þ
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the quarterly period ended September 30, 2018
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the transition period from to
|
Delaware
|
95-2628227
|
|
(State or other jurisdiction of
incorporation or organization)
|
(I.R.S. Employer Identification No.)
|
|
|
|
|
11911 FM 529
Houston, Texas
|
77041
|
|
(Address of principal executive offices)
|
(Zip Code)
|
|
Large accelerated filer
|
þ
|
Accelerated filer
|
¨
|
Non-accelerated filer
|
¨
|
Smaller reporting company
|
¨
|
|
|
Emerging growth company
|
¨
|
Part I
|
|
||
|
|
|
|
Item 1.
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Item 2.
|
|
||
Item 3.
|
|
||
Item 4.
|
|
||
|
|
|
|
Part II
|
|
||
|
|
|
|
Item 1.
|
|
||
Item 6.
|
|
||
|
|
||
|
|
||
|
Item 1.
|
Financial Statements.
|
|
|
Sep 30, 2018
|
|
Dec 31, 2017
|
||||
(in thousands, except share data)
|
|
|
||||||
|
|
(unaudited)
|
|
|
||||
ASSETS
|
|
|
|
|
||||
Current Assets:
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
367,150
|
|
|
$
|
430,316
|
|
Accounts receivable, net of allowances for doubtful accounts of $6,430 and $6,217
|
|
579,205
|
|
|
476,903
|
|
||
Inventory, net
|
|
189,119
|
|
|
215,282
|
|
||
Other current assets
|
|
54,362
|
|
|
64,901
|
|
||
Total Current Assets
|
|
1,189,836
|
|
|
1,187,402
|
|
||
Property and Equipment, at cost
|
|
2,831,728
|
|
|
2,815,579
|
|
||
Less accumulated depreciation
|
|
1,838,214
|
|
|
1,751,375
|
|
||
Net Property and Equipment
|
|
993,514
|
|
|
1,064,204
|
|
||
Other Assets:
|
|
|
|
|
||||
Goodwill
|
|
500,164
|
|
|
455,599
|
|
||
Other non-current assets
|
|
240,185
|
|
|
316,745
|
|
||
Total Other Assets
|
|
740,349
|
|
|
772,344
|
|
||
Total Assets
|
|
$
|
2,923,699
|
|
|
$
|
3,023,950
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
||||
Current Liabilities:
|
|
|
|
|
||||
Accounts payable
|
|
$
|
111,756
|
|
|
$
|
85,539
|
|
Accrued liabilities
|
|
364,558
|
|
|
350,258
|
|
||
Total Current Liabilities
|
|
476,314
|
|
|
435,797
|
|
||
Long-term Debt
|
|
782,190
|
|
|
792,312
|
|
||
Other Long-term Liabilities
|
|
163,722
|
|
|
131,323
|
|
||
Commitments and Contingencies
|
|
|
|
|
|
|
||
Equity:
|
|
|
|
|
||||
Common Stock, par value $0.25 per share; 360,000,000 shares authorized; 110,834,088 shares issued
|
|
27,709
|
|
|
27,709
|
|
||
Additional paid-in capital
|
|
217,613
|
|
|
225,125
|
|
||
Treasury stock; 12,301,319 and 12,554,714 shares, at cost
|
|
(704,436
|
)
|
|
(718,946
|
)
|
||
Retained earnings
|
|
2,268,687
|
|
|
2,417,412
|
|
||
Accumulated other comprehensive loss
|
|
(313,454
|
)
|
|
(292,136
|
)
|
||
Oceaneering Shareholders' Equity
|
|
1,496,119
|
|
|
1,659,164
|
|
||
Noncontrolling interest
|
|
5,354
|
|
|
5,354
|
|
||
Total Equity
|
|
1,501,473
|
|
|
1,664,518
|
|
||
Total Liabilities and Equity
|
|
$
|
2,923,699
|
|
|
$
|
3,023,950
|
|
|
|
|
Three Months Ended Sep 30,
|
|
Nine Months Ended Sep 30,
|
||||||||||||
(in thousands, except per share data)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|||||||||
Revenue
|
|
$
|
519,300
|
|
|
$
|
476,120
|
|
|
$
|
1,414,387
|
|
|
$
|
1,437,332
|
|
|
Cost of services and products
|
|
471,665
|
|
|
421,235
|
|
|
1,318,196
|
|
|
1,284,021
|
|
|||||
|
Gross Margin
|
|
47,635
|
|
|
54,885
|
|
|
96,191
|
|
|
153,311
|
|
||||
Selling, general and administrative expense
|
|
49,187
|
|
|
44,354
|
|
|
144,529
|
|
|
133,540
|
|
|||||
|
Income (Loss) from Operations
|
|
(1,552
|
)
|
|
10,531
|
|
|
(48,338
|
)
|
|
19,771
|
|
||||
Interest income
|
|
2,645
|
|
|
1,997
|
|
|
8,187
|
|
|
5,379
|
|
|||||
Interest expense, net of amounts capitalized
|
|
(9,885
|
)
|
|
(8,650
|
)
|
|
(28,058
|
)
|
|
(22,517
|
)
|
|||||
Equity in income (losses) of unconsolidated affiliates
|
|
(1,684
|
)
|
|
(424
|
)
|
|
(3,264
|
)
|
|
(1,798
|
)
|
|||||
Other income (expense), net
|
|
5,632
|
|
|
(1,287
|
)
|
|
(6,398
|
)
|
|
(3,901
|
)
|
|||||
|
Income (Loss) Before Income Taxes
|
|
(4,844
|
)
|
|
2,167
|
|
|
(77,871
|
)
|
|
(3,066
|
)
|
||||
Provision (benefit) for income taxes
|
|
61,135
|
|
|
3,935
|
|
|
70,317
|
|
|
4,104
|
|
|||||
|
Net Income (Loss)
|
|
$
|
(65,979
|
)
|
|
(1,768
|
)
|
|
$
|
(148,188
|
)
|
|
$
|
(7,170
|
)
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Weighted average shares outstanding
|
|
|
|
|
|
|
|
|
|||||||||
Basic
|
|
98,533
|
|
|
98,270
|
|
|
98,483
|
|
|
98,224
|
|
|||||
Diluted
|
|
98,533
|
|
|
98,270
|
|
|
98,483
|
|
|
98,224
|
|
|||||
Earnings (loss) per share
|
|
|
|
|
|
|
|
|
|||||||||
Basic
|
|
$
|
(0.67
|
)
|
|
$
|
(0.02
|
)
|
|
$
|
(1.50
|
)
|
|
$
|
(0.07
|
)
|
|
Diluted
|
|
$
|
(0.67
|
)
|
|
$
|
(0.02
|
)
|
|
$
|
(1.50
|
)
|
|
$
|
(0.07
|
)
|
|
Cash dividends declared per share
|
|
$
|
—
|
|
|
$
|
0.15
|
|
|
$
|
—
|
|
|
$
|
0.45
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
Three Months Ended Sep 30,
|
|
Nine Months Ended Sep 30,
|
||||||||||||
(in thousands)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|||||||||
Net Income (Loss)
|
|
$
|
(65,979
|
)
|
|
$
|
(1,768
|
)
|
|
$
|
(148,188
|
)
|
|
$
|
(7,170
|
)
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|||||||||
|
Foreign Currency Translation Adjustments
|
|
(5,688
|
)
|
|
16,547
|
|
|
(21,318
|
)
|
|
20,269
|
|
||||
Total other comprehensive income (loss)
|
|
(5,688
|
)
|
|
16,547
|
|
|
(21,318
|
)
|
|
20,269
|
|
|||||
|
Comprehensive Income (Loss)
|
|
(71,667
|
)
|
|
14,779
|
|
|
$
|
(169,506
|
)
|
|
$
|
13,099
|
|
|
|
Nine Months Ended Sep 30,
|
||||||
(in thousands)
|
|
2018
|
|
2017
|
||||
Cash Flows from Operating Activities:
|
|
|
|
|
||||
Net income (loss)
|
|
$
|
(148,188
|
)
|
|
$
|
(7,170
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
|
|
|
|
||||
Depreciation and amortization
|
|
164,674
|
|
|
160,480
|
|
||
Deferred income tax provision (benefit)
|
|
27,021
|
|
|
(25,065
|
)
|
||
Net loss (gain) on sales of property and equipment and cost method investment
|
|
(8,513
|
)
|
|
429
|
|
||
Noncash compensation
|
|
8,562
|
|
|
10,854
|
|
||
Excluding the effects of acquisitions, increase (decrease) in cash from:
|
|
|
|
|
||||
Accounts receivable
|
|
(85,278
|
)
|
|
25,501
|
|
||
Inventory
|
|
(7,094
|
)
|
|
35,000
|
|
||
Other operating assets
|
|
6,377
|
|
|
(20,162
|
)
|
||
Currency translation effect on working capital, excluding cash
|
|
2,495
|
|
|
253
|
|
||
Current liabilities
|
|
60,998
|
|
|
(56,148
|
)
|
||
Other operating liabilities
|
|
14,602
|
|
|
20,042
|
|
||
Total adjustments to net income
|
|
183,844
|
|
|
151,184
|
|
||
Net Cash Provided by Operating Activities
|
|
35,656
|
|
|
144,014
|
|
||
Cash Flows from Investing Activities:
|
|
|
|
|
||||
Purchases of property and equipment
|
|
(83,919
|
)
|
|
(59,900
|
)
|
||
Business acquisitions, net of cash acquired
|
|
(68,398
|
)
|
|
(11,278
|
)
|
||
Proceeds from redemption of investments in Angola bonds
|
|
62,021
|
|
|
—
|
|
||
Purchase of Angola bonds
|
|
(10,417
|
)
|
|
(10,777
|
)
|
||
Distributions of capital from unconsolidated affiliates
|
|
2,372
|
|
|
2,556
|
|
||
Proceeds from sale of property and equipment and cost method investment
|
|
15,897
|
|
|
635
|
|
||
Net Cash Used in Investing Activities
|
|
(82,444
|
)
|
|
(78,764
|
)
|
||
Cash Flows from Financing Activities:
|
|
|
|
|
||||
Net proceeds from issuance of 6.000% Senior Notes, net of issuance costs
|
|
295,816
|
|
|
—
|
|
||
Repayment of term loan facility
|
|
(300,000
|
)
|
|
—
|
|
||
Cash dividends
|
|
—
|
|
|
(44,220
|
)
|
||
Other financing activities
|
|
(1,565
|
)
|
|
(1,772
|
)
|
||
Net Cash Used in Financing Activities
|
|
(5,749
|
)
|
|
(45,992
|
)
|
||
Effect of exchange rates on cash
|
|
(10,629
|
)
|
|
2,930
|
|
||
Net Increase (Decrease) in Cash and Cash Equivalents
|
|
(63,166
|
)
|
|
22,188
|
|
||
Cash and Cash Equivalents—Beginning of Period
|
|
430,316
|
|
|
450,193
|
|
||
Cash and Cash Equivalents—End of Period
|
|
$
|
367,150
|
|
|
$
|
472,381
|
|
(in thousands)
|
|
Dec 31, 2017
|
|
Adjustments Due to ASC 606
|
|
Jan 1, 2018 Under ASC 606
|
|||||||
Assets
|
|
|
|
|
|
|
|||||||
|
Accounts receivable
|
|
$
|
476,903
|
|
|
$
|
(163,963
|
)
|
|
$
|
312,940
|
|
|
Contract assets
|
|
—
|
|
|
171,956
|
|
|
171,956
|
|
|||
|
Total accounts receivable
|
|
476,903
|
|
|
7,993
|
|
|
484,896
|
|
|||
|
Inventory
|
|
215,282
|
|
|
(34,187
|
)
|
|
181,095
|
|
|||
Liabilities
|
|
|
|
|
|
|
|||||||
|
Accrued liabilities
|
|
350,258
|
|
|
(63,045
|
)
|
|
287,213
|
|
|||
|
Contract liabilities
|
|
—
|
|
|
37,590
|
|
|
37,590
|
|
|||
|
Total accrued liabilities
|
|
350,258
|
|
|
(25,455
|
)
|
|
324,803
|
|
|||
|
Other long-term liabilities
|
|
131,323
|
|
|
(202
|
)
|
|
131,121
|
|
|||
Equity
|
|
|
|
|
|
|
|||||||
|
Retained earnings
|
|
2,417,412
|
|
|
(537
|
)
|
|
2,416,875
|
|
|
|
|
Nine Months Ended Sep 30, 2018
|
||||||||||
(in thousands)
|
|
As Reported Under ASC 606
|
|
Effect of Change
|
|
Balances Without Adoption of ASC 606
|
|||||||
Revenue
|
|
$
|
1,414,387
|
|
|
$
|
12,552
|
|
|
$
|
1,426,939
|
|
|
Cost of services and products
|
|
1,318,196
|
|
|
14,042
|
|
|
1,332,238
|
|
||||
Provision (benefit) for income taxes
|
|
70,317
|
|
|
(212
|
)
|
|
70,105
|
|
||||
Net income (loss)
|
|
(148,188
|
)
|
|
(1,278
|
)
|
|
(149,466
|
)
|
||||
|
|
|
|
|
|
|
|
|
|
|
Sep 30, 2018
|
||||||||||
(in thousands)
|
|
As Reported Under ASC 606
|
|
Effect of Change
|
|
Balances Without Adoption of ASC 606
|
|||||||
Assets
|
|
|
|
|
|
|
|||||||
|
Accounts receivable
|
|
$
|
345,803
|
|
|
$
|
—
|
|
|
$
|
345,803
|
|
|
Unbilled accounts receivable
|
|
—
|
|
|
221,657
|
|
|
221,657
|
|
|||
|
Contract assets
|
|
233,402
|
|
|
(233,402
|
)
|
|
—
|
|
|||
|
Total accounts receivable
|
|
579,205
|
|
|
(11,745
|
)
|
|
567,460
|
|
|||
|
Inventory
|
|
189,119
|
|
|
19,359
|
|
|
208,478
|
|
|||
Liabilities
|
|
|
|
|
|
|
|||||||
|
Accrued liabilities
|
|
338,272
|
|
|
(321
|
)
|
|
337,951
|
|
|||
|
Contract liabilities
|
|
26,286
|
|
|
8,683
|
|
|
34,969
|
|
|||
|
Total accrued liabilities
|
|
364,558
|
|
|
8,362
|
|
|
372,920
|
|
|||
|
Other long-term liabilities
|
|
163,722
|
|
|
(10
|
)
|
|
163,712
|
|
|||
Equity
|
|
|
|
|
|
|
|||||||
|
Retained earnings
|
|
2,268,687
|
|
|
(741
|
)
|
|
2,267,946
|
|
•
|
requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) to be measured at fair value, with changes in fair value recognized in net income; and
|
•
|
provides an expedient for the valuation and impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify value and impairment — when a qualitative assessment indicates that an impairment exists, an entity is required to measure the investment at fair value.
|
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||
(in thousands)
|
|
Sep 30, 2018
|
|
Sep 30, 2017
|
|
Jun 30, 2018
|
|
Sep 30, 2018
|
|
Sep 30, 2017
|
||||||||||||
Business Segment:
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Energy Services and Products
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
Remotely Operated Vehicles
|
|
$
|
105,045
|
|
|
$
|
104,617
|
|
|
$
|
107,426
|
|
|
$
|
298,065
|
|
|
$
|
302,071
|
|
|
|
Subsea Products
|
|
137,099
|
|
|
143,583
|
|
|
121,704
|
|
|
385,491
|
|
|
469,115
|
|
|||||
|
|
Subsea Projects
|
|
104,972
|
|
|
80,116
|
|
|
78,036
|
|
|
239,868
|
|
|
218,617
|
|
|||||
|
|
Asset Integrity
|
|
62,346
|
|
|
61,098
|
|
|
67,422
|
|
|
191,056
|
|
|
171,948
|
|
|||||
|
Total Energy Services and Products
|
|
409,462
|
|
|
389,414
|
|
|
374,588
|
|
|
1,114,480
|
|
|
1,161,751
|
|
||||||
|
Advanced Technologies
|
|
109,838
|
|
|
86,706
|
|
|
104,086
|
|
|
299,907
|
|
|
275,581
|
|
||||||
|
|
Total
|
|
$
|
519,300
|
|
|
$
|
476,120
|
|
|
$
|
478,674
|
|
|
$
|
1,414,387
|
|
|
$
|
1,437,332
|
|
Geographic Operating Areas:
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Foreign:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
Africa
|
|
$
|
51,669
|
|
|
$
|
57,901
|
|
|
$
|
61,966
|
|
|
$
|
168,722
|
|
|
$
|
213,172
|
|
|
|
United Kingdom
|
|
56,769
|
|
|
48,074
|
|
|
50,999
|
|
|
153,087
|
|
|
189,534
|
|
|||||
|
|
Norway
|
|
51,952
|
|
|
54,412
|
|
|
51,827
|
|
|
142,820
|
|
|
128,965
|
|
|||||
|
|
Asia and Australia
|
|
39,764
|
|
|
50,407
|
|
|
43,448
|
|
|
122,158
|
|
|
147,555
|
|
|||||
|
|
Brazil
|
|
14,554
|
|
|
7,862
|
|
|
13,461
|
|
|
46,844
|
|
|
25,807
|
|
|||||
|
|
Other
|
|
45,898
|
|
|
23,192
|
|
|
14,811
|
|
|
80,348
|
|
|
54,540
|
|
|||||
|
Total Foreign
|
|
260,606
|
|
|
241,848
|
|
|
236,512
|
|
|
713,979
|
|
|
759,573
|
|
||||||
|
United States
|
|
258,694
|
|
|
234,272
|
|
|
242,162
|
|
|
700,408
|
|
|
677,759
|
|
||||||
Total
|
|
$
|
519,300
|
|
|
$
|
476,120
|
|
|
$
|
478,674
|
|
|
$
|
1,414,387
|
|
|
$
|
1,437,332
|
|
|
|
|
|
Sep 30, 2018
|
|
|
|
Timing of Transfer of Goods or Services:
|
|
|
|
||||
|
Revenue recognized over time
|
|
$
|
1,297,095
|
|
|
|
|
Revenue recognized at a point in time
|
|
117,292
|
|
|
||
Total
|
|
$
|
1,414,387
|
|
|
(in thousands)
|
|
Sep 30, 2018
|
|
Jan 1, 2018
|
|||||
Contract assets
|
|
$
|
233,402
|
|
|
$
|
171,956
|
|
|
Contract liabilities
|
|
26,286
|
|
|
37,590
|
|
(in thousands)
|
|
Sep 30, 2018
|
|
Dec 31, 2017
|
|||||
Inventory, net:
|
|
|
|
|
|||||
|
Remotely operated vehicle parts and components
|
|
$
|
105,956
|
|
|
$
|
97,313
|
|
|
Other inventory, primarily raw materials
|
|
83,163
|
|
|
117,969
|
|
||
|
Total
|
|
$
|
189,119
|
|
|
$
|
215,282
|
|
|
(in thousands)
|
|
Sep 30, 2018
|
|
Dec 31, 2017
|
||||
|
|
|
|
|
|||||
4.650% Senior Notes due 2024
|
|
$
|
500,000
|
|
|
$
|
500,000
|
|
|
6.000% Senior Notes due 2028
|
|
300,000
|
|
|
—
|
|
|||
Term Loan Facility
|
|
—
|
|
|
300,000
|
|
|||
Fair value of interest rate swaps on $200 million of principal
|
|
(9,717
|
)
|
|
(2,990
|
)
|
|||
Unamortized debt issuance costs
|
|
(8,093
|
)
|
|
(4,698
|
)
|
|||
Revolving Credit Facility
|
|
—
|
|
|
—
|
|
|||
Long-term Debt
|
|
$
|
782,190
|
|
|
$
|
792,312
|
|
|
|
|
Jurisdiction
|
|
Periods
|
United States
|
|
2014
|
United Kingdom
|
|
2015
|
Norway
|
|
2015
|
Angola
|
|
2013
|
Brazil
|
|
2013
|
Australia
|
|
2013
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||
(in thousands)
|
|
Sep 30, 2018
|
|
Sep 30, 2017
|
|
Jun 30, 2018
|
|
Sep 30, 2018
|
|
Sep 30, 2017
|
||||||||||
Revenue
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Energy Services and Products
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Remotely Operated Vehicles
|
|
$
|
105,045
|
|
|
$
|
104,617
|
|
|
$
|
107,426
|
|
|
$
|
298,065
|
|
|
$
|
302,071
|
|
Subsea Products
|
|
137,099
|
|
|
143,583
|
|
|
121,704
|
|
|
385,491
|
|
|
469,115
|
|
|||||
Subsea Projects
|
|
104,972
|
|
|
80,116
|
|
|
78,036
|
|
|
239,868
|
|
|
218,617
|
|
|||||
Asset Integrity
|
|
62,346
|
|
|
61,098
|
|
|
67,422
|
|
|
191,056
|
|
|
171,948
|
|
|||||
Total Energy Services and Products
|
|
409,462
|
|
|
389,414
|
|
|
374,588
|
|
|
1,114,480
|
|
|
1,161,751
|
|
|||||
Advanced Technologies
|
|
109,838
|
|
|
86,706
|
|
|
104,086
|
|
|
299,907
|
|
|
275,581
|
|
|||||
Total
|
|
$
|
519,300
|
|
|
$
|
476,120
|
|
|
$
|
478,674
|
|
|
$
|
1,414,387
|
|
|
$
|
1,437,332
|
|
Income (Loss) from Operations
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Energy Services and Products
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Remotely Operated Vehicles
|
|
$
|
772
|
|
|
$
|
5,009
|
|
|
$
|
4,542
|
|
|
$
|
2,916
|
|
|
$
|
21,310
|
|
Subsea Products
|
|
5,367
|
|
|
12,383
|
|
|
2,295
|
|
|
9,417
|
|
|
34,418
|
|
|||||
Subsea Projects
|
|
6,088
|
|
|
6,512
|
|
|
(10,358
|
)
|
|
(6,629
|
)
|
|
9,699
|
|
|||||
Asset Integrity
|
|
2,275
|
|
|
3,050
|
|
|
3,357
|
|
|
7,311
|
|
|
9,072
|
|
|||||
Total Energy Services and Products
|
|
14,502
|
|
|
26,954
|
|
|
(164
|
)
|
|
13,015
|
|
|
74,499
|
|
|||||
Advanced Technologies
|
|
8,960
|
|
|
6,602
|
|
|
7,886
|
|
|
18,514
|
|
|
19,260
|
|
|||||
Unallocated Expenses
|
|
(25,014
|
)
|
|
(23,025
|
)
|
|
(27,359
|
)
|
|
(79,867
|
)
|
|
(73,988
|
)
|
|||||
Total
|
|
$
|
(1,552
|
)
|
|
$
|
10,531
|
|
|
$
|
(19,637
|
)
|
|
$
|
(48,338
|
)
|
|
$
|
19,771
|
|
Depreciation and Amortization
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Energy Services and Products
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Remotely Operated Vehicles
|
|
$
|
27,428
|
|
|
$
|
28,269
|
|
|
$
|
28,269
|
|
|
$
|
83,339
|
|
|
$
|
86,534
|
|
Subsea Products
|
|
12,349
|
|
|
13,340
|
|
|
14,914
|
|
|
41,288
|
|
|
39,124
|
|
|||||
Subsea Projects
|
|
7,464
|
|
|
7,881
|
|
|
13,053
|
|
|
28,830
|
|
|
23,742
|
|
|||||
Asset Integrity
|
|
1,635
|
|
|
2,139
|
|
|
1,836
|
|
|
5,319
|
|
|
5,379
|
|
|||||
Total Energy Services and Products
|
|
48,876
|
|
|
51,629
|
|
|
58,072
|
|
|
158,776
|
|
|
154,779
|
|
|||||
Advanced Technologies
|
|
792
|
|
|
796
|
|
|
737
|
|
|
2,295
|
|
|
2,377
|
|
|||||
Unallocated Expenses
|
|
1,035
|
|
|
1,088
|
|
|
1,034
|
|
|
3,603
|
|
|
3,324
|
|
|||||
Total
|
|
$
|
50,703
|
|
|
$
|
53,513
|
|
|
$
|
59,843
|
|
|
$
|
164,674
|
|
|
$
|
160,480
|
|
Item 2.
|
Management's Discussion and Analysis of Financial Condition and Results of Operations.
|
•
|
fourth
quarter and the full year of
2018
operating results and the contributions from our segments to those results (including the expected benefits from the acquisition of Ecosse Subsea Limited, anticipated revenue, operating income or loss, and utilization information), as well as the items below the operating income (loss) line;
|
•
|
our cash flows and earnings before interest, taxes and depreciation and amortization (EBITDA) in 2018;
|
•
|
future demand, business activity levels, industry conditions and contract awards during the remainder of 2018;
|
•
|
long-term industry fundamentals and recovery, and the higher level of activity being required before prices for our services and products can be increased enough to generate satisfactory returns;
|
•
|
2019 outlook and increased activity levels in each of our segments;
|
•
|
our plans for future operations (including planned additions to and retirements from our remotely operated vehicle ("ROV") fleet, our intent regarding the new
multiservice subsea support
vessel scheduled for delivery
at the end of 2018
and expected to be placed into service
during the first quarter of 2019
and other capital expenditures);
|
•
|
our future dividends;
|
•
|
the adequacy of our liquidity, cash flows and capital resources;
|
•
|
our ability and intent to redeem Angolan bonds and repatriate cash;
|
•
|
shares to be repurchased under our share repurchase plan;
|
•
|
our estimated effective tax rate and the cash tax implications of our tax provision for discrete items in the foreseeable future;
|
•
|
the implementation of new accounting standards and related policies, procedures and controls; and
|
•
|
seasonality.
|
•
|
increased interest expense from higher overall interest rates, which affect our floating rate debt and our swaps to floating rates on $200 million of fixed-rate debt; and
|
•
|
a loss on our equity investment in Medusa Spar LLC, as volume continues to be low in current producing zones.
|
•
|
$(85) million
and
$26 million
, respectively, from changes in accounts receivable;
|
•
|
$(7) million
and
$35 million
, respectively, from changes in inventory; and
|
•
|
$61 million
and
$(56) million
, respectively, from changes in current liabilities.
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||
(dollars in thousands)
|
|
Sep 30, 2018
|
|
Sep 30, 2017
|
|
Jun 30, 2018
|
|
Sep 30, 2018
|
|
Sep 30, 2017
|
|||||||||||
Remotely Operated Vehicles
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
Revenue
|
|
$
|
105,045
|
|
|
$
|
104,617
|
|
|
$
|
107,426
|
|
|
$
|
298,065
|
|
|
$
|
302,071
|
|
|
Gross Margin
|
|
8,757
|
|
|
12,102
|
|
|
12,176
|
|
|
25,888
|
|
|
41,783
|
|
|||||
|
Operating Income
|
|
772
|
|
|
5,009
|
|
|
4,542
|
|
|
2,916
|
|
|
21,310
|
|
|||||
|
Operating Income %
|
1
|
%
|
|
5
|
%
|
|
4
|
%
|
|
1
|
%
|
|
7
|
%
|
||||||
|
Days available
|
|
25,668
|
|
|
25,695
|
|
|
25,386
|
|
|
76,192
|
|
|
76,214
|
|
|||||
|
Days utilized
|
|
14,249
|
|
|
12,742
|
|
|
13,654
|
|
|
38,937
|
|
|
36,497
|
|
|||||
|
Utilization
|
|
56
|
%
|
|
50
|
%
|
|
54
|
%
|
|
51
|
%
|
|
48
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Subsea Products
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
Revenue
|
|
137,099
|
|
|
143,583
|
|
|
121,704
|
|
|
385,491
|
|
|
469,115
|
|
|||||
|
Gross Margin
|
|
18,748
|
|
|
24,949
|
|
|
16,075
|
|
|
49,828
|
|
|
72,702
|
|
|||||
|
Operating Income
|
|
5,367
|
|
|
12,383
|
|
|
2,295
|
|
|
9,417
|
|
|
34,418
|
|
|||||
|
Operating Income %
|
4
|
%
|
|
9
|
%
|
|
2
|
%
|
|
2
|
%
|
|
7
|
%
|
||||||
|
Backlog at end of period
|
|
333,000
|
|
|
284,000
|
|
|
245,000
|
|
|
333,000
|
|
|
284,000
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Subsea Projects
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
Revenue
|
|
104,972
|
|
|
80,116
|
|
|
78,036
|
|
|
239,868
|
|
|
218,617
|
|
|||||
|
Gross Margin
|
|
10,829
|
|
|
10,187
|
|
|
(5,145
|
)
|
|
6,801
|
|
|
20,673
|
|
|||||
|
Operating Income (Loss)
|
|
6,088
|
|
|
6,512
|
|
|
(10,358
|
)
|
|
(6,629
|
)
|
|
9,699
|
|
|||||
|
Operating Income (Loss) %
|
6
|
%
|
|
8
|
%
|
|
(13
|
)%
|
|
(3
|
)%
|
|
4
|
%
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Asset Integrity
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
Revenue
|
|
62,346
|
|
|
61,098
|
|
|
67,422
|
|
|
191,056
|
|
|
171,948
|
|
|||||
|
Gross Margin
|
|
9,430
|
|
|
9,754
|
|
|
9,461
|
|
|
26,909
|
|
|
28,139
|
|
|||||
|
Operating Income
|
|
2,275
|
|
|
3,050
|
|
|
3,357
|
|
|
7,311
|
|
|
9,072
|
|
|||||
|
Operating Income %
|
4
|
%
|
|
5
|
%
|
|
5
|
%
|
|
4
|
%
|
|
5
|
%
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total Energy Services and Products
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
Revenue
|
|
$
|
409,462
|
|
|
$
|
389,414
|
|
|
$
|
374,588
|
|
|
$
|
1,114,480
|
|
|
$
|
1,161,751
|
|
|
Gross Margin
|
|
47,764
|
|
|
56,992
|
|
|
32,567
|
|
|
109,426
|
|
|
163,297
|
|
|||||
|
Operating Income (Loss)
|
|
14,502
|
|
|
26,954
|
|
|
(164
|
)
|
|
13,015
|
|
|
74,499
|
|
|||||
|
Operating Income (Loss) %
|
4
|
%
|
|
7
|
%
|
|
—
|
%
|
|
1
|
%
|
|
6
|
%
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
|||||||||||
|
|
Sep 30, 2018
|
|
Sep 30, 2017
|
|
Jun 30, 2018
|
|
Sep 30, 2018
|
|
Sep 30, 2017
|
||||||
Manufactured products
|
|
54
|
%
|
|
59
|
%
|
|
50
|
%
|
|
55
|
%
|
|
67
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Service and rental
|
|
46
|
%
|
|
41
|
%
|
|
50
|
%
|
|
45
|
%
|
|
33
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||
(dollars in thousands)
|
|
Sep 30, 2018
|
|
Sep 30, 2017
|
|
Jun 30, 2018
|
|
Sep 30, 2018
|
|
Sep 30, 2017
|
|||||||||||
Revenue
|
|
$
|
109,838
|
|
|
$
|
86,706
|
|
|
$
|
104,086
|
|
|
299,907
|
|
|
275,581
|
|
|||
Gross Margin
|
|
$
|
14,824
|
|
|
$
|
11,833
|
|
|
$
|
13,999
|
|
|
$
|
36,645
|
|
|
$
|
36,038
|
|
|
Operating Income
|
|
8,960
|
|
|
6,602
|
|
|
7,886
|
|
|
18,514
|
|
|
19,260
|
|
||||||
Operating Income %
|
|
8
|
%
|
|
8
|
%
|
|
8
|
%
|
|
6
|
%
|
|
7
|
%
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||
(dollars in thousands)
|
|
Sep 30, 2018
|
|
Sep 30, 2017
|
|
Jun 30, 2018
|
|
Sep 30, 2018
|
|
Sep 30, 2017
|
|||||||||
Gross Margin
|
|
$
|
14,953
|
|
|
$
|
13,940
|
|
|
$
|
16,838
|
|
|
49,880
|
|
|
46,024
|
|
|
Operating Income
|
|
25,014
|
|
|
23,025
|
|
|
27,359
|
|
|
79,867
|
|
|
73,988
|
|
||||
Operating Income % of Revenue
|
|
5
|
%
|
|
5
|
%
|
|
6
|
%
|
|
6
|
%
|
|
5
|
%
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||
(in thousands)
|
|
Sep 30, 2018
|
|
Sep 30, 2017
|
|
Jun 30, 2018
|
|
Sep 30, 2018
|
|
Sep 30, 2017
|
|||||||||
Interest income
|
|
$
|
2,645
|
|
|
$
|
1,997
|
|
|
$
|
2,950
|
|
|
8,187
|
|
|
5,379
|
|
|
Interest expense, net of amounts capitalized
|
|
(9,885
|
)
|
|
(8,650
|
)
|
|
(8,802
|
)
|
|
(28,058
|
)
|
|
(22,517
|
)
|
||||
Equity in income (losses) of unconsolidated affiliates
|
|
(1,684
|
)
|
|
(424
|
)
|
|
(737
|
)
|
|
(3,264
|
)
|
|
(1,798
|
)
|
||||
Other income (expense), net
|
|
5,632
|
|
|
(1,287
|
)
|
|
(3,556
|
)
|
|
(6,398
|
)
|
|
(3,901
|
)
|
||||
Provision (benefit) for income taxes
|
|
61,135
|
|
|
3,935
|
|
|
3,294
|
|
|
70,317
|
|
|
4,104
|
|
Item 3.
|
Quantitative and Qualitative Disclosures About Market Risk.
|
Item 1.
|
Legal Proceedings.
|
Index to Exhibits
|
|||||||||||||
|
|
|
|
|
Registration or File Number
|
|
Form of Report
|
|
Report Date
|
|
Exhibit Number
|
||
*
|
3.1
|
|
|
|
1-10945
|
|
10-K
|
|
Dec. 2000
|
|
3.1
|
|
|
*
|
3.2
|
|
|
|
1-10945
|
|
8-K
|
|
May 2008
|
|
3.1
|
|
|
*
|
3.3
|
|
|
|
1-10945
|
|
8-K
|
|
May 2014
|
|
3.1
|
|
|
*
|
3.4
|
|
|
|
1-10945
|
|
8-K
|
|
Aug. 2015
|
|
3.1
|
|
|
*
|
4.1
|
|
|
|
1-10945
|
|
8-K
|
|
Feb. 2018
|
|
4.1
|
|
|
*
|
4.2
|
|
|
|
1-10945
|
|
8-K
|
|
Feb. 2018
|
|
4.2
|
|
|
|
4.3
|
|
|
|
|
|
|
|
|
|
|
||
|
12.1
|
|
|
|
|
|
|
||||||
|
31.1
|
|
|
||||||||||
|
31.2
|
|
|
||||||||||
|
32.1
|
|
|
||||||||||
|
32.2
|
|
|
||||||||||
|
101.INS
|
|
|
XBRL Instance Document
|
|||||||||
|
101.SCH
|
|
|
XBRL Taxonomy Extension Schema Document
|
|||||||||
|
101.CAL
|
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|||||||||
|
101.DEF
|
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|||||||||
|
101.LAB
|
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
|||||||||
|
101.PRE
|
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||
|
+
|
|
|
Management contract or compensatory plan or arrangement.
|
|||||||||
|
*
|
|
|
Exhibit previously filed with the Securities and Exchange Commission, as indicated, and incorporated herein by reference.
|
|
|
|
October 31, 2018
|
|
/
S
/ R
ODERICK
A. L
ARSON
|
Date
|
|
Roderick A. Larson
|
|
|
President and Chief Executive Officer
|
|
|
(Principal Executive Officer)
|
|
|
|
|
|
|
October 31, 2018
|
|
/
S
/ A
LAN
R. C
URTIS
|
Date
|
|
Alan R. Curtis
|
|
|
Senior Vice President and Chief Financial Officer
|
|
|
(Principal Financial Officer)
|
|
|
|
|
|
|
October 31, 2018
|
|
/
S
/ W. C
ARDON
G
ERNER
|
Date
|
|
W. Cardon Gerner
|
|
|
Senior Vice President and Chief Accounting Officer
|
|
|
(Principal Accounting Officer)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exhibit 12.01
|
|
||||||||||||||
|
||||||||||||||||||||||||||||
Oceaneering International, Inc.
|
||||||||||||||||||||||||||||
Computation of Ratio of Earnings to Fixed Charges
|
||||||||||||||||||||||||||||
($ in thousands)
|
||||||||||||||||||||||||||||
|
|
|
|
|
Nine Months Ended
|
|
Year Ended December 31,
|
|||||||||||||||||||||
|
|
|
|
|
Sep 30, 2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|||||||||||||
Fixed Charges:
|
||||||||||||||||||||||||||||
|
Interest expensed and capitalized
|
|
$
|
33,363
|
|
|
$
|
32,385
|
|
|
$
|
29,058
|
|
|
$
|
27,475
|
|
|
$
|
5,420
|
|
|
$
|
2,194
|
|
|||
(1
|
)
|
Amortized premiums, discounts and capital expenses related to indebtedness
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
395
|
|
|
261
|
|
||||||||
|
Estimate of interest within rental expense
|
|
22,930
|
|
|
32,426
|
|
|
68,396
|
|
|
76,381
|
|
|
85,632
|
|
|
63,735
|
|
|||||||||
|
Preference security dividend requirements of consolidated subsidiaries
|
|
—
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||||
|
|
|
|
|
$
|
56,293
|
|
|
$
|
64,811
|
|
|
$
|
97,454
|
|
|
$
|
103,856
|
|
|
$
|
91,447
|
|
|
$
|
66,190
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Earnings:
|
||||||||||||||||||||||||||||
|
Added Items:
|
|||||||||||||||||||||||||||
|
|
Pretax income from continuing operations before minority interests and income (loss) from equity investees
|
|
$
|
(74,607
|
)
|
|
$
|
(15,861
|
)
|
|
$
|
43,102
|
|
|
$
|
334,031
|
|
|
$
|
623,528
|
|
|
$
|
542,203
|
|
||
|
|
Fixed charges
|
|
56,293
|
|
|
64,811
|
|
|
97,454
|
|
|
103,856
|
|
|
91,447
|
|
|
66,190
|
|
||||||||
|
|
Amortization of capitalized interest
|
|
121
|
|
|
168
|
|
|
189
|
|
|
189
|
|
|
237
|
|
|
438
|
|
||||||||
|
|
Distributed income of equity investees
|
|
2,372
|
|
|
2,556
|
|
|
6,470
|
|
|
5,963
|
|
|
4,772
|
|
|
5,290
|
|
||||||||
|
|
Share of pretax losses of equity investees for which charges arising from guarantees are included in fixed charges
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
|
Total added items
|
|
(15,821
|
)
|
|
51,674
|
|
|
147,215
|
|
|
444,039
|
|
|
719,984
|
|
|
614,121
|
|
|||||||||
|
Subtracted Items:
|
|||||||||||||||||||||||||||
|
|
Interest capitalized
|
|
5,305
|
|
|
4,568
|
|
|
3,740
|
|
|
2,425
|
|
|
712
|
|
|
—
|
|
||||||||
|
|
Preference security dividend requirements of consolidated subsidiaries
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
|
|
Minority interest in pretax income of subsidiaries that have not incurred fixed charges
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
|
Total subtracted items
|
|
5,305
|
|
|
4,568
|
|
|
3,740
|
|
|
2,425
|
|
|
712
|
|
|
—
|
|
|||||||||
|
Earnings as defined
|
|
$
|
(21,126
|
)
|
|
$
|
47,106
|
|
|
$
|
143,475
|
|
|
$
|
441,614
|
|
|
$
|
719,272
|
|
|
$
|
614,121
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Ratio of earnings to fixed charges
|
|
(0.38
|
)x
|
|
0.73
|
x
|
|
1.47
|
x
|
|
4.25
|
x
|
|
7.87
|
x
|
|
9.28
|
x
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Oceaneering International, Inc. for the quarter ended
September 30, 2018
;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
October 31, 2018
|
|
/
S
/ R
ODERICK
A. L
ARSON
|
Date
|
|
Roderick A. Larson
|
|
|
President and Chief Executive Officer
|
|
|
(Principal Executive Officer)
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Oceaneering International, Inc. for the quarter ended
September 30, 2018
;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
October 31, 2018
|
|
/S/
A
LAN
R
.
C
URTIS
|
Date
|
|
Alan R. Curtis
|
|
|
Senior Vice President and Chief Financial Officer
|
|
|
(Principal Financial Officer)
|
1.
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Oceaneering.
|
October 31, 2018
|
|
/
S
/ R
ODERICK
A. L
ARSON
|
Date
|
|
Roderick A. Larson
|
|
|
President and Chief Executive Officer
|
|
|
(Principal Executive Officer)
|
1.
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Oceaneering.
|
October 31, 2018
|
|
/S/
A
LAN
R
.
C
URTIS
|
Date
|
|
Alan R. Curtis
|
|
|
Senior Vice President and Chief Financial Officer
|
|
|
(Principal Financial Officer)
|