Table of Contents


United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

ANNUAL REPORT

PURSUANT TO SECTIONS 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

(Mark One)

ý

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

For the fiscal year endedDecember 31, 2017

2021

OR

¨

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

For the transition period from              to             

Commission file number 1-37966

SEACOR Marine Holdings Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware

47-2564547

Delaware47-2564547

(State or Other Jurisdiction of

Incorporation or Organization)

(I.R.S. Employer

Identification No.)

7910 Main Street, 2nd Floor
Houma, Louisiana

12121 Wickchester Lane, Suite 500, Houston, TX

70360

77079

(Address of Principal Executive Office)

(Zip Code)

Registrant’s telephone number, including area code (985) 876-5400

(346) 980-1700

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassName of Each Exchange on Which Registered

Common Stock,stock, par value $.01$0.01 per share

SMHI

New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:
None
(Title of Class)

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

None

(Title of Class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. o   Yes     ý   No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. ¨   Yes     ý   No

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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). ý   Yes     ¨   No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o

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

Large accelerated filero

Accelerated filero

Non-accelerated filerx

(Do not check if a smaller
reporting company)

Smaller reporting companyo


Emerging growth companyx


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

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404 (b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

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

The aggregate market value of the voting stock of the registrant held by non-affiliates as of June 30, 20172021 was approximately $332,370,118$96.2 million based on the closing price on the New York Stock Exchange on such date. The total number of shares of Common Stock issued and outstanding as of March 20, 20184, 2022 was 17,683,356.

25,992,237.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Registrant’s definitive proxy statement for its 20182022 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission (the “Commission”"SEC") pursuant to Regulation 14A within 120 days after the end of the Registrant’s last fiscal year is incorporated by reference into Part III of this Annual Report on Form 10-K.




Table of Contents

SEACOR MARINE HOLDINGS INC.

FORM 10-K

TABLE OF CONTENTS

PART I

PART I

Item 1.

Business

1

Item 1.

General

1

Business

1

Government Regulation

6

11

11

Item 1A.

Item 1B.

37

Item 2.

37

Item 3.

37

Item 4.

37

38

PART II

Item 5.

39

Item 6.

39

Item 7.

40

40

40

Trends Affecting the Offshore Marine Business

41

42

44

59

62


i

Table of Contents

63

63

63

63

Item 7A.

67

Item 8.

67

Item 9.

67

Item 9A.

67

Item 9B.

68

PART III

Item 10.

69

Item 11.

69

Item 12.

69

Item 13.

69

Item 14.

69

PART IV

Item 15.

70


ii

i


Table of Contents

FORWARD-LOOKING STATEMENTS

Certain statements discussed in Item 1. (Business), Item 1A. (Risk Factors), Item 3. (Legal Proceedings), Item 7. (Management’s Discussion and Analysis of Financial Condition and Results of Operations), Item 7A. (Quantitative and Qualitative Disclosures About Market Risk) and elsewhere in this Annual Report on Form 10-K as well as in other materials and oral statements that the Company releases from time to time to the public constitute “forward-looking statements”"forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements concern management’s expectations, strategic objectives, business prospects, anticipated economic performance and financial condition and other similar matters and involve significant known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of results to differ materially from any future results, performance or achievements discussed or implied by such forward-looking statements. Certain of these risks, uncertainties and other important factors are discussed in Item 1A. (Risk Factors) and Item 7. (Management’s Discussion and Analysis of Financial Condition and Results of Operations). However, it should be understood that it is not possible to identify or predict all such risks, uncertainties and factors, and others may arise from time to time. All of these forward-looking statements constitute the Company’s cautionary statements under the Private Securities Litigation Reform Act of 1995. The words “anticipate,” “estimate,” “expect,” “project,” “intend,” “believe,” “plan,” “target,” “forecast” and similar expressions are intended to identify forward-looking statements. Forward-looking statements speak only as of the date of the document in which they are made. The Company disclaims any obligation or undertaking to provide any updates or revisions to any forward-looking statement to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which the forward-looking statement is based. It is advisable, however, to consult any further disclosures the Company makes on related subjects in its Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the Securities and Exchange Commission.

PART I

ITEM 1.

BUSINESS

ITEM 1.    BUSINESS

General

Unless the context indicates otherwise, the terms “we,” “our,” “ours,” “us,” “its” and the “Company” refer to SEACOR Marine Holdings Inc. and its consolidated subsidiaries. “SEACOR Marine” refers to SEACOR Marine Holdings Inc., incorporated in 2014 in Delaware, without its subsidiaries. “Common Stock” refers to the common stock, par value $.01 $0.01 per share, of SEACOR Marine. The Company’s fiscal year ends on December 31 of each year.

SEACOR Marine’s principal executive office is located at 7910 Main Street, 2nd Floor, Houma, Louisiana 70360,12121 Wickchester Lane, Suite 500, Houston, Texas 77079, and its telephone number is (985) 876-5400.(346) 980-1700. SEACOR Marine’s website address is www.seacormarine.com. Any reference to SEACOR Marine’s website is not intended to incorporate the information on the website into this Annual Report on Form 10-K.

The Company’s corporate governance documents, including theSEACOR Marine’s Board of Directors’ Audit Committee, Compensation Committee and Nominating and Corporate Governance Committee charters as well as the Company’s Corporate Governance Guidelines and Code of Ethics are available, free of charge, on SEACOR Marine’s website or in print for stockholders.

All of the Company’s periodic reports filed with the Securities and Exchange Commission (“SEC”)SEC pursuant to Section 13(a), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (“Exchange Act”), are available, free of charge, on SEACOR Marine’s website, including its Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, Proxy Statements and any amendments to those reports. These reports and amendments are available on SEACOR Marine’s website as soon as reasonably practicable after the Company electronically files the reports or amendments with the SEC. They are also available at the SEC’s Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549. Information as to the operation of the SEC’s Public Reference Room can be obtained by calling the SEC at 1-800-SEC-0330. The SEC maintains a website (www.sec.gov) that contains these reports, proxy and information statements and other information.

Recent Developments
The Spin-off. SEACOR Marine was previously a subsidiary of SEACOR Holdings Inc. (along with its consolidated subsidiaries, other than SEACOR Marine, collectively referred to as “SEACOR Holdings”). On June 1, 2017, SEACOR Holdings completed a spin-off of SEACOR Marine by way of a pro rata dividend of SEACOR Marine’s Common Stock, all of which was then held by SEACOR Holdings, to SEACOR Holdings’ shareholders of record as of May 22, 2017 (the “Spin-off”). SEACOR Marine entered into certain agreements with SEACOR Holdings to govern SEACOR Marine’s relationship with SEACOR Holdings following the Spin-off, including a Distribution Agreement, two Transition Services Agreements, an Employee Matters Agreement and a Tax Matters Agreement. Immediately following the Spin-off, SEACOR Marine began to operate as an independent, publicly traded company.

SEACOSCO. On January 17, 2018, the Company announced the formation of SEACOSCO Offshore LLC (“SEACOSCO”), a Marshall Islands entity jointly owned by the Company and affiliates of COSCO SHIPPING GROUP (“COSCO SHIPPING”), the world’s largest ship owner. SEACOSCO entered into contracts for the purchase of eight Rolls-Royce designed, new construction platform supply vessels (“PSVs”) from COSCO SHIPPING HEAVY INDUSTRY (GUANGDONG) CO., LTD (the “Shipyard”, an affiliate of COSCO SHIPPING) for approximately $161.1 million, of which 70% will be financed by the Shipyard, and secured by the PSVs on a non-recourse basis to the Company. SEACOSCO will take title to seven of the PSVs in 2018 and one in 2019. Thereafter, the Shipyard, at its cost, will store the PSVs at its facility for periods ranging from six to 18 months. The Company’s total committed investment for construction and working capital requirements is approximately $27.5 million for an unconsolidated 50% interest in SEACOSCO, with approximately $20.0 million payable in the first quarter of 2018 and the remaining balance due over the next 14 months as the vessels and the equipment are delivered. The Company will be responsible for full commercial, operational, and technical management of the vessels on a worldwide basis.
MOI Joint Venture. On February 9, 2018, the Company announced that the formation and capitalization of a joint venture between a wholly owned subsidiary of the Company and Montco Offshore, LLC (“MOI”) was consummated on February 8, 2018. In connection therewith and MOI’s plan of reorganization, which was confirmed on January 18, 2018, MOI emerged from its Chapter 11 bankruptcy case. In accordance with the terms of a Joint Venture Contribution and Formation Agreement, the Company and MOI contributed certain liftboat vessels and other related assets to Falcon Global Holdings LLC (“FGH”) and its designated subsidiaries, and FGH and its designated subsidiaries assumed certain operating liabilities and indebtedness associated with the liftboat vessels and related assets. The transaction consolidates the fifteen liftboat vessels operated by the Company and six liftboat vessels previously operated by MOI. On February 8, 2018, Falcon Global USA LLC (“FGUSA”), a wholly owned subsidiary of FGH, paid $15.0 million of MOI’s debtor-in-possession obligations and entered into a $131.1 million credit agreement comprised of a $116.1 million term loan and a $15.0 million revolving loan facility (the “FGUSA Credit Facility”). The full amount of the term loan and other amounts paid by affiliates of MOI satisfied in full the amounts outstanding under MOI’s pre-petition credit facilities. The FGUSA Credit Facility, apart from a guarantee of certain interest payments and participation fees for two years after the closing of the transactions, is non-recourse to SEACOR Marine and its subsidiaries other than FGUSA. The Company will consolidate FGH as the Company holds approximately 72% of the equity interest in FGH and is entitled to appoint a majority of the board of managers of FGH. Immediately following the capitalization of FGH, the Company borrowed $5.0 million under the revolving loan facility for working capital purposes.

Business

The Company provides global marine and support transportation services to offshore oil and natural gas exploration, development and productionenergy facilities worldwide. The Company and its joint ventures operate and manage a diverse fleet of offshore support and specialty vessels that (i) deliver cargo and personnel to offshore installations including wind farms, (ii) handle anchors and mooring equipment required to tether rigs to the seabed, (iii) tow rigs and assist in placing them on location and moving them between regions, (iv) provide construction, well work-over, maintenance and decommissioning support and (v) carry and launch equipment used underwater in drilling and well installation, maintenance, inspection and repair. Additionally, the Company’s vessels provide accommodations for technicians and specialists, safety support and emergency response services.

On January 12, 2021, the Company completed the announced sale of Windcat Workboats Holdings Ltd (“Windcat Workboats”), the Company’s indirect wholly owned subsidiary, and the crew transfer vessel (“CTV”) business of Windcat Workboats (the “Windcat Workboats CTV Business”), which was previously classified as assets held for sale as of the end of the fourth quarter 2020. Unless the context indicates otherwise, the results for all periods presented exclude the CTV operations of the Windcat Workboats CTV Business which are classified as Discontinued Operations.

1


For a discussion of risk and economic factors that may impact the Company’s financial position and its results of operations, see “Item 1A. Risk Factors” and “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.”


Equipment and Services

The following tables identify the types of vessels that comprise the Company’s fleet as of December 31 for the indicated years. “Owned” are majority owned and controlled by the Company. “Joint Ventured”“Joint-Ventured” are owned or operated by entities in which the Company does not have a controlling interest. “Leased-in” may either be vessels contracted from leasing companies to which the Company may have sold such vessels or vessels chartered-in from other third partythird-party owners. “Managed” are owned by entities not affiliated with the Company but operated by the Company for a fee. A description of vessel classes follows this table.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Owned Fleet

 

 

 

 

 

Owned

 

 

Joint-

Ventured

 

 

Leased -

in

 

 

Managed

 

 

Total

 

 

Average

Age

 

 

U.S.-

Flag

 

 

Foreign-

Flag

 

2021 (1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Supply

 

 

 

20

 

 

 

15

 

 

 

 

 

 

 

 

 

35

 

 

 

5

 

 

 

5

 

 

 

15

 

FSV

 

 

 

23

 

 

 

5

 

 

 

1

 

 

 

1

 

 

 

30

 

 

 

9

 

 

 

5

 

 

 

18

 

Liftboats (2)

 

 

 

9

 

 

 

 

 

 

 

 

 

 

 

 

9

 

 

 

11

 

 

 

7

 

 

 

2

 

AHTS

 

 

 

4

 

 

 

 

 

 

2

 

 

 

 

 

 

6

 

 

 

13

 

 

 

1

 

 

 

3

 

Specialty (3)

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

13

 

 

 

 

 

 

1

 

 

 

 

 

 

57

 

 

 

20

 

 

 

3

 

 

 

1

 

 

 

81

 

 

 

8

 

 

 

18

 

 

 

39

 

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Supply

 

 

 

15

 

 

 

27

 

 

 

 

 

 

1

 

 

 

43

 

 

 

4

 

 

 

1

 

 

 

14

 

FSV

 

 

 

26

 

 

 

5

 

 

 

1

 

 

 

1

 

 

 

33

 

 

 

8

 

 

 

8

 

 

 

18

 

Liftboats

 

 

 

14

 

 

 

 

 

 

1

 

 

 

 

 

 

15

 

 

 

13

 

 

 

12

 

 

 

2

 

AHTS

 

 

 

4

 

 

 

 

 

 

2

 

 

 

 

 

 

6

 

 

 

12

 

 

 

1

 

 

 

3

 

Specialty

 

 

 

 

 

 

3

 

 

 

 

 

 

 

 

 

3

 

 

 

 

 

 

 

 

 

 

CTV - Discontinued Operations(3)

 

 

 

40

 

 

 

5

 

 

 

 

 

 

 

 

 

45

 

 

 

10

 

 

 

 

 

 

40

 

CTV - Continuing Operations(3)

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

12

 

 

 

 

 

 

1

 

 

 

 

 

 

100

 

 

 

40

 

 

 

4

 

 

 

2

 

 

 

146

 

 

 

7

 

 

 

22

 

 

 

78

 

2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Supply

 

 

 

4

 

 

 

34

 

 

 

 

 

 

2

 

 

 

40

 

 

 

8

 

 

 

 

 

 

4

 

FSV

 

 

 

30

 

 

 

5

 

 

 

1

 

 

 

1

 

 

 

37

 

 

 

10

 

 

 

10

 

 

 

20

 

Liftboats

 

 

 

14

 

 

 

 

 

 

2

 

 

 

 

 

 

16

 

 

 

12

 

 

 

12

 

 

 

2

 

CTV - Discontinued Operations

 

 

 

37

 

 

 

5

 

 

 

 

 

 

 

 

 

42

 

 

 

9

 

 

 

 

 

 

37

 

CTV - Continuing Operations

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

11

 

 

 

 

 

 

1

 

AHTS

 

 

 

4

 

 

 

 

 

 

4

 

 

 

 

 

 

8

 

 

 

11

 

 

 

1

 

 

 

3

 

Specialty

 

 

 

1

 

 

 

3

 

 

 

 

 

 

1

 

 

 

5

 

 

 

9

 

 

 

 

 

 

1

 

 

 

 

 

 

91

 

 

 

47

 

 

 

7

 

 

 

4

 

 

 

149

 

 

 

9

 

 

 

23

 

 

 

68

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

           Owned Fleet
 
Owned(1)
 
Joint
Ventured
 
Leased - in(1)
 

Managed
 Total 
Average
Age
 
U.S.-
Flag
 
Foreign-
Flag
2017               
Anchor handling towing supply11
 1
 4
 7
 23
 17
 8
 3
Fast support41
 5
 1
 3
 50
 9
 19
 22
Supply12
 17
 
 2
 31
 11
 1
 11
Standby safety19
 1
 
 
 20
 34
 
 19
Specialty1
 1
 
 2
 4
 15
 
 1
Liftboats13
 
 2
 
 15
 14
 11
 2
Wind farm utility37
 4
 
 
 41
 8
 
 37
 134
 29
 7
 14
 184
 14
 39
 95
2016               
Anchor handling towing supply11
 1
 4
 9
 25
 16
 8
 3
Fast support33
 11
 1
 3
 48
 10
 18
 15
Supply8
 17
 1
 2
 28
 14
 1
 7
Standby safety20
 1
 
 
 21
 34
 
 20
Specialty3
 1
 
 2
 6
 13
 
 3
Liftboats13
 
 2
 
 15
 14
 13
 
Wind farm utility37
 3
 
 
 40
 7
 
 37
 125
 34
 8
 16
 183
 14

40
 85
2015               
Anchor handling towing supply13
 1
 4
 
 18
 15
 9
 4
Fast support23
 11
 1
 3
 38
 10
 8
 15
Supply13
 15
 2
 4
 34
 14
 2
 11
Standby safety24
 1
 
 
 25
 35
 
 24
Specialty3
 1
 
 1
 5
 20
 
 3
Liftboats13
 
 2
 
 15
 13
 13
 
Wind farm utility35
 3
 
 
 38
 7
 
 35
 124
 32
 9
 8
 173
 15
 32
 92
______________________

(1)

(1)Excludes three

As of December 31, 2021, 54 of the Company’s owned and leased-in vessels were outfitted with dynamic positioning (“DP”) systems. DP systems enable vessels to maintain a fixed position in close proximity to a rig or platform. The most technologically advanced DP systems have enhanced redundancy in the vessel’s power, electrical, computer and reference systems enabling vessels to maintain accurate position-keeping even in the event of failure of one leased-in offshore support vessels retiredof those systems (“DP-2”) and, in some cases, in the event of fire and flood (“DP-3”).

(2)

In the second quarter of 2021, the Company removed from service four liftboats. Removed from service vessels are not counted in active fleet count.

(3)

One owned vessel classified as a CTV Continuing Operations as of December 31, 2017.2020 was reclassified as a specialty vessel as of January 12, 2021. The vessels categorized as CTV- Discontinued Operations in 2020 primarily consisted of the Windcat Workboats CTVs sold in January 2021.

Supply vessels (also known as platform supply vessels (“PSVs”)) generally range from 190 to more than 300 feet in length and are primarily used to deliver general cargo, drilling fluids, bulk products, methanol, diesel fuel and water to rigs and platforms where drilling and work-over activity is underway. These vessels are capable of being modified for a wide variety of other uses and missions, including, but not limited to, construction support typically when fitted with a crane, standby, security, firefighting, and accommodation. Relevant differentiating features of supply vessels are total carrying capacity (expressed as deadweight: “dwt”), available area of clear deck space, below-deck capacity for storage of mud and bulk products used in the drilling process, tank storage for water and fuel oil, fuel efficiency and accommodation capacity. Additional factors in the commercial marketability of supply vessels are operating draft because certain markets are limited in the size of vessel that can work safely, local flag preference, cabotage requirements and regulations. To improve station keeping ability, many modern supply vessels have DP systems capabilities. As of December 31, 2017, 552021, all 20 of the owned supply vessels and 11 of the 15 joint-ventured supply vessels were equipped with DP-2. The remaining joint-ventured supply vessels were equipped with DP-1. To improve fuel efficiency, reduce carbon and other emissions, and provide greater redundancy, supply vessels are sometimes equipped with hybrid power systems. As of December 31, 2021, six of the 20 owned supply vessels, and three of the 15 joint-ventured supply vessels were equipped with hybrid power systems.

2


Fast support vessels (“FSVs”) are aluminum hull vessels used primarily to move cargo and personnel to and from offshore drilling rigs, platforms and other installations at greater speeds than traditional steel hull support vessels. FSVs can be catamaran or mono-hull vessels ranging from 145 to 205 feet in length and capable of speeds between 20 to 45 knots with capacities to carry special cargo, support both drilling operations and production services and transport passengers. The Company’s FSV fleet includes vessels that have a passenger capacity of 36 to 150 and, on certain newer FSVs, include reclining seating, ambient lighting and other features to enhance comfort and marketability for passenger transport. FSVs built within the last ten years are sometimes equipped with DP-2 systems, firefighting equipment, hospitals, walk to work and ride control systems for greater comfort and performance. As of December 31, 2021, 22 of the 24 owned and leased-in FSVs were equipped with DP-2 and two were equipped with DP-3. As of December 31, 2021, four of the five joint-ventured FSVs were not equipped with DP and the remaining joint-ventured vessel was equipped with a DP-2 system. We have been a pioneer in improving the fuel efficiency of FSV’s.  For instance, our FSV fleet is comprised of vessels with semi-displacement hulls and many of our vessels include Ride Control Technology that optimizes vessel trim and dampens acceleration to reduce fuel consumption.  We have also been exploring additional means to cut down on fuel consumption of FSVs.  We continue to optimize our hulls by partnering with Incat Crowther to design more efficient hulls through computer modeling and tank testing, and through the installation of whole hull ultrasonic antifouling systems.  This new technology is currently on four of our FSVs.

Liftboats provide a self-propelled, stable platform to perform wind farm installation and maintenance, production platform construction, inspection, maintenance and removal, well intervention and work-over, well production enhancement, well plug and abandonment, pipeline installation and maintenance and diving operations. The length of jacking legs (235 feet to 335 feet for the Company’s liftboats) determines the water depth in which these vessels can work. Other differentiating features are crane lifting capacity and reach, clear deck area, helipad and electrical generating power and accommodation capacity. Liftboats are used in all of our operating areas. As of December 31, 2021, three of the nine owned liftboats were outfittedequipped with dynamic positioning (“DP”) systems. DP systems enableDP-2, one with DP-1 and the remaining liftboats were not equipped with DP. Liftboats can support projects while elevated out of the water, shutting down all main engines and relying on one generator during the project, realizing a significant reduction in fuel consumption over vessels that would have to maintain a fixed position in close proximity to a rig or platform. The most technologically advanced DP systems have enhanced redundancy in the vessel’s power, electrical, computer and reference systems enabling vessels to maintain accurate position-keeping even in the event of failure of one of those systems (“DP-2”) and, in some cases, in the event of fire and flood (“DP-3”).

run all engines.

Anchor handling towing supply (“AHTS”) vessels are used primarily to support offshore drilling activities by towing, positioning and mooring drilling rigs and other marine equipment. AHTS vessels are also used to carry and launch equipment such as remote operated vehicles (“ROVs”) used underwater in drilling and well installation, maintenance, and repair and transport supplies and equipment from shore bases to offshore drilling rigs, platforms and other installations, including floating wind farm installations. The defining characteristics of AHTS vessels are: (i) horsepower (“bhp”); (ii) bollard pull, which is the pulling capacity of the AHTS vessel and is important for towing and positioning rigs; (iii) winch size of winch in terms of “line pull;”pull” and brake holding capacity; and (iv) wire storage capacity. The Company’s fleet of AHTS vessels has varying capabilities and supports offshore mooring activities in water depths ranging from 300 to 8,000 feet. Most modern AHTS vessels are equipped with DP systems and can also carry drilling fluids and cementbulk products below-deck. As of December 31, 2017, 122021, all six of the 15Company’s owned and leased-in AHTS vessels were equipped with DP-2 and two were equipped with DP-1.


Fast support vessels (“FSVs”) are lightweight, aluminum hull vessels used primarily to move cargo and personnel to and from offshore drilling rigs, platforms and other installations at greater speeds than traditional steel hull support vessels. FSVs can be catamaran or mono-hull vessels ranging from 130 to 210 feet in length and capable of speeds between 20 to 40 knots with capacities to carry special cargo, support both drilling operations and production services and transport passengers. FSVs built within the last ten years are sometimes equipped with DP-2 systems, firefighting equipment and ride control systems for greater comfort and performance. As of December 31, 2017, 22 of the 42 owned and leased-in FSVs were equipped with DP-2, six were equipped with DP-1, and two were equipped with DP-3. The Company’s FSV fleet includes vessels that have a passenger capacity of 36 to 150 and, on certain newer FSVs, include reclining seating, ambient lighting and other features to enhance marketability for passenger transport.
Supply vessels generally range from 190 to more than 300 feet in length and are primarily used to deliver cargo such as drilling fluids, liquid mud, methanol, diesel fuel and water to rigs and platforms where drilling and work-over activity is underway. These vessels are capable of being modified for a wide variety of other uses and missions, including, but not limited to, construction support typically when fitted with a crane, standby, security, firefighting, accommodation, and limited towing and anchor handling when fitted with a winch. Relevant differentiating features of supply vessels are total carrying capacity (expressed as deadweight: “dwt”), available area of clear deck space, below-deck capacity for storage of mud and cement used in the drilling process, tank storage for water and fuel oil, fuel efficiency and accommodation capacity. Additional factors in the commercial marketability of supply vessels are operating draft because certain markets are limited in the size of vessel that can work safely and local flag preference and cabotage requirements and regulations. To improve station keeping ability, many modern supply vessels have DP systems capabilities. As of December 31, 2017, nine of the 12 owned and leased-in supply vessels were equipped with DP-2.
Standby safety vessels typically remain on location proximate to offshore rigs and production facilities to respond to emergencies. These vessels carry special equipment to rescue personnel and are equipped to provide first aid and shelter. These vessels sometimes perform a dual role, also functioning as supply vessels.

Specialty vessels include anchor handling tugs, accommodation, line handling and other vessels. These vessels generally have specialized features adapting them to specific applications including offshore maintenance and construction services, freight hauling services and accommodation services.

Liftboats provide a self-propelled, stable platform to perform production platform construction, inspection, maintenance and removal; well intervention and work-over; well plug and abandonment; pipeline installation and maintenance; and diving operations. The length As of jacking legs (160 feet to 265 feet forDecember 31, 2021, the Company’s liftboats) determines the water depth in which these vessels can work. Other differentiating features are crane lifting capacity and reach, clear deck area, electrical generating power and accommodation capacity. Liftboats were originally built and designed for the U.S. Gulf of Mexico. The standard design has been adapted to international markets, principally West Africa and Middle East, including larger accommodations, longer leg lengths and a preference for four legs comparedone owned specialty vessel was not equipped with three. Additionally, the latest liftboats built internationally feature DP-2.
Wind farm utility vessels are used primarily to move personnel and supplies to offshore wind farms. There are two main types of the Company’s vessels; Windcats and Windspeeds. The Windcat series feature a catamaran hull with flush foredeck, providing a stable platform from which personnel can safely transfer to turbine towers, and are capable of speeds between 25 and 31 knots. The Windspeed series are rapid response vessels with a maximum speed of 38 knots, which are used for light work during the construction and operational periods of offshore wind farms. All of the Company’s wind farm utility vessels have been built since 2005.
DP.

In addition to its existing fleet, the six liftboat vessels acquired in connection with the MOI Joint Venture and the eight new supply vessels to be constructed as part of the SEACOSCO transaction,December 31, 2021, the Company has newa construction projectsproject in progress for 11 offshore support vessels, including:

twoone U.S.-flag, DP-2 fast support vessels scheduled for delivery between the first quarter of 2019 and the first quarter of 2020;
two U.S.-flag, DP-2 fast support vesselsFSV with an uncertain delivery datesdate as the Company, at its option, may defer theirits construction for an indefinite period of time;
three U.S.-flag, DP-2 supply vessels scheduled for delivery between the third quarter of 2018 and third quarter of 2019; and
four foreign-flag wind farm utility vessels scheduled for delivery between the first quarter of 2018 and the first quarter of 2019.
This new equipment will meet the U.S. Environmental Protection Agency (“EPA”) Tier III environmental regulations. Vessels whose keel was laid after January 1, 2016 will have to meet EPA Tier IV environmental regulations, which the Company believes will add expense to the new construction of offshore support vessels, and may possibly be beyond current design capabilities.

time.

Markets

The Company operates its fleet in fivefour principal geographic regions: the United States (“U.S.”), primarily in the Gulf of Mexico; Africa and Europe, primarily in West Africa;Africa and the North Sea; the Middle East and Asia; Brazil, Mexico, Central and South America; and Europe,Latin America, primarily in the North Sea.Mexico and Guyana. The Company’s vessels are highly mobile and regularly and routinely move between countries within a geographic region. In addition, the Company’s vessels are redeployed among its geographic regions, subject to flag restrictions, as changes in market conditions dictate.

3


The table below sets forth vessel types by geographic market as of December 31 for the indicated years. The Company sometimes participates in joint venture arrangements in certain geographical locations in order to enhance marketing capabilities and facilitate operations in certain foreign markets allowing for the expansion of its fleet and operations while diversifying risks and reducing capital outlays associated with such expansion.

 

 

2021

 

 

2020

 

 

2019

 

United States, primarily U.S. Gulf of Mexico:

 

 

 

 

 

 

 

 

 

 

 

 

Supply

 

 

3

 

 

 

2

 

 

 

2

 

FSV

 

 

4

 

 

 

7

 

 

 

7

 

Liftboats

 

 

6

 

 

 

12

 

 

 

12

 

AHTS

 

 

2

 

 

 

2

 

 

 

3

 

Specialty

 

 

 

 

 

 

 

 

1

 

 

 

 

15

 

 

 

23

 

 

 

25

 

Africa and Europe, continuing operations:

 

 

 

 

 

 

 

 

 

 

 

 

Supply

 

 

3

 

 

 

3

 

 

 

7

 

FSV

 

 

10

 

 

 

10

 

 

 

10

 

AHTS

 

 

3

 

 

 

3

 

 

 

4

 

Liftboat

 

 

 

 

 

1

 

 

 

1

 

CTV Discontinued Operations

 

 

 

 

 

45

 

 

 

41

 

 

 

 

16

 

 

 

62

 

 

 

63

 

Middle East and Asia:

 

 

 

 

 

 

 

 

 

 

 

 

Supply

 

 

7

 

 

 

10

 

 

 

9

 

FSV

 

 

9

 

 

 

9

 

 

 

12

 

Liftboats

 

 

2

 

 

 

2

 

 

 

2

 

CTV Discontinued Operations

 

 

 

 

 

 

 

 

1

 

CTV Continuing Operations

 

 

 

 

 

1

 

 

 

1

 

AHTS

 

 

1

 

 

 

1

 

 

 

1

 

Specialty

 

 

1

 

 

 

 

 

 

1

 

 

 

 

20

 

 

 

23

 

 

 

27

 

Latin America:

 

 

 

 

 

 

 

 

 

 

 

 

Supply

 

 

22

 

 

 

28

 

 

 

22

 

FSV

 

 

7

 

 

 

7

 

 

 

8

 

Liftboats

 

 

1

 

 

 

 

 

 

1

 

Specialty

 

 

 

 

 

3

 

 

 

3

 

 

 

 

30

 

 

 

38

 

 

 

34

 

Total Foreign Fleet

 

 

66

 

 

 

123

 

 

 

124

 

Total Fleet

 

 

81

 

 

 

146

 

 

 

149

 

  2017 2016 2015
United States, primarily U.S. Gulf of Mexico:      
Anchor handling towing supply 10
 10
 9
Fast support 20
 19
 8
Supply 4
 4
 9
Specialty 1
 1
 
Liftboats 12
 15
 15
  47
 49
 41
Africa, primarily West Africa:      
Anchor handling towing supply 3
 5
 5
Fast support 9
 10
 11
Supply 6
 4
 5
Specialty 
 1
 1
Wind farm utility 
 
 
  18
 20
 22
Middle East and Asia:      
Anchor handling towing supply 10
 10
 2
Fast support 16
 14
 14
Supply 8
 7
 8
Specialty 3
 4
 4
Liftboats 2
 
 
Wind farm utility 2
 2
 1
  41
 37
 29
Brazil, Mexico, Central and South America:      
Anchor handling towing supply 
 
 2
Fast support 5
 5
 5
Supply 13
 13
 12
Liftboats 1
 
 
  19
 18
 19
Europe, primarily North Sea:      
Standby safety 20
 21
 25
Wind farm utility 39
 38
 37
  59
 59
 62
Total Foreign Fleet 137
 134
 132
Total Fleet 184
 183
 173

United States, primarily U.S. Gulf of Mexico.As of December 31, 2017, 472021, 15 vessels were located in the U.S. Gulf of Mexico, including 3712 owned, fivetwo leased-in three joint ventured and two managed.one managed-in. The Company’s vessels in this market support deepwater anchor handling, fast cargo transport, general cargo transport, well intervention, work-over, decommissioning and diving support operations.

Africa primarily West Africa.and Europe, continuing operations. As of December 31, 2017, 182021, 16 vessels were located in West Africa,the region, including 1415 owned two leased-in, one joint ventured and one managed.leased-in. The Company’s vessels in this area generally support projects for major oil companies, primarily in Angola. OtherAngola and Nigeria, and the construction and maintenance of offshore wind turbines. On January 12, 2021, the Company completed the sale of its Windcat Workboats CTV Business, comprised of 46 CTVs (45 active vessels and one vessel previously removed from service) located in this region operate in the Republic of the Congo and Mauritania.

Europe providing crew transfer to offshore wind platforms.

Middle East and Asia.As of December 31, 2017, 412021, 20 vessels that were located in the Middle East and Asia including 25 owned, five joint ventured and 11 managed.were all owned. The Company’s vessels in this area generally support exploration, personnel transport


and seasonal construction activities in Azerbaijan, Egypt, Israel Indonesia, Indiaand Malaysia and countries along the Arabian Gulf and Arabian Sea, such as Saudi Arabia, the United Arab Emirates and Qatar.
Brazil, Mexico, Central and South

Latin America. As of December 31, 2017, 172021, 30 vessels were located in Mexico,this region, including two10 owned and 15 joint ventured through the Company’s 49% noncontrolling interest in20 joint-ventured. Of these joint-ventured vessels, (i) 16 are owned by Mantenimiento Express Maritimo, S.A.P.I. de C.V. (“MexMar”)., a joint venture company that is 49% owned by SEACOR Marine International LLC (“SMI”), a wholly owned subsidiary of SEACOR Marine, and 51% owned by subsidiaries of Proyectos Globales de Energía y Servicios CME, S.A. de C.V. (“CME”), and (ii) four are owned by Offshore Vessels Holding, S.A.P.I. DE. C.V. (“OVH”), a joint venture company that is 49% owned by SMI and 51% owned by a subsidiary of CME. These vessels, consisting of a fleet of FSVs, supply, specialty and liftboat vessels, provide support for exploration and production activities in Mexico. In addition, two owned vessels were located in Brazil.Mexico and Guyana. From time to time, the Company’s vessels have workedalso work in Trinidad and Tobago, Guyana, ColombiaBrazil and Venezuela.

Europe, primarily North Sea. As of December 31, 2017, 20 vessels were located in Europe providing standby safety and supply services, including 19 owned and one joint ventured. Demand for standby services developed in 1991 after the United Kingdom passed legislation requiring offshore operators to maintain higher specification standby safety vessels. The legislation requires a vessel to “stand by” to provide a means of evacuation and rescue for platform and rig personnel in the event of an emergency at an offshore installation. In addition, 39 vessels were located in this region supporting the construction and maintenance of offshore wind turbines, including 35 owned and four joint ventured. In the past, the Company has operated supply and AHTS vessels in this region.
Colombia.

4


Seasonality

The demand for the Company’s fleet can fluctuate with weather conditions because maintenance, construction and decommissioning activities are planned during times of the year with more favorable weather conditions. Seasonality is most pronounced for the liftboat fleet in the U.S. Gulf of Mexico and Europe, and offshore support vessels in the Europe, Middle East and wind farm utility vessels in the North Sea,West Africa, with peak demand normally occurring during the summer months. As a consequence of this seasonality, the Company typically schedules drydockings or other repair and maintenance activity during the winter months.

Customers and Contractual Arrangements

The Company’s principal customers are major integrated national and international oil companies, and independent oil and natural gas exploration and production companies, oil field service and construction companies, as well as wind farm operators, and wind farm installation and maintenance companies. Consolidation of oil and natural gas companies through mergers and acquisitions over the past several years has reduced the Company’s customer base. This, together with the depressed oil and gas price environment that began in 2014 has negatively affected exploration, field development and production activity as consolidated companies generallycontinue to focus at least initially, on increasing or maintaining efficiency and reducingcontrolling costs and delay or abandon exploration activity and facilities with less promise.

During the year ended December 31, 2017, one customer, Perenco UK Limited, was2021, two customers, SEACOR Marine Arabia LLC, a joint venture that is 45% owned by a subsidiary of SEACOR Marine, through which vessels are in service to Saudi Aramco, and Exxon Mobil, were each responsible for over 10% or more of the Company’s consolidated operating revenues.revenues from continuing operations. Saudi Aramco and Exxon Mobil were responsible for 17% and 21%, respectively, of the Company’s consolidated revenues from continuing operations in 2021. The Company’s ten largest customers accounted for approximately 59%76% of its operatingthe consolidated revenues from continuing operations in 2017.2021. The loss of one or more of these customers could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and cash flows.

prospects.

The Company earns revenues primarily from the time charter and bareboat charter of vessels to customers based upon daily rates of hire. Therefore, vessel revenues are recognized on a daily basis throughout the contract period. Under a time charter, the Company provides a vessel to a customer and is responsible for all operating expenses, typically excluding fuel. Under a bareboat charter, the Company provides a vessel to a customer and the customer assumes responsibility for all operating expenses and all risk of operation. In the U.S. Gulf of Mexico, time charter durations and rates are typically established in the context of master service agreements that govern the terms and conditions of the charter. From time to time, the Company may also participate in pooling arrangements whereby the time charter revenues of certain of the Company’s vessels are shared with the time charter revenues of certain vessels of similar type owned by non-affiliated vessel owners based upon an agreed formula.

Contract or charter durations may range from several days to several years. Longer duration charters are more common where equipment is not as readily available or specific equipment is required. In the North Sea, multi-year charters have been more common and constitute a significant portion of that market. Time charters in Asia have historically been less common and generally contracts or charters have terms of less than two years. In the Company’s other operating areas, charters vary in length from short-term to multi-year periods, many with cancellation clauses and no early termination penalty. As a result of options and frequent renewals, the stated duration of charters may have little correlation with the length of time the vessel is actually contracted to provide services to a particular customer.

Competitive Conditions

The market for offshore marine services is highly competitive.fragmented and competitive depending upon the region of operation. The most important competitive factors are pricing, and the availability and specifications of equipment to fit customer requirements. Other important factors include service, reputation, flag preference, local marine operating and regulatory conditions, the ability to provide and maintain logistical support given the complexity of a project and the cost of moving equipment from one geographic region to another.

The Company has numerous competitors in each of the geographic regions in which it operates, ranging from international companies that operate in many regions to smaller local companies that typically concentrate their activities in one specific country or region.


Risks of Foreign Operations

For the years ended December 31, 2017, 20162021, 2020, and 2015, 87%2019, 88%, 85%89%, and 68%75%, respectively, of the Company’s operating revenues from continuing operations and $1.9$15.4 million, $(4.2)($7.5) million and $8.6($13.5) million, respectively, of the Company’s equity in earnings gains (losses) from 50% or less owned companies, net of tax, were derived from its foreign operations.

Foreign operations are subject to inherent risks, which, if they materialize, could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows or growth prospects. See the risk factors regarding international operations in “Item 1A. Risk Factors.”

5


Government Regulation

The Company’s ownership, operation, construction and staffing of vessels is subject to significant regulation under various international, federal, state and local laws, regulations and regulations,conventions, including international conventions and ship registry laws of the nations under which the Company’s vessels are flagged.

flagged, especially with respect to foreign ownership, health, safety, environmental protection and vessel and port security.

Regulatory Matters

Most of the vessels operated by the Company are registered in foreign jurisdictions, with the remainder registered in the U.S. Vessels are subject to the laws of the applicable jurisdiction as to ownership, registration, manning, environmental protection and safety. In addition, the Company’s vessels are subject to the requirements of a number of international conventions that are applicable to vessels depending on their jurisdiction of registration. Among the more significant of these conventions are: (i) the International Convention for the Prevention of Pollution from Ships, 1973, as modified by the Protocol of 1978 relating thereto (“MARPOL”); (ii) the International Convention for the Safety of Life at Sea, 1974 and 1978 Protocols (“SOLAS”); and (iii) the International Convention on Standards of Training, Certification and Watchkeeping for Seafarers (“STCW”).

Domestically registered vessels are subject to the jurisdiction of the United StatesU.S. Coast Guard (“USCG”), the National Transportation Safety Board (“NTSB”), the U.S. Customs and Border Protection (“CBP”), EPAthe U.S. Environmental Protection Agency (“EPA”) and the U.S. Maritime Administration (“MARAD”), as well as in certain instances applicable state and local laws. The Company’s operations may, from time to time, also fall under the jurisdiction of the U.S. Bureau of Safety and Environmental Enforcement (“BSEE”) and its Safety and Environmental Management System regulations, and the Company must also periodically certify that its maritime operations adhere to those regulations. These agencies and organizations establish safety requirements and standards and are authorized to investigate vessels and accidents and to recommend improved maritime safety standards.

The Company is subject to regulation under the Jones Act and related U.S. cabotage laws, which restrict ownership and operation of vessels in the U.S. coastwise trade (i.e.,(defined as trade between points in the United States)U.S.), including the transportation of cargo. Subject to limited exceptions, the Jones Act requires that vessels engaged in U.S. coastwise trade be built in the United States,U.S., registered under the U.S.-flag, manned by predominantly U.S. crews, and be owned and operated by U.S. citizens within the meaning of the Jones Act. Violation of the Jones Act could prohibit operation of vessels in the U.S. coastwise trade during the period of such non-compliance, result in material fines and subject Company vessels to seizure and forfeiture.

To facilitate compliance with the Jones Act, the Company’s SecondThird Amended and Restated Certificate of Incorporation and SecondThird Amended and Restated By-Laws: (i) limit the aggregate percentage ownership by non-U.S. citizens of any class of the Company’s capital stock (including Common Stock) to 22.5% of the outstanding shares of each such class to ensure that ownership by non-U.S. citizens will not exceed the maximum percentage permitted by applicable maritime law (presently 25%) but authorize the Company’s Board of Directors, under certain circumstances, to increase the foregoing percentage to 24%; (ii) requirepermit the institution of a dual stock certification system to help determine such ownership; (iii) provide that any issuance or transfer of shares in excess of such permitted percentage shall be ineffective as against the Company and that neitherprohibit the Company norand its transfer agent shall registerfrom registering such purported issuance or transfer of shares or be required to recognize the purported transferee or owner as a stockholder of the Company for any purpose whatsoever except to exercise its remedies; (iv) provide that any such excess shares shall not have any voting or dividend rights; (v) permit the Company to redeem any such excess shares; and (vi) permit the Board of Directors to make such reasonable determinations as may be necessary to ascertain such ownership and implement such limitations. In addition, the Company’s SecondThird Amended and Restated By-Laws provide thatlimit the number of non-U.S. citizencitizens that may serve as directors shall not exceed a minority of the number necessary to constitute a quorum for the transaction of business and restrict any non-U.S. citizen officer from acting in the absence or disability of the Chairman of the Board of Directors, the Chief Executive Officer or the President.

The Company operates vessels that are registered in the United States and others registered in a number of foreign jurisdictions. Vessels are subject to the laws of the applicable jurisdiction as to ownership, registration, manning, environmental protection and safety. Vessels operated as standby safety vessels in the North Sea are subject to the requirements of the Department of Transport of the United Kingdom pursuant to the United Kingdom Safety Act. In addition, For more information, see the Company’s vesselsThird Amended and Restated Certificate of Incorporation and Third Amended and Restated By-Laws, which are subjectfiled as exhibits to the requirements of a number of international conventions, as amended, that are applicable to vessels dependingthis Annual Report on their jurisdiction of registration. Among the more significant of these conventions are: (i) the International Convention for the Prevention of Pollution from Ships, 1973, as modified by the Protocol of 1978 relating thereto (“MARPOL”); (ii) the International Convention for the Safety of Life at Sea, 1974 and 1978 Protocols (“SOLAS”); and (iii) the International Convention on Standards of Training, Certification and Watchkeeping for Seafarers (“STCW”).
Form 10-K.

The Maritime Labour Convention, 2006 (the “MLC”) establishes comprehensive minimum requirements for working conditions of seafarers including, among other things, conditions of employment, hours of work and rest, grievance and complaints procedures, accommodations, recreational facilities, food and catering, health protection, medical care, welfare, and social security protection. The MLC also provides a definition ofdefines seafarer that includesto include all persons engaged in work on a vessel in addition to


the vessel’svessel's crew. Under this MLC definition, the Company may be responsible for proving that customer and contractor personnel aboard its vessels have contracts of employment that comply with the MLC requirements. The Company could also be potentially responsible for salaries and/or benefits of third partiesthird-parties that may board one of its vessels. The MLC requires certain vessels that engage in international trade to maintain a valid Maritime Labour Certificate issued by their flag administration. Although the United StatesU.S. is not a party to the MLC, U.S.-flag vessels operating internationally must comply with the MLC when visiting a port in a country that is a party to the MLC. TheAs part of its safety management system (“SMS”), the Company has developed and implementedmaintains a fleetwide plan designed to comply with the MLC to the extent applicable to its vessels.

The hull and machinery of everymost commercial vessel must bevessels are classed by an international classification society authorized by its country of registry and be subject to survey and inspection by shipping regulatory bodies. The international classification society certifies that a vessel is safe and seaworthymaintained in accordance with the applicable rules and regulations of the country of registry of the vessel and the United Nations Safety of Life at Sea Conventions.SOLAS. Certain of the Company’sCompany's vessels are subject to the periodic inspection, survey, drydocking and maintenance requirements of the USCG, the American Bureau of Shipping and other marine classification societies.

6


Under provisions of the Merchant Marine Act of 1936 and Chapter 563 of Title 46 of the United States Code, the Company’s U.S.-flaggedU.S.-flag vessels will beare subject to repositioningrequisition, charter or purchase by the U.S. Governmentgovernment under certain terms and conditions during a national emergency declared by Presidential Proclamation as described further in the risk factor under the heading “The Company’s U.S.-flag vessels are subject to requisition for ownership or use by the United StatesU.S. in case of national emergency or national defense need” under Item 1A“Item 1A. Risk Factors” of this Annual Report on Form 10-K.

In addition Vessels registered under other flag states may also be subject to requisition or purchase in accordance with applicable local law.

A wide range of domestic governmental agencies, including the USCG, the EPA, the U.S. Department of Transportation’s Office of Pipeline Safety, the BSEE and certain individual U.S. states, regulate vessels facilities and pipelinesother structures in accordance with the requirements of the Oil Pollution Act of 1990 (“OPA 90”) or analogous state law. There is currently little uniformity among the regulations issued by these agencies, which increases the Company’s compliance costs and risk of non-compliance.

Although

The International Safety Management Code (“ISM Code”), adopted by the International Maritime Organization (the “IMO”) as an amendment to SOLAS, provides international standards for the safe management and operation of ships and for the prevention of marine pollution from ships. The U.S. enforces the ISM Code for all U.S.-flag vessels and those foreign-flag vessels that call at U.S. ports. All of the Company’s vessels that are 500 or more gross tons are required to be certified under the standards set forth in the ISM Code’s safety and pollution protocols. The Company facesalso voluntarily complies with these protocols for some risk whenvessels that are under the mandatory 500-gross ton threshold and many of the Company’s customers contractually require compliance with these protocols regardless of the gross tonnage of the vessel. Under the ISM Code, vessel operators are required to develop an extensive SMS applicable to the vessel and shoreside personnel that includes, among other things, the adoption of a written system of safety and environmental protection policies setting forth instructions and procedures for operating their vessels subject to the ISM Code and describing procedures for responding to third-party oil spills,emergencies. The ISM Code also requires a responder engagedDocument of Compliance to be obtained for the vessel manager and a Safety Management Certificate to be obtained for each vessel subject to the ISM Code that it operates or manages. The Company has complied with these requirements.

Noncompliance with the ISM Code and other IMO regulations may subject the shipowner or charterer to increased liability, may lead to decreases in emergencyavailable insurance coverage for affected vessels, may cause the loss of customers, and crisis activities has immunity from liability under federal law and all U.S. coastal state laws for any spills arising from its response efforts, exceptmay result in the eventdenial of deathaccess to, or personal injurydetention in, some ports. For example, the USCG authorities have indicated that vessels not in compliance with the ISM Code will be prohibited from utilizing U.S. ports.

Regulatory Compliance

The Company does not expect that it will be required to make capital expenditures in the near future to comply with applicable laws and regulations that would have a material adverse effect on its financial position, results of operations, cash flows or as a result of its gross negligence or willful misconduct. As a result of the Deepwater Horizon incident in 2010, the response industry has sought to expand the responder immunity provisions enacted in OPA 90.

Environmental Compliance
prospects. The Company is subject to extensive federal, state, local and international environmental and safety laws and regulations and to comprehensive international conventions, including laws and regulations related to the discharge of oil and pollutants into waters regulated thereunder. Violations of these laws may result in civil and criminal penalties, fines, injunctions, or other sanctions.
The Company does not expect that it willsanctions, any of which could be required to make capital expenditures in the near future to comply with environmental laws and regulations that would have a material adverse effect on its financial position, results of operations, cash flows or growth prospects; however,material. However, because such laws and regulations frequently change and may impose increasingly strict requirements, the Company cannot predict the ultimate cost of complying with these laws and regulations.

OPA 90 establishes a regulatory and liability regime for the protection of the environment from oil spills. OPA 90 applies to owners and operators of facilities operating near navigable waters of the United StatesU.S., and owners, operators and bareboat charterers of vessels operating in U.S. waters, which include the navigable waters of the United StatesU.S. and the 200 mile200-mile exclusive economic zone around the United StatesU.S. (the “EEZ”). For purposes of its liability limits and financial responsibility and response planning requirements, OPA 90 differentiates between tank vessels (such as chemical and petroleum product vessels and liquid tank barges) and “other vessels” (such as the Company’s offshore support vessels).

Under OPA 90, owners and operators of regulated facilities and owners and operators or bareboat charterers of vessels are “responsible parties” and may be jointly, severally and strictly liable for removal costs and damages arising from facility and vessel oil spills or threatened spills up to certain limits of liability (except if the limits are broken as discussed below).below. Damages are defined broadly to include: (i) injury to natural resources and the costs of remediation thereof; (ii) injury to, or economic losses resulting from, the destruction of real and personal property; (iii) net loss by the United States government, a state or political subdivision thereof,various governmental bodies of taxes, royalties, rents, fees andor profits; (iv) lost profits or impairment of earning capacity due to property or natural resources damage; (v) net costs of providing increased or additional public services necessitated by a spill response, such as protection from fire or other hazards or taking additional safety precautions; and (vi) loss of subsistence use of available natural resources.

OPA 90 limits liability for responsible parties for non-tank vessels, such as the Company’s, to the greater of $1,100$1,200 per gross ton or $939,800.$997,100. These liability limits do not apply (a) if an incident is caused by the responsible party’s violation (or the violation of a person acting pursuant to a contract with the responsible party) of federal safety, construction or operating regulations or by the responsible party’s gross negligence or willful misconduct, (b) if the


responsible party fails or refuses to report the incident or to provide reasonable cooperation and assistance in connection with oil removal activities as required by a responsible official or (c) if the responsible party fails or refuses to comply with an order issued under OPA 90.

7


OPA 90 requires vessel owners and operators to establish and maintain with the USCG evidence of insurance or qualification as a self-insurer or other evidence of financial responsibility sufficient to meet their potential liabilities under OPA 90. TheIn recent years, the Company has satisfied USCG regulations by providing evidence of financial responsibility demonstrated by commercial insurance and self-insurance. OPA 90 regulations also implement the financial responsibility requirements of the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”), which imposes liability for dischargesany discharge of hazardous substances, similar to OPA 90, and provides compensation for cleanup, removal and natural resource damages. Liability per vessel under CERCLA is limited to the greater of $300 per gross ton or $5 million, unless the incident is caused by gross negligence, willful misconduct, or a violation of certain regulations, in which case liability is unlimited.

Under the Nontank Vessel Response Plan Final Rule issued by the USCG in 2013, owners and operators of nontank vessels are required to prepare Nontank Vessel Response Plans (“NTVRPs”).Plans. The Company expects its current pollution liability insurance to cover any cost of spill removal costs and damage, subject to coverage deductibles and limitations, including a cap of $1.0 billion. There could be a material adverse effect on theThe Company’s business, financial position, results of operations, cash flows or growth prospects could be material adversely affected if the Company incurs spill liability under circumstances in which the Company’s insurance carrier fails or refuses todoes not provide coverage, the Company’s underwriters fail or refuse to pay a covered claim, or the loss exceeds the Company’s coverage limitations.

MARPOL is the main international convention covering prevention of pollution of the marine environment by vessels from operational or accidental discharges. It is implemented in the United StatesU.S. pursuant to the Act to Prevent Pollution from Ships.

Since the 1990s, the Department of Justice (“DOJ”) has been aggressively enforcing U.S. criminal laws against vessel owners, operators, managers, crew members, shore side personnel, and corporate officers related to violations of MARPOL. Violations have related to pollution prevention devices, such as the oily-water separator, and include falsifying records, obstructing justice, and making false statements. In certain cases, responsible shipboard officers and shoreside officials have been sentenced to prison. In addition, the DOJ has required most defendants to implement a comprehensive environmental compliance plan (“ECP”) or risk losing the ability to trade in U.S. waters. If the Company is subjected to a DOJ prosecution, it could face significantsuffer material adverse effects, including substantial criminal penalties and defense costs, as well asreputational damages and costs associated with the implementation of an ECP.

The Clean Water Act (“CWA”) prohibits the discharge of “pollutants” into the navigable waters of the United States.U.S. The CWA also prohibits the discharge of oil or hazardous substances into navigable waters of the United StatesU.S. and the EEZ around the United StatesU.S. and imposes civil and criminal penalties for unauthorized discharges, thereby exposing the Company to potential liability that is in addition to liabilityits exposure arising under OPA 90 and CERCLA.

The CWA also established the National Pollutant Discharge Elimination System (“NPDES”) permitting program, which governs discharges of pollutants into navigable waters of the United States.U.S. Pursuant to the NPDES permitting program, the EPA has issued Vessel General Permits covering discharges incidental to normal vessel operations. The currentEPA issued the 2013 Vessel General Permit (the “2013(“2013 VGP”), which became effective in December with an initial five-year term. In light of the legislation described below, the 2013 appliesVGP continues to apply to the Company’s U.S.-flag and foreign-flag commercial vessels that are at least 79 feet in length and operate within the three-mile territorial sea of the United States.U.S. The 2013 VGP requires vessel owners and operators to adhere to “best management practices” to manage the covered discharges that occur normally in the operation of a vessel, including ballast water, and implements various training, inspection, monitoring, record keeping, and reporting requirements, as well as corrective actions upon identification of deficiencies. The Company has filed a Notice of Intent to be covered by the 2013 VGP for each of its ships that operate in U.S. waters.

The EPA has indicated that

On December 4, 2018, the U.S. Congress enacted the Vessel Incidental Discharge Act (“VIDA”), establishing a new Vessel General Permit will be issued byframework for the endregulation of 2018.discharges incidental to the normal operations of vessels. In October of 2020, the EPA published proposed performance standards for vessel incidental discharges and is in the process of promulgating final standards. VIDA requires the USCG to develop implementation, compliance, and enforcement regulations within two years of EPA’s promulgation of standards. VIDA extends the 2013 VGP’s provisions, leaving them in effect until new regulations are final and enforceable. Non-military, non-recreational vessels greater than 79 feet in length must continue to comply with the requirements of the 2013 VGP, including submission of annual reports. The Company can provide no assurance thatas to when the permitnew regulations and performance standards will be issued, on a timely basis, or at all, nor can it predict what additional costs it may incur to comply with any such new Vessel General Permit.

regulations and performance standards.

Many countries have ratified and are thus subject toapply the liability scheme adopted by the International Maritime Organization (the “IMO”)IMO and set out in the International Convention on Civil Liability for Oil Pollution Damage of 1969 (the “1969 Convention”). Some of these countries have also adopted the 1992 Protocol to the 1969 Convention (the “1992 Protocol”). Under both the 1969 Convention and the 1992 Protocol, a vessel’s registered owner is strictly liable for pollution damage caused in the territorial waters of a contracting state by discharge of persistent oil from ships carrying oil in bulk as cargo, subject to certain complete defenses. These conventions also limit the liability of the shipowner under certain circumstances, provided the discharge was not causescaused by the shipowner’s actual fault or intentional or reckless misconduct.

Vessels trading to countries that are parties to these conventions must provide evidence of insurance covering the liability of the owner. The Company believes that its Protection and Indemnity (“P&I”) insurance willshould cover any liability under these conventions, subject to applicable policy deductibles, exclusions and limitations.

The United StatesU.S. is not a party to the 1969 Convention or the 1992 Protocol, and thus OPA 90, CERCLA, CWA and other federal and state laws apply in the United StatesU.S. as discussed above. In other jurisdictions where the 1969 Convention has


not been adopted, various local legislative and regulatory schemes or common law govern, and liability is imposed either on the basis of fault or in a manner similar to thatthe 1969 convention.

8


The International Convention on Civil Liability for Bunker Oil Pollution Damage, 2001, was adopted to ensure that adequate, prompt and effective compensation is available to persons who suffer damage caused by spills of oil when used as fuel by vessels. The convention applies to damage caused to the territory, including the territorial sea, and in the EEZs, of the countries that are party to it. Although the United StatesU.S. has not ratified this convention, U.S.-flag vessels operating internationally would beare subject to it ifwhen they sail within the territoriesterritorial waters of those countries that have implemented its provisions. The Company believes that its vessels comply with these requirements.

The National Invasive Species Act (“NISA”) was enacted in the United StatesU.S. in 1996 in response to growing reports of harmful organisms being released into U.S. waters through ballast water taken on by vesselsreceived in foreign ports. The USCG adopted regulations under NISA that impose mandatory ballast water management practices for all vessels equipped with ballast water tanks entering U.S. waters. All new vessels constructed on or after December 1, 2013, regardless of ballast water capacity, must comply with these requirements on delivery from the shipyard absent an extension from the USCG. For non-exempt vessels, ballast water treatment equipment may be required to be used on the vessel. In response to these requirements, the Company’s ships operating in the United StatesU.S. waters currently use water from U.S. public systems.

Some U.S. states have enacted legislation or regulations to address the introduction of invasive species through ballast water and hull cleaning management, and permitting requirements, which in many cases have also become part of the state’s 2013 VGP certification. Other states may proceed with the enactment of similar requirements that could increase the Company’s costs of operating in state waters.

The IMO ratified the International Convention for the Control and Management of Ships’ Ballast Water and Sediments, otherwise known as the Ballast Water Management Convention (the “BWM Convention”), which entered into force oneffective September 8, 2017. Under the BWM Convention, all ships engaged in international trafficvoyages are required to manage their ballast water and sediments under a ship-specific ballast water management plan. The United StatesU.S. is not a party to the BWM Convention, but U.S. flagged vessels that undertake international voyages may have to install an IMOa USCG/EPA approved ballast water treatment system (“BWTS”) or use one of the other management options under the USCG/EPA ballast water management rules and the BWM Convention to achieve compliance. In response to these requirements, theThe Company currently uses a BWM Convention-compliant ballast water management method of chemical disinfectantinstalls BWTS on its vessels operating outsideas required by the United States.

USCG/EPA and BWM Convention.

The Endangered Species Act, related regulations and comparable state laws protect species threatened with possible extinction. Protection may include restrictions on the speed of vessels in certain ocean waters and may require the Company to change the routes of vessels during particular periods.

The Clean Air Act (as amended, the “CAA”) requires the EPA to promulgate standards applicable to emissions of volatile organic compounds and othervarious air contaminants. The CAA also requires states to submit State Implementation Plans (“SIPs”), which are designed to attain national health-based air quality standards throughout the United States,U.S., including major metropolitan and/orand industrial areas. Several SIPs regulate emissions resulting from vessel loading and unloading operations by requiring the installation of vapor control equipment. The EPA and some U.S. states have each proposed more stringent regulations of air emissions from propulsion and auxiliary engines on oceangoing vessels.

MARPOL also addresses air emissions, including emissions of sulfur and nitrous oxide (“NOx”), from vessels, including a requirement to use low sulfur fuels worldwide in both auxiliary and main propulsion diesel engines on vessels. VesselsSince January 1, 2020, vessels worldwide are currentlyhave been required to use fuel with a sulfur content no greater than 3.5%0.5%, which is a reduction from the IMO decided in October 2016 to reduce to 0.5% beginning in January 2020. As a resultprior limit of this reduction, fuel costs for vessel operators could rise dramatically beginning in 2020, which could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.3.5%. MARPOL also imposes NOx emissions standards on installed marine diesel engines of over 130 kW output power other than those used solely for emergency purposes irrespective of the tonnage of the vessel into which such an engine is installed. Different levels, or Tiers, of control apply based on the vessel’s construction date. Within any particular Tier, theThe actual NOx limit is determined fromby a variety of factors, including the engine’svessel’s construction date, the rated speed on a sliding scale based onof the vessel’s engine, revolutions per minute. The Tier III controls apply only toand the specified vessels while operatingarea in an Emission Control Area (“ECA”), as discussed below, established to further limit NOx emissions. The Tier II controls apply to vessels operating in areas outside of ECAs.

which the vessel is operating.

More stringent sulfur and NOx requirements apply in certain designated ECAs.Emission Control Areas (“ECAs”). There are currently four ECAs worldwide: the Baltic Sea ECA, North Sea ECA, North American ECA, and U.S. Caribbean ECA. As of January 1, 2015, vessels operating in an ECA must burn fuel with a sulfur content no greater than 0.1%. Further, marine diesel engines on vessels constructed on or after January 1, 2016 that are operated in an ECA must meet the stringent NOx standards described above.

The Company’s operations occasionally generate and require the transportation, treatment and disposal of both hazardous and non-hazardous solid wastes that are subject in the United StatesU.S. to the requirements of the Resource Conservation and Recovery Act (“RCRA”) or comparable U.S. state, local or foreign requirements. From time to time the Company arranges for the disposal


of hazardous waste or hazardous substances at offsite disposal facilities. The EPA has a longstanding policy that RCRA only applies after wastes are “purposely removed” from a vessel. As a general matter, with certain exceptions, vessel owners and operators are required to determine if their wastes are hazardous, obtain a generator identification number, comply with certain standards for the proper management of hazardous wastes, and use hazardous waste manifests for shipments to disposal facilities. Moreover, vessel owners and operators may be subject to more stringent U.S. state hazardous waste requirements. If such materials are improperly disposed of by third partiesthird-parties with which the Company contracts, the Company maycould potentially still be held liable for cleanup costs under applicable laws.

9


MARPOL also governs the discharge of garbage from ships. MARPOL defines certain sea areas, such as the “wider Caribbean region” as “special areas” requiring a higher level of protection than other areas of the sea.

Applicable MARPOL regulations provide for strict garbage management procedures and documentation requirements for all vessels and fixed and floating platforms. These regulations impose a general prohibition on the discharge of all garbage unless the discharge is expressly provided for under the regulations. The regulations have greatly reduced the amount of garbage that vessels are allowed to dispose of at sea and have increased the Company’s costs of disposing garbage remaining on board vessels at their port calls.

Various international conventions and federal, state and local laws and regulations have been considered or implemented to address the environmental effects of emissions of greenhouse gases, such as carbon dioxide and methane. The U.S. Congress has considered, but not adopted, legislation designed to reduce emission of greenhouse gases. At various United Nations climate change conferences over the past few decades, various countries have agreed to specific international accords or protocols to establish binding limitations on greenhouse gas emissions have been proposed.emissions. In December 1997, the Kyoto Protocol was adopted pursuant to which member parties agreed to implement national programs to reduce emissions of greenhouse gases. At the 2015 United Nations climate change conference in Paris, various countries adopted the Paris Agreement, which seeks to reduce emissions in an effort to slow global warming, was adopted.warming. The U.S. signed the Paris Agreement was signed by the United States in 2016 but in August 2017, the U.S. State Department officially informed the United Nations of the United States’ intent to withdraw.and, after withdrawing from it for a short period, remains a signatory thereto. The Paris Agreement does not specifically mention shipping.

The IMO’s third study of greenhouse gas emissions from the global shipping fleet, which was concluded in 2014, predicted that, in the absence of appropriate policies, greenhouse gas emissions from ships could increase by 50% to 250% by 2050 depending on economic growth and energy developments in the future.

The IMO has announced its intention to develop limits on greenhouse gases from international shipping and is working on proposed mandatory technical and operational measures to achieve these limits. The first step toward this goal occurred in October 2016, when the IMO adopted a system for collecting data on ships’ fuel-oil consumption, which will be mandatory and apply globally.

In June 2013,2020, the IMO proposed amendments to MARPOL that would require vessels to combine a technical and an operational approach to reduce their carbon intensity. The measures are aimed at reducing carbon intensity of international shipping by 40% by 2030, compared to 2008.

For operation within the European Commission proposed legislationUnion (“E.U.”), the Company’s vessels need to meet the E.U. Ship Recycling Regulation (E.U. SRR) that requires survey and established a strategy for progressively integrating maritime emissions into the E.U.’s policy for reducing domestic greenhouse emissions. Asrecord of January 1, 2015, E.U. Member States haveInventory of Hazardous Materials (IHM). The Company’s fleet is being impacted by changes to ensure that ships in the Baltic, the North SeaMARPOL and the English ChannelInternational Code for the Construction and Equipment of Ships carrying Dangerous Chemicals in Bulk (IBC Code). These changes limit the number of Chemical NLS cargoes that the Company’s vessels can carry as certain cargoes traditionally categorized as Pollution Only are using fuels with a sulfur content of no more than 0.10%. In addition, the European Parliamentnow categorized as Safety or Toxic and E.U. Council have adopted a series of regulations beginning with Regulation 2015/757, which became effective on July 1, 2015,require additional systems, segregations in place that establish a system for monitoring, reporting and verifying emissions from vessels of 5,000 or more gross tons calling at E.U. ports. The first reporting period began on January 1, 2018.

In the United States, pursuant to an April 2007 decision of the U.S. Supreme Court, the EPA was required to consider whether carbon dioxide should be considered a pollutant that endangers public health and welfare, and thus subject to regulation under the CAA. In October 2007, the California Attorney General and a coalition of environmental groups petitioned the EPA to regulate greenhouse gas emissions from oceangoing vessels under the CAA. On December 1, 2009, the EPA issued an “endangerment finding” regarding greenhouse gases under the CAA. To date, the regulations proposed and enacted by the EPA regarding carbon dioxide have not involved oceangoing vessels. Under MARPOL, vessels operating in designated ECAs are required to meet fuel sulfur limits and NOx emission limits, including the use of engines that meet the EPA standards for NOx emissions, as discussed above.
may well preclude their carriage. Any future adoption of climate control treaties, legislation or other regulatory measures by the United Nations, IMO, EU, United Statesthe E.U., U.S. or other countries where the Company operates that restrict emissions of greenhouse gases could result in financial and operational impacts on the Company’s business (including potential capital expenditures to reduce such emissions) that the Company cannot predict with certainty at this time.. In addition, there may be significant physical effects of climate change from such emissions that have the potential to negatively impact the Company’s customers, personnel, and physical assets, any of which could adversely impact cargo levels, the demand for the Company’s services, or the Company’s ability to recruit personnel.

The Company manages exposure to losses from the above-described laws through its development of appropriate risk management programs, including compliance programs, safety management systems and insurance programs. Although the Company believes these programs mitigate its legal risk, there can be no assurance that anythese programs will be able to prevent all infractions, nor can the Company provide assurances that future regulations or requirements or any discharge or emission of pollutants by the Company will not have a material adverse effect on its business, financial position, results of operations, cash flows or growth prospects.


Security

Heightened awareness of security needs brought about by the events of September 11, 2001 has caused the

The USCG, the IMO, states and local ports continue to adopt heightened security procedures relatingrelated to ports and vessels.

Specifically, on November 25, 2002,

To implement certain portions of the U.S. Maritime Transportation Security Act of 2002 (“MTSA”) was signed into law. To implement certain portions of MTSA,, in July 2003, the USCG issued regulations requiring the implementation of certain security requirements aboard vessels operating in waters subject to the jurisdiction of the United States.U.S. Similarly, in December 2002, the IMO adopted amendments to SOLAS, known as the International Ship and Port Facility Security Code (the “ISPS Code”), creating a new chapter dealing specifically with maritime security. The chapter came into effect in July 2004 and imposes various detailed security obligations on vessels and port authorities. AmongIncluded in the various requirements under MTSA and/or the ISPS Code are:are the following:

onboard installation of automatic information systems to enhance vessel-to-vessel and vessel-to-shore communications;

onboard installation of automatic information systems to enhance vessel-to-vessel and vessel-to-shore communications;

onboard installation of ship security alert systems;

onboard installation of ship security alert systems;

the development of vessel security plans and, if applicable, facility security plans;

the development of vessel and facility security plans;

the implementation of a Transportation Worker Identification Credential program in the U.S.; and

the implementation of a Transportation Worker Identification Credential program; and

compliance with flag state security certification requirements.

compliance with flag state security certification requirements.

The USCG regulations, which are intended to align with international maritime security standards, generally deem foreign-flag vessels to be in compliance with MTSA vessel security measures provided such vessels have onboard a valid International Ship Security Certificate that attests to the vessel’s compliance with SOLAS security requirements and the ISPS Code. However, U.S.-flag vessels that are engaged in international trade must comply with all of the security measures required by MTSA, as well as SOLAS and the ISPS Code.

In response to these new security programs, the Company has implemented security plans and procedures for each of its U.S.-flag vessels pursuantdesigned to rules implementing MTSA that have been issued by the USCG.

The International Safety Management Code (“ISM Code”), adopted by the IMO as an amendment to SOLAS, provides international standards for the safe management and operation of ships and for the prevention of marine pollution from ships. The United States enforces the ISM Code for all U.S.-flag vessels and those foreign-flag vessels that call at U.S. ports. All of the Company’s vessels that are 500 or more gross tons are required to be certified under the standards set forth in the ISM Code’s safety and pollution protocols. The Company also voluntarily complies with these protocols for some vessels that are under the mandatory 500-gross ton threshold. Under the ISM Code, vessel operators are required to develop an extensive safety management system (“SMS”) that includes, among other things, the adoption of a written system of safety and environmental protection policies setting forth instructions and procedures for operating their vessels subject to the ISM Code, and describing procedures for responding to emergencies. The Company has developed such a safety management system. These SMS policies apply to both the vessel and shore-side personnel and are vessel specific. The ISM Code also requires a Document of Compliance (“DOC”) to be obtained for the vessel manager and a Safety Management Certificate (“SMC”) to be obtained for each vessel subject to the ISM Code that it operates or manages. The Company has obtained DOCs for its shore side offices that have responsibility for vessel management and SMCs for each of the vessels that such offices operate or manage.
Noncompliance with the ISM Code and other IMO regulations may subject the shipowner or charterer to increased liability, may lead to decreases in available insurance coverage for affected vessels and may result in the denial of access to, or detention in, some ports. For example, the USCG authorities have indicated that vessels not in compliance with the ISM Code will be prohibited from utilizing United States ports.
address applicable security standards.

Industry Hazards and Insurance

Vessel operations involve inherent risks associated with carrying large volumes of cargo and rendering services in a marine environment. Hazards include adverse weather conditions, collisions, fire and mechanical failures, which may result in death or injury to personnel, damage to equipment, loss of operating revenues, contamination of cargo, pollution and other environmental damages and increased costs. The Company maintains hull, liability and war risk, general liability, workers compensation and other customary insurance customary in the industry in which it operates. The Company believes it will be ablesubject to renew any expiring policy without causing a material adverse effect on the Company.various deductions, exclusions and coverage caps. The Company also conducts training and safety programs to promote a safe working environment and minimize and respond to hazards.


Employees

and Human Capital Management

On September 17, 2020, the Company announced the formation of a sustainability council to oversee the Company’s enhanced environmental, social and governance (“ESG”) program (the “Sustainability Council”). In conjunction with this announcement, the Sustainability Council published an ESG presentation and launched a new section of the Company’s website to highlight both the Company’s track record of sustainable practices, as well as its future plans to further enhance its ESG efforts. On December 13, 2021, the Sustainability Council published its Inaugural Sustainability Report documenting the Company’s recent achievements in three areas: commitment to employees, environmental impact and responsibility as a global citizen.

The Sustainability Council is an internal committee that reports to the Board of Directors’ Nominating and Corporate Governance Committee and includes senior executives, operational heads, and safety and health, compliance, and human resources professionals, led by the Company’s Chief Executive Officer. The Sustainability Council collaborates and drives initiatives on all matters related to sustainability, including, but not limited to environmental protection, clean energy technology, social responsibility, employee, contractor and community engagement, health and safety, and community empowerment. Together with the Board of Directors, the Sustainability Council helps establish sustainability goals and integrate them into strategic and tactical business activities across the Company to contribute to risk management and long-term value for all stakeholders.

As part of the Company’s ESG efforts and with the assistance of the Sustainability Council, the Company’s Chief Executive Officer has the primary responsibility for developing, managing, and executing the Company’s human capital strategy. As of December 31, 2017,2021, the Company employed 1,8181,616 individuals directly and indirectly (through crewing or manning agreements), including 671 seafarers in the North Sea somenone of whom are members of a union under the terms of an ongoing agreement.

Management considers relations with its employees to be satisfactory.
ITEM 1A. RISK FACTORS
Risks, Uncertaintiesgood. The Company believes that its success is driven by its employees, and its human capital strategy focuses on the following key areas:

Health and Safety: The Company’s health and safety programs, namely its SMS, are implemented to comply with applicable regulations and follow global standards, as well as address the specific hazards of the Company’s various work environments. The Company regularly conducts management reviews, audits, and inspections onboard its vessels and shore side locations to ensure compliance with applicable regulations, policies, and procedures. The Company is also audited annually by an independent classification society to confirm compliance with applicable regulations and standards. The Company utilizes several metrics to assess the performance of its health and safety policies, procedures, and initiatives, including pollution incidents, lost time incidents, medical incidents, and fatalities. In fiscal year 2021, the Company worked over 4.5 million man-hours across its global businesses. During this period, the Company recorded one pollution incident, four lost time incidents, two medical incidents, six employee fatalities, and a total recordable incident rate of 0.531. These statistics include the capsizing of the SEACOR Power. In fiscal year 2020, the Company worked over 5.4 million man-hours across its global businesses, and recorded zero pollution incidents, zero medical incidents, and a total recordable incident rate of 0.037.

On April 13, 2021, the SEACOR Power, a liftboat owned by a subsidiary of the Company with nineteen individuals on board, encountered severe weather and capsized off the coast of Port Fourchon, Louisiana. The incident resulted in the death of several crew members, including the captain of the vessel and five other employees of the Company. The NTSB and USCG are currently investigating to determine the cause of the incident. The Company is fully cooperating with the investigations in all respects and continues to gather information about the incident. It is expected that the NTSB and USCG investigations will take a significant period of time to complete.


COVID-19 Health Measures: Since the onset of the COVID-19 pandemic, the health and safety of the Company’s employees has been its highest priority, with the Company conducting regular COVID-19 Response Management Meetings. Management has been mandated to immediately implement several changes to enhance COVID-19 safety and to mitigate related work environment health risks. For the Company’s offshore operations, these changes included providing personal protective equipment such as protective eyewear, medical suits, medical nitrile gloves, boot covers, face masks, anti-bacterial hand soap and alcohol sanitizers, digital infrared thermometers, and Biohazard Spill-Paks. In addition to providing personal protective equipment, the Company implemented COVID-19 vessel response plans across its global fleet which included quarterly fleet-wide shoreside pandemic illness drills and additional COVID onboard illness drills, as well as developed a health screening questionnaire and related guidelines. For the Company’s other employees, this included enhancing remote working capabilities as well as other arrangements. In addition, the Company provided access to short-term counseling for any employees dealing with the stress of COVID-19 or other issues. SEACOR Marine is committed to a robust COVID-19 response and is, among other initiatives, installing hydroxyl generators in vessel heating, ventilation, and air conditioning systems primarily to destroy pathogens, viruses and bacteria on surfaces and in the air. The Company will dynamically adjust its COVID-19 response to appropriately address the risks presented by the pandemic.

Diversity and Inclusion: The Company recognizes the value of diversity and inclusion within its organization and strives to ensure that its workplace reflects the diverse communities in which it operates in order to promote collaboration, innovation, creativity and belonging. The Sustainability Council has been mandated by the Nominating and Governance Committeeto develop strategies to promote diversity and inclusion in the workplace, and oversees the Company’s Diversity and Inclusion Committee which is responsible for developing policies and practices to recruit, support, promote and retain staff with diverse backgrounds, experiences and attributes.

The Company is proud of its diverse workforce and cross-cultural competences and, as of December 31, 2021, employed individuals from over 37 countries. The Company further recognizes that the maritime industry has traditionally been male dominated, and as a result, the Company is seeking to increase the representation of women by developing practical and innovative strategies. As of December 31, 2021, 29% of SEACOR Marine’s onshore workforce was female, while only a small fraction of its at sea workforce was represented by female seafarers. SEACOR Marine is committed to continue to recruit and employ qualified candidates regardless of their gender or cultural background or identity.

Training and Talent Development: The Company is committed to the education of its employees and has committed to provide its employees with a variety of learning opportunities, including, but not limited to, leadership training, technical skill development, soft skills development, workplace conduct guidance, and health, safety and security training. The Sustainability Council is working collaboratively with SEACOR Marine’s Human Resources department to continually enhance and promote its training programs to attract new talent as well as develop and retain talent within the organization.

Employee Benefits: The Company believes in the importance of offering its employees competitive salaries and wages, together with comprehensive insurance options. The Company recognizes the importance of comprehensive benefits, including medical, prescription drug, vision, dental, life, disability and flexible spending, employees and their family members are provided with tools and resources to assist in adopting and maintaining a healthy lifestyle. The Company pays the cost of basic life insurance, accidental death and dismemberment insurance, short-term and long-term disability for its employees. Additionally, employees may purchase supplemental life, dependent life, and additional long-term disability insurance. Other valuable benefits provided by the Company include life and travel assistance programs, will preparation and a 401(k) plan.

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ITEM 1A.

RISK FACTORS

Summary of Risk Factors That May Affect Future Results

The Company’s business, financial position, results of operations, cash flows and growth prospects may be materially adversely affected by numerous risks. Carefully consider the risks described below, which represent some of the more material risk factors that affect the Company and are known to the Company at this time, as well as the other information that has been provided in this Annual Report on Form 10-K. The risks described below include all known material risks faced by the Company. Additional risks, not presently known to the Company or not perceived as material, may also impairmaterially and adversely affect the Company’s business, operations.

financial position, results of operations, cash flows and prospects. Material risks that may affect the Company’s business, financial position, results of operations, cash flows and prospects include, but are not necessarily limited to, those relating to:

Risk Factors Related to the Company’s Business and Industry

fluctuating prices and decreased demand for oil and natural gas;

decreased demand for offshore oil and natural gas exploration, development and production;

COVID-19 pandemic and its impact on the price of oil, demand for oil, and demand for services;

COVID-19 pandemic, health epidemics and other outbreaks and their impact and disruption to business operations and workforce;

restrictions and limitations imposed by credit facilities on operating and financial flexibility;

debt structure;

changes in the method of determining the London Interbank Offered Rate;

downward pricing pressures on the price of crude oil and natural gas resulting from unconventional crude oil and natural gas sources and improved economics of producing natural gas and oil from such sources;

losses or impairment charges related to sold or idle vessels;

ability to retain customers due to a failure to maintain an acceptable safety record;

increase in competition in the offshore marine service industry;

oversupply of vessels or equipment serving offshore oil and natural gas operations may adversely impact charter rates for vessels and equipment;

loss of significant customers;

consolidation of customer base may adversely affect demand for services and reduction in revenue;

inability to maintain or replace vessels as they age;

failure to successfully complete construction or conversion of vessels, repairs, maintenance or routine drydockings on schedule and on budget;

seasonal factors and their impact on business operations and workforce;

incurring high levels of fixed costs regardless of business activity levels;

incurring higher than expected costs to return previously cold-stacked vessels to class as the markets recovers or marketing strategies change;

inability to renew or replace expiring contracts for vessels;

early termination of vessel contracts may adversely affect operations;

increased domestic and international laws and regulations, including additional laws and regulations in the event of high-profile incidents;

changes in federal government regulation of offshore resources for the production of oil and natural gas;

changes in laws and regulations, including environmental laws and regulations that can adversely affect the cost, manner or feasibility of doing business;

changes in climate change, environmental regulations and environmental expectations;

instability of political, military and economic conditions in foreign countries;

business operation disruptions and exposure to liability caused by hazards inherent for the operation of vessels;


inadequacy of insurance coverage;

adverse affects and additional risks to business resulting from significant corporate transactions;

prohibition of operation of offshore support vessels in the U.S. resulting from failure to restrict the amount of ownership of the Company’s Common Stock by non-U.S. citizens;

repeal, amendment, suspension or non-enforcement of the Jones Act;

inability to sell off a portion of the business or forfeiture of vessels resulting from restrictions placed on non-U.S. citizen ownership;

restrictions placed by the Company’s incorporation and formation documents limiting ownership of Common Stock by individuals and entities that are not U.S. citizens may affect liquidity of Common Stock and may result in non-U.S. citizens being required to sell their shares at a loss or relinquish their voting, dividend and distribution rights;

inability to access funds and redeem any excess shares to avoid suspension of operations in the U.S. coastwise trade due to non-U.S. citizens owning more than 25% of the Company’s Common Stock;

requisition or use by governmental agencies of the Company’s vessels;

inadequate indemnification by customers for damage to their property or the property of their other contractors;

inability to improve cash flow and liquidity through vessel sales resulting from inability to locate buyers with access to financing or to complete any sales on acceptable terms or within a reasonable time frame;

inability to collect amounts owed by customers;

lack of sole decision-making authority and disputes between joint ventures and investments in joint ventures;

exposure to potential future losses due to participation in industry-wide, multi-employer, defined benefit pension plans;

inability to improve operations and financial systems, and recruitment of additional staff;

inability to attract and retain qualified personnel and crew vessels appropriately;

federal law and state law job-related claims;

inability to protect against service interruptions, data corruption, cyber-based attacks or network security breaches;

Risk Factors Related to the Company’s Spin-off

U.S. federal income tax liabilities related to the Company’s Spin-off from SEACOR Holdings;

Risk Factors Related to the Company’s Common Stock

fluctuations in Common Stock price;

ownership dilution;

Common Stock price and trading volume decline due to securities or industry analyst reports and recommendations;

“Emerging Growth Company” requirements;

costs associated with the development and maintenance of proper and effective internal controls over financial reporting;

failure to achieve and maintain effective internal controls over financial reporting;

depression of Common Stock price due to provisions in the Company’s incorporation and formation documents that may discourage, delay or prevent a change of control of the Company or changes in the Company’s management;

limitations to Common Stockholders ability to obtain favorable judicial forum for disputes due to forum selection clause restrictions placed by the Company’s incorporation and formation documents; and

intention not to pay dividends on our Common Stock for the foreseeable future.


Risk Factors Related to the Company’s Business and Industry

The Company is exposed to fluctuating prices of oil and natural gas and decreased demand for oil.

oil and natural gas.

The market for the Company’s offshore support services is impacted by the comparative price for exploring, developing, and producing oil and natural gas and by the corresponding supply and demand for oil and natural gas, both globally and regionally. Among other factors, the increased supply of oil and natural gas from the development of newunconventional oil and natural gas supply sources, particularly shale, and technologies to improve recovery from current sources particularly shale, have reducedcaused volatility in the price of oil and natural gas as well as a reduction of demand and prices charged for offshore support services globally. The advent of electric cars and the development of alternative sources of energy to hydrocarbons, such as solar and wind power could alsoand other developing technology, as well as increasing regulations on greenhouse gas emissions and actions taken and expected to be taken by companies, governments and investors to reduce dependence on hydrocarbon based fuels, are widely expected to further diminish the demand for oil and natural gas.gas in the coming years. Such diminution of demand could place continued or additional pressure on the price of oil and therefore demand for the Company’s services, as developing offshore oil fields, particularly in deep waters, is one of the most expensive sources of hydrocarbons. Other factors that influence the supply and demand and the relative price of oil and natural gas include operational issues, natural disasters, weather, political instability, conflicts, civil unrest, the worldwide economic, political and military environment, acts of terrorism, foreign exchange rates, economic conditions and actions by major oil-producinghydrocarbon-producing countries. The price of oil and natural gas and the relative cost to extract, proximity to market and political imperatives of countries with offshore deposits affect the willingness to commit investment for contract drilling rigs and offshore support vessels used for offshore exploration, field development and production activities, which in turn affects the Company’s results of operations. Prolonged periods of low oil and natural gas prices or rising costs result in lower demand for the Company’s services and can give rise to impairments of the Company’s assets.

Beginning

The Company’s operations depend on the level of spending by oil and natural gas companies for exploration, development and production, maintenance and decommissioning activities. Both short-term and long-term trends in oil and natural gas prices affect these activity levels. Oil and natural gas prices, as well as the second halflevel of 2014drilling, exploration and throughproduction activity, have been highly volatile over the beginning of 2016,past few years and are expected to continue to be volatile for the price offoreseeable future. For example, oil dropped significantly, from aprices were as high ofas $107 per barrel during 2014, tofollowed by a thirteen-yearnear ten-year low of less than $27$26 per barrel in February 2016, (onand then a high of $76 per barrel in October 2018. The West Texas Intermediate (“WTI”) front month oil prices experienced unprecedented volatility during 2020 as a result of the New York Mercantile Exchange). Prices remained low through 2016,COVID-19 pandemic and whilethe related effects on the global economy, including going negative for a short period of time. While oil prices have recoveredsteadily increased since the lows hit at the beginning of the COVID-19 pandemic and recently they still remain lower than prices from earlier in the decade. As of December 31, 2017, the pricehit a $116 per barrel was approximately $60.high primarily as a result of the conflict between Russia and Ukraine, no assurances can be given that the increases will continue or be sustained or that our business will benefit from the increase.

Declines in oil prices are primarily caused by, among other things, an excess of supply of crude oil in relation to demand. Since developing offshore oil fields, particularly in deep waters, is one of the most expensive sources of hydrocarbons and providing transportation and logistics services to these markets is the largest component of the Company’s business, the Company is particularly exposed to depressed oil and natural gas prices that last for some period of time. When the Company’s customers experience low commodity prices or come to believe that they will be low in the future, they generally reduce their capital spending for offshore drilling, exploration and field development. The significant decrease in oil and natural gas prices that began in the second half of 2014 caused a reduction in many of the Company’s customers’ exploratory, drilling, completion and other production activities and, as a result, related spending on the Company’s services. As such, the Company’s overall fleet utilization for the years ended December 31, 2017, 20162021, 2020 and 2015,2019, was 54%66%, 54%55% and 69%60%, respectively. The prolonged reduction in the overall level of exploration and development activities whether resulting from changes in oil and natural gas prices or otherwise, has materially and adversely affected the Company by negatively impacting its fleet utilization, which in turn has negatively affected its revenues, cash flows, profitability and profitability, the fair market value of the Company’s vessels and its ability to obtain additional debt or equity capital to finance its business. During the two years ended December 31, 2017 and 2016, the Company took an aggregate of $27.5 million and $119.7 million, respectively, of impairment charges primarily as a result of the low utilization rate of its fleet, coupled with the low rates per day worked over such two years.vessels. It could also affect the collectability of the Company’s receivables and its ability to retain skilled personnel. Periods of low activity intensify price competition in the industry, which erodes operating margin, and can lead to the Company’s vessels being idle for long periods of time.

If difficult market conditions persist, and an anticipatedany recovery we or our industry anticipates fails to materialize or is delayed beyond the Company’s expectation,expectations, further deterioration in the fair value of vessels already impaired or revisions to its forecasts may result in the Company recording additional impairment charges related to its fleet in future periods.


Demand for many of the Company’s services is impacted by the level of activity in the offshore oil and natural gas exploration, development and production industry.

The level of offshore oil and natural gas exploration, development and production activity has historically been volatile. This volatility is likely to continue. The level of activity is subject to large fluctuations in response to relatively minor changes in a variety of factors that are beyond the Company’s control, including:

the worldwide economic environment, trends in international trade or other economic trends, including recessions and the level of activity in energy-consuming markets;

the worldwide economic environment, trends in international trade or other economic trends, including recessions and the level of activity in energy-consuming markets;

prevailing oil and natural gas prices and expectations about future prices and price volatility;

prevailing oil and natural gas prices and expectations about future prices and price volatility;

assessments of offshore drilling prospects compared with land-based opportunities;

assessments of offshore drilling prospects compared with land-based opportunities;
the cost of exploring for, producing and delivering oil and natural gas offshore and the relative cost of, and success in, doing so on land;

the cost of exploring for, producing and delivering oil and natural gas offshore and the relative cost of, and success in, doing so on land, including fracking and other technologies that make it more economical to produce oil from non-traditional sources;

consolidation of oil and natural gas and oil service companies operating offshore;

worldwide supply and demand for energy, petroleum products and chemical products;

availability and rate of discovery of new oil and natural gas reserves in offshore areas;

federal, state, local and international political and economic conditions, and policies including cabotage and local content laws;

technological advancements affecting exploration, development, energy production and consumption;

the ability or willingness of the Organization of Petroleum Exporting Countries (“OPEC”) to set and maintain production levels and pricing;

the level of oil and natural gas production by non-OPEC countries;

the level of oil and natural gas production by non-OPEC countries and the acceptance of oil produced by Iran by other countries throughout the world;

international sanctions on oil producing countries and the lifting of

international sanctions on oil producing countries including certain sanctions against Iran;

civil unrest and the worldwide political and military environment, including uncertainty or instability resulting from an escalation or additional outbreak of armed hostilities involving the Middle East, Russia, other oil-producing regions or other geographic areas or further acts of terrorism in the United States

civil unrest and the worldwide political and military environment, including uncertainty or instability resulting from an escalation or additional outbreak of armed hostilities involving the Middle East, Russia, Venezuela, other oil-producing regions or other geographic areas or acts of terrorism in the U.S. or elsewhere;

weather conditions;

weather conditions and catastrophic events;

environmental regulation;

regulation of drilling activities and the availability of drilling permits and concessions;

the ability of oil and natural gas companies to generate or otherwise obtain funds for capital projects; and

increase in the use and exploitation of renewable energy and the development and exploitation of alternative fuel or energy sources.

The prolonged material downturn in oil and natural gas prices hasuntil the recent recovery experienced in 2021 caused a substantial decline in expenditures for exploration, development and production activity, which has resulted in a decline in demand and lower rates for the Company’s offshore energy support services and, in turn, lower utilization levels over the last twofive years. The continuationAlthough activity levels have recovered somewhat in 2021, continued under-investment by our customers or worsening of sucha new decrease in activity is likely tocould further reduce the Company’s day rates and its utilization, which may in turn have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects. In addition, an increase in commodity demand and prices will not necessarily result in an immediate increase in offshore or petroleum drilling activity since project development lead and planning times, reserve replacement needs, expectations of future commodity demand, energy transition, customer capital discipline, prices and supply of available competing vessels all combine to affect demand for the Company’s vessels.

Moreover,

The Company operates in four primary regions: the U.S. (primarily the Gulf of Mexico), Africa and Europe, Latin America, and the Middle East and Asia. The volume of work contributed by each region changes periodically due to a number of factors including how active each region is, how many vessels are working in each region and the changing regulatory landscape of the applicable region. For instance, for the years ended December 31, 2017, 20162021, 2020, and 2015,2019, approximately 13%12%, 15%11% and 32%25%, respectively, of the Company’s operating revenues were earned in the U.S. Gulf of Mexico. Historically, the Company has been and continues to be dependent on levels of activity in that region, which may differ from levels of activity in other regions of the world due to more localized factors. Although theThe Company has some ability to shift the location of its assets between regions depending upon local regulation and cost of doing business, among many other factors, and, while it has repositioned some assets from less active regions to other regions and may continue to do so in the future, such efforts may not be sufficient to counter the latest downturn in the regions on which we rely in any given year.

The COVID-19 pandemic has resulted in a decrease in the price of and demand for oil, which has caused, and may continue to cause, a decrease in the demand for the Company’s services.

During 2020, oil prices experienced record declines in response to a significant amount of oversupply in oil and natural gas caused by (i) the COVID-19 pandemic that began in late 2019 and has led to a substantial decrease in global economic activity and (ii) supply decisions made principally by Russia and Saudi Arabia resulting in the failure to agree on terms to maintain production limits and the ensuing influx of additional oil to an already oversupplied market. These declines in oil and natural gas prices were on top of prices that had already been below historic averages. On January 2, 2020, WTI crude oil prices closed at a price of $61.18 per barrel. On April 20, 2020, the NYMEX WTI oil futures price for May 2020 went “negative” to -$37.63 per barrel. While WTI front month crude oil prices have recovered and now even exceed pre-COVID-19 pandemic levels, if the severity of the pandemic were to significantly worsen it could have a negative effect on demand for oil and natural gas resulting in excess supply. This excess supply

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could, in turn, result in transportation and storage capacity constraints in the United States, or even the elimination of available storage. Decreases in prices and continued uncertainty caused by the COVID-19 pandemic could cause the Company’s customers’ to reduce exploratory, drilling, completion and other production activities, which could have a material adverse effect on the Company’s business and liquidity.

The Company’s operation and workforce faces risks related to the COVID-19 pandemic, health epidemics and other outbreaks, which could significantly disrupt the Company’s operations.

The Company’s operations and financial results were adversely affected in both 2020 and 2021 by the COVID-19 pandemic as a result of decreased demand and the increase in costs due to operational changes enacted to enhance crew and onshore employee safety.

In addition, the pandemic may affect the health of the Company’s workforce, and international, national and local government interventions enacted to reduce the spread of COVID-19 may render the Company’s employees unable to commute to work and/or travel. Although the Company’s workforce is unlikelylargely considered to be “essential” under guidance issued by the U.S. Cybersecurity and Infrastructure Security Agency, work, travel and other restrictions may vary in other regions of the world in which the Company has significant operations, such as Africa and Europe, Middle East and Asia, and Latin America. Therefore, the Company may experience reduced productivity and an inability to fully support its offshore operations if the Company’s onshore personnel work remotely due to restrictions related to COVID-19. In addition, while many governments have recently relaxed COVID-19 related restrictions increases in infection rates, such restrictions may be reinstituted at any time and could be more severe than they were initially.

Additionally, an outbreak of COVID-19 on any of the Company’s vessels may result in the vessel, or some or all of the vessel crew, being quarantined, which would hinder the vessel’s ability to generate revenue and the crew’s ability to man any substitute vessel. The Company may also experience challenges in connection with the Company’s offshore crew changes due to health and travel restrictions related to COVID-19. The duration and severity of the business disruption and related financial impact from the COVID-19 pandemic cannot be reasonably estimated at this time. If the impact of the COVID-19 pandemic continues for an extended period of time, not only could it materially adversely affect the demand for the Company’s services but also the ability of the Company to provide such services, either of which could have a material adverse effect on the Company’s business. Adverse effects of the COVID-19 pandemic could exacerbate many of the other risks set forth in this “Risk Factors” section and the Company’s other SEC filings, such as those relating to the Company’s financial performance and debt obligations and ability to crew its vessels.

Any further outbreak of contagious diseases and other adverse public health developments, or the fear of such events, may cause similar issues or require the implementation of additional restrictions and precautionary measures. Any such restrictions or precautionary measures may curtail travel or impact the delivery or mobilization of vessels to and from certain countries, or geographic regions, or the ability to crew vessels appropriately. Any prolonged disruption of our delivery or mobilization schedule would likely impact our financial and operating results. A health epidemic or other outbreak may impact certain of our crews, which may materially and adversely affect our business, financial condition and results of operations. In addition, to the extent an outbreak of any such diseases cause a deterioration of the global economy it could impact oil and natural gas prices, which in turn could impact our business.

Restrictions imposed by the terms of the Company’s existing credit facilities or future indebtedness it may incur can limit the Company’s operating and financial flexibility. In addition, there can be no assurance that the Company will meet the requirements of its financial covenants on an ongoing basis or that if it should fail to meet such covenants in the future, the lender under the relevant credit agreement will agree to waivers or amendments with respect thereto.

Many of the Company’s existing credit facilities impose, and its future credit facilities may impose, restrictions, such as negative covenants and maintenance of financial ratio covenants, which may limit its operating and financial flexibility. Negative covenants such as limitations on the incurrence of additional indebtedness or liens may affect the Company’s ability to incur additional debt if needed, while asset sale covenants could affect its ability to sell assets to generate liquidity and properly manage its fleet size. Requirements to maintain a minimum level of liquidity could also affect cash available for working capital, capital expenditures, debt service and general corporate purposes. The Company’s ability to maintain financial ratio covenants may be affected by general economic conditions or other events beyond the Company’s control and no assurance can be given that such ratios will be met in the future. If the Company is unable to meet such ratios or is otherwise unable to comply with covenants in these facilities, it may be unable to reach agreements with the lenders under such credit facilities for waivers and/or amendments to the applicable covenants. Failure to comply with these restrictions could result in the lenders accelerating all amounts due under the credit facility and potentially trigger a default or acceleration of the Company’s other credit facilities.

There are risks associated with the Company’s debt structure.

As of December 31, 2021, the Company has $401.0 million of outstanding indebtedness, including $125.0 million of its Convertible Senior Notes due 2023 (the “Convertible Senior Notes”) and obligations under secured notes and credit facilities secured by mortgages on various vessels. This includes the $130.0 million loan facility that was entered into by SEACOR Marine Foreign Holdings Inc. (“SMFH”), a wholly owned subsidiary of the Company, on September 26, 2018.

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The Company’s ability to meet its debt service obligations and refinance its current indebtedness, as well as any future debt that it may incur, will depend upon its ability to generate cash in the future from operations, financings or asset sales, which are subject to general economic conditions, the Company’s results of operations, industry cycles, seasonality, the general state of the capital markets at the time it seeks to refinance its debt, financial, business and other factors, some of which may be beyond the Company’s control. If the Company cannot repay or refinance its debt as it becomes due, the Company may be forced to sell assets or take other disadvantageous actions, including undertaking alternative financing plans, which may have onerous terms or may be unavailable, dedicating an unsustainable level of the Company’s cash flow from operations to the payment of principal and interest on its indebtedness and/or reducing the amount of liquidity available for working capital, capital expenditures and general corporate purposes. The Company’s failure to pay or refinance its current or future debt under a credit facility when it becomes due could lead to the acceleration of all amounts due under such facility and potentially trigger a default or acceleration of the Company’s other credit facilities. The Company’s obligations to repay indebtedness and comply with restrictive and/or financial maintenance covenants could also impair its ability to rapidly respond to changes in its business or industry and withstand competitive pressures. See “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources” for additional information. The Company’s overall debt level and/or market conditions could limit its ability to issue additional debt in amounts and/or on terms that it considers reasonable.

Changes in the method of determining the London Interbank Offered Rate (“LIBOR”), or the replacement of LIBOR with an alternative reference rate, may adversely affect interest expense related to outstanding debt.

Amounts drawn under certain of our debt instruments may bear interest at rates based on LIBOR. On July 27, 2017, the Financial Conduct Authority in the United Kingdom (the “FCA”) announced that it would phase out LIBOR as a benchmark by the end of 2021. The publication of USD LIBOR will cease after June 30, 2023, and the FCA confirmed that use of USD LIBOR will not be ablepermitted in most new contracts after December 31, 2021. The Company has outstanding variable rate debt instruments (due 2021 through 2029) subject to shiftinterest rate fluctuations totaling $171.8 million that call for the Company to pay interest based on LIBOR plus applicable margins. We are currently evaluating the impact of the potential replacement of the LIBOR interest rate. In addition, the overall financial markets may be disrupted as a sufficient numberresult of assets from the U.S. Gulfphase-out or replacement of MexicoLIBOR. Uncertainty as to counterthe nature of such potential phase-out and alternative reference rates or disruption in the financial market could have a significant localized downturn in activity.

material adverse effect on our financial condition, results of operations and cash flows.

Unconventional crude oil and natural gas sources and improved economics of producing natural gas and oil from such sources has and will likely continue to exert downward pricing pressures on the price of crude oil and natural gas.

The rise in production of crude oil and natural gas from shale in North America and the commissioningincreased use of a number of new large Liquefied Natural Gas export facilities around the world are, at least to date, the primarysignificant contributors of supply to an over-supplied


natural gas market and a similar environment for the crude oil and natural gas market. While productionProduction of crude oil and natural gas from unconventional sources is still a relatively small portion of the worldwide crude oil and natural gas production,has benefited from improved drilling efficiencies are loweringthat have lowered the costs of extraction from these sources. The rise in production of natural gas and oil from these sources not only affects the price of natural gas and oil but can also result in a reduction of capital invested in offshore oil and natural gas exploration. Because the Company provides vessels servicing offshore oil and natural gas exploration, a significant reduction in investments in offshore exploration and development in favor of investments in these unconventional resources could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.
Difficult economic conditions and volatility in the capital markets could materially adversely affect the Company.
The success of the Company’s business is both directly and indirectly dependent upon conditions in the global financial markets and economic conditions throughout the world that are outside the Company’s control and difficult to predict. Factors such as commodity prices, interest rates, availability of credit, inflation rates, changes in laws (including laws relating to taxation), trade barriers, currency exchange rates and controls, and national and international political circumstances (including wars, terrorist acts or security operations) can have a material negative impact on the Company’s business and investments, which could reduce its revenues and profitability. Uncertainty about global economic conditions may lead or require businesses to postpone capital spending in response to tighter credit and reductions in income or asset values and to cancel or renegotiate existing contracts because their access to capital is impeded. This would in turn affect the Company’s profitability or results of operations. These factors may also adversely affect the Company’s liquidity and financial condition and the liquidity and financial conditions of its customers. Volatility in the conditions of the global economic markets can also affect the Company’s ability to raise capital at attractive prices. The Company’s ongoing exposure to credit risks on its accounts receivable balances are heightened during periods when economic conditions worsen. The Company has procedures that are designed to monitor and limit exposure to credit risk on its receivables; however, there can be no assurance that such procedures will effectively limit the Company’s credit risk and avoid losses that could have a material adverse effect on its financial position, results of operations, cash flows and growth prospects. Unstable economic conditions may also increase the volatility of the Company’s stock price.

The Company may record additional losses or impairment charges related to sold or idle vessels.

During 2017, 2016vessels

While the Company did not recognize any impairment charges in 2021, during 2020 and 2015,2019, the Company recognized impairment charges of $27.5 million, $119.7$18.8 million and $7.1$12.0 million, respectively, related to tangible assets. Prolonged periods of low utilization or low day or charter rates, the sale of assets below their then carrying value or the decline in market value of the Company’s assets may cause the Company to experience further losses.record additional impairments. If there are indications that the carrying value of any of the Company’s vessels may not be recoverable or if the Company sells assets for less than their then carrying value, the Company may recognize additional impairment charges on its fleet.

Failure to maintain an acceptable safety record may have an adverse impact on the Company’s ability to retain customers.
The Company’s customers consider safety and reliability a primary concern in selecting a service provider. The Company must maintain a record of safety and reliability that is acceptable to its customers. Should this not be achieved, the ability to retain current customers and attract new customers may be adversely affected, which in turn could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

There is a high level of competition in the offshore marine service industry.

The Company operates in a highly fragmented and competitive industry, and the competitive nature of its industry and excess supply of equipment is currently depressing charter and utilization rates. A prolongedIf the period of depressed rates experienced over the last few years continues, it could adversely affect the Company’s financial performance. The Company competes for business on the basis of price, reputation for excellent service, quality, suitability and technical capabilities of its vessels, availability of vessels, safety and efficiency, cost of mobilizing vessels from one market to a different market, and national flag preference. Further, competitionCompetition has intensified as lower activity in the offshore oil and natural gas market has led to lower utilization and additional capacity. In addition, the Company’s ability to compete in international markets may be adversely affected by regulations requiring, among other things, local construction, flagging, ownership or control of vessels, the awarding of contracts to local contractors, the employment of local citizens and/or the purchase of supplies from local vendors. Furthermore, the Company competes with companies that have undergone significant restructuring which has substantially reduced their debt levels thereby vastly improving their balance sheets.

18


The process of obtaining new charter agreements is highly competitive and generally involves an intensive screening and a competitive bidding process, which, in certain cases, may extend for several months. The Company’s existing and potential competitors may have significantly greater financial resources than the Company. In addition, competitors with greater resources may have larger fleets, or could operate larger fleets through consolidations, acquisitions, new buildings or pooling of their vessels with other companies, and, therefore, may be able to offer a more competitive service than the Company, including better charter rates. The Company expects competition from a number of experienced companies providing contracts to potential customers, including state-sponsored entities and major energy companies affiliated with the projects requiring offshore vessel services. As a result, the Company may be unable to expand its relationships with existing customers or to obtain new customers on a profitable basis, if at all. If the Company is unable to successfully compete, it maycould have a materially adverse effect on itsthe Company’s business, financial position, results of operations, cash flows and growth prospects.

An increase in the supplyoversupply of vessels or equipment that serve offshore oil and natural gas operations could have an adverse impact on the charter rates earned by the Company’s vessels and equipment.

The Company’s industry is highly competitive, with oversupply of vessel capacity and intense price competition. Expansion of the supply of vessels and equipment that serve offshore oil and natural gas operations hasin the decade prior to 2017 increased competition in the markets in which the Company operates and affected prices charged by operators. Further, the refurbishment of disused or “mothballed” vessels, conversion of vessels from uses other than oil and natural gas exploration and production support and related activities or construction of new vessels and equipment have all addedcould add vessel and equipment capacity to current worldwide levels. The current oversupply of vessels and equipment capacity in the offshore marine market could lower charter rates and result in


lower operating revenues, which in turn could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

The Company relies on several customers for a significant share of its revenues, the loss of any of which could adversely affect the Company’s business and operating results.

The Company derives a significant portion of its revenues from a limited number of oil and natural gas exploration, development and production companies and government agencies.companies. During the years ended December 31, 2017, 20162021, 2020, and 2015,2019, the Company’s ten largest customers accounted for approximately 59%76%, 58%76% and 55%61%, respectively, of its operating revenues. During the year ended December 31, 2017, one customer, Perenco UK Limited, was2021, two customers, Seacor Marine Arabia LLC, a joint venture through which vessels are chartered to Saudi Aramco, and Exxon Mobil, were together responsible for 10%38% or more of the Company’s operating revenues from continuing operations. In addition, one or more of the Company’s joint ventures rely primarily on a single customer for their revenues. The portion of the Company’s revenues or any of its joint ventures’ revenues attributable to any single customer may change over time, depending on the level of activity by any such customer, the Company’s ability to meet the customer’s needs and other factors, many of which are beyond the Company’s control. In addition, most of the Company’s contracts with its oil and natural gas customers can be canceled on relatively short notice and do not commit its customers to acquire specific amounts of services or require the payment of significant liquidated damages upon cancellation. The loss of business from any of the Company’s significant customers could have a material adverse effect on the Company’s business, financial condition, liquidity andposition, results of operations.operations, cash flows and prospects. Further, to the extent any of the Company’s customers experience an extended period of operating difficulty, it may have a material adverse effect on the Company’s business, financial position, revenues, results of operation, cash flows and growth prospects.

Consolidation of the Company’s customer base could adversely affect demand for its services and reduce its revenues.

In recent years, oil and natural gas companies, energy companies, and drilling contractors and other offshore service providers have undergone substantial consolidation and additional consolidation is possible.possible, especially as the depressed oil price environment has caused many of these companies to restructure their operations and capital structure, including substantially reducing their debt levels. Consolidation results in fewer companies to charter or contract for the Company’s services. Also, merger activity among both major and independent oil and natural gas companies affects exploration, development and production activity as the consolidated companies integrate operations to increase efficiency and reduce costs. Less promising exploration and development projects of a combined company may be dropped or delayed. Such activity may result in an exploration and development budget for a combined company that is lower than the total budget of both companies before consolidation, which could adversely affect demand for the Company’s vessels thereby reducing its revenues.

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The Company may be unable to maintain or replace its offshore support vessels as they age.

As of December 31, 2017,2021, the average age of the Company’s owned vessels excluding its standby safety and wind farm utility vessels, was approximately 11eight years.The Company believes that after a vessel has been in service for approximately 20 years, the expense (which typically increases with age) necessary to satisfy required marine certification standards may not be economically justifiable. In addition, the Company must maintain its vessels to remain attractive to its customers and comply with regulations;regulations, including updating or replacing systems and equipment, however, the Company may be unable to carry out drydockings of its vessels, or may be limited by insufficient shipyard capacity or its systems and equipment may become obsolete and unsupported by the manufacturer or other service providers, which could adversely affect its ability to maintain its vessels. In addition, market conditions may not justify these expenditures or enable the Company to operate its older vessels profitably during the remainder of their economic lives. There can be no assurance that the Company will be able to maintain its fleet by extending the economic life of existing vessels, or that its financial resources will be sufficient to enable it to make expenditures necessary for these purposes or to acquire or build replacement vessels, all of which could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

The failure to successfully complete construction or conversion of the Company’s vessels, repairs, maintenance or routine drydockings on schedule and on budget could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

From time to time, the Company may have a number of vessels under conversion and may plan to construct or convert other vessels in response to current and future market conditions. The Company also routinely engages shipyards to drydock vessels for regulatory compliance and to provide repair and maintenance. Construction and conversion projects and drydockings are subject to risks of delay and cost overruns, resulting from shortages of equipment, lack of shipyard availability, unforeseen engineering problems, work stoppages, weather interference, unanticipated cost increases, inability to obtain necessary certifications and approvals and shortages of materials or skilled labor. A significant delay in either construction or drydockings could have a material adverse effect on contract commitments and revenues with respect to vessels under construction, conversion or undergoing drydockings. Significant cost overruns or delays for vessels under construction, conversion or retrofit could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

The operations of the Company’s fleet may be subject to seasonal factors.

Demand for the Company’s offshore support services is directly affected by the levels of offshore drilling and production activity.activity of its oil and gas customers, and construction and maintenance activity for its wind farm customers. Budgets of many of the Company’s customers are based upon a calendar year, and demand for the Company’s services has historically been stronger in the second and third calendar quarters when allocated budgets are expended by its customers and weather conditions are more favorable for offshore activities. In particular, the demand for the Company’s liftboat fleet in the U.S. Gulf of Mexico and Europe and offshore support vessels in Europe, the Middle East and West Africa, are seasonal with peak demand normally occurring during


the summer months. Adverse events relating to the Company’s vessels or business operations during peak demand periods could have a more significant adverse effect on the Company’s business, financial position, and results of operations. Additionally,operations, cash flows and prospects. In addition, seasonal volatility can create unpredictability in activity and utilization rates, which could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

The Company has high levels of fixed costs that will be incurred regardless of its level of business activity.

The Company’s business has high fixed costs. DowntimeMaintenance downtime or low productivity due to reduced demand as is currently being experienced, can have a significant negative effect on the Company’s operating results and financial condition. Some of the Company’s fixed costs will not decline during periods of reduced revenue or activity. During times of reduced utilization, the Company may not be able to reduce its costs immediately as it may incur additional costs associated with preparing vessels for cold stacking. Moreover, the Company may not be able to fully reduce the cost of its support operations in a particular geographic region due to the need to support the remaining vessels in that region. A decline in revenue due to lower day rates and/or utilization may not be offset by a corresponding decrease in the Company’s fixed costs and could have a material adverse effect on itsthe Company’s business, financial position, results of operations, cash flows and growth prospects.

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As the markets recover or the Company changes its marketing strategies or for other reasons, the Company may be required to incur higher than expected costs to return previously cold-stacked vessels to class.

In response to the decrease in demand stemming from lower oil and natural gas prices, the Company has cold-stacked a number of offshore support vessels. As of December 31, 2017, 372021, five of its 14160 owned and leased-in offshore support vessels were cold-stacked worldwide. No assurance can be given that the Company will be able to quickly bring these cold-stacked offshore support vessels back into service or that the cost of doing so would not be significant. Cold-stacked vessels aredo not always maintained withreceive the same diligencelevel of maintenance as the Company’s marketed fleet.active vessels. As a result and depending on the length of time the vessels are cold-stacked, the Company could incur deferred drydocking costs for regulatory recertification to return these vessels to active service and may incur costs to hire and train mariners to operate such vessels. These costs are difficult to estimate and could be substantial. Delay in reactivating cold stacked offshore support vessels and the costs and other expenses related to the reactivation of cold-stacked offshore support vessels could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

The Company may not be able to renew or replace expiring contracts for its vessels.

The Company’s ability to renew or replace expiring contracts or obtain new contracts, and the terms of any such contracts, will depend on various factors, including market conditions and the specific needs of its customers. Given the highly competitive and historically cyclical nature of the industry, the Company may not be able to renew or replace expiring contracts or it may be required to renew or replace expiring contracts or obtain new contracts at rates that are below, and potentially substantially below, existing day rates, or that have terms that are less favorable to the Company than its existing contracts, or it may be unable to secure contracts for these vessels. This could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

The early termination of contracts on the Company’s vessels could have a material adverse effect on its operations.

Most of the long-term contracts for the Company’s vessels contain early termination options in favor of the customer. Although some of such contracts have early termination remedies or other provisions designed to discourage the customer from exercising such options, the Company cannot assure investors that its customers would not choose to exercise their termination rights in spite of such remedies or the threat of litigation with the Company. Until replacement of such business with other customers, any termination could temporarily disrupt the Company’s business or otherwise adversely affect its financial condition and results of operations. The Company might not be able to replace such business on economically equivalent terms. In addition, during the current and prior downturns, the Company has experienced customers requesting contractual concessions even though such concessions were contrary to existing contractual terms. While the Company may not be legally required to give concessions, commercial considerations may dictate that it do so. If the Company is unable to collect amounts owed to it or long-term contracts for its vessels are terminated and its vessels are not sufficiently utilized, this could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

Increased domestic and international laws and regulations may materially adversely impact the Company, and the Company may become subject to additional international laws and regulations in the event of high profile incidents, such ashigh-profile incidents.

Regulation of the Deepwater Horizon drilling rig incidentoffshore marine industry has intensified over the past several decades, and resulting oil spill.

the Company expects this trend to continue. Changes in laws or regulations regarding offshore oil and natural gas exploration and development activities and technical and operational measures, whether or not in connection with specific incidents, may increase the Company’s costs and the costs of its customers’ operations. For instance, in response to fatalities and environmental damages caused by a 2010 explosion on April 22, 2010, an incident involving, the Deepwater Horizon,, a semi-submersible deep water drilling rig operating in the U.S. Gulf of Mexico,resulted in fatalities and a significant flow of hydrocarbons from the BP Macondo well (the “Deepwater Horizon/BP Macondo Well Incident”). In response to the Deepwater Horizon/BP Macondo Well Incident, the various regulatory agencies with jurisdiction over oil and natural gas exploration, including the U.S. Department of the

Interior and its relevant various sub-agencies, imposed temporary moratoria on drilling operations by requiring operatorsand enacted several permanent regulations designed to reapply for exploration plans and drilling permits that had previously been approved, and by adopting numerous new regulations and new interpretationsenhance the safety of existing regulations regarding offshore operations that are applicable toin the Company’s customers and with which their new applications for exploration plans and drilling permits must prove compliant.Gulf of Mexico. Compliance with these new regulations and new interpretations of existing regulations have materially increased the cost of drilling operations in the U.S. Gulf of Mexico. New or additional government regulations or laws concerning drilling operations in the U.S. Gulf of Mexico and other regions have in the past and could in the future materially increase the cost of drilling operations in the U.S. Gulf of Mexico and/those markets or cause additional moratoria on drilling activities. These changes may influence decisions by customers or other industry participants that could reduce the demand for the Company’s services, whichservices. Moreover, continuing changes in regulation make it more difficult for the Company to implement long-term plans. For these reasons, further changes in regulation could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

The Outer Continental Shelf Lands Act, as amended, provides the federal government with broad discretion in regulating the leasing of offshore resources for the production of oil and natural gas.

The Outer Continental Shelf Lands Act provides the federal government with broad discretion in regulating the release or continued use of offshore resources for oil and natural gas production. The current extent of permitted offshore leasing is uncertain. A moratorium on new offshore oil and gas drilling has remained in place for a number of years. Because the Company’s operations rely on offshore oil and gas exploration and production, the government’s exercise of authority under the provisions of the Outer Continental Shelf Lands Act to restrict the availability of offshore oil and natural gas leases (for example, due to a serious incident of pollution) could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

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The Company is subject to complex laws and regulations, including environmental laws and regulations, that can adversely affect the cost, manner or feasibility of doing business.

Increasingly stringent federal, state, local and international laws and regulations governing worker safety and health and the manning,staffing, construction and operation of vessels significantly affect the Company’s operations. Many aspects of the marine industry are subject to extensive governmental regulation and oversight, including by the USCG, Occupational Safety and Health Administration (“OSHA”), the NTSB, the EPA, IMO, the U.S. Department of Homeland Security, MARAD, CBP, BSEE, the U.S. Maritime Administration, the CBP, the BSEE,EPA and various other foreign, state or local environmental protection agencies for those jurisdictions in which the Company operates, and to regulation by statesvarious international bodies and classification societies (such as the American Bureau of Shipping). The Company is also subject to regulation under international treaties, such as (i) MARPOL;MARPOL, (ii) SOL,SOLAS, (iii) MLC, (iv) BWM Convention, (v) STCW and (iii) STCW.(vi) other port regulations. These agencies, organizations, regulations and treaties establish safety requirements and standards and are authorized to investigate vessels and accidents and to recommend improved safety standards. The CBP and USCG are authorized to inspect vessels at will. The Company has and will continue to spend significant funds to comply with these regulations and treaties. Failure to comply with these regulations and treaties may cause the Company to incur significant liabilities or restrictions on its operations, any of which could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

The Company’s business and operations are also subject to federal, state, local and international laws and regulations relating to environmental protection and occupational safety and health, including laws and regulations that govern the discharge of oil and pollutants into waters regulated thereunder. Violations of these laws may result in civil and criminal penalties, fines, injunctions, or other sanctions, or the suspension or termination of the Company’s operations. Compliance with such laws and regulations frequently require installation of costly equipment, increased manning,staffing, increased fuel costs, specific training, or operational changes. Some environmental laws impose strict and, under certain circumstances, joint and several liability for remediation of spills and releases of oil and hazardous materials and damage to natural resources, which could subject the Company to liability without regard to whether it is negligent or at fault. Under OPA 90, owners, operators and bareboat charterers are jointly and severally strictly liable for the removal costs and damages resulting from the discharge of oil within the navigable waters of the United StatesU.S. and the U.S. EEZ. In addition, an oil spill could result in significant liability, including fines, penalties, criminal liability and costs for natural resource and other damages under other federal and state laws and civil actions. Liability for a catastrophic spill could exceed the Company’s available insurance coverage and result in it having to liquidate assets to pay claims. These laws and regulations may expose the Company to liability for the conduct of or conditions caused by others, including charterers. Because such laws and regulations frequently change and may impose increasingly strict requirements, the Company cannot predict the ongoing cost of complying with these laws and regulations. Additionally, reduced enforcement of existing safety and other laws or regulations may result in a decline in the demand for the Company’s offshore support services that are provided in connection with compliance with such laws or regulations. The Company cannot be certain that existing laws, regulations or standards (and the enforcement thereof), as currently interpreted or reinterpreted in the future, or future laws and regulations and standards will not have a material adverse effect on itsthe Company’s business, financial position, results of operations, cash flows and growth prospects. Regulation of the offshore marine services industry will likely continue to become more stringent and more expensive for the Company. In addition, a serious marine incident that results in significant pollution or injury could result in additional regulation and lead to strict governmental enforcement or other legal challenges. The variability and uncertainty of current and future shipping regulations could hamper the ability of the Company and its customers to plan for the future or establish long-term strategies. Additional environmental and other requirements, as well as more stringent enforcement policies,


may be adopted that could limit the Company’s ability to operate, require the Company to incur substantial additional costs or otherwise have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects. For more information, see “Business–Environmental“Item 1. Business—Governmental Regulations —Environmental Compliance.”

The Company is required by various governmental and quasi-governmental agencies to obtain, maintain and periodically renew certain permits, licenses and certificates with respect to its operations or vessels. In certain instances, the failure to obtain, maintain or renew these authorizations could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

There are risks associated with climate change, environmental regulations and evolving environmental regulations.

expectations.

Governments, supranational groups and various other parties around the world, including some of the world’s largest investment managers, have, in recent years, placed increasing attention on matters affecting the environment and this could lead toproposed or adopted new laws, regulations and/or regulationspolicies pertaining to climate change, carbon emissions or energy use that in turn could result in a reduction in demand for hydrocarbon-based fuel. In fact, a number of countries and the IMOorganizations have adopted, or are considering the adoption of, regulatory frameworks to reduce greenhouse gas emissions. These regulatory measures or international treaties may include, among others, adoption of cap and trade regimes, carbon taxes, increased efficiency standards, and incentives or mandates for renewable energy and could include specific restrictions on shipping emissions.

Additionally, some institutional investors and other groups have focused on matters affecting the environment, which may result in reduced investment in, or financing available to, the hydrocarbon-based industry. Many of these groups have developed environmental, social and governance standards as benchmarks and are using those benchmarks to inform their investment criteria. Although the Company formed a new Sustainability Council in 2020 to oversee the Company’s enhanced environmental, social and governance program and published its Inaugural Sustainability Report, the Company may not meet these evolving standards or benchmarks. Positions the Company takes or does not take on these issues could negatively impact the Company’s ability to attract or retain customers or employees. Similarly, any failure to achieve the Company’s environmental, social or governance commitments could harm the Company’s reputation and adversely impact its business, stock price or access to capital.

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Governments could also pass laws or regulations encouraging or mandating the use of alternative energy sources such as wind power and solar energy. These requirements could reduce demand for oil and natural gas and therefore the services provided by the Company. Alternatively, changes in U.S. law permitting additional drilling on federal lands could divert capital from offshore exploration. In addition, new environmental or emissions control laws or regulations may require an increase in the Company’s operating costs and/or in its capital spending for additional equipment or personnel to comply with such requirements and could also result in a reduction in revenues due to downtime required for the installation of such equipment. SuchMoreover, various international conventions and federal, state or international laws have significantly increased their regulation of vessel fuel and emissions in recent years, and this trend is likely to continue. Any of these developments, requirements or initiatives could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and prospects.

From time to time, extreme weather causes the Company or its customers to suspend business operations. Climate change may increase the frequency or severity of these extreme weather events in the future, which could increase the Company’s exposure to suspended operations. Also, concern over climate change may result in new or increased legal or regulatory requirements, which could accelerate the above-described trends towards enhanced regulation of the Company’s operations.

The Company has significant international operations, which subjects it to risks. Unstable political, military and economic conditions in foreign countries where a significant proportion of the Company’s operations is conducted could materially adversely impact its business.

The Company operates vessels and transacts other business worldwide. For the years ended December 31, 2021, 2020 and 2019, 88%, 89% and 75%, respectively, of the Company’s operating revenues and $15.4 million, ($7.5) million and ($13.5), respectively, of its equity in losses from 50% or less owned companies, net of tax, were derived from foreign operations. These operations are subject to risks, including potential vessel seizure, terrorist acts, piracy, kidnapping, nationalization of assets, currency restrictions, import or export quotas, tariffs and other forms of public and government regulation, all of which are beyond the Company’s control. Economic sanctions or an oil embargo, for example, could have significant impact on activity in the oil and natural gas industry and, correspondingly, on the Company should it operate in an area subject to any sanctions or embargo, or in the surrounding region to the extent any sanctions or embargo disrupts its operations.

In addition, the Company’s ability to compete in international markets may be adversely affected by foreign government regulations that favor or require the awarding of contracts to local competitors, or that require foreign persons to employ citizens of, or purchase supplies from, a particular jurisdiction. Further, the Company’s foreign subsidiaries may face governmentally imposed restrictions on their ability to transfer funds to their parent company.

Activity outside the U.S. involves additional risks, including the possibility of:

U.S. embargoes or restrictive actions and regulations by U.S. and foreign governments that could limit the Company’s ability to provide services in foreign countries or cause retaliatory actions by such governments;

a change in, or the imposition of, withholding or other taxes on foreign income, tariffs or restrictions on foreign trade and investment;

limitations on the repatriation of earnings or currency exchange controls and import/export quotas;

unwaivable, burdensome local cabotage and local ownership laws and requirements;

nationalization, expropriation, asset seizure, blockades and blacklisting;

limitations in the availability, amount or terms of insurance coverage;

loss of contract rights and inability to enforce contracts;

political instability, war and civil disturbances or other risks that may limit or disrupt markets, such as terrorist acts, piracy and kidnapping;

fluctuations in currency exchange rates, hard currency shortages and controls on currency exchange that affect demand for the Company’s services and its profitability;

potential noncompliance with a wide variety of laws and regulations, such as the FCPA, and similar non-U.S. laws and regulations, including the U.K. Bribery Act 2010;

labor strikes;

import or export quotas and other forms of public and government regulation;

changes in general economic and political conditions;


regional conflicts, including in Ukraine;

difficulty in staffing and managing widespread operations, including the ability to transfer qualified labor to local operations; and

inadequate or delayed response to natural disasters on other major incidents or events in less developed countries.

Some of the Company’s customers are located in emerging markets, which can further exacerbate the foregoing risks.

On January 31, 2020, the U.K. formally left the E.U.(“Brexit”) and on December 24, 2020 the U.K. and E.U. agreed to a trade deal (the “Trade and Cooperation Agreement”) which was ratified by the U.K. on December 30, 2020. The Trade and Cooperation Agreement has been applied provisionally since January 1, 2021, and was ratified by the U.K. and E.U. on April 30, 2021, effective on May 1, 2021. The Trade and Cooperation Agreement allows the U.K and E.U. to continue trading without tariffs or quotas, however, the movement of goods between the U.K. and the remaining member states of the E.U. may be subject to additional inspections and documentation checks, leading to possible delays at ports of entry and departure. There are still a number of areas of uncertainty in connection with the future of the U.K. and its relationship with the E.U. and the application and interpretation of the Trade and Cooperation Agreement, and Brexit-related matters may take several years to be clarified and resolved. Brexit may create global economic uncertainty, which may cause the Company’s customers and potential customers to monitor their costs and reduce their budgets for the Company’s services. The Company provides global marine and support transportation services to offshore energy facilities worldwide and our fleet operates globally across multiple locations. Based on our global operating model and the versatility and marketability of our fleet, to date we have not seen the impact of Brexit to be significant to the Company. Any of these effects, and others the Company cannot anticipate, could materially adversely affect its business, financial position, results of operations, cash flows and prospects.

The Company is subject to hazards inherent in the operation of offshore support and related vessels and has experienced accidents that have resulted in the loss of life, disrupted operations and caused reputational harm.

The operation of offshore support and related vessels is highly dangerous and is inherently subject to various risks including, but not limited to, adverse and sea conditions, catastrophic disaster, mechanical failure, navigation errors, capsizing, grounding, hazardous substance spills, and collision, each of which could result in the loss of life, injury to personnel, and damage to equipment and the environment. For instance, the Company’s operations in the U.S. Gulf of Mexico may be adversely affected by weather. The Atlantic hurricane season typically runs from June through November. Tropical storms and hurricanes may limit the Company’s ability to operate vessels in the proximity of storms, reduce oil and natural gas exploration, development and production activity, and could result in the Company incurring additional expenses to secure equipment and facilities. They may also require the Company to evacuate its vessels, personnel and equipment out of the path of a storm. If any of these events were to occur, the Company could be held liable for resulting damages, including loss of revenues from or termination of charter contracts, higher insurance rates, increased operating costs, increased governmental regulation and reporting and damage to the Company’s reputation and customer relationships. Any such events would likely result in negative publicity for the Company and adversely affect its safety record, which would affect demand for its services in a competitive industry. In addition, the affected vessels could be removed from service and would then not be available to generate revenues. Our vessels have been involved in accidents in the past, some of which included loss of life, personal injury and property damage, and we, or third parties operating our vessels, may experience accidents in the future.

On April 13, 2021, the SEACOR Power, a liftboat owned by a subsidiary of the Company with nineteen individuals on board, capsized off the coast of Port Fourchon, Louisiana. The incident resulted in the death of several crew members, including the captain of the vessel and five other employees of the Company. The incident also resulted in the constructive total loss of the SEACOR Power. The Company is responsible for the salvage operations related to the vessel and is coordinating these efforts with the USCG. The Company expects salvage costs to be covered by insurance proceeds. Although the Company does not expect the incident to result in a significant impact on the environment, if there is environmental damage the Company may be responsible for any required clean-up activities and could be subject to related fines and other penalties.

The capsizing of the SEACOR Power has garnered significant attention from the media as well as local, state and federal stakeholders. The NTSB and the USCG are currently investigating the incident to determine the cause of the incident and the Company is fully cooperating with the investigation in all respects and continues to gather information about the incident. It is expected that the NTSB and USCG investigation will take a significant period of time to complete, possibly as long as two years or longer. It is also possible that other state and federal legislatures and/or agencies or other regulators will initiate investigations of the incident. Depending on the outcome of these investigations, the Company may be subject to fines and other penalties including being restricted or prohibited from operating vessels in the Gulf of Mexico for a period of time. In addition, adverse findings in any investigation could harm the Company’s reputation and, in turn, the Company’s competitiveness, or impact the Company’s ability to market and operate liftboats.

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Numerous civil lawsuits have been filed against the Company and other third parties by the family members of deceased crew members and the surviving crew members employed by the Company or by the third parties. On June 2, 2021, the Company filed a Limitation of Liability Act complaint in federal court in the Eastern District of Louisiana (“Limitation Action”), which has the effect of enjoining all existing civil lawsuits and requiring the plaintiffs to file their claims relating to the capsizing of the SEACOR Power in the Limitation Action. The claimants have asserted, among other things, that the Company and/or the third parties failed to properly assess weather conditions, failed to provide adequate equipment for the job, failed to maintain the vessel or perform adequate safety meetings, among other claims and allegations. The Company cannot predict the outcome of any such legal proceedings but if it is found liable, any related losses could be significant. Furthermore, the costs incurred in litigation can be substantial, regardless of the outcome.

Management has been devoting a significant amount of time and resources to the incident response, including providing assistance to the affected crewmen and their families. We expect that, at least for the near-term, management will continue to devote significant time and attention to matters related to the incident while also attending to other business concerns, which could have adverse effects on the Company and its operations.

There is significant uncertainty in the amount and timing of costs and potential liabilities relating to the incident involving the SEACOR Power, the impact the incident will have on the Company’s reputation and the resulting possible impact on the Company’s business. These uncertainties are likely to continue for a significant period. In addition, while the Company believes its existing insurance policies will adequately cover most losses, the ultimate amount of losses, potential fines and penalties, and insurance proceeds cannot be determined at this time and may depend on the outcome of any investigation. See “Risk Factors –The Company’s insurance coverage may be inadequate to protect it from the liabilities that could arise in its business” included elsewhere in this Annual Report on Form 10-K.

As a result of the foregoing factors, the SEACOR Power incident has had, and could continue to have, a material adverse impact on the Company’s business, competitive position, financial performance, cash flows, prospects and liquidity. The risks associated with the incident could also heighten the impact of the other risks to which the group is exposed as further described in this Annual Report on Form 10-K.

Failure to maintain an acceptable safety record may have an adverse impact on the Company’s ability to retain customers.

The Company’s customers consider safety and reliability a primary concern in selecting a service provider. The Company must maintain a record of safety and reliability that is acceptable to its customers. Should this not be achieved, the ability to retain current customers and attract new customers may be adversely affected, which in turn could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and prospects.

The Company’s insurance coverage may be inadequate to protect it from the liabilities that could arise in its business.

Although the Company maintains insurance coverage against the risks related to its business, risks may arise for which it may not be insured. Claims covered by insurance are subject to deductibles, the aggregate amount of which could be material, and certain policies impose caps on coverage. Insurance policies are also subject to compliance with certain conditions, the failure of which could lead to a denial of coverage as to a particular claim or the voiding of a particular insurance policy. There also can be no assurance that existing insurance coverage can be renewed at commercially reasonable rates or that available coverage will be adequate to cover future claims. If a loss occurs that is partially or completely uninsured, or the carrier is unable or unwilling to cover the claim, the Company could be exposed to substantial liability. Further, to the extent the proceeds from insurance are not sufficient to repair or replace a damaged asset, the Company would be required to expend funds to supplement the insurance and in certain circumstances may decide that such expenditures are not justified, which, in either case, could adversely affect the Company’s business, financial position, results of operations, cash flows and prospects.

The Company may not be fully indemnified by its customers for damage to their property or the property of their other contractors.

The Company’s contracts are individually negotiated, and the levels of indemnity and allocation of liabilities in them can vary from contract to contract depending on market conditions, particular customer requirements and other factors existing at the time a contract is negotiated. Additionally, the enforceability of indemnification provisions in the Company’s contracts may be limited or prohibited by applicable law or may not be enforced by courts having jurisdiction, and the Company could be held liable for substantial losses or damages and for fines and penalties imposed by regulatory authorities. The indemnification provisions of the Company’s contracts may be subject to differing interpretations, and the laws or courts of certain jurisdictions may enforce such provisions while other laws or courts may find them to be unenforceable, void or limited by public policy considerations, including when the cause of the underlying loss or damage is the Company’s gross negligence or willful misconduct, when punitive damages are attributable to the Company or when fines or penalties are imposed directly against the Company. The law with respect to the enforceability of indemnities varies from jurisdiction to jurisdiction. Current or future litigation in particular jurisdictions, whether or not the Company is a party, may impact the interpretation and enforceability of indemnification provisions in the Company’s contracts. There can be no assurance that the Company’s contracts with its customers, suppliers and subcontractors will fully protect the Company against all hazards and risks inherent in its operations. There can also be no assurance that those parties with contractual obligations to indemnify the Company will be financially able to do so or will otherwise honor their contractual obligations.

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The Company may undertake one or more significant corporate transactions that may not achieve their intended results, may adversely affect its financial condition and its results of operations, and may result in additional risks to its business.

The Company continuously evaluates the acquisition and disposition of assets relevant to participants in the offshore energy industry and may in the future undertake significant transactions. Any such transaction could be material to the Company’s business and could take any number of forms, including mergers, joint ventures, investments in new lines of business and the purchase of equity interests or other assets. The form of consideration associated with such transactions may include, among other things, cash, Common Stock, securities convertible into Common Stock or other securities (privately or through a public offering), equity interests in the Company’s subsidiaries, or other assets of the Company. The Company also evaluates the disposition of its assets, in whole or in part, which could take the form of asset sales, mergers or sales of equity interests in its subsidiaries (privately or through a public offering).

These types of significant transactions may present material risks and uncertainties, including distraction of management from current operations, insufficient revenue to offset liabilities assumed, potential loss of significant revenue and income streams, unexpected expenses, inadequate return of capital, potential acceleration of taxes currently deferred, regulatory or compliance issues, the triggering of certain covenants in the Company’s debt instruments (including accelerated repayment) and other unidentified issues not discovered in due diligence. If the Company was to complete such an acquisition, disposition, investment or other strategic transaction, it may require additional debt or equity financing that could result in a significant increase in the amount of debt the Company has or the number of outstanding shares of its Common Stock. As a result of the risks inherent in such transactions, the Company cannot guarantee that any such transaction will ultimately result in the realization of the anticipated benefits of the transaction or that significant transactions will not have a material adverse impact on the Company’s business, financial positions, results of operations, cash flows and prospects.

If the Company does not restrict the amount of ownership of its Common Stock by non-U.S. citizens, it could be prohibited from operating offshore support vessels in the United States, which would adversely impact the Company’s business and operating results.

The Company is subject to the Jones Act, which governs, among other things, the ownership and operation of vessels used to carry passengers and cargo between points in the U.S. Subject to limited exceptions, the Jones Act requires that vessels engaged in the U.S. coastwise trade be built in the U.S., registered under the U.S. flag, manned by predominantly U.S. crews and be owned and operated by “U.S. citizens” within the meaning of the Jones Act. Compliance with the Jones Act requires that non-U.S. citizens own no more than 25% in the entities that directly or indirectly own or operate the vessels that the Company operates in U.S. coastwise trade. Although the Company’s Third Amended and Restated Certificate of Incorporation and Third Amended and Restated By-Laws contain provisions intended to assure compliance with these provisions of the Jones Act, a failure to maintain compliance could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and prospects by, among other things (i) temporarily or permanently prohibiting the Company from operating vessels in the U.S. coastwise trade, (ii) subjecting the Company to fines and (iii) subjecting the Company’s vessels to seizure and forfeiture.

Repeal, amendment, suspension or non-enforcement of the Jones Act would result in additional competition for the Company and could have a material adverse effect on the Company’s business.

Substantial portions of the Company’s operations are conducted in the U.S. coastwise trade and thus subject to the provisions of the Jones Act (discussed above). For years, there have been attempts to repeal or amend such provisions, and such attempts are expected to continue in the future.

Repeal, substantial amendment, waiver or substantial reinterpretation of provisions of the Jones Act could significantly adversely affect the Company by, among other things, resulting in additional competition from competitors with lower operating costs, because of their ability to use vessels built in lower-cost foreign shipyards, owned and manned by foreign nationals with promotional foreign tax incentives and with lower wages and benefits than U.S. citizens. In addition, the Company’s advantage as a U.S.-citizen operator of Jones Act vessels could be eroded by periodic efforts and attempts by foreign interests to circumvent certain aspects of the Jones Act. If maritime cabotage services were included in the General Agreement on Trade in Services or other international trade agreements, or if the restrictions contained in the Jones Act were otherwise altered, the shipping of maritime cargo between covered U.S. points could be opened to foreign-flag or foreign-built vessels. Because foreign vessels may have lower construction costs and operate at significantly lower costs than companies operating in the U.S. coastwise trade, such a change could significantly increase competition in the U.S. coastwise trade, which could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and prospects.


Restrictions on non-U.S. citizen ownership of the Company’s vessels could limit its ability to sell off any portion of its business or result in the forfeiture of its vessels.

As noted above, compliance with the Jones Act requires that non-U.S. citizens own no more than 25% in the entities that directly or indirectly own or operate the vessels that the Company operates in the U.S. coastwise trade. If the Company were to seek to sell any portion of its business that owns any of these vessels, it may have fewer potential purchasers, since some potential purchasers might be unable or unwilling to satisfy the U.S. citizenship restrictions described above. As a result, the sales price for that portion of the Company’s business may not attain the amount that could be obtained through unconstrained bidding. Furthermore, if at any point the Company or any of the entities that directly or indirectly own its vessels cease to satisfy the requirements to be a U.S. citizen within the meaning of the Jones Act, the Company would become ineligible to operate in the U.S. coastwise trade and may become subject to penalties and risk forfeiture of its vessels.

The Company’s Third Amended and Restated Certificate of Incorporation and its Third Amended and Restated By-laws limit the ownership of Common Stock by individuals and entities that are not U.S. citizens within the meaning of the Jones Act. These restrictions may affect the liquidity of the Company’s Common Stock and may result in non-U.S. citizens being required to sell their shares at a loss or relinquish their voting, dividend and distribution rights.

Under the Jones Act, at least 75% of the outstanding shares of each class or series of the Company’s capital stock must be owned and controlled by U.S. citizens within the meaning of the Jones Act. Certain provisions of the Company’s Third Amended and Restated Certificate of Incorporation and its Third Amended and Restated By-Laws are intended to facilitate compliance with this requirement and may have an adverse effect on holders of shares of the Company’s Common Stock. These restrictions may affect the liquidity of the Company’s Common Stock.

Under the provisions of the Company’s Third Amended and Restated Certificate of Incorporation, the aggregate percentage of ownership by non-U.S. citizens of any class or series of the Company’s capital stock is limited to 22.5% of the outstanding shares of each such class or series to ensure that such ownership by non-U.S. citizens will not exceed the maximum percentage permitted by the Jones Act, which is presently 25%. The Company’s Third Amended and Restated Certificate of Incorporation also restricts ownership of shares of any class or series of its capital stock by a single non-U.S. citizen (and any other non-U.S. citizen whose ownership position would be aggregated with such non-U.S. citizen for purposes of the Jones Act) to not more than 4.9% of the outstanding shares of each such class or series. The Company refers to such percentage limitations on ownership by persons who are not U.S. citizens within the meaning of the Jones Act as the “applicable permitted percentage.”

The Company’s Third Amended and Restated Certificate of Incorporation provides that any transfer or purported transfer of any shares of any class or series of its capital stock that would otherwise result in ownership (of record or beneficially) by non-U.S. citizens of shares of such class or series in excess of the applicable permitted percentage will be void and ineffective, and neither the Company nor its transfer agent will register any such transfer or purported transfer in the Company records or recognize any such transferee or purported transferee as a stockholder of the Company for any purpose (including for purposes of voting and dividends) except to the extent necessary to effect the remedies available to the Company under its Third Amended and Restated Certificate of Incorporation.

In the event such transfer restriction would be ineffective for any reason, the Company’s Third Amended and Restated Certificate of Incorporation provides that if any transfer would otherwise result in ownership (of record or beneficially) by non-U.S. citizens of shares of such class or series in excess of the applicable permitted percentage, such transfer will cause such excess shares to be automatically transferred to a trust for the exclusive benefit of one or more charitable beneficiaries that are U.S. citizens within the meaning of the Jones Act. The proposed transferee will have no rights in the shares transferred to the trust, and the trustee, who will be a U.S. citizen chosen by the Company and unaffiliated with the Company or the proposed transferee, will have all voting, dividend and distribution rights associated with the shares held in the trust. The trustee will sell such excess shares to a U.S. citizen within 20 days of receiving notice from the Company (or as soon thereafter as a sale may be effected in compliance with all applicable securities laws) and distribute to the proposed transferee the lesser of the price that the proposed transferee paid for such shares and the amount received from the sale, and any gain from the sale will be paid to the charitable beneficiary of the trust.

These trust transfer provisions also apply to situations where ownership of a class or series of the Company’s capital stock by non-U.S. citizens in excess of the applicable permitted percentage would result from a change in the status of a record or beneficial owner thereof from a U.S. citizen to a non-U.S. citizen or from a repurchase or redemption by the Company of shares of its capital stock, in which case such person will receive the lesser of the market price of the shares on the date of such status change or such share repurchase or redemption and the amount received from the sale. As part of the foregoing trust transfer provisions, the trustee will be deemed to have offered the excess shares in the trust to the Company at a price per share equal to the lesser of (i) the market price on the date the Company accepts the offer and (ii) the price per share in the purported transfer or original issuance of shares, as described in the preceding paragraph, or the market price per share on the date of the status change or share repurchase or redemption, that resulted in the transfer to the trust.

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As a result of the above trust transfer provisions, a proposed transferee that is a non-U.S. citizen, or a record or beneficial owner whose citizenship status change results in excess shares, or whose shares become excess shares as a result of a repurchase or redemption by the Company of its capital stock may not receive any return on its investment in shares it purportedly purchases or owns, as the case may be, and it may sustain a loss.

To the extent that the above trust transfer provisions would be ineffective for any reason to prevent ownership (of record or beneficially) by non-U.S. citizens of the shares of any class or series of the Company’s capital stock in excess of the applicable permitted percentage, the Company’s Third Amended and Restated Certificate of Incorporation provides that the Company, in its sole discretion, shall be entitled to redeem all or any portion of such excess shares most recently acquired (as determined by the Company in accordance with guidelines that are set forth in its Third Amended and Restated Certificate of Incorporation), by non-U.S. citizens, or owned (of record or beneficially) by non-U.S. citizens as a result of a change in citizenship status or a repurchase or redemption by the Company of shares of its capital stock, at a redemption price based on a fair market value formula that is set forth in the Company’s Third Amended and Restated Certificate of Incorporation. The per share redemption price may be paid, as determined by the Company’s Board of Directors, by cash, promissory notes, warrants or a combination thereof. Such excess shares shall not be accorded any voting, dividend or distribution rights until they have ceased to be excess shares, provided that they have not been already redeemed by the Company. As a result of the above provisions, a proposed transferee or owner of the Company’s Common Stock that is a non-U.S. citizen may not receive any return on its investment in shares it purportedly purchases or owns, as the case may be, and it may sustain a loss. Further, the Company may have to incur additional indebtedness, or use available cash (if any), to fund all or a portion of such redemption, in which case its financial condition may be materially weakened.

So that the Company may ensure its compliance with the Jones Act, its Third Amended and Restated Certificate of Incorporation permits the Company to require that any record or beneficial owner of any shares of its capital stock provide the Company with certain documentation concerning such owner’s citizenship. These provisions include a requirement that every person acquiring, directly or indirectly, five percent (5%) or more of the shares of any class or series of the Company’s capital stock must provide the Company with specified citizenship documentation. In the event that any person does not submit such requested or required documentation to the Company, the Company’s Third Amended and Restated Certificate of Incorporation provides it with certain remedies, including the suspension of the voting rights of such person's shares of the Company’s capital stock and the payment of dividends and distributions with respect to those shares into an escrow account. As a result of non-compliance with these provisions, a record or beneficial owner of the shares of Common Stock may lose significant rights associated with those shares.

In addition to the risks described above, the foregoing restrictions on ownership by non-U.S. citizens could delay, defer or prevent a transaction or change in control that might involve a premium price for the Company’s Common Stock or otherwise be in the best interest of its stockholders.

If non-U.S. citizens own more than 22.5% of the Company’s Common Stock, the Company may not have the funds or the ability to redeem any excess shares and it could be forced to suspend its operations in the U.S. coastwise trade.

The Company’s Third Amended and Restated Certificate of Incorporation and its Third Amended and Restated By-Laws contain provisions prohibiting ownership of its Common Stock by persons who are not U.S. citizens within the meaning of the Jones Act, in the aggregate, in excess of 22.5% of such shares, in order to ensure that such ownership by non-U.S. citizens will not exceed the maximum percentage permitted by the Jones Act, which is presently 25%. The Company’s Third Amended and Restated Certificate of Incorporation and its Third Amended and Restated By-Laws permit the Company to redeem such excess shares in the event that the transfer of such excess shares to a trust for sale would be ineffective. The per share redemption price may be paid, as determined by the Company’s Board of Directors, by cash, promissory notes or warrants. However, the Company may not be able to redeem such excess shares for cash because its operations may not have generated sufficient excess cash flow to fund such redemption. If, for any reason, the Company is unable to effect such a redemption when such ownership of shares by non-U.S. citizens is in excess of 25% of the Common Stock, or otherwise prevent non-U.S. citizens in the aggregate from owning shares in excess of 25% of any such class or series of its capital stock, or fail to exercise its redemption rights because it is unaware that such ownership exceeds such percentage, the Company will likely be unable to comply with the Jones Act and will likely be required by the applicable governmental authorities to suspend its operations in the U.S. coastwise trade. Any such actions by governmental authorities would likely have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and prospects.

Under certain circumstances, the Company’s vessels are subject to requisition for ownership or use by governmental agencies.

The Merchant Marine Act of 1936 provides that, during a national emergency declared by presidential proclamation or a period for which the U.S. President has proclaimed that the security of the national defense makes it advisable, the Secretary of Transportation may requisition the ownership or use of any vessel owned by U.S. citizens (which includes the Company) and any vessel under construction in the U.S. If any of the Company’s vessels were purchased or chartered by the federal government under this law, the Company would be entitled to just compensation, which is generally the fair market value of the vessel in the case of a purchase or, in the case of a charter, the fair market value of charter hire, but the Company would not be entitled to compensation for any consequential damages it may suffer. The purchase or charter for an extended period of time by the federal government of one or more of the Company’s vessels under this law could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and prospects. Vessels registered under other flag states may also be subject to requisition or purchase in accordance with applicable local law.

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The Company may not be able to sell vessels to improve its cash flow and liquidity because it may be unable to locate buyers with access to financing or to complete any sales on acceptable terms or within a reasonable time frame.

The Company may seek to sell some of its vessels to provide liquidity and cash flow. However, given the current downturn in the oil and natural gas industry in general, and the offshore oil and gas industry in particular, there may not be sufficient activity in the market to sell the Company’s vessels and the Company may not be able to identify buyers with access to financing or to complete any such sales. Even if the Company is able to locate appropriate buyers for its vessels, any sales may occur on less favorable terms than the terms that might be available in a more liquid market or at other times in the business cycle. In addition, the terms of the Company’s current and future indebtedness may limit its ability to sell assets, including vessels, or require that it use the proceeds from any such sale in specified manner.

The Company may be unable to collect amounts owed to it by its customers.

The Company typically grants its customers credit on a short-term basis. Related credit risks are inherent as the Company does not typically collateralize receivables due from customers. In addition, many of its international customers are state controlled and, as a result, the Company’s receivables may be subject to local political priorities, which are out of the Company’s control. The Company provides estimates for uncollectible accounts based primarily on its judgment using historical losses, current economic conditions and individual evaluations of each customer as evidence supporting the receivables valuations stated on the Company’s financial statements. However, the Company’s receivables valuation estimates may not be accurate and receivables due from customers reflected in its financial statements may not be collectible. The Company’s inability to perform under its contractual obligations, or its customers’ inability or unwillingness to fulfill their contractual commitments to the Company, may have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and prospects.

The Company participates in joint ventures, and its investments in joint ventures could be adversely affected by its lack of sole decision-making authority and disputes between its partners and itself.

The Company participates in domestic and international joint ventures to further expand its capabilities, share risks and gain access to local markets. Due to the nature of joint venture arrangements, the Company does not unilaterally control the operating, strategic and financial policies of these business ventures. Decisions are often made on a collective basis, including the purchase and sale of assets, charter arrangements with customers and management of cash, including cash distributions to partners. In addition, joint ventures can often require unanimous approval of the parties to the joint venture or their representatives for certain fundamental decisions, which could lead to deadlock in the operations or strategy with respect to the joint venture or partnership. Decisions made by the managers or the governing bodies of these entities may not always be the decision that is most beneficial to the Company as one of the equity holders of the entity, may be contrary to the Company’s objectives, and may limit the Company’s ability to transfer its interests. Investments in joint ventures involve risks that would not be present were a third-party not involved, including the possibility that the Company’s co-ventures might become bankrupt or fail to fund their share of required capital contributions. Any failure of such other companies to meet their obligations to the Company or to third-parties, or any disputes with respect to the parties’ respective rights and obligations, could have a material adverse effect on the joint ventures or their properties and, in turn, could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and prospects.

The Company’s participation in industry-wide, multi-employer, defined benefit pension plans expose it to potential future losses.

Certain of the Company’s subsidiaries are participating employers in two industry-wide, multi-employer defined benefit pension plans in the U.K., namely, the U.K. Merchant Navy Officers Pension Fund (“MNOPF”) and the U.K. Merchant Navy Ratings Pension Fund (“MNRPF”). Among other risks associated with multi-employer plans, contributions and unfunded obligations of the multi-employer plan are shared by the plan participants. As a result, the Company may inherit unfunded obligations if other plan participants withdraw from the plan or cease to participate, and in the event that the Company withdraws from participation in one or both of these plans, it may be required to pay the plan an amount based on its allocable share of the underfunded status of the plan. Depending on the results of future actuarial valuations, it is possible that the plans could experience further deficits that will require funding from the Company, which would negatively impact its financial position, results of operations and cash flows. For example, on October 19, 2021, the Company was informed by the MNRPF that two issues had been identified during a review of the MNRPF by the applicable trustee that would potentially give rise to material additional liabilities for the MNRPF. The MNRPF has indicated that the investigations into these issues remain ongoing, and that further updates will be provided as significant developments arise. Should such additional liabilities require the MNRPF to collect additional funds from participating employers, it is possible that the Company will be invoiced for a portion of such funds and recognize payroll related operating expenses in the periods invoices are received.

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As part of the Company’s ongoing management of its fleet and personnel, the Company may need to improve its operations and financial systems and recruit additional staff and crew; if the Company cannot improve these systems or recruit suitable employees, the Company’s business and results of operations may be adversely affected.

The Company has and may continue to need to invest in upgrading its operating and financial systems. In addition, the Company may have to recruit additional well‑qualified seafarers and shoreside administrative and management personnel. The Company may not be able to hire suitable employees. For example, the Company’s vessels require technically skilled staff with specialized training. If the Company is unable to employ such technically skilled staff, they may not be able to adequately staff the Company’s vessels. If the Company is unable to operate its financial and operations systems effectively or is unable to recruit suitable employees, the Company’s results of operation and its ability to manage and expand its fleet may be adversely affected.

The Company’s inability to attract and retain qualified personnel and crew its vessels could have an adverse effect on its business.

Attracting and retaining skilled personnel is an important factor in the Company’s future success. In addition, the success of the Company is dependent upon its ability to adequately crew its vessels. The market for qualified personnel is highly competitive, particularly in the last few months,and global and/or regional conflicts, such as the conflict between Russia and Ukraine, may further reduce or restrict the availability of qualified personnel, particularly with respect to certain technical and engineering positions, including marine officers.

The Company cannot be certain that it will be successful in attracting and retaining qualified personnel and crewing its vessels in the future. We have faced and may continue to face difficulties attracting, hiring and retaining highly-skilled personnel and with appropriate qualifications and may not be able to fill positions. To attract top talent, we have had to offer, and believe we will need to continue to offer, competitive compensation and benefits packages before we can validate the productivity of those employees. We have increased, and expect to continue to increase, our employee compensation levels in response to competition, as necessary. In addition, the pressures of inflation have increased our costs of labor and may continue to do so. Many of the companies with which we compete for personnel have greater financial and other resources than we do. If the Company fails to retain key personnel and hire, train and retain qualified employees, the Company may not be able to compete effectively and may have increased incident rates as well as regulatory and other compliance failures, which could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and prospects.

The Company’s employees are covered by federal laws that may subject it to job-related claims in addition to those provided by state laws.

Some of the Company’s employees are covered by provisions of the Jones Act, the Death on the High Seas Act and general maritime law. These laws preempt state workers’ compensation laws and permit these employees and their representatives to pursue actions against employers for job-related incidents in federal courts based on tort theories. Because the Company is not generally protected by the damage limits imposed by state workers’ compensation statutes for these types of claims, it may have greater exposure for any claims made by these employees.

The Company relies on information technology, and if it is unable to protect against service interruptions, data corruption, cyber-based attacks or network security breaches, its operations could be disrupted and its business could be negatively affected.

The Company relies on information technology networks and systems, including the Internet and cloud services, to process, transmit and store electronic and financial information, manage a variety of business processes and activities, and comply with regulatory, legal and tax requirements. The Company also depends on its information technology infrastructure to capture knowledge of its business including its vessel operation systems containing information about vessel positioning and scheduling; to monitor its vessel maintenance and engine systems; to coordinate its business across its bases of operation including cargo delivery and equipment tracking; and to communicate within its organization and with customers, suppliers, partners and other third-parties. The Company’s ability to service customers and operate vessels is dependent on the continued operation of these systems. While the Company takes various precautions and has enhanced controls around its systems, like other technology systems, they are susceptible to damage, disruptions or shutdowns, hardware or software failures, power outages, computer viruses, telecommunication failures, user errors, catastrophic events, or cyber-attacks including malware, other malicious software, phishing email attacks, attempts to gain unauthorized access to its data, the unauthorized release, corruption or loss of its data, loss or damage to its data delivery systems, ransomware, and other electronic security breaches. Overtime, these attacks have become increasingly sophisticated and, in some cases, have been conducted or sponsored by “nation state” operators.

The Company’s information technology systems are in some cases integrated, such that damage, disruption or shutdown to the system could result in a more widespread impact. If the Company’s information technology systems suffer severe damage, disruption or shutdown, and its business continuity plans do not effectively resolve the issues in a timely manner, the Company’s operations could be disrupted and its business could be negatively affected. In addition, cyber-attacks could lead to potential unauthorized access and disclosure of confidential information, data loss and corruption. While we are not currently aware of any material impact from recent attacks such as SolarWinds, Log4j, and Kaseya, new information on the scope of such attacks is continuing to emerge. While we continue to devote time and resources on the remediation of such risks, there is the possibility of a material impact from such an attack in the future.

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Recent action by the IMO’s Maritime Safety Committee and U.S. agencies indicate that cybersecurity regulations for the maritime industry are likely to be further developed in the near future in an attempt to combat cybersecurity threats. The Company is unable to predict the impact of such regulations at this time. Further, as the threat of cyber-attacks continues to grow, the Company will be required to expend additional resources to continue to modify or enhance its protective measures or to investigate and remediate any vulnerabilities to cyber-attacks. The Company has adopted flag-state vessel security plans to comply with the IMO regulations that went into effect in 2021.

Further, data protection laws apply to the Company in certain countries in which the Company does business. Specifically, the E.U. General Data Protection Regulation (the “GDPR”), increased penalties up to a maximum of 4% of global annual turnover for breach of the regulation. The GDPR requires mandatory breach notification, the standard for which is also followed outside the E.U., particularly in Asia. Non-compliance with data protection laws could expose the Company to regulatory investigations, which could result in fines and penalties. In addition to imposing fines, regulators may also issue orders to stop processing personal data, which could disrupt operations. The Company could also be subject to litigation from persons or corporations allegedly affected by data protection violations. Violation of data protection laws is a criminal offence in some countries, and individuals can be imprisoned or fined. Any violation of these laws or harm to the Company’s reputation could have a material adverse effect on the Company’s business, financial condition, results of operations, cash flows and prospects.

Risk Factors Related to the Company’s Spin-off

SEACOR Marine was previously a subsidiary of SEACOR Holdings Inc. (along with its consolidated subsidiaries, other than SEACOR Marine, collectively referred to as “SEACOR Holdings”). On June 1, 2017, SEACOR Holdings completed a spin-off of SEACOR Marine by way of a pro rata dividend of SEACOR Marine’s Common Stock, all of which was then held by SEACOR Holdings, to SEACOR Holdings’ shareholders of record as of May 22, 2017 (the “Spin-off”).

If there is a determination that the Spin-off was taxable for U.S. federal income tax purposes because the facts, assumptions, representations or undertakings underlying the tax opinion were incorrect or for any other reason, then SEACOR Holdings, its stockholders that are subject to U.S. federal income tax and SEACOR Marine could incur significant U.S. federal income tax liabilities.

In connection with the Spin-off, SEACOR Holdings received an opinion of its counsel, Milbank LLP (f/k/a Milbank, Tweed, Hadley & McCloy LLP), substantially to the effect that the Spin-off qualifies as a transaction that is described in Section 355 of the Code. The opinion relied on certain facts, assumptions, representations and undertakings from SEACOR Holdings and the Company regarding the past and future conduct of the companies’ respective businesses and other matters. If any of these facts, assumptions, representations or undertakings were incorrect, SEACOR Holdings and its stockholders may not be able to rely on the opinion of counsel and could be subject to significant tax liabilities. Notwithstanding the opinion of counsel, the Internal Revenue Services ("IRS") could determine on audit that the Spin-off was taxable if it determines that any of these facts, assumptions, representations or undertakings were not correct or had been violated or if it disagrees with the conclusions in the opinion, or for other reasons, including as a result of certain significant changes in the stock ownership of SEACOR Holdings or SEACOR Marine after the Spin-off. If the Spin-off is determined to be taxable, SEACOR Holdings, its stockholders that are subject to U.S. federal income tax and the Company could incur significant U.S. federal income tax liabilities.

Prior to the Spin-off, the Company and SEACOR Holdings entered into the Tax Matters Agreement that governs the parties' respective rights, responsibilities and obligations with respect to taxes, tax attributes, the preparation and filing of tax returns, the control of audits and other tax proceedings and assistance and cooperation in respect of tax matters. Taxes relating to or arising out of the failure of the Spin-off to qualify as a tax-free transaction for U.S. federal income tax purposes are the responsibility of SEACOR Holdings, except, in general, if such failure is attributable to the Company’s action or inaction or SEACOR Holdings’ action or inaction.

The Company’s obligations under the Tax Matters Agreement are not limited in amount or subject to any cap. Further, even if the Company is not responsible for tax liabilities of SEACOR Holdings and its subsidiaries under the Tax Matters Agreement, the Company nonetheless could be liable under applicable tax law for such liabilities if SEACOR Holdings were to fail to pay them. If the Company is required to pay any liabilities under the circumstances set forth in the Tax Matters Agreement or pursuant to applicable tax law, the amounts may be significant.

Risk Factors Related to the Company’s Common Stock

The Company’s stock price may fluctuate significantly, and investors may not be able to sell their shares at an attractive price.

The trading price of the Company’s Common Stock may be volatile and subject to wide price fluctuations in response to various factors including:

market conditions in the broader stock market;

the Company’s capital structure and liquidity;


commodity prices and in particular prices of oil and natural gas;

actual or anticipated fluctuations in the Company’s quarterly financial condition and results of operations;

introduction of new equipment or services by the Company or its competitors;

issuance of new or changed securities analysts’ reports or recommendations;

purchases and sales of large blocks of the Company’s Common Stock and the frequency and volume with which the Common Stock trades on the New York Stock Exchange;

additions or departures of key personnel;

the ability or willingness of OPEC to set and maintain production levels for oil;

oil and natural gas production levels by non-OPEC countries;

regulatory or political developments;

litigation and governmental investigations; and

changing economic conditions.

These and other factors may cause the market price and demand for the Company’s Common Stock to fluctuate substantially, which may limit or prevent investors from readily selling their shares of the Company’s Common Stock and may otherwise negatively affect the liquidity of the Company’s Common Stock. In addition, in the past, when the market price of a stock has been volatile, holders of that stock have sometimes instituted securities class action litigation against the company that issued the stock. If any of the Company’s stockholders were to bring a lawsuit against it, the Company could incur substantial costs defending the lawsuit. Such a lawsuit could also divert the time and attention of the Company’s management from its business.

An investor’s percentage of ownership in the Company may be diluted in the future.

As with any publicly traded company, an investor’s percentage ownership in the Company may be diluted in the future because of equity issuances for acquisitions, capital market transactions or otherwise, including equity awards that the Company has and will continue to grant to its directors, officers and employees. For instance, in April 2018, the Company issued 2,168,586 shares of Common Stock, and warrants to purchase 674,164 shares of Common Stock at a purchase price of $0.01 per share (the “Warrants”), in a private placement for cash, in January 2019, the Company issued 603,872 shares of Common Stock in a private placement to purchase three FSVs; in March 2020, the Company issued 900,000 shares of Common Stock in a private placement to purchase the remaining 28% minority equity interests in Falcon Global Holdings LLC (“Falcon Global Holdings”) that the Company did not already own; and in December 2021, the Company issued 1,567,935 shares of Common Stock as merger and related consideration to purchase the remaining equity and subordinated debt interests in SEACOR OSV Partners I LP that the Company did not already own. In addition, an investor’s percentage ownership in the Company will be diluted if any of the holders of the Convertible Senior Notes exercise their right to convert the principal amount of their outstanding notes, in whole or in part, into shares of the Company’s Common Stock. Holders of the Convertible Senior Notes are entitled to convert the principal amount of their outstanding notes into shares of the Company’s Common Stock (or, if required to maintain Jones Act compliance, warrants to purchase such stock for $0.01) at a conversion rate of 23.26 shares of the Company’s Common Stock per $1,000 principal amount of the Convertible Senior Notes through November 29, 2023. The Company has granted the holders of the Convertible Senior Notes certain registration rights to assist them with the sale of Common Stock issuable upon conversion of such notes. Any substantial issuance of the Company’s Common Stock, including Common Stock issuable upon the conversion of the Convertible Senior Notes, could significantly affect the trading price of the Company’s Common Stock.

If securities or industry analysts do not publish research or reports about the Company’s business, if they adversely change their recommendations regarding the Company’s stock or if the Company’s results of operations do not meet their expectations, the Company’s stock price and trading volume could decline.

The trading market for the Company’s Common Stock is influenced by the research and reports that industry or securities analysts publish about the Company or its business. If one or more of these analysts cease coverage of the Company or fail to publish reports on the Company regularly, the Company could lose visibility in the financial markets, which in turn could cause its stock price or trading volume to decline. Moreover, if one or more of the analysts who cover the Company downgrade recommendations regarding the Company’s stock, or if the Company’s results of operations do not meet their expectations, the Company’s stock price could decline and such decline could be material.

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For as long as the Company is an “Emerging Growth Company,” it will be exempt from certain reporting requirements, including those relating to accounting standards and disclosure about its executive compensation, that apply to other public companies.

In April 2012, the Jumpstart Our Business Startups Act (“JOBS Act”) was signed into law. The JOBS Act contains provisions that, among other things, relax certain reporting requirements for “Emerging Growth Companies,” including certain requirements relating to accounting standards and compensation disclosure. The Company is classified as an “Emerging Growth Company,” which is defined as a company with annual gross revenues of less than $1 billion, that has been a public reporting company for a period of less than five years, and that does not have a public float of $700 million or more in securities held by non-affiliated holders. The Company will lose its status as an Emerging Growth Company on December 31, 2022, and therefore it is not required to (i) provide an auditor’s attestation report on management’s assessment of the effectiveness of its system of internal control over financial reporting pursuant to Section 404 of the Sarbanes-Oxley Act, (ii) comply with any new or revised financial accounting standards applicable to public companies until such standards are also applicable to private companies under Section 102(b)(1) of the JOBS Act, (iii) comply with any new requirements adopted by the Public Company Accounting Oversight Board (the “PCAOB”), such as requiring mandatory audit firm rotation or a supplement to the auditor’s report in which the auditor would be required to provide additional information about the audit and the financial statements of the issuer, (iv) comply with any new audit rules adopted by the PCAOB after April 5, 2012 unless the SEC determines otherwise, (v) provide certain disclosure regarding executive compensation required of larger public companies or (vi) hold stockholder advisory and other votes on executive compensation. The Company cannot predict if investors will find its Common Stock less attractive if it chooses to rely on these exemptions. If some investors find the Company’s Common Stock less attractive as a result of any choices to reduce future disclosure, there may be a less active trading market for the Company’s Common Stock and its stock price may be more volatile.

As noted above, under the JOBS Act, “Emerging Growth Companies” can delay adopting new or revised accounting standards that have different effective dates for public and private companies until such time as those standards apply to private companies. The Company elected not to take advantage of such extended transition period, which election is irrevocable pursuant to Section 107 of the JOBS Act.

The Company is obligated to develop and maintain proper and effective internal control over financial reporting and is subject to other requirements that will be burdensome and costly.

The Company is subject to other reporting and corporate governance requirements, including the requirements of the New York Stock Exchange (“NYSE”), and certain provisions of the Sarbanes-Oxley Act and the regulations promulgated thereunder, which impose significant compliance obligations upon the Company. As a public company, the Company is required to:

prepare and distribute periodic public reports and other stockholder communications in compliance with its obligations under the federal securities laws and NYSE rules;

create or expand the roles and duties of its board of directors and committees of the board of directors;

institute more comprehensive financial reporting and disclosure compliance functions;

supplement its internal accounting and auditing function, including hiring additional staff with expertise in accounting and financial reporting for a public company;

enhance and formalize closing procedures at the end of the Company’s accounting periods;

enhance the Company’s internal audit function;

enhance the Company’s investor relations function;

establish new internal policies, including those relating to disclosure controls and procedures; and

involve and retain to a greater degree outside counsel and accountants in the activities listed above.

These changes require a significant commitment of additional resources, including increased auditing and legal fees and costs associated with hiring additional accounting and administrative staff. The Company may not be successful in fully and efficiently implementing these requirements and implementing them could materially adversely affect its business, financial position, results of operations, cash flows and prospects.

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Failure to achieve and maintain effective internal controls over financial reporting in accordance with Section 404 could have a material adverse effect on the Company.

The Company’s internal controls were initially developed when it was a subsidiary of SEACOR Holdings. However, section 404 of the Sarbanes-Oxley Act (“Section 404”) requires the Company to establish effective internal controls over financial reporting and disclosure controls and procedures pursuant to Section 404 and to assess the effectiveness of such controls beginning with the fiscal year ended December 31, 2022.

If the Company is unable to maintain adequate internal control over financial reporting, it may be unable to report its financial information on a timely basis, may violate applicable stock exchange listing rules or suffer other adverse regulatory consequences and may breach the covenants under its credit facilities. There could also be a negative reaction in the price of the Company’s Common Stock due to a loss of investor confidence in the Company and the reliability of its financial statements. It cannot be assumed that the Company will not have another material weakness in its internal controls over financial reporting in the future.

Moreover, the Company’s internal control over financial reporting may not prevent or detect misstatements because of its inherent limitations, including the possibility of human error, the circumvention or overriding of controls or fraud. Even effective internal controls can provide only reasonable assurance with respect to the preparation and fair presentation of financial statements. The existence of a material weakness could result in errors in the Company’s financial statements that could result in a restatement of financial statements, which could cause the Company to fail to meet its reporting obligations, lead to a loss of investor confidence and have a negative impact on the trading price of the Company’s Common Stock.

Provisions in the Company’s Third Amended and Restated Certificate of Incorporation and Third Amended and Restated By-Laws, and Delaware law may discourage, delay or prevent a change of control of the Company or changes in the Company’s management and, therefore, may depress the trading price of its Common Stock.

The Company’s Third Amended and Restated Certificate of Incorporation and Third Amended and Restated By-Laws include certain provisions that could have the effect of discouraging, delaying or preventing a change of control of the Company or changes in its management, including, among other things:

restrictions on the ability of the Company’s stockholders to fill a vacancy on the Board of Directors;

restrictions related to the ability of non-U.S. citizens owning the Company’s Common Stock;

the Company’s ability to issue preferred stock with terms that the Board of Directors may determine, without stockholder approval, which could be used to significantly dilute the ownership of a hostile acquirer;

the absence of cumulative voting in the election of directors which may limit the ability of minority stockholders to elect directors; and

advance notice requirements for stockholder proposals and nominations, which may discourage or deter a potential acquirer from soliciting proxies to elect a particular slate of directors or otherwise attempting to obtain control of the Company.

These provisions in the Company’s Third Amended and Restated Certificate of Incorporation and Third Amended and Restated By-Laws may discourage, delay or prevent a transaction involving a change in control of the Company that is in the best interest of its stockholders. Even in the absence of a takeover attempt, the existence of these provisions may adversely affect the prevailing market price of the Company’s Common Stock if they are viewed as discouraging future takeover attempts.

The Company’s Third Amended and Restated By-Laws include a forum selection clause, which could limit the Company’s stockholders’ ability to obtain a favorable judicial forum for disputes with the Company.

The Company’s Third Amended and Restated By-Laws require that, unless the Company consents in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware shall be the sole and exclusive forum for (i) any derivative action or proceeding brought on behalf of the Company, (ii) any action asserting a claim of breach of a fiduciary duty owed by any director, officer or other employee of the Company to the Company or the Company’s stockholders, (iii) any action asserting a claim arising pursuant to any provision of the Delaware General Corporation Law, or (iv) any action asserting a claim governed by the internal affairs doctrine.


This exclusive forum provision will not apply to claims under the Exchange Act, but will apply to other state and federal law claims including actions arising under the Securities Act of 1933 (although the Company’s stockholders will not be deemed to have waived the Company’s compliance with the federal securities laws and the rules and regulations thereunder). Section 22 of the Securities Act of 1933, however, creates concurrent jurisdiction for federal and state courts over all suits brought to enforce any duty or liability created by the Securities Act of 1933 or the rules and regulations thereunder. Accordingly, there is uncertainty as to whether a court would enforce such a forum selection provision as written in connection with claims arising under the Securities Act of 1933. Any person or entity purchasing or otherwise acquiring any interest in shares of the Company’s capital stock is deemed to have notice of and consented to the foregoing provisions. This forum selection provision in the Company’s Third Amended and Restated By-Laws may limit the Company’s stockholders’ ability to obtain a favorable judicial forum for disputes with the Company. It is also possible that, notwithstanding the forum selection clause included in the Company’s Third Amended and Restated By-Laws, a court could rule that such a provision is inapplicable or unenforceable.

The Company does not expect to pay dividends to holders of its Common Stock.

The Company currently intends to retain its future earnings, if any, for the foreseeable future, to repay indebtedness and to fund the development and growth of its business. The Company does not intend to pay any dividends to holders of its Common Stock. As a result, capital appreciation in the price of the Company’s Common Stock, if any, will be investor's only source of gain or income on an investment in the Company’s Common Stock.

General Risk Factors

Difficult economic conditions and volatility in the capital markets could materially adversely affect the Company.

The success of the Company’s business is both directly and indirectly dependent upon conditions in the global financial markets and economic conditions throughout the world that are outside the Company’s control and are difficult to predict. Factors such as global and/or regional conflicts, such as the conflict between Russia and Ukraine, pandemic responses, commodity prices and demand for commodities, interest rates, availability of credit, inflation rates, changes in laws (including laws relating to taxation, such as amendments to provisions of the CARES Act that permit us to carryback NOLs not permitted prior to adoption of the act), trade barriers, currency exchange rates and controls, and national and international political circumstances (including wars, terrorist acts, security operations or pandemics) can have a material negative impact on the Company’s business and investments, which could reduce its revenues and profitability. Uncertainty about global economic conditions may cause or require businesses to postpone capital spending in response to tighter credit and reductions in income or asset values and to cancel or renegotiate existing contracts because their access to capital is impeded. This would in turn affect the Company’s profitability or results of operations. These factors may also adversely affect the Company’s liquidity and financial condition and the liquidity and financial conditions of its customers. Volatility in the conditions of the global economic markets can also affect the Company’s ability to raise capital at attractive prices. The Company’s ongoing exposure to credit risks on its accounts receivable balances are heightened during periods when economic conditions worsen. The Company has procedures that are designed to monitor and limit exposure to credit risk on its receivables, however, there can be no assurance that such procedures will effectively limit the Company’s credit risk and avoid losses that could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and prospects.

Unstable economic conditions may also increase the volatility of the Company’s stock price.

The Company’s operations are subject to certain foreign currency, interest rate, fixed-income, equity and commodity price risks.

The Company is exposed to certain foreign currency, interest rate, fixed-income, equity and commodity price risks and, although some of these risks may be hedged, fluctuations could impact its financial position and its results of operations. The Company has, and anticipates that it will continue to have, contracts denominated in foreign currencies. It is often not practicable for the Company to effectively hedge the entire risk of significant changes in currency rates during a contract period. The Company’s financial position, results of operations and cash flows have been negatively impacted for certain periods and positively impacted for other periods, and may continue to be affected to a material extent by the impact of foreign currency exchange rate fluctuations. For example, strengthening of the U.S. dollar could give rise to reduced prices from shipyards and incentivize additional investment in new equipment notwithstanding the current state of such market. The Company’s financial position, results of operations and cash flows may also be affected by the cost of hedging activities that it undertakes. Volatility in the financial markets and overall economic uncertainty also increase the risk that the actual amounts realized in the future on the Company’s debt and equity instruments could differ significantly from the fair values currently assigned to them. In addition, changes in interest rates may have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and prospects. Specifically, rising interest rates, including a potential rapid rise in interest rates, could increase the Company’s cost of capital.

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The Company engages in hedging activities which exposes it to risks.

For corporate purposes, the Company has in the past and may in the future use futures and swaps to hedge risks, such as escalation in fuel costs and movements in foreign exchange rates and interest rates. Such activities can themselves result in losses when a position is purchased in a declining market or a position is sold in a rising market. The Company may also purchase inventory in larger than usual levels to lock in costs when it believes there may be large increases in the price of raw materials or other material used in its business. Such purchases expose the Company to risks of meeting margin calls and drawing on its capital, counter-party risk due to failure of an exchange or institution with which it has entered into a swap, incurring higher costs than competitors or similar businesses that do not engage in such strategies, and losses on its investment portfolio. Such strategies can also cause earnings to be volatile. If the Company fails to offset such volatility, this could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and prospects.

The Company’s results could be impacted by U.S. social, political, regulatory and economic conditions as well as by changes in tariffs, trade agreements or other trade restrictions imposed by the U.S. government.

Changes in U.S. political, regulatory and economic conditions or in laws and policies governing foreign trade (including the U.S. trade agreements and U.S. tariff policies), travel to and from the U.S., immigration, manufacturing, development and investment in the territories and countries in which the Company operates, and any negative sentiments or retaliatory actions towards the U.S. as a result of such changes, could adversely affect the global marine and support transportation services industry. Recent changes in U.S. foreign policy have created significant uncertainty about the future relationship between the U.S. and China, as well as with other countries, including with respect to the trade policies, treaties, government regulations and tariffs that could apply to trade between the U.S. and other nations. Changes in these policies may have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and prospects.

A violation of the Foreign Corrupt Practices Act of 1977 (“FCPA”) or similar worldwide anti-bribery laws may adversely affect the Company’s business and operations.

In order to effectively compete in certain foreign jurisdictions, the Company seeks to establish joint ventures with local operators or strategic partners. As a U.S. corporation, the Company is subject to the regulations imposed by the FCPA, which generally prohibits U.S. companies and their intermediaries from making improper payments to foreign officials for the purpose of obtaining or maintaining business. The Company has stringent policies and procedures in place to enforce compliance with the FCPA. Nevertheless, the Company does business and may do additional business in the future in countries and regions where strict compliance with anti-bribery laws may not be customary and the Company may be held liable for actions taken by its strategic or local partners even though these partners may not be subject to the FCPA. The Company’s personnel and intermediaries, including its local operators and strategic partners, may face, directly or indirectly, corrupt demands by government officials, political parties and officials, tribal or insurgent organizations, or private entities in the countries in which it operates or may operate in the future. As a result, the Company faces the risk that an unauthorized payment or offer of payment could be made by one of its employees or intermediaries, even if such parties are not always subject to the Company’s control or are not themselves subject to the FCPA or other similar laws to which the Company may be subject. Any allegation or determination that the Company has violated the FCPA (or any other applicable anti-bribery laws in countries in which the Company does business, including the U.K. Bribery Act 2010) could have a material adverse effect on its business, financial position, results of operations, cash flows and growth prospects.

The Company has significant international operations, which subjects it to risks. Unstable political, military and economic conditions in foreign countries where a significant proportion of the Company’s operations is conducted could materially adversely impact its business.
The Company operates vessels and transacts other business worldwide. For the years ended December 31, 2017, 2016 and 2015, 87%, 85% and 68%, respectively, of the Company’s operating revenues and $1.9 million, $(4.2) million, and $8.6 million. respectively, of its equity in earnings (losses) from 50% or less owned companies, net of tax, were derived from its foreign operations. These operations are subject to risks, including potential vessel seizure, terrorist acts, piracy, kidnapping, nationalization of assets, currency restrictions, import or export quotas and other forms of public and government regulation, all of which are beyond the Company’s control. Economic sanctions or an oil embargo, for example, could have significant impact on activity in the oil and natural gas industry and, correspondingly, on the Company should it operate vessels in a country subject to any sanctions or embargo, or in the surrounding region to the extent any sanctions or embargo disrupts its operations.
In addition, the Company’s ability to compete in international markets may be adversely affected by foreign government regulations that favor or require the awarding of contracts to local competitors, or that require foreign persons to employ citizens of, or purchase supplies from, a particular jurisdiction. Further, the Company’s foreign subsidiaries may face governmentally imposed restrictions on their ability to transfer funds to their parent company.

Activity outside the United States involves additional risks, including the possibility of:
United States embargoes or restrictive actions by United States and foreign governments that could limit the Company’s ability to provide services in foreign countries or cause retaliatory actions by such governments;
a change in, or the imposition of, withholding or other taxes on foreign income, tariffs or restrictions on foreign trade and investment;
limitations on the repatriation of earnings or currency exchange controls and import/export quotas;
unwaivable, burdensome local cabotage and local ownership laws and requirements;
nationalization, expropriation, asset seizure, blockades and blacklisting;
limitations in the availability, amount or terms of insurance coverage;
loss of contract rights and inability to enforce contracts;
political instability, war and civil disturbances or other risks that may limit or disrupt markets, such as terrorist acts, piracy and kidnapping;
fluctuations in currency exchange rates, hard currency shortages and controls on currency exchange that affect demand for the Company’s services and its profitability;
potential noncompliance with a wide variety of laws and regulations, such as the FCPA, and similar non-U.S. laws and regulations, including the U.K. Bribery Act 2010;
labor strikes;
import or export quotas and other forms of public and government regulation;
changes in general economic and political conditions; and
difficulty in staffing and managing widespread operations.
The United Kingdom (the “U.K.”) held a referendum on June 23, 2016 regarding its membership in the European Union (the “E.U.”) in which a majority of the U.K. electorate voted in favor of the British government taking the necessary action for the U.K. to withdraw from the E.U. (the “Brexit”). On March 29, 2017, the U.K. notified the E.U. that it intended to withdraw from the E.U. as provided in Article 50 of the Treaty on European Union (“Article 50”). The terms of the withdrawal are subject to a negotiation period that could last at least two years from the withdrawal notification date.
The Company faces risks associated with the uncertainty following the referendum, the Article 50 notification, and the consequences that may result from the U.K.’s decision to exit the E.U. Among other things, the U.K.’s decision to leave the E.U., along with calls for the governments of other E.U. member states to also consider withdrawal, has caused, and is anticipated to continue to cause, significant new uncertainties and instability in European and global financial markets and currency exchange rate fluctuations, which may affect the Company and the trading price of the Company’s Common Stock. In addition, the exit of the U.K. from the E.U. could lead to legal and regulatory uncertainty and potentially divergent treaties, laws and regulations as the U.K. determines which E.U. treaties, laws and regulations to replace or replicate, including those governing maritime, labor, environmental, competition and other matters applicable to the provision of support vessel services. The impact on the Company’s business of any treaties, laws and regulations with and in the U.K. that replace the existing E.U. counterparts cannot be predicted. Any of these effects, and others the Company cannot anticipate, could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.
The Company’s results could be impacted by U.S. social, political, regulatory and economic conditions as well as by changes in tariffs, trade agreements or other trade restrictions imposed by the U.S. government.
Changes in U.S. political, regulatory and economic conditions or in laws and policies governing foreign trade (including the North American Free Trade Agreement and U.S. tariff policies), travel to and from the United States, immigration, manufacturing, development and investment in the territories and countries in which the Company operates, and any negative sentiments or retaliatory actions towards the United States as a result of such changes, could adversely affect the global marine and support transportation services industry, which could adversely affect the Company’s business, financial position, results of operations, cash flows and growth prospects.

Adverse results of legal proceedings could materially adversely affect the Company.

The Company is subject to and may in the future be subject to a variety of legal proceedings and claims that arise out of the ordinary conduct of its business. Results of legal proceedings cannot be predicted with certainty. Irrespective of its merits, litigation may be both lengthy and disruptive to the Company’s operations and may cause significant expenditure and diversion of management attention. The Company may be faced with significant monetary damages or injunctive relief against it that which


could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects should it fail to prevail in certain matters.
There are risks associated with the Company’s debt structure.
As of December 31, 2017, the Company has $314.9 million of outstanding indebtedness, including the 3.75% Convertible Senior Notes and obligations under secured notes and credit facilities secured by mortgages on various vessels.
The Company’s ability to meet its debt service obligations and refinance its current indebtedness, as well as any future debt that it may incur, will depend upon its ability to generate cash in the future from operations, financings or asset sales, which are subject to general economic conditions, the Company’s results of operations, industry cycles, seasonality and financial, business, the general state of the capital markets at the time it seeks to refinance its debt and other factors, some of which may be beyond the Company’s control. If the Company cannot repay or refinance its debt as it becomes due, the Company may be forced to sell assets or take other disadvantageous actions, including undertaking alternative financing plans, which may have onerous terms or may be unavailable, dedicating an unsustainable level of the Company’s cash flow from operations to the payment of principal and interest on its indebtedness and/or reducing the amount of liquidity available for working capital, capital expenditures and general corporate purposes. The Company’s failure to pay or refinance its current or future debt under a credit facility when it becomes due could lead to the acceleration of all amounts due under such facility and potentially trigger a default or acceleration of the Company’s other debt facilities. In addition, certain of the Company’s debt facilities contain, and its future debt facilities may contain, restrictive and/or financial maintenance covenants, including requirements to maintain a minimum level of liquidity which could also affect cash available for working capital, capital expenditures and general corporate purposes. Failure to comply with these covenants could result in the lenders accelerating all amounts due under the facility and potentially trigger a default or acceleration of the Company’s other debt facilities. The Company’s obligations to repay indebtedness and comply with restrictive and/or financial maintenance covenants could also impair its ability to rapidly respond to changes in its business or industry and withstand competitive pressures. See “Management’s Discussion and Analysis of Results of Operations and Financial Condition - Liquidity and Capital Resources” for additional information. The Company’s overall debt level and/or market conditions could limit its ability to issue additional debt in amounts and/or on terms that it considers reasonable.
The Company is subject to hazards customary for the operation of vessels that could disrupt operations and expose it to liability.
The operation of offshore support and related vessels is subject to various risks, including catastrophic disaster, adverse weather, mechanical failure and collision. For instance, the Company’s operations in the U.S. Gulf of Mexico may be adversely affected by weather. The Atlantic hurricane season runs from June through November. Tropical storms and hurricanes may limit the Company’s ability to operate vessels in the proximity of storms, reduce oil and natural gas exploration, development and production activity, and could result in the Company incurring additional expenses to secure equipment and facilities. They may also require the Company to evacuate its vessels, personnel and equipment out of the path of a storm. Additional risks to vessels include adverse sea conditions, capsizing, grounding, oil and hazardous substance spills and navigation errors. These risks could endanger the safety of the Company’s personnel, equipment, cargo and other property, as well as the environment. If any of these events were to occur, the Company could be held liable for resulting damages, including loss of revenues from or termination of charter contracts, higher insurance rates, increased operating costs, increased governmental regulation and reporting and damage to the Company’s reputation and customer relationships. Any such events would likely result in negative publicity for the Company and adversely affect its safety record, which would affect demand for its services in a competitive industry. In addition, the affected vessels could be removed from service and would then not be available to generate revenues.
The Company’s insurance coverage may be inadequate to protect it from the liabilities that could arise in its business.
Although the Company maintains insurance coverage against the risks related to its business, risks may arise for which it may not be insured. Claims covered by insurance are subject to deductibles, the aggregate amount of which could be material, and certain policies impose caps on coverage. Insurance policies are also subject to compliance with certain conditions, the failure of which could lead to a denial of coverage as to a particular claim or the voiding of a particular insurance policy. There also can be no assurance that existing insurance coverage can be renewed at commercially reasonable rates or that available coverage will be adequate to cover future claims. If a loss occurs that is partially or completely uninsured, or the carrier is unable or unwilling to cover the claim, the Company could be exposed to substantial liability. Further, to the extent the proceeds from insurance are not sufficient to repair or replace a damaged asset, the Company would be required to expend funds to supplement the insurance and in certain circumstances may decide that such expenditures are not justified, which, in either case, could adversely affect the Company’s liquidity and ability to grow.
The Company may undertake one or more significant corporate transactions that may not achieve their intended results, may adversely affect its financial condition and its results of operations, and may result in additional risks to its business.
The Company continuously evaluates the acquisition and disposition of assets relevant to participants in the offshore oil and natural gas industry and may in the future undertake significant transactions. Any such transaction could be material to the Company’s business and could take any number of forms, including mergers, joint ventures, investments in new lines of business

and the purchase of equity interests or assets. The form of consideration associated with such transactions may include, among other things, cash, Common Stock, securities convertible into Common Stock or other securities (privately or through a public offering), equity interests in the Company’s subsidiaries, or other assets of the Company. The Company also evaluates the disposition of its assets, in whole or in part, which could take the form of asset sales, mergers or sales of equity interests in its subsidiaries (privately or through a public offering).
These types of significant transactions may present material risks and uncertainties, including distraction of management from current operations, insufficient revenue to offset liabilities assumed, potential loss of significant revenue and income streams, unexpected expenses, inadequate return of capital, potential acceleration of taxes currently deferred, regulatory or compliance issues, the triggering of certain covenants in the Company’s debt instruments (including accelerated repayment) and other unidentified issues not discovered in due diligence. As a result of the risks inherent in such transactions, the Company cannot guarantee that any such transaction will ultimately result in the realization of the anticipated benefits of the transaction or that significant transactions will not have a material adverse impact on its financial condition or its results of operations. If the Company was to complete such an acquisition, disposition, investment or other strategic transaction, it may require additional debt or equity financing that could result in a significant increase in the amount of debt the Company has or the number of outstanding shares of its Common Stock.
If the Company does not restrict the amount of ownership of its Common Stock by non-U.S. citizens, it could be prohibited from operating offshore support vessels in the United States, which would adversely impact the Company’s business and operating results.
The Company is subject to the Jones Act, which governs, among other things, the ownership and operation of vessels used to carry passengers and cargo between points in the United States. Subject to limited exceptions, the Jones Act requires that vessels engaged in the U.S. coastwise trade be built in the United States, registered under the U.S. flag, manned by predominantly U.S. crews and be owned and operated by “U.S. citizens” within the meaning of the Jones Act. Compliance with the Jones Act requires that non-U.S. citizens own no more than 25% in the entities that directly or indirectly own the vessels that the Company operates in U.S. coastwise trade. Although the Company’s second amended and restated certificate of incorporation and second amended and restated bylaws contain provisions intended to assure compliance with these provisions of the Jones Act, a failure to maintain compliance could have a material adverse effect on the Company’s business, financial position, results of operations and cash flows and could temporarily or permanently prohibit the Company from operating vessels in the U.S. coastwise trade. In addition, the Company could be subject to fines and its vessels could be subject to seizure and forfeiture for violations of the Jones Act and the related U. S. vessel documentation laws.
Repeal, amendment, suspension or non-enforcement of the Jones Act would result in additional competition for the Company and could have a material adverse effect on its business.
Substantial portions of the Company’s operations are conducted in the U.S. coastwise trade and thus subject to the provisions of the Jones Act (discussed above). For years, there have been attempts to repeal or amend such provisions, and such attempts are expected to continue in the future.
For example, in a 2017 congressional review of Puerto Rico’s financial situation following Hurricane Maria, several proponents of repealing the Jones Act offered bills to exempt the island from the Jones Act. Although the proposals were limited in scope and failed, there is a risk that such legislation could be reintroduced by the special committee tasked with overseeing Puerto Rico’s financial reorganization or others, which could lead to broader legislation affecting other aspects of the Jones Act.
Under certain conditions, the U.S. Secretary of Homeland Security can grant waivers of the Jones Act to foreign vessel operators. Thus far, the Secretary has granted waivers only for relatively short periods in connection with natural disasters and the transportation of petroleum released from the U.S. Strategic Petroleum Reserve. Nonetheless, future waivers, particularly if for longer periods, could result in increased competition, which could negatively impact the Company’s Jones Act operations.
Repeal, substantial amendment or waiver of provisions of the Jones Act could significantly adversely affect the Company by, among other things, resulting in additional competition from competitors with lower operating costs, because of their ability to use vessels built in lower-cost foreign shipyards, owned and manned by foreign nationals with promotional foreign tax incentives and with lower wages and benefits than U.S. citizens. In addition, the Company’s advantage as a U.S.-citizen operator of Jones Act vessels could be eroded by periodic efforts and attempts by foreign interests to circumvent certain aspects of the Jones Act. If maritime cabotage services were included in the General Agreement on Trade in Services, the North American Free Trade Agreement or other international trade agreements, or if the restrictions contained in the Jones Act were otherwise altered, the shipping of maritime cargo between covered U.S. points could be opened to foreign-flag or foreign-built vessels. Because foreign vessels may have lower construction costs and operate at significantly lower costs than companies operating in the U.S. coastwise trade, such a change could significantly increase competition in the U.S. coastwise trade, which could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

Restrictions on non-U.S. citizen ownership of the Company’s vessels could limit its ability to sell off any portion of its business or result in the forfeiture of its vessels.
As noted above, compliance with the Jones Act requires that non-U.S. citizens own no more than 25% in the entities that directly or indirectly own the vessels that the Company operates in the U.S. coastwise trade. If the Company was to seek to sell any portion of its business that owns any of these vessels, it would have fewer potential purchasers, since some potential purchasers might be unable or unwilling to satisfy the U.S. citizenship restrictions described above. As a result, the sales price for that portion of the Company’s business may not attain the amount that could be obtained through unconstrained bidding. Furthermore, if at any point the Company or any of the entities that directly or indirectly own its vessels cease to satisfy the requirements to be a U.S. citizen within the meaning of the Jones Act, the Company would become ineligible to operate in the U.S. coastwise trade and may become subject to penalties and risk forfeiture of its vessels.
The Company’s second amended and restated certificate of incorporation and its second amended and restated bylaws limit the ownership of Common Stock by individuals and entities that are not U.S. citizens within the meaning of the Jones Act. These restrictions may affect the liquidity of the Company’s Common Stock and may result in non-U.S. citizens being required to sell their shares at a loss or relinquish their voting, dividend and distribution rights.
Under the Jones Act, at least 75% of the outstanding shares of each class or series of the Company’s capital stock must be owned and controlled by U.S. citizens within the meaning of the Jones Act. Certain provisions of the Company’s second amended and restated certificate of incorporation and its second amended and restated bylaws are intended to facilitate compliance with this requirement and may have an adverse effect on holders of shares of the Company’s Common Stock.
Under the provisions of the Company’s second amended and restated certificate of incorporation, the aggregate percentage of ownership by non-U.S. citizens of any class or series of the Company’s capital stock is limited to 22.5% of the outstanding shares of each such class or series to ensure that such ownership by non-U.S. citizens will not exceed the maximum percentage permitted by the Jones Act, which is presently 25%. The Company’s second amended and restated certificate of incorporation also restricts ownership of shares of any class or series of its capital stock by a single non-U.S. citizen (and any other non-U.S. citizen whose ownership position would be aggregated with such non-U.S. citizen for purposes of the Jones Act) to not more than 4.9% of the outstanding shares of each such class or series. The Company refers to such percentage limitations on ownership by persons who are not U.S. citizens within the meaning of the Jones Act as the “applicable permitted percentage.”
The Company’s second amended and restated certificate of incorporation provides that any transfer or purported transfer of any shares of any class or series of its capital stock that would otherwise result in ownership (of record or beneficially) by non-U.S. citizens of shares of such class or series in excess of the applicable permitted percentage will be void and ineffective, and neither the Company nor its transfer agent will register any such transfer or purported transfer in the Company records or recognize any such transferee or purported transferee as a stockholder of the Company for any purpose (including for purposes of voting and dividends) except to the extent necessary to effect the remedies available to the Company under its second amended and restated certificate of incorporation.
In the event such transfer restriction would be ineffective for any reason, the Company’s second amended and restated certificate of incorporation provides that if any transfer would otherwise result in ownership (of record or beneficially) by non-U.S. citizens of shares of such class or series in excess of the applicable permitted percentage, such transfer will cause such excess shares to be automatically transferred to a trust for the exclusive benefit of one or more charitable beneficiaries that are U.S. citizens within the meaning of the Jones Act. The proposed transferee will have no rights in the shares transferred to the trust, and the trustee, who will be a U.S. citizen chosen by the Company and unaffiliated with the Company or the proposed transferee, will have all voting, dividend and distribution rights associated with the shares held in the trust. The trustee will sell such excess shares to a U.S. citizen within 20 days of receiving notice from the Company (or as soon thereafter as a sale may be effected in compliance with all applicable securities laws) and distribute to the proposed transferee the lesser of the price that the proposed transferee paid for such shares and the amount received from the sale, and any gain from the sale will be paid to the charitable beneficiary of the trust.
These trust transfer provisions also apply to situations where ownership of a class or series of the Company’s capital stock by non-U.S. citizens in excess of the applicable permitted percentage would result from a change in the status of a record or beneficial owner thereof from a U.S. citizen to a non-U.S. citizen or from a repurchase or redemption by the Company of shares of its capital stock, in which case such person will receive the lesser of the market price of the shares on the date of such status change or such share repurchase or redemption and the amount received from the sale. As part of the foregoing trust transfer provisions, the trustee will be deemed to have offered the excess shares in the trust to the Company at a price per share equal to the lesser of (i) the market price on the date the Company accepts the offer and (ii) the price per share in the purported transfer or original issuance of shares, as described in the preceding paragraph, or the market price per share on the date of the status change or share repurchase or redemption, that resulted in the transfer to the trust.
As a result of the above trust transfer provisions, a proposed transferee that is a non-U.S. citizen, or a record or beneficial owner whose citizenship status change results in excess shares, or whose shares become excess shares as a result of a repurchase

or redemption by the Company of its capital stock may not receive any return on its investment in shares it purportedly purchases or owns, as the case may be, and it may sustain a loss.
To the extent that the above trust transfer provisions would be ineffective for any reason to prevent ownership (of record or beneficially) by non-U.S. citizens of the shares of any class or series of the Company’s capital stock in excess of the applicable permitted percentage, the Company’s second amended and restated certificate of incorporation provides that the Company, in its sole discretion, shall be entitled to redeem all or any portion of such excess shares most recently acquired (as determined by the Company in accordance with guidelines that are set forth in its second amended and restated certificate of incorporation), by non-U.S. citizens, or owned (of record or beneficially) by non-U.S. citizens as a result of a change in citizenship status or a repurchase or redemption by the Company of shares of its capital stock, at a redemption price based on a fair market value formula that is set forth in the Company’s second amended and restated certificate of incorporation. The per share redemption price may be paid, as determined by the Company’s Board of Directors, by cash, promissory notes, warrants or a combination thereof. Such excess shares shall not be accorded any voting, dividend or distribution rights until they have ceased to be excess shares, provided that they have not been already redeemed by the Company. As a result of the above provisions, a proposed transferee or owner of the Company’s Common Stock that is a non-U.S. citizen may not receive any return on its investment in shares it purportedly purchases or owns, as the case may be, and it may sustain a loss. Further, the Company may have to incur additional indebtedness, or use available cash (if any), to fund all or a portion of such redemption, in which case its financial condition may be materially weakened.
So that the Company may ensure its compliance with the Jones Act, its second amended and restated certificate of incorporation permits the Company to require that any record or beneficial owner of any shares of its capital stock provide the Company with certain documentation concerning such owner’s citizenship. These provisions include a requirement that every person acquiring, directly or indirectly, five percent (5%) or more of the shares of any class or series of the Company’s capital stock must provide the Company with specified citizenship documentation. In the event that any person does not submit such requested or required documentation to the Company, the Company’s second amended and restated certificate of incorporation provides it with certain remedies, including the suspension of the voting rights of such person’s shares of the Company’s capital stock and the payment of dividends and distributions with respect to those shares into an escrow account. As a result of non-compliance with these provisions, a record or beneficial owner of the shares of Common Stock may lose significant rights associated with those shares.
In addition to the risks described above, the foregoing restrictions on ownership by non-U.S. citizens could delay, defer or prevent a transaction or change in control that might involve a premium price for the Company’s Common Stock or otherwise be in the best interest of its stockholders.
If non-U.S. citizens own more than 22.5% of the Company’s Common Stock, the Company may not have the funds or the ability to redeem any excess shares and it could be forced to suspend its operations in the U.S. coastwise trade.
The Company’s second amended and restated certificate of incorporation and its second amended and restated bylaws contain provisions prohibiting ownership of its Common Stock by persons who are not U.S. citizens within the meaning of the Jones Act, in the aggregate, in excess of 22.5% of such shares, in order to ensure that such ownership by non-U.S. citizens will not exceed the maximum percentage permitted by the Jones Act, which is presently 25%. The Company’s second amended and restated certificate of incorporation and its second amended and restated bylaws permit the Company to redeem such excess shares in the event that the transfer of such excess shares to a trust for sale would be ineffective. The per share redemption price may be paid, as determined by the Company’s board of directors, by cash, promissory notes or warrants. However, the Company may not be able to redeem such excess shares for cash because its operations may not have generated sufficient excess cash flow to fund such redemption. If, for any reason, the Company is unable to effect such a redemption when such ownership of shares by non-U.S. citizens is in excess of 25% of the Common Stock, or otherwise prevent non-U.S. citizens in the aggregate from owning shares in excess of 25% of any such class or series of its capital stock, or fail to exercise its redemption rights because it is unaware that such ownership exceeds such percentage, the Company will likely be unable to comply with the Jones Act and will likely be required by the applicable governmental authorities to suspend its operations in the U.S. coastwise trade. Any such actions by governmental authorities would likely have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.
The Company’s U.S.-flag vessels are subject to requisition for ownership or use by the United States in case of national emergency or national defense need.
The Merchant Marine Act of 1936 provides that, during a national emergency declared by presidential proclamation or a period for which the President has proclaimed that the security of the national defense makes it advisable, the Secretary of Transportation may requisition the ownership or use of any vessel owned by U.S. citizens (which includes the Company) and any vessel under construction in the United States. If any of the Company’s vessels were purchased or chartered by the federal government under this law, the Company would be entitled to just compensation, which is generally the fair market value of the vessel in the case of a purchase or, in the case of a charter, the fair market value of charter hire, but the Company would not be entitled to compensation for any consequential damages it may suffer. The purchase or charter for an extended period of time by

the federal government of one or more of the Company’s vessels under this law could have a material adverse effect on its business, financial position, results of operations, cash flows and growth prospects.
The Company may not be fully indemnified by its customers for damage to their property or the property of their other contractors.
The Company’s contracts are individually negotiated, and the levels of indemnity and allocation of liabilities in them can vary from contract to contract depending on market conditions, particular customer requirements and other factors existing at the time a contract is negotiated. Additionally, the enforceability of indemnification provisions in the Company’s contracts may be limited or prohibited by applicable law or may not be enforced by courts having jurisdiction, and the Company could be held liable for substantial losses or damages and for fines and penalties imposed by regulatory authorities. The indemnification provisions of the Company’s contracts may be subject to differing interpretations, and the laws or courts of certain jurisdictions may enforce such provisions while other laws or courts may find them to be unenforceable, void or limited by public policy considerations, including when the cause of the underlying loss or damage is the Company’s gross negligence or willful misconduct, when punitive damages are attributable to the Company or when fines or penalties are imposed directly against the Company. The law with respect to the enforceability of indemnities varies from jurisdiction to jurisdiction. Current or future litigation in particular jurisdictions, whether or not the Company is a party, may impact the interpretation and enforceability of indemnification provisions in the Company’s contracts. There can be no assurance that the Company’s contracts with its customers, suppliers and subcontractors will fully protect the Company against all hazards and risks inherent in its operations. There can also be no assurance that those parties with contractual obligations to indemnify the Company will be financially able to do so or will otherwise honor their contractual obligations.
The Company may not be able to sell vessels to improve its cash flow and liquidity because it may be unable to locate buyers with access to financing or to complete any sales on acceptable terms or within a reasonable time frame.
The Company may seek to sell some of its vessels to provide liquidity and cash flow. However, given the current downturn in the oil and natural gas industry, there may not be sufficient activity in the market to sell the Company’s vessels and it may not be able to identify buyers with access to financing or to complete any such sales. Even if the Company is able to locate appropriate buyers for its vessels, any sales may occur on less favorable terms than the terms that might be available in a more liquid market or at other times in the business cycle. In addition, the terms of the Company’s current and future indebtedness may limit its ability to sell assets, including vessels, or require that it use the proceeds from any such sale in specified manner.
The Company may be unable to collect amounts owed to it by its customers.
The Company typically grants its customers credit on a short-term basis. Related credit risks are inherent as the Company does not typically collateralize receivables due from customers. In addition, many of its international customers are state controlled and, as a result, the Company’s receivables may be subject to local political priorities, which are out of the Company’s control. The Company provides estimates for uncollectible accounts based primarily on its judgment using historical losses, current economic conditions and individual evaluations of each customer as evidence supporting the receivables valuations stated on the Company’s financial statements. However, the Company’s receivables valuation estimates may not be accurate and receivables due from customers reflected in its financial statements may not be collectible. The Company’s inability to perform under its contractual obligations, or its customers’ inability or unwillingness to fulfill their contractual commitments to the Company, may have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.
The Company participates in joint ventures, and its investments in joint ventures could be adversely affected by its lack of sole decision-making authority and disputes between its partners and itself.
The Company participates in domestic and international joint ventures to further expand its capabilities, share risks and gain access to local markets. Due to the nature of joint venture arrangements, the Company does not unilaterally control the operating, strategic and financial policies of these business ventures. Decisions are often made on a collective basis, including the purchase and sale of assets, charter arrangements with customers and cash distributions to partners. In addition, joint ventures can often require unanimous approval of the parties to the joint venture or their representatives for certain fundamental decisions, which means that each joint venture party may have a veto right with respect to such decisions, which could lead to deadlock in the operations of the joint venture or partnership. Decisions made by the managers or the boards of these entities may not always be the decision that is most beneficial to the Company as one of the equity holders of the entity and may be contrary to the Company’s objectives and may limit the Company’s ability to transfer its interests. Investments in joint ventures involve risks that would not be present were a third party not involved, including the possibility that the Company’s co-ventures might become bankrupt or fail to fund their share of required capital contributions. Any failure of such other companies to meet their obligations to the Company or to third parties, or any disputes with respect to the parties’ respective rights and obligations, could have a material adverse effect on the joint ventures or their properties and, in turn, could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

The Company’s participation in industry-wide, multi-employer, defined benefit pension plans expose it to potential future losses.
Certain of the Company’s subsidiaries are participating employers in two industry-wide, multi-employer defined benefit pension plans in the U.K., the U.K. Merchant Navy Officers Pension Fund (“MNOPF”) and the U.K. Merchant Navy Ratings Pension Fund (“MNRPF”). Among other risks associated with multi-employer plans, contributions and unfunded obligations of the multi-employer plan are shared by the plan participants. As a result, the Company may inherit unfunded obligations if other plan participants withdraw from the plan or cease to participate, and in the event that the Company withdraws from participation in one or both of these plans, it may be required to pay the plan an amount based on its allocable share of the underfunded status of the plan. Depending on the results of future actuarial valuations, it is possible that the plans could experience further deficits that will require funding from the Company, which would negatively impact its financial position, results of operations and cash flows.

Negative publicity may adversely impact the Company.

Media coverage and public statements that insinuate improper actions by the Company, regardless of their factual accuracy or truthfulness, may result in negative publicity, litigation or governmental investigations by regulators. Addressing negative publicity and any resulting litigation or investigations may distract management, increase costs and divert resources. Negative publicity may have an adverse impact on the Company’s reputation and the morale of its employees, which could materially adversely affect its business, financial position, results of operations, cash flows and growth prospects.

The Company’s operations are subject to certain foreign currency, interest rate, fixed-income, equity and commodity price risks.
The Company is exposed to certain foreign currency, interest rate, fixed-income, equity and commodity price risks and, although some of these risks may be hedged, fluctuations could impact its financial position and its results of operations. The Company has, and anticipates that it will continue to have, contracts denominated in foreign currencies. It is often not practicable for the Company to effectively hedge the entire risk of significant changes in currency rates during a contract period. The Company’s financial position, results of operations and cash flows have been negatively impacted for certain periods and positively impacted for other periods, and may continue to be affected to a material extent by the impact of foreign currency exchange rate fluctuations. For example, strengthening of the U.S. dollar could give rise to reduced prices from shipyards and incentivize additional investment in new equipment notwithstanding the current state of such market. The Company’s financial position, results of operations and cash flows may also be affected by the cost of hedging activities that it undertakes. Volatility in the financial markets and overall economic uncertainty also increase the risk that the actual amounts realized in the future on the Company’s debt and equity instruments could differ significantly from the fair values currently assigned to them. In addition, changes in interest rates may have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects. Specifically, rising interest rates, including a potential rapid rise in interest rates, could increase the Company’s cost of capital.
The Company engages in hedging activities which exposes it to risks.
For corporate purposes and also as part of its trading activities, the Company has in the past and may in the future use futures and swaps to hedge risks, such as escalation in fuel costs and movements in foreign exchange rates and interest rates. Such activities can themselves result in losses when a position is purchased in a declining market or a position is sold in a rising market. The Company may also purchase inventory in larger than usual levels to lock in costs when it believes there may be large increases in the price of raw materials or other material used in its business. Such purchases expose the Company to risks of meeting margin calls and drawing on its capital, counter-party risk due to failure of an exchange or institution with which it has entered into a swap, incurring higher costs than competitors or similar businesses that do not engage in such strategies, and losses on its investment portfolio. Such strategies can also cause earnings to be volatile. If the Company fails to offset such volatility, this may have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.
The final impacts of the Tax Cuts and Jobs Act could be materially different from the Company’s current estimates.
On December 22, 2017, the Tax Cuts and Jobs Act was signed into law (the “Tax Act”). The Tax Act introduced significant changes to the Internal Revenue Code of 1986, as amended. The Company continues to examine the impact the Tax Act may have on its business. Notwithstanding the reduction in the federal corporate income tax rate from 35% to 21% as a result of Tax Act, the estimated impact of the new law is based on management’s current knowledge and assumptions and recognized impacts could be materially different from current estimates based upon the Company’s further analysis of the new law.
The Company’s inability to attract and retain qualified personnel and crew its vessels could have an adverse effect on its business.
Attracting and retaining skilled personnel is an important factor in the Company’s future success. In addition, the success of the Company is dependent upon its ability to adequately crew its vessels. The market for qualified personnel is highly competitive and the Company cannot be certain that it will be successful in attracting and retaining qualified personnel and crewing its vessels in the future.

The Company’s success depends on key members of its management, the loss of whom could disrupt its business operations.

The Company depends to a large extent on the efforts and continued employment of its executive officers and key management personnel. It does not maintain key-man insurance. The loss of services of one or more of its executive officers or key management personnel could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

The Company’s employees are covered by federal laws that may subject it to job-related claims in addition to those provided by state laws.
Some of the Company’s employees are covered by provisions of the Jones Act, the Death on the High Seas Act and general maritime law. These laws preempt state workers’ compensation laws and permit these employees and their representatives to pursue actions against employers for job-related incidents in federal courts based on tort theories. Because the Company is not generally protected by the damage limits imposed by state workers’ compensation statutes for these types of claims, it may have greater exposure for any claims made by these employees.
The Company relies on information technology, and if it is unable to protect against service interruptions, data corruption, cyber-based attacks or network security breaches, its operations could be disrupted and its business could be negatively affected.
The Company relies on its own and third-party service providers’ information technology networks and systems to process, transmit and store electronic and financial information; to capture knowledge of its business including its vessel operation systems containing information about vessel positioning and scheduling; to monitor its vessel maintenance and engine systems; to coordinate its business across its bases of operation including cargo delivery and equipment tracking; and to communicate within its organization and with customers, suppliers, partners and other third-parties. The Company’s ability to service customers and operate vessels is dependent on the continued operation of these systems. These information technology systems may be susceptible to damage, disruptions or shutdowns, hardware or software failures, power outages, computer viruses, cyber-attacks, telecommunication failures, user errors or catastrophic events. The Company’s technology systems are also subject to cybersecurity attacks including malware, other malicious software, phishing email attacks, attempts to gain unauthorized access to its data, the unauthorized release, corruption or loss of its data, loss or damage to its data delivery systems and other electronic security breaches.
The Company’s information technology systems are in some cases integrated, so damage, disruption or shutdown to the system could result in a more widespread impact. If the Company’s information technology systems suffer severe damage, disruption or shutdown, and its business continuity plans do not effectively resolve the issues in a timely manner, the Company’s operations could be disrupted and its business could be negatively affected. In addition, cyber-attacks could lead to potential unauthorized access and disclosure of confidential information, data loss and corruption. There is no assurance that the Company will not experience these service interruptions or cyber-attacks in the future. Recent action by the IMO’s Maritime Safety Committee and United States agencies indicate that cybersecurity regulations for the maritime industry are likely to be further developed in the near future in an attempt to combat cybersecurity threats. The Company is unable to predict the impact of such regulations at this time. Further, as the methods of cyber-attacks continue to evolve, the Company may be required to expend additional resources to continue to modify or enhance its protective measures or to investigate and remediate any vulnerabilities to cyber-attacks.
Risk Factors Related to the Company’s Spin-off
The Company relies on SEACOR Holdings’ performance under various agreements and the Company will continue to be dependent on SEACOR Holdings to provide it with support services for its business. In addition, SEACOR Holdings will rely on the Company’s performance under various agreements.
The Company has entered into various agreements with SEACOR Holdings in connection with the Spin-off, including two Transition Services Agreements, a Distribution Agreement, a Tax Matters Agreement and an Employee Matters Agreement. These agreements govern the Company’s relationship with SEACOR Holdings subsequent to the Spin-off including administrative and similar services that each company will provide to the other under the Transition Services Agreements. It is possible that if SEACOR Holdings were to fail to fulfill its obligations under these agreements the Company could suffer operational difficulties or significant losses.
If the Company is required to indemnify SEACOR Holdings for certain liabilities and related losses arising in connection with any of these agreements, the Company may be subject to substantial liabilities, which could materially adversely affect its financial position. Specifically, pursuant to the Distribution Agreement, the Company and SEACOR Holdings are required to use their commercially reasonable efforts to cause SEACOR Holdings to be released from any guarantees it has given to third-parties on the Company’s behalf or on behalf of the Company’s 50% or less owned companies. If SEACOR Holdings is not released under any of these guarantees, the Company is required to indemnify SEACOR Holdings for any liabilities incurred as a guarantor. As of December 31, 2017, the aggregate amount of obligations that SEACOR Holdings has guaranteed on the Company’s behalf was $69.1 million. Under the Distribution Agreement, the Company must pay SEACOR Holdings a fee of 0.5% per annum of the aggregate amount of guaranteed by SEACOR Holdings.

Under the terms of the Transition Services Agreements, the Company and SEACOR Holdings provide each other with certain support services on an interim basis following the Spin-off. The Company expects these services to be provided for varying durations but no greater than two years following the Spin-off.
Although SEACOR Holdings is contractually obligated to provide the Company with services during the term of the agreement, the Company cannot assure investors that the services will be performed as efficiently or proficiently after the expiration of the agreement, or that the Company will be able to replace these services in a timely manner or on comparable terms. They also contain provisions that may be more favorable than terms and provisions the Company might have obtained in arms-length negotiations with unaffiliated third parties. When SEACOR Holdings ceases to provide services pursuant to the agreement, the Company’s costs of procuring those services from third parties may increase. In addition, the Company may not be able to replace these services or enter into appropriate third-party agreements on terms and conditions, including cost, comparable to those under the SEACOR Holdings Transition Services Agreement. Although the Company intends to replace some of the services provided by SEACOR Holdings under the SEACOR Holdings Transition Services Agreement, the Company may encounter difficulties replacing certain services or be unable to negotiate pricing or other terms as favorable as those it currently has in effect. To the extent that the Company may require additional support from SEACOR Holdings not addressed in the SEACOR Holdings Transition Services Agreement, the Company would need to negotiate the terms of receiving such support in future agreements. Further, if the Company fails to perform under the SEACOR Marine Transition Services Agreement, depending upon the circumstance surrounding the failure, it may become liable to SEACOR Holdings for damages.
The Company may not achieve some or all of the expected benefits of the Spin-off, and the Spin-off could harm the Company’s business.
The Company may not be able to achieve the full strategic and financial benefits expected to result from the Spin-off, or such benefits may be delayed or not occur at all. The Spin-off and distribution was expected to provide various benefits, including, among others, enhanced strategic and management focus, improved management incentive tools and a distinct investment identity.
The Company may not achieve these and other anticipated benefits for a variety of reasons, including, among others:
the Spin-off will require significant amounts of management’s time and effort and the complexity of the transaction may distract management from executing on its business goals;
increased operating and overhead costs in the aggregate;
following the Spin-off, the Company’s business will be less diversified than the SEACOR Holdings business prior to the Spin-off;
the potential loss of synergies from the Spin-off; and
the other actions required to separate the respective businesses could disrupt the Company’s operations.
If the Company fails to achieve some or all of the benefits expected to result from the Spin-off, or if such benefits are delayed, its business could be harmed.
The Company’s ability to meet its capital needs may be harmed by the loss of financial support from SEACOR Holdings, and the lack of availability of capital in the future may affect the Company’s ability to grow its business.
The Company’s business is capital intensive, and to the extent it does not generate sufficient cash from operations, it will need to raise additional funds through public or private debt or equity financings to execute its growth strategy. The loss of financial support from SEACOR Holdings could harm the Company’s ability to meet its capital needs and significantly increase its cost of capital. Adequate sources of capital funding may not be available when needed, or may not be available on favorable terms.
Following the Spin-off, SEACOR Holdings no longer funds the Company’s operations or capital expenditures. In view of the Company’s small relative size as compared with SEACOR Holdings, the Company may not have access to debt financing and, even if the Company does have access, it may not be able to obtain terms as favorable as SEACOR Holdings has been able to achieve in its debt financings. As a result, the Company cannot guarantee investors that it will be able to obtain capital market financing or credit on favorable terms, or at all, in the future. The Company cannot assure investors that its ability to meet its capital needs will not be harmed by the loss of financial support from SEACOR Holdings.
If the Company raises additional funds by issuing equity or certain types of convertible debt securities, dilution to the holdings of its existing stockholders may result. If the Company raises additional debt financing, it will incur additional interest expense and the terms of such debt may be at less favorable rates than existing debt and could require the pledge of assets as security or subject the Company to financial and/or operating covenants that affect the Company’s ability to conduct its business. Any capital raising activities would be subject to the restrictions in the Tax Matters Agreement. If funding is insufficient at any time in the future, or the Company is unable to conduct capital raising activities as a result of restrictions in the Tax Matters Agreement, the Company may be unable to acquire additional vessels, take advantage of business opportunities or respond to

competitive pressures, any of which could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.
If there is a determination that the Spin-off was taxable for U.S. federal income tax purposes because the facts, assumptions, representations or undertakings underlying the tax opinion were incorrect or for any other reason, then SEACOR Holdings, its stockholders that are subject to U.S. federal income tax and SEACOR Marine could incur significant U.S. federal income tax liabilities.
In connection with the Spin-off, SEACOR Holdings received an opinion of its counsel, Milbank, Tweed, Hadley & McCloy LLP, substantially to the effect that the Spin-off qualifies as a transaction that is described in Section 355 of the Code. The opinion relied on certain facts, assumptions, representations and undertakings from SEACOR Holdings and the Company regarding the past and future conduct of the companies’ respective businesses and other matters. If any of these facts, assumptions, representations or undertakings were incorrect, SEACOR Holdings and its stockholders may not be able to rely on the opinion of counsel and could be subject to significant tax liabilities. Notwithstanding the opinion of counsel, the IRS could determine on audit that the Spin-off was taxable if it determines that any of these facts, assumptions, representations or undertakings were not correct or had been violated or if it disagrees with the conclusions in the opinion, or for other reasons, including as a result of certain significant changes in the stock ownership of SEACOR Holdings or SEACOR Marine after the Spin-off. If the Spin-off is determined to be taxable, SEACOR Holdings, its stockholders that are subject to U.S. federal income tax and the Company could incur significant U.S. federal income tax liabilities.
Prior to the Spin-off, the Company and SEACOR Holdings entered into the Tax Matters Agreement that governs the parties’ respective rights, responsibilities and obligations with respect to taxes, tax attributes, the preparation and filing of tax returns, the control of audits and other tax proceedings and assistance and cooperation in respect of tax matters. Taxes relating to or arising out of the failure of the Spin-off to qualify as a tax-free transaction for U.S. federal income tax purposes are the responsibility of SEACOR Holdings, except, in general, if such failure is attributable to the Company’s action or inaction or SEACOR Holdings’ action or inaction.
The Company’s obligations under a Tax Matters Agreement are not limited in amount or subject to any cap. Further, even if the Company is not responsible for tax liabilities of SEACOR Holdings and its subsidiaries under the Tax Matters Agreement, the Company nonetheless could be liable under applicable tax law for such liabilities if SEACOR Holdings were to fail to pay them. If the Company is required to pay any liabilities under the circumstances set forth in the Tax Matters Agreement or pursuant to applicable tax law, the amounts may be significant.
The Company may not be able to engage in certain corporate transactions for a period of time after the Spin-off.
To preserve the tax-free treatment to SEACOR Holdings of the Spin-off, under the Tax Matters Agreement with SEACOR Holdings, the Company may not take any action that would jeopardize the favorable tax treatment of the distribution. These restrictions may limit the Company’s ability to pursue certain strategic transactions or engage in other transactions that might increase the value of its business for the two-year period following the Spin-off.
A number of the Company’s directors and officers own common stock and other equity instruments of SEACOR Holdings, which could cause conflicts of interests.
A number of the directors and officers own a substantial amount of SEACOR Holdings common stock (including restricted share awards that vested upon consummation of the Spin-off) along with other equity instruments, the value of which is related to the value of SEACOR Holdings common stock. The direct and indirect interests of the Company’s directors and officers in SEACOR Holdings common stock and the presence of certain of SEACOR Holdings principal executives on the Company’s board of directors could create, or appear to create, conflicts of interest with respect to matters involving both the Company and SEACOR Holdings that could have different implications for SEACOR Holdings than they do for the Company. As a result, the Company may be precluded from pursuing certain opportunities on which it would otherwise act, including growth opportunities.
The Company does not intend to adopt specific policies or procedures to address conflicts of interests that may arise as a result of certain of its directors and officers owning SEACOR Holdings common stock. The Company has adopted a Related Person Transactions Policy to provide guidance in identifying, reviewing and, where appropriate, approving or ratifying transactions with related persons. In addition, prior to consummation of the Spin-off, the Company adopted separate Corporate Governance Guidelines, a Code of Business Conduct and Ethics and a Supplemental Code of Ethics that will provide guidelines to its directors and officers in addressing conflicts of interest.
The Spin-off may expose the Company to potential liabilities arising out of state and federal fraudulent conveyance laws and legal dividend requirements.
The Spin-off is subject to review under various state and federal fraudulent conveyance laws. Fraudulent conveyance laws generally provide that an entity engages in a constructive fraudulent conveyance when (i) the entity transfers assets and does not receive fair consideration or reasonably equivalent value in return, and (ii) the entity (a) is insolvent at the time of the transfer

or is rendered insolvent by the transfer, (b) has unreasonably small capital with which to carry on its business, or (c) intends to incur or believes it will incur debts beyond its ability to repay its debts as they mature. An unpaid creditor or an entity acting on behalf of a creditor (including without limitation a trustee or debtor-in-possession in a bankruptcy by the Company or SEACOR Holdings or any of the Company’s respective subsidiaries) may bring an action alleging that the distribution or any of the related transactions constituted a constructive fraudulent conveyance. If a court accepts these allegations, it could impose a number of remedies, including without limitation, voiding the Company’s claims against SEACOR Holdings, requiring the Company’s shareholders to return to SEACOR Holdings some or all of the shares of the Company’s Common Stock issued in the distribution, or providing SEACOR Holdings with a claim for money damages against the Company in an amount equal to the difference between the consideration received by SEACOR Holdings and the fair market value of the Company at the time of the distribution.
The measure of insolvency for purposes of the fraudulent conveyance laws will vary depending on which jurisdiction’s law is applied. Generally, an entity would be considered insolvent if (i) the present fair saleable value of its assets is less than the amount of its liabilities (including contingent liabilities); (ii) the present fair saleable value of its assets is less than its probable liabilities on its debts as such debts become absolute and matured; (iii) it cannot pay its debts and other liabilities (including contingent liabilities and other commitments) as they mature; or (iv) it has unreasonably small capital for the business in which it is engaged. The Company cannot assure investors what standard a court would apply to determine insolvency or that a court would determine that the Company, SEACOR Holdings or any of the Company’s respective subsidiaries were solvent at the time of or after giving effect to the distribution.
The distribution of SEACOR Marine Common Stock is also subject to review under state corporate distribution statutes. Under the Delaware General Corporation Law (the “DGCL”), a corporation may only pay dividends to its shareholders either (i) out of its surplus (net assets minus capital) or (ii) if there is no such surplus, out of its net profits for the fiscal year in which the dividend is declared and/or the preceding fiscal year. Although SEACOR Holdings intended to make the distribution of SEACOR Marine Common Stock entirely from surplus, the Company cannot assure investors that a court will not later determine that some or all of the distribution to SEACOR Holdings shareholders was unlawful.
As a condition to the distribution, the SEACOR Holdings board of directors obtained, prior to the distribution, an opinion from a nationally recognized provider of such opinions that SEACOR Holdings and the Company would each be solvent and adequately capitalized immediately after the Spin-off. The Company cannot assure investors, however, that a court would reach the same conclusions set forth in the opinion in determining whether SEACOR Holdings or the Company were insolvent at the time of, or whether lawful funds were available for the Spin-off and the distribution to SEACOR Holdings shareholders.
Risk Factors Related to the Company’s Common Stock
The Company’s stock price may fluctuate significantly, and investors may not be able to sell their shares at an attractive price.
The trading price of the Company’s Common Stock may be volatile and subject to wide price fluctuations in response to various factors including:
market conditions in the broader stock market;
the Company’s capital structure and liquidity;
commodity prices and in particular prices of oil and natural gas;
actual or anticipated fluctuations in the Company’s quarterly financial condition and results of operations;
introduction of new equipment or services by the Company or its competitors;
issuance of new or changed securities analysts’ reports or recommendations;
sales, or anticipated sales, of large blocks of the Company’s Common Stock;
additions or departures of key personnel;
the ability or willingness of OPEC to set and maintain production levels for oil;
oil and natural gas production levels by non-OPEC countries;
regulatory or political developments;
litigation and governmental investigations; and
changing economic conditions.
These and other factors may cause the market price and demand for the Company’s Common Stock to fluctuate substantially, which may limit or prevent investors from readily selling their shares of the Company’s Common Stock and may otherwise negatively affect the liquidity of the Company’s Common Stock. In addition, in the past, when the market price of a

stock has been volatile, holders of that stock have sometimes instituted securities class action litigation against the company that issued the stock. If any of the Company’s stockholders were to bring a lawsuit against it, the Company could incur substantial costs defending the lawsuit. Such a lawsuit could also divert the time and attention of the Company’s management from its business.
An investor’s percentage of ownership in the Company may be diluted in the future.
As with any publicly traded company, an investor’s percentage ownership in the Company may be diluted in the future because of equity issuances for acquisitions, capital market transactions or otherwise, including equity awards that the Company has and will continue to grant to its directors, officers and employees. In addition, an investor’s percentage ownership in the Company will be diluted if any of the holders of the 3.75% Convertible Senior Notes exercise their right to convert the principal amount of their outstanding notes, in whole or in part, into shares of the Company’s Common Stock. Holders of the 3.75% Convertible Senior Notes are entitled to convert the principal amount of their outstanding notes into shares of the Company’s Common Stock at an initial conversion rate of 23.26 shares of the Company’s Common Stock per $1,000 principal amount of the 3.75% Convertible Senior Notes through November 29, 2022. The Company has granted the holders of the 3.75% Convertible Senior Notes certain registration rights to assist them with the sale of Common Stock issuable upon conversion of such notes. Any substantial issuance of the Company’s Common Stock, including Common Stock issuable upon the conversion of the 3.75% Convertible Senior Notes, could significantly affect the trading price of the Company’s Common Stock.
If securities or industry analysts do not publish research or reports about the Company’s business, if they adversely change their recommendations regarding the Company’s stock or if the Company’s results of operations do not meet their expectations, the Company’s stock price and trading volume could decline.
The trading market for the Company’s Common Stock is influenced by the research and reports that industry or securities analysts publish about the Company or its business. If one or more of these analysts cease coverage of the Company or fail to publish reports on the Company regularly, the Company could lose visibility in the financial markets, which in turn could cause its stock price or trading volume to decline. Moreover, if one or more of the analysts who cover the Company downgrade recommendations regarding the Company’s stock, or if the Company’s results of operations do not meet their expectations, the Company’s stock price could decline and such decline could be material.
For as long as the Company is “Emerging Growth Company,” it will be exempt from certain reporting requirements, including those relating to accounting standards and disclosure about its executive compensation, that apply to other public companies.
In April 2012, the JOBS Act was signed into law. The JOBS Act contains provisions that, among other things, relax certain reporting requirements for “Emerging Growth Companies,” including certain requirements relating to accounting standards and compensation disclosure. The Company is classified as an “Emerging Growth Company,” which is defined as a company with annual gross revenues of less than $1 billion, that has been a public reporting company for a period of less than five years, and that does not have a public float of $700 million or more in securities held by non-affiliated holders. For as long as the Company is an “Emerging Growth Company,” which may be up to five full fiscal years, unlike other public companies, unless the Company elects not to take advantage of applicable JOBS Act provisions, it will not be required to (i) provide an auditor’s attestation report on management’s assessment of the effectiveness of its system of internal control over financial reporting pursuant to Section 404 of the Sarbanes-Oxley Act, (ii) comply with any new or revised financial accounting standards applicable to public companies until such standards are also applicable to private companies under Section 102(b)(1) of the JOBS Act, (iii) comply with any new requirements adopted by the Public Company Accounting Oversight Board (the “PCAOB”), such as requiring mandatory audit firm rotation or a supplement to the auditor’s report in which the auditor would be required to provide additional information about the audit and the financial statements of the issuer, (iv) comply with any new audit rules adopted by the PCAOB after April 5, 2012 unless the SEC determines otherwise, (v) provide certain disclosure regarding executive compensation required of larger public companies or (vi) hold stockholder advisory and other votes on executive compensation. The Company cannot predict if investors will find its Common Stock less attractive if it chooses to rely on these exemptions. If some investors find the Company’s Common Stock less attractive as a result of any choices to reduce future disclosure, there may be a less active trading market for the Company’s Common Stock and its stock price may be more volatile.
As noted above, under the JOBS Act, “Emerging Growth Companies” can delay adopting new or revised accounting standards that have different effective dates for public and private companies until such time as those standards apply to private companies. The Company elected not to take advantage of such extended transition period, which election is irrevocable pursuant to Section 107 of the JOBS Act.

The Company is obligated to develop and maintain proper and effective internal control over financial reporting and is subject to other requirements that will be burdensome and costly.
The Company has historically operated its business as a segment of a public company. As a separate company, it is required to file with the SEC annual and quarterly information and other reports that are specified in Section 13 of the Exchange Act. The Company is also required to ensure that it has the ability to prepare financial statements that are fully compliant with all SEC reporting requirements on a timely basis. In addition, the Company is subject to other reporting and corporate governance requirements, including the requirements of the NYSE, and certain provisions of the Sarbanes-Oxley Act and the regulations promulgated thereunder, which impose significant compliance obligations upon the Company. As a public company, the Company is required to:
prepare and distribute periodic public reports and other stockholder communications in compliance with its obligations under the federal securities laws and NYSE rules;
create or expand the roles and duties of its board of directors and committees of the board of directors;
institute more comprehensive financial reporting and disclosure compliance functions;
supplement its internal accounting and auditing function, including hiring additional staff with expertise in accounting and financial reporting for a public company;
enhance and formalize closing procedures at the end of the Company’s accounting periods;
enhance the Company’s internal audit function;
enhance the Company’s investor relations function;
establish new internal policies, including those relating to disclosure controls and procedures; and
involve and retain to a greater degree outside counsel and accountants in the activities listed above.
These changes require a significant commitment of additional resources, including increased auditing and legal fees and costs associated with hiring additional accounting and administrative staff. The Company may not be successful in fully and efficiently implementing these requirements and implementing them could materially adversely affect its business, financial position, results of operations, cash flows and growth prospects.
Failure to achieve and maintain effective internal controls over financial reporting in accordance with Section 404 could have a material adverse effect on the Company.
The Company’s internal controls were initially developed when it was a subsidiary of SEACOR Holdings; however, Section 404 of the Sarbanes-Oxley Act (“Section 404”) requires the Company to establish effective internal controls over financial reporting and disclosure controls and procedures pursuant to Section 404 and to assess the effectiveness of such controls beginning with the fiscal year ended December 31, 2018.
In connection with the preparation of its Annual Report on Form 10-K for the year ended December 31, 2016, SEACOR Holdings identified material weaknesses in its internal control over financial reporting related to (i) the review and approval of manual journal entries made to the general ledger and (ii) the review and documentation of assumptions, data and calculations used in the assessment of impairments of vessels and other-than-temporary impairment of equity method investments. Because the Company was previously a consolidated subsidiary of SEACOR Holdings and the Company’s system of internal controls over financial reporting was part of the SEACOR Holdings control environment, the Company was deemed to have material weaknesses as well.
While these previous material weaknesses were remediated, if the Company is unable to maintain adequate internal control over financial reporting, it may be unable to report its financial information on a timely basis, may violate applicable stock exchange listing rules or suffer other adverse regulatory consequences and may breach the covenants under its credit facilities. There could also be a negative reaction in the price of the Company’s Common Stock due to a loss of investor confidence in the Company and the reliability of its financial statements. It cannot be assumed that the Company will not have another material weakness in its internal controls over financial reporting in the future.
Moreover, the Company’s internal control over financial reporting may not prevent or detect misstatements because of its inherent limitations, including the possibility of human error, the circumvention or overriding of controls or fraud. Even effective internal controls can provide only reasonable assurance with respect to the preparation and fair presentation of financial statements. The existence of a material weakness could result in errors in the Company’s financial statements that could result in a restatement of financial statements, which could cause the Company to fail to meet its reporting obligations, lead to a loss of investor confidence and have a negative impact on the trading price of the Company’s Common Stock.

Provisions in the Company’s second amended and restated certificate of incorporation, second amended and restated bylaws, and Delaware law may discourage, delay or prevent a change of control of the Company or changes in the Company’s management and, therefore, may depress the trading price of its Common Stock.
The Company’s second amended and restated certificate of incorporation and second amended and restated bylaws include certain provisions that could have the effect of discouraging, delaying or preventing a change of control of the Company or changes in its management, including, among other things:
restrictions on the ability of the Company’s stockholders to fill a vacancy on the board of directors;
restrictions related to the ability of non-U.S. citizens owning the Company’s Common Stock;
The Company’s ability to issue preferred stock with terms that the board of directors may determine, without stockholder approval, which could be used to significantly dilute the ownership of a hostile acquirer;
the absence of cumulative voting in the election of directors which may limit the ability of minority stockholders to elect directors; and
advance notice requirements for stockholder proposals and nominations, which may discourage or deter a potential acquirer from soliciting proxies to elect a particular slate of directors or otherwise attempting to obtain control of the Company.
These provisions in the Company’s second amended and restated certificate of incorporation and second amended and restated bylaws may discourage, delay or prevent a transaction involving a change in control of the Company that is in the best interest of its stockholders. Even in the absence of a takeover attempt, the existence of these provisions may adversely affect the prevailing market price of the Company’s Common Stock if they are viewed as discouraging future takeover attempts.
The Company’s second amended and restated by-laws provide that, unless the Company otherwise consents in writing to an alternative forum, the Court of Chancery located in the State of Delaware is the sole and exclusive forum for any derivative action or proceeding brought on behalf of the Company, any action asserting a claim of breach of a fiduciary duty owed by any director, officer or employee of the Company to itself or to its stockholders, any action asserting a claim arising pursuant to any provision of the DGCL, or any action asserting a claim governed by the internal affairs doctrine.
The Company’s second amended and restated by-laws provide that, unless the Company otherwise consents in writing to an alternative forum, the Court of Chancery located in the State of Delaware is the sole and exclusive forum for any derivative action or proceeding brought on behalf of the Company, any action asserting a claim of breach of a fiduciary duty owed by any director, officer or employee of the Company to itself or to its stockholders, any action asserting a claim arising pursuant to any provision of the DGCL, or any action asserting a claim governed by the internal affairs doctrine. This provision may limit a stockholder’s ability to bring a claim in a judicial forum that it finds favorable for disputes with the Company or its directors, officers, employees or other stockholders, which may discourage such lawsuits against the Company and its directors, officers, employees or other stockholders. Alternatively, if a court were to find this provision in the Company’s second amended and restated by-laws to be inapplicable or unenforceable in an action, the Company may incur additional costs associated with resolving such action in other jurisdictions, which could adversely affect its business and financial condition.
The Company does not expect to pay dividends to holders of its Common Stock.
The Company currently intends to retain its future earnings, if any, for the foreseeable future, to repay indebtedness and to fund the development and growth of its business. The Company does not intend to pay any dividends to holders of its Common Stock. As a result, capital appreciation in the price of the Company’s Common Stock, if any, will be investor’s only source of gain or income on an investment in the Company’s Common Stock.

36


ITEM 1B.

UNRESOLVED STAFF COMMENTS

None.

ITEM 2.

PROPERTIES

Offshore support vessels are the principal physical properties owned by the Company as more fully described in “Item 1. Business.”


ITEM 3.

On April 13, 2021, the SEACOR Power, a liftboat owned by a subsidiary of the Company with nineteen individuals on board, capsized off the coast of Port Fourchon, Louisiana. The incident resulted in the death of several crew members, including the captain of the vessel and five other employees of the Company. The incident also resulted in the constructive total loss of the SEACOR Power. The Company is responsible for the salvage operations related to the vessel and is coordinating these efforts with the USCG. The salvage operations are currently ongoing and the Company expects salvage costs to be covered by insurance proceeds.

The capsizing of the SEACOR Power garnered significant attention from the media as well as local, state and federal politicians. The NTSB and the USCG are currently investigating the incident to determine the cause of the incident and the Company is fully cooperating with the investigations in all respects and continues to gather information about the incident. It is expected that the NTSB and USCG investigations will take a significant period of time to complete. Numerous civil lawsuits have been filed against the Company and other third parties by the family members of deceased crew members and the surviving crew members employed by the Company or by the third parties. On June 2, 2021, the Company filed a Limitation of Liability Act complaint in federal court in the Eastern District of Louisiana (“Limitation Action”), which has the effect of enjoining all existing civil lawsuits and requiring the plaintiffs to file their claims relating to the capsizing of the SEACOR Power in the Limitation Action. There is significant uncertainty in the amount and timing of costs and potential liabilities relating to the incident involving the SEACOR Power, the impact the incident will have on the Company’s reputation and the resulting possible impact on the Company’s business.

In the normal course of its business, the Company becomes involved in various other litigation matters including, among other things, claims by third partiesthird-parties for alleged property damages and personal injuries. ManagementIn the opinion of the Company's management, while the outcome of these matters is uncertain, the likely results of these matters are not expected, either individually or in the aggregate, to have a material adverse effect on the Company's financial position, results of operations or cash flows. However, management has used estimates in determining the Company’s potential exposure to these matters and has recorded reserves in its financial statements related thereto where appropriate. It is possible that a change in the Company’s estimates of that exposure could occur, but the Company does not expect such changes in estimated costs could have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects.

ITEM 4.

MINE SAFETY DISCLOSURES

Not applicable.


37


EXECUTIVE OFFICERS OF THE REGISTRANT

Officers of SEACOR Marine serve at the pleasure of the Board of Directors. The name, age and officespositions held by each of SEACOR Marine’s current executive officers are as follows:

follows (age and position as of March 10, 2022):

Name

Age

Position

NameAgePosition

John Gellert

47

51

President, and Chief Executive Officer and a director of SEACOR Marine since June 1, 2017. Prior to the Spin-off, Mr. Gellert wasserved as the Co-Chief Operating Officer of SEACOR Holdings since February 23, 2015 and from May 2004 to February 2015, Senior Vice President of SEACOR Holdings. In July 2005, Mr Gellert was appointed President of SEACOR Holdings’ Offshore Marine Services’Services segment a capacity in which he served until the Spin-off. Since June 1992, whensince July 2005. Mr. Gellert joined SEACOR Holdings, until July 2005, he hadhas also held various financial, analytical, chartering and marketing roles within SEACOR Holdings.Holdings since joining in June 1992. Mr. Gellert is an officer and director of certain Company subsidiaries. Mr. Gellert serves as a member of the Executive Committee of International Support Vessel Owners Association, a member of the board of directors of Offshore Marine Service Association, an ex-officio member of the Executive Committee of National Ocean Industries Association, and a member of the Executive Council at Cohesive Capital Management, L.P. Mr. Gellert graduated from Harvard College.

Matthew Cenac

Jesús Llorca

52

46

Executive Vice President and Chief Financial Officer since June 1, 2017.April 2, 2018. Prior to the Spin-off,his appointment, Mr. CenacLlorca was the Executive Vice President and Chief Financial Officer of SEACOR Holdings since February 23, 2015 and from August 2014 to February 2015, Mr. Cenac was Senior Vice President and Chief Financial Officer of SEACOR Holdings. From August 2005 to August 2015, Mr. Cenac was Vice President and Chief Accounting Officer of SEACOR Holdings. From June 2003 to August 2005, Mr. Cenac was Corporate Controller of SEACOR Holdings.

Robert Clemons47Executive Vice President and Chief Operating Officer since June 1, 2017. Prior to the Spin-off, Mr. Clemons served as Vice President and Chief Operating Officer of SEACOR Holdings’ Americas division since 2007. Prior to 2007, Mr. Clemons was General Manager of SEACOR Holdings’ Offshore Marine Services’ West Africa region. Mr. Clemons has over 15 years of industry experience and holds degrees in business and law.
Jesus Llorca42Executive Vice President of Corporate Development since June 1, 2017. Prior to the Spin-off, Mr. Llorca was a Vice President of SEACOR Holdings since 2007. From 2004 to 2007, Mr. Llorca worked in the corporate group of SEACOR Holdings Inc. assisting the General Counsel.Holdings. From 2000 to 2004, Mr. Llorca worked forat Nabors Drilling.Drilling where he held various operational and management positions internationally. Mr. Llorca graduated from ICADE with degrees in lawbusiness and business.law.

Anthony Weller

Gregory Rossmiller

66

52

Senior Vice President and Managing Director of the International Division since June 1, 2017. Prior to the Spin-off, Mr. Weller served as Managing Director of SEACOR Holdings’ Offshore Marine Services’ International Division since 2009. Mr. Weller has over 40 years of industry experience and is a Master Mariner.
Clyde Camburn59

Senior Vice President and Chief Accounting Officer since June 1, 2017.April 17, 2018. Prior to the Spin-off,his appointment, Mr. CamburnRossmiller was the Company’s Vice PresidentChief Financial Officer, North America, for Applus Energy and Industry (a division of FinanceApplus Services S.A.) since 2008.June 2009. Mr. Camburn has over 30 yearsRossmiller was Corporate Controller of industry experiencePride International from 2005 to 2009, and is a Chartered Certified Accountant inController of Nabors Drilling International Limited (a subsidiary of Nabors Industries, Ltd.) from 2000 to 2005 and Assistant Controller from 1997 to 2000. Prior to 1997, Mr. Rossmiller held audit positions with Cooper Industries and with the United Kingdom.accounting firm of Deloitte & Touche. Mr. Rossmiller attended the General Management Program at Harvard Business School and received his B.A from the University of Northern Iowa.

Andrew H. Everett II

35

39

Senior Vice President, General Counsel and Secretary since January 22, 2018. Prior to his appointment, Mr. Everett was an associate in the Global Corporate Group of Milbank Tweed, Hadley & McCloy LLP from 2008 until 2018. Mr. Everett received his J.D. from Boston College Law School and B.S. from Bentley University.


PART II

ITEM 5.

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Market for the Company’s Common Stock

SEACOR Marine’s Common Stock began trading on the New York Stock Exchange (“NYSE”)NYSE on June 2, 2017 under the trading symbol “SMHI.” Set forth inThe last reported sales price on the table below for the periods presented are the high and low sale prices for SEACOR Marine’sCompany’s Common Stock.

  HIGH LOW
Fiscal Year Ending December 31, 2018:    
First Quarter (through March 20, 2018) $19.51
 $11.76
Fiscal Year Ending December 31, 2017:    
Second Quarter(1)
 $30.40
 $16.19
Third Quarter $20.48
 $11.93
Fourth Quarter $16.07
 $11.66
_____________________
(1)Includes activity from the first day of trading beginning June 2, 2017 through June 30, 2017.
Stock of March 4, 2022 was $5.44.

As of March 20, 2018,4, 2022, there were 149512 holders of record of Common Stock.

Dividend Policy

The Company has not paid cash dividends to holders of its Common Stock since the Spin-off and currently does not intend on paying any such dividenddividends for the foreseeable future. Any payment of future dividends will be at the discretion of SEACOR Marine’s Board of Directors and will depend upon, among other factors, the Company’s earnings, financial condition, current and anticipated capital requirements, plans for expansion, level of indebtedness and legal and contractual restrictions, including the provisions of the Company’s other then-existing indebtedness. The payment of future cash dividends, if any, would be made only from assets legally available.

Issuer Repurchases of Equity Securities

There were no

The following table provides information with respect to purchases by the Company of shares of its Common Stock purchased during the fourth quarter of 2021:

Period

 

Total number of

shares withheld

 

 

Average price per share

 

 

Total number of

Shares Purchased as

Part of a Publicly

Announced Plan

 

 

Maximum number of

Shares that may be

Purchased Under the

Plan

 

October 1, 2021 to October 31, 2021

 

 

 

 

 

 

 

 

 

 

 

 

November 1, 2021 to November 30, 2021

 

 

 

 

 

 

 

 

 

 

 

 

December 1, 2021 to December 31, 2021

 

 

149

 

 

 

3.32

 

 

 

 

 

 

 

For the three months ended December 31, 2017.


Performance Graph
Set forth in2021, the graph below is a comparisonCompany acquired for treasury 149 shares of Common Stock for an aggregate purchase price of $494.68 from investment funds managed and controlled by The Carlyle Group (“Carlyle”) to satisfy the exercise price of the cumulative total return that a hypothetical investor would have earned assuming the investment of $100 over the period commencing on June 2, 2017 in (i) the Common Stock of the Company, (ii) the Standard & Poor’s 500 Stock Index (“S&P 500”) and (iii) a peer issuer group comprised of publicly-traded companies participating in the offshore marine industry. The information set forth in the graph below shall be considered “furnished” but not “filed” for purposes of the Securities Act of 1933 and the Securities Exchange Act of 1934.
    
Total Return Since,(1)
  
  Jun 2, 2017 Jun 30, 2017 Jul 31, 2017 Aug 31, 2017 Sep 30, 2017 Oct 31, 2017 Nov 30, 2017 Dec 31, 2017
Company 100
 99
 71
 62
 76
 69
 59
 57
S&P 500 100
 99
 102
 102
 104
 106
 110
 111
Peer Issuers(2)
 100
 90
 93
 82
 83
 79
 60
 68
_____________________
(1)Total returns assume the reinvestment of dividends.
(2)The Peer Issuer group is comprised of publicly-traded companies selected on an industry basis. The Peer Issuer group data is calculated using the share prices for the following companies participating in the offshore marine industry: Bourbon Corp., Soldstad Farstad ASA, and DO ASA. While the Company considers Hornbeck Offshore Services, Inc., Tidewater Inc. and Gulfmark Offshore, Inc. to also participate in the offshore marine industry and in the future will consider including them in its Peer Issuer group, each of these companies was excluded from the Peer Issuer group due to the significant effect of the refinancing of indebtedness and other financial restructurings (including Chapter 11 restructurings) on their respective share prices during the relevant time period.

Warrants exercised by Carlyle.

ITEM 6.SELECTED FINANCIAL DATA

None.

39


ITEM 6.SELECTED FINANCIAL DATA
SELECTED HISTORICAL FINANCIAL INFORMATION.
The following table sets forth for the periods indicated (in thousands, except share data and statistics), selected historical consolidated and combined financial data for the Company. Such financial data should be read in conjunction with “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Item 8. Financial Statements and Supplementary Data” included in Parts II and IV, respectively, of this Annual Report on Form 10-K.
 For the years ended December 31,
 2017 2016 2015 2014 2013
Operating Revenues$173,783
 $215,636
 $368,868
 $529,944
 $567,263
Operating Income (Loss)$(128,359) $(174,888) $(38,935) $68,429
 $88,179
Other Income (Expenses):         
Net interest expense$(14,727) $(5,550) $(2,589) $(5,782) $(11,167)
SEACOR Holdings management fees(3,208) (7,700) (4,700) (16,219) (18,861)
Derivative gains (losses), net20,256
 2,995
 (2,766) (171) 83
Other9,015
 (5,162) (3,586) 13,296
 (2,206)
Other Income (Expense), Net$11,336
 $(15,417) $(13,641) $(8,876) $(32,151)
Net Income (Loss) attributable to SEACOR Marine Holdings Inc.$(32,901) $(132,047) $(27,249) $48,076
 $49,717
Basic and Diluted Loss Per Common Share of SEACOR Marine Holdings Inc.$(1.87) $(7.47) $(1.54) N/A N/A
Basic and Diluted Weighted Average Shares Outstanding17,601,244
 17,671,356
 17,671,356
 N/A N/A
Statement of Cash Flows Data - provided by (used in):         
Operating activities$34,739
 $(29,186) $20,203
 $68,909
 $94,923
Investing activities(32,262) (16,858) (88,203) 93,036
 (19,201)
Financing activities(11,730) 15,590
 115,101
 (87,748) (73,491)
Effects of exchange rates on cash and cash equivalents2,178
 (2,479) (1,628) (2,281) 462
Capital expenditures (included in investing activities)(69,021) (100,884) (87,765) (83,513) (111,517)
Other Operating Data:         
Average Rate Per Day Worked(1)
$5,972
 $7,114
 $10,079
 $12,011
 $11,609
Utilization(1)
54% 54% 69% 81% 83%
Days Available(1)
49,338
 48,161
 47,661
 51,047
 55,042
Fleet Count(2)
184
 183
 173
 173
 184
______________________
(1)For a description of average rate per day worked, utilization and days available, see “Management’s Discussion and Analysis of Financial Condition” included in Item 7 of this Annual Report on Form 10-K.
(2)As of period end.
 As of December 31,
 2017 2016 2015 2014 2013
Balance Sheet Data:         
Cash and cash equivalents, restricted cash, marketable securities and construction reserve funds$157,912
 $237,119
 $318,363
 $250,201
 $185,539
Total assets1,008,504
 1,015,119
 1,208,150
 1,167,537
 1,229,336
Long-term debt, less current portion292,041
 217,805
 181,340
 29,238
 32,694
Total SEACOR Marine Holdings Inc. stockholders’ equity508,191
 544,611
 681,900
 701,012
 656,057


ITEM 7.

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

Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) below presents the Company’s operating results for each of the three years in the period ended December 31, 2017,2021, and its financial condition as of December 31, 2017.2021 and 2020. Certain statements in this Management’s Discussion and Analysis of Financial Condition and Results of Operations constitute forward looking statements. See “Forward Looking Statements” included elsewhere in this Annual Report on Form 10-K.

The following MD&A is intended to help the reader understand the results of operations and financial condition of the Company. The MD&A is provided as a supplement to, and should be read in conjunction with, the consolidated financial statements and related notes included in Part IV of this Annual Report on Form 10-K and incorporated herein by reference.

Overview

The Company provides global marine and support transportation services to offshore oil and natural gas exploration, development and productionenergy facilities worldwide. As of December 31, 2017,2021, the Company and its joint ventures operated a diverse fleet of 18481 support and specialty vessels, of which 14160 were owned or leased-in, 2920 were joint ventured,joint-ventured, and 14 wereone was managed on behalf of unaffiliated third parties.third-parties. The primary users of the Company’s services are major integrated oil companies, large independent oil and natural gas exploration and production companies and emerging independent companies.

companies, as well as windfarm operations and installation contractors.

The Company’sCompany and its joint ventures operate and manage a diverse fleet featuresof offshore support and specialty vessels that (i) deliver cargo and personnel to offshore installations;installations including wind farms, (ii) handle anchors and mooring equipment required to tether rigs to the seabed; tow rigsseabed, and assist in placing them on location and moving them between regions;regions, (iii) provide construction, well workoverwork-over, maintenance and decommissioning support;support and (iv) carry and launch equipment used underwater in drilling and well installation, maintenance, inspection and repair. Additionally, the Company’s vessels provide accommodations for technicians and specialists, safety supportspecialists.

Recent Developments

OSV Partners. SEACOR OSV PARTNERS I LP., a Delaware limited partnership (“OSV Partners I”), was a joint venture that owned and emergency response services.operated five PSVs for which the Company acted as one of the general partners and also held a limited partnership interest in.  On December 31, 2021, pursuant an agreement and plan of merger (the “Merger Agreement”) among SEACOR Marine, SEACOR Offshore OSV LLC, a Delaware limited liability company and an indirect wholly-owned subsidiary of the Company (“SEACOR Offshore OSV”) and OSV Partners I, OSV Partners I merged with and intoSEACOR Offshore OSV withSEACOR Offshore OSV surviving the merger (the “Merger”).

In connection with the consummation of the Merger, the Company issued an aggregate of 1,567,935 shares of common stock of the Company, par value $0.01 per share (the “Common Stock”), as follows:

(i)

531,872 shares of Common Stock as consideration for the Merger paid to OSV Partners I’s limited partners (other than the Company and its subsidiaries), and

(ii)

1,036,063 shares of Common Stock as payment to settle all amounts and other obligations outstanding under the Subordinated PIK Loan Agreement, dated September 28, 2018 (as amended on December 22, 2021, the “PIK Loan Agreement”) and paid to the former lenders thereunder (all of whom were limited partners of OSV Partners I).

In connection with the Merger, the Company and SEACOR Offshore OSV assumed and guaranteed approximately $18.1 million of OSV Partners I’s third-party indebtedness outstanding under the amended and restated senior secured term loan credit facility agreement dated as of September 28, 2018 (as amended, restated, amended and restated or otherwise modified, the “OSV Credit Facility”), by and among OSV Partners I and lenders and other parties thereto.

As a result of the Merger, the five 201’, 1,900 tons deadweight capacity, PSVs owned by OSV Partners I are now 100% owned by the Company, bringing the Company’s owned PSV fleet to 20. Of the five PSVs previously owned by OSV Partners I, three are U.S. flagged and currently located in the Gulf of Mexico, and two are Marshall Island flagged and currently located in the Middle East. As of December 31, 2021, these five PSVs had an average age of seven years.

40


Oil and Gas Prices

The market for offshore oil and natural gas drilling has historically been cyclical. Demand for offshore support vessels tends to be linkedis highly correlated to the price of oil and natural gas as those prices significantly impact the Company’s customers’ exploration and drilling activity levels. Oil and natural gas prices tend to fluctuate based on many factors, including global economic activity, levels of reserves and production activity. Price levels for oil and natural gas have and will continue to in and of themselves influence demand for offshore marine services. In addition to the price of oil and natural gas, the availability of acreage, local tax incentives or disincentives, drilling moratoriums and other regulatory actions, and requirements for maintaining interests in leases affect activity in the offshore oil and natural gas industry. Factors that influence the level of offshore exploration and drilling activities include:

expectations as to future oil and natural gas commodity prices;

expectations as to future oil and natural gas commodity prices;

customer assessments of offshore drilling prospects compared with land-based opportunities, including newer or unconventional opportunities such as shale;

customer assessments of offshore drilling prospects compared with land-based opportunities, including newer or unconventional opportunities such as shale;

expectations as to the future demand for oil and natural gas in the context of the transition to non-hydrocarbon based sources of energy;

customer assessments of cost, geological opportunity and political stability in host countries;

worldwide demand for oil and natural gas;

the ability or willingness of OPEC to set and maintain production levels and pricing;

the level of oil and natural gas production by non-OPEC countries;

regional conflicts in oil producing regions;

the relative exchange rates for the U.S. dollar;

the level of oil and natural gas production by non-OPEC countries;

various United States and international government policies regarding exploration and development of oil and natural gas reserves.

the relative exchange rates for the U.S. dollar; and

various U.S. and international government policies regarding exploration and development of oil and natural gas reserves.

Offshore oil and natural gas market conditions are highly volatile. Prices deteriorated beginning in the second half of 2014 and continued to deteriorate when oil prices hit a thirteen-year low of less than $27 per barrel (on the New York Mercantile Exchange) in February 2016. AsOil prices were as high as $76 per barrel in October 2018 but experienced unprecedented volatility during 2020 as a result of December 31, 2017,the COVID-19 pandemic and the related effects on the global economy, including going negative for a short period of time. Oil prices have steadily increased since the lows hit at the beginning of the COVID-19 pandemic and recently hit a multi-year high primarily as a result of the conflict between Russia and Ukraine in March of 2022 as oil prices had increased from the February 2016 lows to a price of approximately $60reached $116 per barrel; however,barrel. While the Company continued to experiencehas experienced difficult market conditions. These declinesconditions over the past few years due to low oil and natural gas prices and the focus of oil and natural gas producing companies on cost and capital spending budget reductions, the recent increase in oil and natural gas prices has led to a general decreasean increase in explorationutilization, day rates and production activities, and a particular decrease in offshore drilling associated activity. customer inquiries about potential new charters.

The Company’s operatingoperations and financial results have been negatively impactedwere adversely affected by the COVID-19 pandemic as oil producing companies focused on cost reductiona result of decreased demand and cut capital spending budgets.

Certain macro drivers somewhat independent of oilthe increase in costs due to operational changes enacted to enhance crew and natural gas prices haveon-shore employee safety. However, the abilityCompany believes that it has sufficient liquidity to continue to support the Company’s business, including: (i) underspending by oil producers during the current industry downturn leading to pent up demand for maintenance and growth capital expenditures; and (ii) improved extraction technologies. While alternative forms of energy may gain a foothold in the long term,meet its obligations for the foreseeable future,future. We are closely monitoring updates regarding the Company believes demand for gasolinespread of COVID-19 and oil will be sustained,its variants, the distribution of vaccines developed to combat COVID-19, emerging governmental and other vaccine mandates and testing requirements, as well as demand for electricitythe willingness of our employees to comply with such mandates and requirements. We are adjusting our operations according to guidelines from natural gas.

local, state and federal officials.

Vessel Supply Dynamics and Other Industry Drivers

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

41


Certain macro drivers somewhat independent of oil and natural gas prices may support the Company’s business, including: (i) underspending by oil and gas producers during the recent industry downturn leading to pent up demand for maintenance and growth capital expenditures; and (ii) improved extraction technologies. While we expect that alternative forms of energy will continue to grow and add to the world’s energy mix especially as governments, supranational groups and various other parties focus on climate change causes and concerns, the Company believes that for the foreseeable future demand for gasoline and oil will be sustained, as will demand for electricity from natural gas. Some alternative forms of energy such as offshore wind facilities have the potential to support, in part, the Company’s business.

The Company adheres to a strategy of cold-stacking vessels (removing from active service) during periods of weak utilization in order to reduce the daily running costs of operating the fleet, primarily personnel, repairs and maintenance costs, as well as to defer some drydocking costs into future periods. The Company considers various factors in determining which vessels to cold-stack, including upcoming dates for regulatory vessel inspections and related docking requirements. The Company may maintain class certification on certain cold-stacked vessels, thereby incurring some drydocking costs while cold-stacked. Cold-stacked vessels are returned to active service when market conditions improve, or management anticipates improvement, typically leading to increased costs for drydocking, personnel, repair and maintenance in the periods immediately preceding the vessels’ return to active service. Depending on market conditions, vessels with similar characteristics and capabilities may be rotated between active service and cold-stack. On an ongoing basis, the Company reviews its cold-stacked vessels to determine if any should be designated as retired and removed from service based on the vessel’s physical condition, the expected costs to reactivate and restore class certification, if any, and its viability to operate within current and projected market conditions. As of December 31, 2017, 372021, five of the Company’s 14160 owned and leased-in in-service vessels were cold-stacked worldwide, and an additional three owned vessels and one leased-in vessel were retired and removed from service.

worldwide.

Certain Components of Revenues and Expenses

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

Operating Revenues. The Company generates revenues by providing services to customers primarily pursuant to two different types of contractual arrangements: time charters and bareboat charters. Under a time charter, the Company provides a vessel to a customer and is responsible for all operating expenses, typically excluding fuel. Under a bareboat charter, the Company provides a vessel to a customer and the customer assumes responsibility for all operating expenses and all risks of operation. Vessel charters may range from several days to several years.
Time Charter Statistics.

Time charter statistics are the key performance indicators for the Company’s time charter revenues. The rate per day worked is the ratio of total time charter revenues to the aggregate number of days worked. Utilization is the ratio of aggregate number of days worked to total available days for all vessels available for time charter. Unless vessels have been retired and removed from service, available days represents the total calendar days for which vessels available for time charter were owned or leased-in by the Company, whether marketed, under repair, cold-stacked or otherwise out-of-service.

Operating Revenues. The Company generates revenues by providing services to customers primarily pursuant to two different types of contractual arrangements: time charters and bareboat charters. Under a time charter, the Company provides a vessel to a customer and is responsible for all operating expenses, typically excluding fuel. Under a bareboat charter, the Company provides a vessel to a customer and the customer assumes responsibility for all operating expenses and all risks of operation. Vessel charters may range from several days to several years.

Direct Operating Expenses.The aggregate cost of operating the Company’s fleet depends primarily on the size and asset mix of the fleet. ItsThe Company’s direct operating costs and expenses, other than leased-in equipment expense, are grouped into the following categories:

personnel (primarily wages, benefits, payroll taxes, savings plans and travel for marine personnel);

personnel (primarily wages, benefits, payroll taxes, savings plans and travel for marine personnel)

repairs and maintenance (primarily routine repairs and maintenance and main engine overhauls that are performed in accordance with planned maintenance programs);

repairs and maintenance (primarily routine repairs and maintenance and main engine overhauls that are performed in accordance with planned maintenance programs)

drydocking (primarily the cost of regulatory drydockings performed in accordance with applicable regulations);

drydocking (primarily the cost of regulatory drydockings performed in accordance with applicable regulations)

insurance and loss reserves (primarily the cost of Hull and Machinery and Protection and Indemnity insurance premiums and loss deductibles);

insurance and loss reserves (primarily the cost of Hull and Machinery and Protection and Indemnity insurance premiums and loss deductibles);

fuel, lubes and supplies; and

fuel, lubes and supplies;

other (communication costs, expenses incurred in mobilizing vessels between geographic regions, third-party ship management fees, freight expenses, customs and importation duties and other).

other (communication costs, expenses incurred in mobilizing vessels between geographic regions, third party ship management fees, freight expenses, customs and importation duties and other).

42


The Company expenses drydocking, engine overhaul and vessel mobilization costs as incurred. If a disproportionate number of drydockings, overhauls or mobilizations are undertaken in a particular fiscal year or quarter, operating expenses may vary significantly when compared with the prior year or prior quarter.

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

Leased-in Equipment.In addition to the Company’s owned fleet, it operates leased-in vessels from lessors under bareboat charter arrangements that currently expire between 2018 and 2021.in 2023. Certain of these vessels were previously owned and subject toof sale and leaseback transactions with their lessors.

Impairments. As a result of the difficult conditions experienced in the offshore oil and natural gas markets beginning in the second half of 2014 and the corresponding reductions in utilization and rates per day worked of its fleet, the Company identified indicators of impairment and has over the past few years recognized impairment charges primarily associated with its anchor handling towing supplyAHTS fleet, its liftboat fleet, certain specialty vessels and vessels removed from service and goodwill.service. When reviewing its fleet for impairment, the Company groups vessels with similar operating and marketing characteristics, including cold-stacked vessels expected to return to active service, into vessel classes. All other vessels, including vessels retired and removed from service, are evaluated for impairment on a vessel by vessel basis.

During 2017,2021, the Company recorded no impairment charges associated with its fleet. During 2020, the Company recorded impairment charges of $27.5$13.5 million primarily associated with its anchor handling towing supply vessels,liftboat fleet (five owned and two leased-in vessels), and one specialty vessel and recognized net losses of $5.3 million as a result of asset disposals ($4.8 million loss due to the disposal of one vessel under construction, and $0.5 million loss due to the redelivery of one leased-in supplyAHTS vessel removed from service as it is not expected to be marketed prior to the expiration of its lease,and one owned fast support vessel removed from service and two owned in-service specialty vessels.leased-in liftboat). During 2016,2019, the Company recorded impairment charges of $119.7$12.0 million primarily associated with its anchor handling towing supplyAHTS fleet its liftboat fleet(four owned and one specialty vessel. During 2015, the Company recorded impairment charges of $7.1 million primarily related to the suspended construction of two fast support vesselsleased-in vessel), four FSVs and the removal from service of one leased-in supplyspecialty vessel. In addition, the Company recorded an impairment to goodwill of $13.4 million during 2015. Estimated fair values for the Company’s owned vessels were established by independent appraisers and other market data such as recent sales of similar vessels. For information regarding the Company’s vessel fair value measurement determinations, see “Note 10.11. Fair Value Measurements” in the audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K. If market conditions furthercontinue to decline from the presently depressed utilization and rates per day worked experienced over the last three years, fair values based on future appraisals could decline significantly.

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

market.

For vessel classes and individual vessels with indicators of impairment, but which were not recently impaired as of December 31, 2017,2021, the Company has estimated that their future undiscounted cash flows exceed their current carrying values by more than 40%. The Company’s estimates of future undiscounted cash flows are highly subjective as utilization and rates per day worked are uncertain, including the timing of an estimated market recovery in the offshore oil and natural gas markets and the timing and cost of reactivating cold-stacked vessels. If market conditions decline further, or remain stagnant at current levels, changes in the Company’s expectations on future cash flows may result in recognizing additional impairment charges related to its long-lived assets in future periods.


43


Consolidated Results of Operations

For the years ended December 31, the Company’s consolidated results of operations were as follows (in thousands, except statistics):

2017 2016 2015

 

2021

 

 

2020

 

 

2019

 

Time Charter Statistics:          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Rates Per Day Worked (excluding wind farm)$8,481
   $10,059
  $13,659
  
Average Rates Per Day$5,972
   $7,114
  $10,079
  

 

$

11,712

 

 

 

 

 

 

$

10,905

 

 

 

 

 

 

$

10,369

 

 

 

 

 

Fleet Utilization (excluding wind farm)45%   47%  64%  
Fleet Utilization54%   54%  69%  

 

 

66

%

 

 

 

 

 

 

55

%

 

 

 

 

 

 

60

%

 

 

 

 

Fleet Available Days (excluding wind farm)35,833
   34,891
  35,086
  
Fleet Available Days49,338
   48,161
  47,661
  

 

 

20,850

 

 

 

 

 

 

 

22,250

 

 

 

 

 

 

 

25,306

 

 

 

 

 

Operating revenues:          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter$160,545
 92 % $186,327
 86 %186,327
$330,890
 90 %

 

$

159,835

 

 

 

94

%

 

$

133,454

 

 

 

94

%

 

$

157,052

 

 

 

90

%

Bareboat charter4,636
 3 % 8,833
 4 % 8,598
 2 %

 

 

4,033

 

 

 

2

%

 

 

2,855

 

 

 

2

%

 

 

5,131

 

 

 

3

%

Other marine services8,602
 5 % 20,476
 10 % 29,380
 8 %

 

 

7,073

 

 

 

4

%

 

 

5,528

 

 

 

4

%

 

 

12,270

 

 

 

7

%

173,783
 100 % 215,636
 100 % 368,868
 100 %

 

 

170,941

 

 

 

100

%

 

 

141,837

 

 

 

100

%

 

 

174,453

 

 

 

100

%

Costs and Expenses:          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel81,500
 47 % 95,144
 44 % 150,606
 41 %

 

$

59,920

 

 

 

35

%

 

$

48,348

 

 

 

34

%

 

$

55,975

 

 

 

32

%

Repairs and maintenance27,655
 16 % 21,282
 10 % 36,371
 10 %

 

 

24,117

 

 

 

14

%

 

 

14,661

 

 

 

10

%

 

 

21,401

 

 

 

12

%

Drydocking9,035
 5 % 7,821
 4 % 17,781
 5 %

 

 

6,347

 

 

 

4

%

 

 

4,269

 

 

 

3

%

 

 

5,848

 

 

 

3

%

Insurance and loss reserves6,524
 4 % 5,682
 2 % 9,898
 3 %

 

 

8,667

 

 

 

5

%

 

 

5,763

 

 

 

4

%

 

 

5,622

 

 

 

3

%

Fuel, lubes and supplies12,032
 7 % 12,088
 6 % 20,762
 5 %

 

 

12,033

 

 

 

7

%

 

 

8,128

 

 

 

6

%

 

 

10,622

 

 

 

6

%

Other9,905
 6 % 7,331
 3 % 18,045
 5 %

 

 

16,322

 

 

 

10

%

 

 

9,976

 

 

 

7

%

 

 

10,055

 

 

 

6

%

Leased-in equipment12,948
 7 % 17,577
 8 % 22,509
 6 %
159,599
 92 % 166,925
 77 % 275,972
 75 %

 

 

127,406

 

 

 

75

%

 

 

91,145

 

 

 

64

%

 

 

109,523

 

 

 

63

%

Lease expense - operating

 

 

6,085

 

 

 

4

%

 

 

7,525

 

 

 

5

%

 

 

15,840

 

 

 

9

%

Administrative and general56,217
 32 % 49,308
 23 % 53,085
 14 %

 

 

37,639

 

 

 

22

%

 

 

40,051

 

 

 

28

%

 

 

39,791

 

 

 

23

%

Depreciation and amortization62,779
 36 % 58,069
 27 % 61,729
 17 %

 

 

57,395

 

 

 

34

%

 

 

57,167

 

 

 

40

%

 

 

57,166

 

 

 

33

%

278,595
 160 % 274,302
 127 % 390,786
 106 %

 

 

228,525

 

 

 

134

%

 

 

195,888

 

 

 

138

%

 

 

222,320

 

 

 

127

%

Losses on Asset Dispositions and Impairments, Net(23,547) (14)% (116,222) (54)% (17,017) (5)%

Gain (Loss) on Asset Dispositions and Impairments, Net

 

 

20,436

 

 

 

12

%

 

 

(17,588

)

 

 

(12

)%

 

 

(6,461

)

 

 

(4

)%

Operating Loss(128,359) (74)% (174,888) (81)% (38,935) (11)%

 

 

(37,148

)

 

 

(22

)%

 

 

(71,639

)

 

 

(51

)%

 

 

(54,328

)

 

 

(31

)%

Other Income (Expense), Net11,336
 7 % (15,417) (7)% (13,641) (4)%
Loss Before Income Tax Benefit and Equity in Earnings (Losses) of 50% or Less Owned Companies(117,023) (67)% (190,305) (88)% (52,576) (15)%
Income Tax Benefit(74,406) (43)% (63,469) (29)% (16,973) (5)%
Loss Before Equity in Earnings (Losses) of 50% or Less Owned Companies(42,617) (24)% (126,836) (59)% (35,603) (10)%
Equity in Earnings (Losses) of 50% or Less Owned Companies4,077
 2 % (6,314) (3)% 8,757
 2 %
Net Loss(38,540) (22)% (133,150) (62)% (26,846) (8)%
Net Income (Loss) attributable to Noncontrolling Interests in Subsidiaries(5,639) (3)% (1,103) (1)% 403
  %
Net Loss attributable to SEACOR Marine Holdings Inc.$(32,901) (19)% $(132,047) (61)% $(27,249) (8)%

Other Expense, Net

 

 

43,775

 

 

 

26

%

 

 

(26,468

)

 

 

(19

)%

 

 

(30,146

)

 

 

(17

)%

Income (Loss) from Continuing Operations Before Income Tax Benefit and

Equity in Losses of 50% or

Less Owned Companies

 

 

6,627

 

 

 

4

%

 

 

(98,107

)

 

 

(69

)%

 

 

(84,474

)

 

 

(48

)%

Income Tax Expense (Benefit)

 

 

11,493

 

 

 

7

%

 

 

(22,924

)

 

 

(16

)%

 

 

(7,969

)

 

 

(5

)%

Loss from Continuing Operations Before Equity in Losses

of 50% or Less Owned Companies

 

 

(4,866

)

 

 

(3

)%

 

 

(75,183

)

 

 

(53

)%

 

 

(76,505

)

 

 

(44

)%

Equity in Gains (Losses) of 50% or

Less Owned Companies

 

 

15,078

 

 

 

9

%

 

 

(8,163

)

 

 

(6

)%

 

 

(14,459

)

 

 

(8

)%

Income (Loss) from Continuing Operations

 

 

10,212

 

 

 

6

%

 

 

(83,346

)

 

 

(59

)%

 

 

(90,964

)

 

 

(52

)%

Income (Loss) from Discontinued Operations, Net of

Tax (including loss on disposal of $9,106)

 

 

22,925

 

 

 

13

%

 

 

364

 

 

 

0

%

 

 

(7,731

)

 

 

(4

)%

Net Income (Loss)

 

 

33,137

 

 

 

19

%

 

 

(82,982

)

 

 

(59

)%

 

 

(98,695

)

 

 

(57

)%

Net Gain (Loss) attributable to Noncontrolling

Interests in Subsidiaries

 

 

1

 

 

 

0

%

 

 

(4,067

)

 

 

(3

)%

 

 

(5,858

)

 

 

(3

)%

Net Gain (Loss) attributable to SEACOR Marine

Holdings Inc.

 

$

33,136

 

 

 

19

%

 

$

(78,915

)

 

 

(56

)%

 

$

(92,837

)

 

 

(53

)%


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

 

 

United States

(primarily Gulf

of Mexico) (2)

 

 

Africa and Europe,

Continuing

Operations (3)

 

 

Middle East

and Asia

 

 

Latin

America

 

 

Total

 

For the year ended December 31, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Rates Per Day

 

$

16,866

 

 

$

10,334

 

 

$

9,631

 

 

$

16,035

 

 

$

11,712

 

Fleet Utilization

 

 

19

%

 

 

77

%

 

 

77

%

 

 

86

%

 

 

66

%

Fleet Available Days

 

 

4,735

 

 

 

5,549

 

 

 

7,168

 

 

 

3,397

 

 

 

20,850

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

15,487

 

 

$

44,268

 

 

$

53,146

 

 

$

46,934

 

 

$

159,835

 

Bareboat charter

 

 

1,549

 

 

 

 

 

 

 

 

 

2,484

 

 

 

4,033

 

Other marine services

 

 

3,607

 

 

 

(1,338

)

 

 

526

 

 

 

4,278

 

 

 

7,073

 

 

 

 

20,643

 

 

 

42,930

 

 

 

53,672

 

 

 

53,696

 

 

 

170,941

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

$

8,836

 

 

$

13,903

 

 

$

22,191

 

 

$

14,990

 

 

$

59,920

 

Repairs and maintenance

 

 

3,394

 

 

 

6,772

 

 

 

6,701

 

 

 

7,250

 

 

 

24,117

 

Drydocking

 

 

2,082

 

 

 

1,159

 

 

 

2,639

 

 

 

467

 

 

 

6,347

 

Insurance and loss reserves

 

 

2,632

 

 

 

1,353

 

 

 

2,481

 

 

 

2,201

 

 

 

8,667

 

Fuel, lubes and supplies

 

 

1,204

 

 

 

4,109

 

 

 

3,459

 

 

 

3,261

 

 

 

12,033

 

Other

 

 

648

 

 

 

5,815

 

 

 

6,158

 

 

 

3,701

 

 

 

16,322

 

 

 

 

18,796

 

 

 

33,111

 

 

 

43,629

 

 

 

31,870

 

 

 

127,406

 

Direct Vessel Profit

 

$

1,847

 

 

$

9,819

 

 

$

10,043

 

 

$

21,826

 

 

$

43,535

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

2,621

 

 

$

1,281

 

 

$

472

 

 

$

1,711

 

 

$

6,085

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

37,639

 

Depreciation and amortization

 

$

15,712

 

 

$

12,856

 

 

$

17,985

 

 

$

10,842

 

 

 

57,395

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

101,119

 

Gain on Asset Dispositions and

   Impairments, Net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

20,436

 

Operating Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(37,148

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property and Equipment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Historical cost

 

$

253,426

 

 

$

223,039

 

 

$

340,225

 

 

$

208,594

 

 

$

1,025,284

 

Accumulated depreciation

 

 

(127,547

)

 

 

(71,820

)

 

 

(85,683

)

 

 

(32,247

)

 

 

(317,297

)

 

 

$

125,879

 

 

$

151,219

 

 

$

254,543

 

 

$

176,347

 

 

$

707,987

 

Total Assets(1)

 

$

148,753

 

 

$

167,185

 

 

$

256,533

 

 

$

250,594

 

 

$

823,065

 

(1)

Total assets exclude $89.4 million of corporate assets.

(2)

In 2021, the Company removed from service four vessels (four liftboats) in this region. Regional statistics reflect the removed from service status of these vessels.

 United States (primarily Gulf of Mexico) Africa (primarily West Africa) Middle East and Asia Brazil, Mexico, Central and South America Europe (primarily North Sea) Total
For the year ended December 31, 2017           
Time Charter Statistics:           
Average Rates Per Day$8,454
 $10,284
 $6,873
 $16,393
 $4,436
 $5,972
Fleet Utilization14% 69% 59% 32% 82% 54%
Fleet Available Days15,784
 4,632
 8,302
 563
 20,057
 49,338
Operating Revenues:           
Time charter$18,079
 $32,866
 $33,410
 $2,977
 $73,213
 $160,545
Bareboat charter
 
 
 4,636
 
 4,636
Other4,217
 1,080
 474
 552
 2,279
 8,602
 22,296
 33,946
 33,884
 8,165
 75,492
 173,783
Direct Costs and Expenses:           
Operating:           
Personnel15,621
 13,419
 16,883
 809
 34,768
 81,500
Repairs and maintenance3,594
 5,957
 9,037
 274
 8,793
 27,655
Drydocking1,828
 2,180
 968
 
 4,059
 9,035
Insurance and loss reserves3,286
 677
 1,444
 316
 801
 6,524
Fuel, lubes and supplies1,485
 2,815
 3,727
 223
 3,782
 12,032
Other249
 3,319
 5,240
 117
 980
 9,905
 26,063
 28,367
 37,299
 1,739
 53,183
 146,651
Direct Vessel Profit (Loss)$(3,767)
$5,579

$(3,415)
$6,426

$22,309

27,132
Other Costs and Expenses:           
Operating:           
Leased-in equipment$8,152
 $3,870
 $862
 $
 $64
 12,948
Administrative and general          56,217
Depreciation and amortization$22,060
 $9,280
 $17,724
 $3,608
 $10,107
 62,779
           131,944
Losses on Asset Dispositions and Impairments, Net         (23,547)
Operating Loss          $(128,359)
            
As of December 31, 2017           
Property and Equipment:           
Historical cost$410,475
 $192,600
 $326,378
 $72,484
 $177,899
 $1,179,836
Accumulated depreciation(230,636) (57,228) (100,435) (37,281) (134,580) (560,160)
 $179,839

$135,372

$225,943

$35,203

$43,319

$619,676

(3)

In prior periods Africa and Europe were reported as separate segments. Due to the sale of Windcat Workboats, the Company’s European operations are no longer analyzed by the chief operating decision maker on a standalone basis but rather are analyzed as part of the Africa and Europe segment. As a result, for purposes of segment reporting, European operations are now analyzed with Africa and reported as a consolidated segment and prior period information has been conformed to the new consolidated reporting segment.


 

 

United States

(primarily Gulf

of Mexico)

 

 

Africa and Europe,

Continuing

Operations (2)

 

 

Middle East

and Asia

 

 

Latin

America

 

 

Total

 

For the year ended December 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Rates Per Day

 

$

19,092

 

 

$

10,856

 

 

$

9,749

 

 

$

11,989

 

 

$

10,905

 

Fleet Utilization

 

 

7

%

 

 

76

%

 

 

77

%

 

 

92

%

 

 

55

%

Fleet Available Days

 

 

7,374

 

 

 

5,777

 

 

 

6,932

 

 

 

2,167

 

 

 

22,250

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

9,873

 

 

$

47,723

 

 

$

52,052

 

 

$

23,806

 

 

$

133,454

 

Bareboat charter

 

 

2,910

 

 

 

(55

)

 

 

 

 

 

 

 

 

2,855

 

Other

 

 

2,422

 

 

 

(135

)

 

 

2,157

 

 

 

1,084

 

 

 

5,528

 

 

 

 

15,205

 

 

 

47,533

 

 

 

54,209

 

 

 

24,890

 

 

 

141,837

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

$

10,065

 

 

$

13,397

 

 

$

18,188

 

 

$

6,698

 

 

$

48,348

 

Repairs and maintenance

 

 

1,655

 

 

 

5,643

 

 

 

5,232

 

 

 

2,131

 

 

 

14,661

 

Drydocking

 

 

1,167

 

 

 

2,014

 

 

 

759

 

 

 

329

 

 

 

4,269

 

Insurance and loss reserves

 

 

1,774

 

 

 

1,806

 

 

 

1,721

 

 

 

462

 

 

 

5,763

 

Fuel, lubes and supplies

 

 

1,172

 

 

 

3,260

 

 

 

2,706

 

 

 

990

 

 

 

8,128

 

Other

 

 

373

 

 

 

1,343

 

 

 

6,891

 

 

 

1,369

 

 

 

9,976

 

 

 

 

16,206

 

 

 

27,463

 

 

 

35,497

 

 

 

11,979

 

 

 

91,145

 

Direct Vessel (Loss) Profit

 

$

(1,001

)

 

$

20,070

 

 

$

18,712

 

 

$

12,911

 

 

$

50,692

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

4,272

 

 

$

3,038

 

 

$

170

 

 

$

45

 

 

$

7,525

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

40,051

 

Depreciation and amortization

 

$

21,427

 

 

$

13,664

 

 

$

16,595

 

 

$

5,481

 

 

 

57,167

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

104,743

 

Loss on Asset Dispositions and

   Impairments, Net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(17,588

)

Operating Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(71,639

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property and Equipment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Historical cost

 

$

257,592

 

 

$

262,998

 

 

$

361,514

 

 

$

130,769

 

 

$

1,012,873

 

Accumulated depreciation

 

 

(134,391

)

 

 

(68,486

)

 

 

(75,349

)

 

 

(13,312

)

 

 

(291,538

)

 

 

$

123,201

 

 

$

194,512

 

 

$

286,165

 

 

$

117,457

 

 

$

721,335

 

Total Assets(1)

 

$

164,656

 

 

$

227,894

 

 

$

289,314

 

 

$

179,942

 

 

$

861,806

 

(1)

Total assets excludes $105.6 million of corporate assets, and $50.2 million of assets of discontinued operations.

 United States (primarily Gulf of Mexico) Africa (primarily West Africa) Middle East and Asia Brazil, Mexico, Central and South America Europe (primarily North Sea) Total
For the year ended December 31, 2016           
Time Charter Statistics:           
Average Rates Per Day$16,211
 $10,222
 $8,715
 $18,986
 $4,921
 $7,114
Fleet Utilization13% 64% 61% 2% 77% 54%
Fleet Available Days13,471
 5,584
 7,833
 528
 20,746
 48,161
Operating Revenues:           
Time charter$28,902
 $36,706
 $41,657
 $196
 $78,866
 $186,327
Bareboat charter
 
 
 8,833
 
 8,833
Other3,954
 856
 12,230
 1,180
 2,256
 20,476
 32,856

37,562

53,887

10,209

81,122

215,636
Direct Costs and Expenses:           
Operating:           
Personnel22,305
 12,628
 18,381
 2,117
 39,713
 95,144
Repairs and maintenance2,721
 2,628
 6,426
 232
 9,275
 21,282
Drydocking228
 1,098
 2,117
 
 4,378
 7,821
Insurance and loss reserves3,363
 539
 731
 43
 1,006
 5,682
Fuel, lubes and supplies1,392
 2,512
 4,215
 21
 3,948
 12,088
Other271
 2,519
 3,247
 114
 1,180
 7,331
 30,280

21,924

35,117

2,527

59,500
 149,348
Direct Vessel Profit$2,576

$15,638

$18,770

$7,682

$21,622

66,288
Other Costs and Expenses:           
Operating:           
Leased-in equipment$7,975
 $3,898
 $4,389
 $913
 $402
 17,577
Administrative and general          49,308
Depreciation and amortization$27,052
 $6,720
 $11,550
 $4,083
 $8,664
 58,069
           124,954
Losses on Asset Dispositions and Impairments, Net         (116,222)
Operating Loss          $(174,888)
            
As of December 31, 2016           
Property and Equipment:$404,226
 $136,428
 $197,389
 $57,744
 $162,972
 $958,759
Historical cost(233,075) (60,794) (97,433) (34,455) (114,862) (540,619)
Accumulated depreciation$171,151
 $75,634
 $99,956
 $23,289
 $48,110
 $418,140

(2)

In prior periods Africa and Europe were reported as separate segments. Due to the sale of Windcat Workboats, the Company’s European operations are no longer analyzed by the chief operating decision maker on a standalone basis but rather are analyzed as part of the Africa and Europe segment. As a result, for purposes of segment reporting European operations are now analyzed with Africa and reported as a consolidated segment and prior period information has been conformed to the new consolidated reporting segment.


 

 

United States

(primarily Gulf

of Mexico)

 

 

Africa and Europe,

Continuing

Operations (2)

 

 

Middle East

and Asia

 

 

Latin

America

 

 

Total

 

For the year ended December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Rates Per Day

 

$

14,701

 

 

$

10,603

 

 

$

8,556

 

 

$

9,449

 

 

$

10,369

 

Fleet Utilization

 

 

27

%

 

 

84

%

 

 

79

%

 

 

69

%

 

 

60

%

Fleet Available Days

 

 

9,663

 

 

 

5,866

 

 

 

8,008

 

 

 

1,769

 

 

 

25,306

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

38,955

 

 

$

52,325

 

 

$

54,312

 

 

$

11,460

 

 

$

157,052

 

Bareboat charter

 

 

1,562

 

 

 

 

 

 

 

 

 

3,569

 

 

 

5,131

 

Other

 

 

3,806

 

 

 

5,405

 

 

 

1,669

 

 

 

1,390

 

 

 

12,270

 

 

 

 

44,323

 

 

 

57,730

 

 

 

55,981

 

 

 

16,419

 

 

 

174,453

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

$

17,491

 

 

$

17,327

 

 

$

16,698

 

 

$

4,459

 

 

$

55,975

 

Repairs and maintenance

 

 

7,583

 

 

 

5,288

 

 

 

7,182

 

 

 

1,348

 

 

 

21,401

 

Drydocking

 

 

4,594

 

 

 

493

 

 

 

600

 

 

 

161

 

 

 

5,848

 

Insurance and loss reserves

 

 

2,370

 

 

 

1,492

 

 

 

1,449

 

 

 

311

 

 

 

5,622

 

Fuel, lubes and supplies

 

 

2,936

 

 

 

3,726

 

 

 

2,904

 

 

 

1,056

 

 

 

10,622

 

Other

 

 

393

 

 

 

5,385

 

 

 

3,095

 

 

 

1,182

 

 

 

10,055

 

 

 

 

35,367

 

 

 

33,711

 

 

 

31,928

 

 

 

8,517

 

 

 

109,523

 

Direct Vessel Profit

 

$

8,956

 

 

$

24,019

 

 

$

24,053

 

 

$

7,902

 

 

$

64,930

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

10,894

 

 

$

4,763

 

 

$

173

 

 

$

10

 

 

$

15,840

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

39,791

 

Depreciation and amortization

 

$

21,947

 

 

$

12,614

 

 

$

16,400

 

 

$

6,205

 

 

 

57,166

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

112,797

 

Loss on Asset Dispositions and

   Impairments, Net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(6,461

)

Operating Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(54,328

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property and Equipment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Historical cost

 

$

297,392

 

 

$

251,652

 

 

$

292,446

 

 

$

57,534

 

 

$

899,024

 

Accumulated depreciation

 

 

(157,514

)

 

 

(62,125

)

 

 

(73,039

)

 

 

(16,239

)

 

 

(308,917

)

 

 

$

139,878

 

 

$

189,527

 

 

$

219,407

 

 

$

41,295

 

 

$

590,107

 

Total Assets(1)

 

$

224,229

 

 

$

226,071

 

 

$

250,890

 

 

$

116,736

 

 

$

817,926

 

(1)

Total assets excludes $145.5 million of corporate assets, and $45.7 million of assets of discontinued operations.

 United States (primarily Gulf of Mexico) Africa (primarily West Africa) Middle East and Asia Brazil, Mexico, Central and South America Europe (primarily North Sea) Total
For the year ended December 31, 2015           
Time Charter Statistics:           
Average Rates Per Day$22,714
 $11,825
 $9,682
 $21,944
 $5,651
 $10,079
Fleet Utilization39% 79% 67% 82% 84% 69%
Fleet Available Days12,478
 5,718
 7,523
 972
 20,970
 47,661
Operating Revenues:           
Time charter$111,892
 $53,724
 $48,541
 $17,585
 $99,148
 $330,890
Bareboat charter
 
 
 8,598
 
 8,598
Other6,859
 3,528
 14,951
 1,602
 2,440
 29,380
 118,751

57,252

63,492

27,785

101,588

368,868
Direct Costs and Expenses:           
Operating:           
Personnel52,843
 15,677
 20,614
 7,406
 54,066
 150,606
Repairs and maintenance8,697
 4,692
 8,678
 1,237
 13,067
 36,371
Drydocking6,430
 757
 1,275
 1,859
 7,460
 17,781
Insurance and loss reserves5,193
 1,165
 1,448
 535
 1,557
 9,898
Fuel, lubes and supplies6,785
 2,705
 5,033
 673
 5,566
 20,762
Other4,456
 4,085
 7,316
 849
 1,339
 18,045
 84,404

29,081

44,364

12,559

83,055

253,463
Direct Vessel Profit$34,347

$28,171

$19,128

$15,226

$18,533

115,405
Other Costs and Expenses:           
Operating:           
Leased-in equipment$10,891
 $4,695
 $4,364
 $2,545
 $14
 22,509
Administrative and general          53,085
Depreciation and amortization$26,605
 $8,580
 $11,209
 $5,623
 $9,712
 61,729
           137,323
Losses on Asset Dispositions and Impairments, Net         (17,017)
Operating Loss          $(38,935)
            
As of December 31, 2015           
Property and Equipment:           
Historical cost$447,862
 $144,880
 $218,927
 $87,612
 $203,338
 $1,102,619
Accumulated depreciation(198,556) (71,965) (88,722) (48,303) (139,416) (546,962)
 $249,306
 $72,915
 $130,205
 $39,309
 $63,922
 $555,657

(2)

In prior periods Africa and Europe were reported as separate segments. Due to the sale of Windcat Workboats, the Company’s European operations are no longer analyzed by the chief operating decision maker on a standalone basis but rather are analyzed as part of the Africa and Europe segment. As a result, for purposes of segment reporting European operations are now analyzed with Africa and reported as a consolidated segment and prior period information has been conformed to the new consolidated reporting segment.


For additional information, the

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

 

 

AHTS

 

 

FSV

 

 

Supply

 

 

Specialty

 

 

Liftboats (1)

 

 

Other

Activity

 

 

Total

 

For the year ended December 31, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Rates Per Day

 

$

10,349

 

 

$

8,213

 

 

$

11,792

 

 

$

1,732

 

 

$

24,574

 

 

$

 

 

$

11,712

 

Fleet Utilization

 

 

64

%

 

 

70

%

 

 

75

%

 

 

48

%

 

 

46

%

 

 

%

 

 

66

%

Fleet Available Days

 

 

2,190

 

 

 

8,722

 

 

 

5,344

 

 

 

365

 

 

 

4,229

 

 

 

 

 

 

20,850

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

14,591

 

 

$

50,348

 

 

$

47,253

 

 

$

301

 

 

$

47,342

 

 

$

 

 

$

159,835

 

Bareboat charter

 

 

 

 

 

1,549

 

 

 

 

 

 

 

 

 

2,484

 

 

 

 

 

 

4,033

 

Other marine services

 

 

(567

)

 

 

(968

)

 

 

1,094

 

 

 

35

 

 

 

3,603

 

 

 

3,876

 

 

 

7,073

 

 

 

 

14,024

 

 

 

50,929

 

 

 

48,347

 

 

 

336

 

 

 

53,429

 

 

 

3,876

 

 

 

170,941

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

$

5,470

 

 

$

19,012

 

 

$

19,081

 

 

$

229

 

 

$

15,823

 

 

$

305

 

 

$

59,920

 

Repairs and maintenance

 

 

2,364

 

 

 

9,617

 

 

 

7,443

 

 

 

91

 

 

 

4,573

 

 

 

29

 

 

 

24,117

 

Drydocking

 

 

1,160

 

 

 

3,815

 

 

 

313

 

 

 

 

 

 

1,059

 

 

 

 

 

 

6,347

 

Insurance and loss reserves

 

 

634

 

 

 

1,691

 

 

 

1,785

 

 

 

13

 

 

 

4,711

 

 

 

(167

)

 

 

8,667

 

Fuel, lubes and supplies

 

 

1,192

 

 

 

4,625

 

 

 

4,256

 

 

 

21

 

 

 

1,930

 

 

 

9

 

 

 

12,033

 

Other

 

 

1,678

 

 

 

6,958

 

 

 

4,709

 

 

 

105

 

 

 

3,147

 

 

 

(275

)

 

 

16,322

 

 

 

 

12,498

 

 

 

45,718

 

 

 

37,587

 

 

 

459

 

 

 

31,243

 

 

 

(99

)

 

 

127,406

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

1,469

 

 

$

1,750

 

 

$

 

 

$

 

 

$

1,586

 

 

$

1,280

 

 

$

6,085

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

37,639

 

Depreciation and amortization

 

$

1,978

 

 

$

19,885

 

 

$

12,217

 

 

$

 

 

$

21,171

 

 

$

2,144

 

 

 

57,395

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

101,119

 

Gain on Asset Dispositions and

   Impairments, Net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

20,436

 

Operating Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(37,148

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property and Equipment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Historical cost

 

$

50,189

 

 

$

362,952

 

 

$

282,305

 

 

$

3,163

 

 

$

303,277

 

 

$

23,398

 

 

$

1,025,284

 

Accumulated depreciation

 

 

(33,757

)

 

 

(117,085

)

 

 

(20,656

)

 

 

(3,138

)

 

 

(122,015

)

 

 

(20,646

)

 

 

(317,297

)

 

 

$

16,432

 

 

$

245,867

 

 

$

261,649

 

 

$

25

 

 

$

181,262

 

 

$

2,752

 

 

$

707,987

 

 Anchor handling towing supplyFast supportSupplyStandby SafetySpecialtyLiftboatsWind farm utilityOther ActivityTotal
For the year ended December 31, 2017       
Time Charter Statistics:         
Average Rates Per Day$10,810
$7,729
$6,357
$8,479
$12,000
$13,463
$2,171
$
$5,972
Fleet Utilization22%47%53%81%1%19%79%%54%
Fleet Available Days5,110
14,645
2,310
7,282
1,095
5,390
13,505

49,338
Operating Revenues:        

Time charter$11,917
$53,370
$7,725
$50,223
$148
$13,959
$23,203
$
$160,545
Bareboat charter

4,636





4,636
Other397
196
(289)139
547
1,265
1,928
4,419
8,602
 12,314
53,566
12,072
50,362
695
15,224
25,131
4,419
173,783
Direct Costs and Expenses:        
Operating:         
Personnel10,008
19,947
5,178
26,888
1,466
9,725
8,238
50
81,500
Repairs and maintenance2,550
11,135
1,149
6,331
213
3,598
2,679

27,655
Drydocking505
2,920

4,059
600
951


9,035
Insurance and loss reserves1,035
1,269
344
495
219
2,948
335
(121)6,524
Fuel, lubes and supplies1,337
3,426
1,153
3,286
241
2,067
527
(5)12,032
Other(1,378)6,817
1,712
772
416
1,187
376
3
9,905
 14,057
45,514
9,536
41,831
3,155
20,476
12,155
(73)146,651
Direct Vessel Profit (Loss) (1)
$(1,743)$8,052
$2,536
$8,531
$(2,460)$(5,252)$12,976
$4,492
27,132
Other Costs and Expenses:        
Operating:         
Leased-in equipment$7,470
$2,236
$663
$
$
$2,515
$64
$
12,948
Administrative and general       56,217
Depreciation and amortization$9,686
$19,342
$7,365
$2,472
$2,022
$11,173
$8,793
$1,926
62,779
         131,944
Losses on Asset Dispositions and Impairments, Net     (23,547)
Operating Loss        $(128,359)
          
As of December 31, 2017        
Property and Equipment:         
Historical cost$198,222
$424,865
$105,360
$118,414
$30,529
$196,504
$65,976
$39,966
$1,179,836
Accumulated depreciation(174,159)(89,980)(51,494)(97,603)(19,304)(54,161)(40,358)(33,101)(560,160)
 $24,063
$334,885
$53,866
$20,811
$11,225
$142,343
$25,618
$6,865
$619,676
___________________

(1)

(1)Direct vessel profit by vessel class is a non-GAAP financial measure. See “-Certain Components

In 2021, the Company removed from service four vessels (four liftboats) in this class. Liftboats statistics reflect the removed from service status of Revenues and Expenses - Direct Vessel Profit” for a discussion of the usefulness of this measure. It should be noted that DVP by vessel class has material limitations as an analytical tool in that it does not reflect all of the costs associated with the operation of the Company’s fleet, and it should not be considered in isolation or used as a substitute for the Company’s results as reported under GAAP. A reconciliation of DVP by vessel class to operating loss, its most comparable GAAP measure, is included in the table above.these vessels.


 

 

AHTS

 

 

FSV

 

 

Supply

 

 

Specialty

 

 

Liftboats

 

 

Other

Activity

 

 

Total

 

For the year ended December 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Rates Per Day

 

$

7,910

 

 

$

8,408

 

 

$

10,335

 

 

$

2,014

 

 

$

26,180

 

 

$

 

 

$

10,905

 

Fleet Utilization

 

 

45

%

 

 

68

%

 

 

72

%

 

 

56

%

 

 

28

%

 

 

%

 

 

55

%

Fleet Available Days

 

 

2,661

 

 

 

9,547

 

 

 

3,576

 

 

 

650

 

 

 

5,816

 

 

 

 

 

 

22,250

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

9,438

 

 

$

54,725

 

 

$

26,488

 

 

$

738

 

 

$

42,065

 

 

$

 

 

$

133,454

 

Bareboat charter

 

 

 

 

 

2,910

 

 

 

(55

)

 

 

 

 

 

 

 

 

 

 

 

2,855

 

Other marine services

 

 

708

 

 

 

(1,266

)

 

 

452

 

 

 

(29

)

 

 

1,267

 

 

 

4,396

 

 

 

5,528

 

 

 

 

10,146

 

 

 

56,369

 

 

 

26,885

 

 

 

709

 

 

 

43,332

 

 

 

4,396

 

 

 

141,837

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

$

3,844

 

 

$

17,414

 

 

$

9,982

 

 

$

273

 

 

$

15,347

 

 

$

1,488

 

 

$

48,348

 

Repairs and maintenance

 

 

2,061

 

 

 

7,446

 

 

 

2,426

 

 

 

289

 

 

 

2,205

 

 

 

234

 

 

 

14,661

 

Drydocking

 

 

848

 

 

 

1,809

 

 

 

195

 

 

 

 

 

 

1,417

 

 

 

 

 

 

4,269

 

Insurance and loss reserves

 

 

542

 

 

 

1,460

 

 

 

641

 

 

 

47

 

 

 

3,317

 

 

 

(244

)

 

 

5,763

 

Fuel, lubes and supplies

 

 

790

 

 

 

3,896

 

 

 

1,561

 

 

 

35

 

 

 

1,552

 

 

 

294

 

 

 

8,128

 

Other

 

 

1,505

 

 

 

5,777

 

 

 

2,870

 

 

 

275

 

 

 

2,546

 

 

 

(2,997

)

 

 

9,976

 

 

 

 

9,590

 

 

 

37,802

 

 

 

17,675

 

 

 

919

 

 

 

26,384

 

 

 

(1,225

)

 

 

91,145

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

3,366

 

 

$

1,407

 

 

$

 

 

$

 

 

$

1,591

 

 

$

1,161

 

 

$

7,525

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

40,051

 

Depreciation and amortization

 

$

2,050

 

 

$

20,741

 

 

$

7,520

 

 

$

1,978

 

 

$

24,198

 

 

$

680

 

 

 

57,167

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

104,743

 

Loss on Asset Dispositions and

   Impairments, Net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(17,588

)

Operating Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(71,639

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property and Equipment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Historical cost

 

$

50,189

 

 

$

375,746

 

 

$

238,624

 

 

$

3,163

 

 

$

321,751

 

 

$

23,400

 

 

$

1,012,873

 

Accumulated depreciation

 

 

(31,778

)

 

 

(104,739

)

 

 

(15,991

)

 

 

(3,138

)

 

 

(117,364

)

 

 

(18,528

)

 

 

(291,538

)

 

 

$

18,411

 

 

$

271,007

 

 

$

222,633

 

 

$

25

 

 

$

204,387

 

 

$

4,872

 

 

$

721,335

 

 Anchor handling towing supplyFast supportSupplyStandby SafetySpecialtyLiftboatsWind farm utilityOther ActivityTotal
For the year ended December 31, 2016       
Time Charter Statistics:         
Average Rates Per Day$18,953
$7,740
$6,121
$9,121
$23,088
$14,795
$2,290
$
$7,114
Fleet Utilization31%60%29%79%50%5%75%%54%
Fleet Available Days5,777
9,967
4,381
8,117
1,159
5,490
13,270

48,161
Operating Revenues:        

Time charter$33,992
$46,094
$7,758
$58,363
$13,426
$3,959
$22,735
$
$186,327
Bareboat charter4,225
433
4,175





8,833
Other493
6,122
608
97
3,770
451
1,892
7,043
20,476
 38,710
52,649
12,541
58,460
17,196
4,410
24,627
7,043
215,636
Direct Costs and Expenses:         
Operating:         
Personnel19,054
16,905
7,288
32,165
4,378
6,965
8,332
57
95,144
Repairs and maintenance2,613
5,516
1,439
6,529
1,413
656
3,116

21,282
Drydocking773
894
229
4,378
1,289
125
133

7,821
Insurance and loss reserves1,551
1,081
351
593
347
1,545
449
(235)5,682
Fuel, lubes and supplies2,188
2,120
1,365
3,434
1,809
575
589
8
12,088
Other(859)3,655
1,693
935
934
74
370
529
7,331
 25,320
30,171
12,365
48,034
10,170
9,940
12,989
359
149,348
Direct Vessel Profit (Loss) (1)
$13,390
$22,478
$176
$10,426
$7,026
$(5,530)$11,638
$6,684
66,288
Other Costs and Expenses:         
Operating:         
Leased-in equipment$7,527
$5,711
$1,333
$
$59
$2,545
$402
$
17,577
Administrative and general       49,308
Depreciation and amortization$15,592
$11,359
$6,893
$2,588
$2,850
$9,378
$6,981
$2,428
58,069
         124,954
Losses on Asset Dispositions and Impairments, Net     (116,222)
Operating Loss        $(174,888)
          
As of December 31, 2016         
Property and Equipment:         
Historical cost$228,857
$251,416
$96,774
$109,436
$45,765
$104,356
$60,671
$61,484
$958,759
Accumulated depreciation(183,757)(72,600)(58,028)(88,020)(24,063)(45,447)(29,019)(39,685)(540,619)
 $45,100
$178,816
$38,746
$21,416
$21,702
$58,909
$31,652
$21,799
$418,140
___________________
(1)Direct vessel profit by vessel class is a non-GAAP financial measure. See “-Certain Components of Revenues and Expenses - Direct Vessel Profit” for a discussion of the usefulness of this measure. It should be noted that DVP by vessel class has material limitations as an analytical tool in that it does not reflect all of the costs associated with the operation of the Company’s fleet, and it should not be considered in isolation or used as a substitute for the Company’s results as reported under GAAP. A reconciliation of DVP by vessel class to operating loss, its most comparable GAAP measure, is included in the table above.

 

 

AHTS

 

 

FSV

 

 

Supply

 

 

Specialty

 

 

Liftboats

 

 

Other

Activity

 

 

Total

 

For the year ended December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Rates Per Day

 

$

7,961

 

 

$

7,910

 

 

$

6,948

 

 

$

1,957

 

 

$

22,509

 

 

$

 

 

$

10,369

 

Fleet Utilization

 

 

46

%

 

 

74

%

 

 

72

%

 

 

28

%

 

 

42

%

 

 

%

 

 

60

%

Fleet Available Days

 

 

3,251

 

 

 

12,661

 

 

 

1,723

 

 

 

1,095

 

 

 

6,576

 

 

 

 

 

 

25,306

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

12,008

 

 

$

73,748

 

 

$

8,672

 

 

$

610

 

 

$

62,014

 

 

$

 

 

$

157,052

 

Bareboat charter

 

 

 

 

 

1,562

 

 

 

3,569

 

 

 

 

 

 

 

 

 

 

 

 

5,131

 

Other marine services

 

 

1,652

 

 

 

(670

)

 

 

3,025

 

 

 

(3

)

 

 

5,088

 

 

 

3,178

 

 

 

12,270

 

 

 

 

13,660

 

 

 

74,640

 

 

 

15,266

 

 

 

607

 

 

 

67,102

 

 

 

3,178

 

 

 

174,453

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

$

6,021

 

 

$

21,864

 

 

$

5,930

 

 

$

411

 

 

$

19,869

 

 

$

1,880

 

 

$

55,975

 

Repairs and maintenance

 

 

2,116

 

 

 

9,096

 

 

 

2,139

 

 

 

242

 

 

 

7,449

 

 

 

359

 

 

 

21,401

 

Drydocking

 

 

179

 

 

 

816

 

 

 

387

 

 

 

 

 

 

4,465

 

 

 

1

 

 

 

5,848

 

Insurance and loss reserves

 

 

775

 

 

 

1,599

 

 

 

314

 

 

 

73

 

 

 

3,000

 

 

 

(139

)

 

 

5,622

 

Fuel, lubes and supplies

 

 

721

 

 

 

5,197

 

 

 

1,079

 

 

 

32

 

 

 

3,530

 

 

 

63

 

 

 

10,622

 

Other

 

 

1,773

 

 

 

6,482

 

 

 

2,357

 

 

 

432

 

 

 

1,254

 

 

 

(2,243

)

 

 

10,055

 

 

 

 

11,585

 

 

 

45,054

 

 

 

12,206

 

 

 

1,190

 

 

 

39,567

 

 

 

(79

)

 

 

109,523

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

5,295

 

 

$

1,407

 

 

$

1,649

 

 

$

 

 

$

5,990

 

 

$

1,499

 

 

$

15,840

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

39,791

 

Depreciation and amortization

 

$

2,240

 

 

$

22,966

 

 

$

4,249

 

 

$

1,305

 

 

$

24,491

 

 

$

1,915

 

 

 

57,166

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

112,797

 

Loss on Asset Dispositions and

   Impairments, Net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(6,461

)

Operating Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(54,328

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property and Equipment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Historical cost

 

$

94,078

 

 

$

388,460

 

 

$

44,958

 

 

$

19,837

 

 

$

327,028

 

 

$

24,663

 

 

$

899,024

 

Accumulated depreciation

 

 

(73,095

)

 

 

(101,295

)

 

 

(8,471

)

 

 

(14,984

)

 

 

(93,166

)

 

 

(17,906

)

 

 

(308,917

)

 

 

$

20,983

 

 

$

287,165

 

 

$

36,487

 

 

$

4,853

 

 

$

233,862

 

 

$

6,757

 

 

$

590,107

 

 Anchor handling towing supplyFast supportSupplyStandby SafetySpecialtyLiftboatsWind farm utilityOther ActivityTotal
For the year ended December 31, 2015       
Time Charter Statistics:         
Average Rates Per Day$27,791
$9,069
$10,821
$10,293
$22,605
$20,524
$2,482
$
$10,079
Fleet Utilization59%67%66%84%60%28%84%%69%
Fleet Available Days5,475
8,460
5,821
8,760
1,095
5,475
12,575

47,661
Operating Revenues:        

Time charter$89,178
$51,569
$41,520
$75,884
$14,936
$31,706
$26,097
$
$330,890
Bareboat charter6,155
702
1,741





8,598
Other1,496
8,599
2,276
164
2,683
2,640
1,935
9,587
29,380
 96,829
60,870
45,537
76,048
17,619
34,346
28,032
9,587
368,868
Direct Costs and Expenses:        
Operating:         
Personnel28,784
21,750
17,813
38,207
4,749
22,420
9,566
7,317
150,606
Repairs and maintenance5,795
7,740
3,249
9,282
1,349
4,654
4,216
86
36,371
Drydocking2,386
1,285
2,247
7,460
26
4,377


17,781
Insurance and loss reserves2,271
1,438
1,206
1,013
464
3,321
559
(374)9,898
Fuel, lubes and supplies4,049
3,280
3,117
5,009
1,522
2,994
623
168
20,762
Other4,221
6,505
2,609
1,113
1,619
422
312
1,244
18,045
 47,506
41,998
30,241
62,084
9,729
38,188
15,276
8,441
253,463
Direct Vessel Profit (Loss) (1)
$49,323
$18,872
$15,296
$13,964
$7,890
$(3,842)$12,756
$1,146
115,405
Other Costs and Expenses:        
Operating:         
Leased-in equipment$7,314
$6,099
$6,587
$
$32
$2,463
$14
$
22,509
Administrative and general       53,085
Depreciation and amortization$15,893
$9,455
$8,266
$2,989
$3,156
$10,979
$7,491
$3,500
61,729
         137,323
Losses on Asset Dispositions and Impairments, Net     (17,017)
Operating Loss        $(38,935)
          
As of December 31, 2015         
Property and Equipment:         
Historical cost$301,708
$222,720
$139,314
$141,864
$46,522
$122,764
$66,399
$61,328
$1,102,619
Accumulated depreciation(168,535)(61,515)(80,862)(113,136)(21,224)(36,154)(26,732)(38,804)(546,962)
 $133,173
$161,205
$58,452
$28,728
$25,298
$86,610
$39,667
$22,524
$555,657
___________________
(1)Direct vessel profit by vessel class is a non-GAAP financial measure. See “-Certain Components of Revenues and Expenses - Direct Vessel Profit” for a discussion of the usefulness of this measure. It should be noted that DVP by vessel class has material limitations as an analytical tool in that it does not reflect all of the costs associated with the operation of the Company’s fleet, and it should not be considered in isolation or used as a substitute for the Company’s results as reported under GAAP. A reconciliation of DVP by vessel class to operating loss, its most comparable GAAP measure, is included in the table above.


Operating Income (Loss)

United States, primarily Gulf of Mexico.For the years ended December 31, the Company’s direct vessel profit (loss) in the United States wasU.S. as follows (in thousands, except statistics):

 

 

2021

 

 

2020

 

 

2019

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rates Per Day Worked:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AHTS

 

$

31,134

 

 

 

 

 

 

$

 

 

 

 

 

 

$

7,155

 

 

 

 

 

FSV

 

 

10,243

 

 

 

 

 

 

 

7,375

 

 

 

 

 

 

 

8,768

 

 

 

 

 

Supply

 

 

 

 

 

 

 

 

 

7,380

 

 

 

 

 

 

 

 

 

 

 

 

Liftboats

 

 

14,980

 

 

 

 

 

 

 

22,844

 

 

 

 

 

 

 

19,563

 

 

 

 

 

Specialty

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Overall

 

 

16,866

 

 

 

 

 

 

 

19,092

 

 

 

 

 

 

 

14,701

 

 

 

 

 

Utilization:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AHTS

 

 

18

%

 

 

 

 

 

 

%

 

 

 

 

 

 

9

%

 

 

 

 

FSV

 

 

8

%

 

 

 

 

 

 

8

%

 

 

 

 

 

 

39

%

 

 

 

 

Supply

 

 

%

 

 

 

 

 

 

10

%

 

 

 

 

 

 

%

 

 

 

 

Liftboats (1)

 

 

25

%

 

 

 

 

 

 

9

%

 

 

 

 

 

 

29

%

 

 

 

 

Specialty

 

 

%

 

 

 

 

 

 

%

 

 

 

 

 

 

%

 

 

 

 

Overall

 

 

19

%

 

 

 

 

 

 

7

%

 

 

 

 

 

 

27

%

 

 

 

 

Available Days:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AHTS

 

 

730

 

 

 

 

 

 

 

1,095

 

 

 

 

 

 

 

1,457

 

 

 

 

 

FSV

 

 

1,057

 

 

 

 

 

 

 

1,486

 

 

 

 

 

 

 

2,689

 

 

 

 

 

Supply

 

 

115

 

 

 

 

 

 

 

44

 

 

 

 

 

 

 

 

 

 

 

 

Specialty

 

 

 

 

 

 

 

 

 

224

 

 

 

 

 

 

 

365

 

 

 

 

 

Liftboats (1)

 

 

2,833

 

 

 

 

 

 

 

4,526

 

 

 

 

 

 

 

5,152

 

 

 

 

 

Overall

 

 

4,735

 

 

 

 

 

 

 

7,374

 

 

 

 

 

 

 

9,663

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

15,487

 

 

 

75

%

 

$

9,873

 

 

 

65

%

 

$

38,955

 

 

 

88

%

Bareboat charter

 

 

1,549

 

 

 

8

%

 

 

2,910

 

 

 

19

%

 

 

1,562

 

 

 

3

%

Other marine services

 

 

3,607

 

 

 

17

%

 

 

2,422

 

 

 

16

%

 

 

3,806

 

 

 

9

%

 

 

 

20,643

 

 

 

100

%

 

 

15,205

 

 

 

100

%

 

 

44,323

 

 

 

100

%

Direct operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

8,836

 

 

 

43

%

 

 

10,065

 

 

 

66

%

 

 

17,491

 

 

 

39

%

Repairs and maintenance

 

 

3,394

 

 

 

16

%

 

 

1,655

 

 

 

11

%

 

 

7,583

 

 

 

17

%

Drydocking

 

 

2,082

 

 

 

10

%

 

 

1,167

 

 

 

8

%

 

 

4,594

 

 

 

10

%

Insurance and loss reserves

 

 

2,632

 

 

 

13

%

 

 

1,774

 

 

 

12

%

 

 

2,370

 

 

 

5

%

Fuel, lubes and supplies

 

 

1,204

 

 

 

6

%

 

 

1,172

 

 

 

8

%

 

 

2,936

 

 

 

7

%

Other

 

 

648

 

 

 

3

%

 

 

373

 

 

 

2

%

 

 

393

 

 

 

1

%

 

 

 

18,796

 

 

 

91

%

 

 

16,206

 

 

 

107

%

 

 

35,367

 

 

 

80

%

Direct Vessel (Loss) Profit

 

$

1,847

 

 

 

9

%

 

$

(1,001

)

 

 

-7

%

 

$

8,956

 

 

 

20

%

(4)

In 2021, the Company removed from service four vessels (four liftboats) in this region. Regional statistics reflect the removed from service status of these vessels.

  
 2017 2016 2015
Time Charter Statistics:           
Rates Per Day Worked:           
Anchor handling towing supply$35,496
   $35,410
   $44,547
  
Fast support7,847
   8,712
   9,596
  
Supply7,662
   
   12,737
  
Liftboats8,784
   14,795
   20,524
  
Overall8,454
   16,211
   22,714
  
Utilization:           
Anchor handling towing supply1%   12%   42%  
Fast support19%   31%   70%  
Supply24%   %   26%  
Liftboats16%   5%   28%  
Overall14%   13%   39%  
Available Days:           
Anchor handling towing supply3,650
   3,581
   3,176
  
Fast support6,807
   3,454
   2,397
  
Supply320
   885
   1,430
  
Specialty365
   61
   
  
Liftboats4,642
   5,490
   5,475
  
Overall15,784
   13,471
   12,478
  
Operating revenues:           
Time charter$18,079
 81 % $28,902
 88% $111,892
 94%
Other marine services4,217
 19 % 3,954
 12% 6,859
 6%
 22,296
 100 % 32,856
 100% 118,751
 100%
Direct operating expenses:           
Personnel15,621
 70 % 22,305
 68% 52,843
 45%
Repairs and maintenance3,594
 16 % 2,721
 8% 8,697
 7%
Drydocking1,828
 8 % 228
 1% 6,430
 5%
Insurance and loss reserves3,286
 15 % 3,363
 10% 5,193
 4%
Fuel, lubes and supplies1,485
 7 % 1,392
 4% 6,785
 6%
Other249
 1 % 271
 1% 4,456
 4%
 26,063
 117 % 30,280
 92% 84,404
 71%
Direct Vessel Profit (Loss)$(3,767) (17)% $2,576
 8% $34,347
 29%
2017

2021 compared with 2016

2020

Operating Revenues. Time charter Charter revenues were $10.8$4.3 million lowerhigher in 20172021 compared with 2016 primarily due to reduced utilization as a consequence of cold-stacking vessels. Time charter2020. Charter revenues were $14.7 million lower for the anchor handling towing supply vessels, $2.4 million higher for the liftboat fleet, $0.9 million higher for the fast support vessels and $0.6 million higher for the supply vessels. Available days for fast support vessels were higher in 2017 primarily due to the acquisition of 11 vessels for $10.0 million at a bankruptcy auction during the third quarter of 2016. These vessels were idle when purchased, are still not working and are therefore contributing to the overall decline in fast support vessel utilization. As of December 31, 2017, the Company had 34 of 42 owned and leased-in vessels cold-stacked in this region (ten anchor handling towing supply, 13 fast support vessels, nine liftboats, one supply vessel and one specialty vessel) compared with 40 of 44 vessels as of December 31, 2016. As of December 31, 2017, the Company had one supply vessel retired and removed from service in this region.


DirectOperating Expenses. Direct operating expenses were $4.2 million lower in 2017 compared with 2016. On an overall basis, direct operating expenses were $3.1$7.9 million higher due to net fleet acquisitions and $5.8 million lower due to an increase inimproved utilization of the number of cold-stacked vessels.
Personnel costs were $6.7 million lower primarily as a consequence of an increased number of cold-stacked vessels. Repairs, maintenance and drydocking costs were $2.5 million higher partly attributable to the reactivation of eight liftboats during 2017.
2016 compared with 2015
Operating Revenues. Time chartercore fleet. Charter revenues were $83.0 million lower in 2016 compared with 2015 due to a $43.8 million reduction from anchor handling towing supply vessels, a $27.7 million reduction from the liftboat fleet, a $6.8 million reduction from fast support vessels and a $4.7 million reduction from supply vessels. Time charter revenues were $75.0 million lower due to reduced utilization, of which $72.2 million was a consequence of cold-stacking vessels and $2.8 million for vessels in active service. In addition, time charter revenues were $1.3 million lower due to reduced average day rates, $4.0 million lower due to net fleet dispositions and $2.7$3.1 million lower due to the repositioning of vessels between geographic regions and other changes in$0.5 million lower due to net fleet mix.dispositions. Other marine services were $1.2 million higher primarily due to higher management fees and liftboat catering revenues. As of December 31, 2016,2021, the Company had 40four of 4414 owned and leased-in vessels (nine anchor handling towing supply, 14 fast support,(one AHTS vessels, one supply, one specialtyFSV, and 15two liftboats) cold-stacked in this region compared with 2215 of 3320 vessels (five anchor handling towing supply, three fast support, three supply and 11 liftboats) as of December 31, 2015. On December 31, 2016,2020. In addition, the Company retired andhad four liftboats removed from service one anchor handling towing supply vessel in this region.
region as of December 31, 2021.

51


DirectOperating Expenses. Direct operating expenses were $54.1$2.6 million lowerhigher in 20162021 compared with 2015. On an overall basis, direct2020. Direct operating expenses were $2.8$4.6 million higher for the core fleet, primarily due toreactivation of vessels from cold-stacked status. Direct operating expenses were $1.6 million lower due to net fleet dispositions, $46.0and $0.4 million lower due to the effect of cold-stacking vessels, $2.0 million lower due to the repositioning of vessels between geographic regionsregions.

2020 compared with 2019

Operating Revenues. Time charter and other changes in fleet mix and $3.3bareboat charter revenues were $27.7 million lower for vessels in active service.

Personnel costs2020 compared with 2019. On an overall basis, charter revenues were $3.2$21.5 million lower due to lower utilization of the core fleet and $6.2 million lower due to net fleet dispositions, $25.2 million lower due to the effect of cold-stacking vessels, $1.2 million lower due to the repositioning of vessels between geographic regions and other changes in fleet mix and $0.9 million lower for vessels in active service. Repairs and maintenance costsdispositions. Other marine services were $5.4$1.4 million lower primarily due to lower liftboat catering revenues. As of December 31, 2020, the effectCompany had 15 of cold stacking vessels. Drydocking costs20 owned and leased-in vessels cold-stacked in this region (two AHTS, four FSVs, and nine liftboats) compared with 14 of 25 vessels as of December 31, 2019.

DirectOperating Expenses. Direct operating expenses were $6.2$19.2 million lower in 2020 compared with 2019. Direct operating expenses were $15.4 million lower for the core fleet, primarily due to reduced personnel, repair and drydocking cost, and $3.8 million lower due to lower drydocking activity. Insurancenet fleet dispositions.

Africa and loss reserve expenses were $1.9 million lower and fuel, lubes and supplies expenses were $4.4 million lower primarily due to the effect of cold stacking vessels.


Africa, primarily West Africa. Europe, continuing operations.For the years ended December 31, the Company’s direct vessel profit in Africa and Europe was as follows (in thousands, except statistics):

 

 

2021

 

 

2020

 

 

2019

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rates Per Day Worked:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AHTS

 

$

8,649

 

 

 

 

 

 

$

8,208

 

 

 

 

 

 

$

8,753

 

 

 

 

 

FSV

 

 

9,107

 

 

 

 

 

 

 

9,108

 

 

 

 

 

 

 

9,840

 

 

 

 

 

Supply

 

 

10,508

 

 

 

 

 

 

 

8,726

 

 

 

 

 

 

 

8,429

 

 

 

 

 

Specialty

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liftboat

 

 

34,856

 

 

 

 

 

 

 

34,015

 

 

 

 

 

 

 

35,001

 

 

 

 

 

Overall

 

 

10,334

 

 

 

 

 

 

 

10,856

 

 

 

 

 

 

 

10,603

 

 

 

 

 

Utilization:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AHTS

 

 

98

%

 

 

 

 

 

 

85

%

 

 

 

 

 

 

94

%

 

 

 

 

FSV

 

 

75

%

 

 

 

 

 

 

78

%

 

 

 

 

 

 

85

%

 

 

 

 

Supply

 

 

59

%

 

 

 

 

 

 

52

%

 

 

 

 

 

 

88

%

 

 

 

 

Specialty

 

 

%

 

 

 

 

 

 

%

 

 

 

 

 

 

%

 

 

 

 

Liftboat

 

 

78

%

 

 

 

 

 

 

95

%

 

 

 

 

 

 

80

%

 

 

 

 

Overall

 

 

77

%

 

 

 

 

 

 

76

%

 

 

 

 

 

 

84

%

 

 

 

 

Available Days:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AHTS

 

 

1,095

 

 

 

 

 

 

 

1,200

 

 

 

 

 

 

 

1,095

 

 

 

 

 

FSV

 

 

3,322

 

 

 

 

 

 

 

3,661

 

 

 

 

 

 

 

3,518

 

 

 

 

 

Supply

 

 

883

 

 

 

 

 

 

 

550

 

 

 

 

 

 

 

962

 

 

 

 

 

Specialty

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liftboat

 

 

249

 

 

 

 

 

 

 

366

 

 

 

 

 

 

 

291

 

 

 

 

 

Overall

 

 

5,549

 

 

 

 

 

 

 

5,777

 

 

 

 

 

 

 

5,866

 

 

 

 

 

Operating revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

44,268

 

 

 

103

%

 

$

47,723

 

 

 

100

%

 

$

52,325

 

 

 

91

%

Bareboat charter

 

 

 

 

 

 

 

 

 

(55

)

 

 

0

%

 

 

 

 

 

0

%

Other marine services

 

 

(1,338

)

 

 

-3

%

 

 

(135

)

 

 

0

%

 

 

5,405

 

 

 

9

%

 

 

 

42,930

 

 

 

100

%

 

 

47,533

 

 

 

100

%

 

 

57,730

 

 

 

100

%

Direct operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

13,903

 

 

 

32

%

 

 

13,397

 

 

 

28

%

 

 

17,327

 

 

 

30

%

Repairs and maintenance

 

 

6,772

 

 

 

16

%

 

 

5,643

 

 

 

12

%

 

 

5,288

 

 

 

9

%

Drydocking

 

 

1,159

 

 

 

3

%

 

 

2,014

 

 

 

4

%

 

 

493

 

 

 

1

%

Insurance and loss reserves

 

 

1,353

 

 

 

3

%

 

 

1,806

 

 

 

4

%

 

 

1,492

 

 

 

3

%

Fuel, lubes and supplies

 

 

4,109

 

 

 

10

%

 

 

3,260

 

 

 

7

%

 

 

3,726

 

 

 

6

%

Other

 

 

5,815

 

 

 

14

%

 

 

1,343

 

 

 

3

%

 

 

5,385

 

 

 

9

%

 

 

 

33,111

 

 

 

77

%

 

 

27,463

 

 

 

58

%

 

 

33,711

 

 

 

58

%

Direct Vessel Profit

 

$

9,819

 

 

 

23

%

 

$

20,070

 

 

 

42

%

 

$

24,019

 

 

 

42

%


  
 2017 2016 2015
Time Charter Statistics:           
Rates Per Day Worked:           
Anchor handling towing supply$12,039
   $15,464
   $17,339
  
Fast support9,526
   8,625
   9,446
  
Supply12,014
   6,023
   8,370
  
Specialty
   10,472
   12,838
  
Overall10,284
   10,222
   11,825
  
Utilization:           
Anchor handling towing supply77%   68%   92%  
Fast support73%   67%   77%  
Supply82%   54%   67%  
Specialty%   63%   96%  
Overall69%   64%   79%  
Available Days:           
Anchor handling towing supply820
   1,464
   1,460
  
Fast support3,040
   2,683
   2,555
  
Supply407
   1,071
   1,338
  
Specialty365
   366
   365
  
Overall4,632
   5,584
   5,718
  
Operating revenues:           
Time charter$32,866
 97% $36,706
 98% $53,724
 94%
Other marine services1,080
 3% 856
 2% 3,528
 6%
 33,946
 100% 37,562
 100% 57,252
 100%
Direct operating expenses:           
Personnel13,419
 40% 12,628
 33% 15,677
 28%
Repairs and maintenance5,957
 18% 2,628
 7% 4,692
 8%
Drydocking2,180
 6% 1,098
 3% 757
 1%
Insurance and loss reserves677
 2% 539
 1% 1,165
 2%
Fuel, lubes and supplies2,815
 8% 2,512
 7% 2,705
 5%
Other3,319
 10% 2,519
 7% 4,085
 7%
 28,367
 84% 21,924
 58% 29,081
 51%
Direct Vessel Profit$5,579
 16% $15,638
 42% $28,171
 49%
2017

2021 compared with 2016

2020

Operating Revenues. Time charter Charter revenues were $3.8$3.4 million lower in 20172021 compared with 2016. On an overall basis, time charter2020. Charter revenues were $0.8 million lower due to reduced utilization of the active fleet, $5.9 million lower due to reduced utilization as a consequence of cold-stacking vessels, $6.6 million lower due to a decrease in average day rates and $0.4 million lower due to the repositioning of vessels between geographic regions. In addition, time charter revenues for anchor handling towing supply were $3.2 million lower in 2017 to the deferral of revenue for one vessel on time charter (excluded from time charter operating data) to a customer as collection was not reasonably assured. Time charter revenues were $13.1 million higher due to net fleet additions. As of December 31, 2017, the Company did not have any of its 16 owned and leased-in vessels cold-stacked in this region compared with three of 12 vessels as of December 31, 2016. As of December 31, 2017, the Company had one fast support vessel and one specialty vessel retired and removed from service in this region.

Direct Operating Expenses.Direct operating expenses were $6.4 million higher in 2017 compared with 2016. On an overall basis, operating costs were $8.1 million higher due to net fleet additions and $2.4 million lower due to the effect of cold-stacking and retiring and removing vessels from service.

Repairs and maintenance expenses were $3.3 million higher primarily due to the replacement of main engines on one fast support vessel for $2.0 million during 2017.
2016 compared with 2015
Operating Revenues. Time charter revenues were $17.0 million lower in 2016 compared with 2015. Time charter revenues were $11.0 million lower due to reduced utilization, of which $8.0 million was a consequence of cold-stacking vessels and $3.0 million for vessels in active service, $5.6 million lower due to a decrease in average day rates, $0.3 million lower due net fleet dispositions and $0.1 million lower due to the repositioning of vessels between geographic regions. As of December 31, 2016, the Company had three of 12 owned and leased-in vessels (two anchor handling towing supply and one specialty) cold-stacked in this region compared with two of 15 owned and leased-in vessels (two fast support) as of December 31, 2015. On December 31, 2016, the Company retired and removed from service four vessels (two fast support and two supply) in this region.
Direct Operating Expenses.Direct operating expenses were $7.2 million lower in 2016 compared with 2015. On a overall basis, direct operating expenses were $2.8 million lower due to the effect of cold-stacking vessels, $0.4 million higher due to net fleet acquisitions, $3.1$5.4 million lower due to the repositioning of vessels between geographic regions and other changes in$2.0 million higher due to net fleet mix and $1.7additions. Other marine services were $1.2 million lower forprimarily due to commission charges. As of December 31, 2021, the Company had no owned and leased-in vessels cold stacked in active service.
Personnel costthis region, compared with 4 of 16 vessels as of December 31, 2020.

Direct Operating Expenses. Direct operating expenses were $1.6$5.6 million higher in 2021 compared with 2020, primarily due to higher operating costs in West Africa and the reactivation of vessels from cold-stacked status.

2020 compared with 2019

Operating Revenues. Time charter revenues were $4.7 million lower in 2020 compared with 2019. On an overall basis, time charter revenues were $3.9 million lower due to the effect of cold-stacking vessels, $0.3$3.5 million lower due to net fleet dispositions, $1.2 million higher due to the repositioning of vessels between geographic regions, and $1.1 million lower for the core fleet primarily due to reduced utilization. Charter revenues were $2.6 million higher and other marine services were $1.9 million lower, primarily due to one vessel commencing a time charter after previously having revenues recognized only on receipt of cash (and therefore included in other marine services) due to collection concerns. Also, other marine services were $3.6 million lower in 2020 compared with 2019, primarily due to the termination of a charter of a PSV from a joint venture. As of December 31, 2020, the Company had four of 16 owned and leased-in vessels cold stacked in this region (two PSVs, two FSVs).

Direct Operating Expenses. Direct operating expenses were $6.2 million lower in 2020 compared with 2019. Direct operating expenses were $4.2 million lower due to net fleet acquisitions,dispositions and $1.4 million lower due to the repositioning of vessels between geographic regions, and other changes in$0.4 million higher for the core fleet mix and $0.3 million lower for vessels in active service primarily due to favorable changesthe timing of dry dockings and certain repair expenditures. Vessel operating expenses were $1.0 million lower in currency exchange rates.


2020 compared to 2019, primarily due to the termination of a charter-in of a PSV from a joint venture.

53


Middle East and Asia.For the years ended December 31, the Company’s direct vessel profit (loss) in the Middle East and Asia was as follows (in thousands, except statistics):

 

 

2021

 

 

2020

 

 

2019

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rates Per Day Worked:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AHTS

 

$

5,732

 

 

 

 

 

 

$

6,153

 

 

 

 

 

 

$

5,873

 

 

 

 

 

FSV

 

 

7,493

 

 

 

 

 

 

 

8,014

 

 

 

 

 

 

 

6,582

 

 

 

 

 

Supply

 

 

7,595

 

 

 

 

 

 

 

7,215

 

 

 

 

 

 

 

5,087

 

 

 

 

 

Specialty

 

 

1,732

 

 

 

 

 

 

 

2,014

 

 

 

 

 

 

 

1,957

 

 

 

 

 

Liftboats

 

 

25,298

 

 

 

 

 

 

 

26,855

 

 

 

 

 

 

 

27,177

 

 

 

 

 

Overall

 

 

9,631

 

 

 

 

 

 

 

9,749

 

 

 

 

 

 

 

8,556

 

 

 

 

 

Utilization:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AHTS

 

 

56

%

 

 

 

 

 

 

47

%

 

 

 

 

 

 

49

%

 

 

 

 

FSV

 

 

80

%

 

 

 

 

 

 

78

%

 

 

 

 

 

 

87

%

 

 

 

 

Supply

 

 

73

%

 

 

 

 

 

 

73

%

 

 

 

 

 

 

73

%

 

 

 

 

Specialty

 

 

48

%

 

 

 

 

 

 

86

%

 

 

 

 

 

 

43

%

 

 

 

 

Liftboats

 

 

100

%

 

 

 

 

 

 

93

%

 

 

 

 

 

 

100

%

 

 

 

 

Overall

 

 

77

%

 

 

 

 

 

 

77

%

 

 

 

 

 

 

79

%

 

 

 

 

Available Days:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AHTS

 

 

365

 

 

 

 

 

 

 

366

 

 

 

 

 

 

 

699

 

 

 

 

 

FSV

 

 

3,613

 

 

 

 

 

 

 

3,533

 

 

 

 

 

 

 

5,088

 

 

 

 

 

Supply

 

 

2,095

 

 

 

 

 

 

 

1,875

 

 

 

 

 

 

 

761

 

 

 

 

 

Specialty

 

 

365

 

 

 

 

 

 

 

426

 

 

 

 

 

 

 

730

 

 

 

 

 

Liftboats

 

 

730

 

 

 

 

 

 

 

732

 

 

 

 

 

 

 

730

 

 

 

 

 

Overall

 

 

7,168

 

 

 

 

 

 

 

6,932

 

 

 

 

 

 

 

8,008

 

 

 

 

 

Operating revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

53,146

 

 

 

99

%

 

$

52,052

 

 

 

96

%

 

$

54,312

 

 

 

97

%

Other marine services

 

 

526

 

 

 

1

%

 

 

2,157

 

 

 

4

%

 

 

1,669

 

 

 

3

%

 

 

 

53,672

 

 

 

100

%

 

 

54,209

 

 

 

100

%

 

 

55,981

 

 

 

100

%

Direct operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

22,191

 

 

 

41

%

 

 

18,188

 

 

 

34

%

 

 

16,698

 

 

 

30

%

Repairs and maintenance

 

 

6,701

 

 

 

12

%

 

 

5,232

 

 

 

10

%

 

 

7,182

 

 

 

13

%

Drydocking

 

 

2,639

 

 

 

5

%

 

 

759

 

 

 

1

%

 

 

600

 

 

 

1

%

Insurance and loss reserves

 

 

2,481

 

 

 

5

%

 

 

1,721

 

 

 

3

%

 

 

1,449

 

 

 

3

%

Fuel, lubes and supplies

 

 

3,459

 

 

 

6

%

 

 

2,706

 

 

 

5

%

 

 

2,904

 

 

 

5

%

Other

 

 

6,158

 

 

 

11

%

 

 

6,891

 

 

 

13

%

 

 

3,095

 

 

 

6

%

 

 

 

43,629

 

 

 

81

%

 

 

35,497

 

 

 

65

%

 

 

31,928

 

 

 

57

%

Direct Vessel Profit

 

$

10,043

 

 

 

19

%

 

$

18,712

 

 

 

35

%

 

$

24,053

 

 

 

43

%

  
 2017 2016 2015
Time Charter Statistics:           
Rates Per Day Worked:           
Anchor handling towing supply$7,791
   $8,477
   $9,903
  
Fast support6,492
   6,888
   8,277
  
Supply3,907
   6,008
   7,431
  
Specialty12,000
   31,474
   33,519
  
Liftboats36,000
   
   
  
Wind farm utility2,025
   7,465
   8,257
  
Overall6,873
   8,715
   9,682
  
Utilization:           
Anchor handling towing supply70%   49%   62%  
Fast support76%   84%   58%  
Supply51%   33%   85%  
Specialty3%   48%   43%  
Liftboats23%   %   %  
Wind farm utility14%   47%   94%  
Overall59%   61%   67%  
Available Days:           
Anchor handling towing supply640
   732
   730
  
Fast support4,433
   3,660
   3,508
  
Supply1,584
   2,068
   2,190
  
Specialty365
   732
   730
  
Liftboats550
   
   
  
Wind farm utility730
   641
   365
  
Overall8,302
   7,833
   7,523
  
Operating revenues:           
Time charter$33,410
 99 % $41,657
 77% $48,541
 76%
Other marine services474
 1 % 12,230
 23% 14,951
 24%
 33,884
 100 % 53,887
 100% 63,492
 100%
Direct operating expenses:           
Personnel16,883
 50 % 18,381
 34% 20,614
 32%
Repairs and maintenance9,037
 27 % 6,426
 12% 8,678
 14%
Drydocking968
 3 % 2,117
 4% 1,275
 2%
Insurance and loss reserves1,444
 4 % 731
 1% 1,448
 2%
Fuel, lubes and supplies3,727
 11 % 4,215
 8% 5,033
 8%
Other5,240
 15 % 3,247
 6% 7,316
 12%
 37,299
 110 % 35,117
 65% 44,364
 70%
Direct Vessel Profit (Loss)$(3,415) (10)% $18,770
 35% $19,128
 30%
2017

2021 compared with2016

2020

Operating Revenues. Charter revenues were $1.1 million higher in 2021 compared with 2020.Charter revenues were $2.3 million higher due to the repositioning of vessels between geographic regions and $1.4 million due to net fleet additions. Charter revenues were $2.6 million lower due to the cold stacking of one vessel and due to the timing of major repairs and dry dockings. Other marine services were $1.6 million lower primarily due to lower management fee revenues. As of December 31, 2021, the Company had one of 20 owned and leased-in vessels cold-stacked in this region (one Specialty), compared with three of 20 vessels as of December 31, 2020.

Direct Operating Expenses. Direct operating expenses were $8.1 million higher in 2021 compared with 2020. Direct operating expenses were $3.9 million higher for the core fleet, primarily due to higher operating costs in Saudi Arabia and the timing of dry dockings and certain repair expenditures, $2.4 million higher due to net fleet additions and $1.8 million higher due to the repositioning of vessels between geographic regions.


2020 compared with 2019

Operating Revenues. Time charter revenues were $8.2$2.2 million lower in 20172020 compared with 20162019. Time charter revenues were $3.6 million lower for the core fleet, primarily attributabledue to reduced utilization, and $1.4 million higher due to net fleet additions. As of December 31, 2020, the Company had three of 20 owned and leased-in vessels cold-stacked in this region (two Supply vessels and one FSV).

Direct Operating Expenses. Direct operating expenses were $3.6 million higher in 2020 compared with 2019. Direct operating expenses were $2.1 million higher for the core fleet, and $1.5 million higher due to net fleet additions.

Latin America. For the years ended December 31, the Company’s direct vessel profit in Latin America was as follows (in thousands, except statistics):

 

 

2021

 

 

2020

 

 

2019

 

Time Charter Statistics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rates Per Day Worked:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FSV

 

$

7,707

 

 

 

 

 

 

$

7,435

 

 

 

 

��

 

$

7,059

 

 

 

 

 

Supply

 

 

15,415

 

 

 

 

 

 

 

14,906

 

 

 

 

 

 

 

 

 

 

 

 

Liftboats

 

 

38,241

 

 

 

 

 

 

 

15,913

 

 

 

 

 

 

 

16,259

 

 

 

 

 

Overall

 

 

16,035

 

 

 

 

 

 

 

11,989

 

 

 

 

 

 

 

9,449

 

 

 

 

 

Utilization:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FSV

 

 

91

%

 

 

 

 

 

 

92

%

 

 

 

 

 

 

66

%

 

 

 

 

Supply

 

 

87

%

 

 

 

 

 

 

91

%

 

 

 

 

 

 

%

 

 

 

 

Liftboats

 

 

73

%

 

 

 

 

 

 

95

%

 

 

 

 

 

 

78

%

 

 

 

 

Overall

 

 

86

%

 

 

 

 

 

 

92

%

 

 

 

 

 

 

69

%

 

 

 

 

Available Days:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FSV

 

 

730

 

 

 

 

 

 

 

867

 

 

 

 

 

 

 

1,366

 

 

 

 

 

Supply

 

 

2,251

 

 

 

 

 

 

 

1,108

 

 

 

 

 

 

 

 

 

 

 

 

Liftboats

 

 

417

 

 

 

 

 

 

 

192

 

 

 

 

 

 

 

403

 

 

 

 

 

Overall

 

 

3,397

 

 

 

 

 

 

 

2,167

 

 

 

 

 

 

 

1,769

 

 

 

 

 

Operating revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

46,934

 

 

 

87

%

 

$

23,806

 

 

 

96

%

 

$

11,460

 

 

 

70

%

Bareboat charter

 

 

2,484

 

 

 

5

%

 

 

 

 

 

0

%

 

 

3,569

 

 

 

22

%

Other marine services

 

 

4,278

 

 

 

8

%

 

 

1,084

 

 

 

4

%

 

 

1,390

 

 

 

8

%

 

 

 

53,696

 

 

 

100

%

 

 

24,890

 

 

 

100

%

 

 

16,419

 

 

 

100

%

Direct operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

14,990

 

 

 

28

%

 

 

6,698

 

 

 

27

%

 

 

4,459

 

 

 

27

%

Repairs and maintenance

 

 

7,250

 

 

 

14

%

 

 

2,131

 

 

 

9

%

 

 

1,348

 

 

 

8

%

Drydocking

 

 

467

 

 

 

1

%

 

 

329

 

 

 

1

%

 

 

161

 

 

 

1

%

Insurance and loss reserves

 

 

2,201

 

 

 

4

%

 

 

462

 

 

 

2

%

 

 

311

 

 

 

2

%

Fuel, lubes and supplies

 

 

3,261

 

 

 

6

%

 

 

990

 

 

 

4

%

 

 

1,056

 

 

 

6

%

Other

 

 

3,701

 

 

 

7

%

 

 

1,369

 

 

 

6

%

 

 

1,182

 

 

 

7

%

 

 

 

31,870

 

 

 

59

%

 

 

11,979

 

 

 

48

%

 

 

8,517

 

 

 

52

%

Direct Vessel Profit

 

$

21,826

 

 

 

41

%

 

$

12,911

 

 

 

52

%

 

$

7,902

 

 

 

48

%

2021 compared with 2020

Operating Revenues. Charter revenues were $25.6 million higher in 2021 compared with 2020. Charter revenues were $16.5 million higher due to net fleet additions as a $10.8 million reductionresult of the consolidation of SEACOR Offshore Delta (f/k/a SEACOSCO) after the Company acquired its partner’s interest in the specialty vessel class.company (see “Note 3. Business Acquisitions”) and $9.1 million higher due to the repositioning of vessels between geographic regions. Other marine services were $3.2 million higher due to higher reimbursable meals, higher management fees, and higher mobilization revenues of $1.3 million, $1.3 million and $0.6 million, respectively. As of December 31, 2021, the Company had no owned or leased-in vessels cold-stacked in this region.

Direct Operating Expenses. Direct operating expenses were $19.9 million higher in 2021 compared with 2020, primarily due to net fleet additions and the repositioning of vessels between geographic regions.


2020 compared with 2019

Operating Revenues. Total operating revenues were $8.5 million higher in 2020 compared with 2019. On an overall basis, time charter and bareboat revenues were $1.2$14.7 million higher due to fleet additions, $3.6 million lower due to reduced utilizationthe sale of the active fleet, $3.2two vessels on bareboat charter, and $2.6 million lower due to reduced utilization as a consequence of cold-stacking vessels, $1.8 million lower due to fleet dispositions and $2.5 million lower due to reduced average day rates. Time charter revenues were $0.5 million higher due to the repositioning of vessels between geographic regions. As of December 31, 2017,2020, the Company had two of 25no owned andor leased-in vessels cold-stacked in this region (one anchor handling towing supply vessel and one wind farm


utility vessel) compared with five of 19 vessels as of December 31, 2016. As of December 31, 2017, the Company had one specialty vessel retired and removed from service in this region.
Other operating revenues were $11.8 million lower in 2017 compared 2016 primarily due to reduced earnings from revenue arrangements with certain of the Company’s joint ventures.

Direct Operating Expenses.Direct operating expenses were $2.2$3.5 million higher in 20172020 compared with 2016.2019. On an overall basis, direct operating expenses were $3.5$6.9 million higher due to net fleet additions $1.8 million higher due to the repositioning of vessels between geographic regions, $0.9 million lower due to the effect of cold-stacking vessels and $2.2 million lower for vessels in active service primarily attributed to changes in fleet mix.

Personnel costs were $1.5 million lower primarily due to the effect of cold-stacking vessels and changes in fleet mix. Repair and maintenance expenses were $2.6 million higher primarily due to the replacement of main engines in one fast support vessel for $2.0 million during 2017. Other operating expenses were $2.0 million higher primarily due to the repositioning of vessels between geographic regions.
2016compared with 2015
Operating Revenues. Time charter revenues were $6.9 million lower in 2016 compared with 2015. Time charter revenues were $4.1 million lower due to the effect of cold-stacking vessels, $3.8 million lower due to reduced average day rates and $1.7$3.4 million lower due to the repositioning of vessels between geographic regions. Time charter revenues were $2.7 million higher due to net fleet additions. As of December 31, 2016, the Company had five of 19 owned and leased-in vessels (two supply, one specialty, and two wind farm utility) cold-stacked in this region compared with two of 21 owned vessels (one anchor handing towing supply and one supply) as of December 31, 2015. On December 31, 2016, the Company retired and removed two vessels (one anchor handling towing supply and one specialty) from service in this region.
Direct Operating Expenses. Direct operating expenses were $9.2 million lower in 2016 compared with 2015. On an overall basis, direct operating expenses were $0.2 million lower due to the effect of cold-stacking vessels, $1.9 million lower due to net fleet dispositions, $1.0 million lower due to the repositioning of vessels between geographic regions and other changes in fleet mix and $6.1 million lower for vessels in active service.
Personnel cost were $0.1 million lower due to the effect of cold-stacking vessels and $2.2 million lower for vessels in active service. Repair and maintenance expenses were $0.1 million lower due to the effect cold-stacking vessels, $0.1 million lower due to the net fleet dispositions, $1.4 million lower for vessels in active service and $0.7 million lower due to the repositioning of vessels between geographic regions and other changes in fleet mix.

Brazil, Mexico, Central and South America. For the years ended December 31, the Company’s direct vessel profit in Brazil, Mexico, Central and South America was as follows (in thousands, except statistics):
  
 2017 2016 2015
Time Charter Statistics:           
Rates Per Day Worked:           
Anchor handling towing supply$
   $
   $24,696
  
Fast support
   
   
  
Supply
   18,986
   21,633
  
Liftboats16,393
   
   
  
Overall16,393
   18,986
   21,944
  
Utilization:           
Anchor handling towing supply%   %   75%  
Fast support%  
%   %  
Supply%   3%   83%  
Liftboats92%   %   %  
Overall32%   2%   82%  
Available Days:           
Anchor handling towing supply
   
   109
  
Fast support365
   170
   
  
Supply
   358
   863
  
Liftboats198
   
   
  
Overall563
   528
   972
  
Operating revenues:           
Time charter$2,977
 36% $196
 2% $17,585
 63%
Bareboat charter4,636
 57% 8,833
 86% 8,598
 31%
Other marine services552
 7% 1,180
 12% 1,602
 6%
 8,165
 100% 10,209
 100% 27,785
 100%
Direct operating expenses:           
Personnel809
 10% 2,117
 21% 7,406
 27%
Repairs and maintenance274
 3% 232
 3% 1,237
 4%
Drydocking
 % 
 % 1,859
 7%
Insurance and loss reserves316
 4% 43
 % 535
 2%
Fuel, lubes and supplies223
 3% 21
 % 673
 2%
Other117
 1% 114
 1% 849
 3%
 1,739
 21% 2,527
 25% 12,559
 45%
Direct Vessel Profit$6,426
 79% $7,682
 75% $15,226
 55%
2017compared with2016
Operating Revenues. Time charter revenues were $2.8 million higher in 2017 compared with 2016 primarily due to the repositioning of one liftboat vessel between geographic regions during 2017. Bareboat charter revenues were $4.2 million lower in 2017 compared with 2016 primarily due to the completion of two bareboat charters in Mexico during 2016. As of December 31, 2017, the Company had one of four owned and leased-in vessels cold-stacked in this region (one fast support vessel) compared with one of three vessels as of December 31, 2016.
Direct Operating Expenses. Direct operating expenses were $0.8 million lower in 2017 compared with 2016 primarily due to the change in contract status for two vessels from time charter to bareboat charter, partially offset by higher expenses on the vessel repositioned to this region during 2017.
2016compared with 2015
Operating Revenues. Time charter revenues were $17.4 million lower in 2016 compared with 2015. Time charter revenues were $3.0 million lower due to fleet dispositions, $2.0 million lower due to the repositioning of vessels between geographic regions, and $12.4 million lower due to the cessation of time chartering activities in the region. During the first quarter of 2016, two of

the vessels operating in the region commenced bareboat charters. In addition, during 2016 four vessels concluded their bareboat charter in the region and were mobilized to the U.S. Gulf of Mexico where three were cold-stacked and one was retired and removed from service. As of December 31, 2016, the Company had one of three owned vessels (one fast support) cold-stacked in this region compared with none of six owned and leased-in vessels as of December 31, 2015. On December 31, 2016, the Company retired and removed from service one supply vessel in this region.
Direct Operating Expenses. Direct operating expenses were $10.0 million lower in 2016 compared with 2015. On an overall basis, direct operating

Lease Expense. Leased-in equipment expenses were $1.4 million lower compared with 2020, primarily due to fleet dispositions, $6.3 million lower due to changes in contract status forthe impairment of two leased-in vessels from time charter to bareboat charter during the first quarter of 20162020 and $2.3 millionthe amendment of the lease of one leased-in vessel during the third quarter of 2020 to lower due to the repositioning of vessels between geographic regions and other changes in fleet mix.

Personnel costs were $3.0 million lower due to the change in contract status for the two vessels noted above from time charter to bareboat charter (net of crew redundancy costs in 2016), $0.7 million lower due to fleet dispositions and $1.6 million lower due to the repositioning of vessels between geographic regions. Repair and maintenancerates. Leased-in expenses were $0.2 million lower due to net fleet dispositions, $0.4 million lower due to the change in contract status for the two vessels noted above from time charter to bareboat charter and $0.4 million lower due to the repositioning of vessels between geographic regions. Drydocking expenses were $1.9 million lower due to reduced drydocking activity.
Europe, primarily North Sea. For the years ended December 31, the Company’s direct vessel profit in Europe was as follows (in thousands, except statistics):
  
 2017 2016 2015
Time Charter Statistics:           
Rates Per Day Worked:           
Standby safety$8,479
   $9,121
   $10,293
  
Wind farm utility2,173
   2,130
   2,287
  
Overall4,436
   4,921
   5,651
  
Utilization:           
Standby safety81%   79%   84%  
Wind farm utility83%   76%   83%  
Overall82%   77%   84%  
Available Days:           
Standby safety7,282
   8,117
   8,760
  
Wind farm utility12,775
   12,629
   12,210
  
Overall20,057
   20,746
   20,970
  
Operating revenues:           
Time charter$73,213
 97% $78,866
 97% $99,148
 98%
Other marine services2,279
 3% 2,256
 3% 2,440
 2%
 75,492
 100% 81,122
 100% 101,588
 100%
Direct operating expenses:           
Personnel34,768
 46% 39,713
 49% 54,066
 53%
Repairs and maintenance8,793
 12% 9,275
 11% 13,067
 13%
Drydocking4,059
 5% 4,378
 5% 7,460
 7%
Insurance and loss reserves801
 1% 1,006
 1% 1,557
 2%
Fuel, lubes and supplies3,782
 5% 3,948
 5% 5,566
 6%
Other980
 1% 1,180
 2% 1,339
 1%
 53,183
 70% 59,500
 73% 83,055
 82%
Direct Vessel Profit$22,309
 30% $21,622
 27% $18,533
 18%
2017compared with2016
Operating Revenues. For standby safety vessels, time charter revenues were $8.1 million lower in 2017 compared with 2016. Time charter revenues were $1.3 million lower due to reduced utilization, $1.0 million lower due to reduced average day rates, $2.5 million lower due to unfavorable changes in currency exchange rates and $3.3 million lower due to fleet dispositions.

For wind farm utility vessels, time charter revenues were $2.5 million higher. Time charter revenues were $2.1 million higher due to improved utilization, $1.5 million higher due to increased average day rates and $1.1 million lower due to unfavorable changes in currency exchange rates.
As of December 31, 2017, the Company owned 19 standby safety vessels and 35 wind farm utility vessels in this region compared with 20 and 35, respectively, as of December 31, 2016.
Direct Operating Expenses. Direct operating expenses were $6.3 million lower in 2017 compared 2016. On an overall basis, vessel operating expenses were $5.0 million lower due to fleet dispositions and $1.3$8.3 million lower for vessels in active service primarily due to favorable changes in currency exchange rates.
20162020 compared with 2015
Operating Revenues. For the Company’s standby safety vessels, time charter revenues were $17.5 million lower in 2016 compared with 2015. Time charter revenues were $2.7 million lower due to reduced utilization, $1.1 million lower due to reduced average day rates, $7.2 million lower due to unfavorable changes in currency exchange rates and $6.5 million lower due to fleet dispositions. For the Company’s wind farm utility vessels, time charter revenues were $2.8 million lower in 2016 compared with 2015. Time charter revenues were $2.5 million lower due to reduced utilization, $2.5 million lower due to unfavorable changes in currency exchange rates and $0.3 million lower due to the repositioning of vessels between geographic regions. Time charter revenues were $1.2 million higher due to improved average day rates and $1.3 million higher due to fleet additions.
Direct Operating Expenses. Direct operating expenses were $23.6 million lower in 2016 compared with 2015. On an overall basis, vessel operating expenses were $2.7 million lower due to net fleet dispositions, $13.8 million lower for vessels in active service primarily due to favorable changes in currency exchange rates, $6.9 million lower due to the recognition in 2015 of a charge for a U.K. subsidiary’s share of a funding deficit in the Merchant Navy Ratings Pension Fund (“MNRPF”) for North Sea Mariners arising from a 2014 actuarial valuation and $0.2 million lower due to the repositioning of vessels between geographic regions and other changes in fleet mix. See “-Contingencies-MNOPF and MNRPF” for additional details about the Company’s obligations.
Personnel costs were $5.5 million lower primarily due to favorable changes in currency exchange rates partially offset by increased seafarer compensation costs for vessels in active service, $1.9 million lower due to net fleet dispositions, $0.1 million lower due to the repositioning of vessels between geographic regions and $6.9 million lower due to the aforementioned recognition in 2015 of a charge for a U.K. subsidiary’s share of a funding deficit in the MNRPF for North Sea Mariners arising from a 2014 actuarial valuation. Repairs and maintenance costs were $3.4 million lower for vessels in active service, $0.3 million lower due to net fleet dispositions and $0.1 million lower due to the repositioning of vessels between geographic regions. Drydocking expenses were $3.1 million lower due to reduced drydocking activity. Fuel, lubes and supplies expense was $1.3 million lower for vessels in active service and $0.3 million lower due to net fleet dispositions.
Leased-in Equipment. Leased-in equipment expenses were $4.6 million lower for 2017 compared with 2016 and $4.9 million lower for 2016 compared with 20152019 primarily due to the redeliveryimpairment of three leased-in vessels to their owners following the expiration of leases and one leased-in vessel removed from service during 2017 as it is not expected to be marketed priorhaving been returned to the expirationlessor in the first quarter of its lease.
2020.

Administrative and general.Administrative and general expenses were $6.9$2.4 million higherlower in 20172021 compared with 2016. During 2017,2020, primarily due to a $3.0 million transaction fee paid in 2020 to SEACOR Holdings under the Tax Refund and Indemnification Agreement entered into by the Company incurred one-time costs of $6.7 million in connection with the Spin-off for the accelerated vesting of share awards previously granted to Company personnel byand SEACOR Holdings and $3.4 million in non-deductible Spin-off related expenses reimbursed to SEACOR Holdings. In addition, the Company incurred higher costs of $1.5 million in connection with support services provided by SEACOR Holdings, partially offset by lower allowance for doubtful accounts of $5.6 million.

on June 26, 2020 (the “Tax Refund Agreement”).

Administrative and general expenses were $3.8$0.3 million lowerhigher in 20162020 compared with 20152019 primarily due to a reduction in shore side personnel costs partiallytransaction fee paid to SEACOR Holdings under the Tax Refund Agreement, offset by higher allowances for doubtful accounts.

decreases in employee and director compensation expenses.

Depreciation and amortization.Depreciation and amortization expense was $4.7expenses were $0.2 million higher in 20172021 compared with 2016. In addition2020 primarily due to depreciation for net fleet additions, the Company recognized higher depreciation expenses of $2.8 million associated with the 2017 reduction in the depreciable lives of three offshore support vessels to their next regulatory survey dates in 2018.

change. Depreciation and amortization expense was $3.7 million lower in 2016 comparedexpenses were flat when comparing 2020 with 2015 primarily due to lower depreciable values following impairment charges recognized by the Company during 2016, partially offset by depreciation for net fleet additions.
Losses2019.

Gains (Losses) on Asset Dispositions and Impairments, Net.During 2017,2021, the Company recorded no impairment charges associated with its fleet. The Company sold one PSV vessel, three FSVs and set off debt payments with hull and machinery insurance proceeds received in respect of the SEACOR Power of $25.0 million, for a total of $30.1 million in cash, resulting in gains of $20.9 million all of which was recognized currently. The insurance proceeds from the SEACOR Power were primarily used to repay associated debt under the FGUSA Credit Facility as defined and described in “Note 8. Long-Term Debt” in the audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

During 2020, the Company recorded impairment charges of $27.5$13.5 million primarily relatedassociated with its liftboat fleet (five owned and two leased-in vessels), one specialty vessel and recognized net losses of $5.3 million ($4.8 million loss due to the Company’s anchor handling towing supplydisposal of one vessel under construction, and $0.5 million loss due to the redelivery of one leased-in AHTS vessel and one leased-in liftboat). The Company sold two AHTS vessels and one specialty vessel previously removed from service, four FSVs, one specialty, one vessel under construction and other equipment for $21.6 million and gains of $1.2 million.

During 2019, the Company recorded impairment charges of $12.0 million associated with its AHTS fleet (four owned and one leased vessel), four FSVs and one leased-in supply vessel. The Company sold one AHTS vessel, removed from service as it is not expected to be marketed prior to the expiration of its lease, one owned fast support vessel removed from service


seven FSVs, five supply vessels and two owned in-service specialty vessels.three liftboats. In addition, the Company sold two liftboats,five AHTS vessels and one supplyspecialty vessel one standby safety vessel, nine offshore support vessels previously retired and removed from service and other equipment for aggregate net proceeds of $11.2$55.3 million and gains of $3.9$5.5 million.
During 2016, the Company recognized impairment charges of $119.7 million primarily associated with its anchor handling towing supply fleet, liftboat fleet and one specialty vessel. In addition, the Company sold nine offshore support vessels and other equipment for net proceeds of $41.4 million and gains of $3.5 million, all of which were recognized currently.
During 2015, the Company recorded impairment charges of $20.5 million, of which $7.1 million was related to the suspended construction of two offshore support vessels and the removal from service of one leased-in offshore support vessel and other marine equipment spares, and $13.4 million was related to the impairment of goodwill as a consequence of continuing difficult market conditions. In addition, the Company sold two offshore support vessels and other equipment for net proceeds of $15.7 million and gains of $0.9 million, all of which were recognized currently, and recognized previously deferred gains of $2.6 million.

Other (Expense) Income, (Expense), Net

For the years ended December 31, the Company’s other income (expense) was as follows (in thousands):

 

 

2021

 

 

2020

 

 

2019

 

Other Income (Expense):

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

$

1,302

 

 

$

1,273

 

 

$

1,389

 

Interest expense

 

 

(28,111

)

 

 

(30,691

)

 

 

(28,956

)

SEACOR Holdings guarantee fees

 

 

(7

)

 

 

(47

)

 

 

(108

)

Gain on debt extinguishment

 

 

61,994

 

 

 

 

 

 

 

Derivative gains, net

 

 

391

 

 

 

4,310

 

 

 

71

 

Foreign currency losses, net

 

 

(1,235

)

 

 

(1,294

)

 

 

(2,541

)

Other, net

 

 

9,441

 

 

 

(19

)

 

 

(1

)

 

 

$

43,775

 

 

$

(26,468

)

 

$

(30,146

)

 

 

 

 

 

 

 

 

 

 

 

 

 


 2017 2016 2015
Other Income (Expense):     
Interest income$1,805
 $4,458
 $836
Interest expense(16,532) (10,008) (4,116)
Interest income on advances and notes with SEACOR Holdings, net
 
 691
SEACOR Holdings management fees(3,208) (7,700) (4,700)
SEACOR Holdings guarantee fees(201) (315) 
Marketable security gains (losses), net10,931
 (45) (3,820)
Derivative gains (losses), net20,256
 2,995
 (2,766)
Foreign currency losses, net(1,709) (3,312) (27)
Other, net(6) (1,490) 261
 $11,336
 $(15,417) $(13,641)

Interest income.Income. Interest income in 20162021 increased primarily due to a tax refund on a portion of interest paid. Interest income in 2020 was primarilylower due to decreases in interest income from the Company’s construction reserve funds deposits which were substantially lower offset by increased income due to interest earned on a marketable security position exitedloans and advances to Joint Ventures.

Interest expense. Interest expense was lower in 2021 compared to 2020 primarily due to the repayment of the FGUSA Credit Facility in June 2021 and lower interest rates on floating rate debt. This decrease was offset by increases in interest associated with the CompanySEACOR Alpine Shipyard Financing following delivery of one PSV in early 2017.

Interest expense. 2020 and increases in interest associated with the Tarahumara Shipyard Financing following delivery of one PSV in 2021, as described in “Note 8. Long-Term Debt” in the audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K. Interest expense was higher in 20172020 compared with 2016 primarily due to lower capitalized interest and additional interest incurred on the debt facilities of Falcon Global, Sea-Cat Crewzer, Sea-Cat Crewzer II and Sea-Cat Crewzer III. Interest expense was higher in 2016 compared with 20152019 primarily due to the issuancedebt acquired in connection with the Company’s acquisition 100% of the $175.0 million 3.75% Convertible Senior Notes in December 2015SEACOR Offshore Delta (f/k/a SEACOSCO), and higher capitalized interest.
SEACOR Holdings management fees. Following the Spin-off, SEACOR Holdings no longer charges management feespartially offset due to the Company. Effective upon the Spin-off, Transition Service Agreement fees for various support services for a period up to two years are included in administrativelower interest rates on floating rate debt and general expenses.
payments of principal on outstanding debt.

SEACOR Holdings guarantee fees.As of December 31, 2017,2021, SEACOR Holdings had issuedno outstanding guarantees in respect of certain of the Company’s obligations. Pursuant to the Distribution Agreement executed in connection with the Spin-off, SEACOR Holdings charges the Company a guarantee fee of 0.5% per annum on the amount of outstanding guarantees. See “Contractual Obligations and Commercial Commitments.”

Marketable security gains (losses)

Gain on debt extinguishment. On June 10, 2021, SEACOR Marine, Falcon Global USA LLC, an indirect subsidiary of SEACOR Marine (“FGUSA”), net. Marketable security gainsand certain subsidiaries of $10.9 millionFGUSA, entered into the Conditional Payoff Agreement in 2017 were primarily due to a marketable security position exited byrespect of the Company(i) FGUSA Credit Facility and (ii) FGUSA Obligation Guaranty. (See “Note 8. Long-Term Debt” in early 2017.

the audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K for additional information).

Derivative gains, net.Net derivative gains during 2017in 2021 compared to 2020 was lower due to the fair value of the conversion option liability associated with the Convertible Senior Notes decreasing from $5.2 million to zero in 2020 offset by gains realized on foreign currency forwards in 2021. For all periods, derivative gains were primarily due to reductions in the fair value of the Company’s conversion option liability on its 3.75%embedded in the Company’s Convertible Senior Notes. The reductions in the conversion option liability were primarily the result of declines in the Company’s share price and estimated credit spread.

Foreign currency losses, net. For all periods,Foreign currency losses in 2021 were lower primarily due to various changes in foreign currency lossescurrencies.

Gain from return of investments in 50% or less owned companies and other, net. Other gains during 2021 were primarily due to a distribution of $12.0 million from the weakeningCompany’s MEXMAR Offshore joint venture of the pound sterlingwhich $9.4 million was in relation to the euro underlying certainexcess of the Company’s debt balances.


investment in the joint venture.

Income Tax Benefit

During 2017,

For the year ending December 31, 2021, the Company’s effective income tax rate of 63.6%173.4% was higherprimarily due to foreign taxes paid that are not creditable against U.S. income taxes and foreign subsidiaries with current losses for which there is no current or future federal income tax benefit available.

For the year ending December 31, 2020, the Company’s effective income tax rate of 23.4% was primarily due to income tax benefits recognized as a result of the CARES Act signed into law in March 2020, as well as taxes provided on income attributable to noncontrolling interests, foreign sourced income not subject to U.S. income taxes, foreign taxes not creditable against U.S. income taxes, and the adjustment for the acquisition of the remaining minority membership interest in Falcon Global Holdings.

For the year ended December 31, 2019 the Company’s effective income tax rate of 9.4% was lower than the Company’s statutory tax rate of 35%21% primarily due to foreign subsidiaries with current losses for which there is no current or future federal income tax benefits of $43.7 million recognized as a result of new U.S. tax legislation signed into law on December 22, 2017. The majority of the income tax benefits recognized were due to a reduction in U.S. tax rates from 35% to 21% applied to the Company’s domestic basis differences and the elimination of previously accrued deferred taxes on the unremitted earnings of the Company’s foreign subsidiaries.

During 2016 and 2015, the Company’s effective income tax rate was 33.4% and 32.3%, respectively.
benefit.

57


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

For the years ended December 31, the Company’s equity in earnings (losses) from continuing operations of 50% or less owned companies, net of tax, was as follows (in thousands):

 

 

2021

 

 

2020

 

 

2019

 

MexMar

 

$

10,491

 

 

$

(4,056

)

 

$

1,054

 

MEXMAR Offshore

 

 

2,563

 

 

 

 

 

 

(4,901

)

Offshore Vessel Holdings

 

 

809

 

 

 

(4,053

)

 

 

(848

)

OSV Partners

 

 

(1,343

)

 

 

(1,575

)

 

 

(1,497

)

SEACOR Grant DIS

 

 

 

 

 

 

 

 

403

 

Dynamic Offshore Drilling

 

 

 

 

 

 

 

 

(2,263

)

SEACOR Offshore Delta (f/k/a SEACOSCO)

 

 

 

 

 

(1,703

)

 

 

(7,118

)

SEACOR Arabia

 

 

1,030

 

 

 

3,373

 

 

 

1,071

 

Other

 

 

1,528

 

 

 

(149

)

 

 

(360

)

 

 

$

15,078

 

 

$

(8,163

)

 

$

(14,459

)

 2017 2016 2015
MexMar$10,103
 $3,556
 $5,650
OSV Partners1,120
 (2,112) 111
Sea-Cat Crewzer234
 1,031
 736
Sea-Cat Crewzer II99
 21
 2,327
SEACOR Grant DIS(306) (2,136) 387
Falcon Global(1,559) (7,092) (733)
Dynamic Offshore Drilling(6,936) 1,248
 1,035
Other1,322
 (830) (756)
 $4,077
 $(6,314) $8,757
2017

2021 compared with 2016

Equity earnings of $4.1 million in 2017 included income tax benefits of $7.1 million recognized as a result of new U.S. tax legislation signed into law on December 22, 2017. The majority of the income tax benefits recognized were due to a reduction in U.S. tax rates from 35% to 21% applied to the Company’s basis differences in its domestic joint ventures and the elimination of previously accrued deferred taxes on the unremitted earnings of the Company’s foreign joint ventures. Excluding the impact of these tax benefits recognized, changes in equity earnings (losses) were as follows:
2020

MexMar. Equity earnings from MexMar were $1.6was higher by $14.5 million higher in 20172021 as compared with 2016to 2020 primarily due to a  provision for doubtful accounts recorded in 2020 related to a default of a loan provided by MexMar to UP Offshore (Bahamas) Ltd (“UP Offshore”), a wholly owned subsidiary of MEXMAR Offshore (which is a separate joint venture of the Company).

MEXMAR Offshore. On June 1, 2021, MEXMAR Offshore International LLC (“MEXMAR Offshore”), a joint venture 49% owned by an indirect wholly-owned subsidiary of SEACOR Marine, and 51% owned by a subsidiary of Proyectos Globales de Energía y Servicios CME, S.A. de C.V. (“CME”), UP Offshore (Bahamas) Ltd. (“UP Offshore”), a provider of offshore support vessel acquisitions replacing previously leased-inservices to the energy industry in Brazil and a wholly owned subsidiary of MEXMAR Offshore, and certain of subsidiaries of UP Offshore, completed the sale of eight vessels resultingand certain Brazilian entities to Oceanpact Servicos Maritimos S.A. and its subsidiary, OceanPact Netherlands B.V., for a total purchase price of $30.2 million (the “UP Offshore Sale Transaction”). The UP Offshore Sale Transaction resulted in improved operating margins.

an equity earnings gain from 50% or less owned companies of $2.6 million.

On July 23, 2021, the Company received a distribution from its MEXMAR Offshore joint venture in the amount of $12.0 million of which $9.4 million was in excess of the Company’s investment balance of $2.6 million. The excess was recorded by the Company as a gain from return of investments in 50% or less owned companies. After giving effect to the UP Offshore Sale Transaction, MEXMAR Offshore, indirectly through certain subsidiaries of UP Offshore, retained ownership of three vessels. As part of the winddown of the MEXMAR Offshore joint venture, ownership of two of these vessels was transferred from subsidiaries of UP Offshore to OVH on October 26, 2021, and the remaining vessel was transferred from a subsidiary of UP Offshore to OVH on November 2, 2021. Upon completion of these transactions, MEXMAR Offshore no longer held income producing assets and as a result, on December 9, 2021, the Company transferred its 49% interest in MEXMAR Offshore to a subsidiary of CME for nominal consideration and a transaction fee of $0.2 million. As of December 31, 2021, the Company does not have any ownership interest in MEXMAR Offshore.

Offshore Vessel Holdings (“OVH”). Equity earnings increased by $4.9 million due to dividends received from OVH and lower maintenance and repair costs and depreciation and amortization expenses. As a result of equity losses in 2020, the Company had reduced its investment balance in OVH to zero in 2020.

OSV Partners. Equity losses from SEACOR OSV Partners GP LLC and (“OSV Partners GP”) and SEACOR OSV Partners I LP LLC (collectively(“OSV Partners I, and collectively with OSV Partners GP, “OSV Partners”) were $1.2decreased by $0.2 million, lower in 2017 compared with 2016 primarily due to higher utilization and an increase in the overall day rate. On December 31, 2021, OSV Partners I merged with and intoSEACOR Offshore OSV withSEACOR Offshore OSV surviving the merger (the “Merger”). As a 2016 lossresult of $1.0the Merger, the five 201’, 1,900 tons deadweight capacity, PSVs owned by OSV Partners I are now 100% owned by the Company.

SEACOR Arabia. The decrease of $2.3 million in equity gains from SEACOR Marine Arabia was due to reduced revenues and higher operating costs.

2020 compared with 2019

MexMar. Equity earnings from MexMar decreased by $5.1 million as compared to 2019 due to an increase in the provision for doubtful accounts due to a default on a loan agreement with UP Offshore (Bahamas) Ltd (“UP Offshore”), a wholly owned subsidiary of MEXMAR Offshore.

MEXMAR Offshore. Equity losses from MEXMAR Offshore increased by $4.9 million due to losses in the Company’s proportionate sharevalue of asset impairment charges.

the investment.

58


Offshore Vessel Holdings (“OVH”). Equity losses increased by $3.2 million due to higher maintenance and repair costs, depreciation and amortization primarily due to the addition of vessels operated under financial leases and increasing financial and other expenses.

OSV Partners Equity losses from SEACOR OSV Partners GP LLC (“OSV Partners GP”) and SEACOR OSV Partners I LP LLC (“OSV Partners I, and collectively with OSV Partners GP, “OSV Partners”) increased by less than $0.1 million, primarily due to utilization.

SEACOR Grant DIS. Equity lossesChange in equity earnings from SEACOR Grant DIS LLC (“SEACOR Grant DIS”) were $1.8 million lower in 2017 compared with 2016 primarilywas due to a 2016 loss of $2.0 million for the Company’s proportionate share of asset impairment charges.

Falcon Global. In March 2017, the Company’s partner declined to participate in a capital call from Falcon Global LLC, a Marshall Islands limited liability company (“Falcon Global”) and, as a consequence, the Company obtained 100% voting control of Falcon Global in accordance with the terms of the operating agreement and consolidated the joint venture.
venture dissolution in 2019.

Dynamic Offshore Drilling. During 2017, the Company recognized an impairment charge of $8.3 million, net of tax, for an other than temporary decline in the fair value of its equityThe investment in Dynamic Offshore Drilling Ltd.Limited (“Dynamic Offshore Drilling”) upon its unsuccessful bid on was fully impaired in 2019.

SEACOR Offshore Delta (f/k/a charter renewal with a customer.

2016 compared with 2015
MexMar. Equity earningsSEACOSCO). The decrease of $5.4 million in equity losses from MexMar were $1.0 million higher during 2016 compared with 2015SEACOR Offshore Delta LLC (“SEACOR Offshore Delta”) was primarily due to fleet additionsthe acquisition of and favorable currency exchange rates.
OSV Partners. Equityconsolidation of the joint venture in lossesJuly 2020.

SEACOR Arabia. The increase of $2.1$2.3 million in equity gains from OSV Partners for 2016 were primarilySEACOR Marine Arabia was due to reduced utilization followingincreased revenues and recording of a true-up of fees related to the cold-stackingmanagement agreement with our joint venture partner of three of OSV Partners’ five vessels as a result of continued weak market conditions and a loss of $1.0$0.9 million for the Company’s proportionate share of asset impairment charges.

Sea-Cat Crewzer. Equityrecognized in earnings from Sea-Cat Crewzer LLC (“Sea-Cat Crewzer”) were $0.3 million higher during 2016 compared with 2015 primarily due to drydocking activity during 2015.

Sea-Cat Crewzer II. Equity in earnings from Sea-Cat Crewzer II LLC (“Sea-Cat Crewzer II”) were $2.1 million lower during 2016 compared with 2015 primarily due to drydocking activity during 2016.
SEACOR Grant DIS. Equity in losses of $2.1 million from SEACOR Grant DIS for 2016 were primarily due to a $2.0 million loss for the Company’s proportionate share of impairment charges.
Falcon Global. Equity in losses of $7.1 million from Falcon Global for 2016 were primarily due to an impairment charge of $6.4 million, net of tax, for an other-than-temporary decline in the fair value of the Company’s investment in Falcon Global.
2020.

Liquidity and Capital Resources

General

The Company’s ongoing liquidity requirements arise primarily from working capital needs, capital commitments and its obligations to service outstanding debt and comply with covenants under its debt facilities. The Company may use its liquidity to fund capital expenditures, make acquisitions or to make other investments. Sources of liquidity are cash balances, marketable securities, construction reserve funds and cash flows from operations. From time to time, the Company may secure additional liquidity through asset sales or the issuance of debt, shares of Common Stock or common stock of its subsidiaries, preferred stock or a combination thereof.

As of December 31, 2017,2021, the Company had unfunded capital commitments of $66.7$0.9 million that included four fast support vessels, three supply vessels and two wind farm utility vessels.for miscellaneous vessel equipment payable during 2022. The delivery dates and paymentCompany has indefinitely deferred an additional $9.4 million of certain costs (originally scheduled for payment in 2018, 2019 and 2020) for two of the fast support vessels are uncertain asorders with respect to one FSV that the Company at its option, may defer their construction for an indefinite period of time. The Company’shad previously reported as unfunded capital commitments by year of expected payment are as follows (in thousands):

2018$13,435
201921,919
202010,696
Deferred (estimated based on current construction pricing)20,697
 $66,747
Subsequent to December 31, 2017, the Company committed an additional $11.0 million ($10.1 million to be paid in 2018 and $0.9 million to be paid in 2019) to acquire two additional wind farm utility vessels and convert two of its existing supply vessels to a standby safety configuration.
commitments.

As of December 31, 2017, the Company has guaranteed certain obligations on behalf of its 50% or less owned companies for $1.8 million. See “Off-Balance Sheet Arrangements.” Subsequent to December 31, 2017, the Company committed to an investment in SEACOSCO of $27.5 million, with approximately $20.0 million payable in the first quarter of 2018 and the remaining balance due over the next 14 months.

As of December 31, 2017,2021, the Company had outstanding debt of $314.9$364.4 million, net of debt discount and issue costs. The Company’s contractual long-term debt maturities as of December 31, 2017 on an actual basis and on a proforma basis including the payment of $15.0 million for MOI debtor-in-possession obligations and a fully drawn FGUSA Credit Facility2021 are as follows (in thousands):

 

 

Actual

 

2022

 

$

31,602

 

2023

 

 

252,247

 

2024

 

 

44,334

 

2025

 

 

12,629

 

2026

 

 

11,365

 

Years subsequent to 2026

 

 

48,778

 

 

 

$

400,955

 

 Actual Proforma
2018$22,858
 $37,858
201954,533
 54,533
202010,358
 18,421
212134,989
 44,664
2022208,618
 218,293
Years subsequent to 202216,703
 120,390
 $348,059
 $494,159

As of December 31, 2017,2021, the Company held balances of cash, cash equivalents, restricted cash marketable securities and construction reserve funds totaling $157.9 million.$41.2 million compared to $36.0 million as of December 31, 2020. There was no balance in construction reserve funds as of December 31, 2021 and $4.2 million of construction reserve funds held as cash as of December 31, 2020. Additionally, the Company had $1.2 million available borrowing capacity under subsidiary credit facilities as of December 31, 2021. In January 2021, the Company received cash proceeds of $42.6 million for the sale of Windcat Workboats. In addition, as a result of the CARES Act and the entry into the Tax Refund Agreement, the Company received cash tax refunds of approximately $32.3 million (including $1.1 million of interest paid by the IRS in respect of refund payment delays due in part to the COVID-19 pandemic) in 2020 and 2021. These tax refunds are subject to the terms of the Tax Refund Agreement, which does not restrict the use of approximately $23.1 million of the refund, with the remaining $8.1 million required to be deposited into an account to be used to satisfy certain of the Company’s obligations that remain guaranteed by SEACOR Holdings. As of December 31, 2017, construction reserve funds of $45.4 million were classified as non-current assets in the accompanying condensed consolidated balance sheets as2021, the Company has applied all of the intent and abilityamount deposited to use the funds to acquire equipment. The Company may access construction reserve funds for uses not originally

satisfy these obligations in full.


intended when the funds were reserved, subject to the payment of related taxes and penalties. Additionally, the Company had $4.8 million available under subsidiary credit facilities for future capital commitments.

For the years ended December 31, the following is a summary of the Company’s cash flows (in thousands):

 

 

2021

 

 

2020

 

 

2019

 

Cash flows provided by or (used in):

 

 

 

 

 

 

 

 

 

 

 

 

Operating Activities

 

$

8,973

 

 

$

(29,722

)

 

$

1,662

 

Investing Activities

 

 

71,800

 

 

 

3,823

 

 

 

31,030

 

Financing Activities

 

 

(78,898

)

 

 

(22,599

)

 

 

(25,942

)

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

 

 

(22

)

 

 

30

 

 

 

(16,619

)

Net increase in Cash, Restricted Cash and Cash Equivalents from Discontinued Operations

 

 

(171

)

 

 

959

 

 

 

64

 

Net Increase (Decrease) in Cash, Restricted Cash and Cash Equivalents

 

$

1,682

 

 

$

(47,509

)

 

$

(9,805

)

  
 2017 2016 2015
Cash flows provided by or (used in):     
Operating Activities$34,739
 $(29,186) $20,203
Investing Activities(32,262) (16,858) (88,203)
Financing Activities(11,730) 15,590
 115,101
Effects of Exchange Rate Changes on Cash and Cash Equivalents2,178
 (2,479) (1,628)
Increase in Cash and Cash Equivalents$(7,075) $(32,933) $45,473

Operating Activities

Cash flows provided by (used in) operating activities increased by $63.9$38.7 million in 20172021 compared with 2016.2020. The biggest driver of the increase in cash flows provided by operations was the receipt of tax refunds under the CARES Act as described above and in “Note 9. Income Taxes” in the audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K. For the years ended December 31, the components of cash flows provided by (used in) continuing operating activities were as follows (in thousands):

 

 

2021

 

 

2020

 

 

2019

 

DVP:

 

 

 

 

 

 

 

 

 

 

 

 

United States, primarily Gulf of Mexico

 

$

1,847

 

 

$

(1,001

)

 

$

8,956

 

Africa and Europe, Continuing Operations

 

 

9,819

 

 

 

20,070

 

 

 

24,019

 

Middle East and Asia

 

 

10,043

 

 

 

18,712

 

 

 

24,053

 

Latin America

 

 

21,826

 

 

 

12,911

 

 

 

7,902

 

Operating, leased-in equipment

 

 

(7,456

)

 

 

(14,785

)

 

 

(19,151

)

Administrative and general (excluding provisions for bad debts and

   amortization of share awards)

 

 

(31,774

)

 

 

(35,752

)

 

 

(35,149

)

SEACOR Holdings management and guarantee fees

 

 

(7

)

 

 

(47

)

 

 

(108

)

Other, net (excluding non-cash losses)

 

 

168

 

 

 

(19

)

 

 

(1

)

Dividends received from 50% or less owned companies

 

 

5,332

 

 

 

2,117

 

 

 

2,073

 

 

 

 

9,798

 

 

 

2,206

 

 

 

12,594

 

Changes in operating assets and liabilities before interest and income taxes

 

 

(9,092

)

 

 

(9,376

)

 

 

7,324

 

Director share awards

 

 

435

 

 

 

755

 

 

 

894

 

Restricted stock vested

 

 

(272

)

 

 

(178

)

 

 

(577

)

Cash settlements on derivative transactions, net

 

 

(2,150

)

 

 

(1,331

)

 

 

(482

)

Interest paid, excluding capitalized interest (1)

 

 

(23,807

)

 

 

(21,977

)

 

 

(21,479

)

Interest received

 

 

1,302

 

 

 

1,273

 

 

 

1,389

 

Income taxes refunded, net

 

 

32,759

 

 

 

(1,094

)

 

 

1,999

 

Total cash flows (used in) provided by operating activities

 

$

8,973

 

 

$

(29,722

)

 

$

1,662

 

  
 2017 2016 2015
DVP:     
United States, primarily Gulf of Mexico$(3,767) $2,576
 $34,347
Africa, primarily West Africa5,579
 15,638
 28,171
Middle East and Asia(3,415) 18,770
 19,128
Brazil, Mexico, Central and South America6,426
 7,682
 15,226
Europe, primarily North Sea22,309
 21,622
 18,533
Operating, leased-in equipment (excluding amortization of deferred gains)(21,066) (25,776) (30,708)
Administrative and general (excluding provisions for bad debts and amortization of share awards)(56,093) (45,028) (53,085)
SEACOR Holdings management and guarantee fees(3,409) (8,015) (4,700)
Other, net (excluding non-cash losses)(6) (6) 261
Dividends received from 50% or less owned companies2,642
 777
 3,927
 (50,800) (11,760)
31,100
Changes in operating assets and liabilities before interest and income taxes6,290
 (13,565) 18,677
Purchases of marketable securities
 (22,997) (36,648)
Proceeds from sale of marketable securities51,877
 9,169
 6,471
Cash settlements on derivative transactions, net(512) (1,432) 1,256
Interest paid, excluding capitalized interest(1)
(9,216) (2,698) (22,407)
Interest received3,327
 3,873
 20,087
Income taxes refunded, net33,773
 10,224
 1,667
Total cash flows provided by (used in) operating activities$34,739
 $(29,186) $20,203
_____________________

(1)

(1)

During 2017, 20162021, 2020 and 2015,2019, capitalized interest paid and included in purchases of property and equipment for continuing operations was $3.6$0.3 million, $7.0$0.9 million, and $4.4$1.5 million, respectively.

For a detailed discussion of the Company’s financial results for the reported periods, see “Consolidated Results of Operations” included above. Changes in operating assets and liabilities before interest and income taxes are the result of the Company’s working capital requirements and settlements with SEACOR Holdings both before and after the Spin-off.

requirements.

Investing Activities

During 2017 ,2021, net cash used inprovided by investing activities was $32.3$71.8 million primarily as follows:a result of the following:

capital expenditures were $7.0 million. Equipment deliveries during the period included a total of one PSVs through construction;

Capital expenditures and payments on fair value derivative hedges were $69.4 million. Equipment deliveries during the period included six fast support vessels and five supply vessels.

the Company sold three FSVs, one PSV and set off debt payments with hull and machinery insurance proceeds from the SEACOR Power of $25.0 million, for a total of $30.1 million;

60


the Company completed the sale of Windcat Workboats for net proceeds of $38.7 million ($42.2 million cash, less $3.5 million cash held at Windcat Workboats that was included in the assets purchased by the Windcat Buyer);


the Company made investments in, and advances to, its 50% or less owned companies of $3.0;

The Company sold two liftboats, one supply vessel, one standby safety vessel, nine offshore support vessels previously retired and removed from service and other property and equipment for net proceeds of $11.2 million ($10.7 million received in 2017 and $0.5 million of previously received deposits). In addition, the Company received $0.1 million on deposit for future sales.

the Company received a distribution from its MEXMAR Offshore joint venture in the amount of $12.0 million of which $9.4 million was in excess of the Company’s investment balance of $2.6 million; and

The Company made investments in 50% or less owned companies of $5.5 million, including $2.4 million to Falcon Global and $2.3 million to OSV Partners.

the Company received $3.3 million from investments in, and advances to, its 50% or less owned companies for principal payments on the notes;

Construction reserve funds account transactions included deposits of $6.3 million and withdrawals of $39.1 million.

the Company received $0.2 million as part of an asset acquisition of a 50% or less owned company.

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 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 through the acquisition of its partners’ 50% ownership interest for $0.1 million, net of cash acquired.

During 2016,2020, net cash used inprovided by investing activities was $16.9$3.8 million primarily as follows:comprised of the following:

capital expenditures were $20.8 million. Equipment deliveries during the period included a total of four PSVs through construction;

Capital expenditures and payments on fair value derivative hedges were $101.3 million. Equipment deliveries during the period included 12 fast support vessels, two supply vessel, two wind farm utility vessels and one specialty vessel.

the Company sold two AHTS vessels and one specialty vessel previously retired and removed from service, four FSVs, one specialty vessel and one vessel under construction and other equipment for net proceeds of $21.6 million ($20.7 million cash and $0.9 million in previously received deposits);

The Company sold five supply vessels, four standby safety vessels and other property and equipment for net proceeds of $41.4 million. The Company also received $0.5 million in deposits on future property and equipment sales.

construction reserve funds account transactions included withdrawals of $9.2 million and a reclassification of $3.7 million to short-term cash deposits, which was expected to be utilized in 2021;

The Company made investments in 50% or less owned companies of $16.9 million, including $7.7 million to Falcon Global, $7.4 million to MexMar and $1.2 million to OSV Partners.

the Company completed the acquisition of its joint venture SEACOR Offshore Delta (f/k/a SEACOSCO) and as a result, the Company owns 100% of the membership interests in SEACOR Offshore Delta (f/k/a SEACOSCO). The aggregate purchase price for the membership interests was $28.2 million, $8.4 million of which was paid to the sellers at the closing of the transaction and the remainder of which will be paid over the next four years;

The Company increased its restricted cash balances by $1.2 million.

the Company made investments in, and advances to, its 50% or less owned companies of $2.2 million; and

Construction reserve funds account transactions included deposits of $27.4 million and withdrawals of $87.8 million.

the Company received $1.7 million from investments in, and advances to, its 50% or less owned companies for principal payments on the notes.

During 2015,2019, net cash used inprovided by investing activities was $88.2$31.0 million primarily as follows:comprised of the following:

capital expenditures were $44.8 million. Equipment deliveries during the period included a total of five FSVs (three purchased from managed entities, one from an outside party and one through construction); and two new construction PSVs;

Capital expenditures were $87.8 million. Equipment deliveries included three fast support vessels, one supply vessel and two wind farm utility vessels.

the Company sold six vessels removed from service (five AHTS vessels and one specialty), seven FSVs, five PSVs, three liftboats, one AHTS vessel and other equipment, resulting in $55.3 million in proceeds;

The Company sold two offshore support vessels and other property and equipment for net proceeds of $15.7 million.

proceeds from the sale of the emergency response and rescue vessels (“ERRV”) fleet, less cash retained by the purchaser was $22.3 million;

The Company made investments in 50% or less owned companies of $25.0 million, including $15.7 million to Falcon Global, $7.9 million to MexMar and $1.4 million to OSV Partners.

loans and advances to investments in 50% or less owned companies of $17.4 million, including $13.6 million to the SEACOSCO joint venture; and

The Company received $15.2 million from its 50% or less owned companies, including $15.0 million from MexMar.

net decrease in construction reserve funds of $15.2 million.

The Company acquired net third party notes receivable of $13.2 million.
Construction reserve fund account transactions included withdrawals of $24.9 million and deposits of $18.1 million.

Financing Activities

During 2017,2021, net cash used by financing activities was $11.7$78.9 million. In the period, the Company:

The Company made scheduled payments on long-term debt and other obligations of $78.1 million; and

made scheduled payments on long-term debt of $11.9 million;

the Company made payments on debt extinguishment costs of $0.8 million.

borrowed $7.1 million under the Sea-Cat Crewzer III Term Loan Facility;
incurred issuance costs on various debt facilities of $0.5 million;
purchased subsidiary shares from noncontrolling interest for $3.7 million; and

paid SEACOR Holdings $2.7 million for the distribution of SEACOR Marine restricted stock to Company personnel.

During 2016,2020, net cash providedused by financing activities was $15.6$22.6 million. In the period, the Company:

The Company made scheduled payments on long-term debt and obligations of $22.6 million.

made scheduled payments on long-term debt of $4.3 million;
borrowed $23.5 million (€21.0 million) under the Windcat Credit Facility and repaid all of Windcat Workboats’ then outstanding debt totaling $22.9 million;
borrowed $22.8 million under the Sea-Cat Crewzer III Term Loan Facility;
incurred issuance costs on various debt facilities of $3.3 million; and
made distributions to non-controlling interests of $0.2 million.

During 2015,2019, net cash providedused by financing activities was $115.1$25.9 million. In the period, the Company:

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The Company made scheduled payments on long-term debt and obligations of $24.0 million;

made net payments on advances and notes with SEACOR Holdings of $50.9

the Company purchased subsidiary shares from holders of noncontrolling interests for $3.4 million; and

issued $175.0 million of 3.75% Convertible Senior Notes and incurred $6.4 million in issuance costs;

the Company received $1.4 million from the exercise of stock options.

made other scheduled payments on long-term debt of $6.8 million; and
received net contributions from SEACOR Holdings of $5.1 million.

Short and Long-Term Liquidity Requirements

The Company’s principal liquidity requirements over the next twelve months are for working capital, to meet debt service obligations and to meet capital expenditure needs, principally payments related to the construction of new vessels. In addition, financial covenants under certain of the Company’s debt facilities require the Company to maintain minimum available liquidity (as defined in the agreements) of an aggregate of $50.0 million. The Company’s principal sources of liquidity are cash flows from operations and borrowing capacity under its subsidiaries credit facilities. The Company’s sources of liquidity may be impacted by the general condition of the markets in which it operates and the broader economy as a whole, which may affect its results of operations and thereby its cash flow from operations, as well as, limit its access to the credit and capital markets on acceptable terms, or at all. Outlook

The Company believes that a combination of cash balances on hand, construction reserve funds, cash generated from operating activities, availability under existing subsidiary financing arrangements and access to the credit and capital markets will provide sufficient liquidity to meet its obligations, including to support its capital expenditures program, working capital andneeds, debt service requirements forand covenant compliance over the next twelve months.

Off-Balance Sheet Arrangements
short to medium term. The Company continually evaluates possible acquisitions and dispositions of certain businesses and assets. The Company’s sources of liquidity may be impacted by the general condition of the markets in which it operates and the broader economy as a whole, which may limit its access to the credit and capital markets on acceptable terms. Management will continue to closely monitor the Company’s liquidity and compliance with covenants in its credit facilities specifically as it relates to the COVID-19 pandemic.

The Company's primary credit facility requires the Company to maintain a minimum of $35.0 million of cash on hand (including restricted cash) at all times. As of December 31, 2017,2021 the Company's cash balances used to test compliance with this covenant was $41.2 million. The Company believes that its currently available cash as well as cash from future operations and other sources such as asset sales and capital markets activity will be  sufficient to maintain compliance with this covenant for the foreseeable future.

While the COVID-19 pandemic has reduced the demand for the Company’s products and services, the COVID-19 pandemic has not had a material impact on the Company’s liquidity or on the Company’s ability to meet its financial maintenance covenants in its various credit facilities. However, if the effect of the COVID-19 pandemic on the Company's business becomes more severe, for example by further reducing demand for the Company’s products and services or causing customers not to make their payments on time, the Company has seven offshore support vessels, certain facilities and other equipment under lease. These leasing agreements have been classified as operating leases for financial reporting purposes and related rental fees are charged to expense over the lease terms. The leases generally contain purchase and lease renewal options or rights of first refusal with respect to the sale or lease of the equipment. The lease terms range in duration from one to four years. For information regarding the Company’s lease arrangements, see “Note 16. Commitments and Contingencies” in the audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

On occasion, the Company will guarantee certain obligations on behalf of its 50% or less owned companies. As of December 31, 2017, the Company had the following guarantees in place:
Two of the Company’s 50% or less owned companies obtained bank debt to finance the acquisition of offshore support vessels. The debt is secured by, among other things, a first preferred mortgage on the vessels. The banks also have the authority to require the Company and its partners to fund uncalled capital commitments, as defined in the partnership agreements. In such event, the Company wouldmay be required to contribute its allocable share of uncalledseek amendments to the covenant to avoid a default under the facility.

Future Cash Requirements

The Company’s primary future cash requirements will be to fund operations, debt service, capital which was $1.4 millionexpenditures, employee retirement benefit plans, and lease payment obligations. In addition, the Company may use cash in the aggregate as of December 31, 2017.

The Company guarantees certain of the outstanding charter receivables of one of its managed 50%future to make strategic acquisitions or less owned companies if a customer defaults in payment andinvestments. Specifically, the Company either failsexpects its primary cash requirements for fiscal year 2022 to take enforcement action againstbe as follows:

Debt service — We expect to make principal and interest payments of approximately $48.5 million during fiscal year 2022 under our currently outstanding debt facilities.

Capital expenditures — At this time, we do not expect to make any capital expenditures during fiscal year 2022 although if market dynamics change substantially or an appropriate opportunity arises we may determine to make such expenditures at that time.

Employee retirement benefit plans — We estimate we will make payments under our retirement benefit plans of approximately $0.8 million during fiscal year 2022.

Lease payments — We expect to make lease payments of approximately $2.3 million for our operating and finance leases during fiscal year 2022 under our currently effective leases.

In addition to the defaulting customer or fails to assign its right of recovery against the defaulting customer. As of December 31, 2017, the Company’s contingent guarantee for the outstanding charter receivables was $0.4 million.

Contractual Obligations and Commercial Commitments
Historically,matters identified above, in the ordinary course of business, SEACOR Holdings has issued guaranteesthe Company may be involved in respect of certain of the Company’s obligations, including obligations under debt instrumentslitigation, claims, government inquiries, investigations and credit facilities, sale-leaseback transactions, letters of

creditproceedings relating to commercial, employment, environmental and certain invoiced amounts for funding deficits ofregulatory matters. An unfavorable resolution in this or other matters could have a multi-employer defined benefit pension plan. As of December 31, 2017, the aggregate amount of obligations that SEACOR Holdings had guaranteedmaterial adverse effect on the Company’s behalf was $69.1 million. Pursuant to the Distribution Agreement entered into with SEACOR Holdings in connection with the Spin-off, the Company is required to use commercially reasonable efforts to cause SEACOR Holdings to be released from these guarantees in favor of a guarantee issued by the Company. To the extent the Company is unable to cause SEACOR Holdings to be released from any of these guarantees under reasonable terms, the Company pays SEACOR Holdings a guarantee fee equal to 0.5% per annum of the amount of outstanding guarantees, which declines as the guarantee obligations are settled by the Company. The Company recognized guarantee fees in connection with sale-leaseback arrangements of $0.3 million, $0.4 million and $0.1 million during 2017, 2016 and 2015, respectively, as additional leased-in equipment operating expenses. Guarantee fees paid to SEACOR Holdings for all other obligations are recognized as SEACOR Holdings guarantee fees. The Company indemnifies SEACOR Holdings in respect of any payments that SEACOR Holdings is required to make under any of these guarantees.
The following table summarizes the Company’s contractual obligations and other commercial commitments and their aggregate maturities as of December 31, 2017 (in thousands):
 Payments Due By Period
 Total 
Less than
1 Year
 1-3 Years 3-5 Years 
After
5 Years
Contractual Obligations:         
Long-term Debt (including principal and interest)(1)
$407,149
 $37,985
 $89,452
 $261,313
 $18,399
Capital Purchase Obligations(2)
66,747
 13,435
 32,615
 
 20,697
Operating Leases(3)
52,659
 16,525
 29,985
 6,149
 
Purchase Obligations(4)
2,218
 2,218
 
 
 
 528,773
 70,163
 152,052
 267,462
 39,096
Other Commercial Commitments:         
Joint Venture Guarantees(5)
1,869
 1,869
 
 
 
Letters of Credit2,751
 2,751
 
 
 
 4,620
 4,620
 
 
 
 $533,393
 $74,783
 $152,052
 $267,462
 $39,096
______________________
(1)Estimated interest payments of the Company’s borrowings are based on contractual terms and maturities, using current rates for variable instruments.
(2)Capital purchase obligations represent commitments for the purchase of property and equipment. These commitments are not recorded as liabilities on the Company’s consolidated balance sheet as of December 31, 2017 as the Company has not yet received the goods or taken title to the property.
(3)Operating leases primarily include leases of vessels and other property that have a remaining term in excess of one year.
(4)These commitments are for goods and services to be acquired in the ordinary course of business and are fulfilled by the Company’s vendors within a short period of time.
(5)See “Off-Balance Sheet Arrangements” above.
Company's future cash requirements.

Debt Securities and Credit Agreements

For a discussion of the Company’s debt securities and credit agreements, see “Note 7.8. Long-Term Debt” in the audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

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Effects of Inflation

The Company’s operations expose it to the effects of inflation. In the event that inflation becomes a significant factor in the world economy, inflationary pressures could result in increased operating and financing costs.

For example, the pressures of inflation have increased our costs of labor and may continue to do so.

Contingencies

MNOPF and MNRPF.MNRPF. Certain of the Company’s subsidiaries are participating employers in two industry-wide, multi-employer, defined benefit pension funds in the United Kingdom:U.K.: the MNOPF and the MNRPF.

The Company’s participation in the MNOPF and MNRPF began with the acquisition of the Stirling group of companies (the “Stirling Group”) in 2001 and relates to the current and former employment of certain officers employed between 1978 and ratings2002 by the CompanyStirling Group and/or Stirling’sits predecessors. The Company’s participation in the MNRPF also began with the acquisition of the Stirling Group in 2001 and relates to ratings employed by the Stirling Group and/or its predecessors from 1978 through today. Both of these plans are in deficit positions and, depending upon the results of future actuarial valuations, it is possible that the plans could experience funding deficits that will require the Company to recognize payroll related operating expenses in the periods invoices are received.

Under the direction As of a court order, any funding deficit of theDecember 31, 2021, all invoices related to MNOPF is to be remedied through funding contributions from all participating current and former employers. Prior to 2015,MNRPF have been settled in full.

On October 19, 2021, the Company was invoiced and expensed $19.4 million for


its allocated share ofinformed by the then cumulative funding deficits, including portions deemed uncollectible due to the non-existence or liquidation of certain former employers.
The cumulative funding deficitsMNRPF that two issues had been identified during a review of the MNRPF were being recovered by the applicable trustee that would potentially give rise to material additional annual contributionsliabilities for the MNRPF. The MNRPF has indicated that the investigations into these issues remain ongoing, and that further updates will be provided as significant developments arise. Should such additional liabilities require the MNRPF to collect additional funds from currentparticipating employers, it is possible that were subject to adjustment following the results of future tri-annual actuarial valuations. Prior to 2015, the Company waswill be invoiced for a portion of such funds and expensed $0.4 million for its allocated share of the then cumulative funding deficits. On February 25, 2015, the High Court approved a new deficit contribution scheme, whereby any funding deficit of the MNRPF is to be remedied through funding contributions from all participating current and former employers, in a manner similar to the operation of the MNOPF. Based on an actuarial valuation in 2014, the potential cumulative funding deficit of the MNRPF was $491.7 million (£325.0 million). On August 28, 2015, the Company was invoiced and recognizedrecognize payroll related operating expenses of $6.9 million (£4.5 million) for its allocated sharein the periods invoices are received.

SEACOR Power. On April 13, 2021, the SEACOR Power, a liftboat owned by a subsidiary of the cumulative funding deficit,Company with nineteen individuals on board, capsized off the coast of Port Fourchon, Louisiana. The incident resulted in the death of several crew members, including portions deemed uncollectible duethe captain of the vesseland five other employees of the Company. The incident also resulted in the constructive total loss of the SEACOR Power. The Company is responsible for the salvage operations related to the non-existencevessel and is coordinating these efforts with the USCG. The salvage operations are currently ongoing and the Company expects salvage costs to be covered by insurance proceeds.

The capsizing of the SEACOR Power garnered significant attention from the media as well as local, state and federal politicians. The NTSB and the USCG are currently investigating the incident to determine the cause of the incident and the Company is fully cooperating with the investigations in all respects and continues to gather information about the incident. It is expected that the NTSB and USCG investigations will take a significant period of time to complete, possibly as much as two years or liquidationlonger. Numerous civil lawsuits have been filed against the Company and other third parties by the family members of certain former employers. The invoiced amounts are payabledeceased crew members and the surviving crew members employed by the Company or by the third parties. On June 2, 2021, the Company filed a Limitation of Liability Act complaint in four installments, beginningfederal court in October 2015.

the Eastern District of Louisiana (“Limitation Action”), which has the effect of enjoining all existing civil lawsuits and requiring the plaintiffs to file their claims relating to the capsizing of the SEACOR Power in the Limitation Action. There is significant uncertainty in the amount and timing of costs and potential liabilities relating to the incident involving the SEACOR Power, the impact the incident will have on the Company’s reputation and the resulting possible impact on the Company’s business.

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

For a discussion of the Company’s transactions with related parties, see “Note 15.17. Related Party Transactions” in the audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

Critical Accounting Policies and Estimates

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

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

The Company employs the equity method of accounting for investments in 50% or less owned companies that it does not control but has the ability to exercise significant influence over the operating and financial policies of the business venture. Significant influence is generally deemed to exist if the Company has between 20% and 50% of the voting rights of a business venture but may exist when the Company’s ownership percentage is less than 20%. In certain circumstances, the Company may have an economic interest in excess of 50% but may not control and consolidate the business venture. Conversely, the Company may have an economic interest less than 50% but may control and consolidate the business venture. The Company reports its investments in and advances to these business ventures in the accompanying consolidated balance sheets as investments, at equity, and advances to 50% or less owned companies. The Company reports its share of earnings from investments in 50% or less owned companies in the accompanying consolidated statements of lossnet income (loss) as equity in earnings (losses) of 50% or less owned companies, net of tax.

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

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

Revenue Recognition. Revenue is recognized when (or as) the Company transfers promised goods or services to its customers in amounts that reflect the consideration to which the Company expects to be entitled to in exchange for those goods or services, which occurs when (or as) the Company satisfies its contractual obligations and transfers over control of the promised goods or services to its customers. The Company recognizes revenue when it is realizednet of sales taxes based on its estimates of the consideration the Company expects to receive. Costs to obtain or realizable and earned. Revenue is realized or realizable and earned when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered,


the price to the buyer is fixed or determinable, and collectability is reasonably assured. Revenue that does not meet these criteria is deferred until the criteriafulfill a contract are met.
expensed as incurred.

The Company earnsCompany’s lease revenues are primarily from the time chartercharters and bareboat charter of vessels to customers based upon daily rates of hire. Therefore, vessel revenuescharters that are recognized ratably over the lease term as services are provided, typically on a daily basis throughout the contract period.per day basis. Under a time charter, the Company provides a vessel to a customer for a set term and is responsible for all operating expenses, typically excluding fuel. Under a bareboat charter, the Company provides a vessel to a customer for a set term and the customer assumes responsibilityresponsibility.

The Company also contracts with various customers to carry out management services for vessels as agents for and on behalf of ship owners. These services include crew management, technical management, commercial management, insurance arrangements, sale and purchase of vessels, provisions and bunkering. As the manager of the vessels, the Company undertakes to use its best efforts to provide the agreed management services as agents for and on behalf of the owners in accordance with sound ship management practice and to protect and promote the interest of the owners in all operating expensesmatters relating to the provision of services thereunder. The Company also contracts with various customers to carry out management services regarding engineering for vessel construction and all riskvessel conversions. The vast majority of operation. In the U.S. Gulf of Mexico, time charter durationsship management agreements span one to three years and rates are typically established in the context of master service agreements that govern the terms and conditionsbilled on a monthly basis. The Company transfers control of the charter. From timeservice to time, the Company may also participate in pooling arrangements wherebycustomer and satisfies its performance obligation over the time charter revenues of certainterm of the Company’s vesselscontract, and therefore recognizes revenue over the term of the contract while related costs are sharedexpensed as incurred.

Concentrations of Credit Risk. The Company is exposed to concentrations of credit risk associated with its cash and cash equivalents, construction reserve funds and derivative instruments. The Company minimizes its credit risk relating to these positions by monitoring the time charter revenuesfinancial condition of certain vesselsthe financial institutions and counterparties involved and by primarily conducting business with large, well-established financial institutions and diversifying its counterparties. The Company does not currently anticipate nonperformance by any of similar type ownedits significant counterparties. The Company is also exposed to concentrations of credit risk relating to its receivables due from customers described above. The Company does not generally require collateral or other security to support its outstanding receivables. The Company minimizes its credit risk relating to receivables by non-affiliated vessel owners based upon an agreed formula.

Contract or charter durations may range from several daysperforming ongoing credit evaluations and, to several years. Longer duration charters are more common where equipment isdate, credit losses have not as readily available or specific equipment is required. In the North Sea, multi-year charters have been more common and constitute a significant portion of that market. Time charters in Asia have historically been less common and generally contracts or charters have terms of less than two years. In the Company’s other operating areas, charters vary in length from short-term to multi-year periods, many with cancellation clauses and no early termination penalty. As a result of options and frequent renewals, the stated duration of charters may have little correlation with the length of time the vessel is actually contracted to provide services to a particular customer.
material.

Trade and Other Receivables.Customers are primarilymajor integrated national and international oil companies and large independent oil and natural gas exploration and production companies. Trade customersCustomers are granted credit on a short-term basis and the related credit risks are considered minimal. Other receivables consist primarily of operating expenses incurred by the Company relatedincurs in relation to vessels it manages for others andother entities, as well as insurance and income tax receivables. The Company routinely reviews its receivables and makes provisions for probable doubtful accounts; however,the credit losses utilizing the Current Expected Credit Losses model (“CECL”). The CECL model utilizes a lifetime expected credit loss measurement objective for the recognition of credit losses for loans and other receivables at the time the financial asset is originated or acquired. However, those provisions are estimates and actual results couldmay materially differ from those estimates and those differences may be material.estimates. Trade receivables are deemed uncollectible and are removed from accounts receivable and the allowance for doubtful accountscredit losses when collection efforts have been exhausted.

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Property and Equipment. Equipment, stated at cost, is depreciated using the straight-line method over the estimated useful life of the asset to an estimated salvage value. With respect to each class of asset, the estimated useful life is based upon a newly built asset being placed into service and represents the time period beyond which it is typically not justifiable for the Company to continue to operate the asset in the same or similar manner. From time to time, the Company may acquire older assets that have already exceeded the Company’s useful life policy, in which case the Company depreciates such assets based on its best estimate of remaining useful life, typically the next survey or certification date. As of December 31, 2021, the estimated useful life (in years) of the Company’s new Offshore Support Vessels was 20 years.

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

Certain interest costs incurred during the construction of equipment are capitalized as part of the assets’ carrying values and are amortized over such assets’ estimated useful lives.

Business Combinations. For acquisitions constituting a business acquisition, the Company recognizes 100% of the fair value of assets acquired, liabilities assumed, and noncontrolling interests when the acquisition constitutes a change in control of the acquired entity. Shares issued in consideration for a business combination, contingent consideration arrangements and pre-acquisition loss and gain contingencies are all measured and recorded at their acquisition-date fair value. Subsequent changes to fair value of contingent consideration arrangements are generally reflected in earnings. Acquisition-related transaction costs are expensed as incurred and any changes in an acquirer’s existing income tax valuation allowances and tax uncertainty accruals are recorded as an adjustment to income tax expense. The operating results of entities acquired are included in the accompanying consolidated statements of income (loss) from the date of acquisition.  If an acquisition of an asset or group of assets does not meet the definition of a business, the transaction is accounted for as an asset acquisition.  The assets are measured based on their cost to the Company, including transaction costs. The acquisition cost is then allocated to the assets acquired based on their relative fair values.

Income Taxes. Deferred income tax assets and liabilities have been provided in recognition of the income tax effect attributable to the book and tax basis differences of assets and liabilities reported in the accompanying consolidated financial statements. Deferred tax assets or liabilities are provided using the enacted tax rates expected to apply to taxable income in the periods in which they are expected to be settled or realized. Interest and penalties relating to uncertain tax positions are recognized in interest expense and administrative and general, respectively, in the accompanying consolidated statements of loss. The Company records a valuation allowance to reduce its deferred tax assets if it is more likely than not that some portion or all of the deferred tax assets will not be realized.

The Global Intangible Low Taxed Income (“GILTI”) regime effectively imposes a minimum tax on worldwide foreign earnings and subjects U.S. shareholders of controlled foreign corporations (“CFCs”) to current taxation on certain income earned through a CFC. The Company has made the policy election to record any liability associated with GILTI in the period in which it is incurred.

Prior to 2017, SEACOR Marine was included in the consolidated U.S. federal income tax return of SEACOR Holdings. SEACOR Holdings’ policy for allocation of U.S. federal income taxes required its domestic subsidiaries included in the consolidated U.S. federal income tax return to compute their provision for U.S. federal income taxes on a separate company basis and settle with SEACOR Holdings.

In the normal course of business, the Company or SEACOR Holdings may be subject to challenges from tax authorities regarding the amount of taxes due for the Company. These challenges may alter the timing or amount of taxable income or deductions. As part of the calculation of income tax expense, the Company determines whether the benefits of its tax positions are at least more likely than not of being sustained based on the technical merits of the tax position. For tax positions that are more likely than not of being sustained, the Company accrues the largest amount of the tax benefit that is more likely than not of being sustained. Such accruals require management to make estimates and judgments with respect to the ultimate outcome of its tax benefits and actual results could vary materially from these estimates.

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Critical Accounting Estimates

Derivative Instruments. The Company accounts for derivatives through the use of a fair value concept whereby all of the Company’s derivative positions are stated at fair value in the accompanying consolidated balance sheets. Realized and unrealized gains and losses on derivatives not designated as hedges are reported in the accompanying consolidated statements of loss as derivative gains (losses), net. Realized and unrealized gains and losses on derivatives designated as fair value hedges are recognized as corresponding increases or decreases in the fair value of the underlying hedged item to the extent they are effective, with any ineffective portion reported in the accompanying consolidated statements of loss as derivative gains (losses), net. Realized and unrealized gains and losses on derivatives designated as cash flow hedges are reported as a component of other comprehensive loss in the accompanying consolidated statements of comprehensive loss to the extent they are effective and reclassified into earnings on the same line item associated with the hedged transaction and in the same period the hedged transaction affects earnings. Any ineffective portions of cash flow hedges are reported in the accompanying consolidated statements of loss as derivative gains (losses), net. Realized and unrealized gains and losses on derivatives designated as cash flow hedges that are entered into by the Company’s 50% or less owned companies are also reported as a component of the Company’s other comprehensive loss in proportion to the Company’s ownership percentage, with reclassifications and ineffective portions being included in equity in earnings (losses) of 50% or less owned companies, net of tax, in the accompanying consolidated statements of loss.

Concentrations of Credit Risk. The Company is exposed to concentrations of credit risk associated with its cash and cash equivalents, construction reserve funds and derivative instruments. The Company minimizes its credit risk relating to these positions by monitoring the financial condition of the financial institutions and counterparties involved and by primarily conducting business with large, well-established financial institutions and diversifying its counterparties. The Company does not currently anticipate nonperformance by any of its significant counterparties. The Company is also exposed to concentrations of credit risk relating to its receivables due from customers described above. The Company does not generally require collateral or other security to support its outstanding receivables. The Company minimizes its credit risk relating to receivables by performing ongoing credit evaluations and, to date, credit losses have not been material.
Property and Equipment. Equipment, stated at cost, is depreciated using the straight-line method over the estimated useful life of the asset to an estimated salvage value. With respect to offshore support vessels, the estimated useful life is typically based upon a newly built vessel being placed into service and represents the point at which it is typically not justifiable for the Company to continue to operate the vessel in the same or similar manner. From time to time, the Company may acquire older vessels that have already exceeded its useful life policy, in which case the Company depreciates such vessels based on its best estimate of remaining useful life, typically the next regulatory survey or certification date.

As of December 31, 2017, the estimated useful life (in years) of each of the Company’s major categories of new offshore support vessels was as follows:
Offshore Support Vessels:
Wind farm utility vessels10
All other offshore support vessels (excluding wind farm utility)20
Equipment maintenance and repair costs and the costs of routine overhauls, drydockings and inspections performed on vessels and equipment are charged to operating expense as incurred. Expenditures that extend the useful life or improve the marketing and commercial characteristics of vessels, as well as major renewals and improvements to other properties, are capitalized.
Certain interest costs incurred during the construction of vessels are capitalized as part of the vessels’ carrying values and are amortized over such vessels’ estimated useful lives.

Impairment of Long-Lived Assets.The Company performs an impairment analysis of long-lived assets used in operations, including intangible assets, when indicators of impairment are present. These indicators may include a significant decrease in the market price of a long-lived asset or asset group, a significant adverse change in the extent or manner in which a long-lived asset or asset group is being used or in its physical condition, or a current period operating or cash flow loss combined with a history of operating or cash flow losses or a forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group. If the carrying values of the assets are not recoverable, as determined by their estimated future undiscounted cash flows, the estimated fair value of the assets or asset groups are compared to their current carrying values and impairment charges are recorded if the carrying value exceeds fair value. The Company performs its testing on an asset or asset group basis. Generally, fair value is determined using valuation techniques, such as expected discountedHowever, the Company’s estimates of future undiscounted cash flows or appraisals,are highly subjective as appropriate. See “Certain Componentsutilization and rates per day worked are uncertain, especially in light of Revenuesthe continued volatility in commodity prices and Expenses–Impairments” above for a discussionthe effect COVID-19 has had on the timing of impairments.

an estimated market recovery in the offshore oil and natural gas markets and upon any such recovery, the timing and cost of reactivating cold-stacked vessels. If market conditions decline further, changes in the Company’s expectations on future cash flows may result in recognizing additional impairment charges related to its long-lived assets in future periods.

Impairment of 50% or Less Owned Companies.Investments in 50% or less owned companies are reviewed periodically to assess whether there is an other-than-temporary decline in the faircarrying value of the investment. In its evaluation, the Company considers, among other items, recent and expected financial performance and returns, impairments recorded by the investee and the capital structure of the investee. When the Company determines the estimated fair value of an investment is below carrying value and the decline is other-than-temporary, the investment is written down to its estimated fair value. Actual results may vary from the Company’s estimates due to the uncertainty regarding projected financial performance, the severity and expected duration of declines in value, and the available liquidity in the capital markets to support the continuing operations of the investee, among other factors. Although the Company believes its assumptions and estimates are reasonable, the investee’s actual performance compared with the estimates could produce different results and lead to additional impairment charges in future periods.

Business Combinations. The Company recognizes 100% of the fair value of assets acquired, liabilities assumed, and noncontrolling interests when the acquisition constitutes a change in control of the acquired entity. Shares issued in consideration for a business combination, contingent consideration arrangements and pre-acquisition loss and gain contingencies are all measured and recorded at their acquisition-date fair value. Subsequent changes to fair value of contingent consideration arrangements are generally reflected in earnings. Acquisition-related transaction costs are expensed as incurred and any changes in an acquirer’s existing income tax valuation allowances and tax uncertainty accruals are recorded as an adjustment to income tax expense. The operating results of entities acquired are included in the accompanying consolidated statements of loss from the date of acquisition.
Income Taxes. Deferred income tax assets and liabilities have been provided in recognition of the income tax effect attributable to the book and tax basis differences of assets and liabilities reported in the accompanying consolidated financial statements. Deferred tax assets or liabilities are provided using the enacted tax rates expected to apply to taxable income in the periods in which they are expected to be settled or realized. Interest and penalties relating to uncertain tax positions are recognized in interest expense and administrative and general, respectively, in the accompanying consolidated statements of loss. The Company records a valuation allowance to reduce its deferred tax assets if it is more likely than not that some portion or all of the deferred tax assets will not be realized.
Prior to the Spin-off, SEACOR Marine was included in the consolidated U.S. federal income tax return of SEACOR Holdings. SEACOR Holdings’ policy for allocation of U.S. federal income taxes required its domestic subsidiaries included in the consolidated U.S. federal income tax return to compute their provision for U.S. federal income taxes on a separate company basis and settle with SEACOR Holdings.
In the normal course of business, the Company or SEACOR Holdings may be subject to challenges from tax authorities regarding the amount of taxes due for the Company. These challenges may alter the timing or amount of taxable income or deductions. As part of the calculation of income tax expense, the Company determines whether the benefits of its tax positions are at least more likely than not of being sustained based on the technical merits of the tax position. For tax positions that are more likely than not of being sustained, the Company accrues the largest amount of the tax benefit that is more likely than not of

being sustained. Such accruals require management to make estimates and judgments with respect to the ultimate outcome of its tax benefits and actual results could vary materially from these estimates.
Deferred Gains - Vessel Sale-Leaseback Transactions and Financed Vessel Sales. From time to time, the Company enters into vessel sale-leaseback transactions with finance companies or provide seller financing on sales of its vessels to third parties or to 50% or less owned companies. A portion of the gains realized from these transactions is not immediately recognized in income and has been recorded in the accompanying consolidated balance sheets in deferred gains and other liabilities. In sale-leaseback transactions, gains are deferred to the extent of the present value of future minimum lease payments and are amortized as reductions to rental expense over the applicable lease terms. In financed vessel sales, gains are deferred to the extent that the repayment of purchase notes is dependent on the future operations of the sold vessels and are amortized based on cash received from the buyers.

66


ITEM 7A.

Item 7A.

Quantitative and Qualitative Disclosures about Market Risk

On occasion, the Company enters and settles forward currency exchange, option and future contracts with respect to various foreign currencies that are not designated as fair value hedges. These contracts enable the Company to buy currencies in the future at fixed exchange rates, which could offset possible consequences of changes in foreign exchange rates with respect to the Company’s business conducted in Europe, Africa, Brazil, Mexico, Central and SouthLatin America, the Middle East and Asia. The Company generally does not enter into contracts with forward settlement dates beyond twelve to eighteen months. As of December 31, 2017,2020 the Company had no currency contracts outstanding.

As of December 31, 2017, a subsidiary of the Company whose functional currency is the pound sterling had long-term debt of €21.0 million (£18.6 million). A 10% strengthening in the exchange rate of the euro against the pound sterling as of December 31, 2017 would result in foreign currency lossesforward contract from which we recorded a loss of $2.5 million.
The Company has foreign currency exchange risks$0.9 million related to its operations where its functional currency is the pound sterling, primarily related to vessel operationsa £31.5 million swap that are conducted from ports located in the United Kingdom. Net consolidated assets of £43.2 million ($58.0 million) are included in the Company’s consolidated balance sheets as of December 31, 2017. A 10% weakening in the exchange rate of the pound sterling against the U.S. dollar as of December 31, 2017 would increase other comprehensive loss by $5.8 million due to translation.
settled on January 12, 2021.

The Company’s outstanding debt from continuing operations is primarily in fixed interest rate instruments or variable interest rate instruments that have been fixed through corresponding interest rate swaps. Although the fair value of these debt instruments will vary with changes in interest rates,As a result, the Company’s operations are not significantly affected by interest rate fluctuations. As of December 31, 2017,2021 the Company had outstanding variable rate debt instruments (due 20182022 through 2022)2029) subject to interest rate fluctuations totaling $70.9$171.8 million that call for the Company to pay interest based on LIBOR plus applicable margins. The interest rates reset either monthly or quarterly. As of December 31, 2017,2021 the average interest rate on these variable rate borrowings was 7.0%4.3%.

As of December 31, 2017, For each 1% increase in the Company had one interestapplicable LIBOR rate, swap agreement with a notional value of $56.2 million. This agreement calls for the Company to pay a fixed interest rate of 2.1% and receiveCompany’s annual interest payments based on LIBOR. Asthe non-hedged portion of December 31, 2017, the fair market value of this interest rate swap agreement was a liability of $0.1facility would increase by approximately $1.7 million.

ITEM 8.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The consolidated financial statements and related notes are included in Part IV of this Annual Report on Form 10-K and incorporated herein by reference.

ITEM 9.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

ITEM 9A.

CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

With the participation of the Company’s principal executive officer and principal financial officer, management evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act, of 1934, as amended (the “Exchange Act”)), as of December 31, 2017.2021. Based on their evaluation, the


Company’s principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures were effective as of December 31, 2017.
2021 to provide reasonable assurance that information required to be disclosed by the Company in reports filed or submitted under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms and (ii) accumulated and communicated to the Company's management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

The Company’s disclosure controls and procedures have been designed to ensure that information required to be disclosed by the Company in the reports it files or furnishessubmits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, to allow timely decisions regarding required disclosures. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those internal control systems determined to be effective can provide only a level of reasonable assurance with respect to financial statement preparation and presentation.

67


Management’s Annual Report on Internal Control Over Financial Reporting

Management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting (as such term is defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act). The Company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles in the United States,U.S. and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directorsDirectors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements.

Internal control over financial reporting is designed to provide reasonable assurance to the Company’s management and boardBoard of directorsDirectors regarding the preparation of reliable financial statements for external purposes in accordance with generally accepted accounting principles in the United States.U.S. Because of the inherent limitations in any internal control system, no matter how well designed, misstatements may occur and not be prevented or detected. Accordingly, even effective internal control over financial reporting can provide only reasonable assurance with respect to financial statement preparation.

Management conducted an evaluation of the effectiveness of the Company’s system of internal control over financial reporting as of December 31, 20172021 based on the updated framework set forth in “Internal Control-Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework). Based on its evaluation, management concluded that, as of December 31, 2017,2021, the Company’s internal control over financial reporting was effective.

Changes in Internal Control Over Financial Reporting

The Company previously concluded that its internal control over financial reporting was not effective as of the date of the Spin-off, solely as a result of the material weaknesses in the Company’s internal control over financial reporting noted in Exhibit 99.1 to Amendment No. 3 to the Company’s Registration Statement on Form 10 filed on May 4, 2017. Prior to the Spin-off, the Company was a consolidated subsidiary of SEACOR Holdings and the Company’s system of internal controls over financial reporting was part of the broader SEACOR Holdings control system, which had material weaknesses as of December 31, 2016. Management developed and implemented a remediation plan, which included an improved approval process of certain manual journal entries, limiting access to the Company’s information technology system, and enhanced review and documentation controls relating to estimates of fair value and related impairment assessments. The Company, after completing its testing of the design and operating effectiveness of the controls included in the remediation plan, has concluded that it has remediated the previously identified material weaknesses as of December 31, 2017.
Except for the implementation of the remediation measures noted above, there were

There have been no other changes in the Company’s internal control over financial reporting (as defined in Rules 13a-15Rule 13a-15(f) and 15d-1515d-15(f) under the Exchange Act) that occurred during the three monthsquarter ended December 31, 20172021 that have materially affected, or wereare reasonably likely to materially affect, the Company’s internal control over financial reporting.

ITEM 9B.

OTHER INFORMATION

None.


68


PART III

ITEM 10.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The information required to be disclosed pursuant to this Item 10 is incorporated in its entirety herein by reference to the Company’s definitive proxy statement to be filed with the Commission pursuant to Regulation 14A within 120 days after the end of the Company’s last fiscal year.

NYSE Annual Certification. The Chief Executive Officer of the Company has previously submitted to the NYSE the annual certification required by Section 303A.12(a) of the NYSE Listed Company Manual, and there were no qualifications to such certification. SEACOR Marine Holdings Inc. has filed the certifications of its Chief Executive Officer and Chief Financial Officer required by Section 302 of the Sarbanes-Oxley Act of 2002 with the SEC as exhibits to this Form 10-K.

ITEM 11.

EXECUTIVE COMPENSATION

The information required to be disclosed pursuant to this Item 11 is incorporated in its entirety herein by reference to the “Compensation Disclosure and Analysis” and “Information Relating to the Board of Directors and Committees Thereof” portions of the Company’s definitive proxy statement to be filed with the Commission pursuant to Regulation 14A within 120 days after the end of the Company’s last fiscal year.

ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The information required to be disclosed pursuant to this Item 12 is incorporated in its entirety herein by reference to the “Security Ownership of Certain Beneficial Owners and Management” portion of the Company’s definitive proxy statement to be filed with the Commission pursuant to Regulation 14A within 120 days after the end of the Company’s last fiscal year.

ITEM 13.

The information required to be disclosed pursuant to this Item 13 is incorporated in its entirety herein by reference to the “Certain Relationships and Related Transactions” portion of the Company’s definitive proxy statement to be filed with the Commission pursuant to Regulation 14A within 120 days after the end of the Company’s last fiscal year.

ITEM 14.

PRINCIPAL ACCOUNTING FEES AND SERVICES

The information required to be disclosed pursuant to this Item 14 is incorporated in its entirety herein by reference to the “Ratification or Appointment of Independent Auditors” portion of the Company’s definitive proxy statement to be filed with the Commission pursuant to Regulation 14A within 120 days after the end of the Company’s last fiscal year.


69


PART IV

ITEM 15.

EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a)

(a)

Documents filed as part of this report:

1. and 2. Financial Statements and Financial Statement Schedules - See Index to Financial Statements of this Annual Report on Form 10-K. In accordance with Regulation S-X Rule 3-09, the financial statements of Mantenimiento Express Maritimo A.S.P.A. de C.V. (“MexMar”) for the years ended December 31, 2017, 2016 and 2015 will be filed by amendment within six months after MexMar’s year ended December 31, 2017.

3.

2. Exhibits

Exhibit

Number

Description

Exhibit
Number

2.1*

Description
2.1*

2.2*

2.2*

Joint Venture Contribution and FormationMerger Agreement, dated August 10, 2017, by and betweenDecember 22, 2021, among SEACOR LBMarine Holdings Inc., SEACOR Offshore OSV LLC and Montco Offshore, Inc.SEACOR OSV Partners I LP (incorporated herein by reference to Exhibit 2.1 of SEACOR Marine HoldingsHolding Inc.’s Periodic Report on Form 8-K filed with the Commission on August 11, 2017December 22, 2022 (File No. 001-37966)).

3.1*

3.1*

SecondThird Amended and Restated CertificateArticles of Incorporation of SEACOR Marine Holdings Inc. (incorporated herein by reference to Exhibit 10.1 of SEACOR Marine Holdings Inc.’s Quarterly Report on Form 10-Q filed with the Commission on August 7, 2019 (File No. 001-37966)).

3.2*

Third Amended and Restated Bylaws of SEACOR Marine Holdings Inc. (incorporated herein by reference to Exhibit 3.1 of SEACOR Marine Holdings Inc.’s Amendment No. 1 to its Registration StatementCurrent Report on Form 108-K filed with the Commission on February 10, 2017March 19, 2019 (File No. 001-37966)).

3.2*

4.1*

4.2*

4.2*

Amendment No. 1 dated March 3, 2017 to the Note Purchase Agreement dated as of November 30, 2015, by and among SEACOR Marine Holdings Inc. and the Purchasers of the 3.75% Subsidiary Convertible Senior Notes (incorporated herein by reference to Exhibit 10.1 of SEACOR Holdings Inc.’s Current Report on Form 8-K filed with the Commission on March 3, 2017 (File No. 001-112289)).

4.3*

4.3*

Investment Agreement dated November 30, 2015, by and among SEACOR Holdings Inc., SEACOR Marine Holdings Inc. and the Investors named therein (the “Investment Agreement”) (incorporated herein by reference to Exhibit 4.5 of SEACOR Holdings Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015 filed with the Commission on February 29, 2016 (File No. 001-112289)).

4.4*

4.4*

Registration Rights Agreement dated November 30, 2015, by and among SEACOR Marine Holdings Inc. and the holders of the 3.75% Convertible Senior Notes from time-to-time party thereto (incorporated herein by reference to Exhibit 4.7 of SEACOR Holdings Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015 filed with the Commission on February 29, 2016 (File No. 001-112289)).

4.5*

4.5*

LoanRegistration Rights Agreement, dated as of August 3, 2015,January 9, 2019 by and among Falcon Global LLC, Falcon PearlSEACOR Marine Holdings, Inc., McCall Properties, LLC and Falcon Diamond LLC, as joint and several borrowers, DNB Markets, Inc., Clifford Capital PTE. Ltd. and NIBC Band N.V. as mandated lead arrangers and DNB Markets, Inc. as book runner and DNB Bank ASA, New York Branch, as Facility Agent and Security Trustee and the financial institutions identified on Schedule 1 thereto, as Lenders.Members of the Sellers listed therein (incorporated herein by reference to Exhibit 4.54.1 of SEACOR Marine Holdings Inc.’s Amendment No. 3 to its Registration StatementCurrent Report on Form 108-K filed with the Commission on May 4, 2017January 11, 2010 (File No. 001-37966)).

4.6*

4.6*

Waiver Letter AgreementWarrant, originally issued by and between DNB Bank ASA, as Facility Agent, Security Trustee and Swap Bank, DNB Capital LLC, as lender, Clifford Capital PTE. LTD., as lender, NIBC Bank N.V., as lender and swap bank, Falcon Global LLC, as a borrower, Falcon Pearl LLC, as a borrower, Falcon Diamond, as a borrower, SEACOR Marine Holdings Inc., as a guarantor and SEACOR LB Offshore (MI) LLC, as a pledgorto CEOF II Coinvestment B (DE), L.P., on May 2, 2018, (incorporated herein by reference to Exhibit 10.14.10 of SEACOR Marine Holdings Inc.’s Shelf Registration on Form S-3 filed with the Commission on June 15, 2018 (File No. 333-225686)).

4.7*

Warrant, originally issued by SEACOR Marine Holdings Inc., to CEOF II DE I AIV, L.P., on May 2, 2018, (incorporated herein by reference to Exhibit 4.8 of SEACOR Marine Holdings Inc.’s Shelf Registration on Form S-3 filed with the Commission on June 15, 2018 (File No. 333-225686)).

4.8*

Warrant, originally issued by SEACOR Marine Holdings Inc., to CEOF II Coinvestment (DE), L.P., on May 2, 2018, (incorporated herein by reference to Exhibit 4.9 of SEACOR Marine Holdings Inc.’s Shelf Registration on Form S-3 filed with the Commission on June 15, 2018 (File No. 333-225686)).

70



Exhibit
Number

4.10*

Description
4.7*
10.1*
10.2*

10.3*

10.4*

4.11*

10.1*

Tax Matters Agreement, dated as of May 10, 2017, by and between SEACOR Holdings Inc. and SEACOR Marine Holdings Inc. (incorporated herein by reference to Exhibit 10.5 of SEACOR Holdings Inc.’s Current Report on Form 8-K filed with the Commission on May 12, 2017 (File No. 001-12289)).

10.5*+

 10.2*+

SEACOR Marine Holdings Inc. 2017 Equity Incentive Plan. (incorporated herein by reference to Exhibit 10.6 of SEACOR Marine Holdings Inc.’s Periodic Report on Form 8-K filed with the Commission on May 12, 2017 (File No. 001-37966)).

10.6*+

 10.3*+

SEACOR Marine Holdings Inc. 2017 Employee Stock Purchase Plan. (incorporated herein by reference to Exhibit 10.7 of SEACOR Marine Holdings Inc.’s Periodic Report on Form 8-K filed with the Commission on May 12, 2017 (File No. 001-37966)).

10.7*+

 10.4*+

Form of Indemnification Agreement between SEACOR Marine Holdings Inc. and individual officers and directors. (incorporated herein by reference to Exhibit 10.7 of SEACOR Marine Holdings Inc.’s Amendment No. 1 to its Registration Statement on Form 10 filed with the Commission on February 10, 2017 (File No. 001-37966)).

10.8*

 10.5*

Letter Agreement related to the Investment Agreement dated November 30, 2015 (incorporated herein by reference to Exhibit 10.8 of SEACOR Marine Holdings Inc.’s Amendment No. 3 to its Registration Statement on Form 10 filed with the Commission on May 4, 2017 (File No. 001-37966)).

10.9*+

 10.6*+

Form of Stock Option Grant Agreement under the SEACOR Marine Holdings Inc. 2017 Equity Incentive Plan (incorporated herein by reference to Exhibit 99.2 of SEACOR Marine Holdings Inc.’s S-8 filed with the Commission on November 20, 2017 (File No. 001-37966)).

10.10*+

 10.7*+

Form of Restricted Stock Grant Agreement under the SEACOR Marine Holdings Inc. 2017 Equity Incentive Plan (incorporated herein by reference to Exhibit 99.3 of SEACOR Marine Holdings Inc.’s S-8 filed with the Commission on November 20, 2017 (File No. 001-37966)).

10.11+

10.12+

 10.8*+

16.1*

 10.9+

Compensation of Non-Employee Directors

 10.10*

Credit Agreement, dated September 26, 2018, by and among SEACOR Marine Foreign Holdings Inc., SEACOR Marine Holdings Inc., the Entities Identified on Schedule 1-A thereto, DNB Bank ASA, New York Branch, the Financial Institutions identified on Schedule 1b, DNB Markets, Inc., Clifford Capital Pte. Ltd. And NIBC Bank N.V. and DNB Markets, Inc., (incorporated herein by reference to Exhibit 10.1 of SEACOR Marine Holdings Inc.’s Quarterly Report on Form 10-Q filed with the Commission on November 13, 2018 (File No. 1-37966)).

 10.11*

Guaranty, dated September 26, 2018, by SEACOR Marine Holdings Inc. in favor of DNB Bank ASA, New York Branch (incorporated herein by reference to Exhibit 10.2 of SEACOR Marine Holdings Inc.’s Quarterly Report on Form 10-Q filed with the Commission on November 13, 2018 (File No. 1-37966)).

 10.12*+

Form of Director Stock Option Grant Agreement Pursuant to the SEACOR Marine Holdings Inc. 2017 Equity Incentive Plan, between SEACOR Marine Holdings Inc., and the non-employee director specified therein, (incorporated herein by reference to Exhibit 10.4 of SEACOR Marine Holdings Inc.’s Quarterly Report on Form 10-Q filed with the Commission on August 9, 2018 (File No. 1-37966)).

 10.13*

Subscription Agreement, dated as of April 20, 2018, by and among SEACOR Marine Holdings Inc., the Purchasers named on Schedule A thereto, (incorporated herein by reference to Exhibit 10.5 of SEACOR Marine Holdings Inc.’s Quarterly Report on Form 10-Q filed with the Commission on May 10, 2018 (File No. 1-37966)).

71


Exhibit

Number

Description

 10.14*

Amendment and Exchange Agreement, dated as of May 2, 2018, by and among SEACOR Marine Holdings Inc., CEOF II DE I AIV, L.P., CEOF II COINVESTMENT (DE), L.P. and CEOF II COINVESTMENT B (DE), L.P., (incorporated herein by reference to Exhibit 10.1 of SEACOR Marine Holdings Inc.’s Current Report on Form 8-K filed with the Commission on June 15, 2017May 2, 2018 (File No. 001-37966)).

21.1

 10.15*+

Employment Agreement, dated November 5, 2019, between SEACOR Marine Holdings Inc. and John Gellert (incorporated herein by reference to Exhibit 10.2 of SEACOR Marine Holdings Inc.’s Quarterly Report on Form 10-Q filed with the Commission on November 12, 2019 (File No. 001-37966)).

10.16*+

Employment Agreement, dated November 5, 2019, between SEACOR Marine Holdings Inc. and Jesús Llorca (incorporated herein by reference to Exhibit 10.3 of SEACOR Marine Holdings Inc.’s Quarterly Report on Form 10-Q filed with the Commission on November 12, 2019 (File No. 001-37966)).

10.17*+

Employment Agreement, dated November 5, 2019, between SEACOR Marine Holdings Inc. and Gregory Rossmiller (incorporated herein by reference to Exhibit 10.4 of SEACOR Marine Holdings Inc.’s Quarterly Report on Form 10-Q filed with the Commission on November 12, 2019 (File No. 001-37966)).

10.18*+

Employment Agreement, dated November 5, 2019, between SEACOR Marine Holdings Inc. and Andrew H. Everett II (incorporated herein by reference to Exhibit 10.5 of SEACOR Marine Holdings Inc.’s Quarterly Report on Form 10-Q filed with the Commission on November 12, 2019 (File No. 001-37966)).

10.19*

Amendment No. 1 to Credit Agreement and Parent Guaranty, dated as of August 6, 2019, by and among SEACOR Marine Foreign Holdings Inc., SEACOR Marine Holdings Inc., DNB Bank ASA, New York Branch, DNB Markets Inc., Clifford Capital Pte. Ltd, NIBC Bank N.V. and entities identified on schedules to the Amendment No. 1. (incorporated herein by reference to Exhibit 10.3 of SEACOR Marine Holdings Inc.’s Quarterly Report on Form 10-Q filed with the Commission on August 7, 2019 (File No. 001-37966)).

10.20*

Agreement for the Sale and Purchase of the Share Capital of Boston Putford Offshore Safety Limited, dated as of November 1, 2019, by and among SEACOR Capital (UK) Limited, SEACOR Marine (Guernsey) Limited, Putford Phoenix Limited, Putford Defender Limited, Stirling Offshore Limited, North Star Holdco Limited and SEACOR Marine Holdings Inc. (incorporated herein by reference to Exhibit 10.1 of SEACOR Marine Holdings Inc.’s Quarterly Report on Form 10-Q filed with the Commission on November 12, 2019 (File No. 001-37966)).

10.21*

Amendment No. 2 to Credit Agreement, dated as of November 26, 2019, by and among SEACOR Marine Foreign Holdings Inc., SEACOR Marine Holdings Inc., DNB Bank ASA, New York Branch, DNB Markets Inc., Clifford Capital Pte, Ltd, NIBC Bank N.V. and entities identified on schedules to the Amendment No. 2. (incorporated herein by reference to Exhibit 10.1 of SEACOR Marine Holdings Inc.’s Current Report on Form 8-K filed with the Commission on December 3, 2019 (File No. 001-37966)).

10.22*

Sale and Purchase Agreement, dated May 31, 2020, by and between China Shipping Fan Tai Limited, China Shipping Industry (Hong Kong) Co. Limited and SEACOR Offshore Asia LLC (incorporated herein by reference to Exhibit 10.1 of SEACOR Marine Holdings Inc.’s Form 8-K filed with the Commission on June 4, 2020 (File No. 001-37966)).

10.23*

Parent Guarantee, dated May 31, 2020, by SEACOR Marine Holdings Inc. in favour of China Shipping Fan Tai Limited and China Shipping Industry (Hong Kong) Co., Limited (incorporated herein by reference to Exhibit 10.2 of SEACOR Marine Holdings Inc.’s Form 8-K filed with the Commission on June 4, 2020 (File No. 001-37966)).

10.24*

Form of Parent Guarantee by SEACOR Marine Holdings Inc. and COSCO Shipping Heavy Industry (Guangdong) Co., Ltd (incorporated herein by reference to Exhibit 10.3 of SEACOR Marine Holdings Inc.’s Form 8-K filed with the Commission on June 4, 2020 (File No. 001-37966).

10.25*

Tax Refund and Indemnification Agreement, dated as of June 26, 2020, by and between SEACOR Marine Holdings Inc. and SEACOR Holdings Inc. (incorporated herein by reference to Exhibit 10.1 of SEACOR Marine Holdings Inc.’s Form 8-K filed with the Commission on June 29, 2020 (File No. 001-37966)).

10.26*

Amendment No. 3 to Credit Agreement and Parent Guaranty, dated as of June 29, 2020, by and among SEACOR Marine Foreign Holdings Inc., SEACOR Marine Holdings Inc., DNB Bank ASA, New York Branch, DNB Capital LLC, Clifford Capital Pte, Ltd, Hancock Whitney Bank, Citicorp North America, Inc., and the entities identified on schedules thereto (incorporated herein by reference to Exhibit 10.1 of SEACOR Marine Holdings Inc.’s Form 8-K filed with the Commission on July 6, 2020 (File No. 001-37966)).

72


Exhibit

Number

Description

10.27*

Agreement for the Sale and Purchase of the Share Capital of Windcat Workboats Holdings Limited, dated December 18, 2020, by and among Seabulk Overseas Transport, Inc., CMB N.V. and SEACOR Marine Holdings Inc. (incorporated herein by reference to Exhibit 10.1 of SEACOR Marine Holdings Inc.’s Form 8-K filed with the Commission on December 18, 2020 (File No. 001-37966)).

10.28*

Letter Agreement, dated December 18, 2020, by and among SEACOR Marine Foreign Holdings Inc., SEACOR Marine Holdings Inc. and DNB Bank ASA, New York Branch, as facility agent and on behalf of the majority lenders (incorporated herein by reference to Exhibit 10.2 of SEACOR Marine Holdings Inc.’s Form 8-K filed with the Commission on December 18, 2020 (File No. 001-37966)).

10.29*+

SEACOR Marine Holdings Inc. 2020 Equity Incentive Plan (incorporated by reference to Annex A of SEACOR Marine Holding Inc.’s definitive proxy statement on Schedule 14A as filed with the Commission on April 22, 2020 (SEC File No. 001-37966)).

10.30*+

Form of Restricted Stock Grant Agreement under the SEACOR Marine Holdings Inc. 2020 Equity Incentive Plan (incorporated herein by reference toExhibit 10.40 of SEACOR Holdings Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020 filed with the Commission on March 11, 2021 (File No. 1-37966)).

10.31*+

Form of Stock Option Grant Agreement under the SEACOR Marine Holdings Inc. 2020 Equity Incentive Plan (incorporated herein by reference to Exhibit 10.41 of SEACOR Holdings Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020 filed with the Commission on March 11, 2021 (File No. 1-37966)).

10.32*+

Form of Performance Restricted Stock Unit Grant Agreement under the SEACOR Marine Holdings Inc. 2020 Equity Incentive Plan (incorporated herein by reference to Exhibit 10.42 of SEACOR Holdings Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020 filed with the Commission on March 11, 2021 (File No. 1-37966)).

10.33*+

Form of Director Stock Option Agreement under the SEACOR Marine Holdings Inc. 2020 Equity Incentive Plan (incorporated herein by reference to Exhibit 10.43 of SEACOR Holdings Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020 filed with the Commission on March 11, 2021 (File No. 1-37966)).

10.34*

Second Amendment and Conditional Payoff Agreement, dated June 10, 2021, by and among Falcon Global USA LLC, the other loan parties, SEACOR Marine Holdings Inc., JPMorgan Chase Bank, N.A., as administrative agent for the lenders, and the lenders party thereto (incorporated herein by reference to Exhibit 10.1 of SEACOR Marine Holdings Inc.’s Form 8-K filed with the Commission on June 11, 2021 (File No. 001-37966)).

10.35*

Conditional Payoff Guaranty, dated June 10, 2021, by and between SEACOR Marine Holdings Inc., as guarantor, and JPMorgan Chase Bank, N.A., as administrative agent for the lenders (incorporated herein by reference to Exhibit 10.2 of SEACOR Marine Holdings Inc.’s Form 8-K filed with the Commission on June 11, 2021 (File No. 001-37966)).

10.36*+

Form of Director Restricted Stock Grant Agreement under the SEACOR Marine Holdings Inc. 2020 Equity Incentive Plan (incorporated herein by reference to Exhibit 10.3 of SEACOR Marine Holdings Inc.’s Quarterly Report on Form 10-Q filed with the Commission on August 4, 2021 (File No. 1-37966)).

10.37

Second Amended and Restated Credit Facility Agreement, dated as of December 31, 2021, by and among SEACOR Offshore OSV LLC, the other borrowers thereunder, DNB Bank ASA, New York Branch, DNB Markets, Inc., DNB Capital LLC and Comerica Bank.

10.38

Guaranty, dated as of December 31, 2021, by SEACOR Marine Holdings Inc. in favor of DNB Bank ASA, New York Branch, as security trustee.

21.1

List of subsidiaries of SEACOR Marine Holdings Inc.

23.1

23.1

Consent of Grant Thornton LLP

23.2

31.1

31.2

31.2

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

32

32

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

73


Exhibit

Number

Description

101.INS**

Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH**

Inline XBRL Taxonomy Extension Schema

101.CAL**

Inline XBRL Taxonomy Extension Calculation Linkbase


Exhibit
Number

101.DEF**

Description
101.DEF**

Inline XBRL Taxonomy Extension Definition Linkbase

101.LAB**

Inline XBRL Taxonomy Extension Label Linkbase

101.PRE**

Inline XBRL Taxonomy Extension Presentation Linkbase

104

The cover page for the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, has been formatted in Inline XBRL.

*

Incorporated by reference.

+

*Incorporated by reference.
+

Management contract or compensatory plan or arrangement.

**

**

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.



SIGNATURES

Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the registrant has duly caused this Annual Report on Form 10-K for the fiscal year ended December 31, 2017,2021, to be signed on its behalf by the undersigned, and in the capacities indicated, thereunto duly authorized.

SEACOR Marine Holdings Inc. (Registrant)

By:

/s/ MATTHEW CENAC

By:

/s/ Jesús Llorca

Matthew Cenac,

Jesús Llorca, Executive Vice President and Chief

Financial Officer

(Principal Financial Officer)

Date: March 22, 2018

10, 2022

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signer

Title

Date

Signer

/s/ John Gellert

Title

President, Chief Executive Officer and Director

Date

March 10, 2022

John Gellert

(Principal Executive Officer)

/s/ MATTHEW CENACJesús Llorca

Executive Vice President and

Chief Financial Officer

March 10, 2022

Jesús Llorca

(Principal Financial Officer)

/s/ Gregory S. Rossmiller

Senior Vice President and Chief Accounting Officer

March 10, 2022

Gregory S. Rossmiller

(Principal Accounting Officer)

March 22, 2018

Matthew Cenac

/s/ JOHN GELLERTAndrew R. Morse

President, Chief Executive Officer
and Director
(Principal Executive Officer)
March 22, 2018
John Gellert
/s/ Charles Fabrikant

Non-Executive Chairman of the Board

March 22, 201810, 2022

Charles Fabrikant
/s/

Andrew R. Morse

Director

March 22, 2018

Andrew R. Morse

/s/ R. Christopher Regan

Director

March 22, 201810, 2022

R. Christopher Regan

/s/ Evan Behrens

Director

March 22, 2018

Evan Behrens

/s/ Alfredo Miguel Bejos

Director

March 10, 2022

/s/ Ferris Hussein

Alfredo Miguel Bejos

Director

March 22, 2018

Ferris Hussein

/s/ Julie Persily

Director

March 10, 2022

Julie Persily


INDEX TO FINANCIAL STATEMENTS



SEACOR MARINE HOLDINGS INC

Page

SEACOR MARINE HOLDINGS INC

AUDITED CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULE:

(PCAOB ID Number 248)

77

Audited Consolidated Financial Statements:

78

Consolidated Statements of Income (Loss) for the years ended December 31, 20172021, 2020, and 20162019

79

80

Financial Statement Schedule:

122

Except for the Financial Statement Schedule set forth above, all other required schedules have been omitted since the information is either included in the consolidated financial statements, not applicable or not required.



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors and Shareholders

Stockholders

SEACOR Marine Holdings Inc.

Opinion on the financial statements

We have audited the accompanying consolidated balance sheetsheets of SEACOR Marine Holdings Inc. (a Delaware corporation) and subsidiaries (the “Company”) as of December 31, 2017,2021 and 2020, the related consolidated statements of loss,income (loss), comprehensive income (loss), changes in equity, and cash flows for yeareach of the three years in the period ended December 31, 2017,2021, and the related notes and schedule (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2017,2021 and 2020, and the results of its operations and its cash flows for each of the yearthree years in the period ended December 31, 2017,2021, in conformity with accounting principles generally accepted in the United States of America.

Basis for opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audit.audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our auditaudits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our auditaudits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our auditaudits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence supportingregarding the amounts and disclosures in the financial statements. Our auditaudits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit providesaudits provide a reasonable basis for our opinion.

/s/ GRANT THORNTON LLP


We have served as the Company’s auditor since 2017.

Houston, Texas

March 10, 2022


Houston, Texas
March 22, 2018


Report of Independent Registered Certified Public Accounting Firm

The Board of Directors and Stockholders of SEACOR Marine Holdings Inc.
We have audited the accompanying consolidated balance sheet of SEACOR Marine Holdings Inc. as of December 31, 2016, and the related consolidated statements of loss, comprehensive loss, changes in equity and cash flows for the years ended December 31, 2016 and 2015. Our audits also included the financial statement schedule listed in the Index at Item 15(a) for the years ended December 31, 2016 and 2015. These financial statements and schedule are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements and schedule based on our audits. We did not audit the 2015 financial statements of Mantenimiento Express Maritimo, S.A.P.I de C.V, a corporation in which the Company has a 49% interest. In the consolidated financial statements, the Company’s equity in the net income of Mantenimiento Express Maritimo, S.A.P.I de C.V is stated at $5,650,000 for the year ended December 31, 2015. Those statements were audited by other auditors whose report has been furnished to us, and our opinion on the Company’s 2015 consolidated financial statements, insofar as it relates to the amounts included for Mantenimiento Express Maritimo, S.A.P.I de C.V, is based solely on the report of the other auditors.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States) and in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Company’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits and the report of other auditors provide a reasonable basis for our opinion.
In our opinion, based on our audits, and for 2015 the report of other auditors, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of SEACOR Marine Holdings Inc. at December 31, 2016, and the consolidated results of its operations and its cash flows for the years ended December 31, 2016 and 2015, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedule, when considered in relation to the basic financial statements taken as a whole, presents fairly in all material respects the information set forth therein.


/s/ Ernst & Young LLP


Boca Raton, Florida
April 27, 2017

SEACOR MARINE HOLDINGS INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

 

 

December 31,

 

 

 

2021

 

 

2020

 

ASSETS

 

 

 

 

 

 

 

 

Current Assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

37,619

 

 

$

32,666

 

Restricted cash

 

 

3,601

 

 

 

3,352

 

Receivables:

 

 

 

 

 

 

 

 

Trade, net of allowance for credit loss accounts of $1,312 and $582 in 2021 and 2020, respectively

 

 

55,544

 

 

 

45,325

 

Other

 

 

6,118

 

 

 

10,924

 

Receivable from SEACOR Holdings

 

 

 

 

 

18,832

 

Tax receivable

 

 

1,238

 

 

 

13,556

 

Inventories

 

 

928

 

 

 

576

 

Prepaid expenses and other

 

 

3,730

 

 

 

3,230

 

Assets held for sale

 

 

 

 

 

50,235

 

Total current assets

 

 

108,778

 

 

 

178,696

 

Property and Equipment:

 

 

 

 

 

 

 

 

Historical cost

 

 

1,025,284

 

 

 

1,012,873

 

Accumulated depreciation

 

 

(317,297

)

 

 

(291,538

)

 

 

 

707,987

 

 

 

721,335

 

Construction in progress

 

 

15,531

 

 

 

32,327

 

Net property and equipment

 

 

723,518

 

 

 

753,662

 

Right-of-use asset - operating leases

 

 

6,608

 

 

 

7,134

 

Right-of-use asset - finance leases

 

 

100

 

 

 

129

 

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

 

 

71,727

 

 

 

75,308

 

Other assets

 

 

1,771

 

 

 

2,734

 

Total assets

 

$

912,502

 

 

$

1,017,663

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

 

 

Current Liabilities:

 

 

 

 

 

 

 

 

Current portion of operating lease liabilities

 

$

1,986

 

 

$

7,030

 

Current portion of finance lease liabilities

 

 

33

 

 

 

36

 

Current portion of long-term debt:

 

 

 

 

 

 

 

 

Recourse

 

 

31,602

 

 

 

26,734

 

Non-recourse

 

 

 

 

 

5,643

 

Accounts payable and accrued expenses

 

 

28,419

 

 

 

29,967

 

Due to SEACOR Holdings

 

 

274

 

 

 

 

Accrued wages and benefits

 

 

3,711

 

 

 

1,744

 

Accrued interest

 

 

2,273

 

 

 

1,664

 

Accrued capital, repair and maintenance expenditures

 

 

2,438

 

 

 

11,328

 

Deferred revenue and unearned revenue

 

 

1,606

 

 

 

4,452

 

Accrued insurance deductibles and premiums

 

 

2,720

 

 

 

2,274

 

Accrued professional fees

 

 

1,214

 

 

 

975

 

Derivatives

 

 

1,831

 

 

 

4,591

 

Other current liabilities

 

 

6,558

 

 

 

4,439

 

Liabilities held for sale

 

 

 

 

 

30,927

 

Total current liabilities

 

 

84,665

 

 

 

131,804

 

Long-term operating lease liabilities

 

 

4,885

 

 

 

4,345

 

Long-term finance lease liabilities

 

 

76

 

 

 

105

 

Long-term Debt:

 

 

 

 

 

 

 

 

Recourse

 

 

327,300

 

 

 

328,690

 

Non-recourse

 

 

5,462

 

 

 

111,820

 

Conversion option liability on convertible senior notes

 

 

 

 

 

2

 

Deferred income taxes

 

 

40,682

 

 

 

35,822

 

Deferred gains and other liabilities

 

 

2,891

 

 

 

3,239

 

Total liabilities

 

 

465,961

 

 

 

615,827

 

Equity:

 

 

 

 

 

 

 

 

SEACOR Marine Holdings Inc. stockholders' equity:

 

 

 

 

 

 

 

 

Common stock, $.01 par value, 60,000,000 shares authorized; 26,120,124

   and 23,504,050 shares issued in 2021 and 2020, respectively

 

 

262

 

 

 

235

 

Additional paid-in capital

 

 

461,931

 

 

 

451,179

 

Accumulated deficit

 

 

(22,907

)

 

 

(51,839

)

Shares held in treasury of 127,887 and 73,284 in 2021 and 2020, respectively, at cost

 

 

(1,120

)

 

 

(848

)

Accumulated other comprehensive income, net of tax

 

 

8,055

 

 

 

2,790

 

 

 

 

446,221

 

 

 

401,517

 

Noncontrolling interests in subsidiaries

 

 

320

 

 

 

319

 

Total equity

 

 

446,541

 

 

 

401,836

 

Total liabilities and equity

 

$

912,502

 

 

$

1,017,663

 

 December 31,
 2017 2016
ASSETS   
Current Assets:   
Cash and cash equivalents$110,234
 $117,309
Restricted cash2,317
 1,462
Marketable securities
 40,139
Receivables:   
Trade, net of allowance for doubtful accounts of $4,039 and $5,359 in 2017 and 2016, respectively45,616
 44,830
Due from SEACOR Holdings
 19,102
Other12,341
 21,316
Inventories3,756
 3,058
Prepaid expenses and other3,026
 3,349
Total current assets177,290
 250,565
Property and Equipment:   
Historical cost1,179,836
 958,759
Accumulated depreciation(560,160) (540,619)
 619,676
 418,140
Construction in progress70,157
 123,801
Net property and equipment689,833
 541,941
Investments, at Equity, and Advances to 50% or Less Owned Companies92,169
 138,311
Construction Reserve Funds45,361
 78,209
Other Assets3,851
 6,093
 $1,008,504
 $1,015,119
LIABILITIES AND EQUITY   
Current Liabilities:   
Current portion of long-term debt$22,858
 $20,400
Accounts payable and accrued expenses24,024
 25,969
Due to SEACOR Holdings1,358
 
Accrued wages and benefits5,087
 4,862
Accrued income taxes4,290
 5,554
Accrued capital, repair and maintenance expenditures19,618
 8,573
Deferred revenues10,104
 6,953
Other current liabilities11,879
 8,705
Total current liabilities99,218
 81,016
Long-Term Debt292,041
 217,805
Conversion Option Liability on 3.75% Convertible Senior Notes6,832
 
Deferred Income Taxes55,506
 124,945
Deferred Gains and Other Liabilities31,741
 41,198
Total liabilities485,338
 464,964
Equity:   
SEACOR Holdings Inc. stockholders’ equity:   
Preferred stock, $.01 par value, 10,000,000 shares authorized; none issued nor outstanding
 
Common stock, $.01 par value, 60,000,000 shares authorized; 17,675,356 and 17,671,356 shares issued in 2017 and 2016, respectively177
 177
Additional paid-in capital303,996
 306,359
Retained earnings216,511
 249,412
Accumulated other comprehensive loss, net of tax(12,493) (11,337)
 508,191
 544,611
Noncontrolling interests in subsidiaries14,975
 5,544
Total equity523,166
 550,155
 $1,008,504
 $1,015,119


The accompanying notes are an integral part of these consolidated financial statements

and should be read in conjunction herewith.

78


SEACOR MARINE HOLDINGS INC.

CONSOLIDATED STATEMENTS OF LOSS

INCOME (LOSS)

(in thousands, except share data)

 

 

For the years ended December 31,

 

 

 

2021

 

 

2020

 

 

2019

 

Operating Revenues

 

$

170,941

 

 

$

141,837

 

 

$

174,453

 

Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Operating

 

 

127,406

 

 

 

91,145

 

 

 

109,523

 

Administrative and general

 

 

37,639

 

 

 

40,051

 

 

 

39,791

 

Lease expense

 

 

6,085

 

 

 

7,525

 

 

 

15,840

 

Depreciation and amortization

 

 

57,395

 

 

 

57,167

 

 

 

57,166

 

 

 

 

228,525

 

 

 

195,888

 

 

 

222,320

 

Gains (Losses) on Asset Dispositions and Impairments, Net

 

 

20,436

 

 

 

(17,588

)

 

 

(6,461

)

Operating Loss

 

 

(37,148

)

 

 

(71,639

)

 

 

(54,328

)

Other Income (Expense):

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

1,302

 

 

 

1,273

 

 

 

1,389

 

Interest expense

 

 

(28,111

)

 

 

(30,691

)

 

 

(28,956

)

SEACOR Holdings guarantee fees

 

 

(7

)

 

 

(47

)

 

 

(108

)

Gain on debt extinguishment

 

 

61,994

 

 

 

 

 

 

 

Derivative gains, net

 

 

391

 

 

 

4,310

 

 

 

71

 

Foreign currency losses, net

 

 

(1,235

)

 

 

(1,294

)

 

 

(2,541

)

Gain (Loss) from return of investments in 50% or less owned companies and other, net

 

 

9,441

 

 

 

(19

)

 

 

(1

)

 

 

 

43,775

 

 

 

(26,468

)

 

 

(30,146

)

Income (Loss) from Continuing Operations Before Tax Expense (Benefit) and Equity in

   Earnings of 50% or Less Owned Companies

 

 

6,627

 

 

 

(98,107

)

 

 

(84,474

)

Income Tax Expense (Benefit):

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

 

6,633

 

 

 

(25,182

)

 

 

4,921

 

Deferred

 

 

4,860

 

 

 

2,258

 

 

 

(12,890

)

 

 

 

11,493

 

 

 

(22,924

)

 

 

(7,969

)

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

 

 

(4,866

)

 

 

(75,183

)

 

 

(76,505

)

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

 

 

15,078

 

 

 

(8,163

)

 

 

(14,459

)

Income (Loss) from Continuing Operations

 

 

10,212

 

 

 

(83,346

)

 

 

(90,964

)

Income (Loss) on Discontinued Operations, Net of Tax (see Note 20)

 

 

22,925

 

 

 

364

 

 

 

(7,731

)

Net Income (Loss)

 

 

33,137

 

 

 

(82,982

)

 

 

(98,695

)

Net Income (Loss) attributable to Noncontrolling Interests in Subsidiaries

 

 

1

 

 

 

(4,067

)

 

 

(5,858

)

Net Income (Loss) attributable to SEACOR Marine Holdings Inc.

 

$

33,136

 

 

$

(78,915

)

 

$

(92,837

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Earnings (Loss) Per Common Share from Continuing Operations:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.40

 

 

$

(3.20

)

 

$

(3.62

)

Diluted

 

 

0.40

 

 

 

(3.20

)

 

 

(3.62

)

Net Earnings (Loss) Per Share from Discontinued Operations:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

0.90

 

 

 

0.02

 

 

 

(0.33

)

Diluted

 

 

0.90

 

 

 

0.02

 

 

 

(0.33

)

Net Earnings (Loss) per Share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

1.30

 

 

$

(3.18

)

 

$

(3.95

)

Diluted

 

$

1.30

 

 

$

(3.18

)

 

$

(3.95

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted Average Common Shares and Warrants Outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

25,444,693

 

 

 

24,785,744

 

 

 

23,513,925

 

Diluted

 

 

25,495,527

 

 

 

24,785,744

 

 

 

23,513,925

 

 For the years ended December 31,
 2017 2016 2015
Operating Revenues$173,783
 $215,636
 $368,868
Costs and Expenses:     
Operating159,599
 166,925
 275,972
Administrative and general56,217
 49,308
 53,085
Depreciation and amortization62,779
 58,069
 61,729
 278,595
 274,302
 390,786
Losses on Asset Dispositions and Impairments, Net(23,547) (116,222) (17,017)
Operating Loss(128,359) (174,888) (38,935)
Other Income (Expense):     
Interest income1,805
 4,458
 836
Interest expense(16,532) (10,008) (4,116)
Interest income on advances and notes with SEACOR Holdings, net
 
 691
SEACOR Holdings management fees(3,208) (7,700) (4,700)
SEACOR Holdings guarantee fees(201) (315) 
Marketable security gains (losses), net10,931
 (45) (3,820)
Derivative gains (losses), net20,256
 2,995
 (2,766)
Foreign currency losses, net(1,709) (3,312) (27)
Other, net(6) (1,490) 261
 11,336
 (15,417) (13,641)
Loss Before Income Tax Benefit and Equity in Earnings (Losses) of 50% or Less Owned Companies(117,023) (190,305) (52,576)
Income Tax Benefit:     
Current(13,400) (15,421) (487)
Deferred(61,006) (48,048) (16,486)
 (74,406) (63,469) (16,973)
Loss Before Equity in Earnings (Losses) of 50% or Less Owned Companies(42,617) (126,836) (35,603)
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax4,077
 (6,314) 8,757
Net Loss(38,540) (133,150) (26,846)
Net Income (Loss) attributable to Noncontrolling Interests in Subsidiaries(5,639) (1,103) 403
Net Loss attributable to SEACOR Marine Holdings Inc.$(32,901) $(132,047) $(27,249)
      
Basic and Diluted Loss Per Common Share of SEACOR Marine Holdings Inc.$(1.87) $(7.47) $(1.54)
Basic and Diluted Weighted Average Common Shares Outstanding:17,601,244
 17,671,356
 17,671,356


















The accompanying notes are an integral part of these consolidated financial statements

and should be read in conjunction herewith.

79


SEACOR MARINE HOLDINGS INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

INCOME (LOSS)

(in thousands)

 

 

For the years ended December 31,

 

 

 

2021

 

 

2020

 

 

2019

 

Net Income (Loss)

 

$

33,137

 

 

$

(82,982

)

 

$

(98,695

)

Other Comprehensive Income:

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation gains, net

 

 

3,986

 

 

 

2,112

 

 

 

20,157

 

Derivative gains (losses) on cash flow hedges

 

 

219

 

 

 

(2,139

)

 

 

(1,901

)

Reclassification of derivative losses on cash flow hedges to interest

   expense

 

 

1,648

 

 

 

1,425

 

 

 

552

 

Reclassification of derivative losses on cash flow hedges to equity in

   losses of 50% or less owned companies

 

 

(588

)

 

 

(156

)

 

 

(645

)

 

 

 

5,265

 

 

 

1,242

 

 

 

18,163

 

Income tax benefit

 

 

 

 

 

 

 

 

173

 

 

 

 

5,265

 

 

 

1,242

 

 

 

18,336

 

Comprehensive Income (Loss)

 

 

38,402

 

 

 

(81,740

)

 

 

(80,359

)

Comprehensive Income (Loss) attributable to Noncontrolling Interests in Subsidiaries

 

 

1

 

 

 

(4,067

)

 

 

(5,858

)

Comprehensive Income (Loss) attributable to SEACOR Marine Holdings Inc.

 

$

38,401

 

 

$

(77,673

)

 

$

(74,501

)

 For the years ended December 31,
 2017 2016 2015
Net Loss$(38,540) $(133,150) $(26,846)
Other Comprehensive Loss:     
Foreign currency translation gains (losses), net4,654
 (9,510) (4,034)
Reclassification of foreign currency translation losses to foreign currency losses, net
 74
 21
Derivative gains (losses) on cash flow hedges214
 (2,493) (1,193)
Reclassification of derivative losses on cash flow hedges to interest expense118
 18
 
Reclassification of derivative losses on cash flow hedges to equity in earnings (losses) of 50% or less owned companies389
 2,744
 995
 5,375
 (9,167) (4,211)
Income tax (expense) benefit(6,256) 2,823
 1,319
 (881) (6,344) (2,892)
Comprehensive Loss(39,421) (139,494) (29,738)
Comprehensive Loss attributable to Noncontrolling Interests in Subsidiaries(5,364) (2,205) (39)
Comprehensive Loss attributable to SEACOR Marine Holdings Inc.$(34,057) $(137,289) $(29,699)

































The accompanying notes are an integral part of these consolidated financial statements

and should be read in conjunction herewith.

80


SEACOR MARINE HOLDINGS INC.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(in thousands)

 

 

 

 

 

 

SEACOR Marine Holdings Inc. Stockholders' Equity

 

 

 

 

 

 

 

 

 

 

 

Shares of

Common

Stock

 

 

Common

Stock

 

 

Additional

Paid-in

Capital

 

 

Shares of

Treasury

Stock

 

 

Treasury

Stock

 

 

Retained

Earnings

 

 

Accumulated

Other

Comprehensive

Income (Loss)

 

 

Non -

controlling

Interests in

Subsidiaries

 

 

Total

Equity

 

Year Ended December 31, 2018

 

 

20,439,208

 

 

$

204

 

 

$

415,372

 

 

 

4,007

 

 

$

(91

)

 

$

126,834

 

 

$

(16,788

)

 

$

29,404

 

 

$

554,935

 

Impact of adoption of accounting

   principle

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10,416

 

 

 

 

 

 

 

 

 

10,416

 

Year Ended December 31, 2018

 

 

20,439,208

 

 

$

204

 

 

$

415,372

 

 

 

4,007

 

 

$

(91

)

 

$

137,250

 

 

$

(16,788

)

 

$

29,404

 

 

$

565,351

 

Issuance of common stock

 

 

653,872

 

 

 

7

 

 

 

6,589

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

6,596

 

Restricted stock grants

 

 

245,400

 

 

 

2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2

 

Cancellation of restricted stock grants

 

 

(2,200

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of employee share

   awards

 

 

 

 

 

 

 

 

5,046

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5,046

 

Exercise of options

 

 

113,750

 

 

 

1

 

 

 

1,420

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,421

 

Exercise of warrants

 

 

444,391

 

 

 

4

 

 

 

 

 

 

 

 

 

(1

)

 

 

 

 

 

 

 

 

 

 

 

3

 

Restricted stock vesting

 

 

(43,129

)

 

 

 

 

 

(2

)

 

 

43,129

 

 

 

(577

)

 

 

 

 

 

 

 

 

 

 

 

(579

)

Director share awards

 

 

30,197

 

 

 

1

 

 

 

893

 

 

 

49

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

894

 

Acquisition of consolidated joint venture

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2,114

)

 

 

(2,114

)

Sale of Standby Safety Fleet

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(17,399

)

 

 

 

 

 

 

 

 

(17,399

)

Dissolution of entity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

62

 

 

 

 

 

 

 

 

 

62

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(92,837

)

 

 

 

 

 

(5,858

)

 

 

(98,695

)

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

18,336

 

 

 

 

 

 

18,336

 

Year Ended December 31, 2019

 

 

21,881,489

 

 

$

219

 

 

$

429,318

 

 

 

47,185

 

 

$

(669

)

 

$

27,076

 

 

$

1,548

 

 

$

21,432

 

 

$

478,924

 

Restricted stock grants

 

 

289,452

 

 

 

3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3

 

Cancellation of grants and options

 

 

(12,650

)

 

 

 

 

 

101

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

101

 

Amortization of employee share

   awards

 

 

 

 

 

 

 

 

3,969

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,969

 

Exercise of warrants

 

 

338,320

 

 

 

3

 

 

 

 

 

 

354

 

 

 

(1

)

 

 

 

 

 

 

 

 

 

 

 

2

 

Restricted stock vesting

 

 

(25,745

)

 

 

 

 

 

 

 

 

 

25,745

 

 

 

(178

)

 

 

 

 

 

 

 

 

 

 

 

(178

)

Director share awards

 

 

59,900

 

 

 

1

 

 

 

754

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

755

 

Acquisition of consolidated joint venture

 

 

900,000

 

 

 

9

 

 

 

17,037

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(17,046

)

 

 

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(78,915

)

 

 

 

 

 

 

(4,067

)

 

 

(82,982

)

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,242

 

 

 

 

 

 

1,242

 

Year Ended December 31, 2020

 

 

23,430,766

 

 

$

235

 

 

$

451,179

 

 

 

73,284

 

 

$

(848

)

 

$

(51,839

)

 

$

2,790

 

 

$

319

 

 

$

401,836

 

Restricted stock grants

 

 

815,550

 

 

 

8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8

 

Amortization of employee share

   awards

 

 

 

 

 

 

 

 

5,002

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5,002

 

Exercise of Warrants

 

 

48,809

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

 

Restricted stock vesting

 

 

(54,603

)

 

 

 

 

 

 

 

 

54,603

 

 

 

(272

)

 

 

 

 

 

 

 

 

 

 

 

(272

)

Forfeiture of employee share

awards

 

 

(5,250

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Director share awards

 

 

189,030

 

 

 

2

 

 

 

435

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

437

 

Acquisition of 50% or less owned company

 

 

1,567,935

 

 

 

16

 

 

 

5,315

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5,331

 

Sale of Windcat Workboats

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,204

)

 

 

 

 

 

 

 

 

(4,204

)

Net Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

33,136

 

 

 

 

 

 

1

 

 

 

33,137

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5,265

 

 

 

 

 

 

5,265

 

Year Ended December 31, 2021

 

 

25,992,237

 

 

$

262

 

 

$

461,931

 

 

 

127,887

 

 

$

(1,120

)

 

$

(22,907

)

 

$

8,055

 

 

$

320

 

 

$

446,541

 


SEACOR MARINE HOLDINGS INC.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(in thousands)
 SEACOR Marine Holdings Inc. Stockholders’ Equity    
 
Common
Stock
 
Additional
Paid-in
Capital
 
Retained
Earnings
 
Accumulated
Other
Comprehensive
Loss
 
Non -
controlling
Interests in
Subsidiaries
 
Total
Equity
Year Ended December 31, 2014$
 $302,467
 $402,190
 $(3,645) $8,850
 $709,862
Contributions from SEACOR Holdings:           
Formation of SEACOR Marine Holdings Inc.177
 (992) 7,715
 
 
 6,900
Financial support received upon issuance of convertible senior notes, net of tax
 5,532
 
 
 
 5,532
Distributions to SEACOR Holdings:           
Cash distributions
 (648) (1,197) 
 
 (1,845)
Distributions to noncontrolling interests
 
 
 
 (857) (857)
Net income (loss)
 
 (27,249) 
 403
 (26,846)
Other comprehensive loss
 
 
 (2,450) (442) (2,892)
Year Ended December 31, 2015177
 306,359
 381,459
 (6,095) 7,954
 689,854
Distributions to noncontrolling interests
 
 
 
 (205) (205)
Net loss
 
 (132,047) 
 (1,103) (133,150)
Other comprehensive loss
 
 
 (5,242) (1,102) (6,344)
Year Ended December 31, 2016177
 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)
Director share awards
 681
 
 
 
 681
Amortization of employee share awards
 726
 
 
 
 726
Purchase of subsidiary shares from noncontrolling interests, net of tax
 (1,114) 
 
 (2,579) (3,693)
Consolidation of 50% or less owned companies
 
 
 
 17,374
 17,374
Net loss
 
 (32,901) 
 (5,639) (38,540)
Other comprehensive income (loss)
 
 
 (1,156) 275
 (881)
Year Ended December 31, 2017$177
 $303,996
 $216,511
 $(12,493) $14,975
 $523,166





















The accompanying notes are an integral part of these consolidated financial statements

and should be read in conjunction herewith.

81


SEACOR MARINE HOLDINGS INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

 

 

For the years ended December 31,

 

 

 

2021

 

 

2020

 

 

2019

 

Cash Flows from Continuing Operating Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Net Income (Loss)

 

$

33,137

 

 

$

(83,346

)

 

$

(100,070

)

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

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

57,395

 

 

 

57,167

 

 

 

57,166

 

Deferred financing cost amortization

 

 

1,097

 

 

 

1,107

 

 

 

1,055

 

Stock-based compensation expense

 

 

5,165

 

 

 

4,646

 

 

 

5,363

 

Debt discount amortization

 

 

6,866

 

 

 

6,672

 

 

 

5,662

 

Allowance for credit losses

 

 

863

 

 

 

230

 

 

 

(404

)

(Gains) Losses from equipment sales, retirements or impairments

 

 

(20,436

)

 

 

17,588

 

 

 

6,461

 

Gain on the sale of Windcat Workboats

 

 

(22,756

)

 

 

 

 

 

 

Gain from return of investments in 50% or less owned companies

 

 

(9,442

)

 

 

 

 

 

 

Loss from sale of Boston Putford Offshore Safety

 

 

 

 

 

 

 

 

9,106

 

Gain on debt extinguishment

 

 

(62,749

)

 

 

 

 

 

 

Derivative gains

 

 

(391

)

 

 

(4,310

)

 

 

(71

)

Interest on finance lease

 

 

4

 

 

 

1

 

 

 

 

Cash settlement payments on derivative transactions, net

 

 

(2,150

)

 

 

(1,331

)

 

 

(482

)

Currency losses

 

 

1,235

 

 

 

1,294

 

 

 

2,541

 

Deferred income taxes

 

 

4,860

 

 

 

2,258

 

 

 

(12,890

)

Equity (earnings) losses

 

 

(15,078

)

 

 

8,163

 

 

 

14,459

 

Dividends received from equity investees

 

 

5,332

 

 

 

2,117

 

 

 

2,073

 

Changes in Operating Assets and Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivables

 

 

22,437

 

 

 

(30,165

)

 

 

10,182

 

Other assets

 

 

3,113

 

 

 

6,530

 

 

 

554

 

Accounts payable and accrued liabilities

 

 

471

 

 

 

(18,343

)

 

 

957

 

Net cash provided by (used in) operating activities

 

 

8,973

 

 

 

(29,722

)

 

 

1,662

 

Cash Flows from Continuing Investing Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Purchases of property and equipment

 

 

(7,003

)

 

 

(20,808

)

 

 

(44,775

)

Proceeds from disposition of property and equipment

 

 

30,137

 

 

 

20,674

 

 

 

55,321

 

Proceeds from sale of ERRV fleet

 

 

 

 

 

 

 

 

27,390

 

Cash impact of sale of ERRV fleet

 

 

 

 

 

 

 

 

(5,140

)

Purchase of subsidiary from joint venture

 

 

 

 

 

(8,445

)

 

 

 

Proceeds from sale of Windcat Workboats, net of transaction costs and cash sold

 

 

38,715

 

 

 

 

 

 

 

Investments in and advances to 50% or less owned companies

 

 

(3,008

)

 

 

(2,206

)

 

 

(17,395

)

Return of investments and advances from 50% or less owned companies

 

 

 

 

 

 

 

 

 

461

 

Excess distributions from equity investees

 

 

9,442

 

 

 

 

 

 

 

Construction reserve funds transferred to short-term cash

 

 

 

 

 

3,745

 

 

 

 

Construction reserve funds utilized

 

 

 

 

 

9,148

 

 

 

15,168

 

Principal payments on notes due from equity investees

 

 

3,345

 

 

 

1,715

 

 

 

 

Cash received from acquisition of 50% or less owned company

 

 

172

 

 

 

 

 

 

 

Net cash provided by investing activities

 

 

71,800

 

 

 

3,823

 

 

 

31,030

 

Cash Flows from Continuing Financing Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Payments on long-term debt

 

 

(78,124

)

 

 

(22,601

)

 

 

(23,974

)

Payments on debt extinguishment costs

 

 

(755

)

 

 

 

 

 

 

Proceeds from exercise of stock options and warrants

 

 

1

 

 

 

2

 

 

 

1,424

 

Payments on finance lease

 

 

(30

)

 

 

 

��

 

 

Issuance of stock

 

 

10

 

 

 

 

 

 

 

Purchase of subsidiary shares from noncontrolling interests

 

 

 

 

 

 

 

 

(3,392

)

Net cash used in financing activities

 

 

(78,898

)

 

 

(22,599

)

 

 

(25,942

)

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

 

 

(22

)

 

 

30

 

 

 

(16,619

)

Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash, Continuing Operations

 

 

1,853

 

 

 

(48,468

)

 

 

(9,869

)

Cash Flows from Discontinued Operations:

 

 

 

 

 

 

 

 

 

 

 

 

Operating Activities

 

 

(171

)

 

 

8,217

 

 

 

13,778

 

Investing Activities

 

 

0

 

 

 

(8,318

)

 

 

(15,388

)

Financing Activities

 

 

0

 

 

 

941

 

 

 

0

 

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

 

 

0

 

 

 

119

 

 

 

1,674

 

Net (Decrease) Increase in Cash, Restricted Cash and Cash Equivalents on Discontinued Operations

 

 

(171

)

 

 

959

 

 

 

64

 

Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash

 

 

1,682

 

 

 

(47,509

)

 

 

(9,805

)

Cash, Cash Equivalents and Restricted Cash, Beginning of Year

 

 

39,538

 

 

 

87,047

 

 

 

96,852

 

Cash, Cash Equivalents and Restricted Cash, End of Year

 

$

41,220

 

 

$

39,538

 

 

$

87,047

 

Supplemental disclosures:

 

 

 

 

 

 

 

 

 

 

 

 

Cash paid for interest, excluding capitalized interest

 

 

24,143

 

 

 

21,977

 

 

 

21,479

 

Income taxes refunded, net

 

 

32,759

 

 

 

1,094

 

 

 

1,999

 

Noncash Investing and Financing Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Increase in property, plant and equipment related to an acquisition

 

 

 

 

 

142,282

 

 

 

 

Decrease in joint venture investments related to an acquisition

 

 

 

 

 

22,222

 

 

 

 

Distribution from equity investee

 

 

2,538

 

 

 

 

 

 

 

Acquisition of 50% or less owned company

 

 

23,037

 

 

 

 

 

 

 

Increase in long-term debt related to an acquisition

 

 

 

 

 

75,569

 

 

 

 

Increase in long-term debt related to asset purchases

 

 

6,500

 

 

 

21,252

 

 

 

10,626

 

Decrease in debt related to debt settlement

 

 

62,749

 

 

 

 

 

 

 

Increase in capital expenditures in accounts payable and accrued liabilities

 

 

10,379

 

 

 

3,193

 

 

 

2,409

 

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

 

 

3,582

 

 

 

 

 

 

 


SEACOR MARINE HOLDINGS INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
 For the years ended December 31,
 2017 2016 2015
Cash Flows from Operating Activities:     
Net Loss$(38,540) $(133,150) $(26,846)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:     
Depreciation and amortization62,779
 58,069
 61,729
Amortization of deferred gains on sale and leaseback transactions(8,118) (8,199) (8,199)
Debt discount and issue cost amortization, net6,792
 7,397
 683
Director share awards681
 
 
Amortization of employee share awards726
 
 
Bad debt expense (recoveries)(1,283) 4,280
 
Losses on asset dispositions and impairments, net23,547
 116,222
 17,017
Marketable security (gains) losses, net(10,931) 45
 3,820
Purchases of marketable securities
 (22,997) (36,648)
Proceeds from sale of marketable securities51,877
 9,169
 6,471
Derivative (gains) losses, net(20,256) (2,995) 2,766
Cash settlements on derivative transactions, net(512) (1,432) 1,256
Foreign currency losses, net1,709
 3,312
 27
Deferred income tax benefit(61,006) (48,048) (16,486)
Other, net
 1,484
 
Equity in (earnings) losses of 50% or less owned companies, net of tax(4,077) 6,314
 (8,757)
Dividends received from 50% or less owned companies2,642
 777
 3,927
Changes in operating assets and liabilities:     
Decrease in receivables28,937
 5,637
 39,872
(Increase) decrease in prepaid expenses and other assets6,230
 (18,086) 1,691
Decrease in accounts payable, accrued expenses and other liabilities(6,458) (6,985) (22,120)
Net cash provided by (used in) operating activities34,739
 (29,186) 20,203
Cash Flows from Investing Activities:     
Purchases of property and equipment(69,021) (100,884) (87,765)
Cash settlements on derivative transactions, net(369) (373) 
Proceeds from disposition of property and equipment10,843
 41,919
 15,698
Investments in and advances to 50% or less owned companies(5,469) (16,863) (24,976)
Return of investments and advances from 50% or less owned companies7,553
 
 15,173
(Issuances of) payments received on third party leases and notes receivable, net
 124
 (13,150)
Net increase in restricted cash(839) (1,187) 
Net decrease in construction reserve funds32,848
 60,406
 6,817
Cash assumed on consolidation of 50% or less owned companies1,943
 
 
Business acquisitions, net of cash acquired(9,751) 
 
Net cash used in investing activities(32,262) (16,858) (88,203)
Cash Flows from Financing Activities:     
Payments on long-term debt(11,926) (27,152) (6,763)
Proceeds from issuance of long-term debt, net of issue costs6,545
 42,947
 168,556
Payments on advances and notes with SEACOR Holdings, net
 
 (50,890)
Distribution of SEACOR Marine restricted stock to Company personnel by SEACOR Holdings(2,656) 
 
Contributions from SEACOR Holdings
 
 6,900
Distributions to SEACOR Holdings
 
 (1,845)
Purchase of subsidiary shares from noncontrolling interests(3,693) 
 
Distributions to noncontrolling interests
 (205) (857)
Net cash provided by (used in) financing activities(11,730) 15,590
 115,101
Effects of Exchange Rate Changes on Cash and Cash Equivalents2,178
 (2,479) (1,628)
Net Increase (Decrease) in Cash and Cash Equivalents(7,075) (32,933) 45,473
Cash and Cash Equivalents, Beginning of Year117,309
 150,242
 104,769
Cash and Cash Equivalents, End of Year$110,234
 $117,309
 $150,242




The accompanying notes are an integral part of these consolidated financial statements

and should be read in conjunction herewith.

82


SEACOR MARINE HOLDINGS INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1.

1.

NATURE OF OPERATIONS AND ACCOUNTING POLICIES

Nature of Operations and Segmentation.The consolidated financial statements include the accounts ofSEACOR Marine Holdings Inc. (“SEACOR Marine”) and its consolidated subsidiaries (collectively referred to as the “Company”). The Company provides global marine and support transportation services to offshore oil, and natural gas exploration, development and productionwindfarm facilities worldwide. The Company and its joint ventures operate a diverse fleet of offshore support and specialty vessels that (i) deliver cargo and personnel to offshore installations, (ii) handle anchors and mooring equipment required to tether rigs to the seabed, (iii) tow rigs and assist in placing them on location and moving them between regions, (iv) provide construction, well work-over and decommissioning support and (v) carry and launch equipment used underwater in drilling and well installation, maintenance, inspection and repair. Additionally, the Company’s vessels provide accommodations for technicians and specialists, safety support and emergency response services.

Accounting standards require public business enterprises to report information about each of their operating business segments that exceed certain quantitative thresholds or meet certain other reporting requirements. Operating business segments have been defined as a component of an enterprise about which separate financial information is available and is evaluated regularly by the chief operating decision maker in assessing performance.

Due to the sale of Windcat Workboats Holdings Ltd (“Windcat Workboats”), the Company’s European operations are no longer analyzed by the chief operating decision maker on a standalone basis but rather as part of the Africa and Europe segment. As a result, for purposes of segment reporting European operations are now combined with the Africa segment and reported as a combined segment and prior period information has been conformed to the new consolidated reporting segment. Certain reclassifications of prior period information have been made to conform the current period’s reportable segment presentation as a result of the Company’s presentation of Discontinued Operations (see “Note 20. Discontinued Operations”). In prior periods Africa and Europe were reported as separate segments. The Company has identified the following five4 principal geographic regions as its reporting segments:

United States, primarily Gulf of Mexico.As of December 31, 2021, 15 vessels were located in the U.S. Gulf of Mexico, including 12 owned, 2 leased-inand 1managed-in. The Company’s vessels in this market support deepwaterdeep-water anchor handling, fast cargo transport, general cargo transport, well intervention, work-over, decommissioning and diving support operations.

Africa primarily West Africa.and Europe, continuing operations.As of December 31, 2021, 16 vessels were located in Africa and Europe, including 15 owned and 1 leased-in.The Company’s vessels in this area generally support projects for major oil companies, primarily in Angola. Other vessels in this region operateAngola, Nigeria and Congo and supporting oil and gas explorations and production operations in the Republic of the Congo and Mauritania.

North Sea.

Middle East and Asia.As of December 31, 2021, 20ownedvessels were located in the Middle East and Asia. The Company’s vessels in this area generally support exploration, personnel transport and seasonal construction activities in Azerbaijan, Egypt, Israel Indonesia, Indiaand Malaysia and countries along the Arabian Gulf and Arabian Sea, such as Saudi Arabia, the United Arab Emirates and Qatar.

Brazil, Mexico, Central

Latin America. As of December 31, 2021, 30 vessels were located in this region, including 10 owned and South America. Through the Company’s 49% noncontrolling interest in20 joint-ventured. Of these joint-ventured vessels, (i) 16 are owned by Mantenimiento Express Maritimo, S.A.P.I. de C.V. (“MexMar”), the Company’sa joint venture that is 49% owned by SEACOR Marine International LLC (“SMI”), a wholly owned subsidiary of SEACOR Marine, and 51% owned by subsidiaries of Proyectos Globales de Energía y Servicios CME, S.A. de C.V. (“CME”), and (ii) 4 are owned by Offshore Vessel Holdings, S.A.P.I. DE. C.V. (“OVH”), a joint venture that is 49% owned by SMI and 51% owned by a subsidiary of CME. These vessels, in Mexicoconsisting of a fleet of fast support vessels (“FSVs”), supply, specialty and liftboat vessels, provide support for exploration and production activities in Mexico. In addition, the Company has vessels in Brazil.Mexico and Guyana. From time to time, the Company’s vessels have workedalso work in Trinidad and Tobago, Guyana, ColombiaBrazil and Venezuela.

Europe, primarily North Sea. Demand for standby services developed in 1991 after the United Kingdom passed legislation requiring offshore operators to maintain higher specification standby safety vessels. The legislation requires a vessel to “stand by” to provide a means of evacuation and rescue for platform and rig personnel in the event of an emergency at an offshore installation. In addition, through the Company’s 87.5% controlling interest in Windcat Workboats Holdings Limited (“Windcat Workboats”), the owner of the wind farm utility fleet, the Company supports the construction and maintenance of offshore wind turbines. In the past, the Company has operated supply and anchor handling towing supply vessels in this region.
The Spin-off. SEACOR Marine was previously a subsidiary of SEACOR Holdings Inc. (along with its consolidated subsidiaries, other than SEACOR Marine, collectively referred to as “SEACOR Holdings”). On June 1, 2017, SEACOR Holdings completed a spin-off of SEACOR Marine by way of a pro rata dividend of SEACOR Marine’s Common Stock, all of which was then held by SEACOR Holdings, to SEACOR Holdings’ shareholders of record as of May 22, 2017 (the “Spin-off”). SEACOR Marine entered into certain agreements with SEACOR Holdings to govern SEACOR Marine’s relationship with SEACOR Holdings following the Spin-off, including a Distribution Agreement, two Transition Services Agreements, an Employee Matters Agreement and a Tax Matters Agreement. Immediately following the Spin-off, SEACOR Marine began to operate as an independent, publicly traded company.
Colombia.

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

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


subsidiary is consolidated upon a change in control,the business acquisition of controlling interests by the Company, any previous noncontrolled equity investment in the subsidiary is measured at fair value and a gain or loss is recognized in net income (loss) based on such fair value.

83


The Company employs the equity method of accounting for investments in 50% or less owned companies that it does not control but has the ability to exercise significant influence over the operating and financial policies of the business venture. Significant influence is generally deemed to exist if the Company has between 20% and 50% of the voting rights of a business venture but may exist when the Company’s ownership percentage is less than 20%. In certain circumstances, the Company may have an economic interest in excess of 50% but may not control and consolidate the business venture. Conversely, the Company may have an economic interest less than 50% but may control and consolidate the business venture. The Company reports its investments in and advances to these business ventures in the accompanying consolidated balance sheets as investments, at equity, and advances to 50% or less owned companies. The Company reports its share of earnings from investments in 50% or less owned companies in the accompanying consolidated statements of lossincome (loss) as equity in earnings (losses) of 50% or less owned companies, net of tax.

The Company employs

Certain reclassifications were made to previously reported amounts in the cost method of accounting for investments in 50% or less owned companies it does not control or exercise significant influence. These investments in private companies are carried at costconsolidated financial statements and are adjusted only for capital distributions and other-than-temporary declines in fair value.

notes thereto to make them consistent with the current period presentation.

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

Revenue Recognition. The Company contracts with various customers to carry out management services for vessels as agents for and on behalf of ship owners. These services include crew management, technical management, commercial management, insurance arrangements, sale and purchase of vessels, provisions and bunkering. As the manager of the vessels, the Company undertakes to use its best endeavors to provide the agreed management services as agents for and on behalf of the owners in accordance with sound ship management practice and to protect and promote the interest of the owners in all matters relating to the provision of services thereunder. The Company also contracts with various customers to carry out management services regarding engineering for vessel construction and vessel conversions. The vast majority of the ship management agreements span one to three years and are typically billed on a monthly basis. The Company transfers control of the service to the customer and satisfies its performance obligation over the term of the contract, and therefore recognizes revenue when it is realized or realizable and earned. Revenue is realized or realizable and earned when persuasive evidenceover the term of an arrangement exists, delivery has occurred or services have been rendered, the price to the buyer is fixed or determinable, and collectability is reasonably assured. contract while related costs are expensed as incurred.

Revenue that does not meet these criteria is deferred until the criteria is met and is considered a contract liability and is recognized as such. Contract liabilities, which are met. Deferred revenuesincluded in other current liabilities in the accompanying consolidated balance sheets, for the years ended December 31 were as follows (in thousands):

 

 

2021

 

 

2020

 

 

2019

 

Balance at beginning of year

 

$

3,307

 

 

$

4,755

 

 

$

1,327

 

Revenues deferred during the year

 

 

510

 

 

 

2,042

 

 

 

8,134

 

Revenues recognized and reclassifications during the year

 

 

(3,496

)

 

 

(3,490

)

 

 

(4,706

)

Balance at end of year

 

$

321

 

 

$

3,307

 

 

$

4,755

 

 2017 2016 2015
Balance at beginning of year$6,953
 $6,953
 $6,794
Revenues deferred during the year4,699
 
 159
Revenues recognized during the year(1,548) 
 
Balance at end of year$10,104
 $6,953
 $6,953

As of December 31, 2017,2021, the Company had deferred revenues of $6.8$0.3 million related to the timeprimarily comprised of prepaid charter of several offshore support vessels scheduled to be paid through the conveyance of an overriding royalty interest (the “Conveyance”) in developmental oilmodification and natural gas producing properties operated by a customer in the U.S. Gulf of Mexico. Payments under the Conveyance, and the timing of such payments, were contingent upon production and energy sale prices. On August 17, 2012, the customer filed a voluntary petition for Chapter 11 bankruptcy. The Company is vigorously defending its interest in connection with the bankruptcy filing; however, payments received under the Conveyance subsequent to May 19, 2012 are subject to creditors’ claims in bankruptcy court. The Company will recognize revenues when reasonably assured of a judgment in its favor. All costs and expenses related to these charters were recognized as incurred.

reservations.

As of December 31, 2017,2021, the Company recognized previously deferred revenues of $3.2$2.0 million of prepaid vessel management fees on completion of a management contract and $1.5 million related to the time charter of an offshore support vessel to a customer from which collection was not reasonably assured. The Company will recognize revenues when collected or when collection is reasonably assured. All costscontract completions and expenses related to this charter were recognized as incurred.

certain reclassifications.

The Company earns revenuesrevenue primarily from the time charter and bareboat charter of vessels to customers. Since the Company charges customers based upon daily rates of hire. Therefore,hire, vessel revenues are recognized on a daily basis throughout the contract period. Under a time charter, the Company provides a vessel to a customer and is responsible for all operating expenses, typically excluding fuel. Under a bareboat charter, the Company provides a vessel to a customer and the customer assumes responsibility for all operating expenses and assumes all riskrisks of operation. In the U.S. Gulf of Mexico, time charter durations and rates are typically established in the context of master service agreements that govern the terms and conditions of the charter. From time to time, the Company may also participate in pooling arrangements wherebyarrangements. In a pooling arrangement, the time charter revenues of certain of the Company’s vessels are shared with the time charter revenues of certain vessels of similar type owned by non-affiliated vessel owners based upon an agreed formula.

Contract or charter durations may range from several days to several years. Longer duration charters are more common where equipment is not as readily available or specific equipment is required. In the North Sea, multi-year charters have been more common and constitute a significant portion of that market. Time charters in Asia have historically been less common and


generally contracts or charters have terms of less than two years. In the Company’s other operating areas, chartersCharters vary in length from short-term to multi-year periods, many with cancellation clauses and nowithout early termination penalty.penalties. As a result of options and frequent renewals, the stated duration of charters may have little correlation with the length of time the vessel is actually contracted to provide services to a particular customer.

84


Cash Equivalents. The Company considers all highly liquid investments, with an original maturity of three months or less whenfrom the date purchased, to be cash equivalents. Cash equivalents consist of U.S. treasury securities, money market instruments, time deposits and overnight investments.

A portion of the Company’s cash is maintained at a federally insured financial institution. The deposits held at this institution are in excess of federally insured limits. The Company has not experienced any losses in such accounts and management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institution in which those deposits are held.

Restricted Cash.Restricted cash primarily relatedrelates to banking facility requirements.

Marketable Securities. Marketable equity securities with readily determinable fair values

For the year ended December 31, cash, cash equivalents and debt securities are reported in the accompanying consolidated balance sheets as marketable securities. These investments are stated at fair value, as determined by their market observable prices, with both realized and unrealized gains and losses reported in the accompanying consolidated statements of loss as marketable security losses, net. Short sales of marketable securities are stated at fair value in the accompanying consolidated balance sheets with both realized and unrealized losses reported in the accompanying consolidated statements of loss as marketable security gains (losses), net. Marketable securities are classified as trading securities for financial reporting purposes with gains and losses reported as operating activities in the accompanying consolidated statements ofrestricted cash flows.consists of:

 

 

2021

 

 

2020

 

Cash

 

$

37,619

 

 

$

32,666

 

Restricted cash

 

 

3,601

 

 

 

3,352

 

Total

 

$

41,220

 

 

$

36,018

 

Trade and Other Receivables.Customers are primarilymajor integrated national and international oil companies and large independent oil and natural gas exploration and production companies. Trade customersCustomers are granted credit on a short-term basis and the related credit risks are considered minimal. Other receivables consist primarily of operating expenses incurred by the Company relatedincurs in relation to vessels it manages for others andother entities, as well as insurance and income tax receivables. The Company routinely reviews its receivables and makes provisions for probable doubtful accounts; however,the credit losses utilizing the Current Expected Credit Losses model (CECL). The CECL model utilizes a lifetime expected credit loss measurement objective for the recognition of credit losses for loans and other receivables at the time the financial asset is originated or acquired. However, those provisions are estimates and actual results couldmay materially differ from those estimates and those differences may be material.estimates. Trade receivables are deemed uncollectible and are removed from accounts receivable and the allowance for doubtful accountscredit losses when collection efforts have been exhausted.

Derivative Instruments. The Company accounts for derivatives through the use of a fair value concept whereby all of the Company’s derivative positions are stated at fair value in the accompanying consolidated balance sheets. Realized and unrealized gains and losses on derivatives not designated as hedges are reported in the accompanying consolidated statements of lossincome (loss) as derivativeDerivative gains (losses), net. Realized and unrealized gains and losses on derivatives designated as fair value hedges are recognized as corresponding increases or decreases in the fair value of the underlying hedged item to the extent they are effective, with any ineffective portion reported in the accompanying consolidated statements of lossincome (loss) as derivativeDerivative gains (losses), net.net,and related cash flows are classified in the same category on the cash flow statement as the cash flows from the items being hedged. Realized and unrealized gains and losses on derivatives designated as cash flow hedges are reported as a component of other comprehensive lossincome (loss) in the accompanying consolidated statements of comprehensive lossincome (loss) to the extent they are effective and reclassified into earnings on the same line item associated with the hedged transaction and in the same period the hedged transaction affects earnings.earningsand related cash flows are classified in the same category on the cash flow statement as the cash flows from the items being hedged. Any ineffective portions of cash flow hedges are reported in the accompanying consolidated statements of lossincome (loss) as derivativeDerivative gains (losses), net. Realized and unrealized gains and losses on derivatives designated as cash flow hedges that are entered into by the Company’s 50% or less owned companies are also reported as a component of the Company’s other comprehensive lossincome (loss) in proportion to the Company’s ownership percentage, with reclassifications and ineffective portions being included in equityEquity in earnings (losses) of 50% or less owned companies, net of tax, in the accompanying consolidated statements of loss.

income (loss).

Concentrations of Credit Risk. The Company is exposed to concentrations of credit risk associated with its cash and cash equivalents, restricted cash construction reserve funds and derivative instruments. The Company minimizes its credit risk relating to these positions by monitoring the financial condition of the financial institutions and counterparties involved and by primarily conducting business with large, well-established financial institutions and diversifying its counterparties. The Company does not currently anticipate nonperformance by any of its significant counterparties. The Company is also exposed to concentrations of credit risk relating to its receivables due from customers described above. The Company does not generally require collateral or other security to support its outstanding receivables. The Company minimizes its credit risk relating to receivables by performing ongoing credit evaluations and, to date, credit losses have not been material.

Inventories. Inventories, which consist of fuel and supplies, are stated at the lower of cost (using the first-in, first-out method) or market.net realizable value. The Company records write-downs, as needed, to adjust the carrying amount of inventories to the lower of cost or market. There were no inventory write-downs duringnet realizable value. In the yearsyear ended December 31, 2017, 2016,2021, 2020 and 2015.

2019, there were 0 inventory reserves.

85


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


As of December 31, 2017,2021, the estimated useful life (in years) of each of the Company’s major categories of new offshore support vesselsOffshore Support Vessels was as follows:
Offshore Support Vessels:
Wind farm utility vessels10
All other offshore support vessels (excluding wind farm utility)20
20 years.

The Company’s property and equipment as of December 31 was as follows (in thousands):

 

 

Historical

Cost (1)

 

 

Accumulated

Depreciation

 

 

Net Book

Value

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

Offshore support vessels:

 

 

 

 

 

 

 

 

 

 

 

 

AHTS(2)

 

$

49,632

 

 

$

(33,200

)

 

$

16,432

 

FSV(3)

 

 

362,309

 

 

 

(116,878

)

 

 

245,431

 

Supply

 

 

282,243

 

 

 

(20,613

)

 

 

261,630

 

Specialty

 

 

3,163

 

 

 

(3,138

)

 

 

25

 

Liftboats (4)

 

 

301,992

 

 

 

(120,823

)

 

 

181,169

 

General machinery and spares

 

 

8,814

 

 

 

(8,463

)

 

 

351

 

Other (5)

 

 

17,131

 

 

 

(14,182

)

 

 

2,949

 

 

 

$

1,025,284

 

 

$

(317,297

)

 

$

707,987

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

Offshore support vessels:

 

 

 

 

 

 

 

 

 

 

 

 

AHTS(2)

 

$

50,189

 

 

$

(31,779

)

 

$

18,410

 

FSV(3)

 

 

375,747

 

 

 

(104,739

)

 

 

271,008

 

Supply

 

 

238,624

 

 

 

(15,991

)

 

 

222,633

 

Liftboats

 

 

321,751

 

 

 

(117,364

)

 

 

204,387

 

Crew transfer

 

 

3,163

 

 

 

(3,138

)

 

 

25

 

General machinery and spares

 

 

7,746

 

 

 

(7,733

)

 

 

13

 

Other (5)

 

 

15,653

 

 

 

(10,794

)

 

 

4,859

 

 

 

$

1,012,873

 

 

$

(291,538

)

 

$

721,335

 

 
Historical Cost(1)
 Accumulated Depreciation Net Book Value
2017     
Offshore support vessels:     
Anchor handling towing supply$198,222
 $(174,159) $24,063
Fast support424,865
 (89,980) $334,885
Supply105,360
 (51,494) $53,866
Standby safety118,414
 (97,603) $20,811
Specialty30,529
 (19,304) $11,225
Liftboats196,504
 (54,161) $142,343
Wind farm utility65,976
 (40,358) $25,618
General machinery and spares14,385
 (13,244) $1,141
Other(2)
25,581
 (19,857) $5,724
 $1,179,836
 $(560,160) $619,676
2016     
Offshore support vessels:     
Anchor handling towing supply$228,857
 $(183,757) $45,100
Fast support251,415
 (72,599) $178,816
Supply96,774
 (58,028) $38,746
Standby safety109,436
 (88,020) $21,416
Specialty45,765
 (24,063) $21,702
Liftboats104,356
 (45,447) $58,909
Wind farm utility60,671
 (29,019) $31,652
General machinery and spares32,921
 (20,008) $12,913
Other(2)
28,564
 (19,678) $8,886
 $958,759
 $(540,619) $418,140
_____________________

(1)

(1)

Includes property and equipment acquired in business acquisitions at acquisition date fair value, and net of the impact of recognized impairment charges. Some of the Company’s vessels are pledged as security for certain loans.

(2)

Anchor Handling Towing Supply (“AHTS”).

(2)

(3)

Fast support vessels (“FSVs”).

(4)

As of December 31, 2021, the Company classified a liftboatincluded in the United States, primarily Gulf of Mexico segment, with a carrying value of $0.3 million, as an asset held for sale. In January 2022, in the normal course of business, the Company sold the liftboat for net proceeds of $3.2 million in cash and recorded a gain of $2.7 million after transaction costs of $0.2 million.

(5)

Includes land, buildings, leasehold improvements, vehicles and other property and equipment.As of December 31, 2021, the Company classified a building included in the Middle East and Asia segment, with a carrying value of $2.0 million, as held for sale. In January 2022, the Company sold the building for net proceeds of $2.4 million in cash and recorded a gain of $0.4 million.

Depreciation and amortization expense totaled $62.8$57.4 million, $58.0$57.2 million and $60.8$57.2 million in 2017, 20162021, 2020 and 2015,2019, respectively.

There was 0 depreciation and amortization expense from discontinued operations in 2021. Depreciation and amortization from discontinued operations totaled $6.2 million and $6.8 million in 2020 and 2019, respectively.

On December 2, 2019, the Company completed the sale of its North Sea standby business, comprised of 18 emergency response and rescue vehicles (“ERRVs”) with a net book value of $24.3 million. Depreciation and amortization expense related to these ERRVs totaled $3.5million in 2019.

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

Certain interest costs incurred during the construction of vesselsequipment are capitalized as part of the vessels’assets’ carrying values and are amortized over such vessels’assets estimated useful lives. Capitalized interest totaled $3.6$0.3 million, $7.0$0.9 million and $4.4$1.5 million in 2017, 20162021, 2020 and 2015,2019, respectively.

Intangible Assets. During the year ended December 31, 2016, the Company wrote-off its intangible assets as part of recognized impairment charges associated with its liftboat fleet (see Impairment of Long-Lived Assets below). During the years ended 2016 and 2015, the Company recognized amortization expense of $0.1 million and $0.9 million, respectively.

86


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

As a result of the difficult conditions experienced in the offshore oil and natural gas markets beginning in the second half of 2014 and the corresponding reductions in utilization and rates per day worked of its fleet, the Company identified indicators of impairment and recognized impairment charges primarily associated with its anchor handling towing supplyAHTS fleet, its liftboat fleet, certain specialty vessels and vessels removed from service and goodwill.service. When reviewing its fleet for impairment, the Company groups vessels with similar operating and marketing characteristics, including cold-stacked vessels expected to return to active service, into vessel classes. All other vessels, including vessels retired and removed from service, are evaluated for impairment on a vessel by vessel basis.

During the year ended December 31, 2017,2021, the Company recordeddid not record an impairment charges of $27.5 million primarily associated with its anchor handling towing supply vessels, oneon any owned or leased-in supply vessel removed from service as it is not expected to be marketed prior to the expiration of its lease, one owned fast support vessel removed from service and two owned in-service specialty vessels.

During the year ended December 31, 2016,2020, the Company recorded non-cash impairment charges of $119.7 million primarily associated with its anchor handling towing supply fleet, its liftboat fleet and one specialty vessel. During the year ended December 31, 2015, thetotaling $18.8 million. The Company recorded impairment chargespartial impairments ($5.3 million) on the five-company owned liftboat vessels based on outside valuations of $7.1 million primarily related to the suspended construction of two fast support vessels and the removal from service of one leased-in supply vessel.its remaining fleet. Estimated fair values for the Company’sCompany owned vessels were established by independent appraisers based on researched market information, replacement cost information and other market data such as recent sales of similardata. In addition, the Company impaired ($7.0 million) on two leased-in liftboat vessels (see Note 10). If market conditions further decline from the depressed utilization and rates per day worked experience over the last three years, fair valuesthat based on future appraisals could decline significantly.

current market environment, were determined that neither of these two leased-in vessels would return to active service during their remaining lease terms. Additionally, one leased-in anchor-handling towing supply (“AHTS”) was impaired ($0.5 million), one specialty vessel was impaired ($1.2 million) and one hull that was included in construction in progress was impaired ($4.8 million).

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

market.

For vessel classes and individual vessels with indicators of impairment but not recently impaired as of December 31, 2017,2021, the Company has estimated that their future undiscounted cash flows exceedexceeded their current carrying values. TheHowever, the Company’s estimates of future undiscounted cash flows are highly subjective as utilization and rates per day worked are uncertain, includingespecially in light of the continued volatility in commodity prices and the effect COVID-19 has had on the timing of an estimated market recovery in the offshore oil and natural gas markets and upon any such recovery, the timing and cost of reactivating cold-stacked vessels. If market conditions decline further, changes in the Company’s expectations on future cash flows may result in recognizing additional impairment charges related to its long-lived assets in future periods.

For any vessel or vessel class that has indicators of impairment and are deemed not recoverable through future operations, we determine the fair value of the vessel or vessel class. If the fair value determination is less than the carrying value of the vessel or vessel class, an impairment is recognized to reduce the carrying value to fair value. Fair value determination is primarily accomplished by obtaining independent valuations of vessel or vessel classes from qualified third-party appraisers.

Impairment of 50% or Less Owned Companies. Investments in 50% or less owned companies are reviewed periodically to assess whether there is an other-than-temporary decline in the carrying value of the investment. In its evaluation, the Company considers, among other items, recent and expected financial performance and returns, impairments recorded by the investee and the capital structure of the investee. When the Company determines the estimated fair value of an investment is below carrying value and the decline is other-than-temporary, the investment is written down to its estimated fair value. Actual results may vary from the Company’s estimates due to the uncertainty regarding projected financial performance, the severity and expected duration of declines in value, and the available liquidity in the capital markets to support the continuing operations of the investee, among other factors. Although the Company believes its assumptions and estimates are reasonable, the investee’s actual performance compared with the estimates could produce different results and lead to additional impairment charges in future periods. DuringNaN impairment charges of investments in 50% or less owned companies were incurred for the years ended December 31, 20172021, 2020 and 2016, the Company recognized impairment charges of $8.8 million and $6.9 million, respectively, net of tax, related to its 50% or less owned companies (see Note 4). The Company did not recognize any impairment charges during the year ended December 31, 2015.

Goodwill. Goodwill is recorded when the purchase price paid for an acquisition exceeds the fair value of net identified tangible and intangible assets acquired. During the year ended December 31, 2015, the Company recognized a $13.4 million impairment charge to fully impair all of its previously recorded goodwill.
2019.

Business Combinations. The For acquisitions constituting a business acquisition, the Company recognizes 100% of the fair value of assets acquired, liabilities assumed, and noncontrolling interests when the acquisition constitutes a change in control of the acquired entity. Shares issued in consideration for a business combination, contingent consideration arrangements and pre-acquisition loss and gain contingencies are all measured


and recorded at their acquisition-date fair value. Subsequent changes to fair value of contingent consideration arrangements are generally reflected in earnings. Acquisition-related transaction costs are expensed as incurred and any changes in an acquirer’s existing income tax valuation allowances and tax uncertainty accruals are recorded as an adjustment to income tax expense. The operating results of entities acquired are included in the accompanying consolidated statements of lossincome (loss) from the date of acquisition.  If an acquisition of an asset or group of assets does not meet the definition of a business, the transaction is accounted for as an asset acquisition.  The assets are measured based on their cost to the Company, including transaction

87


costs. The acquisition cost is then allocated to the assets acquired based on their relative fair values (see Note 2)“Note 3. Business Acquisitions”).

Debt Discount and Issue Costs. Debt discounts and costs incurred in connection with the issuance of debt are amortized over the life of the related debt using the effective interest rate method for term loans and straight-line method for revolving credit facilities and isare included in interest expense in the accompanying consolidated statements of loss.

income (loss).

Self-insurance Liabilities. The Company maintains marine hull, liability and war risk, general liability, workers compensation and other insurance customary in the industry in which it operates. Both the marine hull and liability policies have annual aggregate deductibles. Marine hull annual aggregate deductibles are accrued as claims are incurred while marine liability annual aggregate deductibles are accrued based on historical loss experience. Exposure to the health benefit plans are limited by maintaining stop-loss and aggregate liability coverage. To the extent that estimated self-insurance losses, including the accrual of annual aggregate deductibles, differ from actual losses realized, the Company’s insurance reserves could differ significantly and may result in either higher or lower insurance expense in future periods.

Income Taxes. Deferred income tax assets and liabilities have been provided in recognition of the income tax effect attributable to the book and tax basis differences of assets and liabilities reported in the accompanying consolidated financial statements. Deferred tax assets or liabilities are provided using the enacted tax rates expected to apply to taxable income in the periods in which they are expected to be settled or realized. Interest and penalties relating to uncertain tax positions are recognized in interest expense and administrative and general, respectively, in the accompanying consolidated statements of loss.income (loss). The Company records a valuation allowance to reduce its deferred tax assets if it is more likely than not that some portion or all of the deferred tax assets will not be realized.

Prior

The Global Intangible Low Taxed Income (“GILTI”) regime effectively imposes a minimum tax on worldwide foreign earnings and subjects U.S. shareholders of controlled foreign corporations (“CFCs”) to current taxation on certain income earned through a CFC. The Company has made the Spin-off, policy election to record any liability associated with GILTI in the period in which it is incurred.

SEACOR Marine was included in the consolidated U.S. federal income tax return of SEACOR Holdings.Holdings Inc. (“SEACOR Holdings”) through 2016. SEACOR Holdings’ policy for allocation of U.S. federal income taxes required its domestic subsidiaries included in the consolidated U.S. federal income tax return to compute their provision for U.S. federal income taxes on a separate company basis and settle with SEACOR Holdings.

In the normal course of business, the Company or SEACOR Holdings may be subject to challenges from tax authorities regarding the amount of taxes due for the Company. These challenges may alter the timing or amount of taxable income or deductions. As part of the calculation of income tax expense, the Company determines whether the benefits of its tax positions are at least more likely than not of being sustained based on the technical merits of the tax position. For tax positions that are more likely than not of being sustained, the Company accrues the largest amount of the tax benefit that is more likely than not of being sustained. Such accruals require management to make estimates and judgments with respect to the ultimate outcome of its tax benefits and actual results could vary materially from these estimates.

On June 26, 2020, the Company entered into the Tax Refund Agreement with SEACOR Holdings (see “Note 17. Related Party Transactions”).

Deferred Gains - Vessel Sale-Leaseback Transactions and Financed Vessel Sales.From time Prior to time,the implementation of ASC 842, the Company entersentered into vessel sale-leaseback transactions with finance companies or providesprovided seller financing on sales of its vessels to third partiesthird-parties or to 50% or less owned companies. A portion of the gains realized from these transactions iswas not immediately recognized in income and has beenbut rather was recorded in the accompanying consolidated balance sheets in deferred gains and other liabilities. In sale-leaseback transactions, gains arewere deferred to the extent of the present value of future minimum lease payments and arewere amortized as reductions to rental expense over the applicable lease terms.terms (see “Note 7. Leases”). When the Company determines that future cash inflows do not support future lease cash obligations, the Company records an impairment expense for the amount of the cash flow shortage of all future lease costs, costs to maintain the vessel to the end of the lease term, and costs to return the vessel to its owner, less the amount of any unamortized deferred gains. In financed vessel sales, gains arewere deferred to the extent that the repayment of purchase notes iswere dependent on the future operations of the sold vessels and arewere amortized based on cash received from the buyers. Unamortized deferred gains for four vessels under sale-leaseback agreements were fully recognized in 2019 as an adjustment to the opening balance of Retained Earnings with the implementation of the new leasing standard (see “Note 7. Leases”). Deferred gain activity related to these transactions that was reclassed to Retained Earnings for the yearsyear ended December 31, 2019 was as follows (in thousands):

 2017 2016 2015
Balance at beginning of year$32,035
 $40,234
 $50,934
Amortization of deferred gains included in operating expenses as reduction to rental expense(8,118) (8,199) (8,199)
Amortization of deferred gains included in losses on asset dispositions and impairments, net
 
 (2,501)
Other(364) 
 
Balance at end of year$23,553
 $32,035
 $40,234
$11.0 million.


Deferred Gains - Vessel Sales to the Company’s 50% or Less Owned Companies.A portion of the gains realized from non-financed sales of the Company’s vessels to its 50% or less owned companies has been deferred and recorded in the accompanying consolidated balance sheets in deferred gains and other liabilities. In most instances, the sale of a Company vessel to a 50% or less owned company is considered a sale of a business in which the Company relinquishes control to its 50% or less owned company resulting in gain recognition; however, the Company defers gains to the extent of any uncalled capital commitment it has with the 50% or less owned company. Deferred gain activityThe Company0 longer had any deferred gains as of the end of 2019. Activity related to these transactions for the yearsyear ended December 31, 2019 was as follows (in thousands):

 2017 2016 2015
Balance at beginning of year$1,875
 $3,064
 $3,136
Amortization of deferred gains included in losses on asset dispositions and impairments, net
 (36) (72)
Other(422) (1,153) 
Balance at end of year$1,453
 $1,875
 $3,064
$0.8 million.

Foreign Currency Translation.The assets, liabilities and results of operations of certain consolidated subsidiaries are measured using their functional currency, which is the currency of the primary foreign economic environment in which they operate. Upon consolidating these subsidiaries with the Company, their assets and liabilities are translated to U.S. dollars at currency exchange rates as of the consolidated balance sheet dates and their revenues and expenses are translated at the weighted average currency exchange rates during the applicable reporting periods. Translation adjustments resulting from the process of translating these subsidiaries’ financial statements are reported in other comprehensive lossincome in the accompanying consolidated statements of comprehensive loss.

income (loss).

Foreign Currency Transactions. Certain consolidated subsidiaries enter into transactions denominated in currencies other than their functional currency. Gains and losses resulting from changes in currency exchange rates between the functional currency and the currency in which a transaction is denominated are included in foreign currency losses, net in the accompanying consolidated statements of lossincome (loss) in the period in which the currency exchange rates change.

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

 

 

SEACOR Marine Holdings Inc.

Stockholders' Equity

 

 

Noncontrolling Interests

 

 

 

 

 

 

 

Foreign

Currency

Translation

Adjustments

 

 

Derivative Gains

(Losses) on

Cash Flow

Hedges, net

 

 

Total

 

 

Foreign

Currency

Translation

Adjustments

 

 

Derivative

Losses on

Cash Flow

Hedges, net

 

 

Other

Comprehensive (Loss) Income

 

Year Ended December 31, 2018

 

$

(15,472

)

 

$

(1,316

)

 

$

(16,788

)

 

$

(1,445

)

 

$

(11

)

 

$

(4,395

)

Other comprehensive income

 

 

20,157

 

 

 

(1,994

)

 

 

18,163

 

 

 

 

 

 

 

 

 

18,163

 

Income tax (expense)

 

 

 

 

 

173

 

 

 

173

 

 

 

 

 

 

 

 

 

173

 

Year Ended December 31, 2019

 

 

4,685

 

 

 

(3,137

)

 

 

1,548

 

 

 

(1,445

)

 

 

(11

)

 

$

18,336

 

Other comprehensive income

 

 

2,112

 

 

 

(870

)

 

 

1,242

 

 

 

 

 

 

 

 

$

1,242

 

Income tax benefit (expense)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended December 31, 2020

 

 

6,797

 

 

 

(4,007

)

 

 

2,790

 

 

 

(1,445

)

 

 

(11

)

 

$

1,242

 

Other comprehensive income

 

 

3,986

 

 

 

1,279

 

 

 

5,265

 

 

 

 

 

 

 

 

 

5,265

 

Income tax benefit (expense)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended December 31, 2021

 

$

10,783

 

 

$

(2,728

)

 

$

8,055

 

 

$

(1,445

)

 

$

(11

)

 

$

5,265

 

 SEACOR Marine Holdings Inc. Stockholder’s Equity Noncontrolling Interests  
 Foreign Currency Translation Adjustments Derivative Gains (Losses) on Cash Flow Hedges, net Total Foreign Currency Translation Adjustments 
Derivative
Losses on
Cash Flow
Hedges, net
 Other Comprehensive Loss
Year Ended December 31, 2014$(3,664) $19
 $(3,645) $(87) $
  
Other comprehensive loss(3,571) (198) (3,769) (442) 

$(4,211)
Income tax benefit1,250
 69
 1,319
 
 
 1,319
Year Ended December 31, 2015(5,985) (110) (6,095) (529) 
 $(2,892)
Other comprehensive income (loss)(8,351) 286
 (8,065) (1,085) (17) $(9,167)
Income tax (expense) benefit2,923
 (100) 2,823
 
 
 2,823
Year Ended December 31, 2016(11,413) 76
 (11,337) (1,614) (17) $(6,344)
Other comprehensive income4,397
 703
 5,100
 257
 18
 $5,375
Income tax expense(1)
(6,179) (77) (6,256) 
 
 (6,256)
Year Ended December 31, 2017$(13,195) $702
 $(12,493) $(1,357) $1
 $(881)
______________________
(1)For the year ended December 31, 2017, income tax expense included income tax provisions of $4.5 million recognized as a result of new U.S. tax legislation signed into law on December 22, 2017.
Loss

Earnings (Loss) Per Share. Basic earnings/loss per common share of Common Stock of the Company is computed based on the weighted average number of common sharesCommon Stock and warrants to purchase Common Stock at an exercise price of $0.01 per share (“Warrant”) issued and outstanding during the relevant periods. Diluted The Warrants are included in the basic earnings/loss per common share of Common Stock because the Companyshares issuable upon exercise of the Warrants are issuable for de minimis cash consideration and therefore not anti-dilutive. Diluted earnings/loss per share of Common Stock is computed based on the weighted average number of common shares of Common Stock and Warrants issued and outstanding plus the effect of other potentially dilutive securities through the application of the treasury stock method and the if-converted methods. Dilutive securities for this purposemethod that assumes restricted stock grants have vested, commonall shares of Common Stock have been issued pursuant toand outstanding during the exercise of outstanding stock options and common shares have been issuedrelevant periods pursuant to the conversion of the 3.75% Convertible Senior Notes.Notes (as defined). For the years ended December 31, 2017, 20162021, 2020 and 2015,2019, diluted lossearnings (loss) per common share of the Company excluded 4,070,5001,439,483 shares, 1,488,292 shares, and 1,826,966 shares, respectively, issuable upon the conversion of the 3.75% Convertible Senior Notes as the effect of their inclusion in the computation would be anti-dilutive or were contingent upon


the Spin-off.anti-dilutive. In addition, for the yearyears ended December 31, 2017,2021, 2020 and 2019, diluted lossearnings (loss) per common share of the Company excluded 121,6931,112,256 shares, 436,714 shares and 303,609 shares, respectively, of restricted stock and 613,7001,061,357, 1,120,541 and 913,569 outstanding stock options as the effect of their inclusion in the computation would be anti-dilutive.
New Accounting Pronouncements. On May 28, 2014, In addition, for the Financial Accounting Standards Board (“FASB”) issued a comprehensive new revenue recognition standard that will supersede nearly all existing revenue recognition guidance under generally accepted accounting principlesyear ended December 31, 2021, diluted earnings per share of Common Stock of the Company included 50,834 shares of restricted stock as the effect of their inclusion in the United States. The core principalcomputation is dilutive, with no related income effect. In 2021, 2020 and 2019, the Company issued 157,455, 149,200, and 109,600 performance share awards, of which 354,964 were still outstanding as of December 31, 2021. These performance share awards are not considered outstanding until such time as they would be probable of being exercised, therefore they were not included in the computation of earnings (loss) per share.

89


Recently Adopted Accounting Standards. On October 29, 2020, the FASB issued ASU 2020-10, Codification Improvements: Amendments that improve the consistency of the newCodification by including all disclosure guidance in the appropriate Disclosure section. The guidance was effective for annual periods beginning after December 15, 2020, and interim periods within the annual periods beginning after December 15, 2022. The adoption of the standard is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The Company will adopt the new standard on January 1, 2018 and expects to use the modified retrospective approach upon adoption. The Company has determined that adopting the new accounting standard willdid not have a material impacteffect on its consolidated financial position, results of operations or cash flows for any of its revenue streams.

the disclosures included herein.

On February 25, 2016, the FASB issued a comprehensive new leasing standard which improvesmeant to improve transparency and comparability among companies by requiring lessees to recognize a lease liability and a corresponding lease asset for virtually all lease contracts. It also requires additional disclosures about leasing arrangements. The Company will adoptadopted the new standard on January 1, 2019 and will useapplied the modified retrospective approach upon adoption.transition provisions of the new standard at its adoption date with recognition of a cumulative-effect adjustment to the opening balance of retained earnings. The Company expects the adoption of the new standard willhad a material impact on the Company’s consolidated financial position, results of operations and cash flows. The adjustment to the Company’s balance sheet on January 1, 2019 included the addition of $33.7 million of right-of-use assets, $31.9 million in lease liability, and a cumulative-effect adjustment to the opening balance of retained earnings of $1.7 million for certain of its equipment, office and land leases. In addition, unamortized deferred gains for four vessels leased under sale-leaseback arrangements were fully recognized as an adjustment to the opening balance of retained earnings of $8.7 million, net of tax, ($11.0 million deferred gains net of $2.3 million deferred taxes).

On August 28, 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820). This new guidance modifies the disclosure requirements related to fair value measurement. The new guidance is effective for fiscal years beginning after December 15, 2019. The effects of this standard on our financial position or reporting was not material.

On August 29, 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40). The new guidance reduces complexity for the accounting for costs of implementing a cloud computing service arrangement and aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). For public companies, the amendments in this ASU are effective for fiscal years, and interim periods within those fiscal years beginning after December 15, 2019. The effects of this standard on our financial position, results of operations or cash flows was not material.

On June 30, 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326). This ASU represents a significant change in the Accounting for Credit Losses. The ASU introduced a new accounting model, the Current Expected Credit Losses model (CECL), which required earlier recognition of credit losses and additional disclosures related to credit risk. The CECL model utilizes a lifetime expected credit loss measurement objective for the recognition of credit losses for loans and other receivables at the time the financial asset is originated or acquired. The expected credit losses are adjusted each period for changes in expected lifetime credit losses. This model replaced the multiple existing impairment models in prior U.S. GAAP, which generally required that a loss be incurred before it is recognized. The standard applies to financial assets arising from revenue transactions such as contract assets and accounts receivables. Management implemented the new standard in 2020 and it did not have a material impact on the consolidated financial statements.

On December 18, 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. The adoption of the standard by the Company did not have a material impact on its consolidated financial position or on its results of operations and cash flows although.

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

On August 26, 2016, the FASB issued an amendment to the accounting standard which amends or clarifies guidance on classification of certain transactions in the statement of cash flows, including classification of proceeds from the settlement of insurance claims, debt prepayments, debt extinguishment costs and contingent consideration payments after a business combination. The Company will adopt the new standard on January 1, 2018 and does not expectimpact that the adoption of the new standard will have a material impact on itsthe Company’s consolidated financial position, results of operations or cash flows.
and disclosures.

On October 24, 2016,March 12, 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides temporary optional guidance to ease the potential burden in accounting for reference rate reform. The new guidance provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. The ASU is intended to help stakeholders during the global market-wide reference rate transition period. Therefore, it will be in effect for a new accounting standard, which requires companies to accountlimited time through December 31, 2022. As of December 31, 2021, the reference rates for the income tax effectsCompany’s existing debt and interest rate swaps have not changed as a result of intercompany sales and transfers of assets other than inventory.any such amendment. The Company will continue to monitor changes to reference rates in applicable agreements and adopt the new standard on January 1, 2018 and expectsas needed.

90


2.

TRANSFORMATION, FACILITY RESTRUCTURING AND SEVERANCE CHARGES

Due to the impacthighly competitive nature of the adoptionCompany’s business and the continuing losses incurred over the last few years, the Company reduced its overall cost structure and workforce to better align the Company with current activity levels. The transformation plan, which began in the third quarter of 2019 and extended through the third quarter of 2020 (the “Transformation Plan”), included a workforce reduction, organization restructuring, facility consolidations and other cost reduction measures and efficiency initiatives across the Company’s geographic regions.

The Transformation Plan was completed during the third quarter of 2020. No material future costs related to these efforts are expected, but to the extent the Company identifies additional opportunities for further costs reductions beyond the Transformation Plan, these opportunities may give rise to restructuring charges. On a cumulative basis, the Company recognized $4.9 million in restructuring charges. During the year ended December 31, 2021, the Company did not recognize any restructuring charges and had 0 accrued liabilities associated with the Transformation Plan.

In connection with the Transformation Plan, for the twelve months ended December 31, 2020, the Company recognized year-to-date restructuring and transformation charges of $1.2 million, which includes severance charges of $1.1 million and other restructuring charges of $0.1 million. Other restructuring charges included contract termination costs, relocation and other associated costs. The restructuring and transformation charges are reflected in the Company’s general and administrative expense.

The components of restructuring charges for the years ended December 31, 2020 and 2019, were as follows (in thousands):

December 31, 2020

 

 

United States

(primarily Gulf

of Mexico)

 

 

Africa and Europe, Continuing Operations

 

 

Middle East

and Asia

 

 

Latin

America

 

 

Total

 

Transformation Plan

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Severance Charges

 

$

275

 

 

$

185

 

 

$

665

 

 

$

 

 

$

1,125

 

Other Charges

 

 

31

 

 

 

 

 

 

31

 

 

 

 

 

 

62

 

Total Charges

 

$

306

 

 

 

185

 

 

$

696

 

 

 

 

 

$

1,187

 

December 31, 2019

 

 

United States

(primarily Gulf

of Mexico)

 

 

Africa and Europe, Continuing Operations

 

 

Middle East

and Asia

 

 

Latin

America

 

 

Total

 

Transformation Plan

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Severance Charges

 

$

2,995

 

 

$

200

 

 

$

184

 

 

$

 

 

$

3,379

 

Other Charges

 

 

307

 

 

 

 

 

 

31

 

 

 

 

 

 

339

 

Total Charges

 

$

3,302

 

 

 

200

 

 

$

215

 

 

 

 

 

$

3,718

 

The severance and other restructuring charges gave rise to certain liabilities primarily related to liabilities accrued as part of the new standardTransformation Plan. As of December 31, 2020, all related liabilities associated with the Transformation Plan have been recognized.

3.

BUSINESS ACQUISITIONS

SEACOR OSV PARTNERS I LP., a Delaware limited partnership (“OSV Partners I”), was a joint venture that owned and operated five PSVs for which the Company acted as one of the general partners and also held a limited partnership interest in. On December 31, 2021, pursuant an agreement and plan of merger (the “Merger Agreement”) among SEACOR Marine Holdings Inc. (“SEACOR Marine”), SEACOR Offshore OSV LLC, a Delaware limited liability company and an indirect wholly-owned subsidiary of SEACOR Marine (“SEACOR Offshore OSV”) and OSV PARTNERS I, OSV Partners I merged with and into SEACOR Offshore OSV with SEACOR Offshore OSV surviving the merger (the “Merger”).

91


In connection with the consummation of the Merger, the Company issued an aggregate of 1,567,935 shares of Common Stock, as follows:

(i)

531,872 shares of Common Stock as consideration for the Merger paid to OSV Partners I’s limited partners (other than the Company and its subsidiaries), and

(ii)

1,036,063 shares of Common Stock as payment to settle all amounts and other obligations outstanding under the Subordinated PIK Loan Agreement, dated September 28, 2018 (as amended on December 22, 2021, the “PIK Loan Agreement”) and paid to the former lenders thereunder (all of whom were limited partners of OSV Partners I).

In connection with the Merger, SEACOR Marine and SEACOR Offshore OSV assumed and guaranteed approximately $18.1 million of OSV Partners I’s third-party indebtedness outstanding under the amended and restated senior secured term loan credit facility agreement dated as of September 28, 2018 (as amended, restated, amended and restated or otherwise modified, the “OSV Credit Facility”), by and among OSV Partners I and lenders and other parties thereto. The OSV Credit Facility requires quarterly principal payments of $0.5 million. Interest accrues under the OSV Credit Facility at a rate of Term SOFR (as defined in the OSV Credit Facility) plus 4.68% plus Mandatory Costs (as defined in the OSV Credit Facility), if applicable. The OSV Credit Facility matures on December 31, 2023 and may be accelerated upon the occurrence of an event of default.

As a result in a reduction of $12.1 million tothe Merger, the five 201’, 1,900 tons deadweight capacity, PSVs owned by OSV Partners I are now 100% owned by the Company, bringing the Company’s opening retained earnings.

On November 17, 2016,owned PSV fleet to 20. Of the FASB issuedfive PSVs previously owned by OSV Partners I, three are U.S. flagged and currently located in the Gulf of Mexico, and two are Marshall Island flagged and currently located in the Middle East. As of December 31, 2021, these 5 PSVs have an amendment toaverage age of seven years. In accordance with ASU No. 2017-01-Business Combinations (Topic 805): Clarifying the accounting standard which requires that restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total cash amounts shown on the statement of cash flows. The new standard is effective for fiscal years beginning after December 15, 2018. Early adoption is permitted.
On January 5, 2017, the FASB issued an amendment to the accounting standard which clarifies the definitionDefinition of a business and assists entities with evaluating whether transactions should beBusiness, this acquisition was accounted for as acquisitions (or disposals) of assets or businesses. The Company will adopt the new standard on January 1, 2018 and does not expect the adoption of the new standard to have a material impact on its consolidated financial position, results of operations or cash flows.
On February 22, 2017, the FASB issued an amendment to the accounting standard which clarifies the scope of guidance on nonfinancial asset derecognition and the accounting for partial sales of nonfinancial assets. The new guidance also conforms the derecognition guidance for nonfinancial assets with the model in the new revenue standard. The Company will adopt the new standard on January 1, 2018 and does not expect the adoption of the new standard to have a material impact on its consolidated financial position, results of operations or cash flows.
2.BUSINESS ACQUISITIONS
Sea-Cat Crewzer. On April 28, 2017, the Company acquired a 100% controlling interest in Sea-Cat Crewzer, which owns an operates two high-speed offshore catamarans, through the acquisition of its partners’ 50% ownership interest for $4.4 million in cash (see Note 4). The Company performed a fair value analysis and the purchase price was allocated to the acquired assets and liabilities based on their fair values resulting in no goodwill being recorded.
Sea-Cat Crewzer II. On April 28, 2017, the Company acquired a 100% controlling interest in Sea-Cat Crewzer II, which owns and operates two high-speed offshore catamarans, through the acquisition of its partners’ 50% ownership interest for $11.3 million in cash (see Note 4). The Company performed a fair value analysis and the purchase price was allocated to the acquired assets and liabilities based on their fair values resulting in no goodwill being recorded.

Cypress CKOR. On December 12, 2016, the Company obtained a 100% controlling interest in Cypress CKOR LLC (“Cypress CKOR”), an owner of one offshore support vessel, for one dollar and the assumption of $3.1 million in debt. The Company performed a fair value analysis and the purchase price was allocated to the acquired assets and liabilities based on their fair values resulting in no goodwill being recorded.
Purchase Price Allocation. purchase. The allocation of the purchase price for the Company’s acquisitions for the years endedacquired assets and liabilities as of December 31 was as follows (in thousands):

Assets Acquired (In Thousands):

 

2021

 

Current Assets

 

$

6,181

 

Fixed Assets

 

 

35,176

 

Current Liabilities

 

 

(2,186

)

Long-Term Liabilities

 

 

(15,962

)

Total Cost Basis for Purchase

 

 

23,209

 

Purchase Price

 

 

(5,331

)

Acquisition costs

 

 

(598

)

Equity Investment In OSV Partners

 

 

(17,280

)

 

 

$

(23,209

)

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

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

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

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

92


The SEACOR Delta PSVs were initially acquired by vessel owning subsidiaries (“SEACOR Delta SPVs”) of SEACOR Offshore Delta pursuant to existing deferred purchase agreements with the COSCO (Guangdong) Shipyard (“Guangdong DPAs”) under which an aggregate of approximately $100.8 million was outstanding as of June 30, 2020 (the “SEACOR Delta Shipyard Financing”). As of December 31, 2021 and 2020, $86.3 million and $95.3 million, respectively, was outstanding. The Guangdong DPAs provide for amortization of the purchase price for each vessel over a period of 10 years from delivery bearing floating interest rate of three-month LIBOR plus 4.0%. SEACOR Offshore Delta has taken delivery of all 8 SEACOR Delta PSVs, 7 with a 2018 or 2019 year of build, and one with a 2020 year of build. The payment obligations of the SEACOR Delta SPVs under the Guangdong DPAs for each vessel is secured by a first lien mortgage on the vessel and a pledge of the SEACOR Delta SPV’s equity, and SEACOR Marine provided a limited deficiency guarantee solely with respect to the short-fall in vessel collateral value, if any, in the event the COSCO (Guangdong) Shipyard exercises its remedies under the mortgages.

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

Assets Acquired (In Thousands):

 

 

 

 

 

June 30, 2020

 

Current Assets

 

 

 

 

 

$

7,700

 

Fixed Assets

 

 

 

 

 

 

142,282

 

Current Liabilities

 

 

 

 

 

 

(23,929

)

Book Value of Debt Acquired

 

 

(100,759

)

 

 

 

 

Discount on Debt Acquired

 

 

25,190

 

 

 

 

 

Fair Value of Debt Acquired

 

 

 

 

 

 

(75,569

)

Total Cost Basis for Purchase

 

 

 

 

 

 

50,484

 

Purchase Price

 

 

 

 

 

 

(28,150

)

Acquisition costs

 

 

 

 

 

 

(112

)

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

 

 

 

 

 

 

(22,222

)

 

 

 

 

 

 

$

(50,484

)

 2017 2016
Restricted cash$
 $275
Trade and other receivables235
 1,250
Other current assets4,148
 
Investments, at Equity, and Advances to 50% or Less Owned Companies(15,700) 
Property and Equipment61,626
 1,367
Accounts payable747
 199
Other current liabilities(76) 
Long-Term Debt(41,186) (3,091)
Other(43) 
Purchase price(1)
$9,751
 $
______________________
(1)Purchase price in 2017 is net of cash acquired totaling $5.9 million.

4.

3.

EQUIPMENT ACQUISITIONS AND DISPOSITIONS

Equipment Additions. The Company’s capital expenditures and payments on fair value derivative hedgesequipment were $69.4$7.0 million, $101.3$20.8 million, and $87.8$44.8 million in 2017, 20162021, 2020 and 2015,2019, respectively. Deliveries of offshore support vessels for the years ended December 31 were as follows:

 

 

2021 (1)

 

 

2020 (2)

 

 

2019 (3)

 

FSV

 

 

 

 

 

 

 

 

2

 

Supply

 

 

1

 

 

 

4

 

 

 

2

 

 

 

 

1

 

 

 

4

 

 

 

4

 

(1)

Excludes 5 PSVs acquired as part of the OSV Partners Acquisition (see “Note 3. Business Acquisitions”).

(2)

Excludes 3 CTVs as assets held for sale and 7 PSVs acquired as part of the SEACOSCO Acquisition (see “Note 3. Business Acquisitions”).

 2017 2016 2015
Fast support6
 12
 3
Supply5
 2
 1
Specialty
 1
 
Wind farm utility
 2
 2
 11
 17
 6
_____________________

(3)

Excludes 2 CTVs as assets held for sale.


(1)Excludes four fast support vessels acquired in the Sea-Cat Crewzer and Sea-Cat Crewzer II acquisitions and two liftboats on the consolidation of Falcon Global.

Equipment Dispositions.

On January 12, 2021, a wholly-owned subsidiary of SEACOR Marine Holdings Inc. (the “Company”), completed the sale of the Company’s Windcat Workboats CTV business through the sale of 100% of the equity of Windcat Workboats, a wholly-owned subsidiary of the Company (“Windcat” and together with its subsidiaries, the “Windcat Group”), to CMB N.V. (the “Windcat Buyer”) pursuant to a Sale and Purchase Agreement entered into on December 18, 2020. At closing, the Windcat Buyer paid to the Company an aggregate purchase price of £32.8 million. After deducting transaction costs and expenses and giving effect to foreign exchange rate hedges, the Company received net cash proceeds of approximately $42.6 million. The Windcat Buyer also assumed all of the approximately £20.4 million of debt outstanding under Windcat Workboat’s existing revolving credit facility. As of December 31, 2020, the Windcat Group owned a total of 41 CTVs and held interests in an additional 5 CTVs through its joint ventures, all of which were included in the sale. These vessels were classified as and included as Assets held for sale as of December 31, 2020. The Company recognized a gain on the sale of Windcat Workboats of approximately $22.8 million, calculated as follows:

(In Thousands):

January 12, 2021

 

Total Proceeds Received

$

43,797

 

Transactions Fees and other Costs

 

1,562

 

Cash Sold

 

3,520

 

Total Net Proceeds

 

38,715

 

Less: Net Equity in Windcat Workboats, net of cash sold

 

15,790

 

Less: January Income on Discontinued Operations

 

169

 

Gain on Sale of Windcat Workboats

$

22,756

 

During the year ended December 31, 2017,2021, the Company sold property1 PSV, 3 FSVs and equipmentreduced $22.5 million of debt under the FGUSA Credit Facility (as defined and described in Note 8 Long-Term Debt) with hull and machinery insurance proceeds received in respect of the SEACOR Power of $25.0 million, for net proceedsa total of $11.2 million ($10.7$30.1 million in cash and $0.5 million in cash deposits previously received)consideration and gains of $3.9 million, all of which were recognized currently. In addition, the Company received $0.1 million in deposits on future property and equipment sales.

$20.9 million.

During the year ended December 31, 2016,2020, the Company sold 2 AHTS vessels and one specialty vessel previously removed from service, 4 FSVs, 1 specialty vessels, 1 vessel under construction and other equipment for $21.6 million ($20.7 million cash and $0.9 million in previously received deposits) and gains of $1.2 million.

For the year ended December 31, 2019, the Company completed the sale of its ERRV fleet business, which consisted of 18 vessels with a net book value of $23.4 million. The net proceeds from the sale of the ERRV fleet, including property and equipment, were approximately $27.4 million resulting in a net loss on dispositions of $9.1 million. Additional consideration of up to £4.0 million (equivalent to approximately $5.2 million based on the exchange rate at the time of the sale) may be payable to the Company based on revenue targets being achieved in 2021. The revenue targets were not achieved in 2021 or 2020 and as such 0 additional consideration payments were made.

In addition to the sale of the North Sea ERRV fleet, for the year ended December 31, 2019, the Company sold 1 AHTS vessels, 5FSVs, 5 PSVs, 3 liftboats,and other equipment for net proceeds of $41.4$55.3 million($54.2 million in cash and $1.1 million in cash deposits previously received)and gains of $3.5 million, all of which were recognized currently. In addition, the Company received $0.5 million in deposits on future property and equipment sales.

During the year ended December 31, 2015, the Company sold property and equipment for net proceeds of $15.7 million and gains of $0.9 million, all of which were recognized currently. In addition, the Company recognized previously deferred gains of $2.6$5.5 million.

Major equipment dispositions for the years ended December 31 were as follows:

 

 

2021 (1)

 

 

2020 (2)

 

 

2019

 

AHTS

 

 

 

 

 

2

 

 

 

1

 

FSV

 

 

3

 

 

 

4

 

 

 

5

 

Supply

 

 

1

 

 

 

1

 

 

 

5

 

Liftboats

 

 

1

 

 

 

1

 

 

 

3

 

Specialty

 

 

 

 

 

2

 

 

 

 

 

 

 

5

 

 

 

10

 

 

 

14

 

 
2017(1)
 2016 2015
Fast support vessels
 
 1
Standby safety1
 4
 
Supply1
 5
 1
Liftboats2
 
 
 4
 9
 2
_____________________

(1)

(1)

Excludes the sale of nine offshore support vessels4 liftboats that were previously removed from service.

(2)

Excludes 3 vessels that were previously removed from service (2 AHTS vessels and 1 specialty vessel).


5.

4.

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

Investments, at equity, and advances to 50% or less owned companies as of December 31 were as follows (in thousands):

 

 

Ownership

 

 

2021

 

 

2020

 

MexMar

 

 

49.0

%

 

$

59,940

 

 

$

50,037

 

OSV Partners(1)

 

 

30.4

%

 

 

 

 

 

9,094

 

SEACOR Marlin

 

 

49.0

%

 

 

6,958

 

 

 

7,979

 

MEXMAR Offshore(2)

 

 

49.0

%

 

 

 

 

 

1,960

 

Offshore Vessel Holdings

 

 

49.0

%

 

 

1,847

 

 

 

2,388

 

Other

 

20.0% — 50.0%

 

 

 

2,982

 

 

 

3,850

 

 

 

 

 

 

 

$

71,727

 

 

$

75,308

 

 Ownership 2017 2016
MexMar49.0% $60,980
 $63,404
OSV Partners30.4% 10,006
 9,245
Nautical Power50.0% 6,408
 6,413
Dynamic Offshore Drilling19.0% 4,958
 15,871
Falcon Global50.0% 
 18,539
Sea Cat Crewzer II50.0% 
 11,246
Sea-Cat Crewzer50.0% 
 4,088
Other20.0%50.0% 9,817
 9,505
     $92,169
 $138,311
Condensed Financial Information of MexMar. Summarized financial information of MexMar as of and for the years ended December 31 was as follows (in thousands):
 2017 2016  
Current assets$71,990
 $50,996
  
Noncurrent assets194,990
 209,806
  
Current liabilities23,931
 23,089
  
Noncurrent liabilities147,043
 151,515
  
 2017 2016 2015
Operating Revenues$67,003
 $70,521
 $78,363
Costs and Expenses:     
Operating and administrative29,405
 37,613
 41,837
Depreciation15,977
 13,958
 13,089
 45,382
 51,571
 54,926
Operating Income$21,621
 $18,950
 $23,437
Net Income$9,233
 $6,476
 $15,638

Condensed Financial Information of Falcon Global, Sea-Cat Crewzer and Sea-Cat Crewzer II. Summarized financial information as of and for the years ended December 31 was as follows (in thousands):
   2016  
Current assets
 $14,834
  
Noncurrent assets
 166,076
  
Current liabilities
 9,624
  
Noncurrent liabilities
 90,693
  
 
2017(1)
 2016 2015
Operating Revenues$5,075
 $21,611
 $24,439
Costs and Expenses:     
Operating and administrative3,752
 12,837
 9,441
Depreciation2,324
 3,694
 3,708
 6,076
 16,531
 13,149
Operating Income (Loss)$(1,001) $5,080
 $11,290
Net Income (Loss)$(2,699) $778
 $6,468
_____________________

(1)

(1)Includes activity through date

The Company owned66.7% of acquisition or consolidation.the General Partner and 29.7% of the limited partnership interest of OSV Partners I.On December 31, 2021, the Company purchased the remaining shares in this joint venture that it did not own and consolidated the net assets of OSV Partners. See details below as well as “Note 3. Business Acquisitions”.

(2)

This joint venture holds the investment in UP Offshore. The Company received a cash distribution in excess of its investment in MEXMOR Offshore during 2021. The distribution exceeded the investment value by $9.4 million and this amount was recognized as gain from return of investments in 50% or less owned companies. On December 9, 2021, the Company sold their ownership in this joint venture to the majority shareholder. See details below.

Combined Condensed Financial Information of Other Investees (excluding MexMar, Falcon Global, Sea-Cat Crewzer and Sea-Cat Crewzer II). Investees. Summarized financial information of the Company’s other investees, at equity, as of and for the years ended December 31 was as follows (in thousands):

 

 

2021

 

 

2020

 

Current assets

 

$

119,559

 

 

$

109,687

 

Noncurrent assets

 

 

181,712

 

 

 

259,424

 

Current liabilities

 

 

93,304

 

 

 

109,074

 

Noncurrent liabilities

 

 

65,902

 

 

 

115,626

 

 

 

2021

 

 

2020

 

 

2019

 

Operating Revenues

 

$

156,579

 

 

$

160,781

 

 

$

136,690

 

Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Operating and administrative

 

 

139,313

 

 

 

142,228

 

 

 

116,517

 

Depreciation

 

 

23,524

 

 

 

27,044

 

 

 

27,412

 

 

 

 

162,837

 

 

 

169,272

 

 

 

143,929

 

Loss on Asset Dispositions and Impairments, Net

 

 

 

 

 

 

 

 

(166

)

Operating (Loss) Income

 

$

(6,258

)

 

$

(8,491

)

 

$

(7,405

)

Net Income (Loss)

 

$

41,798

 

 

$

(18,229

)

 

$

(36,816

)

 2017 2016  
Current assets$61,360
 $78,071
  
Noncurrent assets247,038
 255,270
  
Current liabilities14,603
 32,731
  
Noncurrent liabilities138,789
 158,628
  
 2017 2016 2015
Operating Revenues$77,409
 $77,571
 $92,559
Costs and Expenses:     
Operating and administrative46,748
 51,136
 57,922
Depreciation12,198
 13,181
 13,961
 58,946
 64,317
 71,883
Loss on Asset Dispositions and Impairments, Net
 (21,323) (2,201)
Operating Income$18,463
 $(8,069) $18,475
Net Income (Loss)$6,451
 $(19,229) $3,829

As of December 31, 2017 and 2016,2021, cumulative undistributed net earnings of all 50% or less owned companies included in the Company’s consolidated retained earnings were $46.1 million and $38.7 million, respectively.

million.

MexMar. MexMar owns and operates 1516 offshore support vessels in Mexico and manages three PSV’s and one FSV on behalf of OVH in Mexico. During the years ended December 31, 2021, 2020 and 2019, there were 0 returns of capital advances or distributions to shareholders and the Company charged $0.3 million of vessel management fees to MexMar.

OSV Partners. On December 31, 2021, SEACOR Marine, SEACOR Offshore OSV and OSV Partners I entered into the Merger Agreement pursuant to which OSV Partners I merged with and into SEACOR Offshore OSV, with SEACOR Offshore OSV surviving the merger (see “Note 3. Business Acquisitions”). The results of operations of OSV Partners are included in net income (loss) in the “Combined Condensed Financial Information of Other Investees” for the year ended December 31, 2021 for the period the entity was a 50% or less owned company.

SEACOSCO. On May 31, 2020, SEACOR Offshore Asia, entered into the SEACOSCO SPA, pursuant to which SEACOR Offshore Asia agreed to acquire the SEACOSCO Interests held by the SEACOSCO Sellers that the Company did not already own.

On June 30, 2020, SEACOR Offshore Asia completed the SEACOSCO Acquisition(see “Note 3. Business Acquisitions”).

SEACOR Marlin. SEACOR Marlin LLC (“SEACOR Marlin”) owns the Seacor Marlin supply vessel. On September 13, 2018, the Company sold 51% of SEACOR Marlin to MEXMAR Offshore (MI) LLC, a wholly owned subsidiary of MexMar, for $8.0 million in cash, which generated a gain of $0.4 million. The Seacor Marlin supply vessel was pledged as collateral under the MexMar credit facility, for which the Company receives an annual collateral fee. During the year ended December 31, 2017, MexMar returned advances of $7.4 million in cash2021, there was a distribution to the Company.Company of $2.5 million. During the years ended December 31, 2020 and 2019, there were 0 returns of capital advances or distributions to shareholders.

95


MEXMAR Offshore – UP Offshore Sale Transaction. On June 1, 2021, MEXMAR Offshore International LLC (“MEXMAR Offshore”), a joint venture 49% owned by an indirect wholly-owned subsidiary of SEACOR Marine, and 51% owned by a subsidiary of Proyectos Globales de Energía y Servicios CME, S.A. de C.V. (“CME”), UP Offshore (Bahamas) Ltd. (“UP Offshore”), a provider of offshore support vessel services to the energy industry in Brazil and a wholly owned subsidiary of MEXMAR Offshore, and certain of subsidiaries of UP Offshore, completed the sale of 8 vessels and certain Brazilian entities to Oceanpact Servicos Maritimos S.A. and its subsidiary, OceanPact Netherlands B.V., for a total purchase price of $30.2 million (the “UP Offshore Sale Transaction”). The UP Offshore Sale Transaction resulted in an equity earnings gain from 50% or less owned companies of $2.6 million.

MEXMAR Offshore – Distribution and Winddown.On July 23, 2021, the Company received a distribution from MEXMAR Offshore in connection with the UP Offshore Sale Transaction in the amount of $12.0 million of which $9.4 million was in excess of the Company’s investment balance of $2.6 million. The excess was recorded by the Company in the third quarter as a gain from return of investments in 50% or less owned companies. After giving effect to the UP Offshore Sale Transaction, MEXMAR Offshore, indirectly through certain subsidiaries of UP Offshore, retained ownership of 3 vessels. As part of the winddown of the MEXMAR Offshore joint venture, ownership of 2 of these vessels was transferred from subsidiaries of UP Offshore to OVH on October 26, 2021, and the remaining vessel was transferred from a subsidiary of UP Offshore to OVH on November 2, 2021. Upon completion of these transactions, MEXMAR Offshore no longer held income producing assets and as a result, on December 9, 2021, the Company transferred its 49% interest in MEXMAR Offshore to a subsidiary of CME for nominal consideration and a transaction fee of $0.2 million. As of December 31, 2021, the Company does not have any ownership interest in MEXMAR Offshore. The results of operations of MexMar Offshore are included in net income (loss) in the “Combined Condensed Financial Information of Other Investees” for the year ended December 31, 2021 for the period the entity was a 50% or less owned company.

Offshore Vessel Holdings (“OVH”).On December 28, 2018, the Company invested $4.9 million for a 49% interest in OVH. The remaining 51% is owned by a subsidiary of CME. OVH invests in offshore assets and charters marine equipment. During the year ended December 31, 2016,2019 OVH loaned $10.0 million to Operadora Productora y Exploradora Mexicana S.A. de C.V., a drilling company in Mexico and affiliate of CME which owns and operates 2 jackup drilling rigs (“OPEM”), chartered-in 3 PSV’s from UP Offshore (a subsidiary of MEXMAR Offshore) and purchased 1 FSV from the Company made advancesfor $2.4 million through a seller’s finance agreement. As part of $7.4the winddown of the MEXMAR Offshore joint venture, ownership of two of these PSVs was transferred from UP Offshore to OVH on October 26, 2021, and the remaining PSV was transferred from UP Offshore to OVH on November 2, 2021. On December 10, 2021, OVH and OPEM settled the $10.0 million loan in cashexchange for OPEM making an early repayment of $10.5 million, reflecting repayment of the principal amount in full and sold two offshore support vesselsa prepayment discount and forgiveness of approximately $4.1 million of accrued interest. The Company charged $1.0 million of management fees to OVH for $34.0 million in cash to MexMar. During the year ended December 31, 2015, the Company made advances of $7.9 million in cash to MexMar. In addition, during the year ended December 31, 2015, MexMar repaid $15.0 million of seller financing provided by the Company. During the years ended December 31, 2017, 2016 and 2015, the Company received $0.3 million, $0.3 million and $0.4 million, respectively, of vessel management fees from MexMar. During the years ended December 31, 2016 and 2015, the Company charged MexMar $5.1 million and $11.6 million, respectively, to charter certain vessels under bareboat and time charter arrangements.

OSV Partners. SEACOR OSV Partners GP LLC and SEACOR OSV Partners I LP (collectively “OSV Partners”) own and operate five offshore support vessels. OSV Partners is currently in non-compliance with its debt service coverage ratio and

its maximum leverage ratio pursuant to its term loan facility. As of December 31, 2017, the remaining principal amount outstanding under the facility was $29.3 million. During the year ended December 31, 2017, the Company participated in a $6.0 million preferred equity offering of OSV Partners and invested $2.3 million in support of the venture. The lenders to OSV Partners have no recourse to the Company for outstanding amounts under the facility, and the Company is not obligated to participate in any future fundings to OSV Partners. During the years ended December 31, 2016 and 2015, the Company contributed capital of $1.2 million and $1.4 million, respectively, in cash to OSV Partners. During the year ended December 31, 2016, equity in earnings (losses) of 50% or less owned companies, net of tax, includes $1.0 million related to the Company’s proportionate share of impairment charges associated with OSV Partners’ fleet. During the years ended December 31, 2017, 2016 and 2015, the Company received $0.6 million, $0.5 million and $1.2 million, respectively, of vessel management fees from OSV Partners.
Nautical Power. As of December 31, 2017, the Company’s investment in Nautical Power, LLC (“Nautical Power”) consists of its share of funds held for future investment.
Dynamic Offshore Drilling. Dynamic Offshore Drilling Ltd. (“Dynamic Offshore Drilling”) was established to construct and operate a jack-up drilling rig that was delivered in the first quarter of 2013. During the year ended December 31, 2017, the Company recognized an impairment charge of $8.3 million, net of tax, for an other than temporary decline in the fair value of its equity investment upon Dynamic Offshore Drilling’s unsuccessful bid on a charter renewal with a customer.
Falcon Global. Falcon Global was formed to construct and operate two foreign-flag liftboats. During the three months ended March 31, 2017, the Company and its partner each contributed additional capital of $0.4 million, and the Company made working capital advances of $2.0 million to Falcon Global. In March 2017, the Company’s partner declined to participate in a capital call from Falcon Global and, as a consequence, the Company obtained 100% voting control of Falcon Global in accordance with the terms of the operating agreement. The impact of consolidating Falcon Global’s net assets effective March 31, 2017 to the Company’s financial position was as follows (in thousands):
Cash$1,943
Marketable securities785
Trade and other receivables(291)
Investments, at Equity, and Advances to 50% or Less Owned Companies(19,374)
Property and Equipment96,000
Accounts payable3,201
Other current liabilities1,153
Long-Term Debt58,335
Other Liabilities(1,000)
Noncontrolling interests in subsidiaries17,374
Sea-Cat Crewzer II. Sea-Cat Crewzer II owns and operates two high-speed offshore catamarans. On April 28, 2017, the Company acquired a 100% controlling interest in Sea-Cat Crewzer II through the acquisition of its partners’ 50% ownership interest for $11.3 million in cash (see Note 2).
Sea-Cat Crewzer. Sea-Cat Crewzer owns and operates two high-speed offshore catamarans. On April 28, 2017, the Company acquired a 100% controlling interest in Sea-Cat Crewzer through the acquisition of its partners’ 50% ownership interest for $4.4 million in cash (see Note 2).
2021.

Other. The Company’s other 50% or less owned companies own and operate nine0 vessels. During the yearyears ended December 31, 2017,2021 and 2020, the Company received dividends of $2.6 million, made capital contributions and advances of $0.8$2.0 million and received repayments on advances of $0.2 million with these 50% or less owned companies. In addition, during the year ended December 31, 2017, the Company recognized impairment charges of $0.5 million, net of tax, for an other-than-temporary decline in the fair value of its investment in a certain 50% or less owned company. During the year ended December 31, 2016, the Company received dividends of $0.8$2.1 million from these 50% or less owned companies, respectively. During the year ended December 31, 2019, the Company received dividends of $2.1 million and made capital contributions of $0.5 million toof return capital from these 50% or less owned companies. In addition, duringDuring the yearyears ended December 31, 2016, the Company recognized impairment charges of $0.5 million, net of tax, for an other-than-temporary decline in the fair value of its investment in a certain 50% or less owned company2021 and recognized $2.7 million, net of tax, for its proportionate share of impairment charges recognized by certain of its 50% or less owned companies related to offshore support vessels used in their operations. During the year ended December 31, 2015, the Company2020, 0 vessel management fees were received dividends of $0.9 million and repayments on advances of $0.2 million from these 50% or less owned companies. In addition, during the year ended December 31, 2015,2019, the Company recognized impairment charges of $2.0 million, net of tax, for its proportionate share of impairment charges recognized by certain of its 50% orreceived less owned companies related to offshore support vessels used in their operations. During the years ended December 31, 2017, 2016 and 2015, the Company


received $0.7 million, $0.8 million and $0.8 million, respectively, of vessel management fees from these 50% or less owned companies.
Two of the Company’s 50% or less owned companies obtained bank debt to finance the acquisition of offshore support vessels. The debt is secured by, among other things, a first preferred mortgage on the vessels. The banks also have the authority to require the Company and its partners to fund uncalled capital commitments, as defined in the partnership agreements. In such event, the Company would be required to contribute its allocable share of uncalled capital, which was $1.4 million in the aggregate as of December 31, 2017.
The Company guarantees certain of the outstanding charter receivables of one of its managed 50% or less owned companies if a customer defaults in payment and the Company either fails to take enforcement action against the defaulting customer or fails to assign its right of recovery against the defaulting customer. As of December 31, 2017, the Company’s contingent guarantee for the outstanding charter receivables was $0.4than $0.1 million.
SEACOSCO. On January 17, 2018, the Company announced the formation of SEACOSCO Offshore LLC (“SEACOSCO”), a Marshall Islands entity jointly owned by the Company and affiliates of COSCO SHIPPING GROUP (“COSCO SHIPPING”), the world’s largest ship owner. SEACOSCO entered into contracts for the purchase of eight Rolls-Royce designed, new construction platform supply vessels (“PSVs”) from COSCO SHIPPING HEAVY INDUSTRY (GUANGDONG) CO., LTD (the “Shipyard”, an affiliate of COSCO SHIPPING) for approximately $161.1 million, of which 70% will be financed by the Shipyard, and secured by the PSVs on a non-recourse basis to the Company. SEACOSCO will take title to seven of the PSVs in 2018 and one in 2019. Thereafter, the Shipyard, at its cost, will store the PSVs at its facility for periods ranging from six to 18 months. The Company’s total committed investment for construction and working capital requirements is approximately $27.5 million for an unconsolidated 50% interest in SEACOSCO, with approximately $20.0 million payable in the first quarter of 2018 and the remaining balance due over the next 14 months as the vessels and the equipment are delivered. The Company will be responsible for full commercial, operational, and technical management of the vessels on a worldwide basis.

6.

5.

CONSTRUCTION RESERVE FUNDS

The Company has established, pursuant to Section 511 of the Merchant Marine Act, 1936, as amended, construction reserve fund accounts subject to agreements with the Maritime Administration.Administration (“MARAD”). In accordance with this statute, the Company is permitted to deposit proceeds from the sale of certain vessels into the construction reserve fund accounts and defer the taxable gains realized from the sale of those vessels. Qualified withdrawals from the construction reserve fund accounts are only permitted for the purpose of acquiring qualified U.S.-flag vessels as defined in the statute and approved by the Maritime Administration.MARAD. To the extent that sales proceeds are reinvested in replacement vessels, the carryover depreciable tax basis of the vessels originally sold is attributed to the U.S.-flag vessels acquired using such qualified withdrawals. The construction reserve funds must be committed for expenditure within three years of the date of sale of the equipment, subject to two 2 one-year extensions that can be granted at the discretion of the Maritime Administration,MARAD or be released for the Company’s general use as nonqualified withdrawals. For nonqualified withdrawals, the Company is obligated to pay taxes on the previously deferred gains at the prevailing statutory tax rate plus penalties and interest thereon for the period such taxes were deferred.

As of December 31, 2017 and 2016,2021, the Company’sCompany had 0 balance in short-term construction reserve funds are classifiedincluded in cash and cash equivalents.As of December 31, 2020, the Company had $4.2 million in short-term construction reserve funds included in cash and cash equivalents.During the years ended December 31, 2021, 2020 and 2019, construction reserve fund withdrawals totaled $4.2 million, $9.1 million and $15.2 million, respectively.


7.

LEASES

On February 25, 2016, the FASB issued a comprehensive new leasing standard, ASC 842, Leases, meant to improve transparency and comparability among companies by requiring lessees to recognize a lease liability and a corresponding lease asset for virtually all lease contracts. It also requires additional disclosures about leasing arrangements. The Company adopted the standard on January 1, 2019 and applied the transition provisions of the standard with recognition of a cumulative-effect adjustment to the opening balance of retained earnings. The adoption of the standard had a material impact on the Company’s consolidated financial position, results of operations and cash flows. The adjustment to the Company’s balance sheet on January 1, 2019 included the addition of $33.7 million of right-of-use assets, $31.9 million in lease liability, and a cumulative-effect adjustment to the opening balance of retained earnings of $1.7 million for certain of its equipment, office and land leases.  In addition, unamortized deferred gains for four vessels previously accounted for under sale-leaseback arrangements of $8.7 million, ($11.0 million deferred gains net of $2.3 million deferred taxes), were fully recognized as non-current assetsan adjustment to the opening balance of retained earnings.

The Company assesses at contract inception whether a contract is, or contains, a lease, defined as a contract that conveys the right to control the use of an identified asset for a period of time in exchange for consideration. In calculating the present value of lease payments, the Company uses its incremental borrowing rate at the lease commencement date when the interest rate implicit in the accompanying consolidated balance sheets aslease is not readily determinable. The Company applies the short-term lease recognition exemption to its short-term leases of machinery and equipment (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of low-value assets recognition exemption to leases of office equipment that are considered to be low value. As of December 31, 2021, the Company hasleased-in 2 AHTS vessels and certain facilities and other equipment. The leases typically contain purchase and renewal options or rights of first refusal with respect to the intentsale or lease of the equipment. As of December 31, 2021, the remaining lease terms of the vessels had a remaining duration of three to 23 months. The lease terms of certain facilities and abilityother equipment range in duration from 11 to use the funds to acquire equipment. Construction reserve fund transactions300 months.

As of December 31, 2021, future minimum payments for leases for the years ended December 31 were as follows (in thousands):

 

 

Operating Leases

 

 

Finance Leases

 

2022

 

$

2,232

 

 

$

36

 

2023

 

 

1,561

 

 

 

36

 

2024

 

 

451

 

 

 

37

 

2025

 

 

515

 

 

 

6

 

2026

 

 

459

 

 

 

 

Years subsequent to 2026

 

 

3,614

 

 

 

 

 

 

 

8,832

 

 

 

115

 

Interest component

 

 

(1,961

)

 

 

(6

)

 

 

 

6,871

 

 

 

109

 

Current portion of long-term lease liabilities

 

 

1,986

 

 

 

33

 

Long-term lease liabilities

 

$

4,885

 

 

$

76

 

For the years ended December 31, the components of lease expense were as follows (in thousands):

 

 

2021

 

 

2020

 

Operating lease cost

 

$

5,174

 

 

$

6,205

 

Finance lease cost:

 

 

 

 

 

 

 

 

Amortization of finance lease asset (1)

 

 

28

 

 

 

11

 

Interest on lease liabilities (2)

 

 

3

 

 

 

1

 

Short-term lease costs

 

 

911

 

 

 

1,320

 

 

 

$

6,116

 

 

$

7,537

 

 2017 2016 2015
Withdrawals$(39,163) $(87,820) $(24,871)
Deposits6,315
 27,414
 18,054
 $(32,848) $(60,406) $(6,817)

(1)

Included in amortization costs in the consolidated statements of income (loss).

(2)

6.LEASES AND NOTES RECEIVABLE FROM THIRD PARTIES

Included in interest expense in the consolidated statements of income (loss).

From time to time, the Company engages in lending activities involving various types of equipment. The Company recognizes interest income as payments are due, typically monthly, and expenses all costs associated with its lending activities as incurred. These notes receivable are typically collateralized by the underlying equipment and require periodic principal and interest payments. During

For the year ended December 31, 2015, the Company purchased a third party note receivable from SEACOR Holdings secured by offshore marine equipment for $13.6 million (see Note 18). During2021, supplemental cashflow information related to leases were as follows (in thousands):

 

 

2021

 

Operating cash flows from operating leases

 

$

(7,456

)

Financing cash outflows from finance leases

 

 

(30

)

Right-of-use assets obtained for operating lease liabilities

 

 

3,582

 

Right-of-use assets obtained for finance lease liabilities

 

 

 


For the year ended December 31, 2016,2021, other information related to leases were as follows:

2021

Weighted average remaining lease term, in years - operating leases

10.4

Weighted average remaining lease term, in years - finance leases

3.2

Weighted average discount rate - operating leases

5.3

%

Weighted average discount - finance leases

4.0

%

The Company recorded 0 impairment losses for the leased offshore support vessels for the year ended December 31, 2021. The Company recognized reservesrecorded impairment losses of $1.8$5.9 million for this note receivable following non-performance and a decline2 such leases in the underlying collateral valuesyear ended December 31, 2020, and exchanged the note receivable$5.3 million for the underlying collateral (see Note 10), which is included in property and equipment1 such lease in the accompanying consolidated balance sheets.


year ended December 31, 2019.

8.

7.

LONG-TERM DEBT

The Company’s long-term debt obligations as of December 31 were as follows (in thousands):

 

 

2021

 

 

2020

 

Recourse long-term debt(1):

 

 

 

 

 

 

 

 

Convertible Senior Notes

 

$

125,000

 

 

$

125,000

 

SEACOR Marine Foreign Holdings Credit Facility

 

 

86,470

 

 

 

100,750

 

Sea-Cat Crewzer III Term Loan Facility

 

 

19,178

 

 

 

21,653

 

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

 

 

18,705

 

 

 

19,705

 

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

 

 

86,316

 

 

 

95,317

 

SEACOR Alpine Shipyard Financing(3)

 

 

29,734

 

 

 

31,103

 

SEACOR 88/888 Term Loan

 

 

5,500

 

 

 

5,500

 

Tarahumara Shipyard Financing

 

 

6,500

 

 

 

 

SEACOR Offshore OSV

 

 

18,052

 

 

 

 

Total recourse long-term debt

 

 

395,455

 

 

 

399,028

 

Non-recourse long-term debt(4):

 

 

 

 

 

 

 

 

Falcon Global USA Term Loan Facility

 

 

 

 

 

102,349

 

Falcon Global USA Revolver

 

 

 

 

 

15,000

 

SEACOR 88/888 Term Loan

 

 

5,500

 

 

 

5,500

 

Total non-recourse long-term debt

 

 

5,500

 

 

 

122,849

 

Total principal due for long-term debt

 

 

400,955

 

 

 

521,877

 

Current portion due within one year

 

 

(31,602

)

 

 

(32,377

)

Unamortized debt discount

 

 

(33,398

)

 

 

(44,864

)

Deferred financing costs

 

 

(3,193

)

 

 

(4,126

)

Long-term debt, less current portion

 

$

332,762

 

 

$

440,510

 

Long-term debt related to Asset Held-for-Sale Windcat Workboats Facilities

 

$

 

 

$

27,626

 

(1)

Recourse debt represents debt issued by SEACOR Marine and/or its subsidiaries and guaranteed by SEACOR Marine or one of its operating subsidiaries as provided in the relevant debt agreements.

(2)

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

(3)

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

(4)

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

 2017 2016
3.75% Convertible Senior Notes$175,000
 $175,000
Falcon Global Term Loan Facility54,870
 
Sea-Cat Crewzer III Term Loan Facility29,078
 22,785
Windcat Workboats Facilities25,202
 22,118
Sea-Cat Crewzer II Term Loan Facility20,871
 
Sea-Cat Crewzer Term Loan Facility18,504
 
C-Lift Acquisition Notes16,000
 17,500
BNDES Equipment Construction Finance Notes7,234
 9,186
Cypress CKOR Term Loan1,300
 2,452
 348,059
 249,041
Portion due within one year(22,858) (20,400)
Debt discount(27,373) (4,567)
Issue costs(5,787) (6,269)
 $292,041
 $217,805

The Company’s contractual long-term debt maturities from continuing operations for the years ended December 31 were as follows (in thousands):

2022

 

$

31,602

 

2023

 

 

252,247

 

2024

 

 

44,334

 

2025

 

 

12,629

 

2026

 

 

11,365

 

Years subsequent to 2026

 

 

48,778

 

 

 

$

400,955

 


As of December 31, 2021, the Company is in compliance with all debt covenants and lender requirements.

SEACOR Offshore OSV. In connection with the Merger, completed on December 31, 2021, the Company and SEACOR Offshore OSV assumed and guaranteed approximately $18.1 million of OSV Partners I’s third-party indebtedness outstanding under the OSV Credit Facility which requires quarterly principal payments of $0.5 million. Interest accrues under the OSV Credit Facility at a rate of Term SOFR (as defined in the Credit Facility) plus 4.68% plus Mandatory Costs (as defined in the OSV Credit Facility), if applicable. The OSV Credit Facility matures on December 31, 2023 and may be accelerated upon the occurrence of an event of default.

Tarahumara Shipyard Financing.On July 9, 2021, SEACOR Marine LLC (“SMLLC”), an indirect subsidiary of SEACOR Marine, took delivery of the vessel named SEACOR Tarahumara, a 2021 new-build 221’ PSV. Effective upon such delivery and as partial consideration for the acquisition of the vessel, SMLLC entered into a loan agreement with Master Boat Builders, Inc. with respect to a term loan in the amount $6.5 million. This term loan matures in 2025 with interest-only payments for the first year, with the loan fully amortizing on a straight-line basis over the remaining term. The term loan bears interest at a fixed rate of 6% and is secured by a first lien mortgage on the vessel. SMLLC is the sole borrower under the loan agreement (the “Tarahumara Shipyard Financing”).

Falcon Global. On June 10, 2021, SEACOR Marine, Falcon Global USA LLC, an indirect subsidiary of SEACOR Marine (“FGUSA”), and certain subsidiaries of FGUSA, entered into a Second Amendment and Conditional Payoff Agreement (the “Conditional Payoff Agreement”) in respect of that certain (i) term and revolving loan facility, dated as of February 8, 2018, administered by JPMorgan Chase Bank, N.A. (as amended, the “FGUSA Credit Facility”) and (ii) obligation guaranty issued by SEACOR Marine, dated February 8, 2018, pursuant to which SEACOR Marine provided a guarantee of certain limited obligations of FGUSA under the FGUSA Credit Facility (as amended, the “FGUSA Obligation Guaranty”).

Under the terms of the Conditional Payoff Agreement, the $117.3 million of principal outstanding under the FGUSA Credit Facility was deemed satisfied in full following the payment to the lenders of a total of $50.0 million comprised of (i) $25.0 million paid by the Company at the signing of the Conditional Payoff Agreement, (ii) $22.5 million of hull and machinery insurance proceeds received by the lenders on June 18, 2021 in respect of the SEACOR Power and (iii) $2.5 million paid by the Company on June 24, 2021 (the $2.5 million was subsequently reimbursed to the Company on June 29, 2021 from hull and machinery insurance proceeds). All payments required for the extinguishment of the debt pursuant to the Conditional Payoff Agreement were made during the second quarter of 2021. Following the final payment on June 24, 2021, the FGUSA Credit Facility terminated, and the mortgages and security arrangements were released with respect to the 9 liftboats securing the obligations under the FGUSA Credit Facility.

On June 24, 2021, the Company recognized a gain on transactions under the Conditional Payoff Agreement of approximately $62.0 million, calculated as follows:

(In Thousands):

 

June 24, 2021

 

Falcon Global USA Term Loan Facility

 

$

102,349

 

Falcon Global USA Revolver

 

 

15,000

 

Unamortized debt discount

 

 

(4,600

)

Current Liabilities

 

 

112,749

 

Transaction Fees

 

 

(755

)

Cash Paid

 

 

(27,500

)

Hull and Machinery Insurance Proceeds

 

 

(22,500

)

Gain on Troubled Debt Restructuring

 

$

61,994

 

2018$22,858
201954,533
202010,358
202134,989
2022208,618
Years subsequent to 202216,703
 $348,059
3.75%

As of December 31, 2021, the gain on troubled debt restructuring resulted in an increase of basic and diluted earnings per share of $2.44 and $2.43, respectively.

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

Windcat Workboats.On March 3, 2020, Windcat Workboats, together with certain other obligors that are its subsidiaries entered into an agreement (the “RCF Amendment”) with Coöperatieve Rabobank U.A. to amend the €25 million revolving credit facility agreement, originally dated as of May 24, 2016, as amended and restated from time to time. Amended provisions included, among other things, the extension of the maturity date from December 31, 2021 to December 31, 2022. Applicable fees in the amount

99


of €0.1 million were paid in conjunction with the RCF Amendment and will be amortized over the credit facility term. During the year ended December 31, 2020, the Company borrowed an additional €1.0 million under the Windcat Workboats credit facilities, resulting in a net increase in USD borrowings of $1.1 million. On December 18, 2020, the Company announced the sale of Windcat Workboats, which was completed on January 12, 2021. Upon completion of the sale, the Windcat Buyer assumed all financial obligations related to Windcat Workboats. The long-term debt obligations as of December 31, 2020 were classified as liabilities associated with assets held for sale.

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

SEACOR Marine Foreign Holdings.On September 26, 2018, SEACOR Marine Foreign Holdings Inc. (“SMFH”), a wholly-owned subsidiary of the Company, entered into a $130.0 million loan facility with a syndicate of lenders administered by DNB Bank ASA (as amended from time to time, the “SMFH Loan Facility”). Subject to Amendment No. 1, Amendment No. 2, Amendment No. 3 and the Letter Agreement described below, SMFH’s obligations pursuant to the SMFH Loan Facility were initially secured by mortgages on 20 vessels owned by the Company’s vessel owning subsidiaries as well as an assignment of earnings from those subsidiaries. The loan matures in 2023 and bears interest at a variable rate based on LIBOR (currently 3.9%). The obligations of SMFH under the SMFH Loan Facility are guaranteed by SEACOR Marine (the “SMFH Loan Facility Guaranty”). The proceeds from the SMFH Loan Facility were used to pay off all obligations under other credit facilities of subsidiaries of the Company (Falcon Global International Term Loan Facility, Sea-Cat Crewzer II Term Loan Facility, Sea-Cat Crewzer Term Loan Facility and C-Lift Acquisition Notes totaling $101.3 million, consisting of $99.9 million principal and $1.4 million accrued interest), resulting in a net increase in term debt of $30.1 million. Principal payments of $3.3 million per quarter under the SMFH Loan Facility began in December 2018. As a result of this transaction, the Company recognized a loss of $0.6 million upon the extinguishment of debt. In October 2018, the Company entered into an interest rate swap agreement on the notional value at inception of $65.0 million related to this debt (see “Note 10. Derivative Instruments and Hedging Strategies”). The SMFH Loan Facility provides for customary events of default and has customary affirmative and negative covenants for transactions of this type that are applicable to SEACOR Marine, SMFH and its subsidiaries.

On August 6, 2019, SEACOR Marine, SMFH, and certain vessel-owning subsidiaries of SEACOR Marine, entered into Amendment No. 1 to the SMFH Loan Facility and SMFH Loan Facility Guaranty (the “Amendment No. 1”), which provided for, among other things, (i) the release of one vessel from a mortgage securing the SMFH Loan Facility and the substitution of mortgages over two other vessels owned by vessel-owning subsidiaries of SEACOR Marine, and (ii) the modification of certain financial maintenance and restrictive covenants contained in the SMFH Loan Facility or the SMFH Loan Facility Guaranty, including with respect to asset maintenance, vessel collateral releases, EBTIDA coverage ratios and the payment of dividends and distributions. On November 26, 2019, SEACOR Marine, SMFH, and certain vessel-owning subsidiaries of SEACOR Marine, entered into Amendment No. 2 to the SMFH Loan Facility, as amended (the “Amendment No. 2”), which provided for, among other things, (i) the release of six vessels from mortgages securing the SMFH Loan Facility and the substitution of mortgages over three other vessels owned by vessel-owning subsidiaries of SEACOR Marine and (ii) the bareboat registration in Nigeria of a vessel subject to a mortgage securing the SMFH Loan Facility.

On June 29, 2020, SEACOR Marine, SMFH, and certain vessel-owning subsidiaries of SEACOR Marine, entered into Amendment No. 3 to the SMFH Loan Facility, as amended (the “Amendment No. 3”), which provides for, among other things, (i) the modification of certain financial maintenance and restrictive covenants contained in the SMFH Loan Facility or the guaranty provided by SEACOR Marine with respect thereto, including with respect to EBITDA coverage ratios, mandatory prepayment events, and the exclusion of certain indebtedness associated with the acquisition of the SEACOSCO Interests, and (ii) the placement of mortgages on 2 additional vessels owned by vessel-owning subsidiaries of SEACOR Marine as security for the indebtedness under the SMFH Loan Facility.

On December 18, 2020, SEACOR Marine, SMFH and DNB Bank ASA, New York Branch, as facility agent on behalf of the lenders under the SMFH Loan Facility, and SMFH Loan Facility Guaranty, entered into a letter agreement (the “Letter Agreement”) pursuant to which an estimated $31.2 million tax refund receivable from the IRS under the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) which was to be treated as cash or cash equivalents, for the period up to and including January 31, 2021, for purposes of calculating the Company’s cash or cash equivalent balances required under the SMFH Loan Facility Guaranty.

100


Convertible Senior Notes. On December 1, 2015, the Company issued $175.0 million in aggregate principal amount of its 3.75% Convertible Senior Notes (the “Convertible Senior Notes”), at an interest rate of 3.75%, initially due December 1, 2022, (the “3.75% Convertible Senior Notes”)(subsequently amended to December 2, 2023 as described below) to investment funds managed and controlled by the Carlyle Group. Interest on the 3.75% Convertible Senior Notes is payable semi-annually on June 15 and December 15 of each year, commencing June 15, 2016. Upon consummation of a fundamental change in the Company, as more fully described in the indenture, the Company may redeem all the 3.75% Convertible Senior Notes for cash at a price equal to the greater of 100% of the principal amount, plus accrued and unpaid interest to the date of redemption, or the fair value of consideration the holders of the 3.75% Convertible Senior Notes would have received if exchanged or converted into the Company immediately prior to the fundamental change (the “Fundamental Change Call”Group (collectively “Carlyle”).

The 3.75% Convertible Senior Notes are convertible into shares of SEACOR Marine Holdings common stock, par value $0.01 per share (“Common Stock”),Stock at a conversion rate of 23.26 shares per $1,000 in principal amount of thesuch notes, only ifsubject to certain conditions, are met, as more fully described in the indenture. The Company, at its option, may under certain circumstances settle any of the 3.75% Convertible Senior Notes submitted for conversionor, into its Common Stock through the issuance of an equal number of warrants in order to facilitate the Company’s compliance with the provisions of the Jones Act. The warrants, if issued, would entitle their holders to purchase an equal number of shares of Common Stock at an exercise price of $0.01 per share uponin order to facilitate the resolution of any Jones ActCompany’s compliance issues. The Company has reservedwith the maximum number of shares of Common Stock needed upon conversionprovisions of the notes and potential exercise of warrants, or 4,070,500 shares, as of December 31, 2017. IfJones Act. The indenture governing the Company undergoes a fundamental change, the holders of the 3.75% Convertible Senior Notes may require the Company to purchase for cash all or partcontains customary events of the Notes at a price equal to 100% of the principal amount, plus accrued and unpaid interestdefault with respect to the date of purchase. The 3.75% Convertible Senior Notes may be redeemed, in whole or in part, only if certain conditions are met, as more fully described in the indenture, at a price equal to 100% of the principal amount, plus accrued and unpaid interest to the date of redemption.

On November 30, 2015, SEACOR Holdings and the holders of the 3.75% Convertible Senior Notes also entered into an exchange agreement whereby the holders could have elected to exchange the principal amount of their outstanding notes, in whole or in part, into shares of SEACOR Holdings’ common stock (the “Exchange Option”). The fair value of the financial support received by the Company upon SEACOR Holdings’ issuance of the Exchange Option was recorded as an equity contribution from SEACOR Holdings with a corresponding debt discount to the 3.75% Convertible Senior Notes.

The Company had no obligations to SEACOR Holdings or the holders of the 3.75% Convertible Senior Notes under the Exchange Option. The debt discount of $8.5 million and issue costs of $6.4 million was being amortized as additional non-cash interest expense over the two year period for which the debt was expected to be outstanding for an overall effective interest rate of 8.7%. Upon completion of the Spin-off, the Exchange Option terminated.

Upon completion of the Spin-off, the Company bifurcated the embedded conversion option liability of $27.3 million from the 3.75% Convertible Senior Notes and recorded an additional debt discount (see Notes 9“Note 10. Derivative Instruments and 10)Hedging Strategies” and “Note 11. Fair Value Measurements”). The adjusted unamortized debt discount and issue costs are being amortized as additional non-cash interest expense over the remaining maturity of the debt for an overall effective interest rate of 7.95% and the changes in the fair value of the bifurcated derivative isare recorded as derivative income or loss.
Falcon Global Term Loan Facility.

On August 3, 2015, Falcon GlobalMay 2, 2018, the Company and Carlyle entered into a term loan facilityan exchange transaction (the “Exchange”) pursuant to finance the construction of two foreign-flag liftboats. The facility consisted of two tranches: (i) a $62.5which Carlyle exchanged $50 million facility to fund the construction costsin principal amount of the liftboats (“Tranche A”Convertible Senior Notes for Warrants to purchase 1,886,792 shares of Common Stock (to facilitate compliance with the provisions of the Jones Act) at an exercise price of $0.01 per share, subject to adjustments (the “Carlyle Warrants”), representing an implied exchange rate of approximately 37.73 shares per $1,000 in principal amount of the Convertible Senior Notes (equivalent to an exchange price of $26.50 per share). The Carlyle Warrants have a 25-year term, which commenced May 2, 2018. The Company and Carlyle also amended the $125.0 million in principal amount of Convertible Senior Notes that remained outstanding following the Exchange to (i) increase the interest rate from 3.75% per annum to 4.25% per annum and (ii) a $18.0 million facility for certain project costs (“Tranche B”). Borrowings underextend the facility bear interest at variable rates based on LIBOR plus a margin, currently 5.25% as of December 31, 2017. The facility is secured by the liftboats and is repayable over a five year period that began after the completionmaturity date of the constructionConvertible Senior Notes by 12 months to December 1, 2023. Interest on the Convertible Senior Notes is payable semi-annually on June 15 and December 15 of the liftboats and matures June 30, 2022. On November 3, 2017, Falcon Global executed an amendment to its term loan facility, at a cost of $0.2 million, that requires Falcon Global to maintain a debt service coverage ratio and a minimum cash balance on hand in excess of defined thresholds. In addition, the amendment requires SEACOR Marine, as guarantor, to maintain a debt to capital ratio below a defined threshold and a minimum cash balance on hand in excess of a defined threshold.

In March 2017, the Company’s partner declined to participate in a capital call from Falcon Global and, as a consequence, the Company obtained 100% voting control of Falcon Global in accordance with the terms of the operating agreement. The Company consolidated into its financial statements Falcon Global’s then outstanding debt under this facility of $58.3 million, net of issue costs of $1.0 million, effective March 31, 2017 (see Note 4). During April 2017, the Tranche B facility was canceled prior to any funding. During the nine months ended December 31, 2017, Falcon Global made scheduled payments of $4.4 million under Tranche A.
each year.

Sea-Cat Crewzer III Term Loan Facility.On April 21, 2016, Sea-Cat Crewzer III LLC (“Sea-Cat Crewzer III”) entered into a €27.6 million term loan facility (payable in USU.S. dollars) secured by the Company’s vesselsvessel owned by Sea-Cat Crewzer III and fully guaranteed by SEACOR Marine.Marine (the “Sea-Cat Crewzer III Loan Facility”). Borrowings under the facility bear interest at a Commercial Interest Reference Rate, currently 2.76%. During the years ended December 31, 2017 and 2016, Sea-Cat Crewzer III drew $7.1 million and $22.8 million, respectively, under the facility and incurred issue costs of $2.7 million in 2016 related to this facility. During the yearyears ended December 31, 2017,2018 Sea-Cat Crewzer III made scheduled payments of $0.6$3.1 million, related to this facility.

Windcat Workboats Facilities. On MayDecember 26, 2019, Sea-Cat Crewzer III, SEACOR Marine, Banco Santander S.A. (as mandated lead arranger and agent), and Santander Bank, N.A. (as lender) entered into Amendment No. 1 to the Sea-Cat Crewzer III Loan Facility, which provided for, among other things, an increase to the maximum debt to capitalization ratio required to be maintained thereunder. On December 24, 2016, Windcat Workboats2020, Sea-Cat Crewzer III, SEACOR Marine, Banco Santander S.A. (as mandated lead arranger and agent), and Santander Bank, N.A. (as lender) entered into Amendment No. 2 to the Sea-Cat Crewzer III Loan Facility, which provided for, among other things, a waiver of the covenant breaches related to maximum debt to capitalization ratio and the exclusion of certain obligations of the guarantor from the guarantor’s net financial debt for purposes of calculating the guarantor’s permitted net financial debt to equity. The original loan agreement did not expressly exclude certain obligation of the guarantor, including but not limited to non-recourse obligations. This amendment allows Sea-Cat Crewzer III to be in compliance with its debt agreements.

SEACOR 88/888. On July 5, 2018, a wholly owned subsidiary of SEACOR Marine entered into a €25.0new term loan of $11.0 million revolving credit facilityand used the funds to acquire two vessels, the SEACOR 88 and SEACOR 888, that were previously managed (but not owned) by the Company. The term loan matures in 2023, bears interest at a variable rate (currently 3.75%) and is secured by the Company’s wind farm utility vessel fleet. Borrowingstwo vessels. SEACOR Marine provided a limited guaranty of such loan under which claims recoverable from SEACOR Marine shall not exceed the facility bearlesser of (x) $5.5 million and (y) 50% of the obligations outstanding at the time a claim is made thereunder. In October 2018, the Company entered into an interest at variable rates based on EURIBOR plus a margin ranging from 3.00% to 3.30% per annum plus mandatory lender costs and mature in 2021. A quarterly commitment fee is payable basedrate swap agreement on the unfunded portionnotional value at inception of the commitment amount at rates ranging from 1.20% to 1.32% per annum. During the year ended December 31, 2016, Windcat Workboats drew $23.5 million (€21.0 million) under the facility to repay all of its then outstanding debt totaling $22.9 million and incurred issuance costs of $0.6$5.5 million related to this facility.

Prior to May 24, 2016, Windcat Workboats had euro denominated acquisition notesloan (see “Note 10. Derivative Instruments and euro and pound sterling denominated equipment notes secured by the Company’s wind farm utility vessel fleet. During the year ended December 31, 2015, the Company made scheduled payments of $3.2 million.
Sea-Cat Crewzer II Term Loan Facility. On April 28, 2017, the Company acquired a 100% controlling interest in Sea-Cat Crewzer II through the acquisition of its partners’ 50% ownership interest (see Notes 2 and 4)Hedging Strategies”). Sea-Cat Crewzer II has a term loan facility that matures in 2019 which is secured by a first preferred mortgage on its vessels. On December 19, 2017, Sea-Cat Crewzer II executed an amendment, at a cost of $0.1 million, that replaced SEACOR Holdings with SEACOR Marine as guarantor and requires SEACOR Marine to maintain a debt to capital ratio below a defined threshold and a minimum cash balance on hand in excess of a defined threshold. The facility calls for quarterly payments of principal and interest with a balloon payment of $17.3 million due at maturity. The interest rate is fixed at 1.52%, inclusive of an interest rate swap, plus a margin ranging from 2.10% to 2.75% subject to the level of funded debt (overall rate of 5.64% as of December 31, 2017). Since April 28, 2017, the Company made scheduled payments of $1.2 million.
Sea-Cat Crewzer Term Loan Facility. On April 28, 2017, the Company acquired a 100% controlling interest in Sea-Cat Crewzer through the acquisition of its partners’ 50% ownership interest (see Notes 2 and 4). Sea-Cat Crewzer has a term loan

facility that matures in 2019 which is secured by a first preferred mortgage on its vessels. On December 19, 2017, Sea-Cat Crewzer executed an amendment, at a cost of $0.1 million, that replaced SEACOR Holdings with SEACOR Marine as guarantor and requires SEACOR Marine to maintain a debt to capital ratio below a defined threshold and a minimum cash balance on hand in excess of a defined threshold. The facility calls for quarterly payments of principal and interest with a balloon payment of $15.3 million due at maturity. The interest rate is fixed at 1.52%, inclusive of an interest rate swap, plus a margin ranging from 2.10% to 2.75% subject to the level of funded debt (overall rate of 5.64% as of December 31, 2017). Since April 28, 2017, the Company made scheduled payments of $1.1 million.
C-Lift Acquisition Notes. The Company assumed these notes following the purchase of its partner’s 50% interest in C-Lift. The notes are secured by a first mortgage on two liftboats. On December 13, 2017, C-Lift executed an amendment, at a cost of $0.1 million, that replaced SEACOR Holdings with SEACOR Marine as guarantor and requires SEACOR Marine to maintain a debt to capital ratio below a defined threshold and a minimum cash balance on hand in excess of a defined threshold. The notes bear interest at variable rates based on LIBOR plus a fixed margin and resets quarterly (6.19% as of December 31, 2017). The notes mature in December 2019. During the years ended December 31, 2017, 2016 and 2015, the Company made scheduled payments of $1.5 million, $1.7 million, and $1.6 million, respectively.
BNDES Equipment Construction Finance Notes. The Company financed the construction of certain offshore support vessels in Brazil with Banco Nacional de Desenvolvimento Economico e Social (“BNDES”), a Brazilian government-owned entity. The notes are secured by a first mortgage on these vessels and guaranteed by SEACOR Holdings. The notes bear interest at 4.00% per annum, require monthly principal and interest payments, and mature in July through October 2021. During the years ended December 31, 2017, 2016 and 2015, the Company made scheduled payments of $2.0 million, $2.0 million and $2.0 million, respectively.
Cypress CKOR Term Loan. On December 12, 2016, the Company obtained a 100% controlling interest in Cypress CKOR, an owner of one offshore support vessel, for one dollar and the assumption of $3.1 million in debt (see Note 2). During the years ended December 31, 2017 and 2016, the Company made scheduled payments of $1.2 million and $0.6 million, respectively.

Letters of Credit. As of December 31, 2017,2021, the Company had outstanding letters of credit totaling $2.8$1.2 million forsecuring lease obligations, labor and performance guarantees.

9.

8.

INCOME TAXES

On March 27, 2020 the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was enacted into law in response to the COVID-19 pandemic. The CARES Act lifts certain deduction limitations originally imposed by the 2017 Tax Act. Under the CARES Act, corporate taxpayers may carry back NOLs realized during 2018 through 2020 for up to five years. The CARES Act also eliminates the 80% of taxable income limitations by allowing corporate entities to fully utilize NOL carryforwards to offset taxable income in 2018 through 2020, and increased the deductible interest expense limit, as discussed in further detail below.

Loss

On June 26, 2020, the Company entered into a Tax Refund and Indemnification Agreement (the “Tax Refund Agreement”) with SEACOR Holdings Inc. (“SEACOR Holdings”), the Company’s former parent company (see “Note 17. Related Party Transactions”). The Tax Refund Agreement enabled the Company to utilize net operating losses (“NOLs”) generated in 2018 and 2019 to claim refunds for tax years prior to the Company’s spin-off from SEACOR Holdings in 2017 (at which time the Company was included in SEACOR Holdings consolidated tax returns) that were permitted to be carried back pursuant to the provisions of the CARES Act and for which SEACOR Holdings needed to claim the refund on behalf of the Company. As a result, the Company received an aggregate amount of cash tax refunds of $32.3 million (including $1.1 million of interest paid by the Internal Revenue Service (“IRS”) in respect of refund payment delays due in part to the COVID-19 pandemic).

SEACOR Holdings retained certain of the funds to facilitate tax savings realized by SEACOR Holdings of no less than 35% of the amount of its own 2019 NOLs. Additionally, a $3.0 million transaction fee was paid to SEACOR Holdings concurrently with the signing of the agreement as consideration for its cooperation in connection with the filing of the applicable tax refund returns. The Tax Refund Agreement did not restrict the use of approximately $23.1 million of the refund and required the remaining approximately $8.1 million required to be deposited into an account to be used solely to satisfy certain of the Company’s obligations that remained guaranteed by SEACOR Holdings. As of December 31, 2021, the Company has applied all of the amount deposited to satisfy these obligations in full.

Income (loss) before income tax benefit and equity in earnings (losses) of 50% or less owned companies derived from U.S. and foreign companies for the years ended December 31 were as follows (in thousands):

 

 

2021

 

 

2020

 

 

2019

 

United States

 

$

34,955

 

 

$

(83,560

)

 

$

(71,833

)

Foreign

 

 

(29,425

)

 

 

(17,748

)

 

 

(23,663

)

Eliminations

 

 

1,097

 

 

 

3,201

 

 

 

11,022

 

 

 

$

6,627

 

 

$

(98,107

)

 

$

(84,474

)

 2017 2016 2015
United States$(90,696) $(169,523) $(47,184)
Foreign(45,112) (28,095) (1,963)
Eliminations18,785
 7,313
 (3,429)
 $(117,023) $(190,305)
$(52,576)
As of December 31, 2017, cumulative undistributed net earnings of foreign subsidiaries included in the Company’s retained earnings were $38.5 million.

The components of income tax benefitexpense (benefit) for the years ended December 31 were as follows (in thousands):

 

 

2021

 

 

2020

 

 

2019

 

Current:

 

 

 

 

 

 

 

 

 

 

 

 

Federal

 

$

 

 

$

(30,838

)

 

$

(6

)

State

 

 

271

 

 

 

123

 

 

 

(78

)

Foreign

 

 

6,362

 

 

 

5,533

 

 

 

5,005

 

 

 

 

6,633

 

 

 

(25,182

)

 

 

4,921

 

Deferred:

 

 

 

 

 

 

 

 

 

 

 

 

Federal

 

 

4,892

 

 

 

2,435

 

 

 

(12,594

)

State

 

 

(32

)

 

 

(139

)

 

 

(224

)

Foreign

 

 

 

 

 

(38

)

 

 

(72

)

 

 

 

4,860

 

 

 

2,258

 

 

 

(12,890

)

 

 

$

11,493

 

 

$

(22,924

)

 

$

(7,969

)

 2017 2016 2015
Current:     
Federal$(16,705) $(20,718) $(6,814)
State(42) (139) 420
Foreign3,347
 5,436
 5,907
 (13,400) (15,421) (487)
Deferred:     
Federal(60,750) (47,692) (15,956)
State(172) (446) (14)
Foreign(84) 90
 (516)
 (61,006) (48,048) (16,486)
 $(74,406) $(63,469) $(16,973)

For the year ending December 31, 2020the Company received a $1.6 million tax refund that had been withheld by the State of Qatar from vessel revenues between 2010 and 2016. Of this amount, approximately $0.3 million will be claimed as foreign tax credits by SEACOR Holdings on its U.S. tax return prior to the spin-off of SEACOR Marine in 2017. Subject to final resolution of taxes with the State of Qatar, these amounts are expected to be remitted to SEACOR Holdings Inc. The remaining amount relates to foreign taxes that were considered in computing earnings and profits and available foreign taxes of foreign subsidiaries of the Company and will require the Company to recompute its 2017 tax liability under Internal Revenue Code Section 965. The additional U.S. tax liability of the Company under Section 965 due to these refunds is expected to be approximately $0.4 million.

For the year ending December 31, 2019, the Company recorded a return to provision adjustment related to losses from a consolidated joint venture for the 2018 tax year. The resulting additional liability of $2.3 million was recorded in the Company’s financial statements during the third quarter of 2019.

102


The following table reconciles the difference between the statutory federal income tax rate for the Company and the effective income tax rate for the years ended December 31:

 

 

2021

 

 

2020

 

 

2019

 

Statutory rate

 

 

21.0

%

 

 

(21.0

)%

 

 

(21.0

)%

Exclusion of foreign subsidiaries with current year losses and withholding tax

 

 

141.6

%

 

 

7.7

%

 

 

7.4

%

U.S. federal income tax law changes

 

 

%

 

 

(11.8

)%

 

 

%

Non-Deductible Expenses

 

 

0.4

%

 

 

%

 

 

%

JV equity earnings

 

 

3.8

%

 

 

(0.3

)%

 

 

%

Noncontrolling interests

 

 

%

 

 

1.3

%

 

 

1.7

%

Return to provision

 

 

0.4

%

 

 

(0.4

)%

 

 

2.8

%

State Taxes

 

 

2.7

%

 

 

(0.1

)%

 

 

(0.3

)%

Subpart F Income

 

 

2.0

%

 

 

0.3

%

 

 

%

Share Award Plans

 

 

1.5

%

 

 

0.3

%

 

 

%

Other

 

 

%

 

 

0.6

%

 

 

%

Effective Tax Rate

 

 

173.4

%

 

 

(23.4

)%

 

 

(9.4

)%

 2017 2016 2015
Statutory rate(35.0)% (35.0)% (35.0)%
U.S. federal income tax law changes(37.3)%  %  %
SEACOR Holdings share awards to Company personnel2.3 % 0.4 % 0.1 %
Non-deductible expenses1.8 % 0.1 % 1.8 %
Exclusion of foreign subsidiaries with accumulated losses2.7 % 1.1 % 0.5 %
Noncontrolling interests1.7 % 0.2 % (0.5)%
State taxes(0.2)% (0.3)% 0.5 %
Other0.4 % 0.1 % 0.3 %
 (63.6)% (33.4)% (32.3)%

For the year ending December 31, 2017, 2021, the Company’s effective income tax rate of 63.6%173.4% was higherprimarily due to foreign taxes not creditable against U.S. income taxes and foreign subsidiaries with current losses for which there is no current or future federal income tax benefit.

For the year ending December 31, 2020, the Company’s effective income tax rate of 23.4% was primarily due to the effect of the NOL carrybacks pursuant to the CARES Act, foreign subsidiaries with current losses for which there is no federal income tax benefit, foreign taxes not creditable against U.S. income taxes, and taxes on income attributable to noncontrolling interests.

For the year ending December 31, 2019, the Company’s effective income tax rate of 9.4% was lower than the Company’s statutory tax rate of 35%21% primarily due to foreign subsidiaries with current losses for which there is no federal income tax benefits of $43.7 million recognized as a result of newbenefit, foreign taxes not creditable against U.S. tax legislation signed into law on December 22, 2017. The majority of the income tax benefits recognized were due to a reduction in U.S. tax rates from 35% to 21% applied to the Company’s domestic basis differencestaxes, and the elimination of previously accrued deferred taxes on the unremitted earnings of the Company’s foreign subsidiaries.

noncontrolling interests.

The components of net deferred income tax liabilities as of December 31 were as follows (in thousands):

 

 

2021

 

 

2020

 

Deferred tax liabilities:

 

 

 

 

 

 

 

 

Property and equipment

 

$

63,802

 

 

$

58,676

 

Investments in 50% or Less Owned Companies

 

 

 

 

 

2,925

 

Other

 

 

3,459

 

 

 

4,819

 

Total deferred tax liabilities

 

 

67,261

 

 

 

66,420

 

Deferred tax assets:

 

 

 

 

 

 

 

 

Federal Net Operating Loss Carryforwards

 

 

20,312

 

 

 

23,061

 

Other

 

 

8,803

 

 

 

10,073

 

 

 

 

29,115

 

 

 

33,134

 

Valuation Allowance

 

 

(2,536

)

 

 

(2,536

)

Total deferred tax assets

 

 

26,579

 

 

 

30,598

 

Net deferred tax liabilities

 

$

40,682

 

 

$

35,822

 

The Section 163(j) interest deduction limitations were amended to limit the ability of the Company to deduct net interest expense to 30% of adjusted taxable income. The CARES Act modified the computation for 2020 to increase the limit to 50% of adjusted taxable income and to allow a deduction for 50% of partnership excess business interest from 2019. For the year ended December 31, 2021 $4.6 million of previously suspended interest was deductible. For the year ended December 31, 2020, $4.4 million of interest expense was suspended and $3.3 million of 2019 suspended interest was deductible.This results in a total interest expense amount available for carry forward of $6.7 million. This amount will be available to be deducted in future years subject to the 30% limitation.


 2017 2016
Deferred tax liabilities:   
Property and equipment$55,262
 $98,654
Unremitted earnings of foreign subsidiaries
 24,084
Investments in 50% or Less Owned Companies4,258
 15,203
Other5,901
 2,260
Total deferred tax liabilities65,421
 140,201
Deferred tax assets:   
Federal Net Operating Loss Carryforwards5,111
 
Other5,373
 15,256
 10,484
 15,256
Valuation Allowance(569) 
Total deferred tax assets9,915
 15,256
Net deferred tax liabilities$55,506
 $124,945

Future utilization of NOL’s arising in tax years after December 31, 2017 are limited to 80% of taxable income and are allowed to be carried forward indefinitely. The CARES Act allowed a five-year carryback of NOL’s generated in 2018, 2019 and 2020. The 2018 and 2019 NOLs were eligible to be carried back pursuant to the CARES Act. As of December 31, 2021, the Company has $24.3 million of net operating losses generated prior to December 31, 2017 and $72.4 million of net operating losses generated after 2017. Net operating losses generated in 2017 may be carried forward 20 years (expiring in 2037). The post 2017 NOLs will be carried forward indefinitely with no expiration period but its utilization will be subject to an annual 80% of taxable income limitation.

As of December 31, 2021, the Company’sCompany's valuation allowance of $0.6$2.5 million related primarily to variousforeign tax credit carryforwards which the Company expects to expire unutilized and Louisiana state net operating loss carryforwards.

The estimated impact of the new U.S. tax legislation signed into law on December 22, 2017 is based on management’s current knowledge and assumptions. As of December 31, 2017, the Company’s federal net operating loss carryforwards excluded unrecognized tax benefits of $3.9 million as a result of uncertainty regarding the interpretation of the new tax law. The recognition of these unrecognized tax benefits, as well as any other items identified upon the Company’s further analysis of the new tax law, will affect the Company’s effective tax rate in future periods, which could be materially different from the current estimates recorded.

10.

9.

DERIVATIVE INSTRUMENTS AND HEDGING STRATEGIES

Derivative instruments are classified as either assets or liabilities based on their individual fair values. The fair values of the Company’s derivative instruments as of December 31 were as follows (in thousands):

 

 

2021

 

 

2020

 

 

 

Derivative

Asset

 

 

Derivative

Liability

 

 

Derivative

Asset

 

 

Derivative

Liability

 

Derivatives designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swap agreements (cash flow hedges)

 

$

 

 

$

1,831

 

 

$

 

 

$

3,698

 

 

 

 

 

 

 

1,831

 

 

 

 

 

 

3,698

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forward Exchange Contract

 

 

 

 

 

 

 

 

 

 

 

893

 

Conversion option liability on Convertible Senior Notes

 

 

 

 

 

 

 

 

 

 

 

2

 

 

 

$

 

 

$

 

 

$

 

 

$

895

 

 2017 2016
 
Derivative
Asset
(1)
 
Derivative
Liability
(2)
 
Derivative
Asset
(1)
 
Derivative
Liability
(2)
Derivatives designated as hedging instruments:       
Forward currency exchange contracts (fair value hedges)$
 $
 $
 $316
Interest rate swap agreements (cash flow hedges)260
 20
 
 73
 260
 20
 
 389
Derivatives not designated as hedging instruments:       
Conversion option liability on 3.75% Convertible Senior Notes
 6,832
 
 
Forward currency exchange, option and future contracts
 
 195
 158
Interest rate swap agreements159
 46
 
 
 $419
 $6,898
 $195
 $547
_________________
(1)Included in other receivables in the accompanying consolidated balance sheets.
(2)Included in other current liabilities in the accompanying consolidated balance sheets, except for the conversion option liability on the 3.75% Convertible Senior Notes.
Fair Value

Economic Hedges. From time to time, the Company may designate certain of its foreign currency exchange contracts as fair value hedges in respect of capital commitments denominated in foreign currencies. By entering into these foreign currency exchange contracts, the Company may fix a portion of its capital commitments denominated in foreign currencies in U.S. dollars to protect against currency fluctuations. During the years ended December 31, 2017 and 2016, the Company recognized gains of $0.1 million and losses of $0.8 million, respectively, on these contracts which were recognized to the corresponding hedged equipment included in construction in progress in the accompanying condensed consolidated balance sheets.

Cash Flow Hedges. The Company and certain of its 50% or less owned companies have interest rate swap agreements designated as cash flow hedges. By entering into these interest rate swap agreements, the Company and its 50% or less owned companies have converted the variable LIBOR or EURIBOR component of certain of their outstanding borrowings to a fixed interest rate. The Company recognized gains on derivative instruments designated as cash flow hedges of $0.2 million for the year ended December 31, 2017 and losses of $2.5 million and $1.2 million for the years ended December 31, 2016, and 2015, respectively, as a component of other comprehensive loss. As of December 31, 2017, the interest rate swaps held by the Company and certain of the Company’s 50% or less owned companies were as follows:
Windcat Workboats had 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 ($18.0 million) and receive a variable interest rate based on EURIBOR on the aggregate notional value.
Sea-Cat Crewzer II had an interest rate swap agreement maturing in 2019 that calls for Sea-Cat Crewzer II to pay a fixed rate of interest of 1.52% on the amortized notional value of $20.9 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 Sea-Cat Crewzer to pay a fixed rate of interest of 1.52% on the amortized notional value of $18.5 million and receive a variable interest rate based on LIBOR on the amortized 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 $110.8 million and receive a variable interest rate based on LIBOR on the aggregate amortized notional value.

Other Derivative Instruments. The Company recognized gains (losses) on derivative instruments not designated as hedging instruments for the years ended December 31 as follows (in thousands):
 Derivative gains (losses), net
 2017 2016 2015
Conversion option liability on 3.75% Convertible Senior Notes

$20,422
 $
 $
Interest rate swap agreements46
 (18) (18)
Options on equities
 3,095
 (2,748)
Forward currency exchange, option and future contracts(212) (82) 
 $20,256
 $2,995
 $(2,766)
The conversion option liability relates to the bifurcated embedded conversion option in the 3.75% Convertible Senior Notes (See Notes 7 and 10).
The Company and certain of the Company’s 50% or less owned companies have entered into interest rate swap agreements for the general purpose of providing protection against increases in interest rates, which might lead to higher interest costs. As of December 31, 2017, the interest rate swaps held by the Company or its 50% or less owned companies were as follows:
Falcon Global had an interest rate swap agreement maturing in 2022 that calls for Falcon Global to pay a fixed rate of interest of 2.06% on the amortized notional value of $56.3 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 $33.0 million and receive a variable interest rate based on LIBOR on the aggregate amortized notional value.
Dynamic Offshore Drilling had an interest rate swap agreement maturing in 2018 that calls for Dynamic Offshore Drilling to pay a fixed interest rate of 1.30% on the amortized notional value of $64.2 million and receive a variable interest rate based on LIBOR on the amortized notional value.
Prior to 2017, the Company held positions in publicly traded equity options that convey the right or obligation to engage in a future transaction on the underlying equity security or index. The Company’s investment in equity options primarily included positions in energy related businesses. These contracts were typically entered into to mitigate the risk of changes in market value of marketable security positions that the Company was either about to acquire, had acquired or was about to dispose.
The Company enters and settles forward currency exchange, option and future contracts with respect to various foreign currencies. These contracts enable the Company to buy currencies in the future at fixed exchange rates, which could offset possible consequences of changes in currency exchange rates with respect to the Company’s business conducted outside of the United States.U.S. The Company generally does not enter into contracts with forward settlement dates beyond twelve to eighteen months. ThereDuring the year ended December 31, 2021, the Company recognized gains of $0.4 million on these contracts which were recognized concurrently in earnings and as of December 31, 2021, the Company no longer has open forward currency exchange contracts. During the year ended December 31, 2020, the Company recognized losses of $0.9 million on these contracts which were recognized concurrently in earnings and included in derivative liabilities in the accompanying consolidated balance sheets.

Cash Flow Hedges. The Company and certain of its 50% or less owned companies have interest rate swap agreements designated as cash flow hedges. By entering into these interest rate swap agreements, the Company and its 50% or less owned companies have converted the variable LIBOR component of certain of their outstanding borrowings to a fixed interest rate. The Company recognized gains on derivative instruments designated as cash flow hedges of $2.3 million for the year ended December 31, 2021, losses of $0.7 million for the year ended December 31, 2020 and losses of $1.3 million for the year ended December 31, 2019 as a component of other comprehensive income (loss). As of December 31, 2021, the interest rate swaps held by the Company and certain of the Company’s 50% or less owned companies were as follows:

SMFH has an interest rate swap agreement maturing in 2023 that calls for SMFH to pay a fixed rate of interest of 3.32% per annum on the amortized notional value of $6.8 million and receive a variable interest rate based on LIBOR on the amortized notional value;

SMFH has an interest rate swap agreement maturing in 2023 that calls for SMFH to pay a fixed rate of interest of 3.195% per annum on the amortized notional value of $37.5 million and receive a variable interest rate based on LIBOR on the amortized notional value;

SEACOR 88/888 have an interest rate swap agreement maturing in 2023 that calls for SEACOR 88/888 to pay a fixed rate of interest of 3.175% per annum on the amortized notional value of $5.5 million and receive a variable interest rate based on LIBOR on the amortized notional value; and

MexMar, in which the Company has a 49% noncontrolling interest, has 5 interest rate swap agreements with maturities in 2023 that call for MexMar to pay fixed rates of interest ranging from 1.71% to 2.10% per annum on the aggregate amortized notional value of $58.1 million and receive a variable interest rate based on LIBOR on the aggregate amortized notional value.

104


Derivative Instruments.The Company utilizes derivative instruments to manage the volatility of cash flows due to fluctuating interest rates. All derivative instruments not qualifying for the normal purchase and normal sale exception are recorded on the balance sheets at fair value. The treatment of the periodic changes in fair value will depend on whether the derivative is designated and effective as a hedge for accounting purposes.

If a derivative qualifies for hedge accounting and is designated as a cash flow hedge, the effective portion of the change in fair value of the derivative is deferred in Accumulated Other Comprehensive Income (“AOCI”), a component of owners’ equity, and reclassified to earnings when the forecasted transaction occurs. Cash flows from a derivative instrument designated as a hedge are classified in the same category as the cash flows from the item being hedged. As such, we include the cash flows from interest rate derivative instruments in interest expense.

If a derivative does not qualify as a hedge or is not designated as a hedge, the gain or loss resulting from the change in fair value on the derivative is recognized currently in earnings as a component of other income (expense).

We formally document all relationships between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking the hedge. This documentation includes the specific identification of the hedging instrument and the hedged item, the nature of the risk being hedged and the manner in which the hedging instrument’s effectiveness will be assessed. At the inception of the hedge, and on an ongoing basis, we assess whether the derivatives used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items.

The relationship between the hedging instrument and the hedged item must be highly effective in achieving the offset of changes in cash flows attributable to the hedged risk both at the inception of the contract and on an ongoing basis. We measure hedge ineffectiveness on a quarterly basis and reclassify any ineffective portion of the gain or loss related to the change in fair value to earnings in the current period.

We will discontinue hedge accounting on a prospective basis when a hedge instrument is terminated or ceases to be highly effective. Gains and losses deferred in AOCI related to cash flow hedges for which hedge accounting has been discontinued remain deferred until the forecasted transaction occurs. If it is no outstanding contractslonger probable that a hedged forecasted transaction will occur, deferred gains or losses on the hedging instrument are reclassified to earnings immediately.

For balance sheet classification purposes, we analyze the fair values of the derivative instruments on a contract-by-contract basis and report the related fair values and any related collateral by counterparty on a gross basis. Realized and unrealized gains and losses on derivatives designated as cash flow hedges that are entered into by the Company’s 50% or less owned companies are also reported as a component of the Company’s other comprehensive loss in proportion to the Company’s ownership percentage, with reclassifications and ineffective portions being included in equity in earnings (losses) of 50% or less owned companies, net of tax, in the accompanying consolidated statements of income (loss).

The fair value of our derivative instruments, depending on the type of instrument, was determined by the use of present value methods or standard option valuation models with assumptions about commodity prices based on those observed in underlying markets. The estimated fair value of our derivative instruments was a net liability of $1.8 million as of December 31, 2021. The estimated fair value is net of an adjustment for credit risk based on the default probabilities by year as indicated by market quotes for the counterparties’ credit default swap rates. The credit risk adjustment was $0.2 million at December 31, 2017.2021.

The following tables reflect amounts recorded in Other Comprehensive Income (Loss) (“OCI”) and amounts reclassified from OCI to revenue and expense for the periods indicated:

 

 

Gains (Losses) Recognized in OCI on Derivatives

(Effective Portion)

 

Derivatives in Cash Flow Hedging Relationships

 

2021

 

 

2020

 

 

2019

 

Interest rate swap contracts

 

$

219

 

 

$

(2,139

)

 

$

(1,901

)

Joint venture interest rate swap contracts

 

 

(588

)

 

 

(156

)

 

 

(645

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses Reclassified from OCI into Income

(Effective Portion)

 

Location of Loss

 

2021

 

 

2020

 

 

2019

 

Interest expense

 

$

1,648

 

 

$

1,425

 

 

$

552

 

Our consolidated earnings are also affected by the use of the mark-to-market method of accounting for derivative instruments that do not qualify for hedge accounting or that have not been designated as hedges. The changes in fair value of these instruments are recorded on the balance sheet and through earnings rather than being deferred until the anticipated transaction settles. The use of mark-to-market accounting for financial instruments can cause non-cash earnings volatility due to changes in the underlying commodity price indices.

105


Other Derivative Instruments. The Company recognized gains (losses) on derivative instruments not designated as hedging instruments for the years ended December 31 as follows (in thousands):

 

 

Derivative gains (losses), net

 

 

 

2021

 

 

2020

 

 

2019

 

Conversion option liability on Convertible Senior Notes

 

$

2

 

 

$

5,203

 

 

$

71

 

Forward currency exchange, option and future contracts

 

 

390

 

 

 

(893

)

 

 

 

 

 

$

392

 

 

$

4,310

 

 

$

71

 

The conversion option liability relates to the bifurcated embedded conversion option in the Convertible Senior Notes issued to investment funds managed and controlled by Carlyle (see “Note 8. Long-Term Debt”). The forward currency exchange contract relates to £31.5 million swap related to the proceeds received from the sale of Windcat Workboats (see “Note 4. Equipment Acquisitions and Dispositions”).

11.

10.

FAIR VALUE MEASUREMENTS

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


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

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

 

Derivative instruments

 

$

 

 

$

1,831

 

 

$

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

 

Derivative instruments

 

$

 

 

$

4,591

 

 

$

 

Conversion Option Liability on Convertible Senior Notes

 

 

 

 

 

 

 

 

2

 

 Level 1 Level 2 Level 3
2017     
ASSETS     
Derivative instruments (included in other receivables)$
 $419
 $
Construction reserve funds45,361
 
 
LIABILITIES     
Derivative instruments (included in other current liabilities)
 66
 
Conversion Option Liability on 3.75% Convertible Senior Notes
 
 6,832
2016     
ASSETS     
Marketable securities$40,139
 $
 $
Derivative instruments (included in other receivables)
 195
 
Construction reserve funds78,209
 
 
LIABILITIES     
Derivative instruments (included in other current liabilities)
 547
 

Level 3 Measurement. The fair value of the conversion option liability onembedded in the 3.75% Convertible Senior Notes is estimated with significant inputs that are both observable and unobservable in the market and therefore is considered a Level 3 fair value measurement. The Company used a binomial lattice model that assumes the holders will maximize their value by finding the optimal decision between redeeming at the redemption price or exchangingconverting into shares of Common Stock. This model estimates the fair value of the conversion option as the differential in the fair value of the notes including the conversion option compared with the fair value of the notes excluding the conversion option. The significant observable inputs used in the fair value measurement include the price of Common Stock and the risk freerisk-free interest rate. The significant unobservable inputs are the estimated Company credit spread and Common Stock volatility, which were based on comparable companies in the marine transportation and energy industries.

106


The estimated fair valuevalues of the Company’s other financial assets and liabilities as of December 31 were as follows (in thousands):

 

 

 

 

 

 

Estimated Fair Value

 

 

 

Carrying

Amount

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash, cash equivalents and restricted cash

 

$

41,220

 

 

$

41,220

 

 

$

 

 

$

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Long-term debt, including current portion

 

 

364,364

 

 

 

 

 

 

372,992

 

 

 

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash, cash equivalents and restricted cash

 

$

36,018

 

 

$

36,018

 

 

$

 

 

$

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Long-term debt, including current portion

 

 

472,887

 

 

 

 

 

 

470,561

 

 

 

 

 Carrying Amount Estimated Fair Value
  Level 1 Level 2 Level 3
2017       
ASSETS       
Cash, cash equivalents and restricted cash$112,551
 $112,551
 $
 $
Investments, at cost, in 50% or less owned companies (included in other assets)132
 

see below
    
LIABILITIES       
Long-term debt, including current portion314,899
 
 291,932
 
2016       
ASSETS       
Cash, cash equivalents and restricted cash$118,771
 $118,771
 $
 $
Investments, at cost, in 50% or less owned companies (included in other assets)132
 see below    
LIABILITIES       
Long-term debt, including current portion238,205
 
 242,404
 

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

The Company’s non-financial assets

Property and liabilities that were measured at fair value duringequipment. During the yearsyear ended December 31, were as follows (in thousands):

 Level 1 Level 2 Level 3
2017     
ASSETS     
Property and equipment:     
Anchor handling towing supply$
 $12,400
 $
Fast support
 175
 
Specialty
 750
 
Investments, at equity, in 50% or less owned companies
 20,658
 20,430
2016     
ASSETS     
Property and equipment:     
Anchor handling towing supply$
 $2,600
 $42,500
Fast support
 50
 
Supply
 2,153
 1,800
Specialty
 4,000
 
Liftboats
 
 62,830
Investments, at equity, in 50% or less owned companies
 
 18,539
Notes receivable from third parties (included in other assets)
 
 11,900
Property2021, the Company recognized 0 impairment charges and equipment.NaN of the Company’s property and equipment had a fair value based on ordinary liquidation value or indicative sales price. During the yearsyear ended December 31, 2017 and 2016,2020 the Company recognized impairment charges of $27.5$18.8 million and $119.7 million, respectively, associated with certain offshore support vessels (see Note 1). Thevessels. As of December 31, 2020, the Company had Level 23 fair values were determined based upon ordinary liquidation value of $43.0 million on the contracted sales prices of the property and equipment, sales prices of similar property and equipment or scrap value, as applicable.5 liftboats. The Level 3 fair values were determined based on third-party valuations using significant inputs that are unobservable in the market. Due to limited market transactions, the primary valuation methodology applied by the appraisers was an estimated cost approach less estimated economic depreciation for comparably aged and conditioned assets less estimated economic obsolescence based on market data or utilization and rates per day worked trending of the vessels since 2014.
The significant unobservable inputs used in the fair value measurement for the anchor handling towing supply fleet during 2016 were the estimated construction costs for similar new equipment of $364.0 million, estimated economic fleet depreciation of 55% based on average expected remaining useful life and estimated economic obsolescence of 74%.
The significant unobservable inputs used in the fair value measurement for the liftboat fleet during 2016 were the estimated construction costs for similar new equipment of $279.0 million, estimated economic fleet depreciation of 42% based on average expected remaining useful life and estimated average economic obsolescence of 61%.

Investments, at equity, in 50% or less owned companies. During the years ended December 31, 2017 and 2016, the Company marked its investments to fair value in certain of its 50% or less owned companies. The Level 2 fair values were determined based on the purchase price of acquired interests or sales prices of similar equipment held in the venture. The Level 3 fair values were determined based on third-party valuations using significant inputs that are unobservable in the market. The significant Level 3 valuations were as follows:

The Company’s partner declined to participate in a capital call from Falcon Global during 2017 and, as a consequence, the Company obtained 100% voting control of Falcon Global in accordance with the terms of the operating agreement (see Note 4). Upon the change in control, the Company’s investment in Falcon Global was deemed to approximate fair value as a result of its recent impairment (see below).

The Company identified indicators of impairment in its investment in Falcon Global during 2016 as a result of continuing weak market conditions and, as a consequence, recognized a $6.4 million impairment charge, net of tax, for an other-than-temporary decline in fair value. Falcon Global’s primary assets consist of two liftboats in the final stages of construction and the estimated fair value of the liftboats was the primary input used by the Company in determining the fair value of its investment (see Note 4) and resulting impairment charge. The fair value of the liftboats was determined based on a third-party valuation using significant inputs that are unobservable in the market and therefore are considered a Level 3 fair value measurement. Due to limited market transactions, the primary valuation methodology applied by the appraisers was an estimated cost approach less economic obsolescence based on utilization and rates per day worked trending over the prior year in the Middle East region where the vessels are intended to operate. The significant unobservable inputs used in the fair value measurement were the estimated construction costs of similar new equipment and economic obsolescence of 25%.
Notes receivable from third parties. During the year ended December 31, 2016,2021, the Company recordedreceived a $1.8 million reserve fordistribution from 1 of its note receivable from a third party following non-performance and a declineinvestments in 50% or less owned companies, MEXMAR Offshore, in the underlying collateral value. The reserveamount of $12.0 million of which $9.4 million was based on a third-party valuation of the underlying collateral using significant inputs that are unobservable in the market and therefore are considered a Level 3 fair value measurement. Due to limited market transactions, the primary valuation methodology applied by the appraisers was an estimated cost approach less estimated economic depreciation for comparably aged assets and less estimated economic obsolescence. The significant unobservable inputs used in the fair value measurement were the estimated construction costs of similar new equipment and estimated economic depreciation of 33% and estimated obsolescence of 56% (see Note 6).
11.STOCKHOLDERS’ EQUITY
On January 1, 2015, SEACOR Holdings contributed all of its majority-owned subsidiaries that provide offshore marine services to SEACOR Marine, except for an immaterial energy logistics business that was liquidated in December 2015. Any subsidiaries not providing offshore marine services and previously owned by the contributed subsidiaries were distributed to, or purchased by, SEACOR Holdings prior to the contribution. The Company received $6.9 million from SEACOR Holdings relating to the purchase of certain of these subsidiaries at carrying value, which was recorded as a capital contribution at the formation of SEACOR Marine.
On December 1, 2015, SEACOR Holdings issued the Exchange Option in supportexcess of the Company’s issuanceinvestment balance of its 3.75% Convertible Senior Notes.$2.6 million. The fair valuebeginning balance of the financial support received by the CompanyCompany’s investment in MEXMAR Offshore was $5.5 million, net of tax, and was recorded as an equity contribution from SEACOR Holdings. The Company had no obligations to SEACOR Holdings or the holders of the 3.75% Convertible Senior Notes in respect of the Exchange Option (see Note 7).
The Company paid cash dividends of $1.8 million to SEACOR Holdings during0. During the year ended December 31, 2015.2020, the Company marked 2 of its investments in 50% or less owned companies, Seabulk Tims I and Offshore Vessel Holdings, to 0 due to a return of funds that exceeded the carrying value of the investment and continued losses, respectively. The Company did not make any further adjustments to any of its investments in 50% or less owned companies.

12.

WARRANTS

In connection with various transactions, the Company issued 2,560,456 warrants to purchase shares of Common Stock at an exercise price of $0.01 per share (“Warrants”), of which 1,439,483 remain outstanding as of December 31, 2021. Included among these are the Carlyle Warrants.

On December 23, 2021, 48,809 Warrants were exercised for a penny per share, resulting in 1,439,483 Warrants outstanding as of December 31, 2021. In connection with the exercise of Warrants on December 23, 2021, 149 shares of Common Stock were withheld as payment for the exercise price of the exercised Warrants.

On September 1, 2020 and September 18, 2020, 255,307 and 83,367 Warrants were exercised, respectively, for a penny per share, resulting in 1,488,292 Warrants outstanding as of December 31, 2020. In connection with the exercise of Warrants on September 18, 2020, 354 shares of Common Stock were withheld as payment for the exercise price of the exercised Warrants.

On May 28, 2019 and June 14, 2019, 380,000 and 64,440 Warrants were exercised, respectively, for a penny per share, resulting in 1,826,966 Warrants outstanding as of December 31, 2019. In connection with the exercise of Warrants on June 14, 2019, 49 shares of Common Stock were withheld as payment for the exercise price of the exercised Warrants.


13.

STOCKHOLDERS' EQUITY

On December 31, 2021, pursuant to the Merger Agreement OSV Partners I merged with and into SEACOR Offshore OSV with SEACOR Offshore OSV surviving the Merger.

In connection with the consummation of the Merger, the Company issued an aggregate number of 1,567,935 shares of Common Stock, as follows:

(i)

531,872 shares of Common Stock as consideration for the Merger paid to OSV Partners I’s limited partners (other than the Company and its subsidiaries), and

12.

(ii)

1,036,063 shares of Common Stock as payment to settle all amounts and other obligations outstanding under the Subordinated PIK Loan Agreement and paid to the former lenders thereunder (all of whom were limited partners of OSV Partners I).

On December 23, 2021, 48,809 Warrants were exercised for a penny per share, resulting in 1,439,483 Warrants outstanding as of December 31, 2021. In connection with the exercise of Warrants on December 23, 2021, 149 shares of Common Stock were withheld as payment for the exercise price of the exercised Warrants.

On September 1, 2020 and September 18, 2020, 255,307 and 83,367 Warrants were exercised, respectively, for a penny per share, resulting in 1,488,292 Warrants outstanding as of December 31, 2020. In connection with the exercise of Warrants on September 18, 2020, 354 shares of Common Stock were withheld as payment for the exercise price of the exercised Warrants.

The Company had previously registered 2,174,000 shares of Common Stock for issuance under the SEACOR Marine Holdings Inc. 2017 Equity Incentive Plan (the “2017 Plan”). The Company’s shareholders approved the SEACOR Marine Holdings Inc. 2020 Equity Incentive Plan (the “2020 Plan”) at the annual meeting of shareholders held on June 9, 2020 (the “Approval Date”), which authorized the issuance of 2,080,000 shares of Common Stock under the 2020 Plan. On June 9, 2020 the Company filed a registration statement on Form S-8 with the Securities and Exchange Commission (“SEC”) with respect to the registration of 2,114,821 shares of Common Stock, representing the 2,080,000 shares of Common Stock approved by the Company’s shareholders for issuance under the 2020 Plan, plus 24,821 shares of Common Stock remaining available for issuance under the 2017 Equity Incentive Plan as of the Approval Date that will be available for issuance under the 2020 Plan, plus Common Stock subject to awards outstanding under the 2017 Plan, that pursuant to the terms of the 2017 Plan and the 2020 Plan, may be available for future issuance under the 2020 Plan.

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

On May 28, 2019 and June 8, 2019, 380,000 and 64,440 Warrants were exercised, respectively, for a penny per share. In connection with the exercise of Warrants on June 14, 2019, 49 shares of Common Stock were withheld as payment for the exercise price of the exercised Warrants.

On January 25, 2019, Seabulk Overseas Transport, Inc., a wholly owned subsidiary of SEACOR Marine (“Seabulk Overseas”), acquired a 6.25% minority interest in Windcat Workboats that it did not previously own upon the exercise of certain put options by one of the two minority owners pursuant to the terms of a subscription and shareholders agreement, as amended (the “Subscription and Shareholders Agreement”), in exchange for consideration of £1.6 million (approximately $2.0 million) in cash. The Company acquired the other 6.25% minority interest in Windcat Workboats that the Company did not already own on March 15, 2019 in exchange for consideration of 50,000 shares of Common Stock and €1.2 million (approximately $1.4 million) in cash. The Common Stock was issued in a private placement in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act. The two acquisitions resulted in Seabulk Overseas owning (and SEACOR Marine indirectly owning) 100% of Windcat Workboats.

On January 9, 2019, certain indirect wholly owned subsidiaries of SEACOR Marine acquired 3 FSVs in exchange for the private placement of 603,872 shares of Common Stock to domestic U.S. holders affiliated with the McCall family of Louisiana. The value of the vessels and the Common Stock was $7.8 million based on the closing price of a share of Common Stock on the NYSE on the day of the exchange. The Common Stock was issued in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act. The Company has operated the acquired vessels for the past ten years under a revenue sharing pooling agreement that included four of its owned FSVs of similar specification. In accordance with its terms, this pooling agreement was terminated.

108


On January 1, 2019, the Company adopted ASC 842 regarding the recording of lease on the balance sheet. This adoption resulted in an increase of $10.4 million, net of tax, to the Company’s opening retained earnings for the current period.

14.

NONCONTROLLING INTERESTS IN SUBSIDIARIES

Noncontrolling interests in the Company’s consolidated subsidiaries as of December 31 were as follows (in thousands):

 

 

Noncontrolling

Interests

 

 

2021

 

 

2020

 

VEESEA Holdings Inc.

 

 

1.8

%

 

 

320

 

 

 

319

 

 
Noncontrolling
Interests
 2017 2016
Falcon Global50.0% $12,087
 $
Windcat Workboats12.5% 2,608
 5,266
Other1.8%30% 280
 278
     $14,975
 $5,544
Falcon Global.

Falcon Global was formedHoldings.Prior to construct and operate two foreign-flag liftboats. In March 2017, the Company’s partner declined to participate in a capital call from Falcon Global and, as a consequence,20, 2020, the Company obtained 100% voting control of Falcon Global in accordance with the terms of the operating agreement and began consolidating Falcon Global’s net assets effective March 31, 2017 (see Note 4). As of December 31, 2017, the net assets of Falcon Global were $24.2 million. During the nine months ended December 31, 2017 (the period which Falcon Global has been consolidated into the Company’s financial statements), the net loss of Falcon Global was $10.6 million, of which $5.3 million was attributable to noncontrolling interests.

On February 9, 2018, the Company announced that the formation and capitalization of a joint venture between a wholly owned subsidiary of the Company and Montco Offshore, LLC (“MOI”, an affiliate of our partner in Falcon Global) was consummated on February 8, 2018. In connection therewith and MOI’s plan of reorganization, which was confirmed on January

18, 2018, MOI emerged from its Chapter 11 bankruptcy case. In accordance with the terms of a Joint Venture Contribution and Formation Agreement, the Company and MOI contributed certain liftboat vessels and other related assets, including each partner’s 50% interest in Falcon Global, to Falcon Global Holdings LLC (“FGH”) and its designated subsidiaries, and FGH and its designated subsidiaries assumed certain operating liabilities and indebtedness associated with the liftboat vessels and related assets. On February 8, 2018, Falcon Global USA LLC (“FGUSA”), a wholly owned subsidiary of FGH, paid $15.0 million of MOI’s debtor-in-possession obligations and entered into a $131.1 million credit agreement comprised of a $116.1 million term loan and a $15.0 million revolving loan facility (the “FGUSA Credit Facility”). The full amount of the term loan and other amounts paid by affiliates of MOI satisfied in full the amounts outstanding under MOI’s pre-petition credit facilities. The FGUSA Credit Facility, apart from a guarantee of certain interest payments and participation fees for two years after the closing of the transactions, is non-recourse to SEACOR Marine and its subsidiaries other than FGUSA. The Company will consolidate FGH as the Company holds approximatelyheld 72% of the equity interest in FGH and is entitled to appoint a majorityFalcon Global Holdings. On March 20, 2020, the Company completed the acquisition of the boardremaining 28% minority interest in Falcon Global Holdings, resulting in the Company’s 100% ownership of managers of FGH. Immediately following the capitalization of FGH,Falcon Global Holdings. Consideration paid by the Company borrowed $5.0 million underwas 900,000 shares of Common Stock issued in a private placement to the revolving loan facility for working capital purposes.
Windcat Workboats. Windcat Workboats owns and operatesseller of the Company’s wind farm utility vessels that are primarily usedminority interest, Montco Offshore LLC. Prior to move personnel and suppliesthe acquisition of the remaining noncontrolling interest in the major offshore wind markets of Europe. During the year ended December 31, 2017, the Company acquired an additional 12.5% of Windcat Workboats from noncontrolling interests for $3.7 million. As of December 31, 2017 and 2016, the net assets of Windcat Workboats were $20.8 million and $21.1 million, respectively. During the year ended December 31, 2017,Falcon Global Holdings the net loss of Windcat Workboatsattributable to Falcon Global Holdings was $2.1$16.6 million, of which $0.4$4.6 million was attributable to noncontrolling interests. During the year ended December 31, 2016, the net loss of Windcat Workboats was $4.5 million, of which $1.1 million was attributable to noncontrolling interests. During the year ended December 31, 2015, the net income of Windcat Workboats was $1.6 million, of which $0.4 million was attributable to noncontrolling interests.
interest.

15.

13.

SAVINGS AND MULTI-EMPLOYER PENSION PLANS

SEACOR Marine Savings Plan. On January 1, 2016, the Company’s eligible U.S. based employees were transferred from the SEACOR Holdings sponsored defined contribution plan to the “SEACOR Marine 401(k) Plan,” a new Company sponsored defined contribution plan. Theplan (the “Savings Plan”). Effective upon the June 1, 2017 Spin-off, the Company currently does not contributediscontinued its contribution to the SEACOR Marine 401(k) Plan.Savings Plan up until January 1, 2019, at which time the Company’s contribution were limited to 1% of an employee’s wages. In 2020, the Company increased its contributions to 2% of an employee’s wages. The SEACOR Marine 401(k)Savings Plan costs for the year ended December 31, 20172021, 2020 and 20162019 were not material. Prior to January 1, 2016, the Company participated in a SEACOR Holdings sponsored defined contribution plan for its eligible U.S. based employees (the “Savings Plan”). The Company’s contribution to the Savings Plan was limited to 3.5% of an employee’s wages depending upon the employee’s level of voluntary wage deferral into the Savings Plan$0.2 million, $0.3 million and was subject to annual review by the Board of Directors of SEACOR Holdings. For the year ended December 31, 2015, the Company’s contribution to the Savings Plan was $1.3 million.

$0.2 million, respectively.

MNOPF and MNRPF. Certain of the Company’s subsidiaries are participating employers in two industry-wide, multi-employer, defined benefit pension funds in the United Kingdom: the MNOPFU.K Merchant Navy Officers Pension Fund (“MNOPF”) and the MNRPF.U.K. Merchant Navy Ratings Pension Fund (“MNRPF”). The Company’s participation in the MNOPF and MNRPF began with the acquisition of the Stirling group of companies (the “Stirling Group”) in 2001 and relates to the current and former employment of certain officers employed between 1978 and ratings2002 by the CompanyStirling Group and/or Stirling’sits predecessors. The Company’s participation in the MNRPF also began with the acquisition of the Stirling Group in 2001 and relates to ratings employed by the Stirling Group and/or its predecessors from 1978 through today. Both of these plans are in deficit positions and, depending upon the results of future actuarial valuations, it is possible that the plans could experience funding deficits that will require the Company to recognize payroll related operating expenses in the periods invoices are received.

Under the direction As of a court order, any funding deficit of theDecember 31, 2021, all invoices related to MNOPF is to be remedied through funding contributions from all participating current and former employers. Prior to 2015,MNRPF have been settled in full.

On October 19, 2021, the Company was invoiced and expensed $19.4 million for its allocated share ofinformed by the then cumulative funding deficits, including portions deemed uncollectible due to the non-existence or liquidation of certain former employers.

The cumulative funding deficitsMNRPF that two issues had been identified during a review of the MNRPF were being recovered by the applicable trustee that would potentially give rise to material additional annual contributionsliabilities for the MNRPF. The MNRPF has indicated that the investigations into these issues remain ongoing, and that further updates will be provided as significant developments arise. Should such additional liabilities require the MNRPF to collect additional funds from currentparticipating employers, it is possible that were subject to adjustment following the results of future tri-annual actuarial valuations. Prior to 2015, the Company waswill be invoiced for a portion of such funds and expensed $0.4 million for its allocated share of the then cumulative funding deficits. On February 25, 2015, the High Court approved a new deficit contribution scheme, whereby any funding deficit of the MNRPF is to be remedied through funding contributions from all participating current and former employers, in a manner similar to the operation of the MNOPF. Based on an actuarial valuation in 2014, the potential cumulative funding deficit of the MNRPF was $491.7 million (£325.0 million). On August 28, 2015, the Company was invoiced and recognizedrecognize payroll related operating expenses of $6.9 million (£4.5 million) for its allocated share ofin the cumulative funding deficit, including portions deemed uncollectible due to the non-existence or liquidation of certain former employers. The invoiced amountsperiods invoices are payable in four installments, beginning in October 2015.
received.

Other Plans.Certain employees participate in other defined contribution plans in various international regions including the United Kingdom and Singapore.regions. During the years ended December 31, 2017, 20162021, 2020 and 2015,2019, the Company incurred costs, of $0.7 million per annum in the aggregate related to these plans, primarily from employer matching contributions.

contributions of $0.4 million, $0.4 million and $0.3 million, respectively.

16.

14.SHARE

STOCK BASED COMPENSATION

Equity Incentive Plan. During 2017, the Company adopted the SEACOR Marine Holdings Inc. 2017 Equity Incentive Plan (the “2017 Plan”). The 2017Company’s shareholders approved the SEACOR Marine Holdings Inc. 2020 Equity Incentive Plan authorizes(the “2020 Plan”) at the Compensation Committee, or another committee designated by the Board and made upannual meeting of two or more non-employee directors and outside directors, to provide equity-based or other incentive-based compensation for the purpose of attracting and retaining the Company and its affiliates’ directors, employees and certain consultants, and providing those directors, employees and consultants incentive opportunities and rewards for superior performance. The Board hasshareholders held on June 9, 2020 (the “Approval Date”), which authorized the issuance of 2,174,0002,080,000 shares of Common Stock in connection with awards pursuant tounder the 2020 Plan plus 24,821 shares of Common Stock remaining available for issuance under the 2017 Equity Incentive Plan which is equal to 10%as of the total number shares of SEACOR Marine Common Stock. Approval Date that will be available for issuance under the 2020 Plan. The types of awards under the 20172020 Plan may include stock options, stock appreciation rights, restricted stock and restricted stock units, performance awards and other stock-based awards. As of December 31, 2017,2021, a total of 1,556,300843,031 shares of Common Stock remained available for issuance under the 20172020 Plan.

109


Restricted stock typically vests from one to four years after the date of grant, and stock options to purchase shares of Common Stock typically vest and become exercisable from one to four years after date of grant. Options to purchase shares of Common Stock granted under the 2017 Plangrant and expire no later than the tenth anniversary of the date of grant. InPerformance restricted stock units (“PRSUs”) typically vest on a cliff-basis after three years, subject to certain stock price performance goals. Pursuant to the event of aapplicable award agreements, restricted stock and stock options vest subject to the participant’s continued employment with the Company on the applicable vesting date, subject to accelerated vested upon the executive’s death or qualified retirement or, with respect to restricted stock, upon termination by the Company without cause or a change in control“cause” (including for disability). Upon any such termination, PRSUs that have been earned with respect to the stock price performance goal(s) will be settled on the third anniversary of the grant date, without regard to the participants employment with the Company as defined in of such date. For options granted, the 2017 Plan, restricted stock vests immediatelyfair value is estimated on the date of grant using the Black-Scholes option pricing model with the following assumptions: (a) no dividend yield; (b) weighted average expected volatility; (c) weighted average discount rate; and options to purchase shares of Common Stock vest and become immediately exercisable.

(d) expected life. For all award types, forfeitures are recognized as incurred.

Distribution of SEACOR Marine Restricted Stock by SEACOR Holdings.Certain officers and employees of the Company previously received compensation through participation in SEACOR Holdings share award plans. Pursuant to the Employee Matters Agreement with SEACOR Holdings, participating Company personnel vested in all outstanding SEACOR Holdings share awards upon the Spin-off in 2017 and received SEACOR Marine restricted stock from the Spin-off distribution in connection with outstanding SEACOR Holdings restricted stock held. As a consequence, theThe Company paid SEACOR Holdings $2.7 million upon completion of the Spin-off for the distribution of 120,693 shares of SEACOR Marine restricted stock, which is being amortized over the participants’ remaining original vesting periods (see Note 15).

periods.

Employee Stock Purchase Plan. During 2017, the Company adopted the SEACOR Marine Holdings Inc. 2017 Employee Stock Purchase Plan (the “Marine ESPP”). The Marine ESPP, if implemented by the Company’s boardBoard of directors,Directors, will permit the Company to offer shares of its Common Stock for purchase by eligible employees at a price equal to 85% of the lesser of (i) the fair market value of a share of its Common Stock on the first day of the offering period or (ii) the fair market value of a share of its Common Stock on the last day of the offering period. There are 300,000 shares of the Company’s Common Stock reserved for issuance under the Marine ESPP during the ten years following its adoption.

Share Award Transactions. The following transactions have occurred Transactions in connection with the Company’s share based compensation under the 2017 PlanEquity Incentive Plans during the yearyears ended December 31 2017:were as follows:

 

 

2021

 

 

2020

 

Director Stock Awards Granted

 

 

189,030

 

 

 

59,900

 

 

 

 

 

 

 

 

 

 

Restricted Stock Activity:

 

 

 

 

 

 

 

 

Outstanding as of the beginning of year

 

 

436,714

 

 

 

303,609

 

Granted

 

 

933,705

 

(1)

 

289,452

 

Vested

 

 

202,079

 

 

 

143,697

 

Forfeited

 

 

5,250

 

 

 

12,650

 

Outstanding as of the end of year

 

 

1,163,090

 

 

 

436,714

 

 

 

 

 

 

 

 

 

 

Stock Option Activity:

 

 

 

 

 

 

 

 

Outstanding as of the beginning of year

 

 

1,120,541

 

 

 

913,569

 

Granted

 

 

 

 

 

261,972

 

Exercised

 

 

 

 

 

 

Forfeited

 

 

59,184

 

(2)

 

55,000

 

Outstanding as of the end of year

 

 

1,061,357

 

 

 

1,120,541

 

(1)

Excludes 354,964 grants of performance-based stock units that are not considered outstanding until such time that they become probable to vest.

(2)

Director Stock Awards Granted3,000
Restricted Stock Activity:

Outstanding

Forfeitures includes 71,684 options forfeited as of the beginningDecember 31, 2021, netted with an adjustment of year


Granted - 2017 Plan1,000
Distributed by SEACOR Holdings in connection with the Spin-off120,693
Vested
Forfeited
Outstanding as of the end of year121,693
Stock Option Activity:
Outstanding as of the beginning of year
Granted - 2017 Plan613,700
Exercised
Forfeited
Expired
Outstanding as of the end of year613,700
12,500 previously granted.


During the year ended December 31, 2017,2021, the Company recognized $0.8$5.5 million of compensation expense related to stock awards, restricted stock and stock options granted to employees and directors under the 2017 Plan and $0.6the 2020 Plan. As of December 31, 2021, the Company had approximately $4.8 million in total unrecognized compensation costs. The weighted average period over which the compensation cost of non-vested awards will be recognized is approximately 1.01 and 0.42 years for restricted stock and stock options, respectively.

110


During the year ended December 31, 2020, the Company recognized $4.8 million of compensation expense related to SEACOR Marinestock awards, restricted stock distributedand stock options granted to employees by SEACOR Holdings in connection withand directors under the Spin-off (collectively referred to as “share awards”).2017 Plan and the 2020 Plan. As of December 31, 2017,2020, the Company had approximately $5.2$4.7 million in total unrecognized compensation costscosts. The weighted average period over which the compensation cost of which $1.7 million and $1.4 million are expected tonon-vested awards will be recognized is approximately 1.24 and 0.89 years for restricted stock and stock options, respectively.

During the year ended December 31, 2019, the Company recognized $5.3 million of compensation expense related to stock awards, restricted stock and stock options granted to employees and Directors under the 2017 Plan. As of December 31, 2019, the Company had approximately $6.5 million in 2018 and 2019, respectively, with the remaining balance recognized through 2021.

total unrecognized compensation costs.

The weighted average fair value of restricted stock granted under the 2017 Plan was $12.50and the 2020 Plan were $5.45 and $6.40 for the year ended December 31, 2017.2021 and 2020, respectively. The fair value was based on the closing price of the Company’s stock on the day of the grant. The Company did not grant any options in the year ended December 31, 2021. The weighted average fair value and exercise price of stock options granted under the 2017 Plan and the 2020 Plan was $6.41 and $12.50, respectively,$3.60 for the year ended December 31, 2017.2020. The fair value of each option granted during the year ended December 31, 20172020, was estimated on the date of grant using the Black-Scholes option pricing model with the following assumptions: (a) no0 dividend yield; (b) weighted average expected volatility of 52.5%;76.1; (c) weighted average discount rate of 2.22%0.52%; and (d) expected life of 6.00 years. 9.92 years, respectively. There were 0 stock options exercised in 2021 or 2020.

During the year ended December 31, 2021, the number of shares and the weighted average grant price of restricted stock transactions were as follows:

 

 

Restricted Stock

 

 

 

Number of

Shares

 

 

Weight Average

Grant Price

 

Non-Vested as of December 31, 2020

 

 

436,714

 

 

$

11.60

 

Granted

 

 

933,705

 

 

 

5.45

 

Vested

 

 

202,079

 

 

 

5.26

 

Forfeited

 

 

5,250

 

 

 

5.72

 

Non-Vested as of December 31, 2021

 

 

1,163,090

 

 

 

6.62

 

During the year ended December 31, 2021, the number of shares and the weighted average exercise price on stock option transactions were as follows:

 

 

Stock Options

 

 

 

Number of

Shares

 

 

Weight Average

Grant Price

 

Non-Vested as of December 31, 2020

 

 

1,120,541

 

 

$

12.49

 

Granted

 

 

 

 

 

 

Exercised

 

 

 

 

 

 

Forfeited (2)

 

 

59,184

 

 

 

15.70

 

Non-Vested as of December 31, 2021

 

 

1,061,357

 

 

 

12.39

 

Exercisable as of December 31, 2021 (1)

 

 

896,566

 

 

 

12.74

 

(1)

The weighted average remaining contractual term is 6.7 years.

(2)

Forfeitures includes 71,684 options forfeited as of December 31, 2021, netted with an adjustment of 12,500 previously granted.

As of December 31, 2017, the weighted average remaining contractual term for total outstanding stock options was 9.90 years. As of December 31, 2017,2021, there was no0 aggregate intrinsic value offor options outstanding.

17.

15.

RELATED PARTY TRANSACTIONS

Related Party Transactions Policy.The Company provided serviceshas established a written policy for the review and approval or ratification of $0.1 milliontransactions with related parties (the “Related Party Transactions Policy”) to SEACOR Holdings during eachassist it in reviewing transactions in excess of the years ended December 31, 2017, 2016 and 2015.

On December 1, 2015,$120,000 (“Transactions”) involving the Company purchasedand its subsidiaries and a third party note receivable fromRelated Party (as defined in the Related Party Transaction Policy). The Related Party Transactions Policy supplements the Company’s other conflict of interest policies set forth in the Company’s Corporate Governance Guidelines, its Code of Business Conduct and Ethics and its other internal procedures.

Transactions with SEACOR Holdings secured by offshore marine equipment for $13.6 million (see Note 6).

On December 1, 2015, the Company purchased $36.6 million of marketable securities from SEACOR Holdings.
In connection with the Spin-off, SEACOR Marine entered into certain agreements with SEACOR Holdings that govern SEACOR Marine’s relationship with SEACOR Holdings following the Spin-off, including a Distribution Agreement, two Transition Services Agreements, an Employee Matters Agreement and a Tax Matters Agreement.

111


As of December 31, 2017,2021, SEACOR Holdings hashad no outstanding guarantees for obligations of the Company. As of December 31, 2020, SEACOR Holdings had guaranteed $69.1$8.1 million for various obligations of the Company, including: BNDES Equipment Construction Finance Notes (see Note 7); letters of credit issued on behalf of the Company;including performance obligations under sale-leaseback arrangements (see Note 16);“Note 7. Leases”).As of December 31, 2019, SEACOR Holdings had guaranteed $22.8 millionfor various obligations of the Company, including performance obligations under sale-leaseback arrangements and invoiced amounts for funding deficits under the MNOPF (see Note 13)“Note 15. Savings and Multi-Employer Pension Plans”). Pursuant to athe Transition Services Agreement with SEACOR Holdings, SEACOR Holdings chargescharged the Company a fee of 0.5% on outstanding guaranteed amounts, which declinesdeclined as the guaranteed obligations arewere settled by the Company. The Company recognized a de minimis amount of guarantee fees in connection with sale-leaseback arrangements of $0.3 million, $0.4in 2021, and recognized $0.1 million and $0.1 $0.2million during 2017, 20162020 and 2015,2019, respectively, as additional leased-in equipment operating expenses in the accompanying consolidated statements of loss.income (loss). Guarantee fees paid to SEACOR Holdings for all other obligations are recognized as SEACOR Holdings guarantee fees in the accompanying consolidated statements of loss.

Pursuant to one ofincome (loss).

On June 26, 2020, the Transitions Services AgreementsCompany entered into a Tax Refund and Indemnification Agreement (the “Tax Refund Agreement”) with SEACOR Holdings Inc. (“SEACOR Holdings”), the Company’s former parent company. The Tax Refund Agreement enabled the Company is obligated to reimburseutilize net operating losses (“NOLs”) generated in 2018 and 2019 to claim refunds for tax years prior to the Company’s spin-off from SEACOR Holdings upin 2017 (at which time the Company was included in SEACOR Holdings consolidated tax returns) that were permitted to 50%be carried back pursuant to the provisions of the severanceCARES Act and restructuring costs actually incurredfor which SEACOR Holdings needed to claim the refund on behalf of the Company. As a result, the Company received an aggregate amount of cash tax refunds of $32.3 million (including $1.1 million of interest paid by the IRS in respect of refund payment delays due in part to the COVID-19 pandemic), of which $12.5 million was received prior to March 31, 2021 and the remaining $19.8 million was received in April 2021. SEACOR Holdings will retain certain of the funds to facilitate tax savings realized by SEACOR Holdings as a resultof no less than 35% of the Spin-off upamount of its own 2019 NOLs. Additionally, a $3.0 million transaction fee was paid to butSEACOR Holdings concurrently with the signing of the Tax Refund Agreement as consideration for its cooperation in connection with the filing of the applicable tax refund returns. The Tax Refund Agreement did not restrict the use of approximately $23.1 million of the refund and required the remaining approximately $8.1 million to be deposited into an account to be used solely to satisfy certain of the Company’s obligations that remained guaranteed by SEACOR Holdings which primarily related to vessel operating leases. Two of these vessel operating leases expired in excessthe fourth quarter of $6.0 million (such2020, which reduced the remaining guarantee on the three remaining vessels to $7.0 million. The remaining three vessel operating leases that SEACOR Holdings guaranteed expired in 2021 and the Company shall not be obligatedapplied the amount deposited to pay more than $3.0 million). As of December 31, 2017, the Company has reimbursed SEACOR Holdings severance and restructuring costs of $0.7 million recognized as additional administrative and general expenses in the accompanying condensed consolidated statements of loss.

Immediately preceding the Spin-off and pursuant to an Investment Agreement dated November 30, 2015 with the holders of the 3.75% Convertible Senior Notes, the Company reimbursed SEACOR Holdings for the final settlement of non-deductible Spin-off related expenses of $3.4 million recognized as additional administrative and general expenses in the accompanying condensed consolidated statements of loss.
satisfy these obligations.

Following the completion of the Spin-off, the Company is no longer charged for management fees or shared services allocation (see below) for administrative support by SEACOR Holdings; however, the Company continuescontinued to be supported by SEACOR Holdings until 2020 for corporate services for a net fee of $6.3 million per annum pursuant to the Transition Services Agreements with SEACOR Holdings.Holdings under which it was initially charged $6.3 million annually for these services. The fees incurred have declined as the services and functions provided by SEACOR Holdings are terminated and replicated within the Company. For the year ended December 31, 2017,2019 the Company incurred fees of $3.3and $0.6 million,respectively, for these services that were recognized as additional administrative and general expenses in the accompanying consolidated statements of loss. TheThere were 0 services provided or fees incurred will decline asduring 2021 and 2020.

Transactions regarding OSV Partners.

OSV Partners

In 2013, SEACOR OSV Partners I LP (the “OSV Partners I”) was formed to own and operate offshore support vessels with the services and functions provided byCompany (then a subsidiary of SEACOR Holdings are terminated and replicated within the Company.


Prior to the Spin-off, certain costs and expensesHoldings) holding 30.4% of the Company were borne by SEACOR Holdingsinitial limited partner interests (“Initial LP Interests”) and charged to the Company. These costs and expenses are included in both operating and administrative and general expenses in the accompanying consolidated statements of loss and are summarized as follows for the years ended December 31 (in thousands):
 2017 2016 2015
Payroll costs for SEACOR Holdings personnel assigned to the Company$
 $
 $57,939
Participation in SEACOR Holdings employee benefit plans899
 3,702
 7,249
Participation in SEACOR Holdings defined contribution plan
 
 1,876
Participation in SEACOR Holdings share award plans8,383
 4,588
 4,730
Shared services allocation for administrative support1,932
 4,365
 6,306
 $11,214
 $12,655
 $78,100
Actual payroll costs of SEACOR Holdings personnel assigned to the Company were charged to the Company. On January 1, 2016, the Company hired all of its employees directly and no longer had seconded personnel from SEACOR Holdings.
SEACOR Holdings maintained self-insured health benefit plans for participating employees, including thosea majority of the Company,general partner interests, and charged the Company for its share of total plan costs incurred based on the percentage of its participating employees. Following the Spin-off, the Company no longer participates in SEACOR Holdings’ self-insured health benefit plans.
SEACOR Holdings provided a defined contribution plan for participating U.S. employees, including those of the Company, and charged the Company for its share of employer matching contributions, which was limited to 3.5% of an employee’s wages depending upon the employee’s level of voluntary wage deferral contributed to the plan. On January 1, 2016, the Company’s eligible U.S. based employees were transferred to the SEACOR Marine 401(k) Plan.
Certain officers and employees of the Company received compensation through participation in SEACOR Holdings’ share award plans. The Company paid SEACOR Holdings for the fair value of its employees’ share awards. Pursuant to the Employee Matters Agreement with SEACOR Holdings, participating Company personnel vested in all outstanding SEACOR Holdings share awards upon the Spin-off and received SEACOR Marine restricted stock from the Spin-off distribution in connection with outstanding SEACOR Holdings restricted stock held. As a consequence, the Company paid SEACOR Holdings $9.4 million upon completion of the Spin-off, including $2.7 million for the distribution of 120,693 shares of SEACOR Marine restricted stock (see Note 14), which is being amortized over the participants’ remaining original vesting periods, and $6.7 million on the accelerated vesting of SEACOR Holdings share awards, which was immediately recognized. In addition, the Company recognized and paid share award expense of $1.7 million through the date of the Spin-off.
Prior to the Spin-off, SEACOR Holdings provided certain administrative support services to the Company under a shared services arrangement, including but not limited to payroll processing, information systems support, benefit plan management, cash disbursement support and treasury management.Initial LP Interests held by unrelated third parties. The Company was charged for its share of actual costs incurred generally based on volume processed or units supported.
Prior toalso appointed the Spin-off, SEACOR Holdings incurred various corporate costs in connection with providing certain corporate services, including, but not limited to, executive oversight, risk management, legal, accounting and tax, and charged quarterly management fees to the Company in order to fund its corporate overhead to cover such costs. Total management fees charged by SEACOR Holdings to the Company included actual corporate costs incurred plus a mark-up and were generally allocated within the consolidated group using income-based performance metrics reported by an operating segment in relation to SEACOR Holding’s other operating segments. On November 30, 2015, contemporaneously with the issuancemanager of the 3.75% Convertible Senior Notes, the Company and SEACOR Holdings entered into an agreement for SEACOR Holdingsvessels owned by OSV Partners I entitled to provide these services at a fixed rate of $7.7 million per annum beginningmarket management fee.

In December 1, 2015 until the Spin-off. The Company’s incurred management fees from SEACOR Holdings were settled on a monthly basis and reported as SEACOR Holdings management fees in the accompanying consolidated statements of loss.


Prior to the Company’s issuance of its 3.75% Convertible Senior Notes on December 1, 2015, the Company participated in a cash management program whereby certain operating and capital expenditures of the Company were funded through advances from SEACOR Holdings and certain cash collections of the Company were forwarded to SEACOR Holdings. Net amounts under this program were reported as advances from SEACOR Holdings in the accompanying consolidated balance sheets.The Company earned interest income on outstanding advances to SEACOR Holdings and incurred interest expense on outstanding advances from SEACOR Holdings, both being reported in the accompanying consolidated statements of loss as interest expense on advances and notes with SEACOR Holdings, net. Interest was calculated and settled on a quarterly basis using interest rates set at the discretion of SEACOR Holdings.
SEACOR Holdings also issued notes to fund the working capital needs or acquisitions of the Company, generally to the Company’s international entities. The terms of these notes varied including periodic principal and interest payments, periodic interest only payments with balloon principal payment due at maturity, or balloon principal and interest payments due at maturity. As circumstances warrant, SEACOR Holdings had changed or extended the terms of these notes at its discretion. Interest expense incurred under these arrangements is included in the accompanying consolidated statements of loss as interest expense on advances and notes with SEACOR Holdings, net. All of the Company’s notes payable due SEACOR Holdings were settled during the year ended December 31, 2015.
2014, Charles Fabrikant (Non-Executive(a former Non-Executive Chairman of SEACOR Marine), John Gellert (President, Chief Executive Officer and Director of SEACOR Marine), Jesús Llorca (Executive Vice President and Chief Financial Officer of SEACOR Marine) and other membersindividuals (some of who were affiliated with the Company’s managementformer parent, SEACOR Holdings), invested in Caroline International Holdings LLC (“Caroline”) and boardCaroline International Holdings II LLC (“Caroline II” and together with Caroline, the “Caroline Entities”), two entities managed by Mr. Fabrikant and formed solely for the purposes of directors and other unaffiliated individuals indirectly investedinvesting in OSV Partners I. As of December 31, 2021, the aggregate investments of Messrs. Fabrikant, Gellert and Llorca in the Caroline Entities were $0.3 million, $0.4 million and $0.2 million, respectively. No other current executive officer or member of the Board invested in or has any interests in the Caroline Entities.

The following summarizes the investments made by purchasingthe Caroline Entities in OSV Partners I:

Initial Investment. In 2014, the Caroline Entities purchased Initial LP Interests from two limited partners of OSV Partners I resulting in Caroline owning $1.0 million, or 2.6%, of the Initial LP Interests, and Caroline II owning $0.5 million, or 1.3%.

2017 Preferred Interests. In 2017, OSV Partners I raised $6.0 million from its limited partners in the form of preferred limited partnership interests (the “2017 Preferred Interests”) resulting in Caroline owning $0.2 million, or 3.3%, of the 2017 Preferred Interests, and Caroline II owning $0.1 million, or 1.7%.


Class A Preferred Interests and Second Lien Debt. In 2018, OSV Partners I raised $10.0 million from its limited partners, $5.0 million in the form of Class A preferred interests (“Class A Preferred Interests”) and $5.0 million in the form of second lien debt under the Subordinated PIK Loan Agreement, resulting in Caroline owning $0.1 million, or 2.6%, of the Class A Preferred Interests and $0.1 million, or 2.6%, of the PIK Loan Debt, and Caroline II owning $0.1 million, or 1.3%, of the Class A Preferred Interests and $0.1 million, or 1.3%, of the PIK Loan Debt.

Immediately prior to the closing of the Merger described in “OSV Partners Merger” below, the Company owned 30.4% of the Initial LP Interests, 38.6% of the 2017 Preferred Interests, 43.0% of the Class A Preferred Interests, and 43.0% of the PIK Loan Debt of OSV Partners. Beginning in January 2019, the Company agreed not to charge OSV Partners I the management fee it was contractually entitled to through December 31, 2021 due to continuing liquidity issues of OSV Partners I. For the years ended December 31, 2018 and 2017, the Company received $0.6 million of vessel management fees from two unaffiliatedOSV Partners I for each year.

On October 29, 2021, in exchange for $2.2 million, the Company acquired from a third-party lender approximately $4.1 million of the $22.1 million of principal owed under OSV Partner I’s amended and restated senior secured term loan credit facility agreement dated as of September 28, 2018 (the “OSV Credit Facility” and such acquisition, the “First Lien Debt Acquisition).

OSV Partners Merger

On December 31, 2021, pursuant to the Merger Agreement OSV Partners I merged with and into SEACOR Offshore OSV with SEACOR Offshore OSV surviving the Merger. See “Note 3. Business Acquisitions”. In connection with the consummation of the Merger, the Company issued an aggregate of 1,567,935 shares of Common Stock to the limited partners of OSV Partners who wishedI as follows:

(i)

531,872 shares of Common Stock as Merger Consideration, 80% of which was paid in respect of Preferred Interests and Class A Preferred Interests, and 20% in respect of the Initial LP Interests partners (other than the Company and its subsidiaries); and

(ii)

1,036,063 shares of Common Stock as PIK Loan Consideration to settle all amounts outstanding under the PIK Loan Agreement.

In connection with the consummation of the Merger, (i) Caroline received an aggregate number of 73,107 shares of Common Stock and (ii) Caroline II received an aggregate of 36,570 shares of Common Stock. Each of the Caroline Entities distributed to disposeits members the Common Stock received in connection with the consummation of their interests.the Merger with Mr. Fabrikant receiving 20,172 shares, or 1.3% of the aggregate number of shares issued as Merger Consideration and PIK Loan Consideration, Mr. Gellert receiving 22,353 shares, or 1.4% of the aggregate number of shares issued as Merger Consideration and PIK Loan Consideration, and Mr. Llorca receiving aggregate distributions of 9,174, or 0.6% of the aggregate number of shares issued as Merger Consideration and PIK Loan Consideration. In addition, a trust of which Mr. Gellert is one of several beneficiaries received an aggregate number of 26,557 shares of Common Stock.

In connection with the Merger, the Company and SEACOR Offshore OSV assumed and guaranteed approximately $18.1 million of indebtedness outstanding under the OSV Credit Facility. The OSV Credit Facility requires quarterly principal payments of $0.5 million. Interest accrues under the OSV Credit Facility at a rate of Term SOFR (as defined in the OSV Credit Facility) plus 4.68% plus Mandatory Costs (as defined in the OSV Credit Facility), if applicable. The OSV Credit Facility matures on December 31, 2023 and may be accelerated upon the occurrence of an event of default.

The First Lien Debt Acquisition and the Merger were subject to the oversight and received advance approval of the Audit Committee as related party transactions under the Company’s Related Party Transaction Policy. Mr. Gellert recused himself from deliberations by the Audit Committee and ultimately the Board with respect to the Merger, and the Board received a third-party fairness opinion with respect thereto. Mr. Llorca was also not involved in the related discussions. Mr. Fabrikant no longer served on the Board as of June 8, 2021 and therefore had no participation in any of the approval processes for these transactions.

As a result of the Merger, the five 201’, 1,900 tons deadweight capacity, PSVs owned by OSV Partners are now 100% owned by the Company, bringing the Company’s owned PSV fleet to 20. Of the five PSVs previously owned by OSV Partners, three are U.S. flagged and currently located in the Gulf of Mexico, and two are Marshall Island flagged and currently located in the Middle East. As of December 31, 2017, limited liability companies2021, these 5 PSVs have an average age of seven years.

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Transactions regarding Windcat Workboats. On January 25, 2019, Seabulk Overseas acquired a 6.25% minority interest in Windcat Workboats that it did not previously own upon the exercise of a put option by one of the two minority owners, each of whom was a member (or an affiliate of a member) of management of Windcat Workboats at the time of acquisition, pursuant to the terms of a certain Subscription and Shareholders Agreement, as amended, for consideration of £1.6 million ($2.0 million). On March 15, 2019, Seabulk Overseas acquired the other 6.25% minority interest in Windcat Workboats that it did not previously own for consideration of 50,000 shares of Common Stock and €1.2 million (approximately $1.4 million) in cash. The two acquisitions resulted in Seabulk Overseas owning 100% of Windcat Workboats, a consolidated subsidiary which owns and operates the Company’s CTV business that is primarily used to move personnel and supplies in Europe’s offshore wind markets.

On January 12, 2021, a wholly owned subsidiary of SEACOR Marine, completed the sale of the Windcat Workboats CTV business through the sale of 100% of the equity of Windcat Workboats to CMB N.V. pursuant to a Sale and Purchase Agreement entered into on December 18, 2020 (see “Note 1. Nature of Operations and Accounting Policies” and “Note 4. Equipment Acquisitions and Dispositions”).

Transactions with Carlyle. On December 1, 2015, the Company issued $175.0 million aggregate principal amount of its Convertible Notes to investment funds managed and controlled by managementCarlyle. Interest on the Convertible Notes is payable semi-annually on June 15 and directorsDecember 15 of each year, commencing June 15, 2016 (see “Note 8. Long-Term Debt”).

Pursuant to the note purchase agreement for the Convertible Notes and the Investment Agreement, the Company must use reasonable best efforts, subject to its directors’ fiduciary duties, to cause a person designated by Carlyle to be appointed as a director on the Board of Directors, if Carlyle, solely as a result of the conversion of the Convertible Notes, collectively owns, continues to own, or would (upon conversion) own 10.0% or more of the Company’s outstanding shares of Common Stock. During 2017, Ferris Hussein served on the Board of Directors as the director designated by Carlyle until his resignation on April 17, 2018. Carlyle has not exercised this right subsequent to Mr. Hussein’s resignation but retains the right to appoint a member to the Board of Directors. Mr. Hussein has been designated by Carlyle to observe meetings of the Board of Directors pursuant to Carlyle’s observer rights under the Convertible Notes. This observation right will terminate at the time Carlyle owns less than $50.0 million in aggregate principal amount of the Convertible Notes or a combination of the Convertible Notes and our Common Stock representing less than 5.0% of the Company’s Common Stock outstanding on a fully diluted basis, assuming the conversion of all of the Convertible Notes and Warrants to purchase Common Stock held by Carlyle.

In April 2018, the Company had invested $1.5 million, or 3.9%,entered into the following Exchange and $0.3 million, or 5.0%, in the limited partner interestsother transactions with Carlyle pursuant to which:

the Company exchanged $50.0 million in principal amount of the Convertible Notes for Common Stock (or warrants to purchase an equivalent number of shares of Common Stock at an exercise price of $0.01 per share) at an exchange rate of 37.73 per $1,000 principal amount of the Notes (equivalent to an exchange price of $26.50) for a total of approximately 1.9 million shares of Common Stock including Common Stock issuable upon exercise of the Exchange Warrants (the “Exchange”);

the Company and Carlyle amended the $125.0 million in principal amount of Convertible Notes that remains outstanding after the Exchange to (i) increase the interest rate from 3.75% per annum to 4.25% per annum and (ii) extend the maturity of the Convertible Notes by 12 months to December 1, 2023; and

Carlyle purchased 750,000 shares of Common Stock in a private placement whereby the Company issued an aggregate of 2,168,586 shares of Common Stock and warrants to purchase 674,164 shares of Common Stock at an exercise price of $0.01 per share in a private placement exempt from registration under the Securities Act (the “PIPE Issuance”) for aggregate consideration of $15.0 million.

During 2021 and preferred interests of OSV Partners,2020, Carlyle exercised 48,809 and 83,367warrants, respectively. As of December 31, 2017,2021, Carlyle still has 1,439,483 outstanding warrants.

Transactions with CME. Mr. Alfredo Miguel Bejos, a Director of SEACOR Marine, currently serves as President and Chief Executive Officer of CME. In accordance with the investmentsRelated Transaction Policy, the audit committee of Messrs. Fabrikantthe board of directors of SEACOR Marine (the “Audit Committee”) has adopted guidelines for addressing ongoing CME-related transactions.

During 2020 and Gellert2019, CME exercised 255,307 and 380,000 warrants, respectively. As of December 31, 2020, all of CME’s outstanding warrants have been exercised.

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On December 20, 2018, MEXMAR Offshore, a joint venture that is 49.0% owned by a subsidiary of the Company and 51.0% owned by a subsidiary of CME, acquired UP Offshore. UP Offshore was acquired for nominal consideration. In connection with the acquisition, UP Offshore’s existing debt was refinanced with $95.0 million of new indebtedness composed of (i) a $70.0 million six-year debt facility provided by UP Offshore’s existing lenders that is non-recourse to the Company, CME or any of their respective subsidiaries, (ii) a $15.0 million loan from MexMar, a joint venture between CME and the Company, to fund capital expenditures on two vessels and (iii) a $10.0 million loan from MEXMAR Offshore to fund working capital requirements funded by an approximate $5.0 million capital contribution to MEXMAR Offshore by each of the Company and CME. Due to losses from equity earnings, the Company’s investment in such limited liability companies were $0.3MEXMAR Offshore was written down to $0 in 2019. In July 2020, MEXMAR Offshore purchased from a consortium of banks in Brazil, $70.0 million each, representing 30.4% of such limited liability companies’ membership interests.UP Offshore’s debt for $5.5 million, of which the Company’s commitment was $2.7 million to fund this purchase. As of December 31, 2020, the Company had loaned its proportional share of this commitment to MEXMAR Offshore of $1.96 million. The Company owns 30.4%funded its remaining commitment in February 2021.

On June 1, 2021, MEXMAR Offshore completed the sale of eight vessels and 38.6%certain Brazilian entities to Oceanpact Servicos Maritimos S.A. and its subsidiary, OceanPact Netherlands B.V., for a total purchase price of $30.2 million (the “UP Offshore Sale Transaction”), which resulted in an equity earnings gain from 50% or less owned companies of $2.6 million. On July 23, 2021, the Company received a distribution from MEXMAR Offshore in the limited partner interestsamount of $12.0 million of which $9.4 million was in excess of the Company’s investment balance of $2.6 million. The excess was recorded by the Company as a gain from return of investments in 50% or less owned companies.

After giving effect to the UP Offshore Sale Transaction, MEXMAR Offshore, indirectly through certain subsidiaries of UP Offshore, retained ownership of three vessels. As part of the winddown of the MEXMAR Offshore joint venture, ownership of two of these vessels was transferred from subsidiaries of UP Offshore to OVH on October 26, 2021, and preferred intereststhe remaining vessel was transferred from a subsidiary of OSV Partners, respectively. UP Offshore to OVH on November 2, 2021. Upon completion of these transactions, MEXMAR Offshore no longer held income producing assets and as a result, on December 9, 2021, the Company transferred its 49% interest in MEXMAR Offshore to a subsidiary of CME for nominal consideration and a transaction fee of $0.2 million. As of December 31, 2021, the Company does not have any ownership interest in MEXMAR Offshore.

The general partnerCompany also participates in a variety of OSV Partnersother joint ventures with CME, including MexMar, SEACOR Marlin and OVH. The joint venture agreements for each of these joint ventures were negotiated at arms-length in the ordinary course of business. MexMar is a joint venture managedcompany that is 49% owned by a wholly owned subsidiary of the Company and 51% owned by subsidiaries of CME. SEACOR Marlin is a joint venture company that is 49% owned by a wholly owned subsidiary of the Company and 51% owned by a wholly owned subsidiary of MexMar. During the year ended December 31, 2021, there was a distribution to the Company from SEACOR Marlin of $2.5 million.  OVH is a joint venture company that is 49% owned by a wholly owned subsidiary of the Company and 51% owned by a subsidiary of CME. On December 10, 2021, OVH and OPEM settled the $10.0 million loan in exchange for OPEM making an unaffiliated third party.

early repayment of $10.5 million, reflecting repayment of the principal amount in full and a prepayment discount and forgiveness of approximately $4.1 million of accrued interest.

In 2019, the Company sold an FSV to OVH for $2.4 million through a seller’s finance agreement.

Transaction with Talos Energy Inc. Mr. Robert D. Abendschein, a former Director of SEACOR Marine as of June 8, 2021, served as Executive Vice President and Head of Operations of Talos Energy Inc. (together with its subsidiaries and affiliates, “Talos Energy”). Talos Energy is a customer of the Company and its subsidiaries, primarily with respect to the chartering of liftboats and other vessels. In accordance with the Related Transaction Policy of the Company, the Audit Committee has adopted guidelines for addressing ongoing Talos Energy-related transactions. The Company recognized $1.9 million, $1.5 million and $3.2 million in revenue with Talos Energy in 2021, 2020 and 2019, respectively.

115


18.

16.

COMMITMENTS AND CONTINGENCIES

As of December 31, 2017,2021, the Company had unfunded capital commitments of $66.7$0.9 million for miscellaneous vessel equipment payable during 2023. The Company has indefinitely deferred an additional $9.4 million of orders with respect to 1 FSV that included four fast support vessels, three supply vesselsthe Company had previously reported as unfunded capital commitments.

In December 2015, the Brazilian Federal Revenue Office issued a tax-deficiency notice to Seabulk Offshore do Brasil Ltda, an indirect wholly-owned subsidiary of SEACOR Marine (“Seabulk Offshore do Brasil”), with respect to certain profit participation contributions (also known as “PIS”) and two wind farm utility vessels. The delivery dates and payment of certain costs (originally scheduled for paymentsocial security financing contributions (also known as “COFINS”) requirements alleged to be due from Seabulk Offshore do Brasil (“Deficiency Notice”) in 2018, 2019 and 2020) for tworespect of the fast support vessels are uncertain asperiod of January 2011 until December 2012. In January 2016, the Company at its option,administratively appealed the Deficiency Notice on the basis that, among other arguments, (i) such contributions were not applicable in the circumstances of a 70%/30% cost allocation structure, and (ii) the tax inspector had incorrectly determined that values received from outside of Brazil could not be classified as expense refunds. The initial appeal was dismissed by the Brazilian Federal Revenue Office and the Company appealed such dismissal and is currently awaiting an administrative trial. Local Brazilian law was enacted that supports the Company’s position that such contribution requirements are not applicable, but it is uncertain whether such law will be taken into consideration with respect to administrative proceedings commenced prior to the enactment of the law. Accordingly, the success of Seabulk Offshore do Brasil in the administrative proceedings cannot be assured and the matter may defer their constructionneed to be addressed through judicial court proceedings. The potential levy arising from the Deficiency Notice is R$18.4 million based on a historical potential levy of R$12.87 million (USD $3.3 million and USD $2.3 million, respectively, based on the exchange rate as of December 31, 2021).

As of December 31, 2021, SEACOR Holdings had 0 outstanding guarantees on behalf of the Company for performance obligations under sale-leaseback arrangements and pursuant to the terms of the Tax Refund Agreement with SEACOR Holdings, the Company no longer had to maintain a portion of the refund in an indefiniteaccount to solely satisfy such obligations guaranteed by SEACOR Holdings.

On April 13, 2021, the SEACOR Power, a liftboat owned by a subsidiary of the Company with nineteen individuals on board, capsized off the coast of Port Fourchon, Louisiana. The incident resulted in the death of several crew members, including the captain of the vesseland five other employees of the Company. The incident also resulted in the constructive total loss of the SEACOR Power. The Company is responsible for the salvage operations related to the vessel and is coordinating these efforts with the U.S. Coast Guard. The salvage operations are currently ongoing and the Company expects salvage costs to be covered by insurance proceeds.

The capsizing of the SEACOR Power garnered significant attention from the media as well as local, state and federal politicians. The National Transportation Safety Board (“NTSB”) and the U.S. Coast Guard are currently investigating the incident to determine the cause of the incident and the Company is fully cooperating with the investigations in all respects and continues to gather information about the incident. It is expected that the NTSB and U.S. Coast Guard investigations will take a significant period of time. The Company’s capital commitments by year of expected payment aretime to complete, possibly as follows (in thousands):

2018$13,435
201921,919
202010,696
Deferred (estimated based on current construction pricing)20,697
 $66,747
Subsequent to December 31, 2017,much as two years or longer. Numerous civil lawsuits have been filed against the Company committed an additional $11.0 million ($10.1 millionand other third parties by the family members of deceased crew members and the surviving crew members employed by the Company or by the third parties. On June 2, 2021, the Company filed a Limitation of Liability Act complaint in federal court in the Eastern District of Louisiana (“Limitation Action”), which has the effect of enjoining all existing civil lawsuits and requiring the plaintiffs to be paidfile their claims relating to the capsizing of the SEACOR Power in 2018the Limitation Action. There is significant uncertainty in the amount and $0.9 milliontiming of costs and potential liabilities relating to be paid in 2019) to acquire two additional wind farm utility vesselsthe incident involving the SEACOR Power, the impact the incident will have on the Company’s reputation and convert two of its existing supply vessels to a standby safety configuration.
the resulting possible impact on the Company’s business.

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

Certain of the Company’s subsidiaries are participating employers in two industry-wide, multi-employer, defined benefit pension funds in the United Kingdom: the U.K Merchant Navy Officers Pension Fund (“MNOPF”) and growth prospects.

the U.K. Merchant Navy Ratings Pension Fund (“MNRPF”). The Company’s participation in the MNOPF began with the acquisition of the Stirling group of companies (the “Stirling Group”) in 2001 and relates to certain officers employed between 1978 and 2002 by the Stirling Group and/or its predecessors. The Company’s participation in the MNRPF also began with the acquisition of the Stirling Group in 2001 and relates to ratings employed by the Stirling Group and/or its predecessors through today. Both of these plans are in deficit positions and, depending upon the results of future actuarial valuations, it is possible that the plans could experience funding deficits that will require the Company to recognize payroll related operating expenses in the periods invoices are received. As of December 31, 2017,2021, all invoices related to MNOPF and MNRPF have been settled in full.

116


On October 19, 2021, the Company leases seven offshore support vessels and certain facilities and other equipment. These leasing agreements havewas informed by the MNRPF that two issues had been classified as operating leases for financial reporting purposes and related rental fees are charged to expense over the lease terms. The leases generally contain purchase and lease renewal options or rights of first refusal with respect to the sale or leaseidentified during a review of the equipment.MNRPF by the applicable trustee that would potentially give rise to material additional liabilities for the MNRPF. The lease terms range in durationMNRPF has indicated that the investigations into these issues remain ongoing, and that further updates will be provided as significant developments arise. Should such additional liabilities require the MNRPF to collect additional funds from one to four years. Certainparticipating employers, it is possible that the Company will be invoiced for a portion of the equipment leases are the result of sale-leaseback transactions with finance companiessuch funds and certain of the gains arising from such sale-leaseback transactions have been deferredrecognize payroll related operating expenses in the accompanying consolidated balance sheets andperiods invoices are being amortized as reductions in rental expense overreceived.

19.

MAJOR CUSTOMERSAND SEGMENT INFORMATION

During the lease terms (see Note 1).


Total rental expense for the Company’s operating leases in 2017, 2016 and 2015 totaled $14.5 million, $19.4 million and $24.5 million, respectively. Future minimum payments in the yearsyear ended December 31, under operating leases that have2021, Exxon Mobil and SEACOR Marine Arabia LLC, a remaining termjoint venture through which vessels are in excess of one year as of December 31, 2017service to Saudi Aramco, were as follows (in thousands):
2018$16,525
201916,525
202013,460
20216,143
20226
17.MAJOR CUSTOMERS AND SEGMENT INFORMATION
During the years ended December 31, 2017 and 2016, Perenco UK Limited waseach responsible for $26.8$35.2 million or 15.2%21% and $28.4$29.7 million or 13.2%17%, respectively, of the Company’s total consolidated operating revenues.revenues from continuing operations. During the year ended December 31, 2015, no single customer2020, SEACOR Marine Arabia LLC and Exxon Mobil were each responsible for $30.7 million or 21% and $24.8 million or 17%, respectively, of the Company’s total consolidated operating revenues from continuing operations. During the year ended December 31, 2019, SEACOR Marine Arabia LLC was responsible for more than 10%$30.8 million or 17% ($20.3 million or 11% from Zamil Offshore and $10.5 million or 6% from Saudi Aramco) of the Company’s total consolidated operating revenues. Duringrevenues from continuing operations.Additionally, Exxon Mobil was responsible for revenues of $16.5 million or 9%in 2019.

For the years ended December 31, 2017, 20162021, 2020 and 2015,2019, the ten10 largest customers of the Company accounted for approximately 59%76%, 58%76% and 55%61%,respectively, of the Company’s operating revenues.revenues from continuing operations. The loss of one or more of these customers could have a material adverse effect on the Company’s results of operations and cash flows.

For the years ended December 31, 2017, 20162021, 2020 and 2015,2019, approximately 87%88%, 85%89% and 68%75%,respectively, of the Company’s operating revenues and $1.9$15.4 million, $(4.2)($7.5) million and $8.6($13.5) million,respectively, of equity in earnings (losses) from 50% or less owned companies, net of tax, were derived from its continuing foreign operations.

The Company’s offshore support vessels are highly mobile and regularly and routinely move between countries within a geographic region of the world. In addition, these vessels may be redeployed among the geographic regions, subject to flag restrictions, as changes in market conditions dictate. Because of this asset mobility, operating revenues and long-lived assets in any one country and capital expenditures for long-lived assets and gains or losses on asset dispositions and impairments in any one geographic region are not considered meaningful.


The following tables summarize (in thousands)

117


Certain reclassifications of prior period information have been made to conform the operating results and property and equipmentcurrent period’s reportable segment presentation as a result of the Company’s reportablepresentation of Discontinued Operations (see “Note 20. Discontinued Operations”). In prior periods Africa and Europe were reported as separate segments. Due to the sale of Windcat Workboats, the Company’s European operations are no longer analyzed by the chief operating decision maker on a standalone basis but rather as part of the Africa and Europe segment. As a result, for purposes of segment reporting European operations are now combined with the Africa segment and reported as a combined segment and prior period information has been conformed to the new consolidated reporting segment. Direct vessel profit is the Company’s measure of segment profitability a key metric in assessing the performance of its fleet.when applied to reportable segments. Direct vessel profit is defined as operating revenues less direct operating expenses excluding leased-in equipment expense. The Company utilizes direct vessel profit as its primary financial measure to analyze and compare the operating performance of its individual vessels, fleet categories, regionsregions. The following tables summarize the operating results, capital expenditures and combined fleet.assets of the Company’s reportable segments for the periods indicated (in thousands):

 

 

United States

(primarily Gulf

of Mexico)

 

 

Africa and Europe, Continuing Operations

 

 

Middle East

and Asia

 

 

Latin

America

 

 

Total

 

For the year ended December 31, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

15,487

 

 

$

44,268

 

 

$

53,146

 

 

$

46,934

 

 

$

159,835

 

Bareboat charter

 

 

1,549

 

 

 

 

 

 

 

 

 

2,484

 

 

 

4,033

 

Other marine services

 

 

3,607

 

 

 

(1,338

)

 

 

526

 

 

 

4,278

 

 

 

7,073

 

 

 

 

20,643

 

 

 

42,930

 

 

 

53,672

 

 

 

53,696

 

 

 

170,941

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

$

8,836

 

 

$

13,903

 

 

$

22,191

 

 

$

14,990

 

 

$

59,920

 

Repairs and maintenance

 

 

3,394

 

 

 

6,772

 

 

 

6,701

 

 

 

7,250

 

 

 

24,117

 

Drydocking

 

 

2,082

 

 

 

1,159

 

 

 

2,639

 

 

 

467

 

 

 

6,347

 

Insurance and loss reserves

 

 

2,632

 

 

 

1,353

 

 

 

2,481

 

 

 

2,201

 

 

 

8,667

 

Fuel, lubes and supplies

 

 

1,204

 

 

 

4,109

 

 

 

3,459

 

 

 

3,261

 

 

 

12,033

 

Other

 

 

648

 

 

 

5,815

 

 

 

6,158

 

 

 

3,701

 

 

 

16,322

 

 

 

 

18,796

 

 

 

33,111

 

 

 

43,629

 

 

 

31,870

 

 

 

127,406

 

Direct Vessel (Loss) Profit

 

$

1,847

 

 

$

9,819

 

 

$

10,043

 

 

$

21,826

 

 

$

43,535

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

2,621

 

 

$

1,281

 

 

$

472

 

 

$

1,711

 

 

$

6,085

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

37,639

 

Depreciation and amortization

 

$

15,712

 

 

$

12,856

 

 

$

17,985

 

 

$

10,842

 

 

 

57,395

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

101,119

 

Gain on asset dispositions

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

20,436

 

Operating loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(37,148

)

As of December 31, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property and Equipment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Historical cost

 

$

253,426

 

 

$

223,039

 

 

$

340,225

 

 

$

208,594

 

 

$

1,025,284

 

Accumulated depreciation

 

 

(127,547

)

 

 

(71,820

)

 

 

(85,683

)

 

 

(32,247

)

 

 

(317,297

)

 

 

$

125,879

 

 

$

151,219

 

 

$

254,543

 

 

$

176,347

 

 

$

707,987

 

Total Assets(1)

 

$

148,753

 

 

$

167,185

 

 

$

256,533

 

 

$

250,594

 

 

$

823,065

 

 United States (primarily Gulf of Mexico) Africa (primarily West Africa) Middle East and Asia Brazil, Mexico, Central and South America Europe (primarily North Sea) Total
For the year ended December 31, 2017           
Operating Revenues:           
Time charter$18,079
 $32,866
 $33,410
 $2,977
 $73,213
 $160,545
Bareboat charter
 
 
 4,636
 
 4,636
Other4,217
 1,080
 474
 552
 2,279
 8,602
 22,296
 33,946
 33,884
 8,165
 75,492
 173,783
Direct Costs and Expenses:           
Operating:           
Personnel15,621
 13,419
 16,883
 809
 34,768
 81,500
Repairs and maintenance3,594
 5,957
 9,037
 274
 8,793
 27,655
Drydocking1,828
 2,180
 968
 
 4,059
 9,035
Insurance and loss reserves3,286
 677
 1,444
 316
 801
 6,524
Fuel, lubes and supplies1,485
 2,815
 3,727
 223
 3,782
 12,032
Other249
 3,319
 5,240
 117
 980
 9,905
 26,063
 28,367
 37,299
 1,739
 53,183
 146,651
Direct Vessel Profit (Loss)$(3,767) $5,579
 $(3,415) $6,426
 $22,309
 27,132
Other Costs and Expenses:           
Operating:           
Leased-in equipment$8,152
 $3,870
 $862
 $
 $64
 12,948
Administrative and general          56,217
Depreciation and amortization$22,060
 $9,280
 $17,724
 $3,608
 $10,107
 62,779
           131,944
Losses on Asset Dispositions and Impairments, Net         (23,547)
Operating Loss          $(128,359)
As of December 31, 2017           
Property and Equipment:           
Historical cost$410,475
 $192,600
 $326,378
 $72,484
 $177,899
 $1,179,836
Accumulated depreciation(230,636) (57,228) (100,435) (37,281) (134,580) (560,160)
 $179,839
 $135,372
 $225,943
 $35,203
 $43,319
 $619,676

(1)

Total assets exclude $89.4 million of corporate assets.


 

 

United States

(primarily Gulf

of Mexico)

 

 

Africa and Europe, Continuing Operations

 

 

Middle East

and Asia

 

 

Latin America

 

 

Total

 

For the year ended December 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

9,873

 

 

$

47,723

 

 

$

52,052

 

 

$

23,806

 

 

$

133,454

 

Bareboat charter

 

 

2,910

 

 

 

(55

)

 

 

 

 

 

 

 

 

2,855

 

Other

 

 

2,422

 

 

 

(135

)

 

 

2,157

 

 

 

1,084

 

 

 

5,528

 

 

 

 

15,205

 

 

 

47,533

 

 

 

54,209

 

 

 

24,890

 

 

 

141,837

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

$

10,065

 

 

$

13,397

 

 

$

18,188

 

 

$

6,698

 

 

$

48,348

 

Repairs and maintenance

 

 

1,655

 

 

 

5,643

 

 

 

5,232

 

 

 

2,131

 

 

 

14,661

 

Drydocking

 

 

1,167

 

 

 

2,014

 

 

 

759

 

 

 

329

 

 

 

4,269

 

Insurance and loss reserves

 

 

1,774

 

 

 

1,806

 

 

 

1,721

 

 

 

462

 

 

 

5,763

 

Fuel, lubes and supplies

 

 

1,172

 

 

 

3,260

 

 

 

2,706

 

 

 

990

 

 

 

8,128

 

Other

 

 

373

 

 

 

1,343

 

 

 

6,891

 

 

 

1,369

 

 

 

9,976

 

 

 

 

16,206

 

 

 

27,463

 

 

 

35,497

 

 

 

11,979

 

 

 

91,145

 

Direct Vessel (Loss) Profit

 

$

(1,001

)

 

$

20,070

 

 

$

18,712

 

 

$

12,911

 

 

$

50,692

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

4,272

 

 

$

3,038

 

 

$

170

 

 

$

45

 

 

$

7,525

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

40,051

 

Depreciation and amortization

 

$

21,427

 

 

$

13,664

 

 

$

16,595

 

 

$

5,481

 

 

 

57,167

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

104,743

 

Loss on asset dispositions and

   impairments, net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(17,588

)

Operating loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(71,639

)

As of December 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property and Equipment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Historical cost

 

$

257,592

 

 

$

262,998

 

 

$

361,514

 

 

$

130,769

 

 

$

1,012,873

 

Accumulated depreciation

 

 

(134,391

)

 

 

(68,486

)

 

 

(75,349

)

 

 

(13,312

)

 

 

(291,538

)

 

 

$

123,201

 

 

$

194,512

 

 

$

286,165

 

 

$

117,457

 

 

$

721,335

 

Total Assets(1)

 

$

164,656

 

 

$

227,894

 

 

$

289,314

 

 

$

179,942

 

 

$

861,806

 

 United States (primarily Gulf of Mexico) Africa (primarily West Africa) Middle East and Asia Brazil, Mexico, Central and South America Europe (primarily North Sea) Total
For the year ended December 31, 2016           
Operating Revenues:           
Time charter$28,902
 $36,706
 $41,657
 $196
 $78,866
 $186,327
Bareboat charter
 
 
 8,833
 
 8,833
Other3,954
 856
 12,230
 1,180
 2,256
 20,476
 32,856
 37,562
 53,887
 10,209
 81,122
 215,636
Direct Costs and Expenses:           
Operating:           
Personnel22,305
 12,628
 18,381
 2,117
 39,713
 95,144
Repairs and maintenance2,721
 2,628
 6,426
 232
 9,275
 21,282
Drydocking228
 1,098
 2,117
 
 4,378
 7,821
Insurance and loss reserves3,363
 539
 731
 43
 1,006
 5,682
Fuel, lubes and supplies1,392
 2,512
 4,215
��21
 3,948
 12,088
Other271
 2,519
 3,247
 114
 1,180
 7,331
 30,280
 21,924
 35,117
 2,527
 59,500
 149,348
Direct Vessel Profit$2,576
 $15,638
 $18,770
 $7,682
 $21,622
 66,288
Other Costs and Expenses:           
Operating:           
Leased-in equipment$7,975
 $3,898
 $4,389
 $913
 $402
 17,577
Administrative and general          49,308
Depreciation and amortization$27,052
 $6,720
 $11,550
 $4,083
 $8,664
 58,069
           124,954
Losses on Asset Dispositions and Impairments, Net         (116,222)
Operating Loss          $(174,888)
As of December 31, 2016           
Property and Equipment:           
Historical cost$404,226
 $136,428
 $197,389
 $57,744
 $162,972
 $958,759
Accumulated depreciation(233,075) (60,794) (97,433) (34,455) (114,862) (540,619)
 $171,151
 $75,634
 $99,956
 $23,289
 $48,110
 $418,140

(1)

Total assets exclude $105.6 million of corporate assets, and $50.2 million of discontinued operations.


 

 

United States

(primarily Gulf

of Mexico)

 

 

Africa and Europe, Continuing Operations

 

 

Middle East

and Asia

 

 

Latin America

 

 

Total

 

For the year ended December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

38,955

 

 

$

52,325

 

 

$

54,312

 

 

$

11,460

 

 

$

157,052

 

Bareboat charter

 

 

1,562

 

 

 

 

 

 

 

 

 

3,569

 

 

 

5,131

 

Other

 

 

3,806

 

 

 

5,405

 

 

 

1,669

 

 

 

1,390

 

 

 

12,270

 

 

 

 

44,323

 

 

 

57,730

 

 

 

55,981

 

 

 

16,419

 

 

 

174,453

 

Direct Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

$

17,491

 

 

$

17,327

 

 

$

16,698

 

 

$

4,459

 

 

$

55,975

 

Repairs and maintenance

 

 

7,583

 

 

 

5,288

 

 

 

7,182

 

 

 

1,348

 

 

 

21,401

 

Drydocking

 

 

4,594

 

 

 

493

 

 

 

600

 

 

 

161

 

 

 

5,848

 

Insurance and loss reserves

 

 

2,370

 

 

 

1,492

 

 

 

1,449

 

 

 

311

 

 

 

5,622

 

Fuel, lubes and supplies

 

 

2,936

 

 

 

3,726

 

 

 

2,904

 

 

 

1,056

 

 

 

10,622

 

Other

 

 

393

 

 

 

5,385

 

 

 

3,095

 

 

 

1,182

 

 

 

10,055

 

 

 

 

35,367

 

 

 

33,711

 

 

 

31,928

 

 

 

8,517

 

 

 

109,523

 

Direct Vessel Profit

 

$

8,956

 

 

$

24,019

 

 

$

24,053

 

 

$

7,902

 

 

$

64,930

 

Other Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease expense

 

$

10,894

 

 

$

4,763

 

 

$

173

 

 

$

10

 

 

$

15,840

 

Administrative and general

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

39,791

 

Depreciation and amortization

 

$

21,947

 

 

$

12,614

 

 

$

16,400

 

 

$

6,205

 

 

 

57,166

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

112,797

 

Loss on asset dispositions and

   impairments, net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(6,461

)

Operating loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(54,328

)

As of December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property and Equipment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Historical cost

 

$

297,392

 

 

$

251,652

 

 

$

292,446

 

 

$

57,534

 

 

$

899,024

 

Accumulated depreciation

 

 

(157,514

)

 

 

(62,125

)

 

 

(73,039

)

 

 

(16,239

)

 

 

(308,917

)

 

 

$

139,878

 

 

$

189,527

 

 

$

219,407

 

 

$

41,295

 

 

$

590,107

 

Total Assets(1)

 

$

224,229

 

 

$

226,071

 

 

$

250,890

 

 

$

116,736

 

 

$

817,926

 

 United States (primarily Gulf of Mexico) Africa (primarily West Africa) Middle East and Asia Brazil, Mexico, Central and South America Europe (primarily North Sea) Total
For the year ended December 31, 2015           
Operating Revenues:           
Time charter$111,892
 $53,724
 $48,541
 $17,585
 $99,148
 $330,890
Bareboat charter
 
 
 8,598
 
 8,598
Other6,859
 3,528
 14,951
 1,602
 2,440
 29,380
 118,751
 57,252
 63,492
 27,785
 101,588
 368,868
Direct Costs and Expenses:           
Operating:           
Personnel52,843
 15,677
 20,614
 7,406
 54,066
 150,606
Repairs and maintenance8,697
 4,692
 8,678
 1,237
 13,067
 36,371
Drydocking6,430
 757
 1,275
 1,859
 7,460
 17,781
Insurance and loss reserves5,193
 1,165
 1,448
 535
 1,557
 9,898
Fuel, lubes and supplies6,785
 2,705
 5,033
 673
 5,566
 20,762
Other4,456
 4,085
 7,316
 849
 1,339
 18,045
 84,404
 29,081
 44,364
 12,559
 83,055
 253,463
Direct Vessel Profit$34,347
 $28,171
 $19,128
 $15,226
 $18,533
 115,405
Other Costs and Expenses:           
Operating:           
Leased-in equipment$10,891
 $4,695
 $4,364
 $2,545
 $14
 22,509
Administrative and general          53,085
Depreciation and amortization$26,605
 $8,580
 $11,209
 $5,623
 $9,712
 61,729
           137,323
Losses on Asset Dispositions and Impairments, Net         (17,017)
Operating Loss          $(38,935)
As of December 31, 2015           
Property and Equipment:           
Historical cost$447,862
 $144,880
 $218,927
 $87,612
 $203,338
 $1,102,619
Accumulated depreciation(198,556) (71,965) (88,722) (48,303) (139,416) (546,962)
 $249,306
 $72,915
 $130,205
 $39,309
 $63,922
 $555,657

(1)

Total assets exclude $145.5 million of corporate assets, and $45.7 million of discontinued operations.


20.

DISCONTINUED OPERATIONS

On January 12, 2021, the Company completed the sale of Windcat Workboats, which was previously classified as assets held for sale as of the end of the fourth quarter 2020. The Company’s investments in 50% or less owned companies, which are accounted for under the equity method, also contribute to its consolidated results of operations. Asdiscontinued operations as of December 31, 2017,2019, consisted of both Windcat Workboats and Boston Putford Offshore Safety. The Company has no continuing involvement in either of these businesses, which is considered a strategic shift in the Company’s investments, at equityoperations. During the first twelve days of 2021, the Company recognized $0.2 million in net income from operations of Windcat Workboats that was utilized to calculate the gain on the sale of Windcat Workboats (see “Note. 4 Equipment Acquisitions and advances to 50% or less owned companies in MexMarDispositions”).Summarized selected operating results of the Company’s assets held for sale and its other 50% or less owned companiesdiscontinued operations were $61.0 million and $31.2 million, respectively (see Note 4). Equity in earnings (losses) of 50% or less owned companies, net of taxas follows for the years ended December 31, were as follows (in thousands):

 

 

2020

 

Assets from Discontinued Operations:

 

 

 

 

Current assets

 

$

10,138

 

Net property and equipment

 

 

34,580

 

Non-current assets

 

 

5,517

 

 

 

 

50,235

 

Liability from Discontinued Operations:

 

 

 

 

Current liabilities

 

$

2,418

 

Long-term liabilities

 

 

28,509

 

 

 

$

30,927

 

 

 

Windcat Workboats

 

 

Boston Putford Offshore Safety

 

 

 

2021

 

 

2020

 

 

2019

 

 

2019

 

Operating Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time charter

 

$

903

 

 

$

29,383

 

 

$

25,249

 

 

$

41,214

 

Other revenue

 

 

70

 

 

 

2,305

 

 

 

1,790

 

 

 

45

 

 

 

 

973

 

 

 

31,688

 

 

 

27,039

 

 

 

41,259

 

Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating

 

 

578

 

 

 

17,334

 

 

 

14,202

 

 

 

33,836

 

Direct Vessel Profit

 

 

395

 

 

 

14,354

 

 

 

12,837

 

 

 

7,423

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and Administrative Expenses

 

 

238

 

 

 

5,516

 

 

 

4,935

 

 

 

4,207

 

Lease Expense

 

 

24

 

 

 

628

 

 

 

318

 

 

 

60

 

Depreciation

 

 

 

 

 

6,166

 

 

 

6,846

 

 

 

3,504

 

Gain on Asset Dispositions and

   Impairments, Net

 

 

 

 

 

 

 

 

1,064

 

 

 

91

 

Operating Income (Loss)

 

 

133

 

 

 

2,044

 

 

 

1,802

 

 

 

(257

)

Other Income (Expense)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

2

 

 

 

59

 

 

 

56

 

 

 

11

 

Interest expense

 

 

(39

)

 

 

(1,115

)

 

 

(1,100

)

 

 

(210

)

Foreign currency translation (loss)

 

 

89

 

 

 

(750

)

 

 

880

 

 

 

(75

)

Other, net

 

 

 

 

 

19

 

 

 

 

 

 

 

 

 

 

52

 

 

 

(1,787

)

 

 

(164

)

 

 

(274

)

Operating Income Before Equity Earnings of 50% or

   Less Owned Companies, Net of Tax

 

 

185

 

 

 

257

 

 

 

1,638

 

 

 

(531

)

Income Tax Benefit

 

 

 

 

 

(86

)

 

 

57

 

 

 

(2

)

Operating Income Before Equity Earnings of 50% or

   Less Owned Companies

 

 

185

 

 

 

343

 

 

 

1,581

 

 

 

(529

)

Equity in Earnings of 50% or Less Owned Companies,

   Net of Tax

 

 

(16

)

 

 

21

 

 

 

155

 

 

 

168

 

Net Income from Discontinued Operations

 

$

169

 

 

$

364

 

 

$

1,736

 

 

$

(361

)

 2017 2016 2015
MexMar$10,103
 $3,556
 $5,650
Other(6,026) (9,870) 3,107
 $4,077
 $(6,314) $8,757


18.SUPPLEMENTAL INFORMATION FOR STATEMENTS OF CASH FLOWS
Supplemental information for the years ended December 31 was as follows (in thousands):
 2017 2016 2015
Income taxes refunded, net$33,773
 $10,224
 $1,667
Interest paid, excluding capitalized interest9,216
 2,698
 22,407
Schedule of Non-Cash Investing and Financing Activities:     
Exchange of receivable for investment in 50% or less owned company1,000
 
 
Services received to settle notes receivable
 
 2,500
Equipment received to settle notes receivable
 11,900
 
Financial support from SEACOR Holdings upon issuance of the Company’s convertible senior notes
 
 8,511
19.QUARTERLY FINANCIAL INFORMATION (UNAUDITED)
Selected financial information for interim quarterly periods is presented below (in thousands, except share data). Earnings per common share of SEACOR Marine Holdings Inc. are computed independently for each of the quarters presented and the sum of the quarterly earnings per share may not necessarily equal the total for the year.
  Three Months Ended
  Dec. 31, Sept. 30, June 30, March 31,
2017        
Operating Revenues $49,343
 $47,813
 $42,323
 $34,304
Operating Loss (35,830) (29,129) (44,815) (18,585)
Net Income (Loss) 27,904
 (22,356) (36,489) (7,599)
Net Income (Loss) attributable to SEACOR Marine Holdings Inc. 28,961
 (20,475) (33,992) (7,395)
Basic Income (Loss) Per Common Share of SEACOR Marine Holdings Inc. $1.65
 $(1.17) $(1.93) $(0.42)
Diluted Income (Loss) Per Common Share of SEACOR Marine Holdings Inc. $1.20
 $(1.25) $(1.93) $(0.42)
2016��       
Operating Revenues $44,361
 $54,125
 $57,271
 $59,879
Operating Loss (82,719) (41,068) (34,514) (16,587)
Net Loss (61,774) (28,007) (30,789) (12,580)
Net Loss attributable to SEACOR Marine Holdings Inc. (61,575) (27,933) (30,580) (11,959)
Basic and Diluted Loss Per Common Share of SEACOR Marine Holdings Inc. $(3.48) $(1.58) $(1.73) $(0.68)

SEACOR MARINE HOLDINGS INC.

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS

For the Years EndedDecember 31, 2017, 2016 2021,2020and 2015

2019

(in thousands)

Description

 

Balance

Beginning

of Year

 

 

Reserves Acquired

 

 

Charges

(Recoveries)

to Cost and

Expenses

 

 

Deductions

 

 

Balance

End

of Year

 

Year Ended December 31, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for credit loss reserves (deducted from trade and notes receivable)

 

$

582

 

 

$

3

 

 

$

735

 

 

$

(8

)

 

$

1,312

 

Year Ended December 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for credit loss reserves (deducted from trade and notes receivable)

 

$

455

 

 

$

18

 

 

$

230

 

 

$

(121

)

 

$

582

 

Year Ended December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for credit loss reserves (deducted from trade and notes receivable)

 

$

860

 

 

$

 

 

$

(405

)

 

$

 

 

$

455

 

Description
Balance
Beginning
of Year
 
Charges (Recoveries)
to Cost and
Expenses
 
Deductions(1)
 
Balance
End
of Year
Year Ended December 31, 2017       
Allowance for doubtful accounts (deducted from trade and notes receivable)$5,359
 $(1,283) $(37) $4,039
Year Ended December 31, 2016       
Allowance for doubtful accounts (deducted from trade and notes receivable)$1,177
 $4,280
 $(98) $5,359
Year Ended December 31, 2015       
Allowance for doubtful accounts (deducted from trade and notes receivable)$1,177
 $
 $
 $1,177
______________________
(1)Trade receivable amounts deemed uncollectible that were removed from accounts receivable and allowance for doubtful accounts.


114

122