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SMHI SEACOR Marine

Filed: 5 Nov 20, 6:31am

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 10-Q

 

 

(Mark One)

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended September 30, 2020              or             

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from              to

Commission file number 1-37966

SEACOR Marine Holdings Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware

 

47-2564547

(State or Other Jurisdiction of

Incorporation or Organization)

 

(IRS Employer

Identification No.)

 

 

 

12121 Wickchester Lane, Suite 500, Houston, TX

 

77079

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (346) 980-1700

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.01 per share

SMHI

New York Stock Exchange

 

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes      No  

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes       No  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes      No  

The total number of shares of common stock, par value $.01 per share (“Common Stock”), outstanding as of October 30, 2020 was 23,435,254. The Registrant has no other class of common stock outstanding.

 

 

 


SEACOR MARINE HOLDINGS INC.

Table of Contents

 

Part I.

 

Financial Information

 

1

 

 

 

 

 

 

 

 

Item 1.

Financial Statements (Unaudited)

 

1

 

 

 

 

 

 

 

 

 

Condensed Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019

 

1

 

 

 

Condensed Consolidated Statements of Loss for the Three and Nine Months Ended September 30, 2020 and 2019

 

2

 

 

 

 

 

 

 

 

 

Condensed Consolidated Statements of Comprehensive Loss for the Three and Nine Months Ended September 30, 2020 and 2019

 

3

 

 

 

 

 

 

 

 

 

Condensed Consolidated Statements of Changes in Equity for the Three and Nine Months Ended September 30, 2020 and 2019

 

4

 

 

 

 

 

 

 

 

 

Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2020 and 2019

 

6

 

 

 

 

 

 

 

 

 

Notes to Condensed Consolidated Financial Statements

 

7

 

 

 

 

 

 

 

 

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

29

 

 

 

 

 

 

 

 

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

 

53

 

 

 

 

 

 

 

 

Item 4.

Controls and Procedures

 

54

 

 

 

 

 

 

Part II.

 

Other Information

 

56

 

 

 

 

 

 

 

 

Item 1.

Legal Proceedings

 

56

 

 

 

 

 

 

 

 

Item 1A.

Risk Factors

 

56

 

 

 

 

 

 

 

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

 

59

 

 

 

 

 

 

 

 

Item 3.

Default Upon Senior Securities

 

59

 

 

 

 

 

 

 

 

Item 4.

Mine Safety Disclosures

 

59

 

 

 

 

 

 

 

 

Item 5.

Other Information

 

59

 

 

 

 

 

 

 

 

Item 6.

Exhibits

 

60

 

 

i


PART I—FINANCIAL INFORMATION

ITEM 1.FINANCIAL STATEMENTS

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

 

 

 

September 30, 2020

 

 

December 31, 2019

 

ASSETS

 

 

 

 

 

 

 

 

Current Assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

45,179

 

 

$

83,943

 

Restricted cash

 

 

3,352

 

 

 

3,104

 

Receivables:

 

 

 

 

 

 

 

 

Trade, net of allowance for credit loss accounts of $850 and $455 in 2020 and 2019, respectively

 

 

54,935

 

 

 

49,128

 

Other

 

 

17,914

 

 

 

18,531

 

Receivable from SEACOR Holdings

 

 

18,814

 

 

 

 

Tax Receivable

 

 

11,770

 

 

 

 

Inventories

 

 

573

 

 

 

1,228

 

Prepaid expenses and other

 

 

3,598

 

 

 

2,612

 

Total current assets

 

 

156,135

 

 

 

158,546

 

Property and Equipment:

 

 

 

 

 

 

 

 

Historical cost

 

 

1,078,169

 

 

 

976,978

 

Accumulated depreciation

 

 

(334,387

)

 

 

(358,962

)

 

 

 

743,782

 

 

 

618,016

 

Construction in progress

 

 

56,709

 

 

 

74,344

 

Net property and equipment

 

 

800,491

 

 

 

692,360

 

Right-of-Use Asset - Operating Leases

 

 

8,327

 

 

 

17,313

 

Right-of-Use Asset - Finance Leases

 

 

137

 

 

 

 

Investments, at Equity, and Advances to 50% or Less Owned Companies

 

 

88,933

 

 

 

124,680

 

Construction Reserve Funds

 

 

 

 

 

12,893

 

Other Assets

 

 

3,152

 

 

 

3,401

 

 

 

$

1,057,175

 

 

$

1,009,193

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

 

 

Current Liabilities:

 

 

 

 

 

 

 

 

Current portion of operating lease liabilities

 

 

9,632

 

 

$

15,099

 

Current Portion of financing lease liabilities

 

 

27

 

 

 

 

Current portion of long-term debt:

 

 

 

 

 

 

 

 

Recourse

 

 

46,464

 

 

 

17,802

 

Non-recourse

 

 

5,644

 

 

 

 

Accounts payable and accrued expenses

 

 

29,542

 

 

 

25,691

 

Due to SEACOR Holdings

 

 

 

 

 

74

 

Accrued wages and benefits

 

 

1,551

 

 

 

1,832

 

Accrued interest

 

 

2,887

 

 

 

731

 

Deferred revenue and unearned revenue

 

 

3,131

 

 

 

5,327

 

Accrued capital, repair and maintenance expenditures

 

 

11,164

 

 

 

15,997

 

Accrued insurance deductibles and premiums

 

 

2,315

 

 

 

3,564

 

Derivatives

 

 

4,103

 

 

 

3,009

 

Other current liabilities

 

 

5,027

 

 

 

5,691

 

Total current liabilities

 

 

121,487

 

 

 

94,817

 

Long-Term Operating Lease Liabilities

 

 

5,694

 

 

 

9,822

 

Long-Term Financing Lease Liabilities

 

 

113

 

 

 

 

Long-Term Debt:

 

 

 

 

 

 

 

 

Recourse

 

 

315,326

 

 

 

239,939

 

Non-recourse

 

 

137,638

 

 

 

140,312

 

Conversion Option Liability on Convertible Senior Notes

 

 

1

 

 

 

5,205

 

Deferred Income Taxes

 

 

36,452

 

 

 

33,905

 

Deferred Gains and Other Liabilities

 

 

3,810

 

 

 

6,269

 

Total liabilities

 

 

620,521

 

 

 

530,269

 

Equity:

 

 

 

 

 

 

 

 

SEACOR Marine Holdings Inc. stockholders’ equity:

 

 

 

 

 

 

 

 

Common stock, $.01 par value, 60,000,000 shares authorized; 23,435,234 and 21,928,674 shares issued in 2020 and 2019, respectively

 

 

235

 

 

 

219

 

Additional paid-in capital

 

 

450,320

 

 

 

429,318

 

(Accumulated Deficit) Retained earnings

 

 

(13,023

)

 

 

27,076

 

Shares held in treasury of 73,284 and 47,187, respectively, at cost

 

 

(848

)

 

 

(669

)

Accumulated other comprehensive gain (loss), net of tax

 

 

(380

)

 

 

1,548

 

 

 

 

436,304

 

 

 

457,492

 

Noncontrolling interests in subsidiaries

 

 

350

 

 

 

21,432

 

Total equity

 

 

436,654

 

 

 

478,924

 

 

 

$

1,057,175

 

 

$

1,009,193

 

 

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

1


SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF LOSS

(in thousands, except share data)

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Operating Revenues

 

$

45,697

 

 

 

54,700

 

 

$

129,318

 

 

$

152,422

 

Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating

 

 

29,128

 

 

 

27,211

 

 

 

77,661

 

 

 

97,747

 

Administrative and general

 

 

10,155

 

 

 

11,462

 

 

 

35,480

 

 

 

32,798

 

Lease expense

 

 

1,390

 

 

 

4,153

 

 

 

6,152

 

 

 

12,589

 

Depreciation and amortization

 

 

16,613

 

 

 

16,091

 

 

 

46,927

 

 

 

48,600

 

 

 

 

57,286

 

 

 

58,917

 

 

 

166,220

 

 

 

191,734

 

Losses on Asset Dispositions and Impairments, Net

 

 

233

 

 

 

861

 

 

 

(15,792

)

 

 

(2,719

)

Operating Loss

 

 

(11,356

)

 

 

(3,356

)

 

 

(52,694

)

 

 

(42,031

)

Other Income (Expense):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

50

 

 

 

317

 

 

 

1,255

 

 

 

886

 

Interest expense

 

 

(8,598

)

 

 

(7,362

)

 

 

(23,231

)

 

 

(22,659

)

SEACOR Holdings guarantee fees

 

 

(11

)

 

 

(26

)

 

 

(36

)

 

 

(87

)

Derivative gains, net

 

 

5

 

 

 

3,057

 

 

 

5,204

 

 

 

734

 

Foreign currency losses, net

 

 

(853

)

 

 

(370

)

 

 

(959

)

 

 

(624

)

 

 

 

(9,407

)

 

 

(4,384

)

 

 

(17,767

)

 

 

(21,750

)

Loss from Continuing Operations Before Income Tax Benefit and Equity in Earnings of 50% or Less Owned Companies

 

 

(20,763

)

 

 

(7,740

)

 

 

(70,461

)

 

 

(63,781

)

Income Tax Expense (Benefit)

 

 

(3,119

)

 

 

1,277

 

 

 

(24,868

)

 

 

(5,606

)

Loss from Continuing Operations Before Equity in Earnings of 50% or Less Owned Companies

 

 

(17,644

)

 

 

(9,017

)

 

 

(45,593

)

 

 

(58,175

)

Equity in Earnings Gains (Losses) of 50% or Less Owned Companies

 

 

(433

)

 

 

(1,325

)

 

 

1,458

 

 

 

(11,879

)

Loss from Continuing Operations

 

 

(18,077

)

 

 

(10,342

)

 

 

(44,135

)

 

 

(70,054

)

Loss on Discontinued Operations, Net of Tax (see Note 15)

 

 

 

 

 

(7,899

)

 

 

 

 

 

(6,724

)

Net Loss

 

 

(18,077

)

 

 

(18,241

)

 

 

(44,135

)

 

 

(76,778

)

Net Income (Loss) Attributable to Noncontrolling Interests in Subsidiaries

 

 

4

 

 

 

204

 

 

 

(4,036

)

 

 

(4,395

)

Net Loss attributable to SEACOR Marine Holdings Inc.

 

$

(18,081

)

 

 

(18,445

)

 

$

(40,099

)

 

$

(72,383

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and Diluted Loss Per Common Share and Warrants of SEACOR Marine Holdings Inc.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

(0.72

)

 

 

(0.34

)

 

$

(1.63

)

 

$

(2.80

)

Discontinued operations

 

 

 

 

 

(0.44

)

 

 

 

 

$

(0.29

)

 

 

$

(0.72

)

 

 

(0.78

)

 

$

(1.63

)

 

$

(3.09

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted Average Common Stock and Warrants Outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted shares

 

 

24,989,977

 

 

 

23,740,718

 

 

 

24,611,666

 

 

 

23,406,759

 

 

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

2


SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(in thousands)

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Net Loss

 

$

(18,077

)

 

$

(18,241

)

 

$

(44,135

)

 

$

(76,778

)

Other Comprehensive Loss:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation gains (losses)

 

 

2,068

 

 

 

(1,626

)

 

 

(385

)

 

 

(1,902

)

Derivative losses on cash flow hedges

 

 

(82

)

 

 

(329

)

 

 

(2,028

)

 

 

(2,263

)

Reclassification of derivative losses on cash flow hedges to interest expense

 

 

457

 

 

 

158

 

 

 

964

 

 

 

357

 

Reclassification of derivative losses on cash flow hedges to equity in earnings of 50% or less owned companies

 

 

(282

)

 

 

(152

)

 

 

(479

)

 

 

(682

)

 

 

 

2,161

 

 

 

(1,949

)

 

 

(1,928

)

 

 

(4,490

)

Income Tax Benefit

 

 

 

 

 

 

 

 

 

 

 

173

 

 

 

 

2,161

 

 

 

(1,949

)

 

 

(1,928

)

 

 

(4,317

)

Comprehensive Loss

 

 

(15,916

)

 

 

(20,190

)

 

$

(46,063

)

 

 

(81,095

)

Comprehensive Income (Loss) Attributable to Noncontrolling Interests in Subsidiaries

 

 

4

 

 

 

204

 

 

 

(4,036

)

 

 

(4,395

)

Comprehensive Loss attributable to SEACOR Marine Holdings Inc.

 

$

(15,920

)

 

$

(20,394

)

 

$

(42,027

)

 

$

(76,700

)

 

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

3


SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

(in thousands)

 

 

 

Shares of

Common

Stock

Outstanding

 

 

Common

Stock

 

 

Additional

Paid-In

Capital

 

 

Shares

Held in

Treasury

 

 

Treasury

Stock

 

 

Retained

Earnings

 

 

Accumulated

Other

Comprehensive

Loss

 

 

Non-

Controlling

Interests In

Subsidiaries

 

 

Total

Equity

 

For the Nine Months Ended September 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

21,881,487

 

 

 

219

 

 

 

429,318

 

 

 

47,187

 

 

 

(669

)

 

 

27,076

 

 

 

1,548

 

 

 

21,432

 

 

 

478,924

 

Issuance of Common Stock

 

 

 

 

 

9

 

 

 

3,349

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,358

 

Forfeiture of employee share awards

 

 

(8,182

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Restricted stock grants

 

 

289,452

 

 

 

3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3

 

Amortization of employee share awards

 

 

 

 

 

 

 

 

3,210

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,210

 

Exercise of Warrants

 

 

338,320

 

 

 

3

 

 

 

 

 

 

354

 

 

 

(1

)

 

 

 

 

 

 

 

 

 

 

 

2

 

Restricted stock vesting

 

 

(25,743

)

 

 

 

 

 

 

 

 

25,743

 

 

 

(178

)

 

 

 

 

 

 

 

 

 

 

 

(178

)

Director share awards

 

 

59,900

 

 

 

1

 

 

 

754

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

755

 

Acquisition of consolidated joint venture

 

 

900,000

 

 

 

 

 

 

13,689

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(17,046

)

 

 

(3,357

)

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(40,099

)

 

 

 

 

 

(4,036

)

 

 

(44,135

)

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,928

)

 

 

 

 

 

(1,928

)

September 30, 2020

 

 

23,435,234

 

 

$

235

 

 

$

450,320

 

 

 

73,284

 

 

$

(848

)

 

$

(13,023

)

 

$

(380

)

 

$

350

 

 

$

436,654

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the Three Months Ended September 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2020

 

 

23,096,914

 

 

 

232

 

 

 

449,116

 

 

 

72,930

 

 

 

(847

)

 

 

5,058

 

 

 

(2,541

)

 

 

346

 

 

 

451,364

 

Exercise of warrants

 

 

338,320

 

 

 

3

 

 

 

 

 

 

354

 

 

 

(1

)

 

 

 

 

 

 

 

 

 

 

 

2

 

Amortization of employee share awards

 

 

 

 

 

 

 

 

1,204

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,204

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(18,081

)

 

 

 

 

 

4

 

 

 

(18,077

)

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,161

 

 

 

 

 

 

2,161

 

September 30, 2020

 

 

23,435,234

 

 

$

235

 

 

$

450,320

 

 

 

73,284

 

 

$

(848

)

 

$

(13,023

)

 

$

(380

)

 

$

350

 

 

$

436,654

 

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

4


SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

(in thousands)

 

 

 

Shares of

Common

Stock

Outstanding

 

 

Common

Stock

 

 

Additional

Paid-In

Capital

 

 

Shares

Held in

Treasury

 

 

Treasury

Stock

 

 

Retained

Earnings

 

 

Accumulated

Other

Comprehensive

Loss

 

 

Non-

Controlling

Interests In

Subsidiaries

 

 

Total

Equity

 

For the Nine Months Ended September 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2018

 

 

20,439,208

 

 

$

204

 

 

$

415,372

 

 

 

4,007

 

 

$

(91

)

 

$

126,834

 

 

$

(16,788

)

 

$

29,404

 

 

$

554,935

 

Impact of adoption of new accounting standard for leases

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10,416

 

 

 

 

 

 

 

 

 

10,416

 

December 31, 2018

 

 

20,439,208

 

 

 

204

 

 

 

415,372

 

 

 

4,007

 

 

 

(91

)

 

 

137,250

 

 

 

(16,788

)

 

 

29,404

 

 

 

565,351

 

Issuance of Common Stock

 

 

653,872

 

 

 

7

 

 

 

6,589

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

6,596

 

Restricted stock grants

 

 

211,500

 

 

 

2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2

 

Amortization of employee share awards

 

 

 

 

 

 

 

 

3,891

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,891

 

Exercise of options

 

 

86,494

 

 

 

1

 

 

 

1,080

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,081

 

Exercise of Warrants

 

 

444,391

 

 

 

4

 

 

 

 

 

 

49

 

 

 

(1

)

 

 

 

 

 

 

 

 

 

 

 

3

 

Restricted stock vesting

 

 

(38,448

)

 

 

 

 

 

(2

)

 

 

38,448

 

 

 

(522

)

 

 

 

 

 

 

 

 

 

 

 

(524

)

Director share awards

 

 

30,197

 

 

 

1

 

 

 

893

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

894

 

Forfeiture of employee share awards

 

 

(1,000

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition of consolidated joint venture

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2,114

)

 

 

(2,114

)

Dissolution of an entity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

62

 

 

 

 

 

 

 

 

 

62

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(72,383

)

 

 

 

 

 

(4,395

)

 

 

(76,778

)

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,317

)

 

 

 

 

 

 

(4,317

)

September 30, 2019

 

 

21,826,214

 

 

$

219

 

 

$

427,823

 

 

 

42,504

 

 

$

(614

)

 

$

64,929

 

 

$

(21,105

)

 

$

22,895

 

 

$

494,147

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended September 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2019

 

 

21,765,331

 

 

$

218

 

 

$

424,549

 

 

 

25,643

 

 

$

(374

)

 

$

83,312

 

 

$

(19,156

)

 

$

22,691

 

 

$

511,240

 

Amortization of employee share awards

 

 

 

 

 

 

 

 

2,302

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,302

 

Exercise of options

 

 

77,744

 

 

 

1

 

 

 

972

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

973

 

Restricted stock vesting

 

 

(16,861

)

 

 

 

 

 

 

 

 

16,861

 

 

 

(240

)

 

 

 

 

 

 

 

 

 

 

 

(240

)

Dissolution of an entity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

62

 

 

 

 

 

 

 

 

 

 

 

62

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(18,445

)

 

 

 

 

 

204

 

 

 

(18,241

)

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,949

)

 

 

 

 

 

(1,949

)

September 30, 2019

 

 

21,826,214

 

 

$

219

 

 

$

427,823

 

 

 

42,504

 

 

$

(614

)

 

$

64,929

 

 

$

(21,105

)

 

$

22,895

 

 

$

494,147

 

 

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

5


SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

 

 

 

Nine Months Ended September 30,

 

 

 

2020

 

 

2019

 

Cash Flows from Continuing Operating Activities:

 

 

 

 

 

 

 

 

Net Loss

 

$

(44,135

)

 

$

(77,138

)

Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

46,927

 

 

 

48,600

 

Deferred financing costs amortization

 

 

976

 

 

 

883

 

Amortization of employee share awards

 

 

3,210

 

 

 

3,891

 

Restricted stock vesting

 

 

(178

)

 

 

(522

)

Director share awards

 

 

755

 

 

 

894

 

Debt discount amortization

 

 

4,755

 

 

 

4,201

 

Bad debt recoveries

 

 

376

 

 

 

(404

)

Loss from equipment sales, retirements or impairments

 

 

15,792

 

 

 

2,719

 

Loss from sale of Boston Putford Offshore Safety

 

 

 

 

 

7,085

 

Derivative gains

 

 

(5,204

)

 

 

(734

)

Cash settlement payments on derivative transactions, net

 

 

(938

)

 

 

(346

)

Currency losses

 

 

959

 

 

 

624

 

Deferred income taxes

 

 

2,488

 

 

 

(9,840

)

Equity losses

 

 

(1,458

)

 

 

11,879

 

Dividends received from equity investees

 

 

2,117

 

 

 

1,273

 

Changes in Operating Assets and Liabilities:

 

 

 

 

 

 

 

 

Accounts receivables

 

 

(37,670

)

 

 

(2,198

)

Other assets

 

 

6,433

 

 

 

344

 

Accounts payable and accrued liabilities

 

 

(16,255

)

 

 

7,971

 

Net cash used in operating activities

 

 

(21,050

)

 

 

(818

)

Cash Flows from Continuing Investing Activities:

 

 

 

 

 

 

 

 

Purchases of property and equipment

 

 

(24,940

)

 

 

(49,566

)

Proceeds from disposition of property and equipment

 

 

20,674

 

 

 

19,765

 

Construction reserve funds utilized

 

 

9,148

 

 

 

9,900

 

Construction reserve funds transferred to short-term cash

 

 

3,745

 

 

 

 

Purchase of subsidiary from joint venture

 

 

(8,445

)

 

 

 

Investments in and advances to 50% or less owned companies

 

 

(1,208

)

 

 

(11,355

)

Capital distributions from equity investees

 

 

 

 

 

413

 

Principal payments on notes due from equity investees

 

 

490

 

 

 

22

 

Net cash used in investing activities

 

 

(536

)

 

 

(30,821

)

Cash Flows from Continuing Financing Activities:

 

 

 

 

 

 

 

 

Payments on long-term debt

 

 

(16,970

)

 

 

(20,075

)

Proceeds from issuance of long-term debt

 

 

1,089

 

 

 

 

Purchase of subsidiary shares from noncontrolling interests

 

 

 

 

 

(3,392

)

Proceeds from exercise of stock options and Warrants

 

 

2

 

 

 

1,084

 

Net cash used in financing activities

 

 

(15,879

)

 

 

(22,383

)

Effects of Exchange Rate Changes on Cash and Cash Equivalents

 

 

(1,051

)

 

 

2,018

 

Net Decrease in Cash, Restricted Cash and Cash Equivalents

 

 

(38,516

)

 

 

(52,004

)

Cash Flows from Discontinued Operations:

 

 

 

 

 

 

 

 

Operating Activities

 

 

0

 

 

 

1,695

 

Investing Activities

 

 

0

 

 

 

(1,107

)

Effects of Exchange Rate Changes on Cash, Restricted Cash and Cash Equivalents

 

 

0

 

 

 

(1,046

)

Net Decrease in Cash, Restricted Cash and Cash Equivalents on Discontinued Operations

 

 

0

 

 

 

(458

)

Net Decrease in Cash, Restricted Cash and Cash Equivalents

 

 

(38,516

)

 

 

(52,462

)

Cash, Restricted Cash and Cash Equivalents, Beginning of Period

 

 

87,047

 

 

 

96,852

 

Cash, Restricted Cash and Cash Equivalents, End of Period

 

$

48,531

 

 

$

44,390

 

Supplemental disclosures:

 

 

 

 

 

 

 

 

Cash paid for interest, including capitalized interest

 

 

(16,080

)

 

 

(17,397

)

Income taxes refunded, net

 

 

456

 

 

 

1,999

 

Noncash Investing and Financing Activities:

 

 

 

 

 

 

 

 

Increase in property, plant and equipment related to an acquisition

 

 

142,282

 

 

 

 

Decrease in joint venture investments related to an acquisition

 

 

22,222

 

 

 

 

Increase in long-term debt related to an acquisition

 

 

75,569

 

 

 

 

Increase in long-term debt related to asset purchases

 

 

21,252

 

 

 

10,626

 

(Decrease) Increase in capital expenditures in accounts payable and accrued liabilities

 

 

(5,444

)

 

 

538

 

 

 

 

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

6


SEACOR MARINE HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1.

BASIS OF PRESENTATION AND ACCOUNTING POLICIES

The condensed consolidated financial statements include the accounts of SEACOR Marine Holdings Inc. and its consolidated subsidiaries (the “Company”). In the opinion of management, all adjustments (consisting of normal recurring adjustments) have been made to fairly present the unaudited condensed consolidated financial statements for the periods indicated. Results of operations for the interim periods presented are not necessarily indicative of operating results for the full year or any future periods.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the Company’s financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 (the “2019 Annual Report”).   

Unless the context otherwise indicates, any reference in this Quarterly Report on Form 10-Q to the “Company” refers to SEACOR Marine Holdings Inc. and its consolidated subsidiaries, and any reference in this Quarterly Report on Form 10-Q to “SEACOR Marine” refers to SEACOR Marine Holdings Inc. without its consolidated subsidiaries. 

The outbreak of the novel coronavirus (“COVID-19”) and related significant disruptions and volatility in the global economy and marketplace during the first three quarters of 2020 have caused decreases in commodity prices resulting from oversupply and demand weakness. There remains continuing uncertainty regarding the length and severity of the impact of COVID-19 on the energy industry and the outlook for the Company’s business. While the global marketplace has shown signs of stabilizing, recent rises in infection rates may lead to additional uncertainty and volatility. The decrease in oil and natural gas prices stemming from the effects COVID-19 has had on the global economy has led to a decrease in the demand for the Company’s products and services, and a prolonged period of severely depressed oil and natural gas prices compared to historic averages could have a material adverse effect on the business.

Recently Adopted Accounting Standards.

On June 30, 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments-Credit Losses (Topic 326). This ASU represents a significant change in the Accounting for Credit Losses model. This ASU introduced the Current Expected Credit Losses (“CECL”) model, which requires earlier recognition of credit losses and additional disclosures related to credit risk. The CECL model utilizes a lifetime expected credit loss measurement objective for the recognition of credit losses for loans and other receivables at the time the financial asset is originated or acquired. The expected credit losses are adjusted each period for changes in expected lifetime credit losses. The CECL model replaces the multiple existing impairment models in current U.S. generally accepted accounting principles (“GAAP”), which generally require that a loss be incurred before it is recognized. The standard applies to financial assets arising from revenue transactions such as contract assets and accounts receivables and was effective for fiscal years beginning after December 15, 2019. The adoption of the standard by the Company did not have a material impact on its consolidated financial position nor on its results of operations and cash flows.

On August 29, 2018, the FASB issued ASU No. 2018-15, which requires implementation costs incurred by customers in cloud computing arrangements to be deferred and recognized over the term of the arrangement, if those costs would be capitalized by the customers in a software licensing arrangement. The guidance was effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. The adoption of the standard by the Company did not have a material impact on its consolidated financial position nor on its results of operations and cash flows.

7


In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820). The ASU eliminates certain disclosures as to the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy. The ASU also adds disclosure requirements for Level 3 measurements. This ASU was effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted for any eliminated or modified disclosures. The adoption of the standard by the Company did not have a material impact on the Company’s disclosures.

Recently Issued Accounting Standards

On December 18, 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. The Company does not expect that adoption of the standard will have a material impact on its consolidated financial position nor on its results of operations and cash flows.  

On August 5, 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2021. The Company has not yet determined the impact that the adoption of the standard will have on the Company’s consolidated financial position, results of operations and disclosures.

On March 12, 2020, the FASB issued ASU 2020-03, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, the ASU provides temporary optional guidance to ease the potential burden in accounting for reference rate reform. The new guidance provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. The ASU is intended to help stakeholders during the global market-wide reference rate transition period. Therefore, it will be in effect for a limited time through December 31, 2022. As of September 30, 2020, the reference rates for the Company’s existing debt and interest rate swaps have not changed as a result of any such amendment. The Company will continue to monitor changes to reference rates in applicable agreements and adopt the standard as needed.

Critical Accounting Policies.

Basis of Consolidation. The consolidated financial statements include the accounts of SEACOR Marine and its controlled subsidiaries. Control is generally deemed to exist if the Company has greater than 50% of the voting rights of a subsidiary. All significant intercompany accounts and transactions are eliminated in the combination and consolidation.

Noncontrolling interests in consolidated subsidiaries are included in the consolidated balance sheets as a separate component of equity. The Company reports consolidated net income (loss) inclusive of both the Company’s and the noncontrolling interests’ share, as well as the amounts of consolidated net income (loss) attributable to each of the Company and the noncontrolling interests. If a subsidiary is deconsolidated upon a change in control, any retained noncontrolled equity investment in the former controlled subsidiary is measured at fair value and a gain or loss is recognized in net income (loss) based on such fair value. If a subsidiary is consolidated upon the acquisition of controlling interests by the Company, any previous noncontrolled equity investment in the subsidiary is measured at fair value and a gain or loss is recognized in net income (loss) based on such fair value.

The Company employs the equity method of accounting for investments in 50% or less owned companies that it does not control but has the ability to exercise significant influence over the operating and financial policies of the business venture. Significant influence is generally deemed to exist if the Company has between 20% and 50% of the voting rights of a business venture but may exist when the Company’s ownership percentage is less than 20%. In certain circumstances, the Company may have an economic interest in excess of 50% but may not control and consolidate the business venture. Conversely, the Company may have an economic interest less than

8


50% but may control and consolidate the business venture. The Company reports its investments in and advances to these business ventures in the accompanying consolidated balance sheets as investments, at equity, and advances to 50% or less owned companies. The Company reports its share of earnings from investments in 50% or less owned companies in the accompanying consolidated statements of net income (loss) as equity in earnings (losses) of 50% or less owned companies, net of tax.

The Company employs the cost method of accounting for investments in 50% or less owned companies it does not control or exercise significant influence. These investments in private companies are carried at cost and are adjusted only for capital distributions and other-than-temporary declines in fair value.

Certain reclassifications were made to previously reported amounts in the consolidated financial statements and notes thereto to make them consistent with the current period presentation.

Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Such estimates include those related to deferred revenues, allowance for credit loss accounts, useful lives of property and equipment, impairments, income tax provisions and certain accrued liabilities. Actual results could differ from estimates and those differences may be material.

Revenue Recognition. Revenue is recognized when (or as) the Company transfers promised goods or services to its customers in amounts that reflect the consideration to which the Company expects to be entitled to in exchange for those goods or services, which occurs when (or as) the Company satisfies its contractual obligations and transfers over control of the promised goods or services to its customers. Costs to obtain or fulfill a contract are expensed as incurred.

The Company earns revenue primarily from the time charter and bareboat charter of vessels to customers. Since the Company charges customers based upon daily rates of hire, vessel revenues are recognized on a daily basis throughout the contract period. Under a time charter, the Company provides a vessel to a customer and is responsible for all operating expenses, typically excluding fuel. Under a bareboat charter, the Company provides a vessel to a customer and the customer assumes responsibility for all operating expenses and assumes all risks of operation. In the U.S. Gulf of Mexico, time charter durations and rates are typically established in the context of master service agreements that govern the terms and conditions of the charter.

Contract or charter durations may range from several days to several years. Charters vary in length from short-term to multi-year periods, many with cancellation clauses and without early termination penalties. As a result of options and frequent renewals, the stated duration of charters may have little correlation with the length of time the vessel is contracted to provide services to a particular customer.

The Company also contracts with various customers to carry out management services for vessels as agents for and on behalf of ship owners. These services include crew management, technical management, commercial management, insurance arrangements, sale and purchase of vessels, provisions and bunkering. As the manager of the vessels, the Company undertakes to use its best endeavors to provide the agreed management services as agents for and on behalf of the owners in accordance with sound ship management practice and to protect and promote the interest of the owners in all matters relating to the provision of services thereunder. The Company also contracts with various customers to carry out management services regarding engineering for vessel construction and vessel conversions. The vast majority of the ship management agreements span one to three years and are typically billed on a monthly basis. The Company transfers control of the service to the customer and satisfies its performance obligation over the term of the contract, and therefore recognizes revenue over the term of the contract while related costs are expensed as incurred.

9


Revenue that does not meet these criteria is deferred until the criteria is met and such revenue is considered a contract liability and is recognized as such. Contract liabilities, which are included in other current liabilities in the accompanying consolidated balance sheets, for the nine months ended September 30, 2020 and September 30, 2019 were as follows (in thousands):

 

 

 

2020

 

 

2019

 

Balance at beginning of period

 

$

4,786

 

 

$

1,327

 

Revenues deferred during the period

 

 

94

 

 

 

5,022

 

Revenues recognized during the period

 

 

(2,805

)

 

 

(3,046

)

Balance at end of period

 

$

2,075

 

 

$

3,303

 

 

As of September 30, 2020, the Company had deferred revenues of $2.1 million primarily related to $1.2 million of prepaid vessel management fees, and $0.9 million related to the time charter of offshore support vessels to customers from which collections were not reasonably assured.

Cash and Cash Equivalents. The Company considers all highly liquid investments, with an original maturity of three months or less, when purchased, to be cash equivalents. Cash from current construction reserve funds (“CRF”) is also classified as cash and cash equivalents. The balance in the current CRF at September 30, 2020 was $4.2 million.

Property and Equipment. Equipment, stated at cost, is depreciated using the straight-line method over the estimated useful life of the asset to an estimated salvage value. With respect to each class of asset, the estimated useful life is based upon a newly built asset being placed into service and represents the time period beyond which it is typically not justifiable for the Company to continue to operate the asset in the same or similar manner. From time to time, the Company may acquire older assets that have already exceeded the Company’s useful life policy, in which case the Company depreciates such assets based on its best estimate of remaining useful life, typically the next survey or certification date.

As of September 30, 2020, the estimated useful life (in years) of each of the Company’s major categories of new equipment was as follows:

 

Offshore Support Vessels:

 

 

Crew transfer vessels

 

10

All other offshore support vessels (excluding crew transfer)

 

20

 

Equipment maintenance and repair costs and the costs of routine overhauls, drydockings and inspections performed on vessels and equipment are charged to operating expense as incurred. Expenditures that extend the useful life or improve the marketing and commercial characteristics of equipment as well as major renewals and improvements to other properties are capitalized.

 

Certain interest costs incurred during the construction of equipment are capitalized as part of the assets’ carrying values and are amortized over such assets estimated useful lives. During the three and nine months ended September 30, 2020, capitalized interest totaled $0.3 million and $0.7 million, respectively.

 

Impairment of Long-Lived Assets. The Company performs an impairment analysis of long-lived assets used in operations, including intangible assets, when indicators of impairment are present. These indicators may include a significant decrease in the market price of a long-lived asset or asset group, a significant adverse change in the extent or manner in which a long-lived asset or asset group is being used or in its physical condition, or a current period operating or cash flow loss combined with a history of operating or cash flow losses or a forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group. If the carrying values of the assets are not recoverable, as determined by their estimated future undiscounted cash flows, the estimated fair value of the assets or asset groups are compared to their current carrying values and impairment charges are recorded if the carrying value exceeds fair value.

Market conditions caused by COVID-19, including the decrease in oil and natural gas prices as well as the affect the pandemic has had on SEACOR Marine’s stock price, caused a triggering event to occur requiring the

10


Company to test its assets for impairment. For the nine months ended September 30, 2020, the Company impaired the right-to-use assets on two of its leased liftboats. Based on the current market environment, it was determined that neither of these two vessels would return to active service during their remaining lease terms. Therefore, the Company recorded an impairment of $7.4 million in total for these two leased-in vessels. The Company also recorded a partial impairment on four liftboats for an aggregate of $3.9 million based on outside valuations of its remaining liftboat fleet. Estimated fair values for the Company’s owned vessels were established by independent appraisers based on researched market information, replacement cost information, and other data. If market conditions further decline from the depressed utilization and rates per day worked experienced over the last three years, fair values based on future appraisals could decline significantly. In addition, the Company further impaired one specialty vessel for $1.2 million due to a reduced sales price for the vessel. There were no other impairments of right-to-use assets or any other assets for the nine months ended September 30, 2020.

The Company’s other vessel classes and other individual vessels in active service and cold-stacked status, for which no impairment was deemed necessary, have generally experienced a less severe decline in utilization and rates per day worked based on specific market factors. The market factors include vessels with more general utility to a broad range of customers (e.g., fast support vessels (“FSVs”)), vessels required for customers to meet regulatory mandates and operating under multiple year contracts and vessels that serve customers outside of the offshore oil and natural gas market (e.g., crew transfer vessels (“CTVs”)).

For vessel classes and individual vessels with indicators of impairment as of September 30, 2020, the Company has estimated that their future undiscounted cash flows exceed their current carrying values. The Company’s estimates of future undiscounted cash flows are highly subjective as utilization and rates per day worked are uncertain, especially in light of the affect COVID-19 has had on the timing of an estimated market recovery in the offshore oil and natural gas markets and the timing and cost of reactivating cold-stacked vessels. If market conditions decline further, changes in the Company’s expectations on future cash flows may result in recognizing additional impairment charges related to its long-lived assets in future periods.

Impairment of 50% or Less Owned Companies. Investments in 50% or less owned companies are reviewed periodically to assess whether there is an other-than-temporary decline in the carrying value of the investment. In its evaluation, the Company considers, among other items, recent and expected financial performance and returns, impairments recorded by the investee and the capital structure of the investee. When the Company determines the estimated fair value of an investment is below carrying value and the decline is other-than-temporary, the investment is written down to its estimated fair value. Actual results may vary from the Company’s estimates due to the uncertainty regarding projected financial performance, the severity and expected duration of declines in value and the available liquidity in the capital markets to support the continuing operations of the investee, among other factors. Although the Company believes its assumptions and estimates are reasonable, the investee’s actual performance compared with the estimates could produce different results and lead to additional impairment charges in future periods. During the nine months ended September 30, 2020 and 2019, the Company did 0t recognize any impairment charges related to its 50% or less owned companies.

Income Taxes. During the nine months ended September 30, 2020, the Company’s effective income tax rate of 35.2% was primarily due to taxes on income attributable to noncontrolling interests, foreign sourced income not subject to U.S. income taxes, foreign taxes not creditable against U.S. income taxes, and an adjustment for the acquisition of the remaining minority membership interest in Falcon Global Holdings LLC (“Falcon Global Holdings”) (see “Note 10. Stockholder’s Equity”).

11


Accumulated Other Comprehensive Income (Loss). The components of accumulated other comprehensive loss were as follows (in thousands):

 

 

 

SEACOR Marine Holdings Inc.

Stockholders’ Equity

 

 

Noncontrolling Interests

 

 

 

 

 

 

 

Foreign

Currency

Translation

Adjustments

 

 

Derivative

Losses on

Cash Flow

Hedges, net

 

 

Total

 

 

Foreign

Currency

Translation

Adjustments

 

 

Derivative

Income

(Losses) on

Cash Flow

Hedges, net

 

 

Other

Comprehensive

Loss

 

December 31, 2019

 

$

4,685

 

 

$

(3,137

)

 

$

1,548

 

 

$

(1,445

)

 

$

(11

)

 

$

6,716

 

Other comprehensive loss

 

 

(385

)

 

 

(1,543

)

 

 

(1,928

)

 

 

 

 

 

 

 

$

(1,928

)

Balance as of September 30, 2020

 

$

4,300

 

 

$

(4,680

)

 

$

(380

)

 

$

(1,445

)

 

$

(11

)

 

$

4,788

 

 

Loss Per Share. Basic loss per common share of the Company is computed based on the weighted average number of common shares and warrants to purchase common shares at an exercise price of $0.01 per share (“Warrants”) issued and outstanding during the relevant periods. The Warrants are included in the basic loss per common share because the shares issuable upon exercise of the Warrants are issuable for de minimis cash consideration and therefore not anti-dilutive. Diluted loss per common share of the Company is computed based on the weighted average number of common shares and Warrants issued and outstanding plus the effect of other potentially dilutive securities through the application of the treasury stock method and the if-converted method that assumes all common shares have been issued and outstanding during the relevant periods pursuant to the conversion of the Convertible Senior Notes unless anti-dilutive. For both the nine months ended September 30, 2020 and 2019, diluted earnings per common share of the Company excluded 2,183,708 common shares, respectively, issuable pursuant to the Company’s Convertible Senior Notes (see “Note 5. Long-Term Debt”) as the effect of their inclusion in the computation would be anti-dilutive. In addition, for the nine months ended September 30, 2020 and 2019, diluted loss per common share of the Company excluded 469,964 and 282,050 shares of restricted stock, respectively, and 1,120,541 and 397,119 shares of stock, respectively, issuable upon exercise of outstanding stock options as the effect of their inclusion in the computation would be anti-dilutive.

 

2.TRANSFORMATION, FACILITY RESTRUCTURING AND SEVERANCE CHARGES

 

Due to the highly competitive nature of the Company’s business and the continuing losses incurred over the last few years, the Company continues to reduce its overall cost structure and workforce to better align with current activity levels. The transformation plan, which began in the third quarter of 2019 and extended through the third quarter of 2020 (the “Transformation Plan”), included a workforce reduction, organization restructuring, facility consolidations and other cost reduction measures and efficiency initiatives across the Company’s geographic regions. The Transformation Plan was initiated due to activity levels of oil and gas exploration and production, and the Company continues to evaluate additional opportunities for further cost reductions to adapt to changing conditions caused by COVID-19.

 

In connection with the Transformation Plan, the Company recognized restructuring and transformation charges of $1.2 million for the nine months ended September 30, 2020, which include severance charges of $1.1 million and other restructuring charges of $0.1 million. Other restructuring charges included contract termination costs, relocation costs and other associated costs. The restructuring and transformation charges are reflected in the Company’s general and administration expense.

 

12


The components of restructuring charges by segment for the three and nine months ended September 30, 2020 were as follows (in thousands):

 

 

 

United

States

(primarily

Gulf of

Mexico)

 

 

Africa

(primarily

West

Africa)

 

 

Middle

East

and Asia

 

 

Latin

America

 

 

Europe

(primarily

North

Sea)

 

 

Total

 

For the Three Months Ended September 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Transformation Plan

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Severance Charges

 

$

1

 

 

$

 

 

$

346

 

 

$

 

 

$

 

 

$

347

 

Other Charges

 

 

(96

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(96

)

Total Charges

 

$

(95

)

 

$

 

 

$

346

 

 

$

 

 

$

 

 

$

251

 

 

 

 

United

States

(primarily

Gulf of

Mexico)

 

 

Africa

(primarily

West

Africa)

 

 

Middle

East

and Asia

 

 

Latin

America

 

 

Europe

(primarily

North

Sea)

 

 

Total

 

For the Nine Months Ended September 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Transformation Plan

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Severance Charges

 

$

275

 

 

$

 

 

$

665

 

 

$

 

 

$

185

 

 

$

1,125

 

Other Charges

 

 

31

 

 

 

 

 

 

31

 

 

 

 

 

 

 

 

 

62

 

Total Charges

 

$

306

 

 

$

 

 

$

696

 

 

$

 

 

$

185

 

 

$

1,187

 

 

The severance and other restructuring charges gave rise to certain liabilities primarily related to liabilities accrued as part of the Transformation Plan. For the nine months ended September 30, 2020, all related liabilities associated with the Transformation Plan have been recognized.

 

 

The Transformation Plan was completed during the third of quarter of 2020. No material future costs related to these efforts are expected, but to the extent the Company identifies additional opportunities for further costs reductions beyond the Transformation Plan, these opportunities may give rise to restructuring charges. On a cumulative basis, the Company recognized $4.9 million in restructuring charges.

 

 

3.

SEACOSCO ACQUISITION

On May 31, 2020, SEACOR Offshore Asia LLC (“SEACOR Offshore Asia”), an indirect wholly-owned subsidiary of SEACOR Marine, entered into a Sale and Purchase Agreement (“SEACOSCO SPA”) with China Shipping Fan Tai Limited, a company incorporated under the laws of the British Virgin Islands, and China Shipping Industry (Hong Kong) Co., Limited, a company incorporated under the laws of the Hong Kong Special Administrative Region (together, the “SEACOSCO Sellers”), pursuant to which SEACOR Offshore Asia agreed to acquire the 50% membership interest in SEACOSCO Offshore LLC (such remaining interest, the “SEACOSCO Interests”) held by the SEACOSCO Sellers that the Company did not already own.

On June 30, 2020, SEACOR Offshore Asia completed the acquisition of the SEACOSCO Interests from the SEACOSCO Sellers (the “SEACOSCO Acquisition”). As a result of the completion of the acquisition, the Company owns 100% of the membership interests in SEACOSCO Offshore LLC. On July 14, 2020, the name of SEACOSCO Offshore LLC was changed to SEACOR Offshore Delta LLC (“SEACOR Offshore Delta”).

The price payable by SEACOR Offshore Asia for the membership interests was $28.2 million (the “SEACOSCO Purchase Price”), $8.4 million of which was paid to the Sellers at the closing of the transaction, with annual installment payments of $1.0 million, $2.5 million and $2.5 million payable in the first, second and third year after the signing date (the “SEACOSCO SPA Signing Date”), respectively, and the remaining $13.7 million due four years after such signing date. The deferred portion of the SEACOSCO Purchase Price accrues interest at a fixed rate of 1.5%, 7.0%, 7.5% and 8.0% for the first through fourth years after the SEACOSCO SPA Signing Date, respectively.

13


SEACOR Offshore Delta is the owner of 8 platform supply vessels (“PSVs”) built by COSCO Shipping Heavy Industry (Guangdong) Co., Ltd. (the “COSCO (Guangdong) Shipyard” and such PSVs, the “SEACOR Delta PSVs”). The SEACOSCO Sellers obtained a second lien mortgage on the SEACOR Delta PSVs to secure the payment of the deferred portion of the SEACOSCO Purchase Price, and SEACOR Marine provided a limited deficiency guarantee solely with respect to the short-fall in vessel collateral value, if any, in the event the SEACOSCO Sellers exercise their remedies under the mortgages.

The SEACOR Delta PSVs were initially acquired by vessel owning subsidiaries (“SEACOR Delta SPVs”) of SEACOR Offshore Delta pursuant to existing deferred purchase agreements with the COSCO (Guangdong) Shipyard (“Guangdong DPAs”) under which an aggregate of approximately $100.8 million was outstanding as of June 30, 2020 (the “SEACOR Delta Shipyard Financing”). As of September 30, 2020, $97.2 million was outstanding. The Guangdong DPAs provide for amortization of the purchase price for each vessel over a period of 10 years from delivery bearing floating interest rate of three-month LIBOR plus 4.0%. SEACOR Offshore Delta has taken delivery of all 8 SEACOR Delta PSVs, seven with a 2018 or 2019 year of build, and one with a 2020 year of build. The payment obligations of the SEACOR Delta SPVs under the Guangdong DPAs for each vessel is secured by a first lien mortgage on the vessel and a pledge of the SEACOR Delta SPV’s equity, and SEACOR Marine provided a limited deficiency guarantee solely with respect to the short-fall in vessel collateral value, if any, in the event the COSCO (Guangdong) Shipyard exercises its remedies under the mortgages.

Purchase Price Allocation. The eight SEACOR Delta PSVs are all based on plans from the same designer, have a similar age of construction (2018-2020) and were constructed at the same shipyard. NaN of the vessels are high specification diesel/electric powered PSVs. The other 6 vessels are all “sister” vessels with identical specifications. These six vessels are high specification diesel/electric/hybrid powered vessels. In accordance with ASU No. 2017-01-Business Combinations (Topic 805): Clarifying the Definition of a Business, due to the fact that the assets acquired have substantially all of their fair value concentrated as a group of similar assets, this acquisition qualified as an asset purchase. The allocation of the purchase price for the Company’s acquired assets for the six months ended June 30 was as follows (in thousands):

 

Assets Acquired (In Thousands):

 

 

 

 

 

June 30, 2020

 

Current Assets

 

 

 

 

 

 

7,700

 

Fixed Assets

 

 

 

 

 

 

142,282

 

Current Liabilities

 

 

 

 

 

 

(23,929

)

Book Value of Debt Acquired

 

 

(100,759

)

 

 

 

 

Discount on Debt Acquired

 

 

25,190

 

 

 

 

 

Fair Value of Debt Acquired

 

 

 

 

 

 

(75,569

)

Total Cost Basis for Purchase

 

 

 

 

 

 

50,484

 

Purchase Price

 

 

 

 

 

$

(28,150

)

Acquisition costs

 

 

 

 

 

 

(112

)

Equity Investment In SEACOR Offshore Delta (f/k/a SEACOSCO)

 

 

 

 

 

 

(22,222

)

 

 

 

 

 

 

 

(50,484

)

 

 

4.EQUIPMENT ACQUISITIONS AND DISPOSITIONS

During the nine months ended September 30, 2020, capital acquisitions were $24.9 million. Equipment deliveries during the nine months ended September 30, 2020 include 3 PSVs and 2 CTVs.

 

During the nine months ended September 30, 2020, the Company sold 2 anchor handling towing supply (“AHTS”) vessels and 1 specialty vessel previously removed from service, 4 FSVs, one specialty vessel, 1 vessel under construction and other equipment for $21.6 million ($20.7 million cash and $0.9 million in previously received deposits) and gains of $1.2 million.

 

As part of the completion of the SEACOSCO Acquisition, seven SEACOR Delta PSVs, which were previously included in the Company’s joint ventured fleet, and one SEACOR Delta PSV under construction (which has subsequently been delivered), were acquired (See “Note 3. SEACOSCO Acquisition”).

14


5.

LONG-TERM DEBT

The Company’s long-term debt obligations as of September 30, 2020 and December 31, 2019 were as follows (in thousands):

 

 

 

September 30, 2020

 

 

December 31, 2019

 

Recourse Long-term debt(1):

 

 

 

 

 

 

 

 

Convertible Senior Notes

 

$

125,000

 

 

$

125,000

 

SEACOR Marine Foreign Holdings Credit Facility

 

 

104,000

 

 

 

113,750

 

Sea-Cat Crewzer III Term Loan Facility

 

 

21,653

 

 

 

24,128

 

SEACOR Offshore Delta (f/k/a SEACOSCO) Acquisition Debt

 

 

19,705

 

 

 

 

SEACOR Delta (f/k/a SEACOSCO) Shipyard Financing(2)

 

 

97,189

 

 

 

 

SEACOR Alpine Shipyard Financing(3)

 

 

31,410

 

 

 

10,534

 

SEACOR 88/888 Term Loan

 

 

5,500

 

 

 

5,500

 

BNDES Equipment Construction Finance Notes

 

 

2,682

 

 

 

3,332

 

Total recourse Long-term debt

 

 

407,139

 

 

 

282,244

 

Non-recourse Long-term debt(4):

 

 

 

 

 

 

 

 

Falcon Global USA Term Loan Facility

 

 

102,350

 

 

 

102,349

 

Falcon Global USA Revolver

 

 

15,000

 

 

 

15,000

 

Windcat Workboats Facilities

 

 

26,478

 

 

 

24,730

 

SEACOR 88/888 Term Loan

 

 

5,500

 

 

 

5,500

 

Total non-recourse Long-term debt

 

 

149,328

 

 

 

147,579

 

Total principal due for long-term debt

 

 

556,467

 

 

 

429,823

 

Current portion due within one year

 

 

(52,107

)

 

 

(17,802

)

Unamortized debt discount

 

 

(46,778

)

 

 

(26,343

)

Deferred financing costs

 

 

(4,617

)

 

 

(5,427

)

Long-term debt, less current portion

 

$

452,965

 

 

$

380,251

 

 

(1)

Recourse debt represents debt issued by SEACOR Marine and/or its subsidiaries and guaranteed by SEACOR Marine as defined in the relevant debt agreements.

(2)

SEACOR Delta Shipyard Financing includes vessel financing on the 8 vessels acquired in the SEACOSCO Acquisition (see “Note 3. SEACOSCO Acquisition”).

(3)

SEACOR Alpine Shipyard Financing includes vessel financing on the SEACOR Alps, the SEACOR Andes and the SEACOR Atlas vessels.

(4)

Non-recourse debt represents debt issued by the Company’s Consolidated Subsidiaries with no recourse to SEACOR Marine or its other non-debtor subsidiaries, other than certain limited support obligations as defined in the respective debt agreements, which in aggregate are not considered to be material to the Company’s business and financial condition.

As of September 30, 2020, the Company was in compliance with all debt covenants except for a covenant included in the Sea-Cat Crewzer III Term Loan Facility, which is guaranteed by SEACOR Marine. Under the facility, SEACOR Marine is required to maintain a net financial debt to equity ratio of 70%. As of September 30, 2020, SEACOR Marine’s net financial debt to equity ratio was 101%. The Company and the lenders under this facility are in discussions to waive or otherwise modify the terms of this covenant. Sea-Cat Crewzer III LLC, an indirect wholly-owned subsidiary of SEACOR Marine and the borrower under the Sea-Cat Crewzer III Term Loan Facility, is otherwise in compliance with all financial covenants and payment obligations under this facility, as is SEACOR Marine. The aforementioned non-compliance does not cause any cross defaults under the Company’s other credit facilities or the immediate acceleration of the Sea-Cat Crewzer III Term Loan Facility. Until a waiver or modification of the terms of this guarantor covenant is received from the lenders under this facility, the Company has classified the balance of this debt as current. 

Falcon Global. On February 7, 2020, SEACOR Marine, Falcon Global USA LLC, an indirect wholly-owned subsidiary of SEACOR Marine (“FGUSA”), and certain subsidiaries of FGUSA, entered into a consent, agreement and an omnibus amendment (the “FGUSA Omnibus Amendment”) to that certain (i) $131.1 million term and revolving loan facility, dated as of February 8, 2018, with a syndicate of lenders administered by JP Morgan Chase Bank, N.A. (the “FGUSA Credit Facility”) and (ii) obligation guaranty issued by SEACOR Marine, dated February 8, 2018, pursuant to which SEACOR Marine guarantees certain limited obligations of FGUSA under the FGUSA Credit Facility (the “FGUSA Guaranty”). The FGUSA Omnibus Amendment provides for, among other things, (i) the extension from March 2020 to March 2021 of the commencement of monthly amortization of the term loan, with payments being the lesser of (a) $0.8 million per month and (b) the amount outstanding under the term loan and (ii) the extension of the term of the FGUSA Guaranty for an additional one year from February 8, 2020 to February 8, 2021.

15


On April 29, 2020, FGUSA and certain subsidiaries of FGUSA, entered into a sixth consent and agreement (the “FGUSA Sixth Consent and Agreement”) to the FGUSA Credit Facility, which provides that, among other things, (i) the deadline for delivery of the audited financial statements of FGUSA and its consolidated subsidiaries for the fiscal year ended December 31, 2019 (“FGUSA 2019 Audited Financial Statements”) was extended from April 29, 2020 to May 31, 2020, (ii) the FGUSA 2019 Audited Financial Statements are not required to be delivered without a “going concern” or like qualification, commentary or exception, and (iii) the deadline for delivery of certain physical vessel appraisals was extended to December 31, 2020.

SEACOR Alpine.  In 2019, the Company committed to take possession of three Rolls Royce UT1771 CDL designed diesel electric powered PSVs of 3,800 tons delivered deadweight capacity with dynamic position class 2 and firefighting class 1 notations. As part of this transaction, the shipbuilder, COSCO Shipping Heavy Industry (Zhoushan) Co. Ltd., agreed to finance 70% of the cost of each of these vessels pursuant to a deferred payment agreement. The deferred payment agreement calls for increasing quarterly payments of principal and interest payments that bear interest at an annual rate of 5% over a four-year term from delivery. The Company took delivery of the SEACOR Alps, the SEACOR Andes and the SEACOR Atlas on September 30, 2019, April 20, 2020 and August 10, 2020, respectively.

 

Windcat Workboats. On March 3, 2020, Windcat Workboats Holdings Ltd, an indirect wholly-owned subsidiary of SEACOR Marine (“Windcat Workboats”), together with certain other obligors that are its subsidiaries entered into an agreement (the “RCF Amendment”) with Coöperatieve Rabobank U.A. to amend the €25 million revolving credit facility agreement, originally dated as of May 24, 2016, as amended and restated from time to time. Amended provisions included, among other things, the extension of the maturity date from December 31, 2021 to December 31, 2022. Applicable fees in the amount of €0.1 million were paid in conjunction with the RCF Amendment and will be amortized over the credit facility term. During the nine months ended September 30, 2020, the Company borrowed an additional €1.0 million under the Windcat Workboats credit facilities, resulting in a net increase in USD borrowings of $1.1 million. As of September 30, 2020, the Company has $1.5 million available under its Windcat Workboats credit facilities.

SEACOR Delta (f/k/a SEACOSCO). On June 30, 2020, the Company completed the acquisition of the SEACOSCO Interests that it did not already own. The deferred portion of the SEACOSCO Purchase Price is payable in annual installment payments of $1.0 million, $2.5 million and $2.5 million in the first, second and third year after the SEACOSCO SPA Signing Date, respectively, with the remaining $13.7 million due four years after such date. The deferred portion of the SEACOSCO Purchase Price accrues interest at a fixed rate of 1.5%, 7.0%, 7.5% and 8.0% for the first through fourth years after the signing date, respectively. The Guangdong DPAs comprising the SEACOR Delta Shipyard Financing provide for amortization of the purchase price for each vessel over a period of 10 years from delivery with the unpaid amount bearing floating interest rate of three-month LIBOR plus 4.0% (see “Note 3. SEACOSCO Acquisition”).

SEACOR Marine Foreign Holdings. On June 29, 2020, SEACOR Marine, SEACOR Marine Foreign Holdings Inc., a wholly owned subsidiary of SEACOR Marine (“SMFH”), and certain vessel-owning subsidiaries of SEACOR Marine, entered into Amendment No. 3 (the “SMFH Amendment”) to the $130 million loan facility with a syndicate of lenders administered by DNB Bank ASA, New York Branch, dated as of September 26, 2018 and as amended on August 6, 2019, November 26, 2019 and December 13, 2019 (the “SMFH Credit Facility”). The SMFH Amendment provides for, among other things, (i) the modification of certain financial maintenance and restrictive covenants contained in the Credit Facility or the guaranty provided by SEACOR Marine with respect thereto, including with respect to EBITDA coverage ratios, mandatory prepayment events, and the exclusion of certain indebtedness associated with the acquisition of the SEACOSCO Interests, and (ii) the placement of mortgages on 2 additional vessels owned by vessel-owning subsidiaries of SEACOR Marine as security for the indebtedness under the SMFH Credit Facility.

16


BNDES. In October 2019, Oceanpact purchased from the Company the 2 vessels securing the BNDES Equipment Construction Finance Notes, but the transfer of title of the vessels from the Company to Oceanpact was subject to the assignment of the BNDES Equipment Construction Finance Notes to Oceanpact. On June 9, 2020, Banco Nacional de Desenvolvimento Economico e Social (“BNDES”), a Brazilian government-owned entity, provided a suspension for a period of six months, from May 11, 2020 to October 10, 2020, on the payment of principal and compensatory interest under the BNDES Equipment Construction Finance Notes, without changing the final term of the debt amortization period nor the interest rate thereunder. Collection on the receivable balance from Oceanpact was also deferred. Oceanpact continued to work with BNDES to follow through with the assignment of the loan or accept another form of guarantee provided by Oceanpact in order to obtain a debt release from BNDES. On October15, 2020, the Company’s outstanding debt balance to BNDES was paid in full and the receivable from OceanPact was paid in full. In addition, on October 23, 2020, the Company received a notification that the guarantor letter of credit had been released. The Company has no further obligations under the BNDES Equipment Construction Finance Notes.

Letters of Credit. As of September 30, 2020, the Company had outstanding letters of credit of $0.5 million securing lease obligations, labor and performance guaranties.

 

6.

LEASES

As of September 30, 2020, the Company leased in 2 AHTS vessels, 2 liftboats, 1 FSV and certain facilities and other equipment. The leases typically contain purchase and renewal options or rights of first refusal with respect to the sale or lease of the equipment. As of September 30, 2020, the remaining lease terms of the vessels have remaining durations ranging from two to 15 months. The lease terms of the other equipment range in duration from six to 315 months.

As of September 30, 2020, future minimum payments for leases for the remainder of 2020 and the years ended December 31 were as follows (in thousands):

 

 

 

Operating Leases

 

 

Finance Leases

 

Remainder of 2020

 

$

3,718

 

 

$

3

 

2021

 

 

7,955

 

 

 

39

 

2022

 

 

714

 

 

 

39

 

2023

 

 

727

 

 

 

39

 

2024

 

 

793

 

 

 

36

 

Years subsequent to 2024

 

 

4,982

 

 

 

 

 

 

 

18,889

 

 

 

156

 

Interest component

 

 

(3,563

)

 

 

(16

)

 

 

 

15,326

 

 

 

140

 

Current portion of long-term lease liabilities

 

 

9,632

 

 

 

27

 

Long-term lease liabilities

 

$

5,694

 

 

$

113

 

 

For the three and nine months ended September 30, 2020 the components of lease expense were as follows (in thousands):

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Operating lease cost (1)

 

$

1,083

 

 

$

3,446

 

 

$

5,460

 

 

$

10,669

 

Finance lease cost:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of finance lease assets (1)

 

 

3

 

 

 

 

 

 

3

 

 

 

 

Short-term lease costs (1)

 

 

307

 

 

 

725

 

 

 

692

 

 

 

1,967

 

 

 

$

1,393

 

 

$

4,171

 

 

$

6,155

 

 

$

12,636

 

 

(1)

Included in selling, general and administrative expenses in the consolidated statements of income

17


 

For the nine months ended September 30, 2020, supplemental cash flow information related to leases were as follows (in thousands):

 

 

 

2020

 

Operating cash flows from operating leases

 

$

11,252

 

Right-of-use assets obtained for operating lease liabilities

 

 

1,483

 

Right-of-use assets obtained for finance lease liabilities

 

$

140

 

 

For the nine months ended September 30, 2020, other information related to leases were as follows:

 

 

 

2020

 

Weighted average remaining lease term, in years - operating leases

 

 

6.1

 

Weighted average remaining lease term, in years - finance leases

 

 

4.2

 

Weighted average discount rate - operating leases

 

 

4.4

%

Weighted average discount rate - finance leases

 

 

5.3

%

 

 

7.

INCOME TAXES

The following table reconciles the difference between the statutory federal income tax rate for the Company and the effective income tax rate on continuing operations for the nine months ended September 30, 2020:

 

Statutory rate

 

 

21.0

 

%

Foreign taxes not creditable against U.S. income tax

 

 

(4.3

)

 

Falcon Global Acquisition

 

 

4.5

 

 

Noncontrolling interests

 

 

(1.3

)

 

CARES Act NOL Carryback

 

 

16.4

 

 

Other

 

 

(1.1

)

 

 

 

 

35.2

 

%

 

On June 26, 2020, the Company entered into a Tax Refund and Indemnification Agreement (the “Tax Refund Agreement”) with SEACOR Holdings Inc. (“SEACOR Holdings”), the Company’s former parent company. The Tax Refund Agreement will enable the Company to utilize net operating losses (“NOLs”) generated in 2018 and 2019 to claim refunds for tax years prior to the Company’s spin-off from SEACOR Holdings in 2017 (at which time the Company was included in SEACOR Holdings consolidated tax returns) that are now permitted to be carried back pursuant to the provisions of the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) and for which SEACOR Holdings needs to claim the refund on behalf of the Company. As a result, the Company expects to receive cash tax refunds of approximately $31.2 million within the next 12 months, subject to the refund schedule of the Internal Revenue Service. The Internal Revenue Service has been recently experiencing delays in processing refund claims due in part to the COVID-19 pandemic.

 

SEACOR Holdings will retain certain of the funds to facilitate tax savings realized by SEACOR Holdings of no less than 35% of the amount of its own 2019 NOLs. Additionally, a $3.0 million transaction fee was paid to SEACOR Holdings concurrently with the signing of the agreement as consideration for its cooperation in connection with the filing of the applicable tax refund returns. As of September 30, 2020, the Tax Refund Agreement does not restrict the use of approximately $19.7 million of the refund, with the remaining approximately $11.5 million required to be deposited into an account to be used solely to satisfy certain of the Company’s obligations that remain guaranteed by SEACOR Holdings. These obligations primarily relate to vessel operating leases of approximately $10.4 million as of September 30, 2020. Two of these vessel operating leases expire in the fourth quarter of 2020, with the remaining three vessel operating leases that SEACOR Holdings guarantees expiring in 2021.

 

During the third quarter the Company received a $1.6 million tax refund that had been withheld by the State of Qatar from vessel revenues between 2010 and 2016. Of this amount, approximately $0.3 million will be claimed as foreign tax credits by SEACOR Holdings on its U.S. tax return prior to the spin-off of SEACOR Marine in 2017. Subject to final resolution of taxes with the State of Qatar, these amounts are expected to be

18


remitted to SEACOR Holdings Inc. The remaining amount relates to foreign taxes that were considered in computing earnings and profits and available foreign taxes of foreign subsidiaries of the Company and will require the Company to recompute its 2017 tax liability under IRC Section 965. The additional U.S. tax liability of the Company under Section 965 due to these refunds is expected to be approximately $0.4 million.

 

8.

DERIVATIVE INSTRUMENTS AND HEDGING STRATEGIES

Derivative instruments are classified as either assets or liabilities based on their individual fair values. The fair values of the Company’s derivative instruments were as follows (in thousands):

 

 

 

September 30, 2020

 

 

December 31, 2019

 

 

 

Derivative

Asset

 

 

Derivative

Liability

 

 

Derivative

Asset

 

 

Derivative

Liability

 

Derivatives designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swap agreements (cash flow hedges)

 

$

 

 

$

4,103

 

 

$

 

 

$

3,009

 

 

 

 

 

 

 

4,103

 

 

 

 

 

 

3,009

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Conversion option liability on Convertible Senior Notes

 

 

 

 

 

1

 

 

 

 

 

 

5,205

 

 

 

$

 

 

$

4,104

 

 

$

 

 

$

8,214

 

 

Cash Flow Hedges. The Company and certain of its 50% or less owned companies have interest rate swap agreements designated as cash flow hedges. By entering into these interest rate swap agreements, the Company and its 50% or less owned companies have converted the variable LIBOR or EURIBOR component of certain of their outstanding borrowings to a fixed interest rate. The Company recognized losses on derivative instruments designated as cash flow hedges of $1.1 million for the nine months ended September 30, 2020, and losses of $1.9 million for the nine months ended September 30, 2019 as a component of other comprehensive loss. As of September 30, 2020, the interest rate swaps held by the Company and certain of the Company’s 50% or less owned companies were as follows:

 

Windcat Workboats had 2 interest rate swap agreements maturing in 2021 that call for the Company to pay a fixed rate of interest of (0.03%) plus a margin on the aggregate notional value of €15.0 million (approximately $17.6 million) and receive a variable interest rate based on EURIBOR on the aggregate notional value;

 

SMFH had an interest rate swap agreement maturing in 2023 that calls for SMFH to pay a fixed rate of interest of 3.32% per annum on the amortized notional value of $8.0 million and receive a variable interest rate based on LIBOR on the amortized notional value;

 

SMFH had an interest rate swap agreement maturing in 2023 that calls for SMFH to pay a fixed rate of interest of 3.195% per annum on the amortized notional value of $44.4 million and receive a variable interest rate based on LIBOR on the amortized notional value;

 

SEACOR 88 LLC and SEACOR 888 LLC, both indirect wholly-owned subsidiaries of SEACOR Marine (collectively, “SEACOR 88/888”), have an interest rate swap agreement maturing in 2023 that calls for SEACOR 88/888 to pay a fixed rate of interest of 3.175% per annum on the amortized notional value of $5.5 million and receive a variable interest rate based on LIBOR on the amortized notional value; and

 

Mantenimiento Express Maritimo, S.A.P.I. de C.V. (“MexMar”), in which the Company has a 49% noncontrolling interest, has 5 interest rate swap agreements with maturities in 2023 that call for MexMar to pay fixed rates of interest ranging from 1.71% to 2.10% per annum on the aggregate amortized notional value of $72.8 million and receive a variable interest rate based on LIBOR on the aggregate amortized notional value.

19


Other Derivative Instruments. The Company recognized gains (losses) on derivative instruments not designated as hedging instruments for the three and nine months ended September 30, as follows (in thousands):

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Conversion option liability on Convertible Senior Notes

 

$

5

 

 

$

3,057

 

 

$

5,204

 

 

$

734

 

 

 

$

5

 

 

$

3,057

 

 

$

5,204

 

 

$

734

 

 

The conversion option liability relates to the bifurcated embedded conversion option in the Convertible Senior Notes issued to investment funds managed and controlled by The Carlyle Group (see “Note 9. Fair Value Measurements”).

 

9.

FAIR VALUE MEASUREMENTS

The fair value of an asset or liability is the price that would be received to sell an asset or transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company utilizes a fair value hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value and defines three levels of inputs that may be used to measure fair value. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs are observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets, quoted prices in markets that are not active, inputs other than quoted prices that are observable for the asset or liability, or inputs derived from observable market data. Level 3 inputs are unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities.

The Company’s financial assets and liabilities as of September 30, 2020 and December 31, 2019 that are measured at fair value on a recurring basis were as follows (in thousands):

 

September 30, 2020

 

Level 1

 

 

Level 2

 

 

Level 3

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

 

Derivative instruments

 

 

 

 

 

4,103

 

 

 

 

Conversion Option Liability on Convertible Senior Notes

 

 

 

 

 

 

 

 

1

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

Construction reserve funds

 

$

12,893

 

 

$

 

 

$

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

 

Derivative instruments

 

 

 

 

 

3,009

 

 

 

 

Conversion Option Liability on Convertible Senior Notes

 

 

 

 

 

 

 

 

5,205

 

 

Level 3 Measurement. The fair value of the conversion option liability embedded in the Convertible Senior Notes is estimated with significant inputs that are both observable and unobservable in the market and therefore is considered a Level 3 fair value measurement. The Company used a binomial lattice model that assumes the holders will maximize their value by finding the optimal decision between redeeming at the redemption price or converting into shares of Common Stock.  This model estimates the fair value of the conversion option as the differential in the fair value of the notes including the conversion option compared with the fair value of the notes excluding the conversion option. The significant observable inputs used in the fair value measurement include the price of Common Stock and the risk-free interest rate. The significant unobservable inputs are the estimated Company credit spread and Common Stock volatility, which were based on comparable companies in the transportation and energy industries. 

20


The estimated fair values of the Company’s other financial assets and liabilities as of September 30, 2020 and December 31, 2019 were as follows (in thousands):

 

 

 

 

 

 

 

Estimated Fair Value

 

September 30, 2020

 

Carrying

Amount

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash, cash equivalents and restricted cash

 

$

48,531

 

 

$

48,531

 

 

$

 

 

$

 

Investments, at cost, in 50% or less owned companies (included in other assets)

 

 

132

 

 

see below

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Long-term debt, including current portion

 

 

505,072

 

 

 

 

 

 

477,430

 

 

 

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash, cash equivalents and restricted cash

 

$

87,047

 

 

$

87,047

 

 

$

 

 

$

 

Investments, at cost, in 50% or less owned companies (included in other assets)

 

 

132

 

 

see below

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Long-term debt, including current portion

 

 

398,053

 

 

 

 

 

 

380,815

 

 

 

 

 

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

The Company’s other assets and liabilities that were measured at fair value during the nine months ended September 30, 2020 and the year ended December 31, 2019 were as follows (in thousands):

 

September 30, 2020

 

Level 1

 

 

Level 2

 

 

Level 3

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

Property and equipment:

 

 

 

 

 

 

 

 

 

 

 

 

Liftboats

 

$

 

 

$

36,602

 

 

$

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

Property and equipment:

 

 

 

 

 

 

 

 

 

 

 

 

AHTS

 

$

 

 

$

520

 

 

$

 

FSVs

 

 

 

 

 

1,858

 

 

 

 

 

Property and equipment. During the three months ended September 30, 2020, the Company recognized 0 impairment charges and during the nine months ended September 30, 2020 the Company recognized impairment charges of $12.5 million, associated with liftboat and specialty vessel impairments. During the three months ended September 30, 2020 the Company sold its only remaining specialty vessel. The Level 2 fair values were determined based on ordinary liquidation value and indicative sales price.

10.

STOCKHOLDERS’ EQUITY

On March 20, 2020, SEACOR LB Holdings LLC, an indirect wholly-owned subsidiary of SEACOR Marine (“SEACOR LB Holdings”), entered into a membership interest purchase agreement with SEACOR Marine, Montco Offshore, LLC (“Montco”) and Lee Orgeron, the principal of Montco, pursuant to which SEACOR LB Holdings purchased the 28% minority equity interest in Falcon Global Holdings held by Montco in exchange for 900,000 shares of SEACOR Marine Common Stock issued to Montco as consideration in a private placement. The purchase resulted in the Company owning 100% of Falcon Global Holdings.

The Company has previously registered 2,174,000 shares of Common Stock (“Common Shares”) for issuance under the SEACOR Marine Holdings Inc. 2017 Equity Incentive Plan (the “2017 Equity Incentive

21


Plan”). The Company’s shareholders approved the SEACOR Marine Holdings Inc. 2020 Equity Incentive Plan (the “2020 Equity Incentive Plan”) at the annual meeting of shareholders held on June 9, 2020 (the “Approval Date”), which authorized the issuance of 2,080,000 Common Shares under the 2020 Equity Incentive Plan. On June 9, 2020 the Company filed a registration statement on Form S-8 with the Securities and Exchange Commission (“SEC”) with respect to the registration of 2,114,821 Common Shares, representing the 2,080,000 Common Shares approved by the Company’s shareholders for issuance under the 2020 Equity Incentive Plan, plus 24,821 Common Shares remaining available for issuance under the 2017 Equity Incentive Plan as of the Approval Date that will be available for issuance under the 2020 Equity Incentive Plan, plus Common Shares subject to awards outstanding under the 2017 Equity Incentive Plan, that pursuant to the terms of the 2017 Equity Incentive Plan and the 2020 Equity Incentive Plan, may be available for future issuance under the 2020 Equity Incentive Plan.  

 

On September 1, 2020 and September 18, 2020, 255,307 and 83,367 Warrants were exercised, respectfully, for a penny per share resulting in 1,488,292 Warrants outstanding at September 30, 2020. In connection with the exercise of Warrants on September 18, 2020, 354 Common Shares were withheld as payment for the exercise price of the exercised Warrants.

 

 

11.

NONCONTROLLING INTERESTS IN SUBSIDIARIES

Noncontrolling interests in the Company’s consolidated subsidiaries were as follows (in thousands):

 

 

 

Noncontrolling Interests

 

 

September 30, 2020

 

 

December 31, 2019

 

Falcon Global Holdings

 

0%

 

(1)

 

 

 

$

21,119

 

Other

 

1.8-3.0%

 

 

 

350

 

 

 

313

 

 

 

 

 

 

 

$

350

 

 

$

21,432

 

 

(1)

Before March 20, 2020, noncontrolling interest was 28%.

Falcon Global Holdings.  Prior to March 20, 2020, the Company held 72% of the equity interest in Falcon Global Holdings. On March 20, 2020, the Company completed the acquisition of the remaining 28% minority interest in Falcon Global Holdings, resulting in the Company’s 100% ownership of Falcon Global Holdings. Consideration paid by the Company was 900,000 shares of Common Stock issued in a private placement to the seller of the minority interest, Montco.

Prior to the acquisition of the remaining noncontrolling interest in Falcon Global Holdings the net loss attributable to Falcon Global was $16.6 million, of which $4.6 million was attributable to noncontrolling interest.

 

12.

COMMITMENTS AND CONTINGENCIES

As of September 30, 2020, the Company’s unfunded capital commitments were $13.1 million for 2 PSVs, 1CTV and miscellaneous vessel equipment. Of the amount of unfunded capital commitments, $1.5 million is payable during the remainder of 2020 and $11.6 million is payable during 2021. The Company has indefinitely deferred an additional $9.6 million of orders with respect to 1 FSV that the Company had previously reported unfunded capital commitments. 

22


In December 2015, the Brazilian Federal Revenue Office issued a tax-deficiency notice to Seabulk Offshore do Brasil Ltda, an indirect wholly-owned subsidiary of SEACOR Marine (“Seabulk Offshore do Brasil”), with respect to certain profit participation contributions (also known as “PIS”) and social security financing contributions (also known as “COFINS”) requirements alleged to be due from Seabulk Offshore do Brasil (“Deficiency Notice”) in respect of the period of January 2011 until December 2012. In January 2016, the Company administratively appealed the Deficiency Notice on the basis that, among other arguments, (i) such contributions were not applicable in the circumstances of a 70%/30% cost allocation structure, and (ii) the tax inspector had incorrectly determined that values received from outside of Brazil could not be classified as expense refunds. The initial appeal was dismissed by the Brazilian Federal Revenue Office and the Company appealed such dismissal and is currently awaiting an administrative trial. Recently, a local Brazilian law was enacted that supports the Company’s position that such contribution requirements are not applicable, but it is uncertain whether such law will be taken into consideration with respect to administrative proceedings commenced prior to the enactment of the law. Accordingly, the success of Seabulk Offshore do Brasil in the administrative proceedings cannot be assured and the matter may need to be addressed through judicial court proceedings. The potential levy arising from the Deficiency Notice is R$18.05 million based on a historical potential levy of R$12.87 million (USD $3.2 million and USD $2.3 million, respectively, based on the exchange rate as of September 30, 2020). 

As of September 30, 2020, SEACOR Holdings has guaranteed $10.4 million on behalf of the Company for performance obligations under sale-leaseback arrangements. Pursuant to a Distribution Agreement with SEACOR Holdings, SEACOR Holdings charges the Company a fee of 0.5% per annum on outstanding guaranteed amounts which declines as the obligations are settled by the Company.

In the normal course of its business, the Company becomes involved in various other litigation matters including, among others, claims by third parties for alleged property damages and personal injuries. Management has used estimates in determining the Company’s potential exposure to these matters and has recorded reserves in its financial statements related thereto where appropriate. It is possible that a change in the Company’s estimates of that exposure could occur, but the Company does not expect such changes in estimated costs would have a material effect on the Company’s consolidated financial position, results of operations or cash flows.

13.

STOCK BASED COMPENSATION

Transactions in connection with the Company’s Equity Incentive Plans during the nine months ended September 30, 2020 were as follows:

 

Restricted Stock Activity:

 

 

 

 

Outstanding as of December 31, 2019

 

 

303,609

 

Granted

 

 

289,452

 

Vested

 

 

(115,185

)

Forfeited

 

 

(8,182

)

Outstanding as of September 30, 2020

 

 

469,694

 

 

 

 

 

 

Stock Option Activity:

 

 

 

 

Outstanding as of December 31, 2019

 

 

913,569

 

Granted

 

 

261,972

 

Exercised

 

 

(20,000

)

Forfeited

 

 

(35,000

)

Outstanding as of September 30, 2020

 

 

1,120,541

 

 

For the nine months ended September 30, 2020, the Company acquired for treasury 26,097 shares of Common Stock for an aggregate purchase price of 0.2 million from its employees to cover their tax withholding obligations upon the lapsing of restrictions on share awards. These shares were purchased in accordance with the terms of the Company’s 2017 Equity Incentive Plan.

23


 

On June 9, 2020, the Company filed a registration statement on Form S-8 with the SEC pursuant to which it registered 2,114,821 Common Shares in connection with the approval by the shareholders of the Company of the 2020 Equity Incentive Plan. Refer to “Note 10. Stockholders’ Equity” for discussion of the Common Share registration under both the 2017 Equity Incentive Plan and the 2020 Equity Incentive Plan.

 

14.SEGMENT INFORMATION

The Company’s segment presentation and basis of measurement of segment profit or loss are as previously described in the 2019 Annual Report. Certain reclassifications of prior period information have been made to conform the current period’s reportable segment presentation as a result of the Company’s presentation of Discontinued Operations (see “Note 15. Discontinued Operations”). The following tables summarize the operating results, capital expenditures and assets of the Company’s reportable segments for the periods indicated (in thousands):

 

 

 

United

States

(primarily

Gulf of

Mexico)

 

 

Africa

(primarily

West

Africa)

 

 

Middle

East

and Asia

 

 

Latin

America

 

 

Europe

(primarily

North

Sea)

 

 

Total

 

For the Three Months Ended September 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

1,668

 

 

$

7,641

 

 

$

13,672

 

 

$

8,621

 

 

$

11,984

 

 

$

43,586

 

Bareboat charter

 

 

731

 

 

 

 

 

 

 

 

 

 

 

 

(55

)

 

 

676

 

Other marine services

 

 

473

 

 

 

(385

)

 

 

296

 

 

 

212

 

 

 

839

 

 

 

1,435

 

 

 

 

2,872

 

 

 

7,256

 

 

 

13,968

 

 

 

8,833

 

 

 

12,768

 

 

 

45,697

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

2,481

 

 

 

2,597

 

 

 

5,171

 

 

 

2,342

 

 

 

3,922

 

 

 

16,513

 

Repairs and maintenance

 

 

338

 

 

 

1,066

 

 

 

1,564

 

 

 

704

 

 

 

967

 

 

 

4,639

 

Drydocking

 

 

 

 

 

481

 

 

 

104

 

 

 

 

 

 

 

 

 

585

 

Insurance and loss reserves

 

 

778

 

 

 

267

 

 

 

451

 

 

 

138

 

 

 

239

 

 

 

1,873

 

Fuel, lubes and supplies

 

 

251

 

 

 

994

 

 

 

482

 

 

 

307

 

 

 

354

 

 

 

2,388

 

Other

 

 

85

 

 

 

686

 

 

 

1,771

 

 

 

444

 

 

 

144

 

 

 

3,130

 

 

 

 

3,933

 

 

 

6,091

 

 

 

9,543

 

 

 

3,935

 

 

 

5,626

 

 

 

29,128

 

Direct Vessel Profit

 

$

(1,061

)

 

$

1,165

 

 

$

4,425

 

 

$

4,898

 

 

$

7,142

 

 

 

16,569

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

716

 

 

$

430

 

 

$

46

 

 

$

9

 

 

$

189

 

 

 

1,390

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10,155

 

Depreciation and amortization

 

 

4,961

 

 

 

2,667

 

 

 

4,379

 

 

 

1,708

 

 

 

2,898

 

 

 

16,613

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

28,158

 

Loss on Asset Dispositions, Net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

233

 

Operating Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(11,356

)

24


 

 

 

 

United

States

(primarily

Gulf of

Mexico)

 

 

Africa

(primarily

West

Africa)

 

 

Middle

East

and Asia

 

 

Latin

America

 

 

Europe,

Continuing

Operations

 

 

Total

 

For the Nine Months Ended September 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

7,521

 

 

$

28,680

 

 

$

39,044

 

 

$

16,268

 

 

$

31,170

 

 

$

122,683

 

Bareboat charter

 

 

2,178

 

 

 

 

 

 

 

 

 

 

 

 

(55

)

 

 

2,123

 

Other marine services

 

 

1,628

 

 

 

(698

)

 

 

1,230

 

 

 

529

 

 

 

1,823

 

 

 

4,512

 

 

 

 

11,327

 

 

 

27,982

 

 

 

40,274

 

 

 

16,797

 

 

 

32,938

 

 

 

129,318

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

7,693

 

 

 

7,838

 

 

 

12,777

 

 

 

4,934

 

 

 

10,355

 

 

 

43,597

 

Repairs and maintenance

 

 

1,269

 

 

 

3,880

 

 

 

4,390

 

 

 

1,351

 

 

 

2,864

 

 

 

13,754

 

Drydocking

 

 

1,167

 

 

 

745

 

 

 

718

 

 

 

(114

)

 

 

 

 

 

2,516

 

Insurance and loss reserves

 

 

1,267

 

 

 

648

 

 

 

1,220

 

 

 

312

 

 

 

954

 

 

 

4,401

 

Fuel, lubes and supplies

 

 

964

 

 

 

2,193

 

 

 

2,102

 

 

 

574

 

 

 

917

 

 

 

6,750

 

Other

 

 

257

 

 

 

1,822

 

 

 

3,273

 

 

 

872

 

 

 

419

 

 

 

6,643

 

 

 

 

12,617

 

 

 

17,126

 

 

 

24,480

 

 

 

7,929

 

 

 

15,509

 

 

 

77,661

 

Direct Vessel Profit

 

$

(1,290

)

 

$

10,856

 

 

$

15,794

 

 

$

8,868

 

 

$

17,429

 

 

 

51,657

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

3,595

 

 

$

1,973

 

 

$

123

 

 

$

27

 

 

$

434

 

 

 

6,152

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

35,480

 

Depreciation and amortization

 

 

15,573

 

 

 

8,160

 

 

 

12,090

 

 

 

3,557

 

 

 

7,547

 

 

 

46,927

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

88,559

 

Gain on Asset Dispositions and Impairments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(15,792

)

Operating Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(52,694

)

As of September 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property and Equipment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Historical Cost

 

 

258,710

 

 

 

203,890

 

 

 

365,049

 

 

 

109,802

 

 

 

140,718

 

 

 

1,078,169

 

Accumulated Depreciation

 

 

(128,390

)

 

 

(57,861

)

 

 

(75,013

)

 

 

(11,545

)

 

 

(61,578

)

 

 

(334,387

)

 

 

$

130,320

 

 

$

146,029

 

 

$

290,036

��

 

$

98,257

 

 

$

79,140

 

 

$

743,782

 

Total Assets (1)

 

$

172,218

 

 

$

156,551

 

 

$

312,622

 

 

$

175,164

 

 

$

121,428

 

 

$

937,983

 

 

(1)

Total assets by region does not include corporate assets of $119,192 as of September 30, 2020.

 

25


 

 

United

States

(primarily

Gulf of

Mexico)

 

 

Africa

(primarily

West

Africa)

 

 

Middle

East

and Asia

 

 

Latin

America

 

 

Europe

(primarily

North

Sea)

 

 

Total

 

For the Three Months Ended September 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

10,914

 

 

$

11,738

 

 

$

14,798

 

 

$

1,951

 

 

$

10,346

 

 

$

49,747

 

Bareboat charter

 

 

597

 

 

 

-

 

 

 

-

 

 

 

1,168

 

 

 

-

 

 

 

1,765

 

Other marine services

 

 

838

 

 

 

129

 

 

 

414

 

 

 

221

 

 

 

1,586

 

 

 

3,188

 

 

 

 

12,349

 

 

 

11,867

 

 

 

15,212

 

 

 

3,340

 

 

 

11,932

 

 

 

54,700

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

4,353

 

 

 

3,308

 

 

 

4,023

 

 

 

846

 

 

 

3,349

 

 

 

15,879

 

Repairs and maintenance

 

 

1,508

 

 

 

1,323

 

 

 

1,387

 

 

 

298

 

 

 

979

 

 

 

5,495

 

Drydocking

 

 

547

 

 

 

(53

)

 

 

20

 

 

 

-

 

 

 

1

 

 

 

515

 

Insurance and loss reserves

 

 

371

 

 

 

230

 

 

 

333

 

 

 

31

 

 

 

233

 

 

 

1,198

 

Fuel, lubes and supplies

 

 

739

 

 

 

961

 

 

 

701

 

 

 

187

 

 

 

322

 

 

 

2,910

 

Other

 

 

88

 

 

 

499

 

 

 

567

 

 

 

(87

)

 

 

147

 

 

 

1,214

 

 

 

 

7,606

 

 

 

6,268

 

 

 

7,031

 

 

 

1,275

 

 

 

5,031

 

 

 

27,211

 

Direct Vessel Profit

 

$

4,743

 

 

$

5,599

 

 

$

8,181

 

 

$

2,065

 

 

$

6,901

 

 

$

27,489

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

2,758

 

 

$

761

 

 

$

43

 

 

$

 

 

$

591

 

 

$

4,153

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

11,462

 

Depreciation and amortization

 

 

5,634

 

 

 

2,681

 

 

 

3,914

 

 

 

1,573

 

 

 

2,289

 

 

 

16,091

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

31,706

 

Loss on Asset Dispositions, Net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

861

 

Operating Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(3,356

)

 

26


 

 

 

 

United

States

(primarily

Gulf of

Mexico)

 

 

Africa

(primarily

West

Africa)

 

 

Middle

East

and Asia

 

 

Latin

America

 

 

Europe,

Continuing

Operations

 

 

Total

 

For the Nine Months Ended September 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

31,547

 

 

$

32,911

 

 

$

40,472

 

 

$

8,919

 

 

$

23,987

 

 

$

137,836

 

Bareboat charter

 

 

830

 

 

 

 

 

 

 

 

 

3,467

 

 

 

 

 

 

4,297

 

Other

 

 

3,290

 

 

 

245

 

 

 

991

 

 

 

1,129

 

 

 

4,634

 

 

 

10,289

 

 

 

 

35,667

 

 

 

33,156

 

 

 

41,463

 

 

 

13,515

 

 

 

28,621

 

 

 

152,422

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

14,059

 

 

 

10,603

 

 

 

12,569

 

 

 

3,378

 

 

 

9,807

 

 

 

50,416

 

Repairs and maintenance

 

 

6,801

 

 

 

3,459

 

 

 

6,209

 

 

 

1,114

 

 

 

3,103

 

 

 

20,686

 

Drydocking

 

 

4,342

 

 

 

237

 

 

 

454

 

 

 

47

 

 

 

2

 

 

 

5,082

 

Insurance and loss reserves

 

 

1,804

 

 

 

682

 

 

 

1,041

 

 

 

232

 

 

 

616

 

 

 

4,375

 

Fuel, lubes and supplies

 

 

2,529

 

 

 

2,654

 

 

 

2,135

 

 

 

929

 

 

 

671

 

 

 

8,918

 

Other

 

 

291

 

 

 

3,378

 

 

 

2,460

 

 

 

994

 

 

 

1,147

 

 

 

8,270

 

 

 

 

29,826

 

 

 

21,013

 

 

 

24,868

 

 

 

6,694

 

 

 

15,346

 

 

 

97,747

 

Direct Vessel Profit, from Continuing Operations

 

$

5,841

 

 

$

12,143

 

 

$

16,595

 

 

$

6,821

 

 

$

13,275

 

 

$

54,675

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

8,611

 

 

$

2,333

 

 

$

131

 

 

$

1

 

 

$

1,513

 

 

$

12,589

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

32,798

 

Depreciation and amortization

 

 

16,473

 

 

 

7,796

 

 

 

12,437

 

 

 

5,168

 

 

 

6,726

 

 

 

48,600

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

93,987

 

Loss on Asset Dispositions and Impairments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2,719

)

Operating Loss, for Continuing Operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(42,031

)

As of September 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property and Equipment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Historical Cost

 

 

329,913

 

 

 

221,080

 

 

 

297,735

 

 

 

108,224

 

 

 

113,422

 

 

 

1,070,374

 

Accumulated Depreciation

 

 

(161,315

)

 

 

(64,748

)

 

 

(74,225

)

 

 

(50,928

)

 

 

(49,412

)

 

 

(400,628

)

 

 

$

168,598

 

 

$

156,332

 

 

$

223,510

 

 

$

57,296

 

 

$

64,010

 

 

$

669,746

 

Total Assets (1)

 

$

251,547

 

 

$

167,714

 

 

$

257,294

 

 

$

125,138

 

 

$

92,861

 

 

$

894,554

 

 

(1)

Total assets by region does not include corporate assets of $145,952 as of September 30, 2019.

 

The Company’s investments in 50% or less owned companies, which are accounted for under the equity method, also contribute to its consolidated results of operations. As of September 30, 2020, and 2019, the Company’s investments, at equity and advances to 50% or less owned companies in its other 50% or less owned companies were $88.9 million and $118.2 million, respectively. Equity in gains (losses) earnings of 50% or less owned companies for the nine months ended September 30, 2020 and 2019 were $1.5 million and ($11.9) million, respectively.

 

27


15.DISCONTINUED OPERATIONS

 

On December 2, 2019, the Company completed the sale of its North Sea standby safety business, which was previously classified as assets held for sale. Following the completion of the sale, the Company has no continuing involvement in this business, which is considered a strategic shift in the Company’s operations. Summarized selected operating result of the Company’s assets, previously classified as held for sale were as follows (in thousands):

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2019

 

 

2019

 

Boston Putford Offshore Safety Ltd

 

 

 

 

 

 

 

 

Operating Revenues:

 

 

 

 

 

 

 

 

Time charter

 

$

11,223

 

 

$

34,034

 

Other revenue

 

 

(11

)

 

 

50

 

 

 

 

11,212

 

 

 

34,084

 

Costs and Expenses:

 

 

 

 

 

 

 

 

Operating

 

 

9,847

 

 

 

27,113

 

Direct Vessel Profit

 

 

1,365

 

 

 

6,971

 

 

 

 

 

 

 

 

 

 

General and Administrative Expenses

 

 

1,047

 

 

 

3,350

 

Lease Expense

 

 

18

 

 

 

47

 

Depreciation

 

 

1,035

 

 

 

3,213

 

 

 

 

2,100

 

 

 

6,610

 

(Loss) on Asset Dispositions and Impairments, Net

 

 

-

 

 

 

91

 

Operating Income

 

 

(735

)

 

 

452

 

Other Income (Expense)

 

 

 

 

 

 

 

 

Interest income

 

 

 

 

 

10

 

Interest expense

 

 

(55

)

 

 

(184

)

Foreign currency translation loss

 

 

(42

)

 

 

(82

)

 

 

 

(97

)

 

 

(256

)

Operating Loss Before Equity Earnings of 50% or Less Owned Companies, Net of Tax

 

$

(832

)

 

$

196

 

Income Tax Expense

 

 

 

 

 

4

 

Operating Loss Before Equity Earnings of 50% or Less Owned Companies

 

$

(832

)

 

$

192

 

Loss on the Sale of Boston Putford Offshore Safety Ltd

 

 

(7,084

)

 

 

(7,084

)

Equity in Earnings of 50% or Less Owned Companies, Net of Tax

 

 

17

 

 

 

168

 

Net (Loss) Income from Discontinued Operations

 

$

(7,899

)

 

$

(6,724

)

 

28


ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Form 10-Q includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements concern management’s expectations, strategic objectives, business prospects, anticipated economic performance and financial condition and other similar matters and involve significant known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of results to differ materially from any future results, performance or achievements discussed or implied by such forward-looking statements. Certain of these risks, uncertainties and other important factors are discussed in the Risk Factors and Management’s Discussion and Analysis of Financial Condition and Results of Operations of the Company’s 2019 Annual Report and this Quarterly Report on Form 10-Q. However, it should be understood that it is not possible to identify or predict all such risks, uncertainties and factors, and others may arise from time to time.  All of these forward-looking statements constitute the Company’s cautionary statements under the Private Securities Litigation Reform Act of 1995. The words “anticipate,” “estimate,” “expect,” “project,” “intend,” “believe,” “plan,” “target,” “forecast” and similar expressions are intended to identify forward-looking statements Forward looking statements speak only as of the date of the document in which they are made. The Company disclaims any obligation or undertaking to provide any updates or revisions to any forward-looking statement to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which the forward-looking statement is based. It is advisable, however, to consult any further disclosures the Company makes on related subjects in its Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the Securities and Exchange Commission.

Overview

The following analysis of the Company’s financial condition and results of operations should be read in conjunction with the unaudited consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q, as well as Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in the 2019 Annual Report.

The Company provides global marine and support transportation services to offshore oil, natural gas exploration and windfarm development and production facilities worldwide. As of September 30, 2020, the Company and its joint ventures operated a diverse fleet of 147 support and specialty vessels, of which 105 were owned or leased-in, 39 were joint ventured and three were managed on behalf of unaffiliated third parties. The primary users of the Company’s services are major integrated oil companies, large independent oil and natural gas exploration and production companies and emerging independent companies, as well as windfarm operations and installation contractors.

The Company’s fleet features offshore support and specialty vessels that deliver cargo and personnel to offshore installations; handle anchors and mooring equipment required to tether rigs to the seabed; tow rigs and assist in placing them on location and moving them between regions; provide construction, well workover and decommissioning support; carry and launch equipment used underwater in drilling and well installation, maintenance and repair; and provide windfarm installation, maintenance and repair support. Additionally, the Company’s vessels provide accommodations for technicians and specialists, safety support and emergency response services. The Company’s fleet also features CTVs used primarily in windfarm operations.

The Company operates its fleet in five principal geographic regions: the U.S., primarily in the Gulf of Mexico; Africa, primarily in West Africa; the Middle East and Asia; Latin America, primarily in Mexico, Brazil and Guyana; and Europe, primarily in the North Sea. The Company’s vessels are highly mobile and regularly and routinely move between countries within a geographic region. In addition, the Company’s vessels are redeployed among the geographic regions, subject to flag restrictions, as changes in market conditions dictate. The number and type of vessels operated, their rates per day worked and their utilization levels are the key determinants of the Company’s operating results and cash flows. Unless a vessel is cold-stacked, there is little reduction in daily running costs for the vessels and, consequently, operating margins are most sensitive to changes in rates per day worked and utilization. The Company manages its fleet utilizing a global network of shore side support, administrative and finance personnel.

29


Certain macro drivers somewhat independent of oil and natural gas prices also have the ability to continue to support the Company’s business, including: (i) underspending by oil and gas producers during the current industry downturn leading to pent up demand for maintenance and growth capital expenditures; and (ii) improved extraction technologies. While alternative forms of energy may gain a foothold in the long term, for the foreseeable future, the Company believes demand for gasoline and oil will be sustained, as well as demand for electricity from natural gas.

Low oil prices and the subsequent decline in offshore exploration have forced many operators in the industry to restructure or liquidate assets. The Company continues to closely monitor the delivery of newly built offshore support vessels to the industry-wide fleet, which is creating situations of oversupply, thereby further lowering the demand for the Company’s existing offshore support vessel fleet. A continuation of (i) low customer exploration and drilling activity levels, and (ii) continued excess supply of offshore support vessels whether from laid up fleets or newly built vessels could, in isolation or together, have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

The Company adheres to a strategy of cold-stacking vessels (removing from active service) during periods of weak utilization in order to reduce the daily running costs of operating the fleet, primarily personnel, repairs and maintenance costs, as well as to defer some drydocking costs into future periods. The Company considers various factors in determining which vessels to cold-stack, including upcoming dates for regulatory vessel inspections and related docking requirements. The Company may maintain class certification on certain cold-stacked vessels, thereby incurring some drydocking costs while cold-stacked. Cold-stacked vessels are returned to active service when market conditions improve, or management anticipates improvement, typically leading to increased costs for drydocking, personnel, repair and maintenance in the periods immediately preceding the vessels’ return to active service. Depending on market conditions, vessels with similar characteristics and capabilities may be rotated between active service and cold-stack. On an ongoing basis, the Company reviews its cold-stacked vessels to determine if any should be designated as retired and removed from service based on the vessel’s physical condition, the expected costs to reactivate and restore class certification, if any, and its viability to operate within current and projected market conditions. As of September 30, 2020, 20 of the Company’s 105 owned and leased-in, in-service vessels were cold-stacked worldwide, and an additional two owned vessels and one leased-in vessel were retired and removed from service.

The Company’s business is, to a large extent, tied to the level of offshore exploration, development and production activity by oil and gas companies around the world. In the recent months, oil prices have experienced record declines in response to a significant amount of anticipated oversupply in oil and natural gas caused by (i) the COVID-19 pandemic that began in late 2019 and has led to a substantial decrease in global economic activity and (ii) supply decisions principally by Russia and Saudi Arabia resulting in failure to agree on terms to maintain production limits and the ensuing influx of additional oil to an already oversupplied market. These recent declines in oil and natural gas prices come on top of prices that have, for the last few years, been below historic averages. On January 2, 2020, West Texas Intermediate (“WTI”) crude oil prices closed at a price of $61.18 per barrel. On April 20, 2020, the New York Mercantile Exchange (“NYMEX”) WTI oil futures price for May 2020 went “negative” to -$37.63 per barrel. While OPEC+ members have implemented production cuts, the cuts have failed to return oil and natural gas prices to levels seen prior to the COVID-19 pandemic. On September 30, 2020, the last trading date of the third quarter of 2020, WTI crude oil prices closed at a price of $40.22 per barrel, still below historic averages. To the extent that the outbreak of COVID-19 continues to negatively impact demand, the Company expects there to be excess supply of oil and natural gas for the foreseeable future. This excess supply could, in turn, result in transportation and storage capacity constraints in the United States, or even the elimination of available storage.

The decrease in oil and natural gas prices has led to a decrease in demand for the Company’s products and services as oil and gas companies delay or otherwise reduce activity levels of offshore oil and gas projects, and to the extent that oil and gas companies decide to abandon or further delay these projects due to the lower demand for oil and natural gas and resulting lower prices, it could have a material adverse effect on the Company’s business and financial condition.

30


There are a number of steps the Company has and can take to mitigate any adverse effects to its business stemming from the COVID-19 pandemic and the resulting depressed oil and natural gas price environment, including sales of assets, workforce reductions and other cost reduction measures. In addition, as a result of the changes in the current U.S. tax law included in the CARES Act, the Company expects to receive cash tax refunds of approximately $31.2 million within the next 12 months, subject to the refund schedule of the Internal Revenue Service. These tax refunds are subject to the terms of a Tax Refund Agreement with SEACOR Holdings. As of September 30, 2020, the Tax Refund Agreement does not restrict the use of approximately $19.7 million of the refund, with the remaining approximately $11.5 million required to be deposited into an account to be used solely to satisfy certain of the Company’s obligations that remain guaranteed by SEACOR Holdings. (see “Recent Developments - Tax Refund Agreement” below).

Recent Developments

SEACOSCO Acquisition. On June 30, 2020, the Company completed the acquisition of the SEACOSCO Interests. As a result of the completion of the acquisition, the Company owns 100% of the membership interests in SEACOR Offshore Delta LLC, formerly known as SEACOSCO Offshore LLC (“SEACOR Offshore Delta”). The price paid by SEACOR Offshore Asia, a wholly-owned subsidiary of SEACOR Marine, for the membership interests was $28.2 million (the “SEACOSCO Purchase Price”), $8.4 million of which was paid to the Sellers at the closing of the transaction, with annual installment payments of $1.0 million, $2.5 million and $2.5 million payable in the first, second and third year after the signing date (the “SEACOSCO SPA Signing Date”), respectively, and the remaining $13.7 million, due four years after such signing date. The deferred portion of the SEACOSCO Purchase Price accrues interest at a fixed rate of 1.5%, 7.0%, 7.5% and 8.0% for the first through fourth years after the SEACOSCO SPA Signing Date, respectively. The SEACOSCO Sellers obtained a second lien mortgage on the SEACOR Delta PSVs to secure the payment of the deferred portion of the SEACOSCO Purchase Price, and SEACOR Marine provided a limited deficiency guarantee solely with respect to the short-fall in vessel collateral value, if any, in the event the SEACOSCO Sellers exercise their remedies under the mortgages. The SEACOR Delta PSVs were initially acquired by the SEACOR Delta SPVs pursuant to the Guangdong DPAs under which an aggregate of approximately $97.2 million was outstanding as of September 30, 2020. The Guangdong DPAs provide for amortization of the purchase price for each vessel over a period of 10 years from delivery at a floating interest rate of three-month LIBOR plus 4.0%. SEACOR Offshore Delta has taken delivery of seven of the eight SEACOR Delta PSVs, each with a 2018 or 2019 year of build, and expects to take delivery of the final SEACOR Delta PSV in 2020. The payment obligations of the SEACOR Delta SPVs under the Guangdong DPAs for each vessel is secured by a first lien mortgage on the applicable vessel and a pledge of the SEACOR Delta SPV’s equity, and SEACOR Marine provided a limited deficiency guarantee solely with respect to the short-fall in vessel collateral value, if any, in the event the COSCO (Guangdong) Shipyard exercises its remedies under the mortgages.

Tax Refund Agreement. On June 26, 2020, the Company entered into the Tax Refund Agreement with SEACOR Holdings. The Tax Refund Agreement will enable the Company to utilize NOLs generated in 2018 and 2019 to claim refunds for tax years prior to the Company’s spin-off from SEACOR Holdings in 2017 (at which time the Company was included in SEACOR Holdings consolidated tax returns) that are now permitted to be carried back pursuant to the provisions of the CARES Act and for which SEACOR Holdings needs to claim the refund on behalf of the Company. As a result, the Company expects to receive cash tax refunds of approximately $31.2 million within the next 12 months, subject to the refund schedule of the Internal Revenue Service. The Internal Revenue Service has been recently experiencing delays in processing refund claims due in part to the COVID-19 pandemic.

 

31


SEACOR Holdings will retain certain of the funds to facilitate tax savings realized by SEACOR Holdings of no less than 35% of the amount of its own 2019 NOLs. The $31.2 million of refunds the Company expects to receive is net of these holdbacks. Additionally, a $3.0 million transaction fee was paid to SEACOR Holdings concurrently with the signing of the agreement as consideration for its cooperation in connection with the filing of the applicable tax refund returns. As of September 30, 2020, the Tax Refund Agreement does not restrict the use of approximately $19.7 million of the refund, with the remaining approximately $11.5 million required to be deposited into an account to be used solely to satisfy certain of the Company’s obligations that remain guaranteed by SEACOR Holdings. These obligations primarily relate to vessel operating leases of approximately $10.4 million as of September 30, 2020. Two of these vessel operating leases expire in the fourth quarter of 2020, with the remaining three vessel operating leases that SEACOR Holdings guarantees expiring in 2021.

Amendment to SEACOR Marine Foreign Holdings Credit Facility. On June 29, 2020, SEACOR Marine, SMFH, and certain vessel-owning subsidiaries of SEACOR Marine, entered into the SMFH Credit Facility Amendment to that certain SMFH Credit Facility. The SMFH Credit Facility Amendment provides for, among other things, (i) the modification of certain financial maintenance and restrictive covenants contained in the SMFH Credit Facility or the guaranty provided by SEACOR Marine with respect thereto, including with respect to EBITDA coverage ratios, mandatory prepayment events, and the exclusion of certain indebtedness associated with the acquisition by SEACOR Marine, through an indirect wholly-owned subsidiary, of the SEACOSCO Interests, and (ii) the placement of mortgages on two additional vessels owned by vessel-owning subsidiaries of SEACOR Marine as security for the indebtedness under the SMFH Credit Facility.

Amendment of FGUSA Credit Facility. On February 7, 2020, SEACOR Marine, FGUSA, and certain subsidiaries of FGUSA, entered into an FGUSA Omnibus Amendment to that certain (i) FGUSA Credit Facility and (ii) FGUSA Guaranty. The FGUSA Omnibus Amendment provides for, among other things (i) the extension from March 2020 to March 2021 of the commencement of monthly repayment of the term loan, with payments being the lesser of (a) $0.8 million per month and (b) the amount outstanding under the term loan and (ii) the extension of the term of the FGUSA Guaranty for an additional one year from February 8, 2020 to February 8, 2021.

On April 29, 2020, FGUSA and certain subsidiaries of FGUSA, entered into the FGUSA Sixth Consent and Agreement, which provides that, among other things, (i) the deadline for delivery of the FGUSA 2019 Audited Financial Statements is extended from April 29, 2020 to May 31, 2020, (ii) the FGUSA 2019 Audited Financial Statements are not required to be without a “going concern” or like qualification, commentary or exception, and (iii) the deadline for delivery of certain physical vessel appraisals is extended to December 31, 2020.

Costs and Restructuring Initiatives. In the third quarter of 2020, the Company completed certain cost reduction initiatives to better align the Company’s operating expenses with the current state of its business as well as the offshore marine industry which it began in the third quarter of 2019, including a reduction of workforce, reorganization of the Company’s management structure, closure and/or consolidation of certain facilities and streamlining of operations. These initiatives impacted all of the Company’s reportable segments in the third quarter of 2020 and are expected to result in annualized recurring savings of at least $8.0 million once completed. For the nine months ended September 30, 2020, the Company incurred one-time restructuring charges totaling $1.2 million related to these restructuring activities. Management continues to focus on optimizing the cost structure and regional footprint of the business to help maintain the Company’s competitiveness in the industry, improve its operating leverage and position itself to take advantage of market opportunities.

 

32


Consolidated Results of Operations

The sections below provide an analysis of the Company’s results of operations for the nine months (“Current Year Quarter”) ended September 30, 2020 compared with the nine months (“Prior Year Quarter”) ended September 30, 2019. For the periods indicated, the Company’s consolidated results of operations were as follows (in thousands, except statistics): 

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Rates Per Day Worked (excluding crew transfer)

 

$

11,323

 

 

 

 

 

 

$

10,946

 

 

 

 

 

 

$

11,168

 

 

 

 

 

 

$

10,387

 

 

 

 

 

Average Rates Per Day

 

$

6,656

 

 

 

 

 

 

$

6,981

 

 

 

 

 

 

$

6,808

 

 

 

 

 

 

$

6,970

 

 

 

 

 

Fleet Utilization (excluding crew transfer)

 

 

54

%

 

 

 

 

 

 

64

%

 

 

 

 

 

 

56

%

 

 

 

 

 

 

60

%

 

 

 

 

Fleet Utilization

 

 

70

%

 

 

 

 

 

 

74

%

 

 

 

 

 

 

67

%

 

 

 

 

 

 

67

%

 

 

 

 

Fleet Available Days (excluding crew transfer)

 

 

5,715

 

 

 

 

 

 

 

6,048

 

 

 

 

 

 

 

16,092

 

 

 

 

 

 

 

19,034

 

 

 

 

 

Fleet Available Days

 

 

9,379

 

 

 

 

 

 

 

9,578

 

 

 

 

 

 

 

26,735

 

 

 

 

 

 

 

29,484

 

 

 

 

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

43,586

 

 

 

95

%

 

$

49,747

 

 

 

91

%

 

$

122,683

 

 

 

95

%

 

$

137,836

 

 

 

90

%

Bareboat charter

 

 

676

 

 

 

1

%

 

 

1,765

 

 

 

3

%

 

 

2,123

 

 

 

2

%

 

 

4,297

 

 

 

3

%

Other marine services

 

 

1,435

 

 

 

3

%

 

 

3,188

 

 

 

6

%

 

 

4,512

 

 

 

3

%

 

 

10,289

 

 

 

7

%

 

 

 

45,697

 

 

 

100

%

 

 

54,700

 

 

 

100

%

 

 

129,318

 

 

 

100

%

 

 

152,422

 

 

 

100

%

Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

16,513

 

 

 

36

%

 

 

15,879

 

 

 

29

%

 

 

43,597

 

 

 

34

%

 

 

50,416

 

 

 

33

%

Repairs and maintenance

 

 

4,639

 

 

 

10

%

 

 

5,495

 

 

 

10

%

 

 

13,754

 

 

 

11

%

 

 

20,686

 

 

 

14

%

Drydocking

 

 

585

 

 

 

1

%

 

 

515

 

 

 

1

%

 

 

2,516

 

 

 

2

%

 

 

5,082

 

 

 

3

%

Insurance and loss reserves

 

 

1,873

 

 

 

4

%

 

 

1,198

 

 

 

2

%

 

 

4,401

 

 

 

3

%

 

 

4,375

 

 

 

3

%

Fuel, lubes and supplies

 

 

2,388

 

 

 

5

%

 

 

2,910

 

 

 

5

%

 

 

6,750

 

 

 

5

%

 

 

8,918

 

 

 

6

%

Other

 

 

3,130

 

 

 

7

%

 

 

1,214

 

 

 

2

%

 

 

6,643

 

 

 

5

%

 

 

8,270

 

 

 

5

%

 

 

 

29,128

 

 

 

64

%

 

 

27,211

 

 

 

50

%

 

 

77,661

 

 

 

60

%

 

 

97,747

 

 

 

64

%

Administrative and general

 

 

10,155

 

 

 

22

%

 

 

11,462

 

 

 

21

%

 

 

35,480

 

 

 

27

%

 

 

32,798

 

 

 

22

%

Depreciation and amortization

 

 

16,613

 

 

 

36

%

 

 

16,091

 

 

 

29

%

 

 

46,927

 

 

 

36

%

 

 

48,600

 

 

 

32

%

Lease expense - operating

 

 

1,390

 

 

 

3

%

 

 

4,153

 

 

 

8

%

 

 

6,152

 

 

 

4

%

 

 

12,589

 

 

 

8

%

 

 

 

57,286

 

 

 

125

%

 

 

58,917

 

 

 

108

%

 

 

166,220

 

 

 

129

%

 

 

191,734

 

 

 

126

%

Loss on Asset Dispositions and Impairments, Net

 

 

233

 

 

 

1

%

 

 

861

 

 

 

2

%

 

 

(15,792

)

 

 

(12

)%

 

 

(2,719

)

 

 

%

Operating Loss

 

 

(11,356

)

 

 

(25

%)

 

 

(3,356

)

 

 

(6

%)

 

 

(52,694

)

 

 

(41

)%

 

 

(42,031

)

 

 

(26

)%

Other Expense, Net

 

 

(9,407

)

 

 

(21

%)

 

 

(4,384

)

 

 

(8

%)

 

 

(17,767

)

 

 

(14

)%

 

 

(21,750

)

 

 

(14

)%

Loss Before from Continuing Operations Before Income Tax Benefit and Equity in Earnings of 50% or Less Owned Companies

 

 

(20,763

)

 

 

(45

%)

 

 

(7,740

)

 

 

(14

%)

 

 

(70,461

)

 

 

(55

)%

 

 

(63,781

)

 

 

(40

)%

Income Tax Benefit

 

 

(3,119

)

 

 

(7

%)

 

 

1,277

 

 

 

2

%

 

 

(24,868

)

 

 

(19

)%

 

 

(5,606

)

 

 

(3

)%

Loss from Continuing Operations Before Equity in Earnings of 50% or Less Owned Companies

 

 

(17,644

)

 

 

(39

%)

 

 

(9,017

)

 

 

(16

%)

 

 

(45,593

)

 

 

(36

)%

 

 

(58,175

)

 

 

(37

)%

Equity in Gains (Losses) of 50% or Less Owned Companies

 

 

(433

)

 

 

(1

%)

 

 

(1,325

)

 

 

(2

%)

 

 

1,458

 

 

 

1

%

 

 

(11,879

)

 

 

(8

)%

Loss from Continuing Operations

 

 

(18,077

)

 

 

(40

%)

 

 

(10,342

)

 

 

(19

%)

 

 

(44,135

)

 

 

(35

)%

 

 

(70,054

)

 

 

(45

)%

Income from discontinued operations, Net of Tax

 

 

 

 

 

%

 

 

(7,899

)

 

 

(14

%)

 

 

-

 

 

 

0

%

 

 

(6,724

)

 

 

(5

)%

Net Loss

 

 

(18,077

)

 

 

(40

%)

 

 

(18,241

)

 

 

(33

%)

 

 

(44,135

)

 

 

(35

)%

 

 

(76,778

)

 

 

(49

)%

Net Gain (Loss) attributable to Noncontrolling Interests in Subsidiaries

 

 

4

 

 

 

0

%

 

 

204

 

 

 

0

%

 

 

(4,036

)

 

 

(3

)%

 

 

(4,395

)

 

 

(3

)%

Net Loss attributable to SEACOR Marine Holdings Inc.

 

$

(18,081

)

 

 

(40

%)

 

$

(18,445

)

 

 

(34

%)

 

$

(40,099

)

 

 

(32

)%

 

$

(72,383

)

 

 

(47

)%

 

Direct Vessel Profit. Direct vessel profit (defined as operating revenues less operating expenses excluding leased-in equipment, “DVP”) is the Company’s measure of segment profitability when applied to reportable segments and a non-GAAP measure when applied to individual vessels, fleet categories or the combined fleet. DVP is a critical financial measure used by the Company to analyze and compare the operating performance of its individual vessels, fleet categories, regions and combined fleet, without regard to financing decisions (depreciation and interest expense for owned vessel vs. lease expense for leased-in vessels). DVP is also useful when comparing the Company’s fleet’s performance against those of its competitors who may have differing fleet financing structures.

33


DVP by region and by vessel class has material limitations as an analytical tool in that it does not reflect all of the costs associated with the operation of the Company’s fleet and it should not be considered in isolation or used as a substitute for the Company’s results as reported under GAAP. A reconciliation of DVP by region and by vessel class to operating loss, its most comparable GAAP measure, is included in the tables below.

The following tables summarize the operating results and property and equipment for the Company’s reportable segments for the periods indicated (in thousands, except statistics):

 

 

 

 

United

States

(primarily

Gulf of

Mexico)

 

 

Africa

(primarily

West

Africa)

 

 

Middle

East

and Asia

 

 

Latin

America

 

 

Europe,

Continuing

Operations

 

 

Total

 

For the Three Months Ended September 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Rates Per Day

 

$

19,397

 

 

$

8,364

 

 

$

9,670

 

 

$

13,355

 

 

$

3,434

 

 

$

6,656

 

Fleet Utilization

 

 

5

%

 

 

71

%

 

 

78

%

 

 

99

%

 

 

93

%

 

 

70

%

Fleet Available Days

 

 

1,871

 

 

 

1,288

 

 

 

1,809

 

 

 

655

 

 

 

3,756

 

 

 

9,379

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

1,668

 

 

$

7,641

 

 

$

13,672

 

 

$

8,621

 

 

$

11,984

 

 

$

43,586

 

Bareboat charter

 

 

731

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(55

)

 

 

676

 

Other marine services

 

 

473

 

 

 

(385

)

 

 

296

 

 

 

212

 

 

 

839

 

 

 

1,435

 

 

 

 

2,872

 

 

 

7,256

 

 

 

13,968

 

 

 

8,833

 

 

 

12,768

 

 

 

45,697

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

2,481

 

 

 

2,597

 

 

 

5,171

 

 

 

2,342

 

 

 

3,922

 

 

 

16,513

 

Repairs and maintenance

 

 

338

 

 

 

1,066

 

 

 

1,564

 

 

 

704

 

 

 

967

 

 

 

4,639

 

Drydocking

 

 

-

 

 

 

481

 

 

 

104

 

 

 

-

 

 

 

-

 

 

 

585

 

Insurance and loss reserves

 

 

778

 

 

 

267

 

 

 

451

 

 

 

138

 

 

 

239

 

 

 

1,873

 

Fuel, lubes and supplies

 

 

251

 

 

 

994

 

 

 

482

 

 

 

307

 

 

 

354

 

 

 

2,388

 

Other

 

 

85

 

 

 

686

 

 

 

1,771

 

 

 

444

 

 

 

144

 

 

 

3,130

 

 

 

 

3,933

 

 

 

6,091

 

 

 

9,543

 

 

 

3,935

 

 

 

5,626

 

 

 

29,128

 

Direct Vessel Profit

 

$

(1,061

)

 

$

1,165

 

 

$

4,425

 

 

$

4,898

 

 

$

7,142

 

 

 

16,569

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

716

 

 

$

430

 

 

$

46

 

 

$

9

 

 

$

189

 

 

 

1,390

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10,155

 

Depreciation and amortization

 

 

4,961

 

 

 

2,667

 

 

 

4,379

 

 

 

1,708

 

 

 

2,898

 

 

 

16,613

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

28,158

 

Loss on Asset Dispositions and Impairments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

233

 

Operating Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(11,356

)

34


 

 

 

 

 

United

States

(primarily

Gulf of

Mexico)

 

 

Africa

(primarily

West

Africa)

 

 

Middle

East

and Asia

 

 

Latin

America

 

 

Europe,

Continuing

Operations

 

 

Total

 

For the Nine Months Ended September 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Rates Per Day

 

$

19,317

 

 

$

8,912

 

 

$

9,852

 

 

$

11,601

 

 

$

3,445

 

 

$

6,808

 

Fleet Utilization

 

 

7

%

 

 

82

%

 

 

78

%

 

 

97

%

 

 

85

%

 

 

67

%

Fleet Available Days

 

 

5,578

 

 

 

3,938

 

 

 

5,092

 

 

 

1,452

 

 

 

10,675

 

 

 

26,735

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

7,521

 

 

$

28,680

 

 

$

39,044

 

 

$

16,268

 

 

$

31,170

 

 

$

122,683

 

Bareboat charter

 

 

2,178

 

 

 

 

 

 

 

 

 

 

 

 

(55

)

 

 

2,123

 

Other marine services

 

 

1,628

 

 

 

(698

)

 

 

1,230

 

 

 

529

 

 

 

1,823

 

 

 

4,512

 

 

 

 

11,327

 

 

 

27,982

 

 

 

40,274

 

 

 

16,797

 

 

 

32,938

 

 

 

129,318

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

7,693

 

 

 

7,838

 

 

 

12,777

 

 

 

4,934

 

 

 

10,355

 

 

 

43,597

 

Repairs and maintenance

 

 

1,269

 

 

 

3,880

 

 

 

4,390

 

 

 

1,351

 

 

 

2,864

 

 

 

13,754

 

Drydocking

 

 

1,167

 

 

 

745

 

 

 

718

 

 

 

(114

)

 

 

 

 

 

2,516

 

Insurance and loss reserves

 

 

1,267

 

 

 

648

 

 

 

1,220

 

 

 

312

 

 

 

954

 

 

 

4,401

 

Fuel, lubes and supplies

 

 

964

 

 

 

2,193

 

 

 

2,102

 

 

 

574

 

 

 

917

 

 

 

6,750

 

Other

 

 

257

 

 

 

1,822

 

 

 

3,273

 

 

 

872

 

 

 

419

 

 

 

6,643

 

 

 

 

12,617

 

 

 

17,126

 

 

 

24,480

 

 

 

7,929

 

 

 

15,509

 

 

 

77,661

 

Direct Vessel Profit, from Continuing Operations

 

$

(1,290

)

 

$

10,856

 

 

$

15,794

 

 

$

8,868

 

 

$

17,429

 

 

 

51,657

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

3,595

 

 

$

1,973

 

 

$

123

 

 

$

27

 

 

$

434

 

 

 

6,152

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

35,480

 

Depreciation and amortization

 

 

15,573

 

 

 

8,160

 

 

 

12,090

 

 

 

3,557

 

 

 

7,547

 

 

 

46,927

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

88,559

 

Loss on Asset Dispositions and Impairments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(15,792

)

Operating Loss, for Continuing Operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(52,694

)

As of September 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property and Equipment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Historical cost

 

$

258,710

 

 

$

203,890

 

 

$

365,049

 

 

$

109,802

 

 

$

140,718

 

 

$

1,078,169

 

Accumulated depreciation

 

 

(128,390

)

 

 

(57,861

)

 

 

(75,013

)

 

 

(11,545

)

 

 

(61,578

)

 

 

(334,387

)

 

 

$

130,320

 

 

$

146,029

 

 

$

290,036

 

 

$

98,257

 

 

$

79,140

 

 

$

743,782

 

Total Assets (1)

 

$

172,218

 

 

$

156,551

 

 

$

312,622

 

 

$

175,164

 

 

$

121,428

 

 

$

937,983

 

 

(1)

Total assets by region does not include corporate assets of $119,192 as of September 30, 2020.

35


 

 

 

 

United

States

(primarily

Gulf of

Mexico)

 

 

Africa

(primarily

West

Africa)

 

 

Middle

East

and Asia

 

 

Latin

America

 

 

Europe,

Continuing

Operations

 

 

Total

 

For the Three Months Ended September 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Rates Per Day

 

$

17,851

 

 

$

9,316

 

 

$

8,795

 

 

$

6,867

 

 

$

3,146

 

 

$

6,981

 

Fleet Utilization

 

 

26

%

 

 

91

%

 

 

83

%

 

 

71

%

 

 

96

%

 

 

74

%

Fleet Available Days

 

 

2,340

 

 

 

1,380

 

 

 

2,020

 

 

 

399

 

 

 

3,439

 

 

 

9,578

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

10,914

 

 

$

11,738

 

 

$

14,798

 

 

$

1,951

 

 

$

10,346

 

 

$

49,747

 

Bareboat charter

 

 

597

 

 

 

 

 

 

 

 

 

1,168

 

 

 

 

 

 

1,765

 

Other

 

 

838

 

 

 

129

 

 

 

414

 

 

 

221

 

 

 

1,586

 

 

 

3,188

 

 

 

 

12,349

 

 

 

11,867

 

 

 

15,212

 

 

 

3,340

 

 

 

11,932

 

 

 

54,700

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

4,353

 

 

 

3,308

 

 

 

4,023

 

 

 

846

 

 

 

3,349

 

 

 

15,879

 

Repairs and maintenance

 

 

1,508

 

 

 

1,323

 

 

 

1,387

 

 

 

298

 

 

 

979

 

 

 

5,495

 

Drydocking

 

 

547

 

 

 

(53

)

 

 

20

 

 

 

 

 

 

1

 

 

 

515

 

Insurance and loss reserves

 

 

371

 

 

 

230

 

 

 

333

 

 

 

31

 

 

 

233

 

 

 

1,198

 

Fuel, lubes and supplies

 

 

739

 

 

 

961

 

 

 

701

 

 

 

187

 

 

 

322

 

 

 

2,910

 

Other

 

 

88

 

 

 

499

 

 

 

567

 

 

 

(87

)

 

 

147

 

 

 

1,214

 

 

 

 

7,606

 

 

 

6,268

 

 

 

7,031

 

 

 

1,275

 

 

 

5,031

 

 

 

27,211

 

Direct Vessel Profit, from Continuing Operations

 

$

4,743

 

 

$

5,599

 

 

$

8,181

 

 

$

2,065

 

 

$

6,901

 

 

 

27,489

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

2,758

 

 

$

761

 

 

$

43

 

 

$

 

 

$

591

 

 

 

4,153

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

11,462

 

Depreciation and amortization

 

 

5,634

 

 

 

2,681

 

 

 

3,914

 

 

 

1,573

 

 

 

2,289

 

 

 

16,091

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

31,706

 

Loss on Asset Dispositions and Impairments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

861

 

Operating Loss, for Continuing Operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(3,356

)

36


 

 

 

United

States

(primarily

Gulf of

Mexico)

 

 

Africa

(primarily

West

Africa)

 

 

Middle

East

and Asia

 

 

Latin

America

 

 

Europe,

Continuing

Operations

 

 

Total

 

For the Nine Months Ended September 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Rates Per Day

 

$

13,924

 

 

$

9,378

 

 

$

8,462

 

 

$

9,704

 

 

$

2,890

 

 

$

6,970

 

Fleet Utilization

 

 

29

%

 

 

87

%

 

 

78

%

 

 

69

%

 

 

81

%

 

 

67

%

Fleet Available Days

 

 

7,707

 

 

 

4,058

 

 

 

6,107

 

 

 

1,340

 

 

 

10,272

 

 

 

29,484

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

31,547

 

 

$

32,911

 

 

$

40,472

 

 

$

8,919

 

 

$

23,987

 

 

$

137,836

 

Bareboat charter

 

 

830

 

 

 

 

 

 

 

 

 

3,467

 

 

 

 

 

 

4,297

 

Other

 

 

3,290

 

 

 

245

 

 

 

991

 

 

 

1,129

 

 

 

4,634

 

 

 

10,289

 

 

 

 

35,667

 

 

 

33,156

 

 

 

41,463

 

 

 

13,515

 

 

 

28,621

 

 

 

152,422

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

14,059

 

 

 

10,603

 

 

 

12,569

 

 

 

3,378

 

 

 

9,807

 

 

 

50,416

 

Repairs and maintenance

 

 

6,801

 

 

 

3,459

 

 

 

6,209

 

 

 

1,114

 

 

 

3,103

 

 

 

20,686

 

Drydocking

 

 

4,342

 

 

 

237

 

 

 

454

 

 

 

47

 

 

 

2

 

 

 

5,082

 

Insurance and loss reserves

 

 

1,804

 

 

 

682

 

 

 

1,041

 

 

 

232

 

 

 

616

 

 

 

4,375

 

Fuel, lubes and supplies

 

 

2,529

 

 

 

2,654

 

 

 

2,135

 

 

 

929

 

 

 

671

 

 

 

8,918

 

Other

 

 

291

 

 

 

3,378

 

 

 

2,460

 

 

 

994

 

 

 

1,147

 

 

 

8,270

 

 

 

 

29,826

 

 

 

21,013

 

 

 

24,868

 

 

 

6,694

 

 

 

15,346

 

 

 

97,747

 

Direct Vessel Profit, from Continuing Operations

 

$

5,841

 

 

$

12,143

 

 

$

16,595

 

 

$

6,821

 

 

$

13,275

 

 

 

54,675

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

8,611

 

 

$

2,333

 

 

$

131

 

 

$

1

 

 

$

1,513

 

 

 

12,589

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

32,798

 

Depreciation and amortization

 

 

16,473

 

 

 

7,796

 

 

 

12,437

 

 

 

5,168

 

 

 

6,726

 

 

 

48,600

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

93,987

 

Loss on Asset Dispositions and Impairments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2,719

)

Operating Loss, for Continuing Operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(42,031

)

As of September 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property and Equipment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Historical cost

 

$

329,913

 

 

$

221,080

 

 

$

297,735

 

 

$

108,224

 

 

$

113,422

 

 

$

1,070,374

 

Accumulated depreciation

 

 

(161,315

)

 

 

(64,748

)

 

 

(74,225

)

 

 

(50,928

)

 

 

(49,412

)

 

 

(400,628

)

 

 

$

168,598

 

 

$

156,332

 

 

$

223,510

 

 

$

57,296

 

 

$

64,010

 

 

$

669,746

 

Total Assets(1)

 

$

251,547

 

 

$

167,714

 

 

$

257,294

 

 

$

125,138

 

 

$

92,861

 

 

$

894,554

 

 

(1)

Total assets by region does not include corporate assets of $145,952 as of September 30, 2019.

37


For additional information, the following tables summarize the world-wide operating results and property and equipment for each of the Company’s vessel classes for the periods indicated (in thousands, except statistics):

 

 

 

 

Anchor

handling

towing

supply

 

 

Fast

support

 

 

Supply

 

 

Specialty

 

 

Liftboats

 

 

Crew

Transfer

 

 

Other

activity

 

 

Total

 

For the Three Months Ended September 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Rates Per Day

 

$

7,388

 

 

$

8,421

 

 

$

11,355

 

 

$

 

 

$

27,947

 

 

$

2,565

 

 

$

 

 

$

6,656

 

Fleet Utilization

 

 

54

%

 

 

63

%

 

 

74

%

 

 

%

 

 

23

%

 

 

95

%

 

 

%

 

 

70

%

Fleet Available Days

 

 

644

 

 

 

2,300

 

 

 

1,257

 

 

 

42

 

 

 

1,472

 

 

 

3,664

 

 

 

 

 

 

9,379

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

2,564

 

 

$

12,212

 

 

$

10,541

 

 

$

 

 

$

9,319

 

 

$

8,950

 

 

$

 

 

$

43,586

 

Bareboat charter

 

 

 

 

 

731

 

 

 

(55

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

676

 

Other marine services

 

 

(147

)

 

 

(256

)

 

 

92

 

 

 

 

 

 

316

 

 

 

710

 

 

 

720

 

 

 

1,435

 

 

 

 

2,417

 

 

 

12,687

 

 

 

10,578

 

 

 

 

 

 

9,635

 

 

 

9,660

 

 

 

720

 

 

 

45,697

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

950

 

 

 

4,180

 

 

 

3,821

 

 

 

 

 

 

3,963

 

 

 

3,184

 

 

 

415

 

 

 

16,513

 

Repairs and maintenance

 

 

432

 

 

 

1,642

 

 

 

968

 

 

 

35

 

 

 

624

 

 

 

891

 

 

 

47

 

 

 

4,639

 

Drydocking

 

 

(2

)

 

 

587

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

585

 

Insurance and loss reserves

 

 

139

 

 

 

353

 

 

 

230

 

 

 

13

 

 

 

1,055

 

 

 

109

 

 

 

(26

)

 

 

1,873

 

Fuel, lubes and supplies

 

 

148

 

 

 

976

 

 

 

601

 

 

 

(8

)

 

 

370

 

 

 

263

 

 

 

38

 

 

 

2,388

 

Other

 

 

370

 

 

 

1,489

 

 

 

1,022

 

 

 

32

 

 

 

538

 

 

 

80

 

 

 

(401

)

 

 

3,130

 

 

 

 

2,037

 

 

 

9,227

 

 

 

6,642

 

 

 

72

 

 

 

6,550

 

 

 

4,527

 

 

 

73

 

 

 

29,128

 

Direct Vessel Profit (Loss)

 

$

380

 

 

$

3,460

 

 

$

3,936

 

 

$

(72

)

 

$

3,085

 

 

$

5,133

 

 

$

647

 

 

$

16,569

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

505

 

 

$

351

 

 

$

 

 

$

 

 

$

31

 

 

$

107

 

 

$

396

 

 

$

1,390

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10,155

 

Depreciation and amortization

 

 

495

 

 

 

5,105

 

 

 

2,673

 

 

 

27

 

 

 

5,980

 

 

 

1,766

 

 

 

567

 

 

 

16,613

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

28,158

 

Loss on Asset Dispositions and Impairments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

233

 

Operating Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(11,356

)

 

38


 

 

 

Anchor

handling

towing

supply

 

 

Fast

support

 

 

Supply

 

 

Specialty

 

 

Liftboats

 

 

Crew

Transfer

 

 

Other

activity

 

 

Total

 

For the Nine Months Ended September 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Rates Per Day

 

$

7,892

 

 

$

8,498

 

 

$

9,816

 

 

$

 

 

$

26,686

 

 

$

2,484

 

 

$

 

 

$

6,808

 

Fleet Utilization

 

 

45

%

 

 

71

%

 

 

77

%

 

 

%

 

 

28

%

 

 

85

%

 

 

%

 

 

67

%

Fleet Available Days

 

 

2,020

 

 

 

7,247

 

 

 

2,217

 

 

 

224

 

 

 

4,384

 

 

 

10,643

 

 

 

 

 

 

26,735

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

7,202

 

 

$

43,574

 

 

$

16,774

 

 

$

 

 

$

32,659

 

 

$

22,474

 

 

$

 

 

$

122,683

 

Bareboat charter

 

 

 

 

 

2,178

 

 

 

(55

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,123

 

Other marine services

 

 

275

 

 

 

(983

)

 

 

(30

)

 

 

 

 

 

872

 

 

 

1,573

 

 

 

2,805

 

 

 

4,512

 

 

 

 

7,477

 

 

 

44,769

 

 

 

16,689

 

 

 

 

 

 

33,531

 

 

 

24,047

 

 

 

2,805

 

 

 

129,318

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

2,695

 

 

 

13,005

 

 

 

6,618

 

 

 

13

 

 

 

11,605

 

 

 

8,497

 

 

 

1,164

 

 

 

43,597

 

Repairs and maintenance

 

 

1,519

 

 

 

5,842

 

 

 

1,691

 

 

 

92

 

 

 

1,681

 

 

 

2,701

 

 

 

228

 

 

 

13,754

 

Drydocking

 

 

1

 

 

 

897

 

 

 

197

 

 

 

 

 

 

1,418

 

 

 

3

 

 

 

 

 

 

2,516

 

Insurance and loss reserves

 

 

343

 

 

 

989

 

 

 

403

 

 

 

49

 

 

 

2,627

 

 

 

308

 

 

 

(318

)

 

 

4,401

 

Fuel, lubes and supplies

 

 

532

 

 

 

3,060

 

 

 

939

 

 

 

12

 

 

 

1,203

 

 

 

723

 

 

 

281

 

 

 

6,750

 

Other

 

 

970

 

 

 

3,692

 

 

 

1,665

 

 

 

200

 

 

 

904

 

 

 

281

 

 

 

(1,069

)

 

 

6,643

 

 

 

 

6,060

 

 

 

27,485

 

 

 

11,513

 

 

 

366

 

 

 

19,438

 

 

 

12,513

 

 

 

286

 

 

 

77,661

 

Direct Vessel Profit (Loss)

 

$

1,417

 

 

$

17,284

 

 

$

5,176

 

 

$

(366

)

 

$

14,093

 

 

$

11,534

 

 

$

2,519

 

 

$

51,657

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

2,239

 

 

$

1,055

 

 

$

 

 

$

 

 

$

1,572

 

 

$

174

 

 

$

1,112

 

 

$

6,152

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

35,480

 

Depreciation and amortization

 

 

1,556

 

 

 

15,628

 

 

 

4,460

 

 

 

282

 

 

 

18,189

 

 

 

5,120

 

 

 

1,692

 

 

 

46,927

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

88,559

 

Loss on Asset Dispositions and Impairments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(15,792

)

Operating Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(52,694

)

As of September 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property and Equipment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Historical cost

 

$

50,189

 

 

$

378,387

 

 

$

216,769

 

 

$

 

 

$

323,145

 

 

$

85,308

 

 

$

24,371

 

 

$

1,078,169

 

Accumulated depreciation

 

 

(31,284

)

 

 

(102,455

)

 

 

(12,931

)

 

 

 

 

 

(111,355

)

 

 

(57,484

)

 

 

(18,878

)

 

 

(334,387

)

 

 

$

18,905

 

 

$

275,932

 

 

$

203,838

 

 

$

 

 

$

211,790

 

 

$

27,824

 

 

$

5,493

 

 

$

743,782

 

 

39


 

 

 

Anchor

handling

towing

supply

 

 

Fast

support

 

 

Supply

 

 

Specialty

 

 

Liftboats

 

 

Crew

Transfer

 

 

Other

activity

 

 

Total

 

For the Three Months Ended September 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Rates Per Day

 

$

7,790

 

 

$

8,133

 

 

$

6,755

 

 

$

 

 

$

26,172

 

 

$

2,220

 

 

$

 

 

$

6,981

 

Fleet Utilization

 

 

53

%

 

 

78

%

 

 

96

%

 

 

%

 

 

39

%

 

 

92

%

 

 

%

 

 

74

%

Fleet Available Days

 

 

736

 

 

 

3,156

 

 

 

398

 

 

 

92

 

 

 

1,665

 

 

 

3,531

 

 

 

 

 

 

9,578

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

3,059

 

 

$

20,079

 

 

$

2,589

 

 

$

 

 

$

16,830

 

 

$

7,190

 

 

$

 

 

$

49,747

 

Bareboat charter

 

 

 

 

 

597

 

 

 

1,168

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,765

 

Other marine services

 

 

365

 

 

 

(200

)

 

 

863

 

 

 

 

 

 

795

 

 

 

577

 

 

 

788

 

 

 

3,188

 

 

 

 

3,424

 

 

 

20,476

 

 

 

4,620

 

 

 

 

 

 

17,625

 

 

 

7,767

 

 

 

788

 

 

 

54,700

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

1,418

 

 

 

5,486

 

 

 

1,266

 

 

 

13

 

 

 

4,824

 

 

 

2,432

 

 

 

440

 

 

 

15,879

 

Repairs and maintenance

 

 

524

 

 

 

2,204

 

 

 

276

 

 

 

1

 

 

 

1,656

 

 

 

775

 

 

 

59

 

 

 

5,495

 

Drydocking

 

 

8

 

 

 

(27

)

 

 

1

 

 

 

 

 

 

532

 

 

 

 

 

 

1

 

 

 

515

 

Insurance and loss reserves

 

 

179

 

 

 

347

 

 

 

66

 

 

 

18

 

 

 

484

 

 

 

113

 

 

 

(9

)

 

 

1,198

 

Fuel, lubes and supplies

 

 

252

 

 

 

1,395

 

 

 

205

 

 

 

2

 

 

 

899

 

 

 

152

 

 

 

5

 

 

 

2,910

 

Other

 

 

404

 

 

 

959

 

 

 

57

 

 

 

75

 

 

 

221

 

 

 

96

 

 

 

(598

)

 

 

1,214

 

 

 

 

2,785

 

 

 

10,364

 

 

 

1,871

 

 

 

109

 

 

 

8,616

 

 

 

3,568

 

 

 

(102

)

 

 

27,211

 

Direct Vessel Profit (Loss), from Continuing Operations

 

$

639

 

 

$

10,112

 

 

$

2,749

 

 

$

(109

)

 

$

9,009

 

 

$

4,199

 

 

$

890

 

 

 

27,489

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

1,357

 

 

$

351

 

 

$

517

 

 

$

 

 

$

1,498

 

 

$

 

 

$

430

 

 

 

4,153

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

11,462

 

Depreciation and amortization

 

 

568

 

 

 

5,646

 

 

 

1,167

 

 

 

128

 

 

 

6,247

 

 

 

1,819

 

 

 

516

 

 

 

16,091

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

31,706

 

Loss on Asset Dispositions and Impairments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

861

 

Operating Loss, for Continuing Operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(3,356

)

 

40


 

 

 

Anchor

handling

towing

supply

 

 

Fast

support

 

 

Supply

 

 

Specialty

 

 

Liftboats

 

 

Crew

Transfer

 

 

Other

activity

 

 

Total

 

For the Nine Months Ended September 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time Charter Statistics: