9.0 million of non-current debt. • The theoretical cost of the reverse acquisition is the fair value of the equity interests that the legal acquiree (the SOHI Assets) would theoretically have had to issue to give the Company’s shareholders the same percentage equity interest in the combined entity that results from the reverse acquisition. This theoretical cost was determined based on the price of the Company’s common shares on the date of the Transaction and was allocated to the Company's pre-Transaction assets and liabilities on a relative fair value basis. • This application of purchase accounting therefore resulted in several adjustments to the assets and liabilities of the Predecessor given the difference between the fair value and their carrying value on the date of the Transaction. There were 7,373,989 common shares of the Predecessor outstanding as of the Transaction date, of which, 1,175,474 were owned by Scorpio as a result of the Private Placement. The fair values of the common shares owned by Scorpio, and of the 6,198,515 non-controlling common shares were determined separately based on the volume-weighted average price of the Company's common shares on the closing date of the Transaction of $3.23 per share. Accordingly, the fair value of the equity of the Predecessor on the Transaction date was determined to be $23.8 million . The Transaction price was allocated to the Company's pre-Transaction identifiable assets and liabilities on a relative fair value basis as of April 8, 2019. The purchase price allocation of the identifiable assets acquired and liabilities assumed is set forth below: In thousands of U.S. dollars Cash and cash equivalents $ 1,657 Accounts receivable 3,212 Prepaid expenses 1,198 Fuel, lube oil, and consumables 981 Other current assets 1,098 Vessels, net (1) 154,744 Accounts payable (1,836 ) Other current liabilities (2) (4,151 ) Debt (132,905 ) Other long-term liabilities (2) (190 ) Net assets acquired and liabilities assumed $ 23,808 (1) Vessels, net - The difference between the Transaction price and the fair value of the net assets acquired, excluding vessels, was allocated to vessels which were the Company's only long-lived assets. This amount was allocated to the ten individual PSVs on a relative fair value basis (primarily by the age of each vessel). This resulted in a reduction of $20.7 million when comparing the aggregate carrying value of these vessels prior to and subsequent to the Transaction date. Additionally, a component of the cost of each vessel is related to drydock and engine overhaul costs which was estimated based on recent costs, adjusted for each individual vessel based on the estimated period until the next drydock or engine overhaul and are being depreciated on a straight-line basis over that period. (2) Other current and other long-term liabilities (unfavorable contracts) - Other current liabilities and other long-term liabilities include liabilities of $1.4 million and $0.1 million respectively, as a result of an analysis of term contracts for PSVs at rates below market value at the Transaction date. The resulting liabilities are recorded as an adjustment to revenues from the Transaction date until the end of the related term contracts, the last of which ends in December 2020. Certain adjustments were made to the carrying values of the Company's pre-Transaction identifiable assets and liabilities to reflect their fair value. The most significant are described above. Most other balances were recorded at the historical carrying values of the Predecessor, as we determined that their carrying values approximated fair value. Since this was a reverse acquisition of assets rather than a business combination, there is no resultant goodwill (or bargain purchase) as a result of the purchase price allocation. Nominal transaction costs were incurred as part of the Transaction. |
CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS | 12 Months Ended |
Dec. 31, 2019 | |
Cash and Cash Equivalents [Abstract] | |
CASH AND CASH EQUIVALENTS | CASH AND CASH EQUIVALENTS The following table sets forth components of our cash and cash equivalents as of December 31, 2019 (Successor) and December 31, 2018 (Predecessor): In thousands of U.S. dollars 2019 (Successor) 2018 (Predecessor) Cash and cash equivalents 11,727 8,432 Cash and cash equivalents in DVB accounts (1) 927 — Cash on vessels 27 14 Total cash and cash equivalents 12,681 8,446 (1) We maintain bank accounts that are pledged under our DVB Credit Facility (as described in Note 7). Under the terms of the DVB Credit Facility, the earnings generated from the AHTS vessels must be deposited into these accounts. These accounts are subject to a minimum liquidity requirement of an aggregate of $750,000 and also require that the Company fund any Excess Earnings (defined as each vessel's earnings less budgeted operating expenses, interest payments and the maintenance of the minimum liquidity requirement) related to such vessels, up to $3.6 million in aggregate, to a drydock reserve account, the proceeds of which are to be utilized for the vessel’s next scheduled drydock. For the first 36 months after the initial drawdown date (through September 2020), any Excess Earnings related to each vessel, after funding the minimum liquidity requirement and drydock reserve account, shall be utilized to repay the credit facility. Starting 39 months after the initial drawdown date, the DVB Credit Facility shall be repaid in consecutive quarterly installments of $0.2 million in aggregate with a balloon payment due upon the maturity date of September 2022. |
VESSELS, NET
VESSELS, NET | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
VESSELS, NET | VESSELS, NET Vessels, net, consist of the carrying value of 23 vessels for the year ended December 31, 2019 (Successor) and ten vessels for the year ended December 31, 2018 (Predecessor). Vessels, net, includes drydocking, engine overhaul costs and capitalized interest when applicable. Residual values are estimated at $1.5 million for each PSV in the fleet at December 31, 2019 (Successor) and 2018 (Predecessor) and at $1.0 million for each AHTS vessel in the fleet at December 31, 2019. The crew boats do not have an estimated residual value. The following table sets forth the carrying values of our vessels for each vessel class: As of December 31, In thousands of U.S. dollars 2019 (Successor) 2018 (Predecessor) PSVs 158,413 413,949 AHTS vessels 12,071 — Crew boats 16,165 — Total 186,649 413,949 Less: accumulated depreciation and impairment charges (8,443 ) (237,035 ) Vessels, net 178,206 176,914 Impairment of Vessels As part of our impairment assessment at December 31, 2019 (Successor), we determined that impairment indicators existed because the market capitalization was less than 50% of shareholders' equity. Accordingly, we proceeded to assess whether the carrying values of the vessels were recoverable by estimating undiscounted future cash flows. The assumptions that we, as the Successor company, use to develop estimates of future undiscounted cash flows are based on historical trends as well as future expectations and are forecast through the end of the expected useful life of each vessel, which is assumed to be 25 years from the delivery of the vessel from the shipyard for the PSVs and AHTS vessels, and 15 years for the crew boats. The most significant assumption in preparing these undiscounted cash flows is our estimate of revenues, which are derived from our assumptions of utilization adjusted dayrates over the forecast period. Utilization and dayrates in our markets are highly volatile, adjust rapidly when confronted with changes in market conditions, and are difficult to predict. Accordingly, this assumption is highly subjective. In preparing our estimated undiscounted cash flows, we assumed a base case scenario that we believe reflects our undiscounted cash flows over time based upon a lower rate environment. In our base case scenario, our forecasted revenue estimates are primarily based on (i) a combination of the Company's forecast, published time charter rates (as of December 31, 2019, net of broker commissions) for the next year and a 2.0% growth rate (which is based on published historical and forecast inflation rates in the geographies in which we operate) in charter rates in each period through the vessel's 15 th year of useful life for PSVs and AHTS vessels, and 10 th year of its useful life for crew boats, and assuming the growth in expenses over time thereafter will be offset by similar increases in charter revenues, and (ii) our estimated off-hire days and utilization which are based on management's experience and market data. We believe that these dayrates are the most useful approximation of future dayrates as (i) they are derived from actual fixtures in the market and thus reflect a collective, forward looking view of market participants, and (ii) are consistent with activity that the Company has seen in its market activities (either through actual fixtures or tendering activity). Additionally, from a longer term perspective, we believe that the dayrate assumptions utilized in the base case scenario are reasonable as the average dayrates for the PSVs and AHTS vessels over the entire forecast period are approximately equal to the 10 -year and 20 -year historical average time charter rates. Our revenue assumptions are supplemented by our best estimate of vessel operating expenses and drydock and engine overhaul costs, which are based on our most recent forecasts and actual experience in 2019 and a 2.0% growth rate in each period thereafter. Historical trends underlying these assumptions have been significantly less volatile than the assumptions underlying revenue over time, and therefore do not involve as high of a degree of subjectivity. Based on the foregoing, we determined that the undiscounted future cash flows expected to be generated by each vessel over their remaining useful lives in our base case would be sufficient to recover their respective carrying values. Moreover, we considered the estimates of vessel values from independent shipbrokers as a comparison to the undiscounted cash flows: • The estimates of vessel values from the independent shipbrokers for the PSVs exceeded their carrying values for each vessel, and by an aggregate of $17.2 million . • The estimates of vessel values from the independent shipbrokers for the crew boats and AHTS vessels was lower than their carrying values by an aggregate of $0.9 million . Six vessels had carrying values greater than their fair values by $3.0 million in aggregate and seven vessels had carrying value lower than their fair values by $2.1 million in aggregate. For the vessels where the vessel values from the independent shipbrokers were less than their carrying values, we re-evaluated the inputs to the undiscounted cash flow analysis, and the sensitivities thereto, and determined that the inputs were reasonable. Accordingly, we determined that our vessels were not impaired. In our impairment testing, we also examined the sensitivity of the estimated future cash flows and carrying values to be recovered by separately calculating the break-even charter rates, while holding all other assumptions constant. We then evaluated the outcome of the sensitivity analysis performed to assess their impact on our conclusions. Break-even charter rates were approximately 8% lower than the effective charter rates assumed in the testing for the PSVs, 5% lower for the AHTS vessels, and over 10% lower for the crew boats. Although we believe that the assumptions used to evaluate potential impairment are reasonable and appropriate, such assumptions are highly subjective. There can be no assurance as to how long charter rates and vessel values will remain at their current levels or whether they will improve by any significant degree. Charter rates may decrease, which could adversely affect our revenue and profitability, and any future assessments of vessel impairment. We will continue to monitor developments in charter rates in the markets in which we participate with respect to the expectation of future rates that are utilized in the undiscounted cash flow analyses. Our fleet as of December 31, 2018 (Predecessor) consisted of ten PSVs. As a result of a prolonged deterioration in market conditions, we determined that the undiscounted future cash flows expected to be generated by each vessel over their remaining useful lives would not be sufficient to recover their respective carrying values. Accordingly, we determined that our vessels were impaired and an impairment charge of $160.1 million was recorded for the year ended December 31, 2018. This impairment charge was measured based upon the amount by which the carrying values of our vessels exceeded their fair values. |
OTHER CURRENT LIABILITIES
OTHER CURRENT LIABILITIES | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
OTHER CURRENT LIABILITIES | LIABILITIES The following table sets forth the components of our other current liabilities as of December 31, 2019 and 2018: As of December 31, In thousands of U.S. dollars 2019 (Successor) 2018 (Predecessor) Accrued interest $ 1,169 $ 1,274 Other accrued liabilities 1,327 1,873 Unamortized portion of fair value assessment of acquired time charter contracts 272 — Total other current liabilities $ 2,768 $ 3,147 |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Initial Credit Facility On December 19, 2013, we entered into a $60.0 million revolving credit facility (the “Initial Credit Facility”) with DNB Bank ASA and Skandinaviska Enskilda Banken AB (publ). In March 2015, we expanded the availability under our Initial Credit Facility from $60.0 million to $150.0 million to partially finance the purchase of certain of the PSVs in our fleet. As of December 31, 2016, as a result of a significant deterioration in market conditions, we were in breach of three of the financial covenants under this facility, (i) the minimum value adjusted amount of equity, (ii) the minimum value adjusted equity ratio clause and (iii) a minimum level of liquidity. In 2017 a waiver was obtained from the lenders lowering (i) the minimum value of equity and (ii) the minimum value adjusted equity ratio covenant requirements to levels at which the Company was in compliance, and suspending (iii) the minimum level of liquidity covenant. These waivers were effective until April 30, 2018. On April 30, 2018 we executed an amendment to the Initial Credit Facility that extended the waiver period until December 31, 2019. Under the terms of the waiver, we were unable to draw further on the Initial Credit Facility until we complied with the original terms and conditions set forth thereunder, and the interest rate increased from LIBOR plus a margin of 2.0% to LIBOR plus a margin of 4.0% . In September 2018, we made an unscheduled payment of $1.575 million on our Initial Credit Facility to regain compliance with the security coverage ratio (requiring that the aggregate fair market value of the vessels securing the loan does not fall below 150% of the outstanding loan) set forth thereunder. At the end of September 2018, vessel values were remeasured and, given a further deterioration in such values, we were again in non-compliance of the security coverage ratio at September 30, 2018. In December 2018, we executed the Private Placement with SOI whereby SOI invested $5 million in a private placement of the Company’s shares at a price of $4.20 per share. Effective upon closing of the Private Placement, $1.9 million of the proceeds were immediately used to repay a portion of the loan and regain compliance with the security coverage ratio. Additional temporary waivers were granted under the Initial Credit Facility as a result of the Private Placement and corresponding debt repayment. As of December 31, 2018, we were in compliance with the modified terms under the Initial Credit Facility and the loan was not considered callable. In April 2019, the lenders under the Initial Credit Facility agreed to extend the waivers of certain financial covenants with which the Company was not in compliance, until January 31, 2020, as part of a broader set of agreements to recapitalize the Company. This agreement included a commitment by the lenders under the Initial Credit Facility to refinance the Initial Credit Facility with a new $132.9 million term loan facility with a maturity of December 6, 2023 (the "New Term Loan Facility"), subject to certain conditions precedent, the most significant of which was the requirement to raise an additional $15 million of equity before January 31, 2020. In December 2019, the lenders under the Initial Credit Facility agreed that we had satisfied these conditions precedent with the New Equity Line of Credit (as defined in Note 8). The New Term Loan Facility was executed in January 2020 and is described below. Under our Initial Credit Facility $132.9 million was outstanding at each of December 31, 2019 (Successor) and 2018 (Predecessor). We were in compliance with the covenants set forth under the waivers of the Initial Credit Facility at December 31, 2019. Additionally, the amount outstanding at December 31, 2019 was classified as non-current on consolidated balance sheet on the basis of the agreement and subsequent execution of the new term loan facility as described below. New $132.9 Million Term Loan Facility As described above, in December 2019, the lenders under the Initial Credit Facility agreed that the New Equity Line of Credit (as defined in Note 8) satisfied the condition precedent that the Company raise $15 million of additional equity in order to refinance the Initial Credit Facility with the $132.9 million New Term Loan Facility. In January 2020, the Company closed on the refinancing of the Initial Credit Facility with the New Term Loan Facility. The New Term Loan facility is collateralized by our ten PSVs and 11 crew boats, bears interest at LIBOR plus a margin 3.50% through December 2021, LIBOR plus a margin of 4.50% from December 2021 through December 2022 and LIBOR plus a margin of 5.5% from December 2022 through the maturity date of December 2023 (the margin in all periods can be reduced if the Company meets certain Net Debt to EBITDA thresholds). The New Term Loan Facility is repayable in equal, semi-annual installments of $7.5 million beginning in December 2021 with a balloon payment due upon the maturity date of December 6, 2023. The New Term Loan Facility is secured by: • a first priority mortgage over the relevant collateralized vessels under this facility; • a first priority assignment of earnings, insurances and charters from the mortgaged vessels for the specific facility; • a pledge of earnings generated by the mortgaged vessels for the specific facility; and • a pledge of the equity interests of each vessel owning subsidiary under the specific facility. The New Term Loan Facility contains financial and restrictive covenants, as summarized below: • Cash and cash equivalents shall at all times be equal to or greater than $500,000 per vessel above 2,500 DWT. The Company’s two AHTS vessels and 11 crew boats are excluded from this definition. Accordingly, the minimum liquidity under the New Term Loan Facility is $5 million based on the Company's fleet as of December 31, 2019; • The ratio of net debt (defined as total debt less cash) to total capitalization (defined below) shall be no greater than 0.70 to 1.00 from the date that the New Term Loan Facility is executed through December 31, 2020 and 0.65 to 1.00 thereafter through the maturity date of December 6, 2023. Undrawn amounts available under the New Equity Line of Credit are included as part of the definition of total capitalization (defined as net debt plus equity plus amounts available under the New Equity Line of Credit); • Current assets shall at all times exceed current liabilities less the current portion of the long term liabilities; • The aggregate fair market value of the vessels collateralized under the New Term Loan Facility shall at all times be at least 115% of the aggregate outstanding principal amount until December 7, 2021, 125% of the aggregate outstanding principal amount until December 7, 2022, and 130% at all times thereafter; and • The Company is restricted from paying dividends for 24 months following the date of the execution of the New Term Loan Facility. The New Term Loan Facility also contains customary events of default, including cross default provisions and a subjective acceleration clause under which the debt could become due and payable in the event of a material adverse change in the Company’s business. DVB Credit Facility and Supplemental Agreement As part of the Transaction, we assumed the aggregate outstanding indebtedness of $9.0 million under a term loan facility with DVB Bank SE, Nordic Branch ("DVB") relating to the AHTS vessels (the "DVB Credit Facility"). The DVB Credit Facility was supplemented on April 10, 2019 as part of the Transaction. The borrowers under the DVB Credit Facility are the respective vessel owning entities of the AHTS vessels. The DVB Credit Facility bears interest at LIBOR plus a margin of 2.75% and contains a financial covenant whereby the Company must maintain minimum liquidity of an aggregate of $0.75 million in the bank accounts that are pledged as security under the facility (as described in Note 4). For the first 36 months after the initial drawdown date (through September 2020), the terms of the DVB Credit Facility require that the Company fund any Excess Earnings (defined as each vessel's earnings less budgeted operating expenses, interest payments and the maintenance of the minimum liquidity requirement) related to such vessels, up to $3.6 million in aggregate, to a drydock reserve account, the proceeds of which are to be utilized for the vessel’s next scheduled drydock. Any Excess Earnings related to each vessel, after funding the minimum liquidity requirement and drydock reserve account, shall be utilized to repay the credit facility. Starting 39 months after the initial drawdown date, the DVB Credit Facility shall be repaid in consecutive quarterly installments of $0.2 million in aggregate with a balloon payment due upon the maturity date of September 2022. This facility contains financial and restrictive covenants, which require the borrowers to, among other things, comply with certain financial tests (as described above). This facility is secured by, among other things: • a first preferred mortgage over the two AHTS vessels which are collateralized under this facility; • an assignment of earnings, insurances and charters from the two mortgaged AHTS vessels; • a pledge of the related earnings accounts and drydock reserve accounts of the borrowers in respect of the two mortgaged AHTS vessels; and • a pledge of the equity interests in each of the borrowers. The DVB Credit Facility also contains customary events of default, including a subjective acceleration clause under which the debt could become due and payable in the event of a material adverse change in the Company’s business. The outstanding balance under this credit facility was $9.0 million as of December 31, 2019, and we were in compliance with the financial covenants as of that date. As of December 31, 2019, the aggregate annual principal payments required to be made under the Company's debt facilities are as follows (in thousands of U.S. dollars): Principal repayments 2020 $ 207 2021 8,309 2022 22,984 2023 110,405 2024 — Total 141,905 |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
SHAREHOLDERS' EQUITY | SHAREHOLDERS’ EQUITY Reverse Stock Split On January 28, 2019, the Company effected a one-for-ten reverse stock split. Pursuant to this reverse stock split, the common shares outstanding were reduced from 73,741,595 shares to 7,373,989 shares (which reflects adjustments for fractional share settlements). The par value was adjusted to $0.10 per share as a result of the reverse stock split, which was subsequently adjusted to $0.01 with effect from June 5, 2019, as described below. Reduction in par value With effect from June 5, 2019, the Company reduced the issued and paid-up share capital of the Company from $1,901,512 to $190,151 by canceling the paid-up share capital of the Company to the extent of $0.09 on each of the issued shares of par value $0.10 in the share capital of the Company, so that each issued share of par value $0.10 shall have a par value of $0.01 and be treated in all respects as one fully paid-up share of par value $0.01 . This reduction in par value also resulted in an increase in the number of authorized common shares from 35,000,000 to 350,000,000 . Common shares authorized and issued On December 11, 2018 at the annual general meeting of the shareholders it was resolved to increase the Company’s authorized share capital from $2,000,000 to $4,000,000 . As a result of this increase, the Company’s authorized share capital was changed to 35,000,000 common shares, par value $0.10 per share (or $3,500,000 ) and 50,000,000 preferred shares, par value $0.01 per share (or $500,000 ). As a result of the reduction in par value of the Company's common shares from $0.10 to $0.01 per share with effect from June 5, 2019, as described above, the number of authorized common shares was increased from 35,000,000 to 350,000,000 . In December 2018, we issued an aggregate of 1,175,474 common shares as part of the Private Placement at $4.20 per share, resulting in net proceeds to us of $4.9 million . In March 2017, the Company completed an underwritten public follow-on offering of 4,130,000 common shares for net proceeds of $48.3 million . Equity Lines of Credit In March 2019, the Company entered into an Initial Equity Line of Credit with SOI, a related party, and Mackenzie Financial Corporation ("Mackenzie"). SOI is owned and controlled by certain members of the Lolli-Ghetti family, of which our Chairman and Chief Executive Officer, Mr. Emanuele Lauro, and our Vice President, Mr. Filippo Lauro, are members. The Initial Equity Line of Credit provided for $20 million to be available on demand to the Company in exchange for common shares of the Company priced at 0.94 multiplied by the then-prevailing 30 -day trailing volume weighted average price. The issuances of common shares under the Initial Equity Line of Credit during the year ended December 31, 2019 were as follows: • In April 2019, 3,240,418 common shares were issued under the Initial Equity Line of Credit (split equally between SOI and Mackenzie) for approximately $2.78 per share and aggregate net proceeds of $9.0 million . • In June 2019, 1,421,472 common shares were issued under the Initial Equity Line of Credit (split equally between SOI and Mackenzie) for approximately $3.52 per share and aggregate net proceeds of $5.0 million . • In October 2019, 2,356,108 common shares were issued under the Initial Equity Line of Credit (split equally between Scorpio Services Holding Limited, a related party, ("SSH") (as SOI’s nominee) and Mackenzie) for $1.06 per share for aggregate net proceeds of $2.5 million . • In December 2019, 3,143,709 common shares were issued under the Initial Equity Line of Credit for aggregate net proceeds of $3.5 million . 1,492,508 common shares were issued to Mackenzie and 1,651,201 common shares were issued to SSH, a related party, (as SOI’s nominee) for $1.11 per share. Following the December 2019 issuance, the Initial Equity Line of Credit was fully drawn, and there is no further capacity thereunder. In January 2020, the Company entered into a new common stock purchase agreement with SSH, a related party, (the “New Equity Line of Credit”) which provides for $15 million to be available on demand to the Company in exchange for its common shares priced at 0.94 multiplied by the then-prevailing five -day trailing volume weighted average price. Under the terms of the New Equity Line of Credit, the Company is precluded from issuing shares under the New Equity Line of Credit if the price of the Company’s common stock (calculated on a volume weighted average basis over the preceding five days ) is below $0.60 per share. In March 2020, we issued 5,668,317 common shares to SSH for $0.88 per share under the New Equity Line of Credit for aggregate net proceeds of $5.0 million . |
SEGMENT REPORTING
SEGMENT REPORTING | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | SEGMENT REPORTING For the periods January 1, 2019 to April 8, 2019, and for the years ended December 31, 2018 and 2017 (Predecessor), the Company consisted of ten PSVs, all of which primarily operated in the North Sea and surrounding areas, and therefore was considered as one reportable segment, the OSV market. Therefore, the financial information for these periods can be found in the Predecessor periods of the Consolidated Statements of Operations and Comprehensive (Loss) Income and the Consolidated Balance Sheets. Effective April 9, 2019, for the Successor period, we reported two operating segments - the North Sea segment (where our ten PSVs operate) and the West Coast of Africa segment (where our two AHTS vessels and 11 crew boats operate), which is consistent with how our chief operating decision maker reviews operating results for purposes of allocating resources and assessing performance. Certain expenses incurred by the Company are not attributable to any specific segment. Accordingly, these costs are not allocated to the North Sea or West Africa segments and are included in the results below as "Corporate". The following schedule presents segment information about the Company's operations for the period April 9, 2019 to December 31, 2019 (Successor): In thousands of U.S. dollars North Sea West Coast of Africa Corporate Total Charter Revenue $29,911 $6,644 — $36,555 Vessel operating expenses (20,104 ) (7,126 ) — (27,230 ) Voyage expenses (783 ) (341 ) — (1,124 ) General and administrative expenses (1,068 ) (184 ) (3,282 ) (4,534 ) Depreciation expense (6,578 ) (1,874 ) — (8,452 ) Interest income — — 39 39 Interest expense — (347 ) (6,224 ) (6,571 ) Other financial income (expense) — — (136 ) (136 ) Segment income / (loss) $1,378 $(3,228) $(9,603) $(11,453) The following schedule presents the Company's assets by segment as of December 31, 2019 (Successor): In thousands of U.S. dollars North Sea West Coast of Africa Corporate Total Total assets $ 170,229 $ 28,133 $ 3,547 $ 201,909 |
REVENUE AND CUSTOMER CONCENTRAT
REVENUE AND CUSTOMER CONCENTRATIONS | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE AND CUSTOMER CONCENTRATIONS | REVENUE AND CUSTOMER CONCENTRATIONS Our revenues are generated from time charter contracts for which we provide a vessel and crew on a rate per day basis in the spot market and the term market. The lease component consists of the vessel leased to our customers and the non-lease component consists of the technical management services provided to operate the vessel . We, as lessor of our vessels, have elected the practical expedient under ASC 842 to not separate non-lease components from the associated lease component and instead to account for those components as a single component since both of the following criteria were met: (i) the timing and patterns of transfer of the non-lease component and associated lease are the same; and (ii) the lease component, if accounted for separately, would be classified as an operating lease. The single combined component is accounted for under ASC 842 if the lease component is the predominant component and, is accounted for under ASC 606 if the non-lease component is the predominant component. We elected this practical expedient to combine our lease and non-lease components for all classes of underlying assets and have accounted for the combined component under ASC 606 for revenue contracts qualifying for this practical expedient because we have concluded that the non-lease component is the predominant component in our current revenue contracts. Accordingly, all of revenues for the historical periods presented (both Predecessor and Successor) have been recognized over time based on the daily rate of hire that is prescribed in each contract. The following table sets forth the breakout of revenue by vessel type: Successor Predecessor In thousands of U.S. dollars except per share and share data April 9 - December 31, 2019 January 1 - April 8, 2019 Year ended December 31, 2018 Year ended December 31, 2017 Charter revenues - PSVs 29,911 5,258 20,654 17,895 Charter revenues - AHTS vessels 3,729 — — — Charter revenues - crew boats 2,915 — — — Total charter revenue 36,555 5,258 20,654 17,895 As of December 31, 2019, we were party to long-term time charter contracts, which were greater than one year in duration, for four of our crew boats with commitments through early 2021. Expected term charter revenues for these contracts is $3.4 million in 2020 and $0.2 million in 2021. The aggregate carrying value of these vessels was $6.3 million as of December 31, 2019. As of December 31, 2018, the Company had entered into two long-term time charter contracts for two of its PSVs with commitments through 2020. Expected time charter revenues for these contracts was $3.7 million in 2020. The aggregate cost of these vessels was $82.7 million and the aggregate accumulated depreciation (including impairment charges) and carrying value as of December 31, 2018 was $47.9 million and $34.8 million , respectively. As of December 31, 2017, there were no long-term time charter contracts. As of December 31, 2019, there were no unamortized deferred costs of obtaining or fulfilling a contract. Customer Concentrations Set forth below are figures summarizing our customer concentrations for the historical periods presented: • For the Successor period from April 9, 2019 to December 31, 2019, we had one customer which accounted for 13% of total revenues. • For the Predecessor period from January 1, 2019 to April 8, 2019, we had four customers which accounted for an aggregate of 63% of total revenues ( 20% , 18% , 13% , and 12% , respectively). • For the year ended December 31, 2018, (Predecessor), we had two customers which accounted for an aggregate of 25% of total revenues ( 13% and 12% , respectively). • For the year ended December 31, 2017 (Predecessor), we had three customers which accounted for an aggregate of 44% of total revenues ( 21% , 13% , and 10% , respectively). • As of December 31, 2019 (Successor), we had three customers which accounted for an aggregate of 44% of our outstanding accounts receivable ( 16% , 14% , and 14% respectively). • As of December 31, 2018 (Predecessor), we had three customers which accounted for an aggregate of 76% of our outstanding accounts receivable ( 32% , 30% , and 14% , respectively). |
INTEREST COSTS
INTEREST COSTS | 12 Months Ended |
Dec. 31, 2019 | |
Interest Expense [Abstract] | |
INTEREST COSTS | INTEREST COSTS Interest costs consist of interest incurred on the long-term debt, the commitment fee and amortization of the deferred financing cost related to the Initial Credit Facility and the DVB Credit Facility described in Note 7. Successor Predecessor For the period April 9 to December 31, 2019 For the period January 1 to April 8, 2019 For the year ended December 31, In thousands of U.S. dollars 2018 2017 Interest costs $ 6,571 $ 2,445 $ 7,574 $ 4,428 Amortization of deferred financing costs 0 90 359 359 Commitment fee 0 20 98 93 Total interest costs $ 6,571 $ 2,555 $ 8,031 $ 4,880 |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Basic earnings per share (“EPS”) is calculated by dividing net (loss) income by the weighted average number of common shares outstanding for the period. Diluted EPS is calculated by dividing net income by the weighted average number of common shares and potentially dilutive common share equivalents outstanding during the period. There were no potentially dilutive common share equivalents for any of the periods presented. Successor Predecessor For the period April 9 to December 31, 2019 For the period January 1 to April 8, 2019 For the year ended December 31, In thousands of U.S. dollars 2018 2017 Numerator Net Loss (11,453 ) (7,663 ) (197,294 ) (29,326 ) Denominator Basic and diluted - Weighted Average Common Shares Outstanding 20,481,174 7,374,069 6,263,094 5,499,561 Loss per Common Share Basic and diluted (0.56 ) (1.04 ) (31.50 ) (5.33 ) |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS During the periods from January 1, 2019 to April 8, 2019 (Predecessor), April 9, 2019 to December 31, 2019 (Successor), and years ended December 31, 2018 and 2017 (Predecessor), we were party to a management agreement with Scandic American Shipping Ltd (“Scandic”), a wholly owned subsidiary of Nordic American Tankers Ltd. (“NAT”), for the provision of administrative services. Scandic and NAT were related parties of ours due to NAT’s ownership interest in the Company at the time, along with certain shared management personnel. As a result of the Transaction, along with a subsequent reduction in NAT’s ownership interest in the Company, both NAT and Scandic are no longer deemed related parties. On May 1, 2019, the Company tendered notice to NAT that it shall terminate the management agreement with NAT upon the expiration of 180 days from the date of such notice (the “Transition Period”). The management agreement with NAT and Scandic was terminated upon the expiration of the Transition Period on October 28, 2019. Acquisition of AHTS Vessels and Crew Boats In April 2019, as part of the Transaction (which is described in Note 1), we acquired 13 vessels, including associated debt, consisting of two AHTS vessels and 11 crew boats from SOHI, a related party that is owned and controlled by certain members of the Lolli-Ghetti family, of which our Chairman and Chief Executive Officer, Mr. Emanuele Lauro and our Vice President, Mr. Filippo Lauro, are members, in exchange for 8,126,219 common shares of the Company at approximately $2.78 per share for aggregate net consideration of $22.6 million . Equity Lines of Credit In March 2019, the Company entered into an Initial Equity Line of Credit with SOI, a related party, and Mackenzie. SOI is owned and controlled by certain members of the Lolli-Ghetti family, of which our Chairman and Chief Executive Officer, Mr. Emanuele Lauro, and our Vice President, Mr. Filippo Lauro, are members. The Initial Equity Line of Credit provided for $20 million to be available on demand to the Company in exchange for common shares of the Company priced at 0.94 multiplied by the then-prevailing 30 -day trailing volume weighted average price. The issuances of common shares under the Initial Equity Line of Credit during the year ended December 31, 2019 are described in Note 8. In December 2019, the Company reached an agreement to enter into the New Equity Line of Credit with SSH, a related party. The New Equity Line of Credit was executed in January 2020 and provides for $15 million to be available on demand to the Company in exchange for its common shares priced at 0.94 multiplied by the then-prevailing five -day trailing volume weighted average price. In March 2020, we issued 5,668,317 common shares to SSH for $0.88 per share under the New Equity Line of Credit for aggregate net proceeds of $5.0 million . Administrative Services Agreement On June 19, 2019, the Company entered into an agreement with SSH, for the provision of administrative staff and office space, and administrative services, including accounting, legal compliance, financial and information technology services (the “Administrative Services Agreement”). SSH is majority owned by the Lolli-Ghetti family, of which Mr. Emanuele Lauro, our Chairman and Chief Executive Officer, and Mr. Filippo Lauro, our Vice President, are members. The Administrative Services Agreement is on substantially the same terms as the previous management agreement with NAT. Under the terms of the Administrative Services Agreement, the Company shall pay an annual fee of $10,000 per vessel (the “Fee”), and will reimburse SSH for the reasonable direct or indirect expenses it incurs in providing the Company with the administrative services described above. The Fee was not payable to SSH as it pertains to the ten PSVs in the Company’s fleet during the Transition Period. The Administrative Services Agreement may be terminated by the Company upon 180 days' notice. Commercial and Technical Management The Company’s AHTS vessels and crew boats are commercially managed by Scorpio Commercial Management S.A.M. ("SCM") and technically managed by Scorpio Ship Management S.A.M. ("SSM") pursuant to a Master Agreement, which may be terminated by either party upon 24 months' notice, unless terminated earlier in accordance with its provisions. SSM and SCM are related parties of ours and are owned and controlled by certain members of the Lolli-Ghetti family of which Mr. Emanuele Lauro, our Chairman and Chief Executive Officer, and Mr. Filippo Lauro, our Vice President, are members. In the event of the sale of one or more vessels, a notice period of three months and a payment equal to three months of management fees will apply, provided that the termination does not amount to a change in control of the AHTS vessels or crew boats, including a sale of all or substantially all of the AHTS vessels or crew boats, in which case a payment equal to 24 months of management fees will apply. Additional vessels in our fleet, or that we may acquire, may potentially also be managed under the Master Agreement, or on substantially similar terms, at some point in the future. SCM’s services include securing employment, in the spot market and on time charters, for our AHTS vessels and crew boats. We pay SCM a management fee equal to 1.25% of gross revenues per charter fixture. SCM may subcontract these services to third-parties pursuant to the Master Agreement. SSM’s services include day-to-day vessel operations, performing general maintenance, monitoring regulatory and classification society compliance, customer vetting procedures, supervising the maintenance and general efficiency of vessels, arranging the hiring of qualified officers and crew, arranging and supervising drydocking and repairs, purchasing supplies, spare parts and new equipment for vessels, appointing supervisors and technical consultants and providing technical support. SSM may subcontract these services to third-parties pursuant to the Master Agreement. We pay SSM an annual fee of $156,000 per vessel for the AHTS vessels and an annual fee of $43,800 per vessel for the crew boats plus additional amounts for certain itemized services per vessel to provide technical management services for each of our AHTS vessels and crew boats. The following table represents the related party transactions recorded in our statements of operations for the Predecessor and Successor periods: Successor Predecessor In thousands of U.S. dollars April 9 to December 31, 2019 January 1 to April 8, 2019 Year ended December 31, 2018 Year ended December 31, 2017 Vessel operating expense: Scorpio Ship Management SAM $ 576 — — — Voyage expense: Scorpio Commercial Management SAM 82 — — — General and administrative expense: Scorpio Services Holding Limited 353 — — — Scorpio Commercial Management SAM 69 — — — Scorpio Tankers Inc. (1) 33 — — — Nordic American Tankers Limited — $ 323 $ 2,324 $ 2,426 Total general and administrative expense: $ 455 $ 323 $ 2,324 $ 2,426 (1) Relates to certain shared office expenses that were reimbursed to this entity . The following table reflects the balances due to related parties as of December 31, 2019 (Successor) and December 31, 2018 (Predecessor): In thousands of U.S. dollars December 31, 2019 (Successor) December 31, 2018 (Predecessor) Liabilities Accounts payable, related party: Scorpio Ship Management SAM $ 480 $ — Scorpio Services Holding Limited 265 — Scorpio Commercial Management SAM 165 — Scorpio Offshore Holding Inc 6 — Nordic American Tankers Limited — 492 Total accounts payable, related party: $ 916 $ 492 |
GOING CONCERN
GOING CONCERN | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | GOING CONCERN Under ASC paragraph 205-40 (the "Standard"), management must evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. This evaluation initially does not take into consideration the potential mitigating effect of management’s plans that have not been fully implemented as of the date the financial statements are issued. When substantial doubt exists under this methodology, management evaluates whether the mitigating effect of its plans sufficiently alleviates substantial doubt about the Company’s ability to continue as a going concern. The mitigating effect of management’s plans, however, is only considered if both (1) it is probable that the plans will be effectively implemented within one year after the date that the financial statements are issued, and (2) it is probable that the plans, when implemented, will mitigate the relevant conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued. Generally, to be considered probable of being effectively implemented, the plans must have been approved before the date that the financial statements are issued. The Company regularly performs cash flow projections to evaluate (i) whether it will be in a position to cover the liquidity needs for the next 12-month period and (ii) the compliance with financial and security ratios under the existing and future financing agreements. In developing estimates of future cash flows, the Company makes assumptions about the vessels’ future performance, market rates, operating expenses, capital expenditure, fleet utilization, general and administrative expenses, loan repayments and interest charges. The assumptions applied are based on historical experience and future expectations. Nevertheless, volatility in the offshore market makes forecasting difficult, and there is the possibility that the Company’s actual trading performance during the coming year may be materially different from expectations. Economic conditions in the offshore market during 2019 reflected a gradual improvement from the lows of previous years and were showing signs that the industry was in the early stages of a broader recovery. The Company’s operating results during 2019 (in both the Predecessor and Successor periods) reflected this improvement, as losses from operations narrowed when compared to prior periods. Additionally, as highlighted elsewhere in these financial statements, the Company executed a series of transactions during 2019 and 2020, such as the Transaction, the New Term Loan Facility and the New Equity Line of Credit in an effort to recapitalize the Company and create a platform for future growth. Nevertheless, since the beginning of the calendar year 2020, the outbreak of the novel coronavirus (the "COVID-19") has resulted in the implementation of numerous actions by governments and governmental agencies in an attempt to mitigate the spread of the virus. These measures have resulted in a significant reduction in global economic activity and extreme volatility in the global financial markets which has reduced the global demand for oil and related products. Additionally, in March 2020, output disagreements between OPEC producing nations (led by Saudi Arabia) and Russia triggered a price war sending the price of crude oil to lows not seen in decades. The confluence of these events has resulted in a precipitous pull back of production and capital expenditure outlays from major oil producers throughout the world. Consequently, the markets in which our vessels operate have come under significant pressure in the form of reduced spot market rates and utilization, higher lay-up activity, and contract cancellations and renegotiations. These conditions have caused management to revisit its cash flow projections for the next 12-month period under revised assumptions. Under these revised assumptions, the Company projects that it might breach certain financial covenants under its credit facilities within 12 months from the date of these financial statements. Additionally, under the terms of the New Equity Line of Credit, the Company is precluded from issuing shares under the New Equity Line of Credit if the price of the Company’s common stock (calculated on a volume weighted average basis over the preceding five days ) is below $0.60 per share. In March and April 2020, the price of the Company’s common stock fell below this threshold on certain occasions and for sustained periods of time. Additionally, as described in Item 3. Key Information D. Risk Factors, we have received two deficiency notifications from the NYSE that could result in suspension or delisting of our common shares. We have until November 2020, and August 2021, subject to certain conditions, to cure each of these deficiencies. If our stock is delisted, then the Company is precluded from issuing shares under the New Equity Line of Credit. If additional liquidity under the New Equity Line of Credit is unavailable, the Company might breach covenants under its credit facilities, or face liquidity constraints, sooner than would otherwise occur under the revised projections. The Company has commenced discussions with its lenders in an effort to find possible solutions and is also considering other strategic alternatives to meet the Company’s obligations, such as the sale of some or all of the vessels in the Company’s fleet. The Company has also engaged an advisor to provide consultation throughout this process. There can be no assurance that these or other measures will be successful. As these discussions are currently in a preliminary phase, there are no remedies that can be considered as probable for purposes of the Standard. Accordingly, substantial doubt is deemed to exist about the Company’s ability to continue as a going concern within one year after the date the consolidated financial statements are issued. |
FINANCIAL INSTRUMENTS AND OTHER
FINANCIAL INSTRUMENTS AND OTHER FAIR VALUE DISCLOSURES | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
FINANCIAL INSTRUMENTS AND OTHER FAIR VALUE DISCLOSURES | FINANCIAL INSTRUMENTS AND OTHER FAIR VALUE DISCLOSURES We categorize our fair value estimates using a fair value hierarchy based on the inputs used to measure fair value for those assets and liabilities that are recorded on the balance sheet as fair value. The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value as follows: Level 1. Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement date. Level 2. Inputs, other than the quoted prices in active markets that are observable either directly or indirectly; and Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The following methods and assumptions were used to estimate the fair value of each class of financial instruments and other assets accounted for under fair value. - The carrying values of cash and cash equivalents, accounts receivable, accounts payable, accounts payable, related party, and other current liabilities are reasonable estimates of fair value. - The estimated fair value for the long-term debt is considered to be equal to the carrying values since it reflects both a recently revised margin and variable interest rates which approximate market rates. The carrying value and estimated fair value of the Company’s financial instruments and other assets accounted for under fair value at December 31, 2019 (Successor) and 2018 (Predecessor) are as follows: Successor Predecessor In thousands of U.S. dollars Fair Value Hierarchy Level 2019 Fair Value 2019 Carrying Value 2018 Fair Value 2018 Carrying Value Recurring Cash and cash equivalents 1 $ 12,681 $ 12,681 $ 8,446 $ 8,446 Accounts receivable 1 8,381 8,381 2,602 2,602 Accounts payable 1 4,192 4,192 843 843 Accounts payable, related party 1 916 916 492 492 Other current liabilities 1 2,768 2,768 3,147 3,147 Initial Credit Facility 2 (132,905 ) (132,905 ) (132,905 ) (132,905 ) DVB Credit Facility 2 (9,000 ) (9,000 ) — — Non-recurring Vessels 2 — — 176,914 176,914 The estimated fair values for the Initial Credit Facility and DVB Credit Facility are considered to approximate their carrying values because the interest rates on these instruments change with, or approximate, market interest rates and the interest margins under each loan approximate market rates. Foreign Currency and Interest Rate Risk Certain of our contracts with customers for our PSVs are denominated in the British Pound, the Norwegian Kroner, and, to a lesser extent, the Euro. Additionally, certain of the Company's vessel operating costs are denominated in these currencies as well. Transactions in foreign currencies during the year are translated into U.S. dollars at the rates of exchange in effect at the date of the transactions. We do not have any contracts denominated in a foreign currency that extend for greater than one year from December 31, 2019. We recorded the following exchange gain or losses during the historical periods presented: Successor Predecessor For the period April 9 to December 31, 2019 For the period January 1 to April 8, 2019 For the year ended December 31, In thousands of U.S. dollars 2018 2017 Exchange gain/(loss) 56 (164 ) (626 ) 327 Additionally, we are exposed to the impact of interest rate changes primarily through our variable-rate borrowings, which consist of borrowings under our New Term Loan Facility and DVB Credit Facility (both of which are described in Note 7). • The New Term Loan Facility (which was executed in January 2020 and was utilized to refinance the Initial Credit Facility (also defined in Note 7)) has a principal balance of $132.9 million , is expected to be repaid in equal semi-annual installments of $7.5 million beginning in December 2021 with a balloon payment due upon maturity in December 2023, and bears interest at LIBOR plus a margin of 4.50% from December 2021 through December 2022 and LIBOR plus a margin of 5.5% from December 2022 through the maturity date of December 2023. • The DVB Credit Facility has a principal balance of $9.0 million , is expected to be repaid in consecutive quarterly installments of $0.2 million in aggregate with a balloon payment due upon the maturity date of September 2022, and bears interest at LIBOR plus a margin of 2.75% . Significant increases in interest rates could adversely affect our net income and our ability to service our debt. While there are no derivatives in place as of the date of these financial statements, nor were any in place for any of the historical periods presented, we may in the future use derivatives to partially offset our exposure to foreign currency and interest rate risk on expected future cash flows and certain existing assets and liabilities. However, we may choose not to hedge certain exposures for a variety of reasons including, but not limited to, accounting considerations or the prohibitive economic cost of hedging particular exposures. There can be no assurance the hedges will offset more than a portion of the financial impact resulting from movements in foreign currency exchange or interest rates. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES We may become a party to various legal proceedings generally incidental to our business and are subject to a variety of environmental and pollution control laws and regulations. As is the case with other companies in similar industries, we face exposure from actual or potential claims and legal proceedings. Although the ultimate disposition of legal proceedings cannot be predicted with certainty, it is our opinion that the outcome of any claim which might be pending or threatened, either individually or on a combined basis, will not have a materially adverse effect on the financial position of the Company, but could materially affect the Company’s results of operations in a given year. To our knowledge, no claims have been filed against the Company, nor has it been party to any legal proceedings for the periods presented. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS New Term Loan Facility As described in Note 7, in December 2019, we reached an agreement with the lenders under the Initial Credit Facility, that the New Equity Line of Credit satisfied the condition precedent that the Company raise $15 million of additional equity in order to refinance the Initial Credit Facility with the $132.9 million New Term Loan Facility. In January 2020, the Company completed the refinancing of the Initial Credit Facility with the New Term Loan Facility. The terms and conditions of the New Term Loan facility are described in Note 7. New Equity Line of Credit As described in Note 8, in December 2019, we reached an agreement to enter into the New Equity Line of Credit with SSH, a related party. The New Equity Line of Credit was executed in January 2020 and provides for $15 million to be available on demand to the Company in exchange for its common shares priced at 0.94 multiplied by the then-prevailing five -day trailing volume weighted average price. On March 4, 2020, we issued 5,668,317 common shares under the New Equity Line of Credit for $0.88210 per share and aggregate net proceeds of approximately $5.0 million . Novel Coronavirus (COVID-19) Since the beginning of the calendar year 2020, the COVID-19 outbreak that originated in Hubei province in China and that has since spread globally has resulted in the implementation of numerous actions taken by governments and governmental agencies in an attempt to mitigate the spread of the virus. These measures have resulted in a significant reduction in global economic activity and extreme volatility in the global financial markets. The reduction of economic activity has significantly reduced the global demand for oil and refined petroleum products. The recent actions taken by Saudi Arabia and other OPEC members to increase the production of oil in the near term has resulted in a steep decline in oil prices, negatively impacting the offshore drilling markets. We expect that the impact of the COVID-19 pandemic and the uncertainty in the supply of oil will continue to cause volatility in the commodity markets. The scale and duration of the impact of these factors remain unknowable but could have a material impact on our earnings, cash flow, financial condition and asset values for 2020. An estimate of the impact on the Company’s results of operations and financial condition cannot be made at this time. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Accounting | Basis of Accounting The consolidated financial statements incorporate the financial statements of Hermitage Offshore Services Ltd. and its subsidiaries. The consolidated financial statements have been presented in United States dollars, or USD or "$", which is the functional currency of Hermitage Offshore Services Ltd. and all its subsidiaries. These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). |
Principles of Consolidation | Principles of Consolidation Entities in which the Company has a controlling financial interest are consolidated. Subsidiaries are consolidated from the date on which control is obtained. The subsidiaries' accounting policies are in conformity with U.S. GAAP. All intercompany balances and transactions have been eliminated upon consolidation. |
Use of Estimates | Use of Estimates Preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and costs during the reporting period. Actual results could differ from those estimates. The effects of changes in accounting estimates are accounted for in the same period in which the estimates are changed. |
Going Concern | Going Concern These consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, nor to the amounts and classification of liabilities that may be necessary should the Company be unable to continue as a going concern. This topic is further discussed in Note 14. |
Revenue Recognition | Revenue Recognition Revenues are generated from time charter contracts for which we provide a vessel and crew on a rate per day basis in the spot market and the term market. We recognize revenue in accordance with the provisions of ASC 606, Revenue from Contracts with Customers. The standard provides a unified model to determine how revenue is recognized. Under this standard, revenues are recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In the application of this model, we make judgments including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price (if applicable), and allocating the transaction price to each performance obligation. Services provided under our contracts with customers represent a single performance obligation, which is received and consumed by our customers as we perform such services. Accordingly, revenues are recognized over time based on the daily rate of hire that is prescribed in each contract. The manner in which we recognize revenue did not change as a result of the adoption of this standard. |
Leases | Leases We adopted the Financial Accounting Standards Board (“FASB”), Accounting Standards Codification (“ASC”), Topic 842, “Leases” effective January 1, 2019. Under this new lease standard, lessees are required to recognize a right-of-use asset and a lease liability for substantially all leases and to disclose key information about leasing arrangements. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. The FASB has issued several amendments and practical expedients to the standard, including clarifying guidance, transition relief on comparative reporting at adoption, the lessee practical expedient, which allows lessees, as an accounting policy election made by class of underlying asset, to choose not to separate non-lease components from lease components and instead combine them and account for them as a single lease component, the lessor practical expedient, which similarly allows lessors to choose to combine lease and non-lease components and account for them as required by that practical expedient, and a practical expedient which allows lessees to elect, as an accounting policy, not to apply the provisions of ASC 842 to short term leases. The Company (Predecessor) applied the modified retrospective transition approach, which allowed the Company to recognize a cumulative effect adjustment to the opening balance of accumulated deficit in the period of adoption rather than restate its comparative prior year periods. The cumulative effect adjustment to the Predecessor’s opening balance of accumulated deficit was zero . Additionally, we, as lessor of our vessels, have elected the practical expedient to not separate non-lease components from the associated lease component and instead to account for those components as a single component since both of the following criteria were met: (i) the timing and patterns of transfer of the non-lease component and associated lease are the same; and (ii) the lease component, if accounted for separately, would be classified as an operating lease. The single combined component is accounted for under ASC 842 if the lease component is the predominant component and, is accounted for under ASC 606 if the non-lease component is the predominant component. We elected this practical expedient to combine our lease and non-lease components for all classes of underlying assets and have accounted for the combined component under ASC 606 for revenue contracts qualifying for this practical expedient because we have concluded that the non-lease component is the predominant component in our current revenue contracts. The lease component consists of the vessels leased to our customers and the non-lease component consists of the technical management services provided to operate the vessel . The pattern of revenue recognition did not change as a result of the application of ASC 842. We have also elected to apply the practical expedient to elect as an accounting policy not to apply the provisions of ASC 842 to short term leases. We are party to a lease for office space which qualifies as a short-term lease under ASC 842. Accordingly, lease expense under this lease is recognized in the period in which the obligation for those payments is incurred. We own all of the vessels in our fleet and are therefore not a lessee of any vessels. |
Voyage Expenses | Voyage Expenses Voyage expenses primarily include bunkers consumed when a vessel is off-hire, and brokerage commissions paid by us under our charter agreements. These costs are recognized as incurred. |
Vessel Operating Costs | Vessel Operating Costs Vessel operating costs include crewing, repair and maintenance, insurance, stores, lubricants, management fees, communication costs, and tonnage tax. These costs are recognized as incurred. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of highly liquid investments such as time deposits with an original maturity at acquisition of three months or less. |
Accounts Receivable | Accounts Receivable If accounts receivable are determined uncollectible, after all means of collections have been exhausted and the potential for recovery is considered to be remote, they are charged against an allowance for doubtful accounts. There were no such charges during any of the historical periods presented (both Predecessor and Successor). Additionally, we did not record an allowance for doubtful accounts as of December 31, 2019 (Successor) and 2018 (Predecessor), as all amounts due at these dates were deemed collectible. |
Fuel, Lube Oils, and Consumables | Fuel, Lube Oils, and Consumables Fuel, lube oils, and consumables are stated at the lower of cost or net realizable value, which is determined on a first-in, first-out basis. Bunker fuel onboard at the time of delivery to a charterer is purchased by the charterer and re-purchased by the Company at the time of re-delivery. |
Vessels, Net | Vessels, Net Vessels are stated at historical costs, less accumulated depreciation and impairment. Depreciation is provided by the straight-line method over the estimated useful life of 25 years for the PSVs and AHTS vessels, and 15 years for the crew boats based on upon the date the vessel is delivered from the yard. Certain subsequent expenditures for conversions and major improvements are also capitalized if it is determined that they appreciably extend the life, increase the earnings capacity or improve the efficiency or safety of the vessel. Repairs and maintenance are expensed as incurred. The vessels’ estimated residual values and useful life are reviewed when there has been a change in circumstances that indicates that the original estimate may no longer be appropriate. |
Drydocking and Engine Overhaul | Drydocking and Engine Overhaul Our PSVs and AHTS vessels are required to be drydocked approximately every 30 - 60 months (depending on vessel age), and to have engines overhauled after 10,000 – 12,000 running hours. We will capitalize a substantial portion of the costs incurred during drydocking and overhaul and amortize those costs on a straight-line basis from the completion of a drydocking, intermediate survey or overhaul to the estimated completion of the next drydocking or overhaul. Drydocking costs include a variety of costs incurred while vessels are placed within drydock, including expenses related to the dock preparation and port expenses at the drydock shipyard, general shipyard expenses, expenses related to hull, external surfaces and decks, expenses related to machinery and engines of the vessel, as well as expenses related to the testing and correction of findings related to safety equipment on board. We also capitalize those costs incurred as part of the drydock to meet classification and regulatory requirements. The Company expenses costs related to routine repairs and maintenance performed during drydocking, and for annual class survey costs. The capitalized and unamortized drydocking costs are included in the book value of the vessels. Amortization expense of the drydocking costs is included in depreciation expense. For an acquired or newly built vessel, a drydock component is estimated and accounted for as a separate component of the vessel’s cost. The drydock component is amortized on a straight-line basis to the next estimated drydock. The estimated amortization period for a drydock is based on the estimated period between drydocks. When the drydock expenditure is incurred prior to the expiry of the period, the remaining balance is expensed. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets We review long-lived assets held and used for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. In this respect, we review our assets for impairment on an asset by asset basis. As part of our process, we obtain vessel valuations for our operating vessels from leading, independent and internationally recognized ship brokers on a quarterly basis for the PSVs and crew boats and on a semi-annual basis for the AHTS vessels, or when there is an indication that an asset or assets may be impaired. We also take other facts and circumstances into consideration, such as general market conditions or prolonged weakness in the price of our common shares, in determining whether indicators of potential impairment exist. If there is any such indication that the carrying amount of our vessels may not be recoverable, they are tested for recoverability by comparing the net carrying value of the asset to the undiscounted net cash flows to be generated from the use and eventual disposition of that asset. When the estimate of undiscounted cash flows, excluding interest charges, expected to be generated by the use of the asset is less than its carrying amount, we evaluate the asset for an impairment loss. The projection of cash flows related to vessels is complex and requires us to make various estimates including to charter rates, utilization, operating costs, capital expenditures, residual value and the estimated remaining useful life of each vessel. All of these items have been historically volatile. If the estimate of undiscounted future net cash flows for any vessel is lower than the vessel’s carrying value, the carrying value is written down to the vessel’s fair market value. The impairment loss is determined by the difference between the carrying amount of the asset and fair value. |
Operating Segments | Operating Segments As a result of the Transaction, the Company has a fleet of 23 vessels, which primarily operate in the North Sea and off the coast of West Africa. For the period from April 9, 2019 to December 31, 2019 (Successor), the Company determined it had two reportable segments, the North Sea segment and the West Africa segment. Prior to the Transaction, the Company did not present segment information as it considered its operations as one reportable segment, the OSV market in the North Sea and surrounding areas. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair values of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate carrying value because of the short-term nature of these instruments. The estimated fair values of our debt are considered to approximate their carrying values because the interest rates on these instruments change with, or approximate, market interest rates, the interest margins under each loan approximate market rates, and the fair values of the vessels collateralized under each facility equal or exceed the amount outstanding. |
Income Taxes | Income Taxes The Company is incorporated in Bermuda. Under current Bermuda law, the Company is not subject to corporate income taxes in that territory. The statutory applicable rate to consolidated corporate earnings is 0% . Two of our subsidiaries, Delta PSV Norway AS, which was incorporated in 2019, and NAO Norway AS, are subject to income tax in Norway at a rate of 22% and 23% of their taxable results for the years ended December 31, 2019 and 2018, respectively. We have deferred tax assets of $5.7 million and $3.5 million from our net operating losses in Norway for these two entities, along with corresponding full valuation allowances of $5.7 million and $3.5 million as of December 31, 2019 and 2018, respectively. A full valuation allowance has been recognized due to the uncertainty related to the utilization of any carried forward tax losses. The Norwegian net operating losses may be carried forward for an indefinite period according to Norwegian tax law. There are no other permanent or temporary differences for our two Norwegian subsidiaries as of December 31, 2019 and 2018. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. The Company’s cash is primarily held in major banks and financial institutions in Norway, the Netherlands, and Germany, and are typically insured up to a set amount. Accordingly, we believe the risk of any potential loss on deposits held in these institutions is remote. Concentrations of credit risk related to accounts receivable are limited to our client base in the energy industry that may be affected by changes in economic or other external conditions. The Company does not require collateral for its accounts receivable. |
Recently Issued Accounting Standard | Recently Issued Accounting Standard In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit losses (ASC 326), which amends the guidance on the impairment of financial instruments. The standard adds an impairment model known as the current expected credit loss (“CECL”) model that is based on expected losses rather than incurred losses. Under the new guidance, an entity is required to recognize as an allowance its estimate of expected credit losses, which the FASB believes will result in more timely recognition of such losses. Unlike the incurred loss models under existing standards, the CECL model does not specify a threshold for the recognition of an impairment allowance. Rather, an entity will recognize its estimate of expected credit losses for financial assets as of the end of the reporting period. Credit impairment will be recognized as an allowance or contra-asset rather than as a direct write-down of the amortized cost basis of a financial asset. However, the carrying amount of a financial asset that is deemed uncollectible will be written off in a manner consistent with existing standards. The standard will be effective for the first reporting period within annual periods beginning after December 15, 2019 and early adoption is permitted. We do not expect the implementation of this standard to have a material impact on our consolidated financial statements. |
REVERSE ASSET ACQUISITION (Tabl
REVERSE ASSET ACQUISITION (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Asset Acquisition [Abstract] | |
Schedule of Purchase Price Allocation of Identifiable Assets Acquired and Liabilities Assumed | The purchase price allocation of the identifiable assets acquired and liabilities assumed is set forth below: In thousands of U.S. dollars Cash and cash equivalents $ 1,657 Accounts receivable 3,212 Prepaid expenses 1,198 Fuel, lube oil, and consumables 981 Other current assets 1,098 Vessels, net (1) 154,744 Accounts payable (1,836 ) Other current liabilities (2) (4,151 ) Debt (132,905 ) Other long-term liabilities (2) (190 ) Net assets acquired and liabilities assumed $ 23,808 (1) Vessels, net - The difference between the Transaction price and the fair value of the net assets acquired, excluding vessels, was allocated to vessels which were the Company's only long-lived assets. This amount was allocated to the ten individual PSVs on a relative fair value basis (primarily by the age of each vessel). This resulted in a reduction of $20.7 million when comparing the aggregate carrying value of these vessels prior to and subsequent to the Transaction date. Additionally, a component of the cost of each vessel is related to drydock and engine overhaul costs which was estimated based on recent costs, adjusted for each individual vessel based on the estimated period until the next drydock or engine overhaul and are being depreciated on a straight-line basis over that period. (2) Other current and other long-term liabilities (unfavorable contracts) - Other current liabilities and other long-term liabilities include liabilities of $1.4 million and $0.1 million respectively, as a result of an analysis of term contracts for PSVs at rates below market value at the Transaction date. The resulting liabilities are recorded as an adjustment to revenues from the Transaction date until the end of the related term contracts, the last of which ends in December 2020. |
CASH AND CASH EQUIVALENTS (Tabl
CASH AND CASH EQUIVALENTS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Components of Cash and Cash Equivalents | The following table sets forth components of our cash and cash equivalents as of December 31, 2019 (Successor) and December 31, 2018 (Predecessor): In thousands of U.S. dollars 2019 (Successor) 2018 (Predecessor) Cash and cash equivalents 11,727 8,432 Cash and cash equivalents in DVB accounts (1) 927 — Cash on vessels 27 14 Total cash and cash equivalents 12,681 8,446 (1) We maintain bank accounts that are pledged under our DVB Credit Facility (as described in Note 7). Under the terms of the DVB Credit Facility, the earnings generated from the AHTS vessels must be deposited into these accounts. These accounts are subject to a minimum liquidity requirement of an aggregate of $750,000 and also require that the Company fund any Excess Earnings (defined as each vessel's earnings less budgeted operating expenses, interest payments and the maintenance of the minimum liquidity requirement) related to such vessels, up to $3.6 million in aggregate, to a drydock reserve account, the proceeds of which are to be utilized for the vessel’s next scheduled drydock. For the first 36 months after the initial drawdown date (through September 2020), any Excess Earnings related to each vessel, after funding the minimum liquidity requirement and drydock reserve account, shall be utilized to repay the credit facility. Starting 39 months after the initial drawdown date, the DVB Credit Facility shall be repaid in consecutive quarterly installments of $0.2 million in aggregate with a balloon payment due upon the maturity date of September 2022. |
VESSELS, NET (Tables)
VESSELS, NET (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Vessels, Net | The following table sets forth the carrying values of our vessels for each vessel class: As of December 31, In thousands of U.S. dollars 2019 (Successor) 2018 (Predecessor) PSVs 158,413 413,949 AHTS vessels 12,071 — Crew boats 16,165 — Total 186,649 413,949 Less: accumulated depreciation and impairment charges (8,443 ) (237,035 ) Vessels, net 178,206 176,914 |
OTHER CURRENT LIABILITIES (Tabl
OTHER CURRENT LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Components of Other Current Liabilities | The following table sets forth the components of our other current liabilities as of December 31, 2019 and 2018: As of December 31, In thousands of U.S. dollars 2019 (Successor) 2018 (Predecessor) Accrued interest $ 1,169 $ 1,274 Other accrued liabilities 1,327 1,873 Unamortized portion of fair value assessment of acquired time charter contracts 272 — Total other current liabilities $ 2,768 $ 3,147 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Aggregate Annual Principal Payments Required | As of December 31, 2019, the aggregate annual principal payments required to be made under the Company's debt facilities are as follows (in thousands of U.S. dollars): Principal repayments 2020 $ 207 2021 8,309 2022 22,984 2023 110,405 2024 — Total 141,905 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Information about Company Operations and Assets | The following schedule presents segment information about the Company's operations for the period April 9, 2019 to December 31, 2019 (Successor): In thousands of U.S. dollars North Sea West Coast of Africa Corporate Total Charter Revenue $29,911 $6,644 — $36,555 Vessel operating expenses (20,104 ) (7,126 ) — (27,230 ) Voyage expenses (783 ) (341 ) — (1,124 ) General and administrative expenses (1,068 ) (184 ) (3,282 ) (4,534 ) Depreciation expense (6,578 ) (1,874 ) — (8,452 ) Interest income — — 39 39 Interest expense — (347 ) (6,224 ) (6,571 ) Other financial income (expense) — — (136 ) (136 ) Segment income / (loss) $1,378 $(3,228) $(9,603) $(11,453) The following schedule presents the Company's assets by segment as of December 31, 2019 (Successor): In thousands of U.S. dollars North Sea West Coast of Africa Corporate Total Total assets $ 170,229 $ 28,133 $ 3,547 $ 201,909 |
REVENUE AND CUSTOMER CONCENTR_2
REVENUE AND CUSTOMER CONCENTRATIONS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenue by Vessel Type | The following table sets forth the breakout of revenue by vessel type: Successor Predecessor In thousands of U.S. dollars except per share and share data April 9 - December 31, 2019 January 1 - April 8, 2019 Year ended December 31, 2018 Year ended December 31, 2017 Charter revenues - PSVs 29,911 5,258 20,654 17,895 Charter revenues - AHTS vessels 3,729 — — — Charter revenues - crew boats 2,915 — — — Total charter revenue 36,555 5,258 20,654 17,895 |
INTEREST COSTS (Tables)
INTEREST COSTS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Interest Expense [Abstract] | |
Schedule of Interest Costs | Interest costs consist of interest incurred on the long-term debt, the commitment fee and amortization of the deferred financing cost related to the Initial Credit Facility and the DVB Credit Facility described in Note 7. Successor Predecessor For the period April 9 to December 31, 2019 For the period January 1 to April 8, 2019 For the year ended December 31, In thousands of U.S. dollars 2018 2017 Interest costs $ 6,571 $ 2,445 $ 7,574 $ 4,428 Amortization of deferred financing costs 0 90 359 359 Commitment fee 0 20 98 93 Total interest costs $ 6,571 $ 2,555 $ 8,031 $ 4,880 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | Basic earnings per share (“EPS”) is calculated by dividing net (loss) income by the weighted average number of common shares outstanding for the period. Diluted EPS is calculated by dividing net income by the weighted average number of common shares and potentially dilutive common share equivalents outstanding during the period. There were no potentially dilutive common share equivalents for any of the periods presented. Successor Predecessor For the period April 9 to December 31, 2019 For the period January 1 to April 8, 2019 For the year ended December 31, In thousands of U.S. dollars 2018 2017 Numerator Net Loss (11,453 ) (7,663 ) (197,294 ) (29,326 ) Denominator Basic and diluted - Weighted Average Common Shares Outstanding 20,481,174 7,374,069 6,263,094 5,499,561 Loss per Common Share Basic and diluted (0.56 ) (1.04 ) (31.50 ) (5.33 ) |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The following table represents the related party transactions recorded in our statements of operations for the Predecessor and Successor periods: Successor Predecessor In thousands of U.S. dollars April 9 to December 31, 2019 January 1 to April 8, 2019 Year ended December 31, 2018 Year ended December 31, 2017 Vessel operating expense: Scorpio Ship Management SAM $ 576 — — — Voyage expense: Scorpio Commercial Management SAM 82 — — — General and administrative expense: Scorpio Services Holding Limited 353 — — — Scorpio Commercial Management SAM 69 — — — Scorpio Tankers Inc. (1) 33 — — — Nordic American Tankers Limited — $ 323 $ 2,324 $ 2,426 Total general and administrative expense: $ 455 $ 323 $ 2,324 $ 2,426 (1) Relates to certain shared office expenses that were reimbursed to this entity . The following table reflects the balances due to related parties as of December 31, 2019 (Successor) and December 31, 2018 (Predecessor): In thousands of U.S. dollars December 31, 2019 (Successor) December 31, 2018 (Predecessor) Liabilities Accounts payable, related party: Scorpio Ship Management SAM $ 480 $ — Scorpio Services Holding Limited 265 — Scorpio Commercial Management SAM 165 — Scorpio Offshore Holding Inc 6 — Nordic American Tankers Limited — 492 Total accounts payable, related party: $ 916 $ 492 |
FINANCIAL INSTRUMENTS AND OTH_2
FINANCIAL INSTRUMENTS AND OTHER FAIR VALUE DISCLOSURES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying Value and Estimated Fair Value of Financial Instruments and Other Assets | The carrying value and estimated fair value of the Company’s financial instruments and other assets accounted for under fair value at December 31, 2019 (Successor) and 2018 (Predecessor) are as follows: Successor Predecessor In thousands of U.S. dollars Fair Value Hierarchy Level 2019 Fair Value 2019 Carrying Value 2018 Fair Value 2018 Carrying Value Recurring Cash and cash equivalents 1 $ 12,681 $ 12,681 $ 8,446 $ 8,446 Accounts receivable 1 8,381 8,381 2,602 2,602 Accounts payable 1 4,192 4,192 843 843 Accounts payable, related party 1 916 916 492 492 Other current liabilities 1 2,768 2,768 3,147 3,147 Initial Credit Facility 2 (132,905 ) (132,905 ) (132,905 ) (132,905 ) DVB Credit Facility 2 (9,000 ) (9,000 ) — — Non-recurring Vessels 2 — — 176,914 176,914 |
Schedule of Exchange Gain (Loss) | We recorded the following exchange gain or losses during the historical periods presented: Successor Predecessor For the period April 9 to December 31, 2019 For the period January 1 to April 8, 2019 For the year ended December 31, In thousands of U.S. dollars 2018 2017 Exchange gain/(loss) 56 (164 ) (626 ) 327 |
NATURE OF BUSINESS (Details)
NATURE OF BUSINESS (Details) $ / shares in Units, $ in Thousands | Jan. 28, 2019$ / shares | Dec. 12, 2018USD ($)$ / shares | Apr. 30, 2019USD ($)vesselshares | Dec. 31, 2017USD ($)vessel | Dec. 31, 2019vessel$ / shares | Jun. 19, 2019vessel | Jun. 05, 2019$ / shares | Jun. 04, 2019$ / shares | Apr. 08, 2019vessel | Jan. 27, 2019$ / shares | Dec. 31, 2018vessel$ / shares | Dec. 11, 2018$ / shares |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||||
Number of vessels under operations | 23 | 10 | ||||||||||
Number of PSVs | 10 | 10 | 10 | 10 | 10 | |||||||
Number of AHTS vessels | 2 | |||||||||||
Number of crew boats | 11 | |||||||||||
Nature of Business [Line Items] | ||||||||||||
Common stock issued value | $ | $ 48,336 | |||||||||||
Reverse stock split conversion ratio | 0.1 | |||||||||||
Common shares, par value (in dollars per share) | $ / shares | $ 0.10 | $ 0.01 | $ 0.01 | $ 0.10 | $ 0.01 | $ 0.10 | $ 0.10 | |||||
SOHI Transaction | ||||||||||||
SOHI Transaction | ||||||||||||
Total number of vessels acquired | 13 | |||||||||||
Number of AHTS vessels acquired | 2 | |||||||||||
Number of crew boats acquired | 11 | |||||||||||
Shares issued in asset acquisition (in shares) | shares | 8,126,219 | |||||||||||
Debt assumed | $ | $ 9,000 | |||||||||||
Private Placement | ||||||||||||
Nature of Business [Line Items] | ||||||||||||
Share price (in dollars per share) | $ / shares | 4.20 | |||||||||||
Private Placement | SOI | ||||||||||||
Nature of Business [Line Items] | ||||||||||||
Common stock issued value | $ | $ 5,000 | |||||||||||
Share price (in dollars per share) | $ / shares | $ 4.20 | $ 4.20 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Vessels, Impairment, Drydocking and Engine Overhaul (Details) | 12 Months Ended |
Dec. 31, 2019h | |
Minimum | |
Property, Plant and Equipment [Line Items] | |
Period when vessels are required to be drydocked (in months) | 30 months |
Estimated running hours until engine overhaul (hours) | 10,000 |
Maximum | |
Property, Plant and Equipment [Line Items] | |
Period when vessels are required to be drydocked (in months) | 60 months |
Estimated running hours until engine overhaul (hours) | 12,000 |
PSVs | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life (in years) | 25 years |
AHTS vessels | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life (in years) | 25 years |
Crew boats | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life (in years) | 15 years |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Operating Segments (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Apr. 08, 2019segment | Dec. 31, 2019segmentvessel | Dec. 31, 2018segmentvessel | Dec. 31, 2017segment | |
Accounting Policies [Abstract] | ||||
Number of vessels under operations | vessel | 23 | 10 | ||
Number of reportable segments | segment | 1 | 2 | 1 | 1 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Income Taxes (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2019USD ($)subsidiary | Dec. 31, 2018USD ($) | |
Income Taxes | ||
Income tax rate (percent) | 0.00% | |
Norwegian Tax Administration | ||
Income Taxes | ||
Income tax rate (percent) | 22.00% | 23.00% |
Number of subsidiaries subject to foreign income tax | subsidiary | 2 | |
Deferred tax asset | $ 5.7 | $ 3.5 |
Deferred tax asset valuation allowance | $ 5.7 | $ 3.5 |
REVERSE ASSET ACQUISITION - Nar
REVERSE ASSET ACQUISITION - Narrative (Details) $ / shares in Units, $ in Thousands | Apr. 08, 2019USD ($)vessel$ / sharesshares | Dec. 31, 2019USD ($)vesselshares | Jun. 19, 2019vessel | Jan. 28, 2019shares | Jan. 27, 2019shares | Dec. 31, 2018USD ($)vesselshares | Dec. 31, 2017vessel |
Schedule Of Asset Acquisition [Line Items] | |||||||
Cash and cash equivalents | $ 12,681 | $ 8,446 | |||||
Vessels, net | 178,206 | 176,914 | |||||
Non-current debt | $ 141,698 | $ 132,457 | |||||
Common shares, outstanding (shares) | shares | 7,373,989 | 25,661,915 | 7,373,989 | 73,741,595 | 7,374,159 | ||
Common shares controlled by Scorpio (shares) | shares | 1,175,474 | ||||||
Noncontrolling common shares (shares) | shares | 6,198,515 | ||||||
Volume weighted average price common shares (in dollars per share) | $ / shares | $ 3.23 | ||||||
Number of PSVs | vessel | 10 | 10 | 10 | 10 | 10 | ||
Current liability for acquired below market time charter contracts | $ 1,400 | ||||||
Long-term liability for acquired below market time charter contracts | 100 | ||||||
SOHI Transaction | |||||||
Schedule Of Asset Acquisition [Line Items] | |||||||
Fair market value of equity of Predecessor on Transaction date | 23,800 | ||||||
SOHI Transaction | PSVs | |||||||
Schedule Of Asset Acquisition [Line Items] | |||||||
Reduction of aggregate carrying value of vessels on transaction | 20,700 | ||||||
Scorpio Offshore Holding Inc | |||||||
Schedule Of Asset Acquisition [Line Items] | |||||||
Cash and cash equivalents | 1,300 | ||||||
Vessels, net | 24,700 | ||||||
Non-current debt | $ 9,000 |
REVERSE ASSET ACQUISITION - Pur
REVERSE ASSET ACQUISITION - Purchase Price Allocation (Details) - SOHI Transaction $ in Thousands | Apr. 08, 2019USD ($) |
Schedule Of Asset Acquisition [Line Items] | |
Cash and cash equivalents | $ 1,657 |
Accounts receivable | 3,212 |
Prepaid expenses | 1,198 |
Fuel, lube oil, and consumables | 981 |
Other current assets | 1,098 |
Vessels, net | 154,744 |
Accounts payable | (1,836) |
Other current liabilities | (4,151) |
Debt | (132,905) |
Other long-term liabilities | (190) |
Net assets acquired and liabilities assumed | $ 23,808 |
CASH AND CASH EQUIVALENTS (Deta
CASH AND CASH EQUIVALENTS (Details) - USD ($) | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash and Cash Equivalents | |||
Cash and cash equivalents | $ 11,727,000 | $ 11,727,000 | $ 8,432,000 |
Cash and cash equivalents in DVB accounts (1) | 927,000 | 927,000 | 0 |
Cash on vessels | 27,000 | 27,000 | 14,000 |
Total cash and cash equivalents | 12,681,000 | 12,681,000 | $ 8,446,000 |
DVB Credit Facility | |||
Credit Facility | |||
Aggregate minimum liquidity requirement on pledged bank accounts | 750,000 | 750,000 | |
Drydock reserve account, excess funding limit | $ 3,600,000 | $ 3,600,000 | |
Term for excess earnings to be used to repay credit facility | 36 months | 36 months | |
Time from initial drawdown to begin consecutive quarterly installment payments | 39 months | 39 months | |
Required quarterly installment payments per facility | $ 200,000 | $ 200,000 |
VESSELS, NET - Carrying Value (
VESSELS, NET - Carrying Value (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Vessels, Net [Abstract] | ||
Vessels, gross | $ 186,649 | $ 413,949 |
Less: accumulated depreciation and impairment charges | (8,443) | (237,035) |
Vessels, net | 178,206 | 176,914 |
PSVs | ||
Vessels, Net [Abstract] | ||
Vessels, gross | 158,413 | 413,949 |
AHTS vessels | ||
Vessels, Net [Abstract] | ||
Vessels, gross | 12,071 | 0 |
Crew boats | ||
Vessels, Net [Abstract] | ||
Vessels, gross | $ 16,165 | $ 0 |
VESSELS, NET - Narrative (Detai
VESSELS, NET - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Apr. 08, 2019USD ($)vessel | Dec. 31, 2019USD ($)vessel | Dec. 31, 2019USD ($)vessel | Dec. 31, 2018USD ($)vessel | Dec. 31, 2017USD ($)vessel | Jun. 19, 2019vessel | |
Property, Plant and Equipment [Line Items] | ||||||
Number of vessels under operations | vessel | 23 | 23 | 10 | |||
Market capitalization as percent of carrying value of Company equity (less than) | 50.00% | 50.00% | ||||
Assumed growth rate in charter rates for undiscounted cash flow model | 2.00% | |||||
Historical average time charter rates, minimum | 10 years | |||||
Historical average time charter rates, maximum | 20 years | |||||
Assumed growth rate in vessel operating expenses and drydock engine overhaul costs for undiscounted cash flow model | 2.00% | |||||
Number of PSVs | vessel | 10 | 10 | 10 | 10 | 10 | 10 |
Impairment loss on vessels | $ 0 | $ 0 | $ 160,080 | $ 0 | ||
PSVs | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Estimated residual value for each vessel | 1,500 | $ 1,500 | $ 1,500 | |||
Estimated useful life (in years) | 25 years | |||||
Period of time for assumed growth rate in charter rates for undiscounted cash flow model (in years) | 15 years | |||||
Aggregate estimated vessel values in excess of carrying amount | $ 17,200 | $ 17,200 | ||||
Break-even charter rate percent lower than effective charter rate | 8.00% | 8.00% | ||||
AHTS vessels and crew boats | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Aggregate carrying value in excess of estimated vessel values | $ 900 | $ 900 | ||||
Number of vessels with carrying value in excess of estimated vessel value | vessel | 6 | 6 | ||||
Gross carrying value in excess of estimated vessel values | $ 3,000 | $ 3,000 | ||||
Number of vessels with estimated vessel value in excess of carrying value | vessel | 7 | 7 | ||||
Gross estimated vessel values in excess of carrying amount | $ 2,100 | $ 2,100 | ||||
AHTS vessels | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Estimated residual value for each vessel | $ 1,000 | $ 1,000 | ||||
Estimated useful life (in years) | 25 years | |||||
Period of time for assumed growth rate in charter rates for undiscounted cash flow model (in years) | 15 years | |||||
Break-even charter rate percent lower than effective charter rate | 5.00% | 5.00% | ||||
Crew boats | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Estimated useful life (in years) | 15 years | |||||
Period of time for assumed growth rate in charter rates for undiscounted cash flow model (in years) | 10 years | |||||
Break-even charter rate percent lower than effective charter rate | 10.00% | 10.00% |
OTHER CURRENT LIABILITIES (Deta
OTHER CURRENT LIABILITIES (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Accrued Liabilities | ||
Accrued interest | $ 1,169 | $ 1,274 |
Other accrued liabilities | 1,327 | 1,873 |
Unamortized portion of fair value assessment of acquired time charter contracts | 272 | 0 |
Total other current liabilities | $ 2,768 | $ 3,147 |
DEBT - Initial Credit Facility
DEBT - Initial Credit Facility and New Term Loan Facility (Details) | Apr. 30, 2018 | Apr. 29, 2018 | Jan. 31, 2020USD ($)vessel | Apr. 30, 2019USD ($) | Dec. 31, 2018USD ($)$ / shares | Sep. 30, 2018USD ($) | Apr. 08, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 06, 2023 | Dec. 07, 2022 | Dec. 31, 2018USD ($)$ / shares | Dec. 31, 2017USD ($) | Dec. 06, 2023 | Dec. 07, 2021 | Dec. 06, 2023USD ($) | Dec. 31, 2021 | Dec. 12, 2018$ / shares | Dec. 31, 2016covenant | Mar. 31, 2015USD ($) | Dec. 19, 2013USD ($) |
Debt Instrument [Line Items] | ||||||||||||||||||||
Repayment of credit facility | $ 0 | $ 0 | $ 4,095,000 | $ 0 | ||||||||||||||||
Initial Credit Facility | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Condition precedent to raise additional equity, value | $ 15,000,000 | |||||||||||||||||||
Commitments from lenders to fund new term loan facility upon satisfaction of conditions precedent | $ 132,900,000 | |||||||||||||||||||
Initial Credit Facility | Revolving Credit Facility | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Borrowing capacity | $ 150,000,000 | $ 60,000,000 | ||||||||||||||||||
Financial covenants breached | covenant | 3 | |||||||||||||||||||
Repayment of credit facility | $ 1,900,000 | $ 1,575,000 | ||||||||||||||||||
Security coverage ratio, minimum aggregate fair market value of vessels securing loan as percent of outstanding loan | 150.00% | |||||||||||||||||||
Credit facility outstanding | 132,900,000 | $ 132,900,000 | $ 132,900,000 | |||||||||||||||||
Initial Credit Facility | Revolving Credit Facility | LIBOR | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Basis spread on variable rate (percent) | 4.00% | 2.00% | ||||||||||||||||||
Subsequent Event | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Additional equity raised as precedent to refinance loan facility | $ 15,000,000 | |||||||||||||||||||
Subsequent Event | New Term Loan Facility | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Number of PSVs to collateralize loan | vessel | 10 | |||||||||||||||||||
Number of crew boats to collateralize loan | vessel | 11 | |||||||||||||||||||
Financial covenant, minimum cash and cash equivalents per vessel | $ 500,000 | |||||||||||||||||||
Financial covenant, AHTS vessels excluded from minimum cash per vessel requirement | vessel | 2 | |||||||||||||||||||
Financial covenant, crew boats excluded from minimum cash per vessel requirement | vessel | 11 | |||||||||||||||||||
Financial covenant, minimum liquidity | $ 5,000,000 | |||||||||||||||||||
Dividend restriction period (in months) | 24 months | |||||||||||||||||||
Subsequent Event | New Term Loan Facility | Loan Facility | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Principal balance | $ 132,900,000 | |||||||||||||||||||
Forecast | New Term Loan Facility | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Security coverage ratio, minimum aggregate fair market value of vessels securing loan as percent of outstanding loan | 130.00% | 125.00% | 115.00% | |||||||||||||||||
Maximum net debt to total capitalization ratio | 0.65 | 0.70 | ||||||||||||||||||
Forecast | New Term Loan Facility | Loan Facility | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Frequency of payments | semi-annual | |||||||||||||||||||
Periodic payments due | $ 7,500,000 | |||||||||||||||||||
Forecast | New Term Loan Facility | Loan Facility | LIBOR | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Basis spread on variable rate (percent) | 5.50% | 4.50% | 3.50% | |||||||||||||||||
Private Placement | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Proceeds from issuance of private placement | $ 4,900,000 | |||||||||||||||||||
Share price (in dollars per share) | $ / shares | $ 4.20 | $ 4.20 | ||||||||||||||||||
Private Placement | SOI | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Proceeds from issuance of private placement | $ 5,000,000 | |||||||||||||||||||
Share price (in dollars per share) | $ / shares | $ 4.20 | $ 4.20 | $ 4.20 |
DEBT - DVB Credit Facility and
DEBT - DVB Credit Facility and Supplemental Agreement (Details) | 1 Months Ended | 9 Months Ended | 12 Months Ended |
Apr. 30, 2019USD ($) | Dec. 31, 2019USD ($)vessel | Dec. 31, 2019USD ($) | |
Debt Instrument [Line Items] | |||
Outstanding balance | $ 141,905,000 | $ 141,905,000 | |
DVB Credit Facility | |||
Debt Instrument [Line Items] | |||
Aggregate minimum liquidity requirement on pledged bank accounts | $ 750,000 | $ 750,000 | |
Term for excess earnings to be used to repay credit facility | 36 months | 36 months | |
Drydock reserve account, excess funding limit | $ 3,600,000 | $ 3,600,000 | |
Time from initial drawdown to begin consecutive quarterly installment payments | 39 months | 39 months | |
Required quarterly installment payments per facility | $ 200,000 | $ 200,000 | |
Number of AHTS vessels collateralized under facility | vessel | 2 | ||
DVB Credit Facility | Loan Facility | |||
Debt Instrument [Line Items] | |||
Principal balance | $ 9,000,000 | 9,000,000 | |
Outstanding balance | $ 9,000,000 | $ 9,000,000 | |
DVB Credit Facility | Loan Facility | LIBOR | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (percent) | 2.75% | ||
SOHI Transaction | |||
Debt Instrument [Line Items] | |||
Debt assumed | $ 9,000,000 |
DEBT - Aggregate Annual Princip
DEBT - Aggregate Annual Principal Payments Required (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Aggregate Annual Principal Payments Required | |
2020 | $ 207 |
2021 | 8,309 |
2022 | 22,984 |
2023 | 110,405 |
2024 | 0 |
Total | $ 141,905 |
SHAREHOLDERS' EQUITY - Narrativ
SHAREHOLDERS' EQUITY - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2018 | Mar. 31, 2017 | Apr. 08, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jun. 05, 2019 | Jun. 04, 2019 | Jan. 28, 2019 | Jan. 27, 2019 | Dec. 11, 2018 | Dec. 10, 2018 | |
Class of Stock [Line Items] | ||||||||||||
Common shares, outstanding (shares) | 7,374,159 | 7,373,989 | 25,661,915 | 7,374,159 | 7,373,989 | 73,741,595 | ||||||
Common shares, par value (in dollars per share) | $ 0.10 | $ 0.01 | $ 0.10 | $ 0.01 | $ 0.10 | $ 0.10 | $ 0.01 | $ 0.10 | ||||
Issued and paid-up share capital | $ 190,151 | $ 1,901,512 | ||||||||||
Cancellation of paid-up share capital of each issued share (in dollars per share) | $ 0.09 | |||||||||||
Number of fully paid-up shares for each share (in shares) | 1 | |||||||||||
Common shares, authorized (shares) | 35,000,000 | 350,000,000 | 35,000,000 | 350,000,000 | 35,000,000 | 35,000,000 | ||||||
Authorized share capital | $ 4,000,000 | $ 2,000,000 | ||||||||||
Common shares authorized value | $ 3,500,000 | |||||||||||
Preferred shares, authorized (shares) | 50,000,000 | 50,000,000 | 50,000,000 | 50,000,000 | ||||||||
Preferred shares, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Preferred shares authorized value | $ 500,000 | |||||||||||
Proceeds from issuance of common stock | $ 0 | $ 0 | $ 4,945,000 | $ 48,336,000 | ||||||||
Private Placement | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Aggregate common shares issued in private placement (in shares) | 1,175,474 | |||||||||||
Common stock price (in dollars per share) | $ 4.20 | $ 4.20 | ||||||||||
Proceeds from issuance of private placement | $ 4,900,000 | |||||||||||
Underwritten Public Follow-on Offering | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Common shares issued during period (in shares) | 4,130,000 | |||||||||||
Proceeds from issuance of common stock | $ 48,300,000 |
SHAREHOLDERS' EQUITY - Equity L
SHAREHOLDERS' EQUITY - Equity Lines of Credit (Details) | Mar. 04, 2020USD ($)$ / sharesshares | Mar. 31, 2020USD ($)$ / sharesshares | Jan. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($)$ / sharesshares | Oct. 31, 2019USD ($)$ / sharesshares | Jun. 30, 2019USD ($)$ / sharesshares | Apr. 30, 2019USD ($)$ / sharesshares | Mar. 31, 2019USD ($) | Apr. 08, 2019USD ($) | Dec. 31, 2019USD ($)$ / shares | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Class of Stock [Line Items] | ||||||||||||
Aggregate net proceeds | $ 0 | $ 20,000,000 | $ 0 | $ 0 | ||||||||
Initial Equity Line of Credit | SOI and Mackenzie Financial Corporation | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Issuance of common shares under equity line of credit (shares) | shares | 1,421,472 | 3,240,418 | ||||||||||
Common stock price (in dollars per share) | $ / shares | $ 3.52 | $ 2.78 | ||||||||||
Aggregate net proceeds | $ 5,000,000 | $ 9,000,000 | ||||||||||
Initial Equity Line of Credit | SSH and Mackenzie Financial Corporation | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Issuance of common shares under equity line of credit (shares) | shares | 3,143,709 | 2,356,108 | ||||||||||
Common stock price (in dollars per share) | $ / shares | $ 1.11 | $ 1.06 | $ 1.11 | |||||||||
Aggregate net proceeds | $ 3,500,000 | $ 2,500,000 | ||||||||||
Initial Equity Line of Credit | Mackenzie Financial Corporation | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Issuance of common shares under equity line of credit (shares) | shares | 1,492,508 | |||||||||||
Initial Equity Line of Credit | SSH | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Issuance of common shares under equity line of credit (shares) | shares | 1,651,201 | |||||||||||
New Equity Line of Credit | Subsequent Event | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Number of days for volume weighted average basis calculation per New Equity Line of Credit | 5 days | |||||||||||
Minimum allowable share price for share issuances per New Equity Line of Credit (in dollars per share) | $ / shares | $ 0.60 | |||||||||||
SOI | Initial Equity Line of Credit | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Equity line of credit | $ 20,000,000 | |||||||||||
Common shares multiplier | 0.94 | |||||||||||
Trailing period considered for equity line of credit | 30 days | |||||||||||
SSH | New Equity Line of Credit | Common Stock Purchase Agreement | Subsequent Event | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Equity line of credit | $ 15,000,000 | |||||||||||
Common shares multiplier | 0.94 | |||||||||||
Trailing period considered for equity line of credit | 5 days | |||||||||||
Issuance of common shares under equity line of credit (shares) | shares | 5,668,317 | 5,668,317 | ||||||||||
Common stock price (in dollars per share) | $ / shares | $ 0.88210 | $ 0.88 | ||||||||||
Aggregate net proceeds | $ 5,000,000 | $ 5,000,000 |
SEGMENT REPORTING - Narrative (
SEGMENT REPORTING - Narrative (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Apr. 08, 2019segmentvessel | Dec. 31, 2019segmentvessel | Dec. 31, 2018segmentvessel | Dec. 31, 2017segmentvessel | Jun. 19, 2019vessel | |
Segment Reporting Information [Line Items] | |||||
Number of operating segments | segment | 1 | 2 | 1 | 1 | |
Number of PSVs | 10 | 10 | 10 | 10 | 10 |
Number of AHTS vessels | 2 | ||||
Number of crew boats | 11 | ||||
North Sea | |||||
Segment Reporting Information [Line Items] | |||||
Number of PSVs | 10 | ||||
West Coast of Africa | |||||
Segment Reporting Information [Line Items] | |||||
Number of AHTS vessels | 2 | ||||
Number of crew boats | 11 |
SEGMENT REPORTING - Operations
SEGMENT REPORTING - Operations and Assets by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Apr. 08, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Operations | ||||
Charter revenue | $ 5,258 | $ 36,555 | $ 20,654 | $ 17,895 |
Vessel operating expenses | (6,612) | (27,230) | (25,173) | (20,454) |
Voyage expenses | (395) | (1,124) | (2,215) | (1,815) |
General and administrative costs | (1,207) | (4,534) | (4,757) | (4,222) |
Depreciation | (2,205) | (8,452) | (17,298) | (17,472) |
Interest income | 21 | 39 | 207 | 298 |
Interest expense | (2,555) | (6,571) | (8,031) | (4,880) |
Other financial income (expense) | $ 32 | (136) | (601) | $ 327 |
Segment income / (loss) | (11,453) | |||
Assets | ||||
Total assets | 201,909 | $ 191,074 | ||
Operating Segments | North Sea | ||||
Operations | ||||
Charter revenue | 29,911 | |||
Vessel operating expenses | (20,104) | |||
Voyage expenses | (783) | |||
General and administrative costs | (1,068) | |||
Depreciation | (6,578) | |||
Interest income | 0 | |||
Interest expense | 0 | |||
Other financial income (expense) | 0 | |||
Segment income / (loss) | 1,378 | |||
Assets | ||||
Total assets | 170,229 | |||
Operating Segments | West Coast of Africa | ||||
Operations | ||||
Charter revenue | 6,644 | |||
Vessel operating expenses | (7,126) | |||
Voyage expenses | (341) | |||
General and administrative costs | (184) | |||
Depreciation | (1,874) | |||
Interest income | 0 | |||
Interest expense | (347) | |||
Other financial income (expense) | 0 | |||
Segment income / (loss) | (3,228) | |||
Assets | ||||
Total assets | 28,133 | |||
Corporate | ||||
Operations | ||||
Charter revenue | 0 | |||
Vessel operating expenses | 0 | |||
Voyage expenses | 0 | |||
General and administrative costs | (3,282) | |||
Depreciation | 0 | |||
Interest income | 39 | |||
Interest expense | (6,224) | |||
Other financial income (expense) | (136) | |||
Segment income / (loss) | (9,603) | |||
Assets | ||||
Total assets | $ 3,547 |
REVENUE AND CUSTOMER CONCENTR_3
REVENUE AND CUSTOMER CONCENTRATIONS - Breakout by Vessel Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Apr. 08, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Charter revenue | $ 5,258 | $ 36,555 | $ 20,654 | $ 17,895 |
PSVs | ||||
Disaggregation of Revenue [Line Items] | ||||
Charter revenue | 5,258 | 29,911 | 20,654 | 17,895 |
AHTS vessels | ||||
Disaggregation of Revenue [Line Items] | ||||
Charter revenue | 0 | 3,729 | 0 | 0 |
Crew boats | ||||
Disaggregation of Revenue [Line Items] | ||||
Charter revenue | $ 0 | $ 2,915 | $ 0 | $ 0 |
REVENUE AND CUSTOMER CONCENTR_4
REVENUE AND CUSTOMER CONCENTRATIONS - Narrative (Details) | Dec. 31, 2019USD ($)vessel | Dec. 31, 2018USD ($)contractvessel | Dec. 31, 2017contract |
Disaggregation of Revenue [Line Items] | |||
Number of longer term time charter contracts | contract | 2 | 0 | |
Aggregate cost of vessels | $ 186,649,000 | $ 413,949,000 | |
Carrying value of vessels | 178,206,000 | 176,914,000 | |
Accumulated depreciation | 8,443,000 | $ 237,035,000 | |
Unamortized deferred costs of obtaining or fulfilling a contract | $ 0 | ||
Crew boats, long-term time charter contracts | |||
Disaggregation of Revenue [Line Items] | |||
Number vessels with long term time charter contracts | vessel | 4 | ||
Carrying value of vessels | $ 6,300,000 | ||
PSVs, long-term time charter contract | |||
Disaggregation of Revenue [Line Items] | |||
Number vessels with long term time charter contracts | vessel | 2 | ||
Aggregate cost of vessels | $ 82,700,000 | ||
Carrying value of vessels | 47,900,000 | ||
Accumulated depreciation | $ 34,800,000 |
REVENUE AND CUSTOMER CONCENTR_5
REVENUE AND CUSTOMER CONCENTRATIONS - Expected Term Charter Revenue (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | ||
Revenue from Contract with Customer [Abstract] | ||
Expected charter term revenue | $ 3.4 | $ 3.7 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Expected timing of recognition | 1 year | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | ||
Revenue from Contract with Customer [Abstract] | ||
Expected charter term revenue | $ 0.2 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Expected timing of recognition | 1 year |
REVENUE AND CUSTOMER CONCENTR_6
REVENUE AND CUSTOMER CONCENTRATIONS - Customer Concentrations (Details) - Client Concentration Risk | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Apr. 08, 2019 | Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue | Two customers | |||||
Concentration Risk [Line Items] | |||||
Concentration risk (percent) | 25.00% | ||||
Revenue | Three customers | |||||
Concentration Risk [Line Items] | |||||
Concentration risk (percent) | 44.00% | ||||
Revenue | Four customers | |||||
Concentration Risk [Line Items] | |||||
Concentration risk (percent) | 63.00% | ||||
Revenue | Customer one | |||||
Concentration Risk [Line Items] | |||||
Concentration risk (percent) | 20.00% | 13.00% | 13.00% | 21.00% | |
Revenue | Customer two | |||||
Concentration Risk [Line Items] | |||||
Concentration risk (percent) | 18.00% | 12.00% | 13.00% | ||
Revenue | Customer three | |||||
Concentration Risk [Line Items] | |||||
Concentration risk (percent) | 13.00% | 10.00% | |||
Revenue | Customer four | |||||
Concentration Risk [Line Items] | |||||
Concentration risk (percent) | 12.00% | ||||
Accounts Receivable | Three customers | |||||
Concentration Risk [Line Items] | |||||
Concentration risk (percent) | 44.00% | 76.00% | |||
Accounts Receivable | Customer one | |||||
Concentration Risk [Line Items] | |||||
Concentration risk (percent) | 16.00% | 32.00% | |||
Accounts Receivable | Customer two | |||||
Concentration Risk [Line Items] | |||||
Concentration risk (percent) | 14.00% | 30.00% | |||
Accounts Receivable | Customer three | |||||
Concentration Risk [Line Items] | |||||
Concentration risk (percent) | 14.00% | 14.00% |
INTEREST COSTS (Details)
INTEREST COSTS (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Apr. 08, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Interest Expense [Abstract] | ||||
Interest costs | $ 2,445 | $ 6,571 | $ 7,574 | $ 4,428 |
Amortization of deferred financing costs | 90 | 0 | 359 | 359 |
Commitment fee | 20 | 0 | 98 | 93 |
Total interest costs | $ 2,555 | $ 6,571 | $ 8,031 | $ 4,880 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Apr. 08, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Numerator | ||||
Net loss | $ (7,663) | $ (11,453) | $ (197,294) | $ (29,326) |
Denominator | ||||
Basic and diluted - Weighted Average Common Shares Outstanding (shares) | 7,374,069 | 20,481,174 | 6,263,094 | 5,499,561 |
Loss per Common Share | ||||
Basic and diluted (in dollars per share) | $ (1.04) | $ (0.56) | $ (31.50) | $ (5.33) |
RELATED PARTY TRANSACTIONS - Na
RELATED PARTY TRANSACTIONS - Narrative (Details) | Mar. 04, 2020USD ($)$ / sharesshares | Jun. 19, 2019USD ($)vessel | May 01, 2019 | Mar. 31, 2020USD ($)$ / sharesshares | Jan. 31, 2020USD ($) | Apr. 30, 2019USD ($)vessel$ / sharesshares | Mar. 31, 2019USD ($) | Apr. 08, 2019USD ($)vessel | Dec. 31, 2019USD ($)vessel | Dec. 31, 2018USD ($)vessel | Dec. 31, 2017USD ($)vessel |
Related Party Transaction [Line Items] | |||||||||||
Aggregate net proceeds | $ 0 | $ 20,000,000 | $ 0 | $ 0 | |||||||
Number of PSVs | vessel | 10 | 10 | 10 | 10 | 10 | ||||||
SOHI Transaction | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Total number of vessels acquired | vessel | 13 | ||||||||||
Number of AHTS vessels acquired | vessel | 2 | ||||||||||
Number of crew boats acquired | vessel | 11 | ||||||||||
Shares issued in asset acquisition (in shares) | shares | 8,126,219 | ||||||||||
NAT | Management Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Notice period for expiration of management agreement | 180 days | ||||||||||
SOHI | SOHI Transaction | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Total number of vessels acquired | vessel | 13 | ||||||||||
Number of AHTS vessels acquired | vessel | 2 | ||||||||||
Number of crew boats acquired | vessel | 11 | ||||||||||
Shares issued in asset acquisition (in shares) | shares | 8,126,219 | ||||||||||
Shares issued price per share (in dollars per share) | $ / shares | $ 2.78 | ||||||||||
Aggregate net consideration | $ 22,600,000 | ||||||||||
SOI | Initial Equity Line of Credit | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Equity line of credit | $ 20,000,000 | ||||||||||
Common shares multiplier | 0.94 | ||||||||||
Trailing period considered for equity line of credit | 30 days | ||||||||||
SSH | Common Stock Purchase Agreement | New Equity Line of Credit | Subsequent Event | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Equity line of credit | $ 15,000,000 | ||||||||||
Common shares multiplier | 0.94 | ||||||||||
Trailing period considered for equity line of credit | 5 days | ||||||||||
Issuance of common shares under equity line of credit (shares) | shares | 5,668,317 | 5,668,317 | |||||||||
Common stock price (in dollars per share) | $ / shares | $ 0.88210 | $ 0.88 | |||||||||
Aggregate net proceeds | $ 5,000,000 | $ 5,000,000 | |||||||||
SSH | Administrative Services Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Annual fee per vessel | $ 10,000 | ||||||||||
Notice period for termination of agreement | 180 days | ||||||||||
SCM and SSM | Master Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Notice period for termination of agreement | 24 months | ||||||||||
Notice period for sale of one or more vessels | 3 months | ||||||||||
Management fees period for sale of one or more vessels | 3 months | ||||||||||
Management fees period for sale of all or substantially all vessels | 24 months | ||||||||||
SCM | Master Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Percentage of gross revenues paid as management fee | 1.25% | ||||||||||
SSM | Master Agreement | AHTS vessels | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Annual fee per vessel | $ 156,000 | ||||||||||
SSM | Master Agreement | Crew boats | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Annual fee per vessel | $ 43,800 |
RELATED PARTY TRANSACTIONS - Ex
RELATED PARTY TRANSACTIONS - Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Apr. 08, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Related Party Transaction [Line Items] | ||||
General and administrative expenses - related party | $ 323 | $ 455 | $ 2,324 | $ 2,426 |
Scorpio Ship Management SAM | ||||
Related Party Transaction [Line Items] | ||||
Vessel operating expense - related party | 0 | 576 | 0 | 0 |
Scorpio Services Holding Limited | ||||
Related Party Transaction [Line Items] | ||||
General and administrative expenses - related party | 0 | 353 | 0 | 0 |
Scorpio Commercial Management SAM | ||||
Related Party Transaction [Line Items] | ||||
Voyage expense - related party | 0 | 82 | 0 | 0 |
General and administrative expenses - related party | 0 | 69 | 0 | 0 |
Scorpio Tankers Inc. | ||||
Related Party Transaction [Line Items] | ||||
General and administrative expenses - related party | 0 | 33 | 0 | 0 |
Nordic American Tankers Limited | ||||
Related Party Transaction [Line Items] | ||||
General and administrative expenses - related party | $ 323 | $ 0 | $ 2,324 | $ 2,426 |
RELATED PARTY TRANSACTIONS - Ac
RELATED PARTY TRANSACTIONS - Accounts Payable (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Related Party Transaction [Line Items] | ||
Accounts payable - related party | $ 916 | $ 492 |
Scorpio Ship Management SAM | ||
Related Party Transaction [Line Items] | ||
Accounts payable - related party | 480 | 0 |
Scorpio Services Holding Limited | ||
Related Party Transaction [Line Items] | ||
Accounts payable - related party | 265 | 0 |
Scorpio Commercial Management SAM | ||
Related Party Transaction [Line Items] | ||
Accounts payable - related party | 165 | 0 |
Scorpio Offshore Holding Inc | ||
Related Party Transaction [Line Items] | ||
Accounts payable - related party | 6 | 0 |
Nordic American Tankers Limited | ||
Related Party Transaction [Line Items] | ||
Accounts payable - related party | $ 0 | $ 492 |
GOING CONCERN (Details)
GOING CONCERN (Details) - Subsequent Event - New Equity Line of Credit | 1 Months Ended |
Jan. 31, 2020$ / shares | |
Subsequent Event [Line Items] | |
Number of days for volume weighted average basis calculation per New Equity Line of Credit | 5 days |
Minimum allowable share price for share issuances per New Equity Line of Credit (in dollars per share) | $ 0.60 |
FINANCIAL INSTRUMENTS AND OTH_3
FINANCIAL INSTRUMENTS AND OTHER FAIR VALUE DISCLOSURES - Carrying Value and Estimated Fair Value (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Level 1 | Recurring | Fair Value | ||
Financial Assets and Liabilities Fair Value Disclosure [Abstract] | ||
Cash and cash equivalents | $ 12,681 | $ 8,446 |
Accounts receivable | 8,381 | 2,602 |
Accounts payable | 4,192 | 843 |
Accounts payable, related party | 916 | 492 |
Other current liabilities | 2,768 | 3,147 |
Level 1 | Recurring | Carrying Value | ||
Financial Assets and Liabilities Fair Value Disclosure [Abstract] | ||
Cash and cash equivalents | 12,681 | 8,446 |
Accounts receivable | 8,381 | 2,602 |
Accounts payable | 4,192 | 843 |
Accounts payable, related party | 916 | 492 |
Other current liabilities | 2,768 | 3,147 |
Level 2 | Recurring | Fair Value | ||
Financial Assets and Liabilities Fair Value Disclosure [Abstract] | ||
Initial Credit Facility | (132,905) | (132,905) |
DVB Credit Facility | (9,000) | 0 |
Level 2 | Recurring | Carrying Value | ||
Financial Assets and Liabilities Fair Value Disclosure [Abstract] | ||
Initial Credit Facility | (132,905) | (132,905) |
DVB Credit Facility | (9,000) | 0 |
Level 2 | Nonrecurring | Fair Value | ||
Financial Assets and Liabilities Fair Value Disclosure [Abstract] | ||
Vessels | 0 | 176,914 |
Level 2 | Nonrecurring | Carrying Value | ||
Financial Assets and Liabilities Fair Value Disclosure [Abstract] | ||
Vessels | $ 0 | $ 176,914 |
FINANCIAL INSTRUMENTS AND OTH_4
FINANCIAL INSTRUMENTS AND OTHER FAIR VALUE DISCLOSURES - Exchange Gains and Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Apr. 08, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | ||||
Exchange gain (loss) | $ (164) | $ 56 | $ (626) | $ 327 |
FINANCIAL INSTRUMENTS AND OTH_5
FINANCIAL INSTRUMENTS AND OTHER FAIR VALUE DISCLOSURES - Narrative (Details) - Loan Facility - USD ($) | 9 Months Ended | 12 Months Ended | 23 Months Ended | 24 Months Ended | 33 Months Ended | ||
Dec. 31, 2019 | Dec. 06, 2023 | Dec. 07, 2022 | Dec. 07, 2021 | Dec. 06, 2023 | Sep. 30, 2022 | Jan. 31, 2020 | |
DVB Credit Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Principal balance | $ 9,000,000 | ||||||
LIBOR | DVB Credit Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Basis spread on variable rate (percent) | 2.75% | ||||||
Forecast | New Term Loan Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Frequency of payments | semi-annual | ||||||
Periodic payments due | $ 7,500,000 | ||||||
Forecast | DVB Credit Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Frequency of payments | quarterly | ||||||
Periodic payments due | $ 200,000 | ||||||
Forecast | LIBOR | New Term Loan Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Basis spread on variable rate (percent) | 5.50% | 4.50% | 3.50% | ||||
Subsequent Event | New Term Loan Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Principal balance | $ 132,900,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - claim | Dec. 31, 2019 | Dec. 31, 2018 |
Commitments and Contingencies Disclosure [Abstract] | ||
Pending claims | 0 | 0 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | Mar. 04, 2020USD ($)$ / sharesshares | Mar. 31, 2020USD ($)$ / sharesshares | Jan. 31, 2020USD ($) | Apr. 08, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Subsequent Event [Line Items] | |||||||
Aggregate net proceeds | $ 0 | $ 20,000,000 | $ 0 | $ 0 | |||
Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Additional equity raised as precedent to refinance loan facility | $ 15,000,000 | ||||||
Subsequent Event | New Equity Line of Credit | SSH | Common Stock Purchase Agreement | |||||||
Subsequent Event [Line Items] | |||||||
Equity line of credit | $ 15,000,000 | ||||||
Common shares multiplier | 0.94 | ||||||
Trailing period considered for equity line of credit | 5 days | ||||||
Issuance of common shares under equity line of credit (shares) | shares | 5,668,317 | 5,668,317 | |||||
Common stock price (in dollars per share) | $ / shares | $ 0.88210 | $ 0.88 | |||||
Aggregate net proceeds | $ 5,000,000 | $ 5,000,000 | |||||
Subsequent Event | Loan Facility | New Term Loan Facility | |||||||
Subsequent Event [Line Items] | |||||||
Principal balance | $ 132,900,000 |
Uncategorized Items - psv-20191
Label | Element | Value | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents | $ 1,322,000 | |
Common Stock [Member] | |||
Shares, Outstanding | us-gaap_SharesOutstanding | 0 | [1] |
Stockholders' Equity Attributable to Parent | us-gaap_StockholdersEquity | $ 0 | [1] |
Retained Earnings [Member] | |||
Stockholders' Equity Attributable to Parent | us-gaap_StockholdersEquity | (3,417,000) | [1] |
Additional Paid-in Capital [Member] | |||
Stockholders' Equity Attributable to Parent | us-gaap_StockholdersEquity | $ 23,190,000 | [1] |
[1] | Represents the beginning balance in equity of the SOHI Assets (as defined in Note 1), the accounting acquirer in the reverse acquisition that occurred in April 2019. |