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SEACOR Marine Holdings Inc. - Quarter Report: 2023 June (Form 10-Q)

10-Q

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 10-Q

 

 

(Mark One)

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

 

For the quarterly period ended June 30, 2023 or

 

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

 

For the transition period from to

Commission file number 1-37966

SEACOR Marine Holdings Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware

47-2564547

(State or Other Jurisdiction of

Incorporation or Organization)

(IRS Employer

Identification No.)

 

 

12121 Wickchester Lane, Suite 500, Houston, TX

 

77079

(Address of Principal Executive Offices)

(Zip Code)

 

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

 

 

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

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.01 per share

SMHI

New York Stock Exchange

 

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

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

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

 

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

 

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

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

The total number of shares of common stock, par value $.01 per share (“Common Stock”), outstanding as of July 28, 2023 was 27,159,485. The registrant has no other class of common stock outstanding.

 

 


SEACOR MARINE HOLDINGS INC.

Table of Contents

 

Part I.

 

Financial Information

 

1

 

 

 

 

 

 

 

 

Item 1.

Financial Statements (Unaudited)

 

1

 

 

 

 

 

 

 

 

 

Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022

 

1

 

 

 

Condensed Consolidated Statements of Income (Loss) for the Three and Six Months Ended June 30, 2023 and 2022

 

2

 

 

 

 

 

 

 

 

 

Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2023 and 2022

 

3

 

 

 

 

 

 

 

 

 

Condensed Consolidated Statements of Changes in Equity for the Three and Six Months Ended June 30, 2023 and 2022

 

4

 

 

 

 

 

 

 

 

 

Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2023 and 2022

 

6

 

 

 

 

 

 

 

 

 

Notes to Condensed Consolidated Financial Statements

 

7

 

 

 

 

 

 

 

 

Item 2.

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

 

23

 

 

 

 

 

 

 

 

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

 

45

 

 

 

 

 

 

 

 

Item 4.

Controls and Procedures

 

45

 

 

 

 

 

 

Part II.

 

Other Information

 

46

 

 

 

 

 

 

 

 

Item 1.

Legal Proceedings

 

46

 

 

 

 

 

 

 

 

Item 1A.

Risk Factors

 

46

 

 

 

 

 

 

 

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

 

46

 

 

 

 

 

 

 

 

Item 3.

Default Upon Senior Securities

 

46

 

 

 

 

 

 

 

 

Item 4.

Mine Safety Disclosures

 

46

 

 

 

 

 

 

 

 

Item 5.

Other Information

 

46

 

 

 

 

 

 

 

 

Item 6.

Exhibits

 

47

 

i


PART I—FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

 

 

 

June 30, 2023

 

 

December 31, 2022

 

ASSETS

 

 

 

 

 

 

Current Assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

40,750

 

 

$

39,963

 

Restricted cash

 

 

2,796

 

 

 

3,082

 

Receivables:

 

 

 

 

 

 

Trade, net of allowance for credit loss accounts of $4,309 and $1,650 as of June 30, 2023 and December 31, 2022, respectively

 

 

60,022

 

 

 

54,388

 

Other

 

 

12,295

 

 

 

7,638

 

Note receivable

 

 

5,000

 

 

 

15,000

 

Tax receivable

 

 

445

 

 

 

578

 

Inventories

 

 

1,653

 

 

 

2,123

 

Prepaid expenses and other

 

 

3,112

 

 

 

3,054

 

Assets held for sale

 

 

 

 

 

6,750

 

Total current assets

 

 

126,073

 

 

 

132,576

 

Property and Equipment:

 

 

 

 

 

 

Historical cost

 

 

966,338

 

 

 

967,683

 

Accumulated depreciation

 

 

(334,678

)

 

 

(310,778

)

 

 

631,660

 

 

 

656,905

 

Construction in progress

 

 

8,876

 

 

 

8,111

 

Net property and equipment

 

 

640,536

 

 

 

665,016

 

Right-of-use asset - operating leases

 

 

5,703

 

 

 

6,206

 

Right-of-use asset - finance leases

 

 

6,495

 

 

 

6,813

 

Investments, at equity, and advances to 50% or less owned companies

 

 

3,253

 

 

 

3,024

 

Other assets

 

 

2,139

 

 

 

1,995

 

Total assets

 

$

784,199

 

 

$

815,630

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

Current Liabilities:

 

 

 

 

 

 

Current portion of operating lease liabilities

 

$

1,792

 

 

$

2,358

 

Current portion of finance lease liabilities

 

 

611

 

 

 

468

 

Current portion of long-term debt:

 

 

 

 

 

 

Recourse

 

 

63,959

 

 

 

61,512

 

Accounts payable and accrued expenses

 

 

39,012

 

 

 

37,954

 

Due to SEACOR Holdings

 

 

264

 

 

 

264

 

Accrued wages and benefits

 

 

2,449

 

 

 

4,361

 

Accrued interest

 

 

1,511

 

 

 

2,305

 

Deferred revenue and unearned revenue

 

 

3,643

 

 

 

2,333

 

Accrued capital, repair, and maintenance expenditures

 

 

4,370

 

 

 

2,748

 

Accrued insurance deductibles and premiums

 

 

2,517

 

 

 

2,428

 

Accrued professional fees

 

 

1,124

 

 

 

1,114

 

Other current liabilities

 

 

5,413

 

 

 

3,580

 

Total current liabilities

 

 

126,665

 

 

 

121,425

 

Long-term operating lease liabilities

 

 

4,030

 

 

 

4,739

 

Long-term finance lease liabilities

 

 

6,462

 

 

 

6,781

 

Long-term Debt:

 

 

 

 

 

 

Recourse

 

 

238,474

 

 

 

254,653

 

Non-recourse

 

 

5,486

 

 

 

5,466

 

Deferred income taxes

 

 

34,038

 

 

 

40,779

 

Deferred gains and other liabilities

 

 

2,189

 

 

 

2,641

 

Total liabilities

 

 

417,344

 

 

 

436,484

 

Equity:

 

 

 

 

 

 

SEACOR Marine Holdings Inc. stockholders’ equity:

 

 

 

 

 

 

Common stock, $.01 par value, 60,000,000 shares authorized; 27,640,483 and 26,950,799 shares issued as of June 30, 2023 and December 31, 2022, respectively

 

 

280

 

 

 

272

 

Additional paid-in capital

 

 

469,618

 

 

 

466,669

 

Accumulated deficit

 

 

(107,271

)

 

 

(93,111

)

Shares held in treasury of 480,998 and 248,638 as of June 30, 2023 and December 31, 2022, respectively, at cost

 

 

(4,221

)

 

 

(1,852

)

Accumulated other comprehensive income, net of tax

 

 

8,128

 

 

 

6,847

 

 

 

366,534

 

 

 

378,825

 

Noncontrolling interests in subsidiaries

 

 

321

 

 

 

321

 

Total equity

 

 

366,855

 

 

 

379,146

 

Total liabilities and equity

 

$

784,199

 

 

$

815,630

 

 

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

 

1


SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)

(in thousands, except share data)

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Operating Revenues

 

$

66,891

 

 

$

54,017

 

 

$

126,864

 

 

$

99,608

 

Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Operating

 

 

36,302

 

 

 

44,145

 

 

 

73,575

 

 

 

83,641

 

Administrative and general

 

 

13,704

 

 

 

10,210

 

 

 

25,336

 

 

 

20,134

 

Lease expense

 

 

698

 

 

 

1,008

 

 

 

1,418

 

 

 

2,068

 

Depreciation and amortization

 

 

13,575

 

 

 

14,208

 

 

 

27,337

 

 

 

28,579

 

 

 

64,279

 

 

 

69,571

 

 

 

127,666

 

 

 

134,422

 

Gains on Asset Dispositions and Impairments, Net

 

 

265

 

 

 

25

 

 

 

3,864

 

 

 

2,164

 

Operating Income (Loss)

 

 

2,877

 

 

 

(15,529

)

 

 

3,062

 

 

 

(32,650

)

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

)

Loss Before Income Tax (Benefit) Expense and Equity in Earnings of 50% or Less Owned Companies

 

 

(6,040

)

 

 

(21,166

)

 

 

(15,008

)

 

 

(44,098

)

Income Tax (Benefit) Expense

 

 

(1,096

)

 

 

(1,634

)

 

 

61

 

 

 

(4,055

)

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

 

 

(4,944

)

 

 

(19,532

)

 

 

(15,069

)

 

 

(40,043

)

Equity in Earnings of 50% or Less Owned Companies

 

 

373

 

 

 

415

 

 

 

909

 

 

 

6,089

 

Net Loss

 

 

(4,571

)

 

 

(19,117

)

 

 

(14,160

)

 

 

(33,954

)

Net Income attributable to Noncontrolling Interests in Subsidiaries

 

 

 

 

 

3

 

 

 

 

 

 

3

 

Net Loss attributable to SEACOR Marine Holdings Inc.

 

$

(4,571

)

 

$

(19,120

)

 

$

(14,160

)

 

$

(33,957

)

 

 

 

 

 

 

 

 

 

 

 

 

Net Loss Per Share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.17

)

 

$

(0.72

)

 

$

(0.52

)

 

$

(1.28

)

Diluted

 

 

(0.17

)

 

 

(0.72

)

 

 

(0.52

)

 

 

(1.28

)

Weighted Average Common Stock and Warrants Outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

27,137,873

 

 

 

26,664,745

 

 

 

26,981,004

 

 

 

26,522,808

 

Diluted

 

 

27,137,873

 

 

 

26,664,745

 

 

 

26,981,004

 

 

 

26,522,808

 

 

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)

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Net Loss

 

$

(4,571

)

 

$

(19,117

)

 

$

(14,160

)

 

$

(33,954

)

Other Comprehensive Income (Loss):

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation gains (losses)

 

 

932

 

 

 

(3,849

)

 

 

1,600

 

 

 

(4,563

)

Derivative gains on cash flow hedges

 

 

39

 

 

 

351

 

 

 

53

 

 

 

1,156

 

Reclassification of derivative (losses) gains on cash flow hedges to interest expense

 

 

(206

)

 

 

267

 

 

 

(372

)

 

 

637

 

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

 

 

 

 

 

338

 

 

 

 

 

 

675

 

 

 

765

 

 

 

(2,893

)

 

 

1,281

 

 

 

(2,095

)

Income Tax Expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

765

 

 

 

(2,893

)

 

 

1,281

 

 

 

(2,095

)

Comprehensive Loss

 

 

(3,806

)

 

 

(22,010

)

 

 

(12,879

)

 

 

(36,049

)

Comprehensive Income Attributable to Noncontrolling Interests in Subsidiaries

 

 

 

 

 

3

 

 

 

 

 

 

3

 

Comprehensive Loss Attributable to SEACOR Marine Holdings Inc.

 

$

(3,806

)

 

$

(22,013

)

 

$

(12,879

)

 

$

(36,052

)

 

 

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)

 

 

 

Shares of
Common
Stock
Outstanding

 

 

Common
Stock

 

 

Additional
Paid-In
Capital

 

 

Shares
Held in
Treasury

 

 

Treasury
Stock

 

 

Accumulated Deficit

 

 

Accumulated
Other
Comprehensive
Income

 

 

Non-
Controlling
Interests In
Subsidiaries

 

 

Total
Equity

 

For the Six Months Ended June 30, 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2022

 

 

26,702,161

 

 

$

272

 

 

$

466,669

 

 

 

248,638

 

 

$

(1,852

)

 

$

(93,111

)

 

$

6,847

 

 

$

321

 

 

$

379,146

 

Restricted stock grants

 

 

525,397

 

 

 

6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

6

 

Amortization of share awards

 

 

 

 

 

 

 

 

2,943

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,943

 

Exercise of options

 

 

834

 

 

 

 

 

 

6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

6

 

Exercise of warrants

 

 

117,394

 

 

 

1

 

 

 

 

 

 

121

 

 

 

(1

)

 

 

 

 

 

 

 

 

 

 

 

 

Restricted stock vesting

 

 

(232,239

)

 

 

 

 

 

 

 

 

232,239

 

 

 

(2,368

)

 

 

 

 

 

 

 

 

 

 

 

(2,368

)

Director share awards

 

 

60,938

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

 

Forfeiture of employee share awards

 

 

(15,000

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(14,160

)

 

 

 

 

 

 

 

 

(14,160

)

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,281

 

 

 

 

 

 

1,281

 

June 30, 2023

 

 

27,159,485

 

 

$

280

 

 

$

469,618

 

 

 

480,998

 

 

$

(4,221

)

 

$

(107,271

)

 

$

8,128

 

 

$

321

 

 

$

366,855

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the Three Months Ended June 30, 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2023

 

 

27,105,578

 

 

$

279

 

 

$

467,896

 

 

 

468,966

 

 

$

(4,119

)

 

$

(102,700

)

 

$

7,363

 

 

$

321

 

 

$

369,040

 

Restricted stock grants

 

 

5,001

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of share awards

 

 

 

 

 

 

 

 

1,722

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,722

 

Restricted stock vesting

 

 

(12,032

)

 

 

 

 

 

 

 

 

12,032

 

 

 

(102

)

 

 

 

 

 

 

 

 

 

 

 

(102

)

Director share awards

 

 

60,938

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,571

)

 

 

 

 

 

 

 

 

(4,571

)

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

765

 

 

 

 

 

 

765

 

June 30, 2023

 

 

27,159,485

 

 

$

280

 

 

$

469,618

 

 

 

480,998

 

 

$

(4,221

)

 

$

(107,271

)

 

$

8,128

 

 

$

321

 

 

$

366,855

 

 

 

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

 

4


 

 

Shares of
Common
Stock
Outstanding

 

 

Common
Stock

 

 

Additional
Paid-In
Capital

 

 

Shares
Held in
Treasury

 

 

Treasury
Stock

 

 

Accumulated Deficit

 

 

Accumulated
Other
Comprehensive
Income

 

 

Non-
Controlling
Interests In
Subsidiaries

 

 

Total
Equity

 

For the Six Months Ended June 30, 2022

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2021

 

 

25,992,237

 

 

$

262

 

 

$

461,931

 

 

 

127,887

 

 

$

(1,120

)

 

$

(22,907

)

 

$

8,055

 

 

$

320

 

 

$

446,541

 

Restricted stock grants

 

 

738,896

 

 

 

9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9

 

Amortization of share awards

 

 

 

 

 

 

 

 

2,140

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,140

 

Exercise of options

 

 

34,492

 

 

 

 

 

 

151

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

151

 

Restricted stock vesting

 

 

(114,251

)

 

 

 

 

 

 

 

 

114,251

 

 

 

(672

)

 

 

 

 

 

 

 

 

 

 

 

(672

)

Director share awards

 

 

60,787

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

 

Director restricted stock vesting

 

 

(6,500

)

 

 

 

 

 

 

 

 

6,500

 

 

 

(60

)

 

 

 

 

 

 

 

 

 

 

 

(60

)

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(33,957

)

 

 

 

 

 

3

 

 

 

(33,954

)

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,446

 

 

 

(2,095

)

 

 

 

 

 

(649

)

June 30, 2022

 

 

26,705,661

 

 

$

272

 

 

$

464,222

 

 

 

248,638

 

 

$

(1,852

)

 

$

(55,418

)

 

$

5,960

 

 

$

323

 

 

$

413,507

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the Three Months Ended June 30, 2022

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2022

 

 

26,643,873

 

 

$

269

 

 

$

463,138

 

 

 

242,138

 

 

$

(1,792

)

 

$

(37,744

)

 

$

8,853

 

 

$

320

 

 

$

433,044

 

Restricted stock grants

 

 

5,001

 

 

 

2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2

 

Amortization of share awards

 

 

 

 

 

 

 

 

1,073

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,073

 

Exercise of options

 

 

2,500

 

 

 

 

 

 

11

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

11

 

Director share awards

 

 

60,787

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

 

Director restricted stock vesting

 

 

(6,500

)

 

 

 

 

 

 

 

 

6,500

 

 

 

(60

)

 

 

 

 

 

 

 

 

 

 

 

(60

)

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(19,120

)

 

 

 

 

 

3

 

 

 

(19,117

)

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,446

 

 

 

(2,893

)

 

 

 

 

 

(1,447

)

June 30, 2022

 

 

26,705,661

 

 

$

272

 

 

$

464,222

 

 

 

248,638

 

 

$

(1,852

)

 

$

(55,418

)

 

$

5,960

 

 

$

323

 

 

$

413,507

 

 

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

 

5


SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

 

 

 

Six Months Ended June 30,

 

 

 

2023

 

 

2022

 

Cash Flows from Operating Activities:

 

 

 

 

 

 

Net Loss

 

$

(14,160

)

 

$

(33,954

)

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

 

 

 

 

 

 

Depreciation and amortization

 

 

27,337

 

 

 

28,579

 

Deferred financing costs amortization

 

 

841

 

 

 

655

 

Stock-based compensation expense

 

 

2,950

 

 

 

2,150

 

Debt discount amortization

 

 

3,185

 

 

 

3,427

 

Allowance for credit losses

 

 

2,659

 

 

 

530

 

Gain from equipment sales, retirements or impairments

 

 

(3,864

)

 

 

(2,164

)

Derivative losses

 

 

 

 

 

1

 

Interest on finance leases

 

 

142

 

 

 

98

 

Settlements on derivative transactions, net

 

 

380

 

 

 

(651

)

Currency losses (gains)

 

 

1,428

 

 

 

(1,991

)

Deferred income taxes

 

 

(6,741

)

 

 

(6,939

)

Equity earnings

 

 

(909

)

 

 

(6,089

)

Dividends received from equity investees

 

 

1,044

 

 

 

1,887

 

Changes in Operating Assets and Liabilities:

 

 

 

 

 

 

Accounts receivables

 

 

(12,996

)

 

 

(571

)

Other assets

 

 

1,062

 

 

 

(1,703

)

Accounts payable and accrued liabilities

 

 

973

 

 

 

11,632

 

Net cash provided by (used in) operating activities

 

 

3,331

 

 

 

(5,103

)

Cash Flows from Investing Activities:

 

 

 

 

 

 

Purchases of property and equipment

 

 

(505

)

 

 

(37

)

Proceeds from disposition of property and equipment

 

 

8,038

 

 

 

6,681

 

Principal payments on notes due from equity investees

 

 

 

 

 

351

 

Principal payments on notes due from others

 

 

10,000

 

 

 

 

Net cash provided by investing activities

 

 

17,533

 

 

 

6,995

 

Cash Flows from Financing Activities:

 

 

 

 

 

 

Payments on long-term debt

 

 

(18,091

)

 

 

(16,500

)

Payments on debt extinguishment

 

 

(26,772

)

 

 

 

Proceeds from issuance of long-term debt, net of issuance costs

 

 

27,181

 

 

 

 

Payments on finance leases

 

 

(318

)

 

 

(123

)

Proceeds from exercise of stock options

 

 

6

 

 

 

151

 

Tax withholdings on restricted stock vesting and director share awards

 

 

(2,368

)

 

 

(732

)

Net cash used in financing activities

 

 

(20,362

)

 

 

(17,204

)

Effects of Exchange Rate Changes on Cash and Cash Equivalents

 

 

(1

)

 

 

(4

)

Net Change in Cash, Restricted Cash and Cash Equivalents

 

 

501

 

 

 

(15,316

)

Cash, Restricted Cash and Cash Equivalents, Beginning of Period

 

 

43,045

 

 

 

41,220

 

Cash, Restricted Cash and Cash Equivalents, End of Period

 

$

43,546

 

 

$

25,904

 

Supplemental disclosures:

 

 

 

 

 

 

Cash paid for interest, excluding capitalized interest

 

$

14,291

 

 

$

10,341

 

Income taxes paid (refunded), net

 

 

556

 

 

 

(887

)

Noncash Investing and Financing Activities:

 

 

 

 

 

 

Increase in capital expenditures in accounts payable and accrued liabilities

 

 

51

 

 

 

 

Recognition of a new right-of-use asset - operating leases

 

 

348

 

 

 

163

 

Recognition of a new right-of-use asset - financing leases

 

 

 

 

 

7,248

 

 

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

 

6


SEACOR MARINE HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1.
BASIS OF PRESENTATION AND ACCOUNTING POLICIES

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

Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States (“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 adoption of the standard did not have a material effect on the disclosures included herein.

Critical Accounting Policies.

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

Noncontrolling interests in consolidated subsidiaries are included in the consolidated balance sheets as a separate component of equity. The Company reports consolidated net income (loss) inclusive of both the Company’s and the noncontrolling interests’ share, as well as the amounts of consolidated net income (loss) attributable to each of the Company and the noncontrolling interests. If a subsidiary is deconsolidated upon a change in control, any retained 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 20% and 50% of the voting rights of a business venture but may exist when the Company’s ownership percentage is less than 20%. In certain circumstances, the Company may have an economic interest in excess of 50% but may not control and consolidate the business venture. Conversely, the Company may have an economic interest less than 50% but may control and consolidate the business venture. The Company reports its investments in and advances to these business ventures in the accompanying consolidated balance sheets as investments, at equity, and

 

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

 

$

2,333

 

 

$

1,606

 

Revenues deferred during the period

 

 

5,666

 

 

 

4,288

 

Revenues recognized and reclassifications during the period

 

 

(4,356

)

 

 

(3,561

)

Balance at end of period

 

$

3,643

 

 

$

2,333

 

As of June 30, 2023, the Company had $3.6 million of unearned revenue primarily related to mobilization of vessels and had no deferred revenues.

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 20 years.

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 no capitalized interest recognized during the six months ended June 30, 2023 and 2022.

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 not record an impairment on any owned or leased-in vessels. For the six months ended June 30, 2022, the Company recorded impairment charges of $0.9 million for one fast support vessel (“FSV”) classified as held for sale during the first quarter of 2022 and sold during the second quarter of 2022. Estimated fair values for the Company owned vessels were established by independent appraisers based on researched market information, replacement cost information and other data.

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 not recognize any impairment charges related to its 50% or less owned companies.

Income Taxes. 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.

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

 

 

SEACOR Marine Holdings Inc.
Stockholders’ Equity

 

 

 

Foreign
Currency
Translation
Adjustments

 

 

Derivative
Gains (Losses) on
Cash Flow
Hedges, net

 

 

Total Other
Comprehensive
Income

 

December 31, 2022

 

$

6,332

 

 

$

515

 

 

$

6,847

 

Other comprehensive income

 

 

1,600

 

 

 

(319

)

 

 

1,281

 

Balance as of June 30, 2023

 

$

7,932

 

 

$

196

 

 

$

8,128

 

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 $0.01 per share (“Warrants”) issued and outstanding during the relevant periods. The Warrants are included in the basic earnings/loss per share of Common Stock because the shares issuable upon exercise 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 2,978,274 shares of Common Stock issuable upon conversion of the New Convertible Notes as the effect of their inclusion in the computation would be anti-dilutive.

For the three and six months ended June 30, 2022, diluted loss per share of Common Stock excluded 2,907,500 shares of Common Stock issuable upon conversion of the Old Convertible Notes as the effect of their inclusion in the computation would be anti-dilutive.

In addition, for the three and six months ended June 30, 2023 and 2022 diluted loss per share of Common Stock excluded 1,642,084 and 1,648,707 shares of restricted stock, respectively, and 1,026,031 and 1,026,865 shares of Common Stock, respectively, issuable upon exercise of outstanding stock options as the effect of their inclusion in the computation would be anti-dilutive.

2.
NOTE RECEIVABLE

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 $28.8 million, representing par value of the loan using proceeds received from the Framework Agreement Transactions. On the same date, the MexMar Original Facility Agreement was amended and restated in the MexMar Third A&R Facility Agreement pursuant to which, among other things, Mantenimiento Express Marítimo, S.A.P.I. de C.V. (“MexMar”) repaid approximately $8.8 million of the outstanding loan amount and agreed to repay the $20.0 million of the loan that remained outstanding by September 30, 2023 through four quarterly installments of $5.0 million. As of June 30, 2023, the loan balance due from MexMar was $5.0 million.

3.
EQUIPMENT ACQUISITIONS AND DISPOSITIONS

During the six months ended June 30, 2023, capital expenditures were $0.5 million and there were no equipment deliveries. During the six months ended June 30, 2023, 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 six months ended June 30, 2022, 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.

4.
INVESTMENTS, AT EQUITY AND ADVANCES TO 50% OR LESS OWNED COMPANIES

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

 

 

49.0

%

 

 

1,775

 

 

 

1,683

 

SEACOR Arabia

 

 

45.0

%

 

 

1,413

 

 

 

1,265

 

Other

 

20.0% - 50.0%

 

 

 

65

 

 

 

76

 

 

 

 

 

 

$

3,253

 

 

$

3,024

 

 

 

11


5.
LONG-TERM DEBT

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

 

$

90,000

 

 

$

90,000

 

New Convertible Notes

 

 

35,000

 

 

 

35,000

 

SEACOR Marine Foreign Holdings Credit Facility

 

 

61,103

 

 

 

67,910

 

Sea-Cat Crewzer III Term Loan Facility

 

 

15,465

 

 

 

16,703

 

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

 

 

13,705

 

 

 

16,205

 

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

 

 

73,092

 

 

 

77,537

 

SEACOR Alpine Credit Facility(2)

 

 

28,000

 

 

 

 

SEACOR Alpine Shipyard Financing(2)

 

 

 

 

 

27,790

 

SEACOR 88/888 Term Loan

 

 

5,500

 

 

 

5,500

 

Tarahumara Shipyard Financing

 

 

4,514

 

 

 

5,597

 

SEACOR Offshore OSV

 

 

15,052

 

 

 

16,052

 

Total recourse long-term debt

 

 

341,431

 

 

 

358,294

 

Non-recourse long-term debt(3):

 

 

 

 

 

 

SEACOR 88/888 Term Loan

 

 

5,500

 

 

 

5,500

 

Total non-recourse long-term debt

 

 

5,500

 

 

 

5,500

 

Total principal due for long-term debt

 

 

346,931

 

 

 

363,794

 

Current portion due within one year

 

 

(63,959

)

 

 

(61,512

)

Unamortized debt discount

 

 

(34,326

)

 

 

(37,511

)

Deferred financing costs

 

 

(4,686

)

 

 

(4,652

)

Long-term debt, less current portion

 

$

243,960

 

 

$

260,119

 

 

(1)
Recourse debt represents debt issued by SEACOR Marine and/or its subsidiaries and guaranteed by SEACOR Marine or one of its operating subsidiaries as provided in the relevant debt agreements.
(2)
On June 27, 2023, proceeds from the SEACOR Alpine Credit Facility were used to satisfy in full the SEACOR Alpine Shipyard Financing. See details below.
(3)
Non-recourse debt represents debt issued by one of the Company’s consolidated subsidiaries with no recourse to SEACOR Marine or its other non-debtor operating subsidiaries with respect to the applicable instrument, other than certain limited support obligations as provided in the respective debt agreements, which in aggregate are not considered to be material to the Company’s business and financial condition.

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 $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

 

12


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.

Letters of Credit. As of June 30, 2023, the Company had outstanding letters of credit of $1.1 million securing lease obligations, labor and performance guaranties.

6.
LEASES

As of June 30, 2023, the Company leased-in one anchor handling towing supply vessel (“AHTS”), one FSV, and certain facilities and other equipment. The leases typically contain purchase and renewal options or rights of first refusal with respect to the sale or lease of the equipment. As of June 30, 2023, the remaining lease terms of the vessels had a duration ranging from 15 to 45 months. The lease terms of certain facilities and other equipment had a duration ranging from five to 282 months.

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

 

$

982

 

 

$

408

 

2024

 

 

1,805

 

 

 

946

 

2025

 

 

687

 

 

 

959

 

2026

 

 

459

 

 

 

953

 

2027

 

 

400

 

 

 

4,659

 

Years subsequent to 2027

 

 

3,213

 

 

 

 

 

 

7,546

 

 

 

7,925

 

Interest component

 

 

(1,724

)

 

 

(852

)

 

 

5,822

 

 

 

7,073

 

Current portion of long-term lease liabilities

 

 

1,792

 

 

 

611

 

Long-term lease liabilities

 

$

4,030

 

 

$

6,462

 

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

 

$

564

 

 

$

789

 

 

$

1,110

 

 

$

1,697

 

Finance lease cost:

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of finance lease assets (1)

 

 

160

 

 

 

163

 

 

 

320

 

 

 

222

 

Interest on finance lease liabilities (2)

 

 

71

 

 

 

76

 

 

 

143

 

 

 

101

 

Short-term lease costs

 

 

134

 

 

 

219

 

 

 

308

 

 

 

371

 

 

$

929

 

 

$

1,247

 

 

$

1,881

 

 

$

2,391

 

 

(1)
Included in amortization costs in the consolidated statements of income (loss).
(2)
Included in interest expense in the consolidated statements of income (loss).

 

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

 

$

1,311

 

Financing cash outflows from finance leases

 

 

318

 

Right-of-use assets obtained for operating lease liabilities

 

 

348

 

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

 

 

9.9

 

Weighted average remaining lease term, in years - finance leases

 

 

3.7

 

Weighted average discount rate - operating leases

 

 

6.8

%

Weighted average discount rate - finance leases

 

 

4.0

%

 

7.
INCOME TAXES

The following table reconciles the difference between the statutory federal income tax rate for the Company and the effective income tax rate for the six months ended June 30, 2023:

Statutory rate

 

 

(21.00

)%

Foreign taxes, including withholding taxes

 

 

19.17

%

Other

 

 

2.23

%

Effective income tax rate

 

 

0.40

%

 

8.
DERIVATIVE INSTRUMENTS AND HEDGING STRATEGIES

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. The fair values of the Company’s derivative instruments were as follows (in thousands):

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

Derivative
Asset

 

 

Derivative
Liability

 

 

Derivative
Asset

 

 

Derivative
Liability

 

Derivatives designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swap agreements (cash flow hedges)

 

$

199

 

 

$

 

 

$

526

 

 

$

 

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 $0.3 million for the six months ended June 30, 2023 and gains of $1.8 million for the six months ended June 30, 2022, respectively, as a component of other comprehensive income (loss). As of June 30, 2023, the interest rate swaps held by the Company were as follows:

SMFH has an interest rate swap agreement maturing in 2023 that calls for SMFH to pay a fixed rate of interest of 3.32% per annum on the amortized notional value of $5.4 million and receive a variable interest rate based on LIBOR on the amortized notional value; and
SMFH has an interest rate swap agreement maturing in 2023 that calls for SMFH to pay a fixed rate of interest of 3.195% per annum on the amortized notional value of $29.1 million and receive a variable interest rate based on LIBOR on the amortized notional value.

Other Derivative Instruments. The Company had no derivative instruments not designated as hedging instruments for the three and six months ended June 30, 2023 and recognized gains (losses) on derivative instruments not designated as hedging instruments for the three and six months ended June 30, 2022 as follows (in thousands):

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Conversion option liability on Old Convertible Notes

 

$

 

 

$

33

 

 

$

 

 

$

(1

)

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.

9.
FAIR VALUE MEASUREMENTS

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

The Company’s financial assets and liabilities as of 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

 

 

 

 

 

 

 

 

 

Derivative instruments

 

$

 

 

$

199

 

 

$

 

December 31, 2022

 

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

 

Derivative instruments

 

$

 

 

$

526

 

 

$

 

 

 

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
Amount

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

Cash, cash equivalents and restricted cash

 

$

43,546

 

 

$

43,546

 

 

$

 

 

$

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

 

Long-term debt, including current portion

 

 

307,919

 

 

 

 

 

 

301,927

 

 

 

 

December 31, 2022

 

 

 

 

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

Cash, cash equivalents and restricted cash

 

$

43,045

 

 

$

43,045

 

 

$

 

 

$

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

 

Long-term debt, including current portion

 

 

321,631

 

 

 

 

 

 

314,979

 

 

 

 

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 no impairment charges. During the year ended December 31, 2022, the Company recognized impairment charges totaling $2.9 million. The Company recorded impairment charges of $0.9 million for one FSV classified as held for sale and sold during 2022. In addition, the Company recorded impairment charges of $0.7 million for one leased-in AHTS as it is not expected to return to active service during its remaining lease term. Additionally, the Company recorded impairment charges of $1.3 million for other equipment and classified such equipment as assets held for sale, which was subsequently sold in the first quarter of 2023.

10.
WARRANTS

In connection with various transactions, the Company issued 2,560,456 warrants to purchase shares of Common Stock at an exercise price of $0.01 per share (“Warrants”). As of June 30, 2023, 1,321,968 Warrants remain outstanding, which are comprised entirely of the remaining Carlyle Warrants.

11.
COMMITMENTS AND CONTINGENCIES

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.

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

 

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$22.2 million based on a historical potential levy of R$12.87 million (USD $4.6 million and USD $2.7 million, respectively, based on the exchange rate as of June 30, 2023).

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.

12.
STOCK BASED COMPENSATION

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

 

 

1,682,193

 

Granted

 

 

660,307

 

Vested

 

 

(685,416

)

Forfeited

 

 

(15,000

)

Outstanding as of June 30, 2023 (1)

 

 

1,642,084

 

 

 

 

Stock Option Activity:

 

 

 

Outstanding as of December 31, 2022

 

 

1,026,865

 

Granted

 

 

 

Exercised

 

 

(834

)

Forfeited

 

 

 

Outstanding as of June 30, 2023

 

 

1,026,031

 

 

(1)
Excludes 156,620 grants of performance-based stock units that are not considered outstanding until such time that they become probable to vest.

For the six months ended June 30, 2023, the Company acquired for treasury 232,239 shares of Common Stock from its directors and/or employees to cover their tax withholding obligations upon the lapsing of restrictions on share awards for an aggregate purchase price of $2.4 million. 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.

 

18


13.
SEGMENT INFORMATION

The Company’s segment presentation and basis of measurement of segment profit or loss are as previously described in the 2022 Annual Report. The following tables summarize the operating results, capital expenditures and assets of the Company’s reportable segments for the periods indicated (in thousands):

 

 

United
States
(primarily
Gulf of
Mexico)

 

 

Africa
and Europe

 

 

Middle
East
and Asia

 

 

Latin
America

 

 

Total

 

For the Three Months Ended June 30, 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

 

19


 

 

 

United
States
(primarily
Gulf of
Mexico)

 

 

Africa
and Europe

 

 

Middle
East
and Asia

 

 

Latin
America

 

 

Total

 

For the Six Months Ended June 30, 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

(1)
Total assets by region does not include corporate assets of $46.8 million as of June 30, 2023.

 

 

United
States
(primarily
Gulf of
Mexico)

 

 

Africa
and Europe

 

 

Middle
East
and Asia

 

 

Latin
America

 

 

Total

 

For the Three Months Ended June 30, 2022

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

9,759

 

 

$

14,930

 

 

$

13,906

 

 

$

10,909

 

 

$

49,504

 

Bareboat charter

 

 

 

 

 

 

 

 

 

 

 

48

 

 

 

48

 

Other marine services

 

 

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

)

 

 

20


 

 

 

21


 

 

United
States
(primarily
Gulf of
Mexico)

 

 

Africa
and Europe

 

 

Middle
East
and Asia

 

 

Latin
America

 

 

Total

 

For the Six Months Ended June 30, 2022

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

(1)
Total assets by region does not include corporate assets of $51.3 million as of June 30, 2022.

The Company’s investments in 50% or less owned companies, which are accounted for under the equity method, also contribute to its consolidated results of operations. As of June 30, 2023, and 2022, the Company’s investments, at equity and advances to 50% or less owned companies in its other 50% or less owned companies were $3.3 million and $75.9 million, respectively. The significant decrease is the result of the sale of the Company’s interests in MexMar and Offshore Vessels Holding, S.A.P.I. de C.V. (“OVH”). Equity in earnings of 50% or less owned companies for the six months ended June 30, 2023 and 2022 were $0.9 million and $6.1 million, respectively.

14.
SUBSEQUENT EVENTS

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
States
(primarily
Gulf of
Mexico)

 

 

Africa
and Europe

 

 

Middle
East
and Asia

 

 

Latin
America

 

 

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
States
(primarily
Gulf of
Mexico)

 

 

Africa
and Europe

 

 

Middle
East
and Asia

 

 

Latin
America

 

 

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

 

 

(1)
Total assets by region does not include corporate assets of $46.8 million as of June 30, 2023.

 

28


 

 

United
States
(primarily
Gulf of
Mexico)

 

 

Africa
and Europe

 

 

Middle
East
and Asia
(1)

 

 

Latin
America

 

 

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

)

 

(1)
In the second quarter of 2022, the Company removed from service one specialty vessel in this region. Regional statistics reflect the removed from service status of this vessel.

 

29


 

 

United
States
(primarily
Gulf of
Mexico)

 

 

Africa
and Europe

 

 

Middle
East
and Asia
(2)

 

 

Latin
America

 

 

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

 

 

(1)
Total assets by region does not include corporate assets of $51.3 million as of June 30, 2022.
(2)
In the second quarter of 2022, the Company removed from service one specialty vessel in this region. Regional statistics reflect the removed from service status of this vessel.

 

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
activity

 

 

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

 

 

(1)
Anchor handling towing supply vessels (“AHTS”).
(2)
Fast support vessels (“FSVs”).
(3)
Platform support vessels (“PSVs”).

 

31


 

 

AHTS

 

 

FSV

 

 

PSV

 

 

Liftboats

 

 

Other
activity

 

 

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
activity
(1)

 

 

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

)

 

(1)
In the second quarter of 2022, the Company removed from service one specialty vessel in this region. Other activity statistics reflect the removed from service status of this vessel.

 

32


 

 

AHTS

 

 

FSV

 

 

PSV

 

 

Liftboats

 

 

Other
activity
(1)

 

 

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

 

 

(1)
In the second quarter of 2022, the Company removed from service one specialty vessel in this region. Other activity statistics reflect the removed from service status of this vessel.

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

%

 

(1)
In the second quarter of 2022, the Company removed from service one specialty vessel in this region. Specialty statistics reflect the removed from service status of this vessel.

 

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


(1)
During the Current Year Six Months and the Prior Year Six Months, the Company paid no capitalized interest.

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:

capital expenditures were $0.5 million;
the Company sold other equipment for net cash proceeds of $8.0 million, after transaction costs, and a gain of $2.9 million; and
the Company received $10.0 million of principal payments under the MexMar Third A&R Facility Agreement.

During the Prior Year Six Months, net cash provided by investing activities was $7.0 million, primarily as a result of the following:

capital expenditures were less than $0.1 million;
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; and
the Company received $0.4 million from investments in, and advances to, its 50% or less owned companies for principal payments on notes receivables.

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:

the Company made scheduled payments on long-term debt and other obligations of $18.1 million;
the Company made payments on debt extinguishment of $26.8 million;
the Company received proceeds from the issuance of long-term debt of $27.2 million;
the Company made payments on finance leases of $0.3 million; and
the Company made payments on tax withholdings for restricted stock vesting and director share awards of $2.4 million.

During the Prior Year Six Months, net cash used in financing activities was $17.2 million primarily as a result of the following:

the Company made scheduled payments on long-term debt and other obligations of $16.5 million;
the Company received $0.2 million proceeds from the exercise of stock options;
the Company made payments on finance leases of $0.1 million; and
the Company made payments on tax withholdings for restricted stock vesting and director share awards of $0.7 million.

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 QUALITATIVE 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

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. RISK 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 EQUITY 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:

 

 

Total Number of
Shares Withheld

 

 

Average Price per
Share

 

 

Total Number of
Shares Purchased
as Part of a Publicly
Announced Plan

 

 

Maximum Number
of Shares that may
be Purchased Under
the Plan

 

April 1, 2023 to April 30, 2023

 

 

8,766

 

 

$

8.07

 

 

 

 

 

 

 

May 1, 2023 to May 31, 2023

 

 

 

 

$

 

 

 

 

 

 

 

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 SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

None.

 

46


ITEM 6. EXHIBITS

 

 

 

10.1*

 

Credit Agreement, dated as of June 16, 2023, by and among SEACOR Alps LLC, SEACOR Andes LLC, SEACOR Atlas LLC, SEACOR Marine Holdings Inc., SEACOR Marine Alpine LLC, and Mountain Supply LLC (incorporated herein by reference to Exhibit 10.1 of SEACOR Marine Holdings Inc.’s Current Report on Form 8-K filed with the Commission on June 20, 2023 (File No. 001-37966)).

 

 

 

10.2*

 

Guaranty, dated as of June 16, 2023, by SEACOR Marine Holdings Inc. in favor of Mountain Supply LLC (incorporated herein by reference to Exhibit 10.2 of SEACOR Marine Holdings Inc.’s Current Report on Form 8-K filed with the Commission on June 20, 2023 (File No. 001-37966)).

 

 

 

31.1

 

Certification by the Principal Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended.

 

31.2

Certification by the Principal Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended.

 

32

Certification by the Principal Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

101.INS**

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.

 

101.SCH**

Inline XBRL Taxonomy Extension Schema

 

101.CAL**

Inline XBRL Taxonomy Extension Calculation Linkbase

 

101.DEF**

Inline XBRL Taxonomy Extension Definition Linkbase

 

101.LAB**

Inline XBRL Taxonomy Extension Label Linkbase

 

101.PRE**

Inline XBRL Taxonomy Extension Presentation Linkbase

 

 

 

104

 

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.

 

 

 

* 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


SIGNATURES

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

 

 

 

 

 

SEACOR Marine Holdings Inc.

 

 

 

 

 

 

Date:

 

August 2, 2023

By:

 

/s/ John Gellert

 

 

 

 

 

John Gellert, President,

Chief Executive Officer

(Principal Executive Officer)

 

 

 

 

 

 

Date:

 

August 2, 2023

By:

 

/s/ Jesús Llorca

 

 

 

 

 

Jesús Llorca, Executive Vice President

and Chief Financial Officer

(Principal Financial Officer)

 

Date:

 

August 2, 2023

By:

 

/s/ Gregory S. Rossmiller

 

 

 

 

 

Gregory S. Rossmiller,

Senior Vice President

and Chief Accounting Officer

(Principal Accounting Officer)

 

 

 

48