ý
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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47-2564547
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(State or Other Jurisdiction of
Incorporation or Organization)
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(IRS Employer
Identification No.)
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7910 Main Street, 2nd Floor
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Houma, LA
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70360
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(Address of Principal Executive Offices)
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(Zip Code)
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Large accelerated filer
¨
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Accelerated filer
¨
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Non-accelerated filer
x
(Do not check if a smaller
reporting company)
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Smaller reporting company
¨
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Emerging growth company
x
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Part I.
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Item 1.
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Item 2.
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Item 3.
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Item 4.
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Part II.
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Item 1.
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Item 1A.
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Item 2.
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Item 3.
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Item 4.
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Item 5.
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Item 6.
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ITEM 1.
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FINANCIAL STATEMENTS
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SEACOR MARINE HOLDINGS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data, unaudited)
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|||||||
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September 30,
2017 |
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December 31,
2016 |
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ASSETS
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Current Assets:
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Cash and cash equivalents
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$
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130,357
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$
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117,309
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Restricted cash
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1,619
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1,462
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Marketable securities
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—
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40,139
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Receivables:
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Trade, net of allowance for doubtful accounts of $4,805 and $5,359 in 2017 and 2016, respectively
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54,124
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44,830
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Due from SEACOR Holdings
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—
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19,102
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Other
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8,942
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21,316
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Inventories
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3,786
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3,058
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Prepaid expenses and other
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3,364
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3,349
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Total current assets
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202,192
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250,565
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Property and Equipment:
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Historical cost
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1,204,409
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958,759
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Accumulated depreciation
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(558,919
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)
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(540,619
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)
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645,490
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418,140
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Construction in progress
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60,597
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123,801
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Net property and equipment
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706,087
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541,941
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Investments, at Equity, and Advances to 50% or Less Owned Companies
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89,984
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138,311
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Construction Reserve Funds
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45,455
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78,209
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Other Assets
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6,213
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6,093
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$
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1,049,931
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$
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1,015,119
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LIABILITIES AND EQUITY
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Current Liabilities:
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Current portion of long-term debt
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$
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30,858
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$
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20,400
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Accounts payable and accrued expenses
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23,487
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25,969
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Due to SEACOR Holdings
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663
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—
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Other current liabilities
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54,210
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34,647
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Total current liabilities
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109,218
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81,016
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Long-Term Debt
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285,869
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217,805
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Conversion Option Liability on 3.75% Convertible Senior Notes
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14,135
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—
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Deferred Income Taxes
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106,389
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124,945
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Deferred Gains and Other Liabilities
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36,314
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41,198
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Total liabilities
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551,925
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464,964
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Equity:
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SEACOR Marine Holdings Inc. stockholders’ equity:
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Preferred stock, $.01 par value, 10,000,000 shares authorized; none issued nor outstanding
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—
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—
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Common stock, $.01 par value, 60,000,000 shares authorized; 17,671,356 shares issued in 2017 and 2016
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177
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177
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Additional paid-in capital
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302,952
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306,359
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Retained earnings
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187,550
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249,412
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Accumulated other comprehensive loss, net of tax
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(8,685
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)
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(11,337
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)
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481,994
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544,611
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Noncontrolling interests in subsidiaries
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16,012
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5,544
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Total equity
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498,006
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550,155
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$
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1,049,931
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$
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1,015,119
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SEACOR MARINE HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF LOSS
(in thousands, except share data, unaudited)
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|||||||||||||||
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Three Months Ended September 30,
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Nine Months Ended September 30,
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2017
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2016
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2017
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2016
|
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Operating Revenues
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$
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47,813
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$
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54,125
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$
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124,440
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$
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171,275
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Costs and Expenses:
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Operating
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41,258
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41,159
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119,119
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134,254
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Administrative and general
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10,318
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10,588
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43,849
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34,915
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Depreciation and amortization
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15,622
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14,213
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42,758
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44,305
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67,198
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65,960
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205,726
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213,474
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Losses on Asset Dispositions and Impairments, Net
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(9,744
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)
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(29,233
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)
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(11,243
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)
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(49,970
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)
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Operating Loss
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(29,129
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)
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(41,068
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)
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(92,529
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)
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(92,169
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)
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Other Income (Expense):
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Interest income
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354
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973
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1,479
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3,371
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|
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Interest expense
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(4,295
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)
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(2,512
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)
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(12,023
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)
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(7,455
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)
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SEACOR Holdings management fees
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—
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(1,925
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)
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(3,208
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)
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(5,775
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)
|
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SEACOR Holdings guarantee fees
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(21
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)
|
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(80
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)
|
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(172
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)
|
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(237
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)
|
||||
Marketable security gains (losses), net
|
(698
|
)
|
|
1,619
|
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10,931
|
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(4,458
|
)
|
||||
Derivative gains, net
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13,022
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16
|
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12,720
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|
3,077
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|
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Foreign currency losses, net
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(106
|
)
|
|
(1,084
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)
|
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(1,389
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)
|
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(3,463
|
)
|
||||
Other, net
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—
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1
|
|
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(1
|
)
|
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266
|
|
||||
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8,256
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(2,992
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)
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8,337
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(14,674
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)
|
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Loss Before Income Tax Benefit and Equity in Earnings (Losses) of 50% or Less Owned Companies
|
(20,873
|
)
|
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(44,060
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)
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(84,192
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)
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(106,843
|
)
|
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Income Tax Benefit
|
(5,823
|
)
|
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(15,263
|
)
|
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(23,045
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)
|
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(35,831
|
)
|
||||
Loss Before Equity in Earnings (Losses) of 50% or Less Owned Companies
|
(15,050
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)
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(28,797
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)
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(61,147
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)
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(71,012
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)
|
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Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax
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(7,306
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)
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|
790
|
|
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(5,297
|
)
|
|
(364
|
)
|
||||
Net Loss
|
(22,356
|
)
|
|
(28,007
|
)
|
|
(66,444
|
)
|
|
(71,376
|
)
|
||||
Net Loss attributable to Noncontrolling Interests in Subsidiaries
|
(1,881
|
)
|
|
(74
|
)
|
|
(4,582
|
)
|
|
(904
|
)
|
||||
Net Loss attributable to SEACOR Marine Holdings Inc.
|
$
|
(20,475
|
)
|
|
$
|
(27,933
|
)
|
|
$
|
(61,862
|
)
|
|
$
|
(70,472
|
)
|
|
|
|
|
|
|
|
|
||||||||
Basic Loss Per Common Share of SEACOR Marine Holdings Inc.
|
$
|
(1.17
|
)
|
|
$
|
(1.58
|
)
|
|
$
|
(3.51
|
)
|
|
$
|
(3.99
|
)
|
Diluted Loss Per Common Share of SEACOR Marine Holdings Inc.
|
$
|
(1.25
|
)
|
|
$
|
(1.58
|
)
|
|
$
|
(3.51
|
)
|
|
$
|
(3.99
|
)
|
|
|
|
|
|
|
|
|
||||||||
Weighted Average Common Shares Outstanding:
|
|
|
|
|
|
|
|
||||||||
Basic
|
17,550,663
|
|
|
17,671,356
|
|
|
17,617,420
|
|
|
17,671,356
|
|
||||
Diluted
|
21,621,163
|
|
|
17,671,356
|
|
|
17,617,420
|
|
|
17,671,356
|
|
SEACOR MARINE HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(in thousands, unaudited)
|
|||||||||||||||
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Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net Loss
|
$
|
(22,356
|
)
|
|
$
|
(28,007
|
)
|
|
$
|
(66,444
|
)
|
|
$
|
(71,376
|
)
|
Other Comprehensive Income (Loss):
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation gains (losses)
|
1,433
|
|
|
(1,355
|
)
|
|
4,217
|
|
|
(6,780
|
)
|
||||
Reclassification of foreign currency translation losses to foreign currency losses, net
|
—
|
|
|
74
|
|
|
—
|
|
|
74
|
|
||||
Derivative gains (losses) on cash flow hedges
|
91
|
|
|
(189
|
)
|
|
(347
|
)
|
|
(3,803
|
)
|
||||
Reclassification of derivative losses on cash flow hedges to interest expense
|
32
|
|
|
—
|
|
|
81
|
|
|
9
|
|
||||
Reclassification of derivative losses on cash flow hedges to equity in earnings of 50% or less owned companies
|
49
|
|
|
772
|
|
|
384
|
|
|
2,067
|
|
||||
|
1,605
|
|
|
(698
|
)
|
|
4,335
|
|
|
(8,433
|
)
|
||||
Income tax (expense) benefit
|
(541
|
)
|
|
192
|
|
|
(1,428
|
)
|
|
2,654
|
|
||||
|
1,064
|
|
|
(506
|
)
|
|
2,907
|
|
|
(5,779
|
)
|
||||
Comprehensive Loss
|
(21,292
|
)
|
|
(28,513
|
)
|
|
(63,537
|
)
|
|
(77,155
|
)
|
||||
Comprehensive Loss attributable to Noncontrolling Interests in Subsidiaries
|
(1,822
|
)
|
|
(224
|
)
|
|
(4,327
|
)
|
|
(1,754
|
)
|
||||
Comprehensive Loss attributable to SEACOR Marine Holdings Inc.
|
$
|
(19,470
|
)
|
|
$
|
(28,289
|
)
|
|
$
|
(59,210
|
)
|
|
$
|
(75,401
|
)
|
SEACOR MARINE HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
(in thousands, unaudited)
|
|||||||||||||||||||||||
|
SEACOR Marine Holdings Inc. Stockholders’ Equity
|
|
Non-
Controlling
Interests In
Subsidiaries
|
|
Total
Equity
|
||||||||||||||||||
|
Common
Stock
|
|
Additional
Paid-In
Capital
|
|
Retained
Earnings
|
|
Accumulated
Other
Comprehensive
Loss
|
|
|||||||||||||||
December 31, 2016
|
$
|
177
|
|
|
$
|
306,359
|
|
|
$
|
249,412
|
|
|
$
|
(11,337
|
)
|
|
$
|
5,544
|
|
|
$
|
550,155
|
|
Distribution of SEACOR Marine restricted stock to Company personnel by SEACOR Holdings
|
—
|
|
|
(2,656
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,656
|
)
|
||||||
Amortization of share awards
|
—
|
|
|
363
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
363
|
|
||||||
Purchase of subsidiary shares from noncontrolling interests
|
—
|
|
|
(1,114
|
)
|
|
—
|
|
|
—
|
|
|
(2,579
|
)
|
|
(3,693
|
)
|
||||||
Consolidation of 50% or less owned companies
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17,374
|
|
|
17,374
|
|
||||||
Net loss
|
—
|
|
|
—
|
|
|
(61,862
|
)
|
|
—
|
|
|
(4,582
|
)
|
|
(66,444
|
)
|
||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
2,652
|
|
|
255
|
|
|
2,907
|
|
||||||
Nine Months Ended September 30, 2017
|
$
|
177
|
|
|
$
|
302,952
|
|
|
$
|
187,550
|
|
|
$
|
(8,685
|
)
|
|
$
|
16,012
|
|
|
$
|
498,006
|
|
SEACOR MARINE HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands, unaudited)
|
|||||||
|
Nine Months Ended September 30,
|
||||||
|
2017
|
|
2016
|
||||
Net Cash Provided By (Used In) Operating Activities
|
$
|
35,144
|
|
|
$
|
(16,498
|
)
|
Cash Flows from Investing Activities:
|
|
|
|
||||
Purchases of property and equipment
|
(52,353
|
)
|
|
(82,806
|
)
|
||
Cash settlements on derivative transactions, net
|
(369
|
)
|
|
(31
|
)
|
||
Proceeds from disposition of property and equipment
|
9,797
|
|
|
4,119
|
|
||
Investments in and advances to 50% or less owned companies
|
(5,302
|
)
|
|
(8,202
|
)
|
||
Return of investments and advances from 50% or less owned companies
|
7,752
|
|
|
—
|
|
||
Payments received on third party notes receivable, net
|
—
|
|
|
504
|
|
||
Net increase in restricted cash
|
(157
|
)
|
|
(1,120
|
)
|
||
Net decrease in construction reserve funds
|
32,754
|
|
|
76,716
|
|
||
Cash assumed on consolidation of 50% or less owned companies
|
1,943
|
|
|
—
|
|
||
Business acquisitions, net of cash acquired
|
(9,751
|
)
|
|
—
|
|
||
Net cash used in investing activities
|
(15,686
|
)
|
|
(10,820
|
)
|
||
Cash Flows from Financing Activities:
|
|
|
|
||||
Payments on long-term debt
|
(8,572
|
)
|
|
(25,125
|
)
|
||
Proceeds from issuance of long-term debt, net of issue costs
|
6,845
|
|
|
36,383
|
|
||
Distribution of SEACOR Marine restricted stock to Company personnel by SEACOR Holdings
|
(2,656
|
)
|
|
—
|
|
||
Purchase of subsidiary shares from noncontrolling interests
|
(3,693
|
)
|
|
—
|
|
||
Distributions to noncontrolling interests
|
—
|
|
|
(205
|
)
|
||
Net cash provided by (used in) financing activities
|
(8,076
|
)
|
|
11,053
|
|
||
Effects of Exchange Rate Changes on Cash and Cash Equivalents
|
1,666
|
|
|
(1,500
|
)
|
||
Net Increase (Decrease) in Cash and Cash Equivalents
|
13,048
|
|
|
(17,765
|
)
|
||
Cash and Cash Equivalents, Beginning of Period
|
117,309
|
|
|
150,242
|
|
||
Cash and Cash Equivalents, End of Period
|
$
|
130,357
|
|
|
$
|
132,477
|
|
1.
|
BASIS OF PRESENTATION AND ACCOUNTING POLICIES
|
|
2017
|
|
2016
|
||||
Balance at beginning of period
|
$
|
6,953
|
|
|
$
|
6,953
|
|
Revenues deferred during the period
|
3,147
|
|
|
—
|
|
||
Balance at end of period
|
$
|
10,100
|
|
|
$
|
6,953
|
|
Offshore Support Vessels:
|
|
Wind farm utility vessels
|
10
|
All other offshore support vessels (excluding wind farm utility)
|
20
|
|
2017
|
|
2016
|
||||
Balance at beginning of period
|
$
|
33,910
|
|
|
$
|
43,298
|
|
Amortization of deferred gains included in operating expenses as a reduction to leased-in equipment expense
|
(6,109
|
)
|
|
(6,149
|
)
|
||
Amortization of deferred gains included in losses on asset dispositions and impairments, net
|
—
|
|
|
(36
|
)
|
||
Other
|
(364
|
)
|
|
(1,153
|
)
|
||
Balance at end of period
|
$
|
27,437
|
|
|
$
|
35,960
|
|
|
SEACOR Marine Holdings Inc. Stockholders’ Equity
|
|
Noncontrolling Interests
|
|
|||||||||||||||||||
|
Foreign
Currency
Translation
Adjustments
|
|
Derivative
Losses on
Cash Flow
Hedges, net
|
|
Total
|
|
Foreign
Currency
Translation
Adjustments
|
|
Derivative
Gains on
Cash Flow
Hedges, net
|
|
Other
Comprehensive
Income
|
||||||||||||
December 31, 2016
|
$
|
(11,413
|
)
|
|
$
|
76
|
|
|
$
|
(11,337
|
)
|
|
$
|
(1,614
|
)
|
|
$
|
(17
|
)
|
|
|
||
Other comprehensive income
|
3,977
|
|
|
103
|
|
|
4,080
|
|
|
240
|
|
|
15
|
|
|
$
|
4,335
|
|
|||||
Income tax expense
|
(1,392
|
)
|
|
(36
|
)
|
|
(1,428
|
)
|
|
—
|
|
|
—
|
|
|
(1,428
|
)
|
||||||
Nine Months Ended September 30, 2017
|
$
|
(8,828
|
)
|
|
$
|
143
|
|
|
$
|
(8,685
|
)
|
|
$
|
(1,374
|
)
|
|
$
|
(2
|
)
|
|
$
|
2,907
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||||||||
|
Net Loss attributable to SEACOR Marine
|
|
Average O/S Shares
|
|
Per Share
|
|
Net Loss Attributable to SEACOR Marine
|
|
Average O/S Shares
|
|
Per Share
|
||||||||||
2017
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic Weighted Average Common Shares Outstanding
|
$
|
(20,475
|
)
|
|
17,550,663
|
|
|
$
|
(1.17
|
)
|
|
$
|
(61,862
|
)
|
|
17,617,420
|
|
|
$
|
(3.51
|
)
|
Effect of Dilutive Share Awards:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Options and Restricted Stock
(1)
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
—
|
|
|
|
||||||
Convertible Notes
(2)(3)
|
(6,610
|
)
|
|
4,070,500
|
|
|
|
|
—
|
|
|
—
|
|
|
|
||||||
Diluted Weighted Average Common Shares Outstanding
|
$
|
(27,085
|
)
|
|
21,621,163
|
|
|
$
|
(1.25
|
)
|
|
$
|
(61,862
|
)
|
|
17,617,420
|
|
|
$
|
(3.51
|
)
|
2016
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic and Diluted Weighted Average Common Shares Outstanding
|
$
|
(27,933
|
)
|
|
17,671,356
|
|
|
$
|
(1.58
|
)
|
|
$
|
(70,472
|
)
|
|
17,671,356
|
|
|
$
|
(3.99
|
)
|
(1)
|
For the
three and nine months ended
September 30, 2017
, diluted loss per common share of SEACOR Marine excluded
120,693
of certain share awards as the effect of their inclusion in the computation would be anti-dilutive.
|
(2)
|
For the three months ended
September 30, 2017
, adjusted net loss attributable to SEACOR Marine excluded interest expense on the
3.75%
Convertible Senior Notes and derivative gains on the related conversion option liability.
|
(3)
|
For the
nine months ended
September 30, 2017
, diluted loss per common share of SEACOR Marine excluded
4,070,500
of common shares issuable pursuant to the
3.75%
Convertible Senior Notes as the effect of their inclusion in the computation would be anti-dilutive.
|
2.
|
BUSINESS ACQUISITIONS
|
Trade and other receivables
|
235
|
|
|
Other current assets
|
4,148
|
|
|
Investments, at Equity, and Advances to 50% or Less Owned Companies
|
(15,700
|
)
|
|
Property and Equipment
|
61,626
|
|
|
Accounts payable
|
747
|
|
|
Other current liabilities
|
(76
|
)
|
|
Long-Term Debt
|
(41,186
|
)
|
|
Other
|
(43
|
)
|
|
Purchase price
(1)
|
$
|
9,751
|
|
(1)
|
Purchase price is net of cash acquired totaling
$5.9 million
.
|
3.
|
EQUIPMENT ACQUISITIONS AND DISPOSITIONS
|
4.
|
INVESTMENTS, AT EQUITY, AND ADVANCES TO 50% OR LESS OWNED COMPANIES
|
Cash
|
$
|
1,943
|
|
Marketable securities
|
785
|
|
|
Trade and other receivables
|
(291
|
)
|
|
Investments, at Equity, and Advances to 50% or Less Owned Companies
|
(19,374
|
)
|
|
Property and Equipment
|
96,000
|
|
|
Accounts payable
|
3,201
|
|
|
Other current liabilities
|
1,153
|
|
|
Long-Term Debt
|
58,335
|
|
|
Other Liabilities
|
(1,000
|
)
|
|
Noncontrolling interests in subsidiaries
|
17,374
|
|
5.
|
LONG-TERM DEBT
|
6.
|
DERIVATIVE INSTRUMENTS AND HEDGING STRATEGIES
|
|
Derivative
Asset
(1)
|
|
Derivative
Liability
(2)
|
||||
Derivatives designated as hedging instruments:
|
|
|
|
||||
Forward currency exchange contracts (fair value hedges)
|
$
|
—
|
|
|
$
|
—
|
|
Interest rate swap agreements (cash flow hedges)
|
104
|
|
|
26
|
|
||
|
|
|
|
||||
Derivatives not designated as hedging instruments:
|
|
|
|
||||
Conversion option liability on 3.75% Convertible Senior Notes
|
—
|
|
|
14,135
|
|
||
Forward currency exchange, option and future contracts
|
136
|
|
|
—
|
|
||
Interest rate swap agreements
|
—
|
|
|
363
|
|
||
|
$
|
240
|
|
|
$
|
14,524
|
|
(1)
|
Included in other receivables in the accompanying condensed consolidated balance sheets.
|
(2)
|
Included in other current liabilities in the accompanying condensed consolidated balance sheets, except for the conversion option liability on the
3.75%
Convertible Senior Notes.
|
•
|
Windcat Workboats had two interest rate swap agreements maturing in
2021
that call for the Company to pay a fixed rate of interest of
(0.03)%
on the aggregate notional value of
€15.0 million
(
$17.7 million
) and receive a variable interest rate based on EURIBOR on the aggregate notional value.
|
•
|
MexMar had five interest rate swap agreements with maturities in
2023
that call for MexMar to pay a fixed rate of interest ranging from
1.71%
to
2.10%
on the aggregate amortized notional value of
$114.3 million
and receive a variable interest rate based on LIBOR on the aggregate amortized notional value.
|
•
|
Sea-Cat Crewzer II had an interest rate swap agreement maturing in
2019
that calls for the Company to pay a fixed rate of interest of
1.52%
on the amortized notional value of
$21.5 million
and receive a variable interest rate based on LIBOR on the amortized notional value.
|
•
|
Sea-Cat Crewzer had an interest rate swap agreement maturing in
2019
that calls for the Company to pay a fixed rate of interest of
1.52%
on the amortized notional value of
$19.0 million
and receive a variable interest rate based on LIBOR on the amortized notional value.
|
|
2017
|
|
2016
|
||||
Conversion option liability on 3.75% Convertible Senior Notes
|
$
|
13,119
|
|
|
$
|
—
|
|
Options on equities and equity indices
|
—
|
|
|
3,095
|
|
||
Forward currency exchange, option and future contracts
|
(78
|
)
|
|
—
|
|
||
Interest rate swap agreements
|
(321
|
)
|
|
(18
|
)
|
||
|
$
|
12,720
|
|
|
$
|
3,077
|
|
•
|
Falcon Global had an interest rate swap agreement maturing in
2022
that calls for the Company to pay a fixed interest rate of
2.06%
on the amortized notional value of
$57.8 million
and receive a variable interest rate based on LIBOR on the amortized notional value.
|
•
|
OSV Partners had two interest rate swap agreements with maturities in
2020
that call for OSV Partners to pay a fixed rate of interest ranging from
1.89%
to
2.27%
on the aggregate amortized notional value of
$34.2 million
and receive a variable interest rate based on LIBOR on the aggregate amortized notional value.
|
•
|
Dynamic Offshore had an interest rate swap agreement maturing in
2018
that calls for Dynamic Offshore to pay a fixed interest rate of
1.30%
on the amortized notional value of
$66.7 million
and receive a variable interest rate based on LIBOR on the amortized notional value.
|
7.
|
FAIR VALUE MEASUREMENTS
|
|
|
|
Estimated Fair Value
|
||||||||||||
|
Carrying
Amount
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
ASSETS
|
|
|
|
|
|
|
|
||||||||
Cash, cash equivalents and restricted cash
|
$
|
131,976
|
|
|
$
|
131,976
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Investments, at cost, in 50% or less owned companies (included in other assets)
|
132
|
|
|
see below
|
|
|
|
|
|
||||||
LIABILITIES
|
|
|
|
|
|
|
|
||||||||
Long-term debt, including current portion
|
$
|
316,727
|
|
|
$
|
—
|
|
|
$
|
297,227
|
|
|
$
|
—
|
|
8.
|
NONCONTROLLING INTERESTS IN SUBSIDIARIES
|
|
Noncontrolling Interests
|
|
September 30, 2017
|
|
December 31, 2016
|
||||||
Falcon Global
|
50%
|
|
$
|
12,872
|
|
|
$
|
—
|
|
||
Windcat Workboats
|
12.5%
|
|
2,853
|
|
|
5,266
|
|
||||
Other
|
1.8%
|
|
287
|
|
|
278
|
|
||||
|
|
|
|
|
$
|
16,012
|
|
|
$
|
5,544
|
|
10.
|
COMMITMENTS AND CONTINGENCIES
|
Remainder of 2017
|
$
|
5,195
|
|
2018
|
40,932
|
|
|
2019
|
21,106
|
|
|
2020
|
1,645
|
|
|
|
$
|
68,878
|
|
|
United States (primarily Gulf of Mexico)
$’000
|
|
Africa (primarily West Africa)
$’000
|
|
Middle East and Asia
$’000
|
|
Brazil, Mexico, Central and South America
$’000
|
|
Europe (primarily North Sea)
$’000
|
|
Total
$’000
|
||||||
For the three months ended September 30, 2017
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Operating Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Time charter
|
4,587
|
|
|
9,700
|
|
|
9,490
|
|
|
1,439
|
|
|
20,051
|
|
|
45,267
|
|
Bareboat charter
|
—
|
|
|
—
|
|
|
—
|
|
|
1,168
|
|
|
—
|
|
|
1,168
|
|
Other marine services
|
1,116
|
|
|
(310
|
)
|
|
(341
|
)
|
|
159
|
|
|
754
|
|
|
1,378
|
|
|
5,703
|
|
|
9,390
|
|
|
9,149
|
|
|
2,766
|
|
|
20,805
|
|
|
47,813
|
|
Direct Costs and Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Operating:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Personnel
|
4,455
|
|
|
3,588
|
|
|
4,731
|
|
|
326
|
|
|
9,079
|
|
|
22,179
|
|
Repairs and maintenance
|
1,289
|
|
|
1,324
|
|
|
2,309
|
|
|
110
|
|
|
2,378
|
|
|
7,410
|
|
Drydocking
|
1,109
|
|
|
311
|
|
|
(102
|
)
|
|
—
|
|
|
961
|
|
|
2,279
|
|
Insurance and loss reserves
|
598
|
|
|
157
|
|
|
363
|
|
|
75
|
|
|
203
|
|
|
1,396
|
|
Fuel, lubes and supplies
|
249
|
|
|
693
|
|
|
1,115
|
|
|
33
|
|
|
790
|
|
|
2,880
|
|
Other
|
123
|
|
|
704
|
|
|
1,192
|
|
|
69
|
|
|
190
|
|
|
2,278
|
|
|
7,823
|
|
|
6,777
|
|
|
9,608
|
|
|
613
|
|
|
13,601
|
|
|
38,422
|
|
Direct Vessel Profit (Loss)
|
(2,120
|
)
|
|
2,613
|
|
|
(459
|
)
|
|
2,153
|
|
|
7,204
|
|
|
9,391
|
|
Other Costs and Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Operating:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Leased-in equipment
|
1,870
|
|
|
966
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,836
|
|
Administrative and general
|
|
|
|
|
|
|
|
|
|
|
10,318
|
|
|||||
Depreciation and amortization
|
5,224
|
|
|
2,456
|
|
|
4,320
|
|
|
1,025
|
|
|
2,597
|
|
|
15,622
|
|
|
|
|
|
|
|
|
|
|
|
|
28,776
|
|
|||||
Losses on Asset Dispositions and Impairments, Net
|
|
|
|
|
|
|
|
|
|
(9,744
|
)
|
||||||
Operating Loss
|
|
|
|
|
|
|
|
|
|
|
(29,129
|
)
|
|
United States (primarily Gulf of Mexico)
$’000
|
|
Africa (primarily West Africa)
$’000
|
|
Middle East and Asia
$’000
|
|
Brazil, Mexico, Central and South America
$’000
|
|
Europe (primarily North Sea)
$’000
|
|
Total
$’000
|
||||||
For the nine months ended September 30, 2017
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Operating Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Time charter
|
12,471
|
|
|
23,333
|
|
|
22,728
|
|
|
1,439
|
|
|
54,829
|
|
|
114,800
|
|
Bareboat charter
|
—
|
|
|
—
|
|
|
—
|
|
|
3,467
|
|
|
—
|
|
|
3,467
|
|
Other marine services
|
3,140
|
|
|
97
|
|
|
645
|
|
|
396
|
|
|
1,895
|
|
|
6,173
|
|
|
15,611
|
|
|
23,430
|
|
|
23,373
|
|
|
5,302
|
|
|
56,724
|
|
|
124,440
|
|
Direct Costs and Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Operating:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Personnel
|
11,768
|
|
|
9,624
|
|
|
12,001
|
|
|
487
|
|
|
25,667
|
|
|
59,547
|
|
Repairs and maintenance
|
2,963
|
|
|
5,102
|
|
|
6,832
|
|
|
230
|
|
|
6,303
|
|
|
21,430
|
|
Drydocking
|
1,992
|
|
|
2,051
|
|
|
414
|
|
|
—
|
|
|
3,140
|
|
|
7,597
|
|
Insurance and loss reserves
|
2,608
|
|
|
696
|
|
|
1,062
|
|
|
86
|
|
|
629
|
|
|
5,081
|
|
Fuel, lubes and supplies
|
1,104
|
|
|
1,956
|
|
|
2,547
|
|
|
60
|
|
|
2,745
|
|
|
8,412
|
|
Other
|
246
|
|
|
2,221
|
|
|
3,718
|
|
|
73
|
|
|
677
|
|
|
6,935
|
|
|
20,681
|
|
|
21,650
|
|
|
26,574
|
|
|
936
|
|
|
39,161
|
|
|
109,002
|
|
Direct Vessel Profit (Loss)
|
(5,070
|
)
|
|
1,780
|
|
|
(3,201
|
)
|
|
4,366
|
|
|
17,563
|
|
|
15,438
|
|
Other Costs and Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Operating:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Leased-in equipment
|
6,286
|
|
|
2,905
|
|
|
862
|
|
|
—
|
|
|
64
|
|
|
10,117
|
|
Administrative and general
|
|
|
|
|
|
|
|
|
|
|
43,849
|
|
|||||
Depreciation and amortization
|
16,573
|
|
|
6,105
|
|
|
10,826
|
|
|
2,474
|
|
|
6,780
|
|
|
42,758
|
|
|
|
|
|
|
|
|
|
|
|
|
96,724
|
|
|||||
Losses on Asset Dispositions and Impairments, Net
|
|
|
|
|
|
|
|
|
|
(11,243
|
)
|
||||||
Operating Loss
|
|
|
|
|
|
|
|
|
|
|
(92,529
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||
As of September 30, 2017
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Property and Equipment:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Historical cost
|
429,500
|
|
|
189,845
|
|
|
328,263
|
|
|
78,976
|
|
|
177,825
|
|
|
1,204,409
|
|
Accumulated depreciation
|
(237,210
|
)
|
|
(54,052
|
)
|
|
(93,535
|
)
|
|
(42,590
|
)
|
|
(131,532
|
)
|
|
(558,919
|
)
|
|
192,290
|
|
|
135,793
|
|
|
234,728
|
|
|
36,386
|
|
|
46,293
|
|
|
645,490
|
|
|
United States (primarily Gulf of Mexico)
$’000
|
|
Africa (primarily West Africa)
$’000
|
|
Middle East and Asia
$’000
|
|
Brazil, Mexico, Central and South America
$’000
|
|
Europe (primarily North Sea)
$’000
|
|
Total
$’000
|
||||||
For the three months ended September 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Operating Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Time charter
|
6,440
|
|
|
8,593
|
|
|
12,763
|
|
|
—
|
|
|
19,677
|
|
|
47,473
|
|
Bareboat charter
|
—
|
|
|
—
|
|
|
—
|
|
|
1,967
|
|
|
—
|
|
|
1,967
|
|
Other marine services
|
1,083
|
|
|
238
|
|
|
2,566
|
|
|
220
|
|
|
578
|
|
|
4,685
|
|
|
7,523
|
|
|
8,831
|
|
|
15,329
|
|
|
2,187
|
|
|
20,255
|
|
|
54,125
|
|
Direct Costs and Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Operating:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Personnel
|
4,865
|
|
|
3,195
|
|
|
4,778
|
|
|
198
|
|
|
9,827
|
|
|
22,863
|
|
Repairs and maintenance
|
768
|
|
|
441
|
|
|
1,394
|
|
|
20
|
|
|
2,194
|
|
|
4,817
|
|
Drydocking
|
(8
|
)
|
|
617
|
|
|
719
|
|
|
—
|
|
|
696
|
|
|
2,024
|
|
Insurance and loss reserves
|
1,200
|
|
|
147
|
|
|
199
|
|
|
—
|
|
|
163
|
|
|
1,709
|
|
Fuel, lubes and supplies
|
533
|
|
|
748
|
|
|
961
|
|
|
—
|
|
|
957
|
|
|
3,199
|
|
Other
|
118
|
|
|
890
|
|
|
790
|
|
|
(56
|
)
|
|
274
|
|
|
2,016
|
|
|
7,476
|
|
|
6,038
|
|
|
8,841
|
|
|
162
|
|
|
14,111
|
|
|
36,628
|
|
Direct Vessel Profit
|
47
|
|
|
2,793
|
|
|
6,488
|
|
|
2,025
|
|
|
6,144
|
|
|
17,497
|
|
Other Costs and Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Operating:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Leased-in equipment
|
2,040
|
|
|
974
|
|
|
1,254
|
|
|
180
|
|
|
83
|
|
|
4,531
|
|
Administrative and general
|
|
|
|
|
|
|
|
|
|
|
10,588
|
|
|||||
Depreciation and amortization
|
6,489
|
|
|
1,678
|
|
|
3,063
|
|
|
929
|
|
|
2,054
|
|
|
14,213
|
|
|
|
|
|
|
|
|
|
|
|
|
29,332
|
|
|||||
Losses on Asset Dispositions and Impairments, Net
|
|
|
|
|
|
|
|
|
|
(29,233
|
)
|
||||||
Operating Loss
|
|
|
|
|
|
|
|
|
|
|
(41,068
|
)
|
|
United States (primarily Gulf of Mexico)
$’000
|
|
Africa (primarily West Africa)
$’000
|
|
Middle East and Asia
$’000
|
|
Brazil, Mexico, Central and South America
$’000
|
|
Europe (primarily North Sea)
$’000
|
|
Total
$’000
|
||||||
For the nine months ended September 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Operating Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Time charter
|
26,208
|
|
|
28,634
|
|
|
31,470
|
|
|
196
|
|
|
61,772
|
|
|
148,280
|
|
Bareboat charter
|
—
|
|
|
—
|
|
|
—
|
|
|
7,664
|
|
|
—
|
|
|
7,664
|
|
Other marine services
|
3,048
|
|
|
274
|
|
|
9,295
|
|
|
1,104
|
|
|
1,610
|
|
|
15,331
|
|
|
29,256
|
|
|
28,908
|
|
|
40,765
|
|
|
8,964
|
|
|
63,382
|
|
|
171,275
|
|
Direct Costs and Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Operating:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Personnel
|
18,995
|
|
|
9,604
|
|
|
14,014
|
|
|
2,093
|
|
|
31,556
|
|
|
76,262
|
|
Repairs and maintenance
|
2,170
|
|
|
1,934
|
|
|
4,887
|
|
|
227
|
|
|
7,320
|
|
|
16,538
|
|
Drydocking
|
209
|
|
|
1,201
|
|
|
2,112
|
|
|
—
|
|
|
4,168
|
|
|
7,690
|
|
Insurance and loss reserves
|
2,879
|
|
|
395
|
|
|
613
|
|
|
37
|
|
|
766
|
|
|
4,690
|
|
Fuel, lubes and supplies
|
1,280
|
|
|
1,722
|
|
|
3,413
|
|
|
193
|
|
|
3,041
|
|
|
9,649
|
|
Other
|
307
|
|
|
2,298
|
|
|
2,396
|
|
|
114
|
|
|
945
|
|
|
6,060
|
|
|
25,840
|
|
|
17,154
|
|
|
27,435
|
|
|
2,664
|
|
|
47,796
|
|
|
120,889
|
|
Direct Vessel Profit
|
3,416
|
|
|
11,754
|
|
|
13,330
|
|
|
6,300
|
|
|
15,586
|
|
|
50,386
|
|
Other Costs and Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Operating:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Leased-in equipment
|
5,760
|
|
|
2,926
|
|
|
3,553
|
|
|
914
|
|
|
212
|
|
|
13,365
|
|
Administrative and general
|
|
|
|
|
|
|
|
|
|
|
34,915
|
|
|||||
Depreciation and amortization
|
20,523
|
|
|
4,871
|
|
|
9,040
|
|
|
3,328
|
|
|
6,543
|
|
|
44,305
|
|
|
|
|
|
|
|
|
|
|
|
|
92,585
|
|
|||||
Losses on Asset Dispositions and Impairments, Net
|
|
|
|
|
|
|
|
|
|
(49,970
|
)
|
||||||
Operating Loss
|
|
|
|
|
|
|
|
|
|
|
(92,169
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||
As of September 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Property and Equipment:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Historical cost
|
455,374
|
|
|
165,375
|
|
|
206,018
|
|
|
61,153
|
|
|
170,128
|
|
|
1,058,048
|
|
Accumulated depreciation
|
(227,333
|
)
|
|
(77,259
|
)
|
|
(95,195
|
)
|
|
(33,700
|
)
|
|
(118,531
|
)
|
|
(552,018
|
)
|
|
228,041
|
|
|
88,116
|
|
|
110,823
|
|
|
27,453
|
|
|
51,597
|
|
|
506,030
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
MexMar
|
$
|
793
|
|
|
$
|
859
|
|
|
$
|
3,382
|
|
|
$
|
4,290
|
|
Other
|
(8,099
|
)
|
|
(69
|
)
|
|
(8,679
|
)
|
|
(4,654
|
)
|
||||
|
$
|
(7,306
|
)
|
|
$
|
790
|
|
|
$
|
(5,297
|
)
|
|
$
|
(364
|
)
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||||||||||
|
$’000
|
|
%
|
|
$’000
|
|
%
|
|
$’000
|
|
%
|
|
$’000
|
|
%
|
||||||||
Operating Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Time charter
|
45,267
|
|
|
95
|
|
|
47,473
|
|
|
88
|
|
|
114,800
|
|
|
92
|
|
|
148,280
|
|
|
87
|
|
Bareboat charter
|
1,168
|
|
|
2
|
|
|
1,967
|
|
|
3
|
|
|
3,467
|
|
|
3
|
|
|
7,664
|
|
|
4
|
|
Other marine services
|
1,378
|
|
|
3
|
|
|
4,685
|
|
|
9
|
|
|
6,173
|
|
|
5
|
|
|
15,331
|
|
|
9
|
|
|
47,813
|
|
|
100
|
|
|
54,125
|
|
|
100
|
|
|
124,440
|
|
|
100
|
|
|
171,275
|
|
|
100
|
|
Costs and Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Operating:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Personnel
|
22,178
|
|
|
46
|
|
|
22,864
|
|
|
42
|
|
|
59,546
|
|
|
48
|
|
|
76,262
|
|
|
44
|
|
Repairs and maintenance
|
7,411
|
|
|
15
|
|
|
4,817
|
|
|
9
|
|
|
21,431
|
|
|
17
|
|
|
16,538
|
|
|
10
|
|
Drydocking
|
2,278
|
|
|
5
|
|
|
2,024
|
|
|
4
|
|
|
7,597
|
|
|
6
|
|
|
7,690
|
|
|
4
|
|
Insurance and loss reserves
|
1,396
|
|
|
3
|
|
|
1,709
|
|
|
3
|
|
|
5,081
|
|
|
4
|
|
|
4,690
|
|
|
3
|
|
Fuel, lubes and supplies
|
2,880
|
|
|
6
|
|
|
3,199
|
|
|
6
|
|
|
8,412
|
|
|
7
|
|
|
9,649
|
|
|
6
|
|
Other
|
2,278
|
|
|
5
|
|
|
2,016
|
|
|
4
|
|
|
6,935
|
|
|
6
|
|
|
6,060
|
|
|
4
|
|
Leased-in equipment
|
2,837
|
|
|
6
|
|
|
4,530
|
|
|
8
|
|
|
10,117
|
|
|
8
|
|
|
13,365
|
|
|
8
|
|
|
41,258
|
|
|
86
|
|
|
41,159
|
|
|
76
|
|
|
119,119
|
|
|
96
|
|
|
134,254
|
|
|
79
|
|
Administrative and general
|
10,318
|
|
|
22
|
|
|
10,588
|
|
|
20
|
|
|
43,849
|
|
|
35
|
|
|
34,915
|
|
|
20
|
|
Depreciation and amortization
|
15,622
|
|
|
33
|
|
|
14,213
|
|
|
26
|
|
|
42,758
|
|
|
34
|
|
|
44,305
|
|
|
26
|
|
|
67,198
|
|
|
141
|
|
|
65,960
|
|
|
122
|
|
|
205,726
|
|
|
165
|
|
|
213,474
|
|
|
125
|
|
Losses on Asset Dispositions and Impairments, Net
|
(9,744
|
)
|
|
(20
|
)
|
|
(29,233
|
)
|
|
(54
|
)
|
|
(11,243
|
)
|
|
(9
|
)
|
|
(49,970
|
)
|
|
(29
|
)
|
Operating Loss
|
(29,129
|
)
|
|
(61
|
)
|
|
(41,068
|
)
|
|
(76
|
)
|
|
(92,529
|
)
|
|
(74
|
)
|
|
(92,169
|
)
|
|
(54
|
)
|
Other Income (Expense), Net
|
8,256
|
|
|
17
|
|
|
(2,992
|
)
|
|
(5
|
)
|
|
8,337
|
|
|
7
|
|
|
(14,674
|
)
|
|
(9
|
)
|
Loss Before Income Tax Benefit and Equity in Earnings (Losses) of 50% or Less Owned Companies
|
(20,873
|
)
|
|
(44
|
)
|
|
(44,060
|
)
|
|
(81
|
)
|
|
(84,192
|
)
|
|
(67
|
)
|
|
(106,843
|
)
|
|
(63
|
)
|
Income Tax Benefit
|
(5,823
|
)
|
|
(12
|
)
|
|
(15,263
|
)
|
|
(28
|
)
|
|
(23,045
|
)
|
|
(18
|
)
|
|
(35,831
|
)
|
|
(21
|
)
|
Loss Before Equity in Earnings (Losses) of 50% or Less Owned Companies
|
(15,050
|
)
|
|
(32
|
)
|
|
(28,797
|
)
|
|
(53
|
)
|
|
(61,147
|
)
|
|
(49
|
)
|
|
(71,012
|
)
|
|
(42
|
)
|
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax
|
(7,306
|
)
|
|
(15
|
)
|
|
790
|
|
|
1
|
|
|
(5,297
|
)
|
|
(4
|
)
|
|
(364
|
)
|
|
—
|
|
Net Loss
|
(22,356
|
)
|
|
(47
|
)
|
|
(28,007
|
)
|
|
(52
|
)
|
|
(66,444
|
)
|
|
(53
|
)
|
|
(71,376
|
)
|
|
(42
|
)
|
Net Loss attributable to Noncontrolling Interests in Subsidiaries
|
(1,881
|
)
|
|
(4
|
)
|
|
(74
|
)
|
|
—
|
|
|
(4,582
|
)
|
|
(3
|
)
|
|
(904
|
)
|
|
(1
|
)
|
Net Loss attributable to SEACOR Marine Holdings Inc.
|
(20,475
|
)
|
|
(43
|
)
|
|
(27,933
|
)
|
|
(52
|
)
|
|
(61,862
|
)
|
|
(50
|
)
|
|
(70,472
|
)
|
|
(41
|
)
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Rates Per Day Worked:
|
|
|
|
|
|
|
|
||||||||
Anchor handling towing supply
|
$
|
9,766
|
|
|
$
|
16,469
|
|
|
$
|
10,973
|
|
|
$
|
20,034
|
|
Fast support
|
7,999
|
|
|
7,848
|
|
|
7,858
|
|
|
7,692
|
|
||||
Supply
|
6,279
|
|
|
5,935
|
|
|
7,108
|
|
|
6,091
|
|
||||
Standby safety
|
8,650
|
|
|
8,904
|
|
|
8,418
|
|
|
9,377
|
|
||||
Specialty
|
—
|
|
|
30,593
|
|
|
12,000
|
|
|
20,926
|
|
||||
Liftboats
|
11,899
|
|
|
16,822
|
|
|
11,308
|
|
|
14,831
|
|
||||
Overall Average Rates Per Day Worked (excluding wind farm utility)
|
8,565
|
|
|
10,089
|
|
|
8,439
|
|
|
10,336
|
|
||||
Wind farm utility
|
2,220
|
|
|
2,260
|
|
|
2,128
|
|
|
2,350
|
|
||||
Overall Average Rates Per Day Worked
|
6,006
|
|
|
6,834
|
|
|
5,806
|
|
|
7,356
|
|
||||
Utilization:
|
|
|
|
|
|
|
|
||||||||
Anchor handling towing supply
|
25
|
%
|
|
27
|
%
|
|
22
|
%
|
|
35
|
%
|
||||
Fast support
|
49
|
%
|
|
62
|
%
|
|
45
|
%
|
|
66
|
%
|
||||
Supply
|
65
|
%
|
|
31
|
%
|
|
43
|
%
|
|
32
|
%
|
||||
Standby safety
|
84
|
%
|
|
78
|
%
|
|
81
|
%
|
|
78
|
%
|
||||
Specialty
|
—
|
%
|
|
58
|
%
|
|
2
|
%
|
|
61
|
%
|
||||
Liftboats
|
28
|
%
|
|
8
|
%
|
|
15
|
%
|
|
6
|
%
|
||||
Overall Fleet Utilization
(excluding wind farm utility)
|
49
|
%
|
|
47
|
%
|
|
43
|
%
|
|
50
|
%
|
||||
Wind farm utility
|
89
|
%
|
|
86
|
%
|
|
82
|
%
|
|
76
|
%
|
||||
Overall Fleet Utilization
|
60
|
%
|
|
58
|
%
|
|
54
|
%
|
|
57
|
%
|
||||
Available Days:
|
|
|
|
|
|
|
|
||||||||
Anchor handling towing supply
|
1,288
|
|
|
1,483
|
|
|
3,822
|
|
|
4,213
|
|
||||
Fast support
|
3,885
|
|
|
2,389
|
|
|
10,781
|
|
|
6,655
|
|
||||
Supply
|
507
|
|
|
1,110
|
|
|
1,716
|
|
|
3,428
|
|
||||
Standby safety
|
1,840
|
|
|
1,989
|
|
|
5,460
|
|
|
6,277
|
|
||||
Specialty
|
276
|
|
|
276
|
|
|
819
|
|
|
822
|
|
||||
Liftboats
|
1,380
|
|
|
1,380
|
|
|
4,010
|
|
|
4,110
|
|
||||
Overall Fleet Available Days
(excluding wind farm utility)
|
9,176
|
|
|
8,627
|
|
|
26,608
|
|
|
25,505
|
|
||||
Wind farm utility
|
3,404
|
|
|
3,345
|
|
|
10,101
|
|
|
9,866
|
|
||||
Overall Fleet Available Days
|
12,580
|
|
|
11,972
|
|
|
36,709
|
|
|
35,371
|
|
(1)
|
Excludes four owned and one leased-in offshore support vessels as of September 30, 2017 that had been retired and removed from service.
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|||||||||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|||||||||||||||
|
$’000’s
|
|
%
|
|
$’000’s
|
|
%
|
|
$’000’s
|
|
%
|
|
$’000’s
|
|
%
|
|||||||
Operating revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Time charter
|
4,587
|
|
|
80
|
|
|
6,440
|
|
|
86
|
|
|
12,471
|
|
|
80
|
|
|
26,208
|
|
|
90
|
Other marine services
|
1,116
|
|
|
20
|
|
|
1,083
|
|
|
14
|
|
|
3,140
|
|
|
20
|
|
|
3,048
|
|
|
10
|
|
5,703
|
|
|
100
|
|
|
7,523
|
|
|
100
|
|
|
15,611
|
|
|
100
|
|
|
29,256
|
|
|
100
|
Direct operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Personnel
|
4,455
|
|
|
78
|
|
|
4,865
|
|
|
65
|
|
|
11,768
|
|
|
75
|
|
|
18,995
|
|
|
65
|
Repairs and maintenance
|
1,289
|
|
|
23
|
|
|
768
|
|
|
10
|
|
|
2,963
|
|
|
19
|
|
|
2,170
|
|
|
7
|
Drydocking
|
1,109
|
|
|
19
|
|
|
(8
|
)
|
|
—
|
|
|
1,992
|
|
|
13
|
|
|
209
|
|
|
1
|
Insurance and loss reserves
|
598
|
|
|
11
|
|
|
1,200
|
|
|
16
|
|
|
2,608
|
|
|
17
|
|
|
2,879
|
|
|
10
|
Fuel, lubes and supplies
|
249
|
|
|
4
|
|
|
533
|
|
|
7
|
|
|
1,104
|
|
|
7
|
|
|
1,280
|
|
|
4
|
Other
|
123
|
|
|
2
|
|
|
118
|
|
|
1
|
|
|
246
|
|
|
2
|
|
|
307
|
|
|
1
|
|
7,823
|
|
|
137
|
|
|
7,476
|
|
|
99
|
|
|
20,681
|
|
|
133
|
|
|
25,840
|
|
|
88
|
Direct Vessel Profit (Loss)
|
(2,120
|
)
|
|
(37
|
)
|
|
47
|
|
|
1
|
|
|
(5,070
|
)
|
|
(33
|
)
|
|
3,416
|
|
|
12
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Rates Per Day Worked:
|
|
|
|
|
|
|
|
||||||||
Anchor handling towing supply
|
$
|
—
|
|
|
$
|
34,222
|
|
|
$
|
35,496
|
|
|
$
|
35,415
|
|
Fast support
|
7,170
|
|
|
8,512
|
|
|
8,013
|
|
|
8,734
|
|
||||
Supply
|
7,400
|
|
|
—
|
|
|
7,400
|
|
|
—
|
|
||||
Liftboats
|
7,257
|
|
|
16,822
|
|
|
8,656
|
|
|
14,831
|
|
||||
Overall Average Rates Per Day Worked
|
7,212
|
|
|
13,810
|
|
|
8,661
|
|
|
17,545
|
|
||||
Utilization:
|
|
|
|
|
|
|
|
||||||||
Anchor handling towing supply
|
—
|
%
|
|
6
|
%
|
|
1
|
%
|
|
17
|
%
|
||||
Fast support
|
21
|
%
|
|
41
|
%
|
|
18
|
%
|
|
42
|
%
|
||||
Supply
|
36
|
%
|
|
—
|
%
|
|
7
|
%
|
|
—
|
%
|
||||
Liftboats
|
24
|
%
|
|
8
|
%
|
|
14
|
%
|
|
6
|
%
|
||||
Overall Fleet Utilization
|
16
|
%
|
|
14
|
%
|
|
12
|
%
|
|
16
|
%
|
||||
Available Days:
|
|
|
|
|
|
|
|
||||||||
Anchor handling towing supply
|
920
|
|
|
931
|
|
|
2,730
|
|
|
2,569
|
|
||||
Fast support
|
1,696
|
|
|
718
|
|
|
5,151
|
|
|
1,890
|
|
||||
Supply
|
47
|
|
|
234
|
|
|
228
|
|
|
733
|
|
||||
Specialty
|
92
|
|
|
—
|
|
|
273
|
|
|
—
|
|
||||
Liftboats
|
1,104
|
|
|
1,380
|
|
|
3,538
|
|
|
4,110
|
|
||||
Overall Fleet Available Days
|
3,859
|
|
|
3,263
|
|
|
11,920
|
|
|
9,302
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|||||||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|||||||||||||
|
$’000’s
|
|
%
|
|
$’000’s
|
|
%
|
|
$’000’s
|
|
%
|
|
$’000’s
|
|
%
|
|||||
Operating revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Time charter
|
9,700
|
|
|
103
|
|
|
8,593
|
|
|
97
|
|
23,333
|
|
|
100
|
|
28,634
|
|
|
99
|
Other marine services
|
(310
|
)
|
|
(3
|
)
|
|
238
|
|
|
3
|
|
97
|
|
|
—
|
|
274
|
|
|
1
|
|
9,390
|
|
|
100
|
|
|
8,831
|
|
|
100
|
|
23,430
|
|
|
100
|
|
28,908
|
|
|
100
|
Direct operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Personnel
|
3,588
|
|
|
38
|
|
|
3,195
|
|
|
36
|
|
9,624
|
|
|
41
|
|
9,604
|
|
|
33
|
Repairs and maintenance
|
1,324
|
|
|
14
|
|
|
441
|
|
|
5
|
|
5,102
|
|
|
22
|
|
1,934
|
|
|
7
|
Drydocking
|
311
|
|
|
3
|
|
|
617
|
|
|
7
|
|
2,051
|
|
|
9
|
|
1,201
|
|
|
4
|
Insurance and loss reserves
|
157
|
|
|
2
|
|
|
147
|
|
|
2
|
|
696
|
|
|
3
|
|
395
|
|
|
1
|
Fuel, lubes and supplies
|
693
|
|
|
7
|
|
|
748
|
|
|
8
|
|
1,956
|
|
|
8
|
|
1,722
|
|
|
6
|
Other
|
704
|
|
|
8
|
|
|
890
|
|
|
10
|
|
2,221
|
|
|
9
|
|
2,298
|
|
|
8
|
|
6,777
|
|
|
72
|
|
|
6,038
|
|
|
68
|
|
21,650
|
|
|
92
|
|
17,154
|
|
|
59
|
Direct Vessel Profit
|
2,613
|
|
|
28
|
|
|
2,793
|
|
|
32
|
|
1,780
|
|
|
8
|
|
11,754
|
|
|
41
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Rates Per Day Worked:
|
|
|
|
|
|
|
|
||||||||
Anchor handling towing supply
|
$
|
11,669
|
|
|
$
|
14,997
|
|
|
$
|
12,190
|
|
|
$
|
15,485
|
|
Fast support
|
10,112
|
|
|
8,194
|
|
|
9,201
|
|
|
8,568
|
|
||||
Supply
|
11,950
|
|
|
5,750
|
|
|
12,832
|
|
|
5,750
|
|
||||
Specialty
|
—
|
|
|
9,900
|
|
|
—
|
|
|
10,571
|
|
||||
Overall Average Rates Per Day Worked
|
10,611
|
|
|
9,858
|
|
|
10,192
|
|
|
10,143
|
|
||||
Utilization:
|
|
|
|
|
|
|
|
||||||||
Anchor handling towing supply
|
100
|
%
|
|
70
|
%
|
|
71
|
%
|
|
72
|
%
|
||||
Fast support
|
70
|
%
|
|
64
|
%
|
|
71
|
%
|
|
67
|
%
|
||||
Supply
|
100
|
%
|
|
54
|
%
|
|
93
|
%
|
|
62
|
%
|
||||
Specialty
|
—
|
%
|
|
40
|
%
|
|
—
|
%
|
|
80
|
%
|
||||
Overall Fleet Utilization
|
71
|
%
|
|
62
|
%
|
|
67
|
%
|
|
68
|
%
|
||||
Available Days:
|
|
|
|
|
|
|
|
||||||||
Anchor handling towing supply
|
184
|
|
|
368
|
|
|
636
|
|
|
1,096
|
|
||||
Fast support
|
915
|
|
|
673
|
|
|
2,243
|
|
|
1,947
|
|
||||
Supply
|
92
|
|
|
268
|
|
|
273
|
|
|
822
|
|
||||
Specialty
|
92
|
|
|
92
|
|
|
273
|
|
|
274
|
|
||||
Overall Fleet Available Days
|
1,283
|
|
|
1,401
|
|
|
3,425
|
|
|
4,139
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||||||||
|
$’000’s
|
|
%
|
|
$’000’s
|
|
%
|
|
$’000’s
|
|
%
|
|
$’000’s
|
|
%
|
||||||
Operating revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Time charter
|
9,490
|
|
|
104
|
|
|
12,763
|
|
|
83
|
|
22,728
|
|
|
97
|
|
|
31,470
|
|
|
77
|
Other marine services
|
(341
|
)
|
|
(4
|
)
|
|
2,566
|
|
|
17
|
|
645
|
|
|
3
|
|
|
9,295
|
|
|
23
|
|
9,149
|
|
|
100
|
|
|
15,329
|
|
|
100
|
|
23,373
|
|
|
100
|
|
|
40,765
|
|
|
100
|
Direct operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Personnel
|
4,731
|
|
|
52
|
|
|
4,778
|
|
|
31
|
|
12,001
|
|
|
51
|
|
|
14,014
|
|
|
34
|
Repairs and maintenance
|
2,309
|
|
|
25
|
|
|
1,394
|
|
|
9
|
|
6,832
|
|
|
29
|
|
|
4,887
|
|
|
12
|
Drydocking
|
(102
|
)
|
|
(1
|
)
|
|
719
|
|
|
5
|
|
414
|
|
|
2
|
|
|
2,112
|
|
|
5
|
Insurance and loss reserves
|
363
|
|
|
4
|
|
|
199
|
|
|
2
|
|
1,062
|
|
|
5
|
|
|
613
|
|
|
2
|
Fuel, lubes and supplies
|
1,115
|
|
|
12
|
|
|
961
|
|
|
6
|
|
2,547
|
|
|
11
|
|
|
3,413
|
|
|
8
|
Other
|
1,192
|
|
|
13
|
|
|
790
|
|
|
5
|
|
3,718
|
|
|
16
|
|
|
2,396
|
|
|
6
|
|
9,608
|
|
|
105
|
|
|
8,841
|
|
|
58
|
|
26,574
|
|
|
114
|
|
|
27,435
|
|
|
67
|
Direct Vessel Profit (Loss)
|
(459
|
)
|
|
(5
|
)
|
|
6,488
|
|
|
42
|
|
(3,201
|
)
|
|
(14
|
)
|
|
13,330
|
|
|
33
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Rates Per Day Worked:
|
|
|
|
|
|
|
|
||||||||
Anchor handling towing supply
|
$
|
7,327
|
|
|
$
|
8,478
|
|
|
$
|
7,833
|
|
|
$
|
8,477
|
|
Fast support
|
6,848
|
|
|
7,395
|
|
|
6,917
|
|
|
6,827
|
|
||||
Supply
|
3,815
|
|
|
6,072
|
|
|
3,951
|
|
|
6,163
|
|
||||
Specialty
|
—
|
|
|
36,878
|
|
|
12,000
|
|
|
28,915
|
|
||||
Liftboats
|
36,252
|
|
|
—
|
|
|
36,252
|
|
|
—
|
|
||||
Overall Average Rates Per Day Worked
(excluding wind farm utility)
|
7,188
|
|
|
10,357
|
|
|
6,935
|
|
|
8,688
|
|
||||
Wind farm utility
|
2,025
|
|
|
7,855
|
|
|
2,025
|
|
|
7,427
|
|
||||
Overall Average Rates Per Day Worked
|
7,138
|
|
|
10,179
|
|
|
6,916
|
|
|
8,602
|
|
||||
Utilization:
|
|
|
|
|
|
|
|
||||||||
Anchor handling towing supply
|
78
|
%
|
|
47
|
%
|
|
77
|
%
|
|
49
|
%
|
||||
Fast support
|
78
|
%
|
|
83
|
%
|
|
77
|
%
|
|
84
|
%
|
||||
Supply
|
60
|
%
|
|
38
|
%
|
|
38
|
%
|
|
35
|
%
|
||||
Specialty
|
—
|
%
|
|
67
|
%
|
|
5
|
%
|
|
52
|
%
|
||||
Liftboats
|
19
|
%
|
|
—
|
%
|
|
10
|
%
|
|
—
|
%
|
||||
Overall Fleet Utilization (excluding wind farm utility)
|
66
|
%
|
|
65
|
%
|
|
60
|
%
|
|
63
|
%
|
||||
Wind farm utility
|
7
|
%
|
|
48
|
%
|
|
2
|
%
|
|
55
|
%
|
||||
Overall Fleet Utilization
|
61
|
%
|
|
63
|
%
|
|
55
|
%
|
|
62
|
%
|
||||
Available Days:
|
|
|
|
|
|
|
|
||||||||
Anchor handling towing supply
|
184
|
|
|
184
|
|
|
456
|
|
|
548
|
|
||||
Fast support
|
1,182
|
|
|
920
|
|
|
3,114
|
|
|
2,740
|
|
||||
Supply
|
368
|
|
|
516
|
|
|
1,216
|
|
|
1,608
|
|
||||
Specialty
|
92
|
|
|
184
|
|
|
273
|
|
|
548
|
|
||||
Liftboats
|
184
|
|
|
—
|
|
|
366
|
|
|
—
|
|
||||
Overall Fleet Available Days (excluding wind farm utility)
|
2,010
|
|
|
1,804
|
|
|
5,425
|
|
|
5,444
|
|
||||
Wind farm utility
|
184
|
|
|
184
|
|
|
546
|
|
|
457
|
|
||||
Overall Fleet Available Days
|
2,194
|
|
|
1,988
|
|
|
5,971
|
|
|
5,901
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|||||||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|||||||||||||
|
$’000’s
|
|
%
|
|
$’000’s
|
|
%
|
|
$’000’s
|
|
%
|
|
$’000’s
|
|
%
|
|||||
Operating revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Time charter
|
1,439
|
|
|
52
|
|
—
|
|
|
—
|
|
|
1,439
|
|
|
27
|
|
196
|
|
|
2
|
Bareboat charter
|
1,168
|
|
|
42
|
|
1,967
|
|
|
90
|
|
|
3,467
|
|
|
65
|
|
7,664
|
|
|
86
|
Other marine services
|
159
|
|
|
6
|
|
220
|
|
|
10
|
|
|
396
|
|
|
8
|
|
1,104
|
|
|
12
|
|
2,766
|
|
|
100
|
|
2,187
|
|
|
100
|
|
|
5,302
|
|
|
100
|
|
8,964
|
|
|
100
|
Direct operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Personnel
|
326
|
|
|
12
|
|
198
|
|
|
9
|
|
|
487
|
|
|
9
|
|
2,093
|
|
|
24
|
Repairs and maintenance
|
110
|
|
|
4
|
|
20
|
|
|
1
|
|
|
230
|
|
|
5
|
|
227
|
|
|
3
|
Insurance and loss reserves
|
75
|
|
|
3
|
|
—
|
|
|
—
|
|
|
86
|
|
|
2
|
|
37
|
|
|
—
|
Fuel, lubes and supplies
|
33
|
|
|
1
|
|
—
|
|
|
—
|
|
|
60
|
|
|
1
|
|
193
|
|
|
2
|
Other
|
69
|
|
|
2
|
|
(56
|
)
|
|
(3
|
)
|
|
73
|
|
|
1
|
|
114
|
|
|
1
|
|
613
|
|
|
22
|
|
162
|
|
|
7
|
|
|
936
|
|
|
18
|
|
2,664
|
|
|
30
|
Direct Vessel Profit
|
2,153
|
|
|
78
|
|
2,025
|
|
|
93
|
|
|
4,366
|
|
|
82
|
|
6,300
|
|
|
70
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Rates Per Day Worked:
|
|
|
|
|
|
|
|
||||||||
Fast support
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Supply
|
—
|
|
|
—
|
|
|
—
|
|
|
18,986
|
|
||||
Liftboats
|
16,060
|
|
|
—
|
|
|
16,060
|
|
|
—
|
|
||||
Overall Average Rates Per Day Worked
|
16,060
|
|
|
—
|
|
|
16,060
|
|
|
18,986
|
|
||||
Utilization:
|
|
|
|
|
|
|
|
||||||||
Fast support
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
||||
Supply
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
4
|
%
|
||||
Liftboats
|
97
|
%
|
|
—
|
%
|
|
85
|
%
|
|
—
|
%
|
||||
Overall Fleet Utilization
|
49
|
%
|
|
—
|
%
|
|
24
|
%
|
|
3
|
%
|
||||
Available Days:
|
|
|
|
|
|
|
|
||||||||
Fast support
|
92
|
|
|
78
|
|
|
273
|
|
|
78
|
|
||||
Supply
|
—
|
|
|
92
|
|
|
—
|
|
|
266
|
|
||||
Liftboats
|
92
|
|
|
—
|
|
|
106
|
|
|
—
|
|
||||
Overall Fleet Available Days
|
184
|
|
|
170
|
|
|
379
|
|
|
344
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||||||
|
$’000’s
|
|
%
|
|
$’000’s
|
|
%
|
|
$’000’s
|
|
%
|
|
$’000’s
|
|
%
|
||||
Operating revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Time charter
|
20,051
|
|
|
96
|
|
19,677
|
|
|
97
|
|
54,829
|
|
|
97
|
|
61,772
|
|
|
97
|
Other marine services
|
754
|
|
|
4
|
|
578
|
|
|
3
|
|
1,895
|
|
|
3
|
|
1,610
|
|
|
3
|
|
20,805
|
|
|
100
|
|
20,255
|
|
|
100
|
|
56,724
|
|
|
100
|
|
63,382
|
|
|
100
|
Direct operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Personnel
|
9,079
|
|
|
44
|
|
9,827
|
|
|
49
|
|
25,667
|
|
|
45
|
|
31,556
|
|
|
50
|
Repairs and maintenance
|
2,378
|
|
|
11
|
|
2,194
|
|
|
11
|
|
6,303
|
|
|
11
|
|
7,320
|
|
|
11
|
Drydocking
|
961
|
|
|
5
|
|
696
|
|
|
3
|
|
3,140
|
|
|
6
|
|
4,168
|
|
|
7
|
Insurance and loss reserves
|
203
|
|
|
1
|
|
163
|
|
|
1
|
|
629
|
|
|
1
|
|
766
|
|
|
1
|
Fuel, lubes and supplies
|
790
|
|
|
4
|
|
957
|
|
|
5
|
|
2,745
|
|
|
5
|
|
3,041
|
|
|
5
|
Other
|
190
|
|
|
—
|
|
274
|
|
|
1
|
|
677
|
|
|
1
|
|
945
|
|
|
1
|
|
13,601
|
|
|
65
|
|
14,111
|
|
|
70
|
|
39,161
|
|
|
69
|
|
47,796
|
|
|
75
|
Direct Vessel Profit
|
7,204
|
|
|
35
|
|
6,144
|
|
|
30
|
|
17,563
|
|
|
31
|
|
15,586
|
|
|
25
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||
Rates Per Day Worked:
|
|
|
|
|
|
|
|
||||||
Standby safety
|
$
|
8,650
|
|
|
$
|
8,904
|
|
|
8,418
|
|
|
9,377
|
|
Wind farm utility
|
2,221
|
|
|
2,083
|
|
|
2,128
|
|
|
2,174
|
|
||
Overall Average Rates Per Day Worked
|
4,390
|
|
|
4,519
|
|
|
4,328
|
|
|
5,074
|
|
||
Utilization:
|
|
|
|
|
|
|
|
||||||
Standby safety
|
84
|
%
|
|
78
|
%
|
|
81
|
%
|
|
78
|
%
|
||
Wind farm utility
|
94
|
%
|
|
89
|
%
|
|
86
|
%
|
|
77
|
%
|
||
Overall Fleet Utilization
|
90
|
%
|
|
85
|
%
|
|
84
|
%
|
|
78
|
%
|
||
Available Days:
|
|
|
|
|
|
|
|
||||||
Standby Safety
|
1,840
|
|
|
1,989
|
|
|
5,460
|
|
|
6,277
|
|
||
Wind farm utility
|
3,220
|
|
|
3,161
|
|
|
9,555
|
|
|
9,409
|
|
||
Overall Fleet Available Days
|
5,060
|
|
|
5,150
|
|
|
15,015
|
|
|
15,686
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||
|
$’000
|
|
$’000
|
|
$’000
|
|
$’000
|
||||
Other Income (Expense):
|
|
|
|
|
|
|
|
||||
Interest income
|
354
|
|
|
973
|
|
|
1,479
|
|
|
3,371
|
|
Interest expense
|
(4,295
|
)
|
|
(2,512
|
)
|
|
(12,023
|
)
|
|
(7,455
|
)
|
SEACOR Holdings management fees
|
—
|
|
|
(1,925
|
)
|
|
(3,208
|
)
|
|
(5,775
|
)
|
SEACOR Holdings guarantee fees
|
(21
|
)
|
|
(80
|
)
|
|
(172
|
)
|
|
(237
|
)
|
Marketable security gains (losses), net
|
(698
|
)
|
|
1,619
|
|
|
10,931
|
|
|
(4,458
|
)
|
Derivative gains, net
|
13,022
|
|
|
16
|
|
|
12,720
|
|
|
3,077
|
|
Foreign currency losses, net
|
(106
|
)
|
|
(1,084
|
)
|
|
(1,389
|
)
|
|
(3,463
|
)
|
Other, net
|
—
|
|
|
1
|
|
|
(1
|
)
|
|
266
|
|
|
8,256
|
|
|
(2,992
|
)
|
|
8,337
|
|
|
(14,674
|
)
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||
|
$’000
|
|
$’000
|
|
$’000
|
|
$’000
|
||||
MexMar
|
793
|
|
|
859
|
|
|
3,382
|
|
|
4,290
|
|
Sea-Cat Crewzer
|
—
|
|
|
334
|
|
|
234
|
|
|
837
|
|
Sea-Cat Crewzer II
|
—
|
|
|
197
|
|
|
99
|
|
|
(466
|
)
|
Dynamic Offshore
|
(7,553
|
)
|
|
379
|
|
|
(6,936
|
)
|
|
939
|
|
OSV Partners
|
(208
|
)
|
|
(409
|
)
|
|
(628
|
)
|
|
(2,092
|
)
|
SEACOR Grant DIS
|
(484
|
)
|
|
(235
|
)
|
|
(519
|
)
|
|
(1,903
|
)
|
Falcon Global
|
—
|
|
|
(104
|
)
|
|
(1,559
|
)
|
|
(1,431
|
)
|
Other
|
146
|
|
|
(231
|
)
|
|
630
|
|
|
(538
|
)
|
|
(7,306
|
)
|
|
790
|
|
|
(5,297
|
)
|
|
(364
|
)
|
Remainder of 2017
|
$
|
5,195
|
|
2018
|
40,932
|
|
|
2019
|
21,106
|
|
|
2020
|
1,645
|
|
|
|
$
|
68,878
|
|
Remainder of 2017
|
$
|
19,096
|
|
2018
|
14,865
|
|
|
2019
|
46,798
|
|
|
2020
|
47,439
|
|
|
2021
|
28,678
|
|
|
Years subsequent to 2021
|
194,227
|
|
|
|
$
|
351,103
|
|
Summary of Cash Flows
|
|||||
|
Nine Months Ended September 30,
|
||||
|
2017
|
|
2016
|
||
|
$’000
|
|
$’000
|
||
Cash flows provided by or (used in):
|
|
|
|
||
Operating Activities
|
35,144
|
|
|
(16,498
|
)
|
Investing Activities
|
(15,686
|
)
|
|
(10,820
|
)
|
Financing Activities
|
(8,076
|
)
|
|
11,053
|
|
Effects of Exchange Rate Changes on Cash and Cash Equivalents
|
1,666
|
|
|
(1,500
|
)
|
Increase in Cash and Cash Equivalents
|
13,048
|
|
|
(17,765
|
)
|
|
Nine Months Ended September 30,
|
||||
|
2017
|
|
2016
|
||
|
$’000
|
|
$’000
|
||
Regional DVP:
|
|
|
|
||
United States, primarily Gulf of Mexico
|
(5,070
|
)
|
|
3,416
|
|
Africa, primarily West Africa
|
1,780
|
|
|
11,754
|
|
Middle East and Asia
|
(3,201
|
)
|
|
13,330
|
|
Brazil, Mexico, Central and South America
|
4,366
|
|
|
6,300
|
|
Europe, primarily North Sea
|
17,563
|
|
|
15,586
|
|
Operating, leased-in equipment (excluding amortization of deferred gains)
|
(16,226
|
)
|
|
(19,514
|
)
|
Administrative and general (excluding provisions for bad debts and amortization of restricted stock)
|
(44,002
|
)
|
|
(34,915
|
)
|
SEACOR Holdings management and guarantee fees
|
(3,380
|
)
|
|
(6,012
|
)
|
Other, net
|
(1
|
)
|
|
266
|
|
Dividends received from 50% or less owned companies
|
2,442
|
|
|
371
|
|
|
(45,729
|
)
|
|
(9,418
|
)
|
Changes in operating assets and liabilities before interest and income taxes
|
29,110
|
|
|
(12,280
|
)
|
Purchases of marketable securities
|
—
|
|
|
(8,679
|
)
|
Proceeds from sale of marketable securities
|
51,877
|
|
|
9,169
|
|
Cash settlements on derivative transactions, net
|
(372
|
)
|
|
(1,147
|
)
|
Interest paid, excluding capitalized interest
(1)
|
(4,745
|
)
|
|
(418
|
)
|
Interest received
|
3,001
|
|
|
4,164
|
|
Income taxes (paid) refunded, net
|
2,002
|
|
|
2,111
|
|
Total cash flows provided by (used in) operating activities
|
35,144
|
|
|
(16,498
|
)
|
(1)
|
During the
Current Nine Months
and
Prior Nine Months
, capitalized interest paid and included in purchases of property and equipment was $3.1 million and $5.1 million, respectively.
|
•
|
Capital expenditures and payments on fair value hedges were
$52.7 million
.
Six
fast support vessels and
one
platform supply vessel were delivered during the period.
|
•
|
The Company sold
two
liftboats,
one
supply vessel,
six
offshore support vessels previously retired and removed from service and other equipment for net proceeds of
$10.3 million
(
$9.8 million
in cash and
$0.5 million
of previously received deposits).
|
•
|
Construction reserve funds account transactions included deposits of
$6.3 million
and withdrawals of
$39.1 million
.
|
•
|
The Company made investments in, and advances to, its 50% or less owned companies of
$5.3 million
, including $2.4 million to Falcon Global and $2.3 million to OSV Partners.
|
•
|
The Company received capital distributions of $7.4 million from MexMar.
|
•
|
Effective March 31, 2017, the Company consolidated Falcon Global and assumed cash of $1.9 million.
|
•
|
Effective April 28, 2017, the Company acquired a 100% controlling interest in Sea-Cat Crewzer II LLC through the acquisition of its partners’ 50% ownership interest for $9.6 million, net of cash acquired.
|
•
|
Effective April 28, 2017, the Company acquired a 100% controlling interest in Sea-Cat Crewzer LLC through the acquisition of its partners’ 50% ownership interest for $0.1 million, net of cash acquired.
|
•
|
Capital expenditures were $82.8 million. Equipment deliveries during the period included twelve fast support vessels, one supply vessel and two wind farm utility vessels.
|
•
|
The Company sold two supply vessels, four standby safety vessels and other property and equipment for net proceeds of $4.1 million.
|
•
|
The Company made investments in, and advances to, its 50% or less owned companies of $8.2 million, including $6.8 million to Falcon Global and $1.2 million in OSV Partners.
|
•
|
Construction reserve funds account transactions included withdrawals of $76.7 million.
|
•
|
The Company received $0.5 million of net payments on third party notes receivable.
|
•
|
borrowed
$7.1 million
under the Sea-Cat Crewzer III Term Loan Facility;
|
•
|
made scheduled payments on long-term debt and capital lease obligations of $8.6 million;
|
•
|
incurred issue costs on various facilities of $0.2 million;
|
•
|
purchased subsidiary shares from noncontrolling interests for $3.7 million; and
|
•
|
paid SEACOR Holdings $2.7 million for the distribution of SEACOR Marine restricted stock to Company personnel.
|
•
|
made scheduled payments on long-term debt of $2.3 million;
|
•
|
borrowed $23.5 million (€21.0 million) under the Windcat Credit Facility and repaid all of the subsidiary’s then outstanding debt totaling $22.9 million;
|
•
|
borrowed $16.1 million under the Sea-Cat Crewzer III Term Loan facility;
|
•
|
incurred issuance costs on various debt facilities of $3.2 million; and
|
•
|
made distributions to non-controlling interests of $0.2 million.
|
ITEM 3.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
ITEM 4.
|
CONTROLS AND PROCEDURES
|
ITEM 2.
|
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
|
ITEM 3.
|
DEFAULT UPON SENIOR SECURITIES
|
ITEM 4.
|
MINE SAFETY DISCLOSURES
|
ITEM 5.
|
OTHER INFORMATION
|
ITEM 6.
|
EXHIBITS
|
10.1
|
|
|
31.1
|
|
|
31.2
|
|
|
32
|
|
|
101.INS**
|
|
XBRL Instance Document
|
101.SCH**
|
|
XBRL Taxonomy Extension Schema
|
101.CAL**
|
|
XBRL Taxonomy Extension Calculation Linkbase
|
101.DEF**
|
|
XBRL Taxonomy Extension Definition Linkbase
|
101.LAB**
|
|
XBRL Taxonomy Extension Label Linkbase
|
101.PRE**
|
|
XBRL Taxonomy Extension Presentation Linkbase
|
**
|
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 Sections 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.
|
|
|
|
|
SEACOR Marine Holdings Inc. (Registrant)
|
|
|
|
|
|
DATE:
|
November 9, 2017
|
By:
|
|
/s/
JOHN GELLERT
|
|
|
|
|
John Gellert,
President and Chief Executive Officer
(Principal Executive Officer)
|
|
|
|
|
|
DATE:
|
November 9, 2017
|
By:
|
|
/
S
/
MATTHEW CENAC
|
|
|
|
|
Matthew Cenac,
Executive Vice President
and Chief Financial Officer
(Principal Financial Officer)
|
i.
|
The definition of “Acceptable Accounting Firm” shall be deleted in its entirety and replaced with the following:
|
ii.
|
The definition of “Change of Control” shall be deleted in its entirety and replaced with the following:
|
iii.
|
The definition of “Debt Service Coverage Ratio” shall be deleted in its entirety and replaced with the following:
|
iv.
|
The definition of “Guaranty” shall be deleted in its entirety and replaced with the following:
|
v.
|
The definition of “Guarantor(s)” shall be deleted in its entirety and replaced with the following:
|
vi.
|
The definition of “Margin” shall be deleted in its entirety and replaced with the following:
|
vii.
|
The definition of “MONTCO Guarantor” shall be deleted in its entirety; and
|
viii.
|
The definition of “Required MONTCO Guarantor Prepayment Amount” shall be deleted in its entirety.
|
“(t)
|
Change of Control
. A Change of Control shall occur.”
|
(i).
|
Agreement
. Each of the Borrowers, the SEACOR Guarantor, the SEACOR Parent and the MONTCO Parent shall have executed and delivered to the Facility Agent this Agreement;
|
(ii).
|
Mortgage Amendments
. A duly executed and notarized original Amendment No. 1 to First Preferred Marshall Islands Mortgage in relation to each Vessel made by each of Falcon Pearl and Falcon Diamond and the Security Trustee, each in form and substance satisfactory to the Security Trustee and its legal advisers, each duly recorded with the Deputy Commissioner of Maritime Affairs of the Republic of the Marshall Islands together with a copy of a Certificate of Ownership and Encumbrance confirming such recordations;
|
(iii).
|
UCC Filings
. Each relevant Security Party shall have duly delivered to the Facility Agent amendments to the Uniform Commercial Code financing statements relating to the change of Falcon Global’s name for filing with the State of Delaware, the District of Columbia, Terrebonne Parish Louisiana, and in such other jurisdictions as the Facility Agent may reasonably require;
|
(iv).
|
Corporate Documents
. The Facility Agent shall have received such evidence as it may reasonably require as to the authority of the officers or attorneys-in-fact executing this Agreement and the Mortgage Amendments, including, but not limited to, the following:
|
A.
|
copies, certified as true and complete by an officer of each Security Party, of the constitutional documents of each Security Party;
|
B.
|
copies, certified as true and complete by an officer of each Security Party, of the resolutions of the board of directors and shareholders, manager or members thereof, as the case may be, evidencing approval of this Agreement, and the Mortgage Amendments, as applicable, and authorizing an appropriate officer or attorney-in-fact to execute the same on its behalf, or other evidence of such approvals and authorizations;
|
C.
|
copies, certified as true and complete by an officer of each Security Party, of all documents evidencing any other necessary action (including actions by such parties thereto other than the Security Parties as may be required by the Creditors), approvals or consents with respect to this Agreement and the Mortgage Amendments; and
|
D.
|
if applicable, the Facility Agent shall have received a certified copy of any power of attorney under which this Agreement and any other document to be executed pursuant to this Agreement (including the Mortgage Amendments) was or is to be executed on behalf of each Security Party;
|
(v).
|
Resignation Letters
. Fully executed but undated resignation letters for any newly appointed director or officer of each Borrower.
|
(vi).
|
Amended & Restated Subordinated Working Capital Loan
. Falcon Global and the SEACOR Parent shall have entered into a second amended and restated subordinated loan agreement which shall amend and restate that certain working capital loan dated as of April 28, 2017, as amended and restated by a first amended and restated subordinated loan agreement dated as of June 30, 2017, pursuant to which Falcon Global shall receive from the SEACOR Parent a working capital loan in the amount of $24,500,000;
|
(vii).
|
No Event of Default
. The Creditors shall be satisfied that, other than the Disclosed Events of Default, no Event of Default (as defined in the Loan Agreement, as amended hereby) or event which, with the passage of time, giving of notice or both would become an Event of Default under the Loan Agreement (as amended hereby) has occurred and be continuing and the representations and warranties of the Security Parties contained in the Loan Agreement (as amended hereby), this Agreement, and the other Security Documents (as defined in the Loan Agreement, as amended hereby), shall be true on and as of the date of this Agreement.
|
(viii).
|
Legal Opinions
. The Facility Agent shall have received legal opinions addressed to the Lenders from Watson Farley & Williams LLP, special counsel to the Security Parties in such form as the Facility Agent may require, as well as such other legal
|
(ix).
|
Fees and expenses
. (i) The Facility Agent shall have received from the Borrowers an amendment fee in the amount of $150,000 to be shared equally among the Lenders and (ii) legal counsel for the Creditor Parties shall have received from the Borrowers payment in full of their invoiced fees and disbursements relating to the Loan Agreement and any amendments thereto including this Agreement; and
|
(x).
|
Additional Information
. The Facility Agent shall have received all such other agreements, instruments, documents, certificates (including a certificate of good standing), and information of each Security Party as the Creditors deem reasonably necessary or advisable.
|
FALCON GLOBAL LLC, as a borrower
|
||
|
||
By:
|
/s/ Jesus Llorca
|
|
|
Name: Jesus Llorca
Title: Vice President
|
|
|
|
|
FALCON PEARL LLC, as a borrower
|
||
|
||
By:
|
/s/ Jesus Llorca
|
|
|
Name: Jesus Llorca
Title: Vice President |
|
|
|
|
FALCON DIAMOND LLC, as a borrower
|
||
|
||
By:
|
/s/ Jesus Llorca
|
|
|
Name: Jesus Llorca
Title: Vice President |
|
|
|
|
|
|
|
SEACOR MARINE HOLDINGS INC., as guarantor
|
||
|
||
By:
|
/s/ Jesus Llorca
|
|
|
Name: Jesus Llorca
Title: Executive Vice President |
|
|
|
|
|
|
|
SEACOR LB OFFSHORE (MI) LLC, as a relevant parent
|
||
|
||
By:
|
/s/ Jesus Llorca
|
|
|
Name: Jesus Llorca
Title: Vice President |
|
|
|
|
|
|
|
MONTCO GLOBAL, LLC, as a relevant parent
|
||
|
||
By:
|
/s/ Derek Boudreaux
|
|
|
Name: Derek Boudreaux
Title: Director |
|
|
|
DNB BANK ASA, as Facility Agent, Securities Trustee and Swap Bank
|
||
|
||
By:
|
/s/ Philippe Wulfers
|
|
|
Name: Philippe Wulfers
Title: Vice President
|
|
|
|
|
By:
|
/s/ Andrew J. Shohet
|
|
|
Name: Andrew J. Shohet
Title: Vice President
|
|
|
|
|
DNB CAPITAL LLC, as lender
|
||
|
||
By:
|
/s/ Philippe Wulfers
|
|
|
Name: Philippe Wulfers
Title: Vice President |
|
|
|
|
By:
|
/s/ Andrew J. Shohet
|
|
|
Name: Andrew J. Shohet
Title: Vice President
|
|
|
|
|
CLIFFORD CAPITAL PTE. LTD., as lender
|
||
|
||
By:
|
/s/ Richard Desai
|
|
|
Name: Richard Desai
Title: Chief Risk Officer |
|
|
|
|
NIBC BANK N.V., as lender and swap bank
|
||
|
||
By:
|
/s/ M.J. van West
|
|
|
Name: M.J. van West
Title: Managing Director |
|
|
||
By:
|
/s/ Ekaterina Kouznetsova
|
|
|
Name: Ekaterina Kouznetsova
Title: VP Oil & Gas Services |
1.
|
I have reviewed this
quarterly
report on Form
10-Q
of SEACOR Marine Holdings Inc.;
|
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 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)) 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)
|
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
|
c)
|
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 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 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.
|
Date:
|
November 9, 2017
|
|
|
||
/s/
JOHN GELLERT
|
||
Name:
|
John Gellert
|
|
Title:
|
Chief Executive Officer
(Principal Executive Officer)
|
1.
|
I have reviewed this
quarterly
report on Form
10-Q
of SEACOR Marine Holdings Inc.;
|
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 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)) 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)
|
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
|
c)
|
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 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 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.
|
Date:
|
November 9, 2017
|
|
|
||
/s/
MATTHEW CENAC
|
||
Name:
|
Matthew Cenac
|
|
Title:
|
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
|
Date:
|
November 9, 2017
|
|
|
||
/s/
JOHN GELLERT
|
||
Name:
|
John Gellert
|
|
Title:
|
Chief Executive Officer
(Principal Executive Officer)
|
Date:
|
November 9, 2017
|
|
|
||
/s/
MATTHEW CENAC
|
||
Name:
|
Matthew Cenac
|
|
Title:
|
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
|