UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
(Mark One)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
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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
(Exact Name of Registrant as Specified in Its Charter)
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(State or Other Jurisdiction of Incorporation or Organization) |
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(IRS Employer Identification No.) |
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(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s Telephone Number, Including Area Code: (
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
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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.
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).
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.
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Large accelerated filer |
☐ |
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Non-accelerated filer |
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Smaller reporting company |
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Emerging growth company |
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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 July 28, 2023 was
SEACOR MARINE HOLDINGS INC.
Table of Contents
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Part I. |
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1 |
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Item 1. |
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1 |
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Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022 |
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1 |
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2 |
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3 |
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4 |
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Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2023 and 2022 |
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7 |
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Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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23 |
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Item 3. |
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45 |
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Item 4. |
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45 |
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Part II. |
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46 |
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Item 1. |
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46 |
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Item 1A. |
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46 |
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Item 2. |
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46 |
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Item 3. |
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46 |
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Item 4. |
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46 |
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Item 5. |
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46 |
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Item 6. |
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47 |
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i
PART I—FINANC IAL INFORMATION
ITEM 1. FINANC IAL STATEMENTS
SEACOR MARINE HOLDINGS INC.
UNAUDITED CONDENSED CONS OLIDATED BALANCE SHEETS
(in thousands, except share data)
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June 30, 2023 |
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December 31, 2022 |
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ASSETS |
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Current Assets: |
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Cash and cash equivalents |
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$ |
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$ |
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Restricted cash |
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Receivables: |
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Trade, net of allowance for credit loss accounts of $
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Other |
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Note receivable |
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Tax receivable |
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Inventories |
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Prepaid expenses and other |
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Assets held for sale |
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Total current assets |
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Property and Equipment: |
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Historical cost |
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Accumulated depreciation |
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Construction in progress |
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Net property and equipment |
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Right-of-use asset - operating leases |
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Right-of-use asset - finance leases |
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Investments, at equity, and advances to 50% or less owned companies |
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Other assets |
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Total assets |
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$ |
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$ |
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LIABILITIES AND EQUITY |
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Current Liabilities: |
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Current portion of operating lease liabilities |
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$ |
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$ |
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Current portion of finance lease liabilities |
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Current portion of long-term debt: |
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Recourse |
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Accounts payable and accrued expenses |
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Due to SEACOR Holdings |
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Accrued wages and benefits |
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Accrued interest |
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Deferred revenue and unearned revenue |
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Accrued capital, repair, and maintenance expenditures |
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Accrued insurance deductibles and premiums |
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Accrued professional fees |
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Other current liabilities |
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Total current liabilities |
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Long-term operating lease liabilities |
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Long-term finance lease liabilities |
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Long-term Debt: |
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Recourse |
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Non-recourse |
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Deferred income taxes |
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Deferred gains and other liabilities |
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Total liabilities |
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Equity: |
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SEACOR Marine Holdings Inc. stockholders’ equity: |
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Common stock, $
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Additional paid-in capital |
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Accumulated deficit |
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(
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Shares held in treasury of
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Accumulated other comprehensive income, net of tax |
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Noncontrolling interests in subsidiaries |
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Total equity |
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Total liabilities and equity |
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$ |
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$ |
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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 CONSOL IDATED STATEMENTS OF INCOME (LOSS)
(in thousands, except share data)
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Three Months Ended June 30, |
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Six Months Ended June 30, |
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2023 |
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2022 |
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2023 |
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2022 |
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Operating Revenues |
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$ |
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$ |
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$ |
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$ |
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Costs and Expenses: |
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Operating |
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Administrative and general |
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Lease expense |
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Depreciation and amortization |
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Gains on Asset Dispositions and Impairments, Net |
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Operating Income (Loss) |
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(
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(
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Other Income (Expense): |
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Interest income |
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Interest expense |
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(
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Derivative gains (losses), net |
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(
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Foreign currency (losses) gains, net |
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(
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(
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Other, net |
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(
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(
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(
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(
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(
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(
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Loss Before Income Tax (Benefit) Expense and Equity in Earnings of 50% or Less Owned Companies |
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(
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(
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(
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Income Tax (Benefit) Expense |
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(
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(
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(
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Loss Before Equity in Earnings of 50% or Less Owned Companies |
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(
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(
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(
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Equity in Earnings of 50% or Less Owned Companies |
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Net Loss |
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(
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(
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(
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(
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Net Income attributable to Noncontrolling Interests in Subsidiaries |
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Net Loss attributable to SEACOR Marine Holdings Inc. |
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$ |
(
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$ |
(
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$ |
(
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$ |
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Net Loss Per Share: |
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Basic |
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$ |
(
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$ |
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$ |
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$ |
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Diluted |
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(
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(
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(
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(
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Weighted Average Common Stock and Warrants Outstanding: |
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Basic |
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Diluted |
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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 INCOME (LOSS)
(in thousands)
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Three Months Ended |
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Six Months Ended |
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June 30, |
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June 30, |
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2023 |
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2022 |
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2023 |
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2022 |
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Net Loss |
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$ |
(
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$ |
(
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$ |
(
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$ |
(
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Other Comprehensive Income (Loss): |
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Foreign currency translation gains (losses) |
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(
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(
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Derivative gains on cash flow hedges |
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Reclassification of derivative (losses) gains on cash flow hedges to interest expense |
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(
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(
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Reclassification of derivative gains on cash flow hedges to equity in earnings of
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(
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(
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Income Tax Expense |
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— |
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— |
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— |
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— |
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(
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(
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Comprehensive Loss |
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(
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(
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(
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(
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Comprehensive Income Attributable to Noncontrolling Interests in Subsidiaries |
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Comprehensive Loss Attributable to SEACOR Marine Holdings Inc. |
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$ |
(
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$ |
(
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$ |
(
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$ |
(
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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 STATEMENTS OF CHANGES IN EQUITY
(in thousands, except share data)
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Shares of
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Common
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Additional
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Shares
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Treasury
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Accumulated Deficit |
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Accumulated
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Non-
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Total
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For the Six Months Ended June 30, 2023 |
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December 31, 2022 |
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$ |
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$ |
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$ |
(
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) |
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$ |
(
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$ |
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$ |
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$ |
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Restricted stock grants |
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— |
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— |
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— |
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— |
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— |
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— |
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Amortization of share awards |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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Exercise of options |
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— |
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— |
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— |
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— |
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— |
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— |
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Exercise of warrants |
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— |
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(
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— |
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— |
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— |
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— |
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Restricted stock vesting |
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(
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— |
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— |
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(
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— |
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— |
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— |
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(
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Director share awards |
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— |
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— |
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— |
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— |
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— |
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— |
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Forfeiture of employee share awards |
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(
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— |
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— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Net loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(
|
) |
|
|
— |
|
|
|
— |
|
|
|
(
|
) |
|
Other comprehensive income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
|
|
|
June 30, 2023 |
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
$ |
(
|
) |
|
$ |
(
|
) |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
For the Three Months Ended June 30, 2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
March 31, 2023 |
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
$ |
(
|
) |
|
$ |
(
|
) |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
Restricted stock grants |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Amortization of share awards |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
Restricted stock vesting |
|
|
(
|
) |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
(
|
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(
|
) |
|
Director share awards |
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
Net loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(
|
) |
|
|
— |
|
|
|
— |
|
|
|
(
|
) |
|
Other comprehensive income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
|
|
|
June 30, 2023 |
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
$ |
(
|
) |
|
$ |
(
|
) |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
The accompanying notes are an integral part of these condensed consolidated financial statements and should be read in conjunction herewith.
4
|
|
|
Shares of
|
|
|
Common
|
|
|
Additional
|
|
|
Shares
|
|
|
Treasury
|
|
|
Accumulated Deficit |
|
|
Accumulated
|
|
|
Non-
|
|
|
Total
|
|
|||||||||
|
For the Six Months Ended June 30, 2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
December 31, 2021 |
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
$ |
(
|
) |
|
$ |
(
|
) |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
Restricted stock grants |
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
Amortization of share awards |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
Exercise of options |
|
|
|
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
Restricted stock vesting |
|
|
(
|
) |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
(
|
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(
|
) |
|
Director share awards |
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
Director restricted stock vesting |
|
|
(
|
) |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
(
|
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(
|
) |
|
Net loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(
|
) |
|
|
— |
|
|
|
|
|
|
|
(
|
) |
|
Other comprehensive loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
(
|
) |
|
|
— |
|
|
|
(
|
) |
|
June 30, 2022 |
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
$ |
(
|
) |
|
$ |
(
|
) |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
For the Three Months Ended June 30, 2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
March 31, 2022 |
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
$ |
(
|
) |
|
$ |
(
|
) |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
Restricted stock grants |
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
Amortization of share awards |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
Exercise of options |
|
|
|
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
Director share awards |
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
Director restricted stock vesting |
|
|
(
|
) |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
(
|
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(
|
) |
|
Net loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(
|
) |
|
|
— |
|
|
|
|
|
|
|
(
|
) |
|
Other comprehensive loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
(
|
) |
|
|
— |
|
|
|
(
|
) |
|
June 30, 2022 |
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
$ |
(
|
) |
|
$ |
(
|
) |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
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 CONSOLIDA TED STATEMENTS OF CASH FLOWS
(in thousands)
|
|
|
Six Months Ended June 30, |
|
|||||
|
|
|
2023 |
|
|
2022 |
|
||
|
Cash Flows from Operating Activities: |
|
|
|
|
|
|
||
|
Net Loss |
|
$ |
(
|
) |
|
$ |
(
|
) |
|
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: |
|
|
|
|
|
|
||
|
Depreciation and amortization |
|
|
|
|
|
|
|
|
|
Deferred financing costs amortization |
|
|
|
|
|
|
|
|
|
Stock-based compensation expense |
|
|
|
|
|
|
|
|
|
Debt discount amortization |
|
|
|
|
|
|
|
|
|
Allowance for credit losses |
|
|
|
|
|
|
|
|
|
Gain from equipment sales, retirements or impairments |
|
|
(
|
) |
|
|
(
|
) |
|
Derivative losses |
|
|
|
|
|
|
|
|
|
Interest on finance leases |
|
|
|
|
|
|
|
|
|
Settlements on derivative transactions, net |
|
|
|
|
|
|
(
|
) |
|
Currency losses (gains) |
|
|
|
|
|
|
(
|
) |
|
Deferred income taxes |
|
|
(
|
) |
|
|
(
|
) |
|
Equity earnings |
|
|
(
|
) |
|
|
(
|
) |
|
Dividends received from equity investees |
|
|
|
|
|
|
|
|
|
Changes in Operating Assets and Liabilities: |
|
|
|
|
|
|
||
|
Accounts receivables |
|
|
(
|
) |
|
|
(
|
) |
|
Other assets |
|
|
|
|
|
|
(
|
) |
|
Accounts payable and accrued liabilities |
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) operating activities |
|
|
|
|
|
|
(
|
) |
|
Cash Flows from Investing Activities: |
|
|
|
|
|
|
||
|
Purchases of property and equipment |
|
|
(
|
) |
|
|
(
|
) |
|
Proceeds from disposition of property and equipment |
|
|
|
|
|
|
|
|
|
Principal payments on notes due from equity investees |
|
|
|
|
|
|
|
|
|
Principal payments on notes due from others |
|
|
|
|
|
|
|
|
|
Net cash provided by investing activities |
|
|
|
|
|
|
|
|
|
Cash Flows from Financing Activities: |
|
|
|
|
|
|
||
|
Payments on long-term debt |
|
|
(
|
) |
|
|
(
|
) |
|
Payments on debt extinguishment |
|
|
(
|
) |
|
|
|
|
|
Proceeds from issuance of long-term debt, net of issuance costs |
|
|
|
|
|
|
|
|
|
Payments on finance leases |
|
|
(
|
) |
|
|
(
|
) |
|
Proceeds from exercise of stock options |
|
|
|
|
|
|
|
|
|
Tax withholdings on restricted stock vesting and director share awards |
|
|
(
|
) |
|
|
(
|
) |
|
Net cash used in financing activities |
|
|
(
|
) |
|
|
(
|
) |
|
Effects of Exchange Rate Changes on Cash and Cash Equivalents |
|
|
(
|
) |
|
|
(
|
) |
|
Net Change in Cash, Restricted Cash and Cash Equivalents |
|
|
|
|
|
|
(
|
) |
|
Cash, Restricted Cash and Cash Equivalents, Beginning of Period |
|
|
|
|
|
|
|
|
|
Cash, Restricted Cash and Cash Equivalents, End of Period |
|
$ |
|
|
|
$ |
|
|
|
Supplemental disclosures: |
|
|
|
|
|
|
||
|
Cash paid for interest, excluding capitalized interest |
|
$ |
|
|
|
$ |
|
|
|
Income taxes paid (refunded), net |
|
|
|
|
|
|
(
|
) |
|
Noncash Investing and Financing Activities: |
|
|
|
|
|
|
||
|
Increase in capital expenditures in accounts payable and accrued liabilities |
|
|
|
|
|
|
|
|
|
Recognition of a new right-of-use asset - operating leases |
|
|
|
|
|
|
|
|
|
Recognition of a new right-of-use asset - financing leases |
|
|
|
|
|
|
|
|
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 CONSOLI DATED FINANCIAL STATEMENTS
(unaudited)
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 (“GAAP”) 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, 2022 (the “2022 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.
Recently Adopted Accounting Standards.
On October 29, 2020, the FASB issued ASU 2020-10, Codification Improvements: Amendments that improve the consistency of the Codification by including all disclosure guidance in the appropriate disclosure section. The guidance was effective for annual periods beginning after December 15, 2020, and interim periods within the annual periods beginning after December 15, 2022. The
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
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 noncontrolling 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 business 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
7
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 income (loss) as equity in earnings of 50% or less owned companies, net of tax.
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 United States (“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. The Company recognizes revenue, net of sales taxes, based on its estimates of the consideration the Company expects to receive. 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.
In the Company’s operating areas, contract or charters vary in length from several days to multi-year periods. Many of the Company’s contracts and charters include cancellation clauses without early termination penalties. As a result of options and frequent renewals, the stated duration of charters may not correlate with the length of time the vessel is contracted for to provide services to a particular customer.
The Company 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.
Revenue that does not meet these criteria is deferred until the criteria is met and is considered a contract liability and is recognized as such. Contract liabilities, which are included in deferred revenue and unearned
8
revenue in the accompanying consolidated balance sheets, as of June 30, 2023 and December 31, 2022 were as follows (in thousands):
|
|
|
2023 |
|
|
2022 |
|
||
|
Balance at beginning of period |
|
$ |
|
|
|
$ |
|
|
|
Revenues deferred during the period |
|
|
|
|
|
|
|
|
|
Revenues recognized and reclassifications during the period |
|
|
(
|
) |
|
|
(
|
) |
|
Balance at end of period |
|
$ |
|
|
|
$ |
|
|
As of June 30, 2023
, the Company had $
Cash and Cash Equivalents. The Company considers all highly liquid investments, with an original maturity of three months or less from the date purchased, to be cash equivalents.
Restricted Cash. Restricted cash primarily relates to banking facility requirements.
Trade and Other Receivables. Customers are primarily major integrated national, international oil companies, large independent oil and natural gas exploration and production companies and established wind farm construction companies. Customers are granted credit on a short-term basis and the related credit risks are minimal. Other receivables consist primarily of operating expenses the Company incurs in relation to vessels it manages for other entities, as well as insurance and income tax receivables, but excludes our short-term note receivable. The Company routinely reviews its receivables and makes provisions for the credit losses utilizing the Current Expected Credit Losses model (“CECL”). 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. However, those provisions are estimates and actual results may materially differ from those estimates. Trade receivables are deemed uncollectible and are removed from accounts receivable and the allowance for credit losses when collection efforts have been exhausted.
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 vessels 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 June 30, 2023
, the estimated useful life of the Company’s new offshore support vessels was
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. There was
Impairment of Long-Lived Assets. The Company performs an impairment analysis of long-lived assets used in operations 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
9
or asset groups are compared to their current carrying values and impairment charges are recorded if the carrying value exceeds fair value.
For the six months ended June 30, 2023
, the Company did
For vessel classes and individual vessels with indicators of impairment as of June 30, 2023, the Company estimated that their future undiscounted cash flows exceeded their current carrying values. However, 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 continued volatility in commodity prices as well as the timing and cost of reactivating cold-stacked vessels. If market conditions decline, 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. For any vessel or vessel class that has indicators of impairment and is deemed not recoverable through future operations, the Company determines the fair value of the vessel or vessel class. If the fair value determination is less than the carrying value of the vessel or vessel class, an impairment is recognized to reduce the carrying value to fair value. Fair value determination is primarily accomplished by obtaining independent valuations of vessel or vessel classes from qualified third-party appraisers.
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 six months ended June 30, 2023 and 2022
, the Company did
Income Taxes.
During the six months ended June 30, 2023
, the Company’s effective income tax rate of
Accumulated Other Comprehensive Income (Loss).
|
|
|
SEACOR Marine Holdings Inc.
|
|
|||||||||
|
|
|
Foreign
|
|
|
Derivative
|
|
|
Total Other
|
|
|||
|
December 31, 2022 |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
Other comprehensive income |
|
|
|
|
|
|
(
|
) |
|
|
|
|
|
Balance as of June 30, 2023 |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
Earnings
(
Loss) Per Share.
Basic earnings/loss per share of Common Stock of the Company is computed based on the weighted average number of shares of Common Stock and warrants to purchase Common Stock at an exercise price of $
10
the Warrants are issuable for de minimis cash consideration and therefore not anti-dilutive. Diluted earnings/loss per share of Common Stock is computed based on the weighted average number of shares of Common Stock 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 shares of Common Stock have been issued and outstanding during the relevant periods pursuant to the conversion of the Old Convertible Notes and the New Convertible Notes unless anti-dilutive.
For the three and six months ended June 30, 2023
, diluted loss per share of Common Stock excluded
For the three and six months ended June 30, 2022
, diluted loss per share of Common Stock excluded
In addition, for the three and six months ended June 30, 2023 and 2022
diluted loss per share of Common Stock excluded
In connection with the closing of the framework agreement transactions (the “Framework Agreement Transactions”), on September 29, 2022, SEACOR Marine Capital Inc., a wholly-owned subsidiary of SEACOR Marine (“SEACOR Marine Capital”) purchased all of the outstanding loans under the MexMar Original Facility Agreement for an aggregate amount of $
During the six months ended June 30, 2023, capital expenditures were
$
Investments, at equity, and advances to 50% or less owned companies as of June 30, 2023 and December 31, 2022 were as follows (in thousands):
|
|
|
Ownership |
|
|
2023 |
|
|
2022 |
|
|||
|
Seabulk Angola |
|
|
|
% |
|
|
|
|
|
|
|
|
|
SEACOR Arabia |
|
|
|
% |
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
11
The Company’s long-term debt obligations as of June 30, 2023 and December 31, 2022 were as follows (in thousands):
|
|
|
June 30, 2023 |
|
|
December 31, 2022 |
|
||
|
Recourse long-term debt (1) : |
|
|
|
|
|
|
||
|
Guaranteed Notes |
|
$ |
|
|
|
$ |
|
|
|
New Convertible Notes |
|
|
|
|
|
|
|
|
|
SEACOR Marine Foreign Holdings Credit Facility |
|
|
|
|
|
|
|
|
|
Sea-Cat Crewzer III Term Loan Facility |
|
|
|
|
|
|
|
|
|
SEACOR Offshore Delta (f/k/a SEACOSCO) Acquisition Debt |
|
|
|
|
|
|
|
|
|
SEACOR Delta (f/k/a SEACOSCO) Shipyard Financing |
|
|
|
|
|
|
|
|
|
SEACOR Alpine Credit Facility (2) |
|
|
|
|
|
|
|
|
|
SEACOR Alpine Shipyard Financing (2) |
|
|
|
|
|
|
|
|
|
SEACOR 88/888 Term Loan |
|
|
|
|
|
|
|
|
|
Tarahumara Shipyard Financing |
|
|
|
|
|
|
|
|
|
SEACOR Offshore OSV |
|
|
|
|
|
|
|
|
|
Total recourse long-term debt |
|
|
|
|
|
|
|
|
|
Non-recourse long-term debt (3) : |
|
|
|
|
|
|
||
|
SEACOR 88/888 Term Loan |
|
|
|
|
|
|
|
|
|
Total non-recourse long-term debt |
|
|
|
|
|
|
|
|
|
Total principal due for long-term debt |
|
|
|
|
|
|
|
|
|
Current portion due within one year |
|
|
(
|
) |
|
|
(
|
) |
|
Unamortized debt discount |
|
|
(
|
) |
|
|
(
|
) |
|
Deferred financing costs |
|
|
(
|
) |
|
|
(
|
) |
|
Long-term debt, less current portion |
|
$ |
|
|
|
$ |
|
|
As of June 30, 2023, the Company was in compliance with all debt covenants and lender requirements.
SEACOR Alpine Credit Facility.
On June 16, 2023, SEACOR Marine, as a guarantor, and SEACOR Alps LLC (“SEACOR Alps”), SEACOR Andes LLC (“SEACOR Andes”), SEACOR Atlas LLC (“SEACOR Atlas” and, together with SEACOR Alps and SEACOR Atlas, the “SEACOR Alpine Borrowers”), as borrowers, and SEACOR Marine Alpine LLC (“SM Alpine”), as a guarantor, each a wholly-owned subsidiary of SEACOR Marine, entered into a $
The SEACOR Alpine Credit Facility matures in June 2028 (the “SEACOR Alpine Maturity Date”). The principal amount of each of the three tranches of the SEACOR Alpine Credit Facility is to be repaid in monthly installments of (i) $
12
but
prior to the third anniversary of the drawdown date,
The SEACOR Alpine Credit Facility contains customary covenants for financings of this type including financial maintenance and restrictive covenants, including the maintenance of certain ratios such as the aggregate collateral vessel value to the sum of the outstanding principal amounts of the loans. The SEACOR Alpine Credit Facility restricts the payment of dividends and distributions and the ability of the SEACOR Alpine Borrowers to make certain investments. In addition, the SEACOR Alpine Credit Facility includes customary events of default.
In connection with the SEACOR Alpine Credit Facility, SEACOR Marine issued a guaranty with respect to the obligations of the SEACOR Alpine Borrowers under the SEACOR Alpine Credit Agreement and related documents. This guaranty includes, among other customary covenants, various financial covenants, including minimum liquidity, and debt-to-capitalization and interest coverage ratios.
Letters of Credit
. As of June 30, 2023
, the Company had outstanding letters of credit of $
As of June 30, 2023
, the Company leased-in
As of June 30, 2023, future minimum payments for leases for the remainder of 2023 and the years ended December 31, noted below, were as follows (in thousands):
|
|
|
Operating Leases |
|
|
Finance Leases |
|
||
|
Remainder of 2023 |
|
$ |
|
|
|
$ |
|
|
|
2024 |
|
|
|
|
|
|
|
|
|
2025 |
|
|
|
|
|
|
|
|
|
2026 |
|
|
|
|
|
|
|
|
|
2027 |
|
|
|
|
|
|
|
|
|
Years subsequent to 2027 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest component |
|
|
(
|
) |
|
|
(
|
) |
|
|
|
|
|
|
|
|
|
|
|
Current portion of long-term lease liabilities |
|
|
|
|
|
|
|
|
|
Long-term lease liabilities |
|
$ |
|
|
|
$ |
|
|
For the three and six months ended June 30, 2023 and 2022 the components of lease expense were as follows (in thousands):
|
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
||||||||||
|
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
|
Operating lease cost |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
Finance lease cost: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Amortization of finance lease assets (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest on finance lease liabilities (2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term lease costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
13
For the six months ended June 30, 2023 supplemental cash flow information related to leases was as follows (in thousands):
|
|
|
2023 |
|
|
|
Operating cash outflows from operating leases |
|
$ |
|
|
|
Financing cash outflows from finance leases |
|
|
|
|
|
Right-of-use assets obtained for operating lease liabilities |
|
|
|
|
|
Right-of-use assets obtained for finance lease liabilities |
|
|
|
|
For the six months ended June 30, 2023 other information related to leases was as follows:
|
|
|
2023 |
|
|
|
Weighted average remaining lease term, in years - operating leases |
|
|
|
|
|
Weighted average remaining lease term, in years - finance leases |
|
|
|
|
|
Weighted average discount rate - operating leases |
|
|
|
% |
|
Weighted average discount rate - finance leases |
|
|
|
% |
The following table reconciles the difference between the statutory federal income tax rate for the Company and the effective income tax rate for the six months ended June 30, 2023:
|
Statutory rate |
|
|
(
|
)% |
|
Foreign taxes, including withholding taxes |
|
|
|
% |
|
Other |
|
|
|
% |
|
Effective income tax rate |
|
|
|
% |
Derivative instruments are classified as either assets, which are included in other receivables in the accompanying consolidated balance sheets, or liabilities based on their individual fair values.
|
|
|
June 30, 2023 |
|
|
December 31, 2022 |
|
||||||||||
|
|
|
Derivative
|
|
|
Derivative
|
|
|
Derivative
|
|
|
Derivative
|
|
||||
|
Derivatives designated as hedging instruments: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Interest rate swap agreements (cash flow hedges) |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
Economic Hedges. The Company enters and settles forward currency exchange, option and future contracts with respect to various foreign currencies. These contracts enable the Company to buy currencies in the future at fixed exchange rates, which could offset possible consequences of changes in currency exchange rates with respect to the Company’s business conducted outside of the U.S. The Company generally does not enter into contracts with forward settlement dates beyond 12 to 18 months. As of June 30, 2023, the Company had no open forward currency exchange contracts.
14
Cash Flow Hedges.
The Company has interest rate swap agreements designated as cash flow hedges. By entering into these interest rate swap agreements, the Company has converted the variable LIBOR 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 $
Other Derivative Instruments.
|
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
||||||||||
|
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
|
Conversion option liability on Old Convertible Notes |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
(
|
) |
The conversion option liability related to the bifurcated embedded conversion option in the Old Convertible Notes, issued to investment funds managed and controlled by The Carlyle Group, were exchanged for the New Convertible Notes during the fourth quarter of 2022.
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 June 30, 2023 and December 31, 2022 that are measured at fair value on a recurring basis were as follows (in thousands):
|
June 30, 2023 |
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|||
|
ASSETS |
|
|
|
|
|
|
|
|
|
|||
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
December 31, 2022 |
|
|
|
|
|
|
|
|
|
|||
|
ASSETS |
|
|
|
|
|
|
|
|
|
|||
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
15
The estimated fair values of the Company’s other financial assets and liabilities as of June 30, 2023 and December 31, 2022 were as follows (in thousands):
|
|
|
|
|
|
Estimated Fair Value |
|
||||||||||
|
June 30, 2023 |
|
Carrying
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
||||
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Cash, cash equivalents and restricted cash |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
LIABILITIES |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Long-term debt, including current portion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2022 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Cash, cash equivalents and restricted cash |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
LIABILITIES |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Long-term debt, including current portion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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. Considerable judgment was required in developing certain of the estimates of fair value, and, accordingly, the estimates presented herein are not necessarily indicative of the amounts that the Company could realize in a current market exchange.
Property and equipment
. During the six months ended June 30, 2023
, the Company recognized
In connection with various transactions, the Company issued
As of June 30, 2023
, the Company had unfunded capital commitments of $
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
16
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$
On April 13, 2021, the SEACOR Power, a liftboat owned by a subsidiary of the Company with nineteen individuals on board, capsized off the coast of Port Fourchon, Louisiana. The incident resulted in the death of several crew members, including the captain of the vessel and five other employees of the Company. The incident also resulted in the constructive total loss of the SEACOR Power. The Company is responsible for the salvage operations related to the vessel in coordination with the U.S. Coast Guard (“USCG”). The salvage operations are substantially complete and the Company expects salvage costs to be covered by insurance proceeds.
The capsizing of the SEACOR Power garnered significant attention from the media as well as local, state and federal stakeholders. The National Transportation Safety Board (“NTSB”) and the USCG have each conducted an investigation to determine the cause of the incident. The Company has and will continue to fully cooperate with the investigations in all respects. On November 3, 2022, the NTSB publicly released its final report, as adopted on October 18, 2022, which determined that the probable cause of the capsizing of the SEACOR Power was a loss of stability that occurred when the vessel was struck by severe thunderstorm winds, which exceeded the vessel’s operation wind speed limits. The NTSB further determined that contributing to the loss of life on the vessel was the speed at which the vessel capsized and the angle at which it came to rest, which made egress difficult, and the high winds and seas in the aftermath of the capsizing, which hampered rescue efforts. The USCG also released a report, dated May 18, 2023, with respect to its investigation, which is consistent with the determinations of the NTSB.
Numerous civil lawsuits have been filed against the Company and other third parties by the family members of deceased crew members and the surviving crew members employed by the Company or by third parties. On June 2, 2021, the Company filed a Limitation of Liability Act complaint in federal court in the Eastern District of Louisiana (“Limitation Action”), which had the effect of enjoining all existing civil lawsuits and requiring the plaintiffs to file their claims relating to the capsizing of the SEACOR Power in the Limitation Action. Nearly all injury and death claims in the Limitation Action for which the Company has financial exposure have been resolved, and the remaining claims are those for which the Company is owed contractual defense and indemnity or will be covered by insurance. There is significant uncertainty regarding the impact the incident will have on the Company’s reputation and the resulting possible impact on the Company’s business.
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 that such changes in estimated costs would have a material effect on the Company’s consolidated financial position, results of operations or cash flows.
Certain of the Company’s subsidiaries are participating employers in two industry-wide, multi-employer, defined benefit pension funds in the United Kingdom: the U.K Merchant Navy Officers Pension Fund (“MNOPF”) and the U.K. Merchant Navy Ratings Pension Fund (“MNRPF”). The Company’s participation in the MNOPF began with the acquisition of the Stirling group of companies (the “Stirling Group”) in 2001 and relates to certain officers employed between 1978 and 2002 by the Stirling Group and/or its predecessors. The Company’s participation in the MNRPF also began with the acquisition of the Stirling Group in 2001 and relates to ratings employed by the Stirling Group and/or its predecessors through today. Both of these plans are in deficit positions and, depending upon the results of future actuarial valuations, it is possible that the plans could experience funding deficits that will require the Company to recognize payroll related operating expenses in the periods invoices are received. As of June 30, 2023, all invoices related to MNOPF and MNRPF have been settled in full.
On October 19, 2021, the Company was informed by the MNRPF that two issues had been identified during a review of the MNRPF by the applicable trustee that would potentially give rise to material additional
17
liabilities for the MNRPF. The MNRPF has indicated that the investigations into these issues remain ongoing, and that further updates will be provided as significant developments arise. Should such additional liabilities require the MNRPF to collect additional funds from participating employers, it is possible that the Company will be invoiced for a portion of such funds and recognize payroll related operating expenses in the periods invoices are received.
Transactions in connection with the Company’s Equity Incentive Plans during the six months ended June 30, 2023 were as follows:
|
Restricted Stock Activity: |
|
|
|
|
|
Outstanding as of December 31, 2022 |
|
|
|
|
|
Granted |
|
|
|
|
|
Vested |
|
|
(
|
) |
|
Forfeited |
|
|
(
|
) |
|
Outstanding as of June 30, 2023 (1) |
|
|
|
|
|
|
|
|
|
|
|
Stock Option Activity: |
|
|
|
|
|
Outstanding as of December 31, 2022 |
|
|
|
|
|
Granted |
|
|
|
|
|
Exercised |
|
|
(
|
) |
|
Forfeited |
|
|
|
|
|
Outstanding as of June 30, 2023 |
|
|
|
|
For the six months ended June 30, 2023
, the Company acquired for treasury
18
The Company’s segment presentation and basis of measurement of segment profit or loss are as previously described in the 2022
Annual Report.
|
|
|
United
|
|
|
Africa
|
|
|
Middle
|
|
|
Latin
|
|
|
Total |
|
|||||
|
For the Three Months Ended June 30, 2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Operating Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Time charter |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
Bareboat charter |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other marine services |
|
|
|
|
|
|
(
|
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Operating: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Personnel |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Repairs and maintenance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Drydocking |
|
|
|
|
|
|
|
|
|
|
(
|
) |
|
|
|
|
|
|
|
|
|
Insurance and loss reserves |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fuel, lubes and supplies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct Vessel (Loss) Profit |
|
$ |
(
|
) |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
Other Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Lease expense |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
Administrative and general |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Depreciation and amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Gains on asset dispositions and impairments, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Operating income |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|
||||
19
|
|
|
United
|
|
|
Africa
|
|
|
Middle
|
|
|
Latin
|
|
|
Total |
|
|||||
|
For the Six Months Ended June 30, 2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Operating Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Time charter |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
Bareboat charter |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other marine services |
|
|
|
|
|
|
(
|
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Operating: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Personnel |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Repairs and maintenance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Drydocking |
|
|
|
|
|
|
|
|
|
|
(
|
) |
|
|
|
|
|
|
|
|
|
Insurance and loss reserves |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fuel, lubes and supplies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct Vessel (Loss) Profit |
|
$ |
(
|
) |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
Other Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Lease expense |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
Administrative and general |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Depreciation and amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Gains on asset dispositions and impairments, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Operating income |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|
||||
|
As of June 30, 2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Property and Equipment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Historical Cost |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
Accumulated Depreciation |
|
|
(
|
) |
|
|
(
|
) |
|
|
(
|
) |
|
|
(
|
) |
|
|
(
|
) |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
Total Assets (1) |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
United
|
|
|
Africa
|
|
|
Middle
|
|
|
Latin
|
|
|
Total |
|
|||||
|
For the Three Months Ended June 30, 2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Operating Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Time charter |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
Bareboat charter |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other marine services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Operating: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Personnel |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Repairs and maintenance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Drydocking |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance and loss reserves |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fuel, lubes and supplies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct Vessel (Loss) Profit |
|
$ |
(
|
) |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
Other Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Lease expense |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
Administrative and general |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Depreciation and amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Gains on asset dispositions and impairments, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Operating loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(
|
) |
||||
20
21
|
|
|
United
|
|
|
Africa
|
|
|
Middle
|
|
|
Latin
|
|
|
Total |
|
|||||
|
For the Six Months Ended June 30, 2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Operating Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Time charter |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
Bareboat charter |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Operating: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Personnel |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Repairs and maintenance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Drydocking |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance and loss reserves |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fuel, lubes and supplies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct Vessel (Loss) Profit |
|
$ |
(
|
) |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
Other Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Lease expense |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
Administrative and general |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Depreciation and amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Gains on asset dispositions and impairments, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Operating loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(
|
) |
||||
|
As of June 30, 2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Property and Equipment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Historical Cost |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
Accumulated Depreciation |
|
|
(
|
) |
|
|
(
|
) |
|
|
(
|
) |
|
|
(
|
) |
|
|
(
|
) |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
Total Assets (1) |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
The Company’s investments in
The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q and determined that there have been no material events that have occurred that are not properly recognized and/or disclosed in the consolidated financial statements.
22
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 2022 Annual Report on Form 10-K 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 United States Securities and Exchange Commission.
The following Management’s Discussion and Analysis (the “MD&A”) is intended to help the reader understand the Company’s financial condition and results of operations. The MD&A is provided as a supplement to and 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 2022 Annual Report.
Overview
The Company provides global marine and support transportation services to offshore energy facilities worldwide. As of June 30, 2023, the Company operated a diverse fleet of 59 support vessels, of which 57 were owned or leased-in, and two were managed on behalf of unaffiliated third parties. The primary users of the Company’s services are major integrated national and international oil companies, independent oil and natural gas exploration and production companies, oil field service and construction companies, as well as offshore wind farm operators and offshore wind farm installation and maintenance companies.
The Company operates and manages a diverse fleet of offshore support vessels that (i) deliver cargo and personnel to offshore installations, including offshore wind farms, (ii) assist offshore operations for production and storage facilities, (iii) provide construction, well work-over, offshore wind farm installation and decommissioning support, (iv) carry and launch equipment used underwater in drilling and well installation, maintenance, inspection and repair and (v) handle anchors and mooring equipment for offshore rigs and platforms. Additionally, the Company’s vessels provide emergency response services and accommodations for technicians and specialists.
The Company operates its fleet in four principal geographic regions: the U.S., primarily in the Gulf of Mexico; Africa and Europe; the Middle East and Asia; and Latin America, primarily in Mexico and Guyana. 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 geographic regions, subject to flag restrictions, as changes in market conditions dictate.
Significant items affecting our results of operations
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
23
in rates per day worked and utilization. The Company manages its fleet utilizing a global network of shore side support, administrative and finance personnel.
Offshore oil and natural gas market conditions are highly volatile. Prices deteriorated beginning in the second half of 2014 and continued to deteriorate when oil prices hit a 13-year low of less than $27 per barrel (on the New York Mercantile Exchange) in February 2016. Oil prices experienced unprecedented volatility during 2020 due to the COVID-19 pandemic and the related effects on the global economy, with the price per barrel going negative for a short period of time. Oil prices have steadily increased since the lows hit at the beginning of the COVID-19 pandemic and hit a multi-year high of $122 per barrel at points during 2022 primarily as a result of the conflict between Russia and Ukraine as well as the related economic sanctions and economic uncertainty but have recently decreased to the $71 per barrel range.
While the Company has experienced difficult market conditions over the past few years due to low and volatile oil and natural gas prices and the focus of oil and natural gas producing companies on cost and capital spending budget reductions, the increases since the lows experienced during the COVID-19 pandemic in oil and natural gas prices has led to an increase in utilization, day rates and customer inquiries about potential new charters.
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 in the recent past contributed to an oversaturated market, thereby further lowering the demand for the Company’s existing offshore support vessel fleet. A combination of (i) low customer exploration and drilling activity levels, and (ii) 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.
Certain macro drivers somewhat independent of oil and natural gas prices may support the Company’s business, including: (i) underspending by oil and natural gas producers during the recent industry downturn leading to pent up demand for maintenance and growth capital expenditures; (ii) improved extraction technologies; and (iii) the need for offshore wind farms support as the industry grows. While the Company expects that alternative forms of energy will continue to grow and add to the world’s energy mix, especially as governments, supranational groups and various other parties focus on climate change causes and concerns, the Company believes that for the foreseeable future demand for gasoline and oil will be sustained, as will demand for electricity from natural gas. Some alternative forms of energy such as offshore wind farms support some of the Company’s businesses and the Company expects such support to increase as development of renewable energy expands.
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 June 30, 2023, one of the Company’s 59 owned and leased-in vessels was cold-stacked.
24
Recent Developments
SEACOR Alpine Credit Facility. On June 16, 2023, SEACOR Marine, as a guarantor, the SEACOR Alpine Borrowers, as borrowers, and SM Alpine, as a guarantor, each a wholly-owned subsidiary of SEACOR Marine, entered into a $28.0 million senior secured term loan facility with Mountain Supply LLC, an affiliate of Hudson Structured Capital Management, as lender, facility agent and security trustee (the “SEACOR Alpine Credit Facility” and such agreement being the “SEACOR Alpine Credit Agreement”). The proceeds of the SEACOR Alpine Credit Facility were made available to the SEACOR Alpine Borrowers in three tranches and were used to satisfy in full amounts outstanding under certain shipyard financing provided by COSCO Shipping Heavy Industry (Zhoushan) Co. in connection with the newbuild delivery of three Marshall Islands flagged platform supply vessels to the SEACOR Alpine Borrowers during 2019 and 2020. The funds available under the SEACOR Alpine Credit Facility were fully drawn on June 27, 2023.
The SEACOR Alpine Credit Facility matures in June 2028 (the “SEACOR Alpine Maturity Date”). The principal amount of each of the three tranches of the SEACOR Alpine Credit Facility is to be repaid in monthly installments of (i) $100,000 for the first eight (8) installments, (ii) $140,000 for the following twenty-four (24) installments, and (iii) $100,000 for each installment thereafter until the SEACOR Alpine Maturity Date. The SEACOR Alpine Credit Facility bears interest at a fixed rate of 10.25% per annum. The loan may be prepaid at any time in amounts of $500,000 or greater, subject to the payment of prepayment interest in respect of the loan or tranche (or portions thereof) being prepaid as follows: (A) if such prepayment is made prior to the first anniversary of the drawdown date, an amount equal to the greater of (x) the amount of unpaid interest which would have accrued until the first anniversary of the drawdown date and (y) 1.5% of the principal amount of the loan which was prepaid, (B) if such prepayment is made on or after the first anniversary of the drawdown date but prior to the third anniversary of the drawdown date, 1.0% of the principal amount of the loan which was prepaid, and (C) if such prepayment is made on or after the third anniversary of the drawdown date, no prepayment interest shall be payable.
The SEACOR Alpine Credit Facility contains customary covenants for financings of this type including financial maintenance and restrictive covenants, including the maintenance of certain ratios such as the aggregate collateral vessel value to the sum of the outstanding principal amounts of the loans. The SEACOR Alpine Credit Facility restricts the payment of dividends and distributions and the ability of the SEACOR Alpine Borrowers to make certain investments. In addition, the SEACOR Alpine Credit Facility includes customary events of default.
In connection with the SEACOR Alpine Credit Facility, SEACOR Marine issued a guaranty with respect to the obligations of the SEACOR Alpine Borrowers under the SEACOR Alpine Credit Agreement and related documents. This guaranty includes, among other customary covenants, various financial covenants, including minimum liquidity, and debt-to-capitalization and interest coverage ratios.
SEACOR Marine Foreign Holdings Credit Facility. On March 2, 2023, the Company and SMFH entered into Amendment No. 7 (“SMFH Amendment No. 7”) to that certain Second Amended and Restated Guaranty, dated as of September 29, 2022, issued by the Company in favor of DNB Bank ASA, New York Branch, as security trustee (the “Second A&R SMFH Credit Facility Guaranty”) in connection with that certain senior secured loan facility with a syndicate of lenders administered by DNB Bank ASA, New York Branch, dated as of September 26, 2018 and as amended from time to time (the “SMFH Credit Facility”). SMFH Amendment No. 7 extends the date through which the Company is required to maintain an interest coverage ratio of 1.50:1.00 (as calculated in accordance with the Second A&R SMFH Credit Facility Guaranty) from December 31, 2022 to June 30, 2023. As of the last day of each fiscal quarter thereafter, the interest coverage ratio is required to be at least 2.00:1.00.
25
Consolidated Results of Operations
The sections below provide an analysis of the Company’s results of operations for the three and six months (“Current Year Quarter” and “Current Year Six Months”) ended June 30, 2023 compared with the three and six months (“Prior Year Quarter” and “Prior Year Six Months”) ended June 30, 2022. Except as otherwise noted, there have been no material changes since the end of the Company’s fiscal year ended December 31, 2022, in the Company’s results of operations. For the periods indicated, the Company’s consolidated results of operations were as follows (in thousands, except statistics):
|
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
||||||||||||||||||||||||||
|
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||||||||||||||||||
|
Time Charter Statistics: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Average Rates Per Day |
|
$ |
15,250 |
|
|
|
|
|
$ |
12,149 |
|
|
|
|
|
$ |
14,789 |
|
|
|
|
|
$ |
11,746 |
|
|
|
|
||||
|
Fleet Utilization |
|
|
78 |
% |
|
|
|
|
|
77 |
% |
|
|
|
|
|
77 |
% |
|
|
|
|
|
73 |
% |
|
|
|
||||
|
Fleet Available Days |
|
|
5,096 |
|
|
|
|
|
|
5,311 |
|
|
|
|
|
|
10,167 |
|
|
|
|
|
|
10,711 |
|
|
|
|
||||
|
Operating Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Time charter |
|
$ |
60,804 |
|
|
|
91 |
% |
|
$ |
49,504 |
|
|
|
92 |
% |
|
$ |
116,219 |
|
|
|
91 |
% |
|
$ |
92,245 |
|
|
|
92 |
% |
|
Bareboat charter |
|
|
364 |
|
|
|
1 |
% |
|
|
48 |
|
|
|
0 |
% |
|
|
724 |
|
|
|
1 |
% |
|
|
666 |
|
|
|
1 |
% |
|
Other marine services |
|
|
5,723 |
|
|
|
8 |
% |
|
|
4,465 |
|
|
|
8 |
% |
|
|
9,921 |
|
|
|
8 |
% |
|
|
6,697 |
|
|
|
7 |
% |
|
|
|
|
66,891 |
|
|
|
100 |
% |
|
|
54,017 |
|
|
|
100 |
% |
|
|
126,864 |
|
|
|
100 |
% |
|
|
99,608 |
|
|
|
100 |
% |
|
Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Operating: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Personnel |
|
|
19,944 |
|
|
|
30 |
% |
|
|
18,346 |
|
|
|
34 |
% |
|
|
39,747 |
|
|
|
31 |
% |
|
|
36,781 |
|
|
|
37 |
% |
|
Repairs and maintenance |
|
|
5,793 |
|
|
|
9 |
% |
|
|
8,380 |
|
|
|
16 |
% |
|
|
11,804 |
|
|
|
9 |
% |
|
|
15,171 |
|
|
|
15 |
% |
|
Drydocking |
|
|
2,256 |
|
|
|
3 |
% |
|
|
6,474 |
|
|
|
12 |
% |
|
|
2,269 |
|
|
|
2 |
% |
|
|
11,447 |
|
|
|
11 |
% |
|
Insurance and loss reserves |
|
|
2,390 |
|
|
|
4 |
% |
|
|
2,545 |
|
|
|
5 |
% |
|
|
5,179 |
|
|
|
4 |
% |
|
|
3,731 |
|
|
|
4 |
% |
|
Fuel, lubes and supplies |
|
|
3,638 |
|
|
|
5 |
% |
|
|
4,350 |
|
|
|
8 |
% |
|
|
8,457 |
|
|
|
7 |
% |
|
|
8,079 |
|
|
|
8 |
% |
|
Other |
|
|
2,281 |
|
|
|
3 |
% |
|
|
4,050 |
|
|
|
7 |
% |
|
|
6,119 |
|
|
|
5 |
% |
|
|
8,432 |
|
|
|
8 |
% |
|
|
|
|
36,302 |
|
|
|
54 |
% |
|
|
44,145 |
|
|
|
82 |
% |
|
|
73,575 |
|
|
|
58 |
% |
|
|
83,641 |
|
|
|
84 |
% |
|
Lease expense - operating |
|
|
698 |
|
|
|
1 |
% |
|
|
1,008 |
|
|
|
2 |
% |
|
|
1,418 |
|
|
|
1 |
% |
|
|
2,068 |
|
|
|
2 |
% |
|
Administrative and general |
|
|
13,704 |
|
|
|
20 |
% |
|
|
10,210 |
|
|
|
19 |
% |
|
|
25,336 |
|
|
|
20 |
% |
|
|
20,134 |
|
|
|
20 |
% |
|
Depreciation and amortization |
|
|
13,575 |
|
|
|
20 |
% |
|
|
14,208 |
|
|
|
26 |
% |
|
|
27,337 |
|
|
|
22 |
% |
|
|
28,579 |
|
|
|
29 |
% |
|
|
|
|
64,279 |
|
|
|
96 |
% |
|
|
69,571 |
|
|
|
129 |
% |
|
|
127,666 |
|
|
|
101 |
% |
|
|
134,422 |
|
|
|
135 |
% |
|
Gains on Asset Dispositions and Impairments, Net |
|
|
265 |
|
|
|
0 |
% |
|
|
25 |
|
|
|
0 |
% |
|
|
3,864 |
|
|
|
3 |
% |
|
|
2,164 |
|
|
|
2 |
% |
|
Operating Income (Loss) |
|
|
2,877 |
|
|
|
4 |
% |
|
|
(15,529 |
) |
|
|
(29 |
)% |
|
|
3,062 |
|
|
|
2 |
% |
|
|
(32,650 |
) |
|
|
(33 |
)% |
|
Other Expense, Net |
|
|
(8,917 |
) |
|
|
(13 |
)% |
|
|
(5,637 |
) |
|
|
(10 |
)% |
|
|
(18,070 |
) |
|
|
(14 |
)% |
|
|
(11,448 |
) |
|
|
(11 |
)% |
|
Loss Before Income Tax (Benefit) Expense and Equity in Earnings of 50% or Less Owned Companies |
|
|
(6,040 |
) |
|
|
(9 |
)% |
|
|
(21,166 |
) |
|
|
(39 |
)% |
|
|
(15,008 |
) |
|
|
(12 |
)% |
|
|
(44,098 |
) |
|
|
(44 |
)% |
|
Income Tax (Benefit) Expense |
|
|
(1,096 |
) |
|
|
(2 |
)% |
|
|
(1,634 |
) |
|
|
(3 |
)% |
|
|
61 |
|
|
|
0 |
% |
|
|
(4,055 |
) |
|
|
(4 |
)% |
|
Loss Before Equity in Earnings of 50% or Less Owned Companies |
|
|
(4,944 |
) |
|
|
(7 |
)% |
|
|
(19,532 |
) |
|
|
(36 |
)% |
|
|
(15,069 |
) |
|
|
(12 |
)% |
|
|
(40,043 |
) |
|
|
(40 |
)% |
|
Equity in Earnings of 50% or Less Owned Companies |
|
|
373 |
|
|
|
1 |
% |
|
|
415 |
|
|
|
1 |
% |
|
|
909 |
|
|
|
1 |
% |
|
|
6,089 |
|
|
|
6 |
% |
|
Net Loss |
|
|
(4,571 |
) |
|
|
(7 |
)% |
|
|
(19,117 |
) |
|
|
(35 |
)% |
|
|
(14,160 |
) |
|
|
(11 |
)% |
|
|
(33,954 |
) |
|
|
(34 |
)% |
|
Net Income attributable to Noncontrolling Interests in Subsidiaries |
|
|
— |
|
|
|
— |
% |
|
|
3 |
|
|
|
0 |
% |
|
|
— |
|
|
|
— |
% |
|
|
3 |
|
|
|
0 |
% |
|
Net Loss attributable to SEACOR Marine Holdings Inc. |
|
$ |
(4,571 |
) |
|
|
(7 |
)% |
|
$ |
(19,120 |
) |
|
|
(35 |
)% |
|
$ |
(14,160 |
) |
|
|
(11 |
)% |
|
$ |
(33,957 |
) |
|
|
(34 |
)% |
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. DVP is a critical financial measure used by the Company to analyze and compare the operating performance of its regions, without regard to financing decisions (depreciation and interest expense for owned vessels vs. lease expense for leased-in vessels). See “Note 13. Segment Information” to the Unaudited Consolidated Financial Statements included in Part I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on Form 10-Q.
26
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
|
|
|
Africa
|
|
|
Middle
|
|
|
Latin
|
|
|
Total |
|
|||||
|
For the Three Months Ended June 30, 2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Time Charter Statistics: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Average Rates Per Day |
|
$ |
16,115 |
|
|
$ |
14,982 |
|
|
$ |
13,245 |
|
|
$ |
18,846 |
|
|
|
15,250 |
|
|
Fleet Utilization |
|
|
35 |
% |
|
|
94 |
% |
|
|
86 |
% |
|
|
88 |
% |
|
|
78 |
% |
|
Fleet Available Days |
|
|
1,080 |
|
|
|
1,729 |
|
|
|
1,456 |
|
|
|
831 |
|
|
|
5,096 |
|
|
Operating Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Time charter |
|
$ |
6,121 |
|
|
$ |
24,414 |
|
|
$ |
16,563 |
|
|
$ |
13,706 |
|
|
$ |
60,804 |
|
|
Bareboat charter |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
364 |
|
|
|
364 |
|
|
Other marine services |
|
|
2,993 |
|
|
|
(1,037 |
) |
|
|
3,357 |
|
|
|
410 |
|
|
|
5,723 |
|
|
|
|
|
9,114 |
|
|
|
23,377 |
|
|
|
19,920 |
|
|
|
14,480 |
|
|
|
66,891 |
|
|
Direct Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Operating: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Personnel |
|
|
5,957 |
|
|
|
4,833 |
|
|
|
5,266 |
|
|
|
3,888 |
|
|
|
19,944 |
|
|
Repairs and maintenance |
|
|
1,573 |
|
|
|
2,050 |
|
|
|
1,219 |
|
|
|
951 |
|
|
|
5,793 |
|
|
Drydocking |
|
|
1,506 |
|
|
|
144 |
|
|
|
(684 |
) |
|
|
1,290 |
|
|
|
2,256 |
|
|
Insurance and loss reserves |
|
|
1,082 |
|
|
|
420 |
|
|
|
720 |
|
|
|
168 |
|
|
|
2,390 |
|
|
Fuel, lubes and supplies |
|
|
924 |
|
|
|
1,419 |
|
|
|
425 |
|
|
|
870 |
|
|
|
3,638 |
|
|
Other |
|
|
335 |
|
|
|
1,346 |
|
|
|
234 |
|
|
|
366 |
|
|
|
2,281 |
|
|
|
|
|
11,377 |
|
|
|
10,212 |
|
|
|
7,180 |
|
|
|
7,533 |
|
|
|
36,302 |
|
|
Direct Vessel (Loss) Profit |
|
$ |
(2,263 |
) |
|
$ |
13,165 |
|
|
$ |
12,740 |
|
|
$ |
6,947 |
|
|
|
30,589 |
|
|
Other Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Lease expense |
|
$ |
143 |
|
|
$ |
408 |
|
|
$ |
67 |
|
|
$ |
80 |
|
|
|
698 |
|
|
Administrative and general |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13,704 |
|
||||
|
Depreciation and amortization |
|
|
3,861 |
|
|
|
3,853 |
|
|
|
3,708 |
|
|
|
2,153 |
|
|
|
13,575 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
27,977 |
|
||||
|
Gains on asset dispositions and impairments, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
265 |
|
||||
|
Operating income |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
2,877 |
|
||||
27
|
|
|
United
|
|
|
Africa
|
|
|
Middle
|
|
|
Latin
|
|
|
Total |
|
|||||
|
For the Six Months Ended June 30, 2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Time Charter Statistics: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Average Rates Per Day |
|
$ |
17,203 |
|
|
$ |
13,960 |
|
|
$ |
13,399 |
|
|
$ |
17,434 |
|
|
$ |
14,789 |
|
|
Fleet Utilization |
|
|
35 |
% |
|
|
90 |
% |
|
|
84 |
% |
|
|
91 |
% |
|
|
77 |
% |
|
Fleet Available Days |
|
|
2,095 |
|
|
|
3,439 |
|
|
|
2,896 |
|
|
|
1,737 |
|
|
|
10,167 |
|
|
Operating Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Time charter |
|
$ |
12,685 |
|
|
$ |
43,410 |
|
|
$ |
32,591 |
|
|
$ |
27,533 |
|
|
$ |
116,219 |
|
|
Bareboat charter |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
724 |
|
|
|
724 |
|
|
Other marine services |
|
|
6,835 |
|
|
|
(1,871 |
) |
|
|
3,215 |
|
|
|
1,742 |
|
|
|
9,921 |
|
|
|
|
|
19,520 |
|
|
|
41,539 |
|
|
|
35,806 |
|
|
|
29,999 |
|
|
|
126,864 |
|
|
Direct Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Operating: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Personnel |
|
|
12,492 |
|
|
|
9,338 |
|
|
|
10,107 |
|
|
|
7,810 |
|
|
|
39,747 |
|
|
Repairs and maintenance |
|
|
2,767 |
|
|
|
4,603 |
|
|
|
1,896 |
|
|
|
2,538 |
|
|
|
11,804 |
|
|
Drydocking |
|
|
1,549 |
|
|
|
1,328 |
|
|
|
(1,779 |
) |
|
|
1,171 |
|
|
|
2,269 |
|
|
Insurance and loss reserves |
|
|
2,123 |
|
|
|
738 |
|
|
|
1,905 |
|
|
|
413 |
|
|
|
5,179 |
|
|
Fuel, lubes and supplies |
|
|
1,707 |
|
|
|
3,634 |
|
|
|
1,567 |
|
|
|
1,549 |
|
|
|
8,457 |
|
|
Other |
|
|
558 |
|
|
|
3,036 |
|
|
|
1,561 |
|
|
|
964 |
|
|
|
6,119 |
|
|
|
|
|
21,196 |
|
|
|
22,677 |
|
|
|
15,257 |
|
|
|
14,445 |
|
|
|
73,575 |
|
|
Direct Vessel (Loss) Profit |
|
$ |
(1,676 |
) |
|
$ |
18,862 |
|
|
$ |
20,549 |
|
|
$ |
15,554 |
|
|
|
53,289 |
|
|
Other Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Lease expense |
|
$ |
279 |
|
|
$ |
837 |
|
|
$ |
143 |
|
|
$ |
159 |
|
|
|
1,418 |
|
|
Administrative and general |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25,336 |
|
||||
|
Depreciation and amortization |
|
|
7,396 |
|
|
|
7,778 |
|
|
|
7,396 |
|
|
|
4,767 |
|
|
|
27,337 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
54,091 |
|
||||
|
Gains on asset dispositions and impairments, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,864 |
|
||||
|
Operating income |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
3,062 |
|
||||
|
As of June 30, 2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Property and Equipment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Historical cost |
|
$ |
230,432 |
|
|
$ |
287,289 |
|
|
$ |
285,722 |
|
|
$ |
162,895 |
|
|
$ |
966,338 |
|
|
Accumulated depreciation |
|
|
(107,901 |
) |
|
|
(99,994 |
) |
|
|
(94,761 |
) |
|
|
(32,022 |
) |
|
|
(334,678 |
) |
|
|
|
$ |
122,531 |
|
|
$ |
187,295 |
|
|
$ |
190,961 |
|
|
$ |
130,873 |
|
|
$ |
631,660 |
|
|
Total Assets (1) |
|
$ |
162,973 |
|
|
$ |
213,128 |
|
|
$ |
212,695 |
|
|
$ |
148,576 |
|
|
$ |
737,372 |
|
28
|
|
|
United
|
|
|
Africa
|
|
|
Middle
|
|
|
Latin
|
|
|
Total |
|
|||||
|
For the Three Months Ended June 30, 2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Time Charter Statistics: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Average Rates Per Day |
|
$ |
17,792 |
|
|
$ |
11,279 |
|
|
$ |
9,673 |
|
|
$ |
14,263 |
|
|
$ |
12,149 |
|
|
Fleet Utilization |
|
|
43 |
% |
|
|
85 |
% |
|
|
87 |
% |
|
|
94 |
% |
|
|
77 |
% |
|
Fleet Available Days |
|
|
1,277 |
|
|
|
1,567 |
|
|
|
1,651 |
|
|
|
816 |
|
|
|
5,311 |
|
|
Operating Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Time charter |
|
$ |
9,759 |
|
|
$ |
14,930 |
|
|
$ |
13,906 |
|
|
$ |
10,909 |
|
|
$ |
49,504 |
|
|
Bareboat charter |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
48 |
|
|
|
48 |
|
|
Other |
|
|
2,399 |
|
|
|
1,072 |
|
|
|
460 |
|
|
|
534 |
|
|
|
4,465 |
|
|
|
|
|
12,158 |
|
|
|
16,002 |
|
|
|
14,366 |
|
|
|
11,491 |
|
|
|
54,017 |
|
|
Direct Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Operating: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Personnel |
|
|
5,773 |
|
|
|
3,526 |
|
|
|
5,691 |
|
|
|
3,356 |
|
|
|
18,346 |
|
|
Repairs and maintenance |
|
|
1,280 |
|
|
|
2,638 |
|
|
|
2,545 |
|
|
|
1,917 |
|
|
|
8,380 |
|
|
Drydocking |
|
|
4,090 |
|
|
|
134 |
|
|
|
2,250 |
|
|
|
— |
|
|
|
6,474 |
|
|
Insurance and loss reserves |
|
|
1,198 |
|
|
|
329 |
|
|
|
748 |
|
|
|
270 |
|
|
|
2,545 |
|
|
Fuel, lubes and supplies |
|
|
794 |
|
|
|
1,490 |
|
|
|
1,318 |
|
|
|
748 |
|
|
|
4,350 |
|
|
Other |
|
|
281 |
|
|
|
1,871 |
|
|
|
1,213 |
|
|
|
685 |
|
|
|
4,050 |
|
|
|
|
|
13,416 |
|
|
|
9,988 |
|
|
|
13,765 |
|
|
|
6,976 |
|
|
|
44,145 |
|
|
Direct Vessel (Loss) Profit |
|
$ |
(1,258 |
) |
|
$ |
6,014 |
|
|
$ |
601 |
|
|
$ |
4,515 |
|
|
|
9,872 |
|
|
Other Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Lease expense |
|
$ |
295 |
|
|
$ |
456 |
|
|
$ |
38 |
|
|
$ |
219 |
|
|
|
1,008 |
|
|
Administrative and general |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,210 |
|
||||
|
Depreciation and amortization |
|
|
4,562 |
|
|
|
3,306 |
|
|
|
4,229 |
|
|
|
2,111 |
|
|
|
14,208 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25,426 |
|
||||
|
Gains on asset dispositions and impairments, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25 |
|
||||
|
Operating loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(15,529 |
) |
||||
29
|
|
|
United
|
|
|
Africa
|
|
|
Middle
|
|
|
Latin
|
|
|
Total |
|
|||||
|
For the Six Months Ended June 30, 2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Time Charter Statistics: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Average Rates Per Day |
|
$ |
16,740 |
|
|
$ |
10,666 |
|
|
$ |
9,775 |
|
|
$ |
13,885 |
|
|
$ |
11,746 |
|
|
Fleet Utilization |
|
|
41 |
% |
|
|
83 |
% |
|
|
82 |
% |
|
|
89 |
% |
|
|
73 |
% |
|
Fleet Available Days |
|
|
2,591 |
|
|
|
3,066 |
|
|
|
3,451 |
|
|
|
1,603 |
|
|
|
10,711 |
|
|
Operating Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Time charter |
|
$ |
17,623 |
|
|
$ |
27,210 |
|
|
$ |
27,566 |
|
|
$ |
19,846 |
|
|
$ |
92,245 |
|
|
Bareboat charter |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
666 |
|
|
|
666 |
|
|
Other |
|
|
4,451 |
|
|
|
456 |
|
|
|
509 |
|
|
|
1,281 |
|
|
|
6,697 |
|
|
|
|
|
22,074 |
|
|
|
27,666 |
|
|
|
28,075 |
|
|
|
21,793 |
|
|
|
99,608 |
|
|
Direct Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Operating: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Personnel |
|
|
10,696 |
|
|
|
7,062 |
|
|
|
11,722 |
|
|
|
7,301 |
|
|
|
36,781 |
|
|
Repairs and maintenance |
|
|
2,381 |
|
|
|
4,217 |
|
|
|
4,377 |
|
|
|
4,196 |
|
|
|
15,171 |
|
|
Drydocking |
|
|
6,957 |
|
|
|
1,278 |
|
|
|
3,212 |
|
|
|
— |
|
|
|
11,447 |
|
|
Insurance and loss reserves |
|
|
1,427 |
|
|
|
453 |
|
|
|
1,255 |
|
|
|
596 |
|
|
|
3,731 |
|
|
Fuel, lubes and supplies |
|
|
1,456 |
|
|
|
2,963 |
|
|
|
2,328 |
|
|
|
1,332 |
|
|
|
8,079 |
|
|
Other |
|
|
505 |
|
|
|
3,699 |
|
|
|
2,840 |
|
|
|
1,388 |
|
|
|
8,432 |
|
|
|
|
|
23,422 |
|
|
|
19,672 |
|
|
|
25,734 |
|
|
|
14,813 |
|
|
|
83,641 |
|
|
Direct Vessel (Loss) Profit |
|
$ |
(1,348 |
) |
|
$ |
7,994 |
|
|
$ |
2,341 |
|
|
$ |
6,980 |
|
|
|
15,967 |
|
|
Other Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Lease expense |
|
$ |
582 |
|
|
$ |
858 |
|
|
$ |
69 |
|
|
$ |
559 |
|
|
|
2,068 |
|
|
Administrative and general |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20,134 |
|
||||
|
Depreciation and amortization |
|
|
9,200 |
|
|
|
6,564 |
|
|
|
8,574 |
|
|
|
4,241 |
|
|
|
28,579 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
50,781 |
|
||||
|
Gains on asset dispositions and impairments, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,164 |
|
||||
|
Operating loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(32,650 |
) |
||||
|
As of June 30, 2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Property and Equipment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Historical cost |
|
$ |
269,717 |
|
|
$ |
247,967 |
|
|
$ |
322,091 |
|
|
$ |
160,372 |
|
|
$ |
1,000,147 |
|
|
Accumulated depreciation |
|
|
(130,737 |
) |
|
|
(76,742 |
) |
|
|
(89,634 |
) |
|
|
(27,978 |
) |
|
|
(325,091 |
) |
|
|
|
$ |
138,980 |
|
|
$ |
171,225 |
|
|
$ |
232,457 |
|
|
$ |
132,394 |
|
|
$ |
675,056 |
|
|
Total Assets (1) |
|
$ |
170,831 |
|
|
$ |
194,632 |
|
|
$ |
244,606 |
|
|
$ |
215,755 |
|
|
$ |
825,824 |
|
30
For additional information, the following tables summarize the worldwide operating results and property and equipment for each of the Company’s vessel classes for the periods indicated (in thousands, except statistics):
|
|
|
AHTS (1) |
|
|
FSV (2) |
|
|
PSV (3) |
|
|
Liftboats |
|
|
Other
|
|
|
Total |
|
||||||
|
For the Three Months Ended June 30, 2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Time Charter Statistics: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Average Rates Per Day |
|
$ |
8,916 |
|
|
$ |
11,314 |
|
|
$ |
17,545 |
|
|
$ |
35,623 |
|
|
$ |
— |
|
|
$ |
15,250 |
|
|
Fleet Utilization |
|
|
85 |
% |
|
|
92 |
% |
|
|
80 |
% |
|
|
37 |
% |
|
|
— |
% |
|
|
78 |
% |
|
Fleet Available Days |
|
|
364 |
|
|
|
2,093 |
|
|
|
1,820 |
|
|
|
819 |
|
|
|
— |
|
|
|
5,096 |
|
|
Operating Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Time charter |
|
$ |
2,762 |
|
|
$ |
21,747 |
|
|
$ |
25,458 |
|
|
$ |
10,837 |
|
|
$ |
— |
|
|
$ |
60,804 |
|
|
Bareboat charter |
|
|
— |
|
|
|
— |
|
|
|
364 |
|
|
|
— |
|
|
|
— |
|
|
|
364 |
|
|
Other marine services |
|
|
(134 |
) |
|
|
(518 |
) |
|
|
19 |
|
|
|
5,355 |
|
|
|
1,001 |
|
|
|
5,723 |
|
|
|
|
|
2,628 |
|
|
|
21,229 |
|
|
|
25,841 |
|
|
|
16,192 |
|
|
|
1,001 |
|
|
|
66,891 |
|
|
Direct Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Operating: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Personnel |
|
|
1,069 |
|
|
|
5,083 |
|
|
|
8,738 |
|
|
|
5,065 |
|
|
|
(11 |
) |
|
|
19,944 |
|
|
Repairs and maintenance |
|
|
186 |
|
|
|
1,134 |
|
|
|
2,998 |
|
|
|
1,472 |
|
|
|
3 |
|
|
|
5,793 |
|
|
Drydocking |
|
|
131 |
|
|
|
1,342 |
|
|
|
12 |
|
|
|
849 |
|
|
|
(78 |
) |
|
|
2,256 |
|
|
Insurance and loss reserves |
|
|
78 |
|
|
|
337 |
|
|
|
421 |
|
|
|
1,418 |
|
|
|
136 |
|
|
|
2,390 |
|
|
Fuel, lubes and supplies |
|
|
192 |
|
|
|
1,108 |
|
|
|
2,124 |
|
|
|
219 |
|
|
|
(5 |
) |
|
|
3,638 |
|
|
Other |
|
|
195 |
|
|
|
947 |
|
|
|
840 |
|
|
|
301 |
|
|
|
(2 |
) |
|
|
2,281 |
|
|
|
|
|
1,851 |
|
|
|
9,951 |
|
|
|
15,133 |
|
|
|
9,324 |
|
|
|
43 |
|
|
|
36,302 |
|
|
Other Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Lease expense |
|
$ |
332 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
366 |
|
|
|
698 |
|
|
Administrative and general |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13,704 |
|
|||||
|
Depreciation and amortization |
|
|
298 |
|
|
|
4,952 |
|
|
|
4,072 |
|
|
|
4,215 |
|
|
|
38 |
|
|
|
13,575 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
27,977 |
|
|||||
|
Gains on asset dispositions and impairments, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
265 |
|
|||||
|
Operating income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
2,877 |
|
|||||
31
|
|
|
AHTS |
|
|
FSV |
|
|
PSV |
|
|
Liftboats |
|
|
Other
|
|
|
Total |
|
||||||
|
For the Six Months Ended June 30, 2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Time Charter Statistics: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Average Rates Per Day |
|
$ |
9,081 |
|
|
$ |
10,965 |
|
|
$ |
16,278 |
|
|
$ |
34,661 |
|
|
$ |
— |
|
|
$ |
14,789 |
|
|
Fleet Utilization |
|
|
83 |
% |
|
|
91 |
% |
|
|
75 |
% |
|
|
44 |
% |
|
|
— |
% |
|
|
77 |
% |
|
Fleet Available Days |
|
|
755 |
|
|
|
4,163 |
|
|
|
3,620 |
|
|
|
1,629 |
|
|
|
— |
|
|
|
10,167 |
|
|
Operating Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Time charter |
|
$ |
5,677 |
|
|
$ |
41,735 |
|
|
$ |
44,258 |
|
|
$ |
24,549 |
|
|
$ |
— |
|
|
$ |
116,219 |
|
|
Bareboat charter |
|
|
— |
|
|
|
— |
|
|
|
724 |
|
|
|
— |
|
|
|
— |
|
|
|
724 |
|
|
Other marine services |
|
|
(286 |
) |
|
|
(895 |
) |
|
|
859 |
|
|
|
8,131 |
|
|
|
2,112 |
|
|
|
9,921 |
|
|
|
|
|
5,391 |
|
|
|
40,840 |
|
|
|
45,841 |
|
|
|
32,680 |
|
|
|
2,112 |
|
|
|
126,864 |
|
|
Direct Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Operating: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Personnel |
|
|
2,064 |
|
|
|
9,944 |
|
|
|
17,587 |
|
|
|
10,133 |
|
|
|
19 |
|
|
|
39,747 |
|
|
Repairs and maintenance |
|
|
402 |
|
|
|
3,001 |
|
|
|
6,473 |
|
|
|
1,971 |
|
|
|
(43 |
) |
|
|
11,804 |
|
|
Drydocking |
|
|
551 |
|
|
|
1,470 |
|
|
|
621 |
|
|
|
(292 |
) |
|
|
(81 |
) |
|
|
2,269 |
|
|
Insurance and loss reserves |
|
|
146 |
|
|
|
671 |
|
|
|
840 |
|
|
|
3,325 |
|
|
|
197 |
|
|
|
5,179 |
|
|
Fuel, lubes and supplies |
|
|
668 |
|
|
|
2,490 |
|
|
|
4,455 |
|
|
|
838 |
|
|
|
6 |
|
|
|
8,457 |
|
|
Other |
|
|
490 |
|
|
|
2,183 |
|
|
|
3,154 |
|
|
|
273 |
|
|
|
19 |
|
|
|
6,119 |
|
|
|
|
|
4,321 |
|
|
|
19,759 |
|
|
|
33,130 |
|
|
|
16,248 |
|
|
|
117 |
|
|
|
73,575 |
|
|
Other Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Lease expense |
|
$ |
663 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
755 |
|
|
|
1,418 |
|
|
Administrative and general |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25,336 |
|
|||||
|
Depreciation and amortization |
|
|
596 |
|
|
|
9,898 |
|
|
|
8,334 |
|
|
|
8,429 |
|
|
|
80 |
|
|
|
27,337 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
54,091 |
|
|||||
|
Gains on asset dispositions and impairments, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,864 |
|
|||||
|
Operating income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
3,062 |
|
|||||
|
As of June 30, 2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Property and Equipment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Historical cost |
|
$ |
27,647 |
|
|
$ |
352,889 |
|
|
$ |
301,523 |
|
|
$ |
265,098 |
|
|
$ |
19,181 |
|
|
$ |
966,338 |
|
|
Accumulated depreciation |
|
|
(19,188 |
) |
|
|
(139,993 |
) |
|
|
(45,015 |
) |
|
|
(111,888 |
) |
|
|
(18,594 |
) |
|
|
(334,678 |
) |
|
|
|
$ |
8,459 |
|
|
$ |
212,896 |
|
|
$ |
256,508 |
|
|
$ |
153,210 |
|
|
$ |
587 |
|
|
$ |
631,660 |
|
|
|
|
AHTS |
|
|
FSV |
|
|
PSV |
|
|
Liftboats |
|
|
Other
|
|
|
Total |
|
||||||
|
For the Three Months Ended June 30, 2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Time Charter Statistics: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Average Rates Per Day |
|
$ |
8,887 |
|
|
$ |
9,201 |
|
|
$ |
13,422 |
|
|
$ |
24,712 |
|
|
$ |
— |
|
|
$ |
12,149 |
|
|
Fleet Utilization |
|
|
66 |
% |
|
|
85 |
% |
|
|
86 |
% |
|
|
44 |
% |
|
|
— |
% |
|
|
77 |
% |
|
Fleet Available Days |
|
|
546 |
|
|
|
2,126 |
|
|
|
1,820 |
|
|
|
819 |
|
|
|
— |
|
|
|
5,311 |
|
|
Operating Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Time charter |
|
$ |
3,191 |
|
|
$ |
16,525 |
|
|
$ |
20,983 |
|
|
$ |
8,805 |
|
|
$ |
— |
|
|
$ |
49,504 |
|
|
Bareboat charter |
|
|
— |
|
|
|
— |
|
|
|
48 |
|
|
|
— |
|
|
|
— |
|
|
|
48 |
|
|
Other marine services |
|
|
(143 |
) |
|
|
(174 |
) |
|
|
575 |
|
|
|
3,283 |
|
|
|
924 |
|
|
|
4,465 |
|
|
|
|
|
3,048 |
|
|
|
16,351 |
|
|
|
21,606 |
|
|
|
12,088 |
|
|
|
924 |
|
|
|
54,017 |
|
|
Direct Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Operating: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Personnel |
|
|
1,050 |
|
|
|
4,880 |
|
|
|
7,889 |
|
|
|
4,515 |
|
|
|
12 |
|
|
|
18,346 |
|
|
Repairs and maintenance |
|
|
566 |
|
|
|
2,458 |
|
|
|
3,184 |
|
|
|
2,132 |
|
|
|
40 |
|
|
|
8,380 |
|
|
Drydocking |
|
|
(30 |
) |
|
|
(201 |
) |
|
|
(32 |
) |
|
|
6,737 |
|
|
|
— |
|
|
|
6,474 |
|
|
Insurance and loss reserves |
|
|
146 |
|
|
|
372 |
|
|
|
551 |
|
|
|
1,548 |
|
|
|
(72 |
) |
|
|
2,545 |
|
|
Fuel, lubes and supplies |
|
|
215 |
|
|
|
1,187 |
|
|
|
1,701 |
|
|
|
1,230 |
|
|
|
17 |
|
|
|
4,350 |
|
|
Other |
|
|
435 |
|
|
|
1,311 |
|
|
|
1,631 |
|
|
|
655 |
|
|
|
18 |
|
|
|
4,050 |
|
|
|
|
|
2,382 |
|
|
|
10,007 |
|
|
|
14,924 |
|
|
|
16,817 |
|
|
|
15 |
|
|
|
44,145 |
|
|
Other Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Lease expense |
|
$ |
450 |
|
|
$ |
— |
|
|
$ |
154 |
|
|
$ |
— |
|
|
$ |
404 |
|
|
|
1,008 |
|
|
Administrative and general |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,210 |
|
|||||
|
Depreciation and amortization |
|
|
495 |
|
|
|
5,010 |
|
|
|
3,785 |
|
|
|
4,870 |
|
|
|
48 |
|
|
|
14,208 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25,426 |
|
|||||
|
Gains on asset dispositions and impairments, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25 |
|
|||||
|
Operating income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(15,529 |
) |
|||||
32
|
|
|
AHTS |
|
|
FSV |
|
|
PSV |
|
|
Liftboats |
|
|
Other
|
|
|
Total |
|
||||||
|
For the Six Months Ended June 30, 2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Time Charter Statistics: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Average Rates Per Day |
|
$ |
8,898 |
|
|
$ |
8,917 |
|
|
$ |
12,862 |
|
|
$ |
23,507 |
|
|
$ |
— |
|
|
$ |
11,746 |
|
|
Fleet Utilization |
|
|
66 |
% |
|
|
82 |
% |
|
|
79 |
% |
|
|
46 |
% |
|
|
— |
% |
|
|
73 |
% |
|
Fleet Available Days |
|
|
1,086 |
|
|
|
4,286 |
|
|
|
3,620 |
|
|
|
1,629 |
|
|
|
90 |
|
|
|
10,711 |
|
|
Operating Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Time charter |
|
$ |
6,379 |
|
|
$ |
31,425 |
|
|
$ |
36,806 |
|
|
$ |
17,635 |
|
|
$ |
— |
|
|
$ |
92,245 |
|
|
Bareboat charter |
|
|
— |
|
|
|
— |
|
|
|
666 |
|
|
|
— |
|
|
|
— |
|
|
|
666 |
|
|
Other marine services |
|
|
(303 |
) |
|
|
(428 |
) |
|
|
619 |
|
|
|
4,746 |
|
|
|
2,063 |
|
|
|
6,697 |
|
|
|
|
|
6,076 |
|
|
|
30,997 |
|
|
|
38,091 |
|
|
|
22,381 |
|
|
|
2,063 |
|
|
|
99,608 |
|
|
Direct Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Operating: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Personnel |
|
|
2,186 |
|
|
|
9,950 |
|
|
|
16,082 |
|
|
|
8,550 |
|
|
|
13 |
|
|
|
36,781 |
|
|
Repairs and maintenance |
|
|
859 |
|
|
|
4,258 |
|
|
|
6,885 |
|
|
|
3,144 |
|
|
|
25 |
|
|
|
15,171 |
|
|
Drydocking |
|
|
(37 |
) |
|
|
1,076 |
|
|
|
1,270 |
|
|
|
9,138 |
|
|
|
— |
|
|
|
11,447 |
|
|
Insurance and loss reserves |
|
|
9 |
|
|
|
632 |
|
|
|
979 |
|
|
|
2,763 |
|
|
|
(652 |
) |
|
|
3,731 |
|
|
Fuel, lubes and supplies |
|
|
359 |
|
|
|
2,731 |
|
|
|
3,135 |
|
|
|
1,835 |
|
|
|
19 |
|
|
|
8,079 |
|
|
Other |
|
|
874 |
|
|
|
3,252 |
|
|
|
2,979 |
|
|
|
1,299 |
|
|
|
28 |
|
|
|
8,432 |
|
|
|
|
|
4,250 |
|
|
|
21,899 |
|
|
|
31,330 |
|
|
|
26,729 |
|
|
|
(567 |
) |
|
|
83,641 |
|
|
Other Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Lease expense |
|
$ |
899 |
|
|
$ |
— |
|
|
$ |
445 |
|
|
$ |
— |
|
|
$ |
724 |
|
|
|
2,068 |
|
|
Administrative and general |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20,134 |
|
|||||
|
Depreciation and amortization |
|
|
989 |
|
|
|
9,955 |
|
|
|
7,571 |
|
|
|
9,834 |
|
|
|
230 |
|
|
|
28,579 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
50,781 |
|
|||||
|
Gains on asset dispositions and impairments, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,164 |
|
|||||
|
Operating income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(32,650 |
) |
|||||
|
As of June 30, 2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Property and Equipment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Historical cost |
|
$ |
50,189 |
|
|
$ |
355,116 |
|
|
$ |
282,304 |
|
|
$ |
290,529 |
|
|
$ |
22,009 |
|
|
$ |
1,000,147 |
|
|
Accumulated depreciation |
|
|
(34,746 |
) |
|
|
(121,226 |
) |
|
|
(28,227 |
) |
|
|
(119,351 |
) |
|
|
(21,541 |
) |
|
|
(325,091 |
) |
|
|
|
$ |
15,443 |
|
|
$ |
233,890 |
|
|
$ |
254,077 |
|
|
$ |
171,178 |
|
|
$ |
468 |
|
|
$ |
675,056 |
|
Fleet Counts. The Company’s fleet count as of June 30, 2023 and December 31, 2022 was as follows:
|
|
|
Owned |
|
|
Leased-in |
|
|
Managed |
|
|
Total |
|
||||
|
June 30, 2023 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
AHTS |
|
|
3 |
|
|
|
1 |
|
|
|
— |
|
|
|
4 |
|
|
FSV |
|
|
22 |
|
|
|
1 |
|
|
|
2 |
|
|
|
25 |
|
|
PSV |
|
|
21 |
|
|
|
— |
|
|
|
— |
|
|
|
21 |
|
|
Liftboats |
|
|
9 |
|
|
|
— |
|
|
|
— |
|
|
|
9 |
|
|
|
|
|
55 |
|
|
|
2 |
|
|
|
2 |
|
|
|
59 |
|
|
December 31, 2022 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
AHTS |
|
|
3 |
|
|
|
2 |
|
|
|
— |
|
|
|
5 |
|
|
FSV |
|
|
22 |
|
|
|
1 |
|
|
|
2 |
|
|
|
25 |
|
|
PSV |
|
|
21 |
|
|
|
— |
|
|
|
— |
|
|
|
21 |
|
|
Liftboats |
|
|
9 |
|
|
|
— |
|
|
|
— |
|
|
|
9 |
|
|
|
|
|
55 |
|
|
|
3 |
|
|
|
2 |
|
|
|
60 |
|
33
Operating Income (Loss)
United States, primarily Gulf of Mexico. For the three and six months ended June 30, 2023 and 2022 the Company’s time charter statistics and direct vessel loss in the U.S. were as follows (in thousands, except statistics):
|
|
|
For the Three Months Ended June 30, |
|
|
For the Six Months Ended June 30, |
|
||||||||||||||||||||||||||
|
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||||||||||||||||||
|
Time Charter Statistics: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Rates Per Day Worked: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
AHTS |
|
$ |
— |
|
|
|
|
|
$ |
— |
|
|
|
|
|
$ |
— |
|
|
|
|
|
$ |
— |
|
|
|
|
||||
|
FSV |
|
|
9,450 |
|
|
|
|
|
|
11,035 |
|
|
|
|
|
|
9,490 |
|
|
|
|
|
|
10,950 |
|
|
|
|
||||
|
PSV |
|
|
13,883 |
|
|
|
|
|
|
16,536 |
|
|
|
|
|
|
14,261 |
|
|
|
|
|
|
15,728 |
|
|
|
|
||||
|
Liftboats |
|
|
29,334 |
|
|
|
|
|
|
22,875 |
|
|
|
|
|
|
27,951 |
|
|
|
|
|
|
20,401 |
|
|
|
|
||||
|
Overall |
|
|
16,115 |
|
|
|
|
|
|
17,792 |
|
|
|
|
|
|
17,203 |
|
|
|
|
|
|
16,740 |
|
|
|
|
||||
|
Utilization: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
AHTS |
|
|
|
|
|
— |
% |
|
|
|
|
|
— |
% |
|
|
|
|
|
— |
% |
|
|
|
|
|
— |
% |
||||
|
FSV |
|
|
|
|
|
67 |
% |
|
|
|
|
|
48 |
% |
|
|
|
|
|
61 |
% |
|
|
|
|
|
42 |
% |
||||
|
PSV |
|
|
|
|
|
46 |
% |
|
|
|
|
|
71 |
% |
|
|
|
|
|
36 |
% |
|
|
|
|
|
66 |
% |
||||
|
Liftboats |
|
|
|
|
|
18 |
% |
|
|
|
|
|
41 |
% |
|
|
|
|
|
24 |
% |
|
|
|
|
|
41 |
% |
||||
|
Overall |
|
|
|
|
|
35 |
% |
|
|
|
|
|
43 |
% |
|
|
|
|
|
35 |
% |
|
|
|
|
|
41 |
% |
||||
|
Available Days: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
AHTS |
|
|
— |
|
|
|
|
|
|
182 |
|
|
|
|
|
|
31 |
|
|
|
|
|
|
362 |
|
|
|
|
||||
|
FSV |
|
|
273 |
|
|
|
|
|
|
273 |
|
|
|
|
|
|
543 |
|
|
|
|
|
|
543 |
|
|
|
|
||||
|
PSV |
|
|
199 |
|
|
|
|
|
|
273 |
|
|
|
|
|
|
369 |
|
|
|
|
|
|
543 |
|
|
|
|
||||
|
Liftboats |
|
|
608 |
|
|
|
|
|
|
549 |
|
|
|
|
|
|
1,152 |
|
|
|
|
|
|
1,143 |
|
|
|
|
||||
|
Overall |
|
|
1,080 |
|
|
|
|
|
|
1,277 |
|
|
|
|
|
|
2,095 |
|
|
|
|
|
|
2,591 |
|
|
|
|
||||
|
Operating revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Time charter |
|
$ |
6,121 |
|
|
|
67 |
% |
|
$ |
9,759 |
|
|
|
80 |
% |
|
$ |
12,685 |
|
|
|
65 |
% |
|
$ |
17,623 |
|
|
|
80 |
% |
|
Other marine services |
|
|
2,993 |
|
|
|
33 |
% |
|
|
2,399 |
|
|
|
20 |
% |
|
|
6,835 |
|
|
|
35 |
% |
|
|
4,451 |
|
|
|
20 |
% |
|
|
|
|
9,114 |
|
|
|
100 |
% |
|
|
12,158 |
|
|
|
100 |
% |
|
|
19,520 |
|
|
|
100 |
% |
|
|
22,074 |
|
|
|
100 |
% |
|
Direct operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Personnel |
|
|
5,957 |
|
|
|
65 |
% |
|
|
5,773 |
|
|
|
47 |
% |
|
|
12,492 |
|
|
|
64 |
% |
|
|
10,696 |
|
|
|
48 |
% |
|
Repairs and maintenance |
|
|
1,573 |
|
|
|
17 |
% |
|
|
1,280 |
|
|
|
11 |
% |
|
|
2,767 |
|
|
|
14 |
% |
|
|
2,381 |
|
|
|
11 |
% |
|
Drydocking |
|
|
1,506 |
|
|
|
17 |
% |
|
|
4,090 |
|
|
|
34 |
% |
|
|
1,549 |
|
|
|
8 |
% |
|
|
6,957 |
|
|
|
32 |
% |
|
Insurance and loss reserves |
|
|
1,082 |
|
|
|
12 |
% |
|
|
1,198 |
|
|
|
10 |
% |
|
|
2,123 |
|
|
|
11 |
% |
|
|
1,427 |
|
|
|
6 |
% |
|
Fuel, lubes and supplies |
|
|
924 |
|
|
|
10 |
% |
|
|
794 |
|
|
|
7 |
% |
|
|
1,707 |
|
|
|
9 |
% |
|
|
1,456 |
|
|
|
7 |
% |
|
Other |
|
|
335 |
|
|
|
4 |
% |
|
|
281 |
|
|
|
1 |
% |
|
|
558 |
|
|
|
3 |
% |
|
|
505 |
|
|
|
2 |
% |
|
|
|
|
11,377 |
|
|
|
125 |
% |
|
|
13,416 |
|
|
|
110 |
% |
|
|
21,196 |
|
|
|
109 |
% |
|
|
23,422 |
|
|
|
106 |
% |
|
Direct Vessel Loss |
|
$ |
(2,263 |
) |
|
|
(25 |
)% |
|
$ |
(1,258 |
) |
|
|
(10 |
)% |
|
$ |
(1,676 |
) |
|
|
(9 |
)% |
|
$ |
(1,348 |
) |
|
|
(6 |
)% |
Current Year Quarter compared with Prior Year Quarter
Operating Revenues . Charter revenues were $3.6 million lower in the Current Year Quarter compared with the Prior Year Quarter. Charter revenues were $1.3 million lower due to the repositioning of vessels between geographic regions and $2.3 million lower due to decreased utilization of the vessels included in the results of this region in both comparative periods (as applicable to each region, the “Regional Core Fleet”). Other marine services were $0.6 million higher primarily due to business interruption insurance revenue and higher mobilization revenues. As of June 30, 2023, the Company had one of 13 owned and leased-in vessels (one liftboat) cold-stacked in this region compared with three of 14 vessels (one AHTS, one FSV and one liftboat) as of June 30, 2022.
Direct Operating Expenses . Direct operating expenses were $2.0 million lower in the Current Year Quarter compared with the Prior Year Quarter. Direct operating expenses were $1.7 million lower for the Regional Core Fleet primarily due to the timing of drydocking and other repair expenditures and $0.3 million lower due to net asset dispositions.
34
Current Year Six Months compared with Prior Year Six Months
Operating Revenues . Charter revenues were $4.9 million lower in the Current Year Six Months compared with the Prior Year Six Months. Charter revenues were $2.6 million lower due to the repositioning of vessels between geographic regions and $2.3 million lower due to decreased utilization for the Regional Core Fleet. Other marine services were $2.4 million higher primarily due to business interruption insurance revenue and higher mobilization revenues.
Direct Operating Expenses . Direct operating expenses were $2.2 million lower in the Current Year Six Months compared with the Prior Year Six Months. Direct operating expenses were $1.8 million lower due to the repositioning of vessels between geographic regions, $0.2 million due to net asset dispositions and $0.2 million for the Regional Core Fleet.
Africa and Europe. For the three and six months ended June 30, 2023 and 2022 the Company’s time charter statistics and direct vessel profit in Africa and Europe were as follows (in thousands, except statistics):
|
|
|
For the Three Months Ended June 30, |
|
|
For the Six Months Ended June 30, |
|
||||||||||||||||||||||||||
|
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||||||||||||||||||
|
Time Charter Statistics: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Rates Per Day Worked: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
AHTS |
|
$ |
10,267 |
|
|
|
|
|
$ |
10,018 |
|
|
|
|
|
$ |
10,189 |
|
|
|
|
|
$ |
9,971 |
|
|
|
|
||||
|
FSV |
|
|
13,123 |
|
|
|
|
|
|
10,719 |
|
|
|
|
|
|
12,849 |
|
|
|
|
|
|
10,301 |
|
|
|
|
||||
|
PSV |
|
|
20,318 |
|
|
|
|
|
|
13,621 |
|
|
|
|
|
|
18,078 |
|
|
|
|
|
|
12,224 |
|
|
|
|
||||
|
Overall |
|
|
14,982 |
|
|
|
|
|
|
11,279 |
|
|
|
|
|
|
13,960 |
|
|
|
|
|
|
10,666 |
|
|
|
|
||||
|
Utilization: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
AHTS |
|
|
|
|
|
80 |
% |
|
|
|
|
|
98 |
% |
|
|
|
|
|
87 |
% |
|
|
|
|
|
99 |
% |
||||
|
FSV |
|
|
|
|
|
99 |
% |
|
|
|
|
|
86 |
% |
|
|
|
|
|
96 |
% |
|
|
|
|
|
82 |
% |
||||
|
PSV |
|
|
|
|
|
93 |
% |
|
|
|
|
|
72 |
% |
|
|
|
|
|
83 |
% |
|
|
|
|
|
75 |
% |
||||
|
Overall |
|
|
|
|
|
94 |
% |
|
|
|
|
|
85 |
% |
|
|
|
|
|
90 |
% |
|
|
|
|
|
83 |
% |
||||
|
Available Days: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
AHTS |
|
|
273 |
|
|
|
|
|
|
273 |
|
|
|
|
|
|
543 |
|
|
|
|
|
|
543 |
|
|
|
|
||||
|
FSV |
|
|
910 |
|
|
|
|
|
|
852 |
|
|
|
|
|
|
1,810 |
|
|
|
|
|
|
1,752 |
|
|
|
|
||||
|
PSV |
|
|
546 |
|
|
|
|
|
|
442 |
|
|
|
|
|
|
1,086 |
|
|
|
|
|
|
771 |
|
|
|
|
||||
|
Overall |
|
|
1,729 |
|
|
|
|
|
|
1,567 |
|
|
|
|
|
|
3,439 |
|
|
|
|
|
|
3,066 |
|
|
|
|
||||
|
Operating revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Time charter |
|
$ |
24,414 |
|
|
|
104 |
% |
|
$ |
14,930 |
|
|
|
93 |
% |
|
$ |
43,410 |
|
|
|
105 |
% |
|
$ |
27,210 |
|
|
|
98 |
% |
|
Other marine services |
|
|
(1,037 |
) |
|
|
(4 |
)% |
|
|
1,072 |
|
|
|
7 |
% |
|
|
(1,871 |
) |
|
|
(5 |
%) |
|
|
456 |
|
|
|
2 |
% |
|
|
|
|
23,377 |
|
|
|
100 |
% |
|
|
16,002 |
|
|
|
100 |
% |
|
|
41,539 |
|
|
|
100 |
% |
|
|
27,666 |
|
|
|
100 |
% |
|
Direct operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Personnel |
|
|
4,833 |
|
|
|
21 |
% |
|
|
3,526 |
|
|
|
22 |
% |
|
|
9,338 |
|
|
|
23 |
% |
|
|
7,062 |
|
|
|
26 |
% |
|
Repairs and maintenance |
|
|
2,050 |
|
|
|
9 |
% |
|
|
2,638 |
|
|
|
16 |
% |
|
|
4,603 |
|
|
|
11 |
% |
|
|
4,217 |
|
|
|
15 |
% |
|
Drydocking |
|
|
144 |
|
|
|
1 |
% |
|
|
134 |
|
|
|
1 |
% |
|
|
1,328 |
|
|
|
3 |
% |
|
|
1,278 |
|
|
|
5 |
% |
|
Insurance and loss reserves |
|
|
420 |
|
|
|
2 |
% |
|
|
329 |
|
|
|
2 |
% |
|
|
738 |
|
|
|
2 |
% |
|
|
453 |
|
|
|
2 |
% |
|
Fuel, lubes and supplies |
|
|
1,419 |
|
|
|
6 |
% |
|
|
1,490 |
|
|
|
9 |
% |
|
|
3,634 |
|
|
|
9 |
% |
|
|
2,963 |
|
|
|
11 |
% |
|
Other |
|
|
1,346 |
|
|
|
5 |
% |
|
|
1,871 |
|
|
|
12 |
% |
|
|
3,036 |
|
|
|
7 |
% |
|
|
3,699 |
|
|
|
12 |
% |
|
|
|
|
10,212 |
|
|
|
44 |
% |
|
|
9,988 |
|
|
|
62 |
% |
|
|
22,677 |
|
|
|
55 |
% |
|
|
19,672 |
|
|
|
71 |
% |
|
Direct Vessel Profit |
|
$ |
13,165 |
|
|
|
56 |
% |
|
$ |
6,014 |
|
|
|
38 |
% |
|
$ |
18,862 |
|
|
|
45 |
% |
|
$ |
7,994 |
|
|
|
29 |
% |
Current Year Quarter compared with Prior Year Quarter
Operating Revenues. Charter revenues were $9.5 million higher in the Current Year Quarter compared with the Prior Year Quarter. Charter revenues were $5.2 million higher due to the repositioning of vessels between geographic regions and $4.4 million higher for the Regional Core Fleet as a result of increased day rates and utilization partially offset by a $0.1 million decrease due to net asset dispositions. Other marine services were $2.1 million lower primarily due to the recognition of previously deferred revenue in the prior period and higher commission charges. As of June 30, 2023, the Company had no owned or leased-in vessels cold-stacked in this region.
Direct Operating Expenses. Direct operating expenses were $0.2 million higher in the Current Year Quarter compared with the Prior Year Quarter. Direct operating expenses were $1.4 million higher due to the
35
repositioning of vessels between geographic regions, $1.1 million lower for the Regional Core Fleet due to the timing of repair expenditures and $0.1 million lower due to net asset dispositions.
Current Year Six Months compared with Prior Year Six Months
Operating Revenues. Charter revenues were $16.2 million higher in the Current Year Six Months compared with the Prior Year Six Months. Charter revenues were $10.8 million higher due to the repositioning of vessels between geographic regions and $6.2 million higher for the Regional Core Fleet as a result of increased day rates and utilization partially offset by a $0.8 million decrease due to net asset dispositions. Other marine services were $2.3 million lower primarily due to the recognition of previously deferred revenue in the prior period and higher commission charges.
Direct Operating Expenses. Direct operating expenses were $3.0 million higher in the Current Year Six Months compared with the Prior Year Six Months primarily due to the repositioning of vessels between geographic regions.
Middle East and Asia. For the three and six months ended June 30, 2023 and 2022 the Company’s time charter statistics and direct vessel profit in the Middle East and Asia were as follows (in thousands, except statistics):
|
|
|
For the Three Months Ended June 30, |
|
|
For the Six Months Ended June 30, |
|
||||||||||||||||||||||||||
|
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||||||||||||||||||
|
Time Charter Statistics: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Rates Per Day Worked: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
AHTS |
|
$ |
5,666 |
|
|
|
|
|
$ |
5,557 |
|
|
|
|
|
$ |
5,723 |
|
|
|
|
|
$ |
5,669 |
|
|
|
|
||||
|
FSV |
|
|
8,990 |
|
|
|
|
|
|
7,685 |
|
|
|
|
|
|
8,840 |
|
|
|
|
|
|
7,532 |
|
|
|
|
||||
|
PSV |
|
|
8,523 |
|
|
|
|
|
|
9,870 |
|
|
|
|
|
|
8,584 |
|
|
|
|
|
|
9,173 |
|
|
|
|
||||
|
Liftboats |
|
|
42,499 |
|
|
|
|
|
|
29,000 |
|
|
|
|
|
|
42,499 |
|
|
|
|
|
|
29,000 |
|
|
|
|
||||
|
Overall |
|
|
13,245 |
|
|
|
|
|
|
9,673 |
|
|
|
|
|
|
13,399 |
|
|
|
|
|
|
9,775 |
|
|
|
|
||||
|
Utilization: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
AHTS |
|
|
|
|
|
100 |
% |
|
|
|
|
|
100 |
% |
|
|
|
|
|
86 |
% |
|
|
|
|
|
99 |
% |
||||
|
FSV |
|
|
|
|
|
100 |
% |
|
|
|
|
|
91 |
% |
|
|
|
|
|
100 |
% |
|
|
|
|
|
93 |
% |
||||
|
PSV |
|
|
|
|
|
57 |
% |
|
|
|
|
|
91 |
% |
|
|
|
|
|
53 |
% |
|
|
|
|
|
75 |
% |
||||
|
Liftboats |
|
|
|
|
|
94 |
% |
|
|
|
|
|
50 |
% |
|
|
|
|
|
96 |
% |
|
|
|
|
|
67 |
% |
||||
|
Overall |
|
|
|
|
|
86 |
% |
|
|
|
|
|
87 |
% |
|
|
|
|
|
84 |
% |
|
|
|
|
|
82 |
% |
||||
|
Available Days: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
AHTS |
|
|
91 |
|
|
|
|
|
|
91 |
|
|
|
|
|
|
181 |
|
|
|
|
|
|
181 |
|
|
|
|
||||
|
FSV |
|
|
728 |
|
|
|
|
|
|
819 |
|
|
|
|
|
|
1,448 |
|
|
|
|
|
|
1,629 |
|
|
|
|
||||
|
PSV |
|
|
455 |
|
|
|
|
|
|
559 |
|
|
|
|
|
|
905 |
|
|
|
|
|
|
1,189 |
|
|
|
|
||||
|
Liftboats |
|
|
182 |
|
|
|
|
|
|
182 |
|
|
|
|
|
|
362 |
|
|
|
|
|
|
362 |
|
|
|
|
||||
|
Specialty (1) |
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
|
|
90 |
|
|
|
|
||||
|
Overall |
|
|
1,456 |
|
|
|
|
|
|
1,651 |
|
|
|
|
|
|
2,896 |
|
|
|
|
|
|
3,451 |
|
|
|
|
||||
|
Operating revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Time charter |
|
$ |
16,563 |
|
|
|
83 |
% |
|
$ |
13,906 |
|
|
|
97 |
% |
|
$ |
32,591 |
|
|
|
91 |
% |
|
$ |
27,566 |
|
|
|
98 |
% |
|
Other marine services |
|
|
3,357 |
|
|
|
17 |
% |
|
|
460 |
|
|
|
3 |
% |
|
|
3,215 |
|
|
|
9 |
% |
|
|
509 |
|
|
|
2 |
% |
|
|
|
|
19,920 |
|
|
|
100 |
% |
|
|
14,366 |
|
|
|
100 |
% |
|
|
35,806 |
|
|
|
100 |
% |
|
|
28,075 |
|
|
|
100 |
% |
|
Direct operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Personnel |
|
|
5,266 |
|
|
|
26 |
% |
|
|
5,691 |
|
|
|
40 |
% |
|
|
10,107 |
|
|
|
28 |
% |
|
|
11,722 |
|
|
|
42 |
% |
|
Repairs and maintenance |
|
|
1,219 |
|
|
|
6 |
% |
|
|
2,545 |
|
|
|
18 |
% |
|
|
1,896 |
|
|
|
6 |
% |
|
|
4,377 |
|
|
|
16 |
% |
|
Drydocking |
|
|
(684 |
) |
|
|
(3 |
)% |
|
|
2,250 |
|
|
|
16 |
% |
|
|
(1,779 |
) |
|
|
(5 |
)% |
|
|
3,212 |
|
|
|
11 |
% |
|
Insurance and loss reserves |
|
|
720 |
|
|
|
4 |
% |
|
|
748 |
|
|
|
5 |
% |
|
|
1,905 |
|
|
|
6 |
% |
|
|
1,255 |
|
|
|
5 |
% |
|
Fuel, lubes and supplies |
|
|
425 |
|
|
|
2 |
% |
|
|
1,318 |
|
|
|
9 |
% |
|
|
1,567 |
|
|
|
4 |
% |
|
|
2,328 |
|
|
|
8 |
% |
|
Other |
|
|
234 |
|
|
|
1 |
% |
|
|
1,213 |
|
|
|
8 |
% |
|
|
1,561 |
|
|
|
4 |
% |
|
|
2,840 |
|
|
|
10 |
% |
|
|
|
|
7,180 |
|
|
|
36 |
% |
|
|
13,765 |
|
|
|
96 |
% |
|
|
15,257 |
|
|
|
43 |
% |
|
|
25,734 |
|
|
|
92 |
% |
|
Direct Vessel Profit |
|
$ |
12,740 |
|
|
|
64 |
% |
|
$ |
601 |
|
|
|
4 |
% |
|
$ |
20,549 |
|
|
|
57 |
% |
|
$ |
2,341 |
|
|
|
8 |
% |
36
Current Year Quarter compared with Prior Year Quarter
Operating Revenues. Charter revenues were $2.7 million higher in the Current Year Quarter compared with the Prior Year Quarter. Charter revenues were $5.2 million higher for the Regional Core Fleet as a result of increased day rates and utilization and $2.5 million lower due to the repositioning of vessels between geographic regions. Other marine services were $2.9 million higher primarily due to business interruption insurance revenue. As of June 30, 2023, the Company had no owned or leased-in vessels cold-stacked in this region.
Direct Operating Expenses. Direct operating expenses were $6.6 million lower in the Current Year Quarter compared with the Prior Year Quarter. Direct operating expenses were $1.9 million lower due to the repositioning of vessels between geographic regions and $4.7 million lower for the Regional Core Fleet primarily due to the insurance reimbursement of operating costs expensed in prior periods.
Current Year Six Months compared with Prior Year Six Months
Operating Revenues. Charter revenues were $5.0 million higher in the Current Year Six Months compared with the Prior Year Six Months. Charter revenues were $9.4 million higher for the Regional Core Fleet as a result of increased day rates and utilization and $4.4 million lower due to the repositioning of vessels between geographic regions. Other marine services were $2.7 million higher primarily due to business interruption insurance revenue.
Direct Operating Expenses. Direct operating expenses were $10.5 million lower in the Current Year Six Months compared with the Prior Year Six Months. Direct operating expenses were $4.4 million lower due to the repositioning of vessels between geographic regions and $6.1 million lower for the Regional Core Fleet primarily due to the insurance reimbursement of operating costs expensed in prior periods.
37
Latin America (Brazil, Mexico, Central and South America). For the three and six months ended June 30, 2023 and 2022 the Company’s time charter statistics and direct vessel profit in Latin America were as follows (in thousands, except statistics):
|
|
|
For the Three Months Ended June 30, |
|
|
For the Six Months Ended June 30, |
|
||||||||||||||||||||||||||
|
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||||||||||||||||||
|
Time Charter Statistics: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Rates Per Day Worked: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
FSV |
|
$ |
14,950 |
|
|
|
|
|
$ |
7,961 |
|
|
|
|
|
$ |
11,960 |
|
|
|
|
|
$ |
7,877 |
|
|
|
|
||||
|
PSV |
|
|
19,690 |
|
|
|
|
|
|
15,531 |
|
|
|
|
|
|
18,241 |
|
|
|
|
|
|
15,385 |
|
|
|
|
||||
|
Liftboats |
|
|
15,967 |
|
|
|
|
|
|
25,175 |
|
|
|
|
|
|
24,450 |
|
|
|
|
|
|
25,835 |
|
|
|
|
||||
|
Overall |
|
|
18,846 |
|
|
|
|
|
|
14,263 |
|
|
|
|
|
|
17,434 |
|
|
|
|
|
|
13,885 |
|
|
|
|
||||
|
Utilization: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
FSV |
|
|
|
|
|
60 |
% |
|
|
|
|
|
100 |
% |
|
|
|
|
|
80 |
% |
|
|
|
|
|
96 |
% |
||||
|
PSV |
|
|
|
|
|
96 |
% |
|
|
|
|
|
99 |
% |
|
|
|
|
|
96 |
% |
|
|
|
|
|
93 |
% |
||||
|
Liftboats |
|
|
|
|
|
90 |
% |
|
|
|
|
|
48 |
% |
|
|
|
|
|
75 |
% |
|
|
|
|
|
37 |
% |
||||
|
Overall |
|
|
|
|
|
88 |
% |
|
|
|
|
|
94 |
% |
|
|
|
|
|
91 |
% |
|
|
|
|
|
89 |
% |
||||
|
Available Days: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
FSV |
|
|
182 |
|
|
|
|
|
|
182 |
|
|
|
|
|
|
362 |
|
|
|
|
|
|
362 |
|
|
|
|
||||
|
PSV |
|
|
620 |
|
|
|
|
|
|
546 |
|
|
|
|
|
|
1,260 |
|
|
|
|
|
|
1,117 |
|
|
|
|
||||
|
Liftboats |
|
|
29 |
|
|
|
|
|
|
88 |
|
|
|
|
|
|
115 |
|
|
|
|
|
|
124 |
|
|
|
|
||||
|
Overall |
|
|
831 |
|
|
|
|
|
|
816 |
|
|
|
|
|
|
1,737 |
|
|
|
|
|
|
1,603 |
|
|
|
|
||||
|
Operating revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Time charter |
|
$ |
13,706 |
|
|
|
95 |
% |
|
$ |
10,909 |
|
|
|
95 |
% |
|
$ |
27,533 |
|
|
|
92 |
% |
|
$ |
19,846 |
|
|
|
91 |
% |
|
Bareboat charter |
|
|
364 |
|
|
|
3 |
% |
|
|
48 |
|
|
|
0 |
% |
|
|
724 |
|
|
|
2 |
% |
|
|
666 |
|
|
|
3 |
% |
|
Other marine services |
|
|
410 |
|
|
|
3 |
% |
|
|
534 |
|
|
|
5 |
% |
|
|
1,742 |
|
|
|
6 |
% |
|
|
1,281 |
|
|
|
6 |
% |
|
|
|
|
14,480 |
|
|
|
100 |
% |
|
|
11,491 |
|
|
|
100 |
% |
|
|
29,999 |
|
|
|
100 |
% |
|
|
21,793 |
|
|
|
100 |
% |
|
Direct operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Personnel |
|
|
3,888 |
|
|
|
27 |
% |
|
|
3,356 |
|
|
|
29 |
% |
|
|
7,810 |
|
|
|
26 |
% |
|
|
7,301 |
|
|
|
34 |
% |
|
Repairs and maintenance |
|
|
951 |
|
|
|
7 |
% |
|
|
1,917 |
|
|
|
17 |
% |
|
|
2,538 |
|
|
|
9 |
% |
|
|
4,196 |
|
|
|
19 |
% |
|
Drydocking |
|
|
1,290 |
|
|
|
9 |
% |
|
|
— |
|
|
|
— |
% |
|
|
1,171 |
|
|
|
4 |
% |
|
|
— |
|
|
|
— |
% |
|
Insurance and loss reserves |
|
|
168 |
|
|
|
1 |
% |
|
|
270 |
|
|
|
2 |
% |
|
|
413 |
|
|
|
1 |
% |
|
|
596 |
|
|
|
3 |
% |
|
Fuel, lubes and supplies |
|
|
870 |
|
|
|
6 |
% |
|
|
748 |
|
|
|
7 |
% |
|
|
1,549 |
|
|
|
5 |
% |
|
|
1,332 |
|
|
|
6 |
% |
|
Other |
|
|
366 |
|
|
|
2 |
% |
|
|
685 |
|
|
|
6 |
% |
|
|
964 |
|
|
|
3 |
% |
|
|
1,388 |
|
|
|
6 |
% |
|
|
|
|
7,533 |
|
|
|
52 |
% |
|
|
6,976 |
|
|
|
61 |
% |
|
|
14,445 |
|
|
|
48 |
% |
|
|
14,813 |
|
|
|
68 |
% |
|
Direct Vessel Profit |
|
$ |
6,947 |
|
|
|
48 |
% |
|
$ |
4,515 |
|
|
|
39 |
% |
|
$ |
15,554 |
|
|
|
52 |
% |
|
$ |
6,980 |
|
|
|
32 |
% |
Current Year Quarter compared with Prior Year Quarter
Operating Revenues. Charter revenues were $3.1 million higher in the Current Year Quarter compared with the Prior Year Quarter. Charter revenues were $1.9 million higher due to the repositioning of vessels between geographic regions and $1.2 million higher for the Regional Core Fleet as a result of increased day rates and utilization. As of June 30, 2023, the Company had no owned or leased-in vessels cold-stacked in this region.
Direct Operating Expenses. Direct operating expenses were $0.6 million higher in the Current Year Quarter compared with the Prior Year Quarter primarily due to the repositioning of vessels between geographic regions.
Current Year Six Months compared with Prior Year Six Months
Operating Revenues. Charter revenues were $7.7 million higher in the Current Year Six Months compared with the Prior Year Six Months. Charter revenues were $3.9 million higher due to the repositioning of vessels between geographic regions and $3.8 million higher for the Regional Core Fleet as a result of increased day rates and utilization.
Direct Operating Expenses. Direct operating expenses were $0.4 million lower in the Current Year Six Months compared with the Prior Year Six Months primarily due to the repositioning of vessels between geographic regions and the timing of certain repair expenditures.
38
Other Operating Expenses
Lease Expense. Leased-in equipment expense for the Current Year Quarter and Current Year Six Months was $0.3 million lower and $0.7 million lower compared with the Prior Year Quarter and Prior Year Six Months primarily due to the impairment of one leased-in vessel in 2022.
Administrative and general. Administrative and general expenses for the Current Year Quarter and Current Year Six Months were $3.5 million higher and $5.2 million higher compared to the Prior Year Quarter and Prior Year Six Months due to increases in our allowance for credit losses and increases in salaries and benefits expenses in the Current Year Quarter and Current Year Six Months.
Depreciation and amortization. Depreciation and amortization expense for the Current Year Quarter and Current Year Six Months were $0.6 million lower and $1.2 million lower compared to the Prior Year Quarter and Prior Year Six Months primarily due to net fleet changes.
Gains (Losses) on Asset Dispositions and Impairments, Net. During the Current Year Quarter, the Company sold one specialty vessel, previously removed from service, and other equipment for net cash proceeds of $0.4 million, after transaction costs, and a gain of $0.3 million. During the Prior Year Quarter, the Company sold one FSV and other equipment for net cash proceeds of $1.4 million, after transaction costs. The Company classified the FSV as held for sale and recorded impairment charges of $0.9 million during the first quarter of 2022.
During the Current Year Six Months, the Company sold three liftboats, one specialty vessel, previously removed from service, and other equipment, previously classified as held for sale, as well as other equipment not previously classified as such, for net cash proceeds of $8.0 million, after transaction costs, and a gain of $2.9 million. During the Prior Year Six Months, the Company sold one FSV, one liftboat, previously removed from service, office space, and other equipment for net cash proceeds of $6.7 million, after transaction costs, and a gain of $2.2 million, which included impairment charges of $0.9 million for the FSV classified as held for sale during the first quarter of 2022 and sold during the second quarter of 2022.
Other Income (Expense), Net
For the three and six months ended June 30, 2023 and 2022, the Company’s other income (expense) was as follows (in thousands):
|
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
||||||||||
|
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
|
Other Income (Expense): |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Interest income |
|
$ |
422 |
|
|
$ |
190 |
|
|
$ |
882 |
|
|
$ |
219 |
|
|
Interest expense |
|
|
(8,736 |
) |
|
|
(6,989 |
) |
|
|
(17,524 |
) |
|
|
(13,616 |
) |
|
Derivative gains (losses), net |
|
|
— |
|
|
|
33 |
|
|
|
— |
|
|
|
(1 |
) |
|
Foreign currency (losses) gains, net |
|
|
(603 |
) |
|
|
1,170 |
|
|
|
(1,428 |
) |
|
|
1,991 |
|
|
Other, net |
|
|
— |
|
|
|
(41 |
) |
|
|
— |
|
|
|
(41 |
) |
|
|
|
$ |
(8,917 |
) |
|
$ |
(5,637 |
) |
|
$ |
(18,070 |
) |
|
$ |
(11,448 |
) |
Interest income. Interest income for the Current Year Quarter and Current Year Six Months compared with the Prior Year Quarter and Prior Year Six Months was higher due to interest received for the loan due from MexMar .
Interest expense. Interest expense was higher in the Current Year Quarter and Current Year Six Months compared with the Prior Year Quarter and Prior Year Six Months primarily due to a higher interest rate on the SMFH Credit Facility, a higher interest rate due to the exchange of the Old Convertible Notes for the Guaranteed Notes and the New Convertible Notes and higher interest rates on variable rate debt.
39
Derivative losses, net. Net derivative losses for the Current Year Quarter and Current Year Six Months compared with the Prior Year Quarter and Prior Year Six Months decreased due to the Company no longer having a conversion option liability.
Foreign currency gains (losses), net. Foreign currency losses for the Current Year Quarter and Current Year Six Months compared to foreign currency gains for the Prior Year Quarter and Prior Year Six Months was primarily due to various changes in foreign currencies.
Income Tax Expense
During the six months ended June 30, 2023, the Company’s effective income tax rate of 0.40% was primarily due to foreign taxes paid that are not creditable against U.S. income taxes.
Equity in Earnings of 50% or Less Owned Companies
Equity in earnings of 50% or less owned companies for the Current Year Quarter compared with the Prior Year Quarter were essentially flat and earnings for the Current Year Six Months compared with the Prior Year Six Months were $5.2 million lower due to the following changes in equity earnings (losses) (in thousands):
|
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
||||||||||
|
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
|
MexMar |
|
$ |
— |
|
|
$ |
(411 |
) |
|
$ |
— |
|
|
$ |
3,822 |
|
|
SEACOR Arabia |
|
|
613 |
|
|
|
(160 |
) |
|
|
815 |
|
|
|
351 |
|
|
Offshore Vessel Holdings |
|
|
— |
|
|
|
1,027 |
|
|
|
— |
|
|
|
1,642 |
|
|
Other |
|
|
(240 |
) |
|
|
(41 |
) |
|
|
94 |
|
|
|
274 |
|
|
|
|
$ |
373 |
|
|
$ |
415 |
|
|
$ |
909 |
|
|
$ |
6,089 |
|
MexMar, OVH and SEACOR Marlin. On September 29, 2022, each of the Framework Agreement Transactions were consummated. As a result, the Company no longer owns any equity interest in either MexMar or in OVH, and the Company owns all of the equity interests in SEACOR Marlin LLC. As a result, the Company expects its equity in earnings of 50% or less owned companies not to be significant in future periods.
Liquidity and Capital Resources
General
The Company’s ongoing liquidity requirements arise primarily from working capital needs, capital commitments and its obligations to service outstanding debt and comply with covenants under its debt facilities. The Company may use its liquidity to fund capital expenditures, make acquisitions or to make other investments. Sources of liquidity are cash balances, construction reserve funds, cash flows from operations and collections of our short-term note receivable. From time to time, the Company may secure additional liquidity through asset sales or the issuance of debt, shares of Common Stock or common stock of its subsidiaries, preferred stock or a combination thereof.
40
As of June 30, 2023, the Company held balances of cash, cash equivalents and restricted cash totaling $43.5 million. As of June 30, 2022, the Company held balances of cash, cash equivalents and restricted cash totaling $25.9 million. The Company expects that it will receive $5.0 million next quarter as MexMar pays off the remaining $5.0 million under its loan which is held entirely by the Company.
As of June 30, 2023, the Company had outstanding debt of $307.9 million, net of debt discount and issue costs. The Company’s contractual long-term debt maturities as of June 30, 2023, are as follows (in thousands):
|
|
|
Actual |
|
|
|
Remainder 2023 |
|
$ |
35,547 |
|
|
2024 |
|
|
54,359 |
|
|
2025 |
|
|
28,991 |
|
|
2026 |
|
|
166,736 |
|
|
2027 |
|
|
14,965 |
|
|
Years subsequent to 2027 |
|
|
46,333 |
|
|
|
|
$ |
346,931 |
|
As of June 30, 2023, the Company had unfunded capital commitments of $1.7 million for miscellaneous vessel equipment payable during the remainder of 2023. The Company has indefinitely deferred an additional $9.3 million of orders with respect to one FSV that the Company had previously reported as unfunded capital commitments.
Summary of Cash Flows
The following is a summary of the Company’s cash flows for the six months ended June 30, 2023 and 2022 (in thousands):
|
|
|
Six Months Ended June 30, |
|
|||||
|
|
|
2023 |
|
|
2022 |
|
||
|
Cash flows provided by or (used in): |
|
|
|
|
|
|
||
|
Operating Activities |
|
$ |
3,331 |
|
|
$ |
(5,103 |
) |
|
Investing Activities |
|
|
17,533 |
|
|
|
6,995 |
|
|
Financing Activities |
|
|
(20,362 |
) |
|
|
(17,204 |
) |
|
Effects of Exchange Rate Changes on Cash, Restricted Cash and Cash Equivalents |
|
|
(1 |
) |
|
|
(4 |
) |
|
Net Change in Cash, Restricted Cash and Cash Equivalents |
|
$ |
501 |
|
|
$ |
(15,316 |
) |
Operating Activities
Cash flows provided by operating activities increased by $8.4 million in the Current Year Six Months compared with the Prior Year Six Months primarily due to increases in day rates and utilization offset by changes in working capital. The components of cash flows provided by and/or used in operating activities during the Current Year Six Months and Prior Year Six Months were as follows (in thousands):
|
|
|
Six Months Ended June 30, |
|
|||||
|
|
|
2023 |
|
|
2022 |
|
||
|
DVP: |
|
|
|
|
|
|
||
|
United States, primarily Gulf of Mexico |
|
$ |
(1,676 |
) |
|
$ |
(1,348 |
) |
|
Africa and Europe |
|
|
18,862 |
|
|
|
7,994 |
|
|
Middle East and Asia |
|
|
20,549 |
|
|
|
2,341 |
|
|
Latin America |
|
|
15,554 |
|
|
|
6,980 |
|
|
Operating, leased-in equipment |
|
|
(1,311 |
) |
|
|
(1,098 |
) |
|
Administrative and general (excluding provisions for bad debts and amortization of share awards) |
|
|
(19,727 |
) |
|
|
(17,454 |
) |
|
Other, net (excluding non-cash losses) |
|
|
— |
|
|
|
(41 |
) |
|
Dividends received from 50% or less owned companies |
|
|
1,044 |
|
|
|
1,887 |
|
|
|
|
|
33,295 |
|
|
|
(739 |
) |
|
Changes in operating assets and liabilities before interest and income taxes |
|
|
(16,378 |
) |
|
|
5,522 |
|
|
Cash settlements on derivative transactions, net |
|
|
380 |
|
|
|
(651 |
) |
|
Interest paid, excluding capitalized interest (1) |
|
|
(14,292 |
) |
|
|
(10,341 |
) |
|
Interest received |
|
|
882 |
|
|
|
219 |
|
|
Income taxes (paid) refunded, net |
|
|
(556 |
) |
|
|
887 |
|
|
Total cash flows (used in) provided by operating activities |
|
$ |
3,331 |
|
|
$ |
(5,103 |
) |
41
For a detailed discussion of the Company’s financial results for the reported periods, see “Consolidated Results of Operations” included above. Changes in operating assets and liabilities before interest and income taxes are the result of the Company’s working capital requirements.
Investing Activities
During the Current Year Six Months, net cash provided by investing activities was $17.5 million, primarily as a result of the following:
During the Prior Year Six Months, net cash provided by investing activities was $7.0 million, primarily as a result of the following:
Financing Activities
During the Current Year Six Months, net cash used in financing activities was $20.4 million, primarily as a result of the following:
During the Prior Year Six Months, net cash used in financing activities was $17.2 million primarily as a result of the following:
Short and Long-Term Liquidity Requirements
42
The Company believes that a combination of cash balances on hand, cash generated from operating activities, collections of our short-term note receivable and access to the credit and capital markets will provide sufficient liquidity to meet its obligations, including to support its capital expenditures program, working capital needs, debt service requirements and covenant compliance over the short to long term. The Company continually evaluates possible acquisitions and dispositions of certain businesses and assets. The Company’s sources of liquidity may be impacted by the general condition of the markets in which it operates and the broader economy as a whole, which may limit its access to or the availability of the credit and capital markets on acceptable terms. Management continuously monitors the Company’s liquidity and compliance with covenants in its credit facilities.
Note Receivable
For a discussion of the Company’s short-term note receivable agreement see “Note 2. Note Receivable” in the unaudited consolidated financial statements included in Part I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on Form 10-Q.
Debt Securities and Credit Agreements
For a discussion of the Company’s debt securities and credit agreements, see “Note 5. Long-Term Debt” in the unaudited consolidated financial statements included in Part I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on Form 10-Q and in “Note 8. Long-Term Debt” in the Company’s audited consolidated financial statements included in its 2022 Annual Report. Other than as set forth below, there has not been any material changes to the agreements governing the Company’s long-term debt during the period.
SEACOR Alpine Credit Facility. On June 16, 2023, SEACOR Marine, as a guarantor, the SEACOR Alpine Borrowers, as borrowers, and SM Alpine, as a guarantor, each a wholly-owned subsidiary of SEACOR Marine, entered into a $28.0 million senior secured term loan facility with Mountain Supply LLC, an affiliate of Hudson Structured Capital Management, as lender, facility agent and security trustee (the “SEACOR Alpine Credit Facility” and such agreement being the “SEACOR Alpine Credit Agreement”). The proceeds of the SEACOR Alpine Credit Facility were made available to the SEACOR Alpine Borrowers in three tranches and were used to satisfy in full amounts outstanding under certain shipyard financing provided by COSCO Shipping Heavy Industry (Zhoushan) Co. in connection with the newbuild delivery of three Marshall Islands flagged platform supply vessels to the SEACOR Alpine Borrowers during 2019 and 2020. The parties funds available under the SEACOR Alpine Credit Facility were fully drawn on June 27, 2023.
The SEACOR Alpine Credit Facility matures in June 2028 (the “SEACOR Alpine Maturity Date”). The principal amount of each of the three tranches of the SEACOR Alpine Credit Facility is to be repaid in monthly installments of (i) $100,000 for the first eight (8) installments, (ii) $140,000 for the following twenty-four (24) installments, and (iii) $100,000 for each installment thereafter until the SEACOR Alpine Maturity Date. The SEACOR Alpine Credit Facility bears interest at a fixed rate of 10.25% per annum. The loan may be prepaid at any time in amounts of $500,000 or greater, subject to the payment of prepayment interest in respect of the loan or tranche (or portions thereof) being prepaid as follows: (A) if such prepayment is made prior to the first anniversary of the drawdown date, an amount equal to the greater of (x) the amount of unpaid interest which would have accrued until the first anniversary of the drawdown date and (y) 1.5% of the principal amount of the loan which was prepaid, (B) if such prepayment is made on or after the first anniversary of the drawdown date but prior to the third anniversary of the drawdown date, 1.0% of the principal amount of the loan which was prepaid, and (C) if such prepayment is made on or after the third anniversary of the drawdown date, no prepayment interest shall be payable.
The SEACOR Alpine Credit Facility contains customary covenants for financings of this type including financial maintenance and restrictive covenants, including the maintenance of certain ratios such as the aggregate collateral vessel value to the sum of the outstanding principal amounts of the loans. The SEACOR Alpine Credit
43
Facility restricts the payment of dividends and distributions and the ability of the SEACOR Alpine Borrowers to make certain investments. In addition, the SEACOR Alpine Credit Facility includes customary events of default.
In connection with the SEACOR Alpine Credit Facility, SEACOR Marine issued a guaranty with respect to the obligations of the SEACOR Alpine Borrowers under the Credit Agreement and related documents. This guaranty includes, among other customary covenants, various financial covenants, including minimum liquidity, and debt-to-capitalization and interest coverage ratios.
Future Cash Requirements
For a discussion of the Company’s future cash requirements, refer to “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources” in the Company’s 2022 Annual Report. There has been no material change in the Company’s future cash requirements since our fiscal year ended December 31, 2022, except as described in “Results of Operations - Liquidity and Capital Resources”.
Contingencies
For a discussion of the Company’s contingencies, see “Note 11. Commitments and Contingencies” in the unaudited consolidated financial statements included in Part I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on Form 10-Q.
44
ITEM 3. QUANTITATIVE AND QUALITATI VE DISCLOSURES ABOUT MARKET RISK
For a discussion of the Company’s exposure to market risk, refer to “Quantitative and Qualitative Disclosures About Market Risk” included in the Company’s 2022 Annual Report. There has been no material change in the Company’s exposure to market risk during the six months ended June 30, 2023.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
With the participation of the Company’s principal executive officer and principal financial officer, management evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), as of June 30, 2023. Based on their evaluation, the Company’s principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures were effective as of June 30, 2023 to provide reasonable assurance that information required to be disclosed by the Company in reports filed or submitted under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the United States Securities and Exchange Commission’s (“SEC”) rules and forms and (ii) accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
The Company’s disclosure controls and procedures have been designed to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, to allow timely decisions regarding required disclosures. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those internal control systems determined to be effective can provide only a level of reasonable assurance with respect to financial statement preparation and presentation.
Changes in Internal Control Over Financial Reporting
There have been no changes in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the Current Year Quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
45
PART II—OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
For a description of developments with respect to pending legal proceedings described in the Company’s 2022 Annual Report, see “Note 11. Commitments and Contingencies” included in Part I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on Form 10-Q.
ITEM 1A. RI SK FACTORS
For a discussion of the Company’s risk factors, refer to “Risk Factors” included in the Company’s 2022 Annual Report. There have been no material changes in the Company’s risk factors during the Current Year Quarter.
ITEM 2. UNREGISTERED SALES OF EQUI TY SECURITIES AND USE OF PROCEEDS
(a), (b) None.
(c) This table provides information with respect to purchases by the Company of shares of its Common Stock during the Current Year Quarter:
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Total Number of
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Average Price per
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|
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Total Number of
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Maximum Number
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||||
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April 1, 2023 to April 30, 2023 |
|
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8,766 |
|
|
$ |
8.07 |
|
|
|
— |
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|
|
— |
|
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May 1, 2023 to May 31, 2023 |
|
|
— |
|
|
$ |
— |
|
|
|
— |
|
|
|
— |
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June 1, 2023 to June 30, 2023 |
|
|
3,266 |
|
|
$ |
9.74 |
|
|
|
— |
|
|
|
— |
|
For the three months ended June 30, 2023, the Company acquired for treasury 12,032 shares of Common Stock from its directors and employees for an aggregate purchase price of $102,552 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, 2020 Equity Incentive Plan and 2022 Equity Incentive Plan, as applicable.
ITEM 3. DEFAULT UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAF ETY DISCLOSURES
Not applicable.
ITEM 5. OTHER INFORMATION
None.
46
ITEM 6. EXHIBITS
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10.1* |
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10.2* |
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31.1 |
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31.2 |
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32 |
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101.INS** |
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Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
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101.SCH** |
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Inline XBRL Taxonomy Extension Schema |
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101.CAL** |
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Inline XBRL Taxonomy Extension Calculation Linkbase |
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101.DEF** |
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Inline XBRL Taxonomy Extension Definition Linkbase |
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101.LAB** |
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Inline XBRL Taxonomy Extension Label Linkbase |
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101.PRE** |
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Inline XBRL Taxonomy Extension Presentation Linkbase |
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104 |
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The cover page for the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023, has been formatted in Inline XBRL. |
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* Incorporated by reference.
** Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933 or Section 18 of the Securities Exchange Act of 1934 and otherwise are not subject to liability.
47
SIGNAT URES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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SEACOR Marine Holdings Inc. |
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Date: |
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August 2, 2023 |
By: |
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/s/ John Gellert |
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John Gellert, President, Chief Executive Officer (Principal Executive Officer) |
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Date: |
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August 2, 2023 |
By: |
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/s/ Jesús Llorca |
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Jesús Llorca, Executive Vice President and Chief Financial Officer (Principal Financial Officer)
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Date: |
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August 2, 2023 |
By: |
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/s/ Gregory S. Rossmiller |
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Gregory S. Rossmiller, Senior Vice President and Chief Accounting Officer (Principal Accounting Officer)
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48