SEACOR Marine (SMHI) 10-Q 2024 Q3 Quarterly report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended September 30, 2024 or

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

For the transition period from to

Commission file number 1-37966

SEACOR Marine Holdings Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	47-2564547
(State or Other Jurisdiction of Incorporation or Organization)	(IRS Employer Identification No.)
12121 Wickchester Lane, Suite 500, Houston, TX	77079
(Address of Principal Executive Offices)	(Zip Code)

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

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.01 per share	SMHI	New York Stock Exchange

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

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

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

Large accelerated filer ☐ Accelerated filer ☒ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐

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

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

The total number of shares of common stock, par value $.01 per share (“Common Stock”), outstanding as of October 25, 2024 was 27,645,262. The registrant has no other class of common stock outstanding.

SEACOR MARINE HOLDINGS INC.

Table of Contents

Part I.	Financial Information		1
	Item 1.	Financial Statements (Unaudited)	1
		Condensed Consolidated Balance Sheets as of September 30, 2024 and December 31, 2023	1
		Condensed Consolidated Statements of Income (Loss) for the Three and Nine Months Ended September 30, 2024 and 2023	2
		Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Nine Months Ended September 30, 2024 and 2023	3
		Condensed Consolidated Statements of Changes in Equity for the Three and Nine Months Ended September 30, 2024 and 2023	4
		Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2024 and 2023	6
		Notes to Condensed Consolidated Financial Statements	7
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22
	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	44
	Item 4.	Controls and Procedures	44
Part II.	Other Information		45
	Item 1.	Legal Proceedings	45
	Item 1A.	Risk Factors	45
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	45
	Item 3.	Default Upon Senior Securities	45
	Item 4.	Mine Safety Disclosures	45
	Item 5.	Other Information	45
	Item 6.	Exhibits	46

i

PART I—FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

	September 30, 2024			December 31, 2023
ASSETS
Current Assets:
Cash and cash equivalents	$	35,601		$	67,455
Restricted cash		2,263			16,676
Receivables:
Trade, net of allowance for credit loss of $4,687 and $4,543 as of September 30, 2024 and December 31, 2023, respectively		76,497			63,728
Other		7,841			11,049
Tax receivable		983			983
Inventories		3,139			1,609
Prepaid expenses and other		4,840			2,686
Assets held for sale		—			500
Total current assets		131,164			164,686
Property and Equipment:
Historical cost		921,445			918,823
Accumulated depreciation		(362,604	)		(324,141	)
		558,841			594,682
Construction in progress		11,935			10,362
Net property and equipment		570,776			605,044
Right-of-use asset - operating leases		3,575			4,291
Right-of-use asset - finance leases		19			37
Investments, at equity, and advances to 50% or less owned companies		2,046			4,125
Other assets		1,864			2,153
Total assets	$	709,444		$	780,336
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of operating lease liabilities	$	494		$	1,591
Current portion of finance lease liabilities		17			35
Current portion of long-term debt		28,605			28,365
Accounts payable		22,744			27,562
Accrued wages and benefits		5,179			5,083
Accrued interest		3,681			1,850
Unearned revenue		2,472			687
Accrued capital, repair, and maintenance expenditures		8,474			2,471
Accrued insurance deductibles and premiums		3,079			3,189
Other current liabilities		5,923			6,253
Total current liabilities		80,668			77,086
Long-term operating lease liabilities		3,221			3,529
Long-term finance lease liabilities		4			6
Long-term debt		272,325			287,544
Deferred income taxes		26,802			35,718
Deferred gains and other liabilities		1,416			2,229
Total liabilities		384,436			406,112
Equity:
SEACOR Marine Holdings Inc. stockholders’ equity:
Common stock, $.01 par value, 60,000,000 shares authorized; 28,442,188 and 27,665,792 shares issued as of September 30, 2024 and December 31, 2023, respectively		287			280
Additional paid-in capital		477,661			472,692
Accumulated deficit		(154,374	)		(102,425	)
Shares held in treasury of 796,926 and 418,014 as of September 30, 2024 and December 31, 2023, respectively, at cost		(8,110	)		(4,221	)
Accumulated other comprehensive income, net of tax		9,223			7,577
		324,687			373,903
Noncontrolling interests in subsidiaries		321			321
Total equity		325,008			374,224
Total liabilities and equity	$	709,444		$	780,336

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

1

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)

(in thousands, except share data)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
Operating Revenues	$	68,916		$	76,900		$	201,553		$	206,428
Costs and Expenses:
Operating		52,907			40,142			150,526			116,381
Administrative and general		11,019			12,300			33,825			37,636
Lease expense		364			651			1,331			2,069
Depreciation and amortization		12,928			13,462			38,749			40,799
		77,218			66,555			224,431			196,885
Gains (Losses) on Asset Dispositions and Impairments, Net		1,821			(512	)		1,857			3,352
Operating (Loss) Income		(6,481	)		9,833			(21,021	)		12,895
Other Income (Expense):
Interest income		358			340			1,396			1,222
Interest expense		(10,127	)		(9,536	)		(30,626	)		(27,060	)
Loss on debt extinguishment		—			(2,004	)		—			(2,004	)
Derivative gains (losses), net		67			—			(372	)		—
Foreign currency (losses) gains, net		(1,717	)		571			(2,357	)		(857	)
Other, net		29			—			(66	)		—
		(11,390	)		(10,629	)		(32,025	)		(28,699	)
Loss Before Income Tax (Benefit) Expense and Equity in Earnings of 50% or Less Owned Companies		(17,871	)		(796	)		(53,046	)		(15,804	)
Income Tax (Benefit) Expense		(513	)		2,360			(270	)		2,421
Loss Before Equity in Earnings of 50% or Less Owned Companies		(17,358	)		(3,156	)		(52,776	)		(18,225	)
Equity in Earnings of 50% or Less Owned Companies		1,012			2,273			878			3,182
Net Loss	$	(16,346	)	$	(883	)	$	(51,898	)	$	(15,043	)
Net Loss Per Share:
Basic	$	(0.59	)	$	(0.03	)	$	(1.88	)	$	(0.56	)
Diluted		(0.59	)		(0.03	)		(1.88	)		(0.56	)
Weighted Average Common Stock and Warrants Outstanding:
Basic		27,772,733			27,181,754			27,615,699			27,048,656
Diluted		27,772,733			27,181,754			27,615,699			27,048,656

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

2

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in thousands)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2024			2023			2024			2023
Net Loss	$	(16,346	)	$	(883	)	$	(51,898	)	$	(15,043	)
Other Comprehensive Income (Loss):
Foreign currency translation gains (losses)		1,774			(1,679	)		1,646			(79	)
Derivative gains on cash flow hedges		—			3			—			56
Reclassification of derivative gains on cash flow hedges to interest expense		—			(199	)		—			(571	)
		1,774			(1,875	)		1,646			(594	)
Income Tax Expense		—			—			—			—
		1,774			(1,875	)		1,646			(594	)
Comprehensive Loss	$	(14,572	)	$	(2,758	)	$	(50,252	)	$	(15,637	)

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

3

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(in thousands, except share data)

	Shares of Common Stock Outstanding			Common Stock		Additional Paid-In Capital		Shares Held in Treasury		Treasury Stock			Accumulated Deficit			Accumulated Other Comprehensive Income		Non- Controlling Interests In Subsidiaries		Total Equity
For the Nine Months Ended September 30, 2024
December 31, 2023		27,184,778		$	280	$	472,692		481,014	$	(4,221	)	$	(102,425	)	$	7,577	$	321	$	374,224
Restricted stock grants		563,271			6		—		—		—			—			—		—		6
Amortization of share awards		—			—		4,829		—		—			—			—		—		4,829
Exercise of options		12,166			—		140		—		—			—			—		—		140
Restricted stock vesting		(251,333	)		—		—		251,333		(3,120	)		—			—		—		(3,120	)
Performance restricted stock vesting		96,150			—		—		61,305		(769	)		—			—		—		(769	)
Director share awards		43,504			1		—		—		—			—			—		—		1
Director restricted stock vesting		(3,274	)		—		—		3,274		—			—			—		—		—
Net loss		—			—		—		—		—			(51,898	)		—		—		(51,898	)
Other comprehensive income		—			—		—		—		—			(51	)		1,646		—		1,595
September 30, 2024		27,645,262		$	287	$	477,661		796,926	$	(8,110	)	$	(154,374	)	$	9,223	$	321	$	325,008
For the Three Months Ended September 30, 2024
June 30, 2024		27,636,184		$	286	$	476,020		796,926	$	(8,110	)	$	(138,028	)	$	7,449	$	321	$	337,938
Amortization of share awards		—			—		1,603		—		—			—			—		—		1,603
Exercise of options		3,000			—		38		—		—			—			—		—		38
Director share awards		6,078			1		—		—		—			—			—		—		1
Net loss		—			—		—		—		—			(16,346	)		—		—		(16,346	)
Other comprehensive income		—			—		—		—		—			—			1,774		—		1,774
September 30, 2024		27,645,262		$	287	$	477,661		796,926	$	(8,110	)	$	(154,374	)	$	9,223	$	321	$	325,008

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

4

	Shares of Common Stock Outstanding			Common Stock		Additional Paid-In Capital		Shares Held in Treasury		Treasury Stock			Accumulated Deficit			Accumulated Other Comprehensive Income			Non- Controlling Interests In Subsidiaries		Total Equity
For the Nine Months Ended September 30, 2023
December 31, 2022		26,702,161		$	272	$	466,669		248,638	$	(1,852	)	$	(93,111	)	$	6,847		$	321	$	379,146
Restricted stock grants		525,397			6		—		—		—			—			—			—		6
Amortization of share awards		—			—		4,483		—		—			—			—			—		4,483
Exercise of options		834			—		6		—		—			—			—			—		6
Exercise of warrants		117,394			1		—		121		(1	)		—			—			—		—
Restricted stock vesting		(232,239	)		—		—		232,239		(2,368	)		—			—			—		(2,368	)
Director share awards		60,938			1		—		—		—			—			—			—		1
Forfeiture of employee share awards		(15,000	)		—		—		—		—			—			—			—		—
Net loss		—			—		—		—		—			(15,043	)		—			—		(15,043	)
Other comprehensive loss		—			—		—		—		—			—			(594	)		—		(594	)
September 30, 2023		27,159,485		$	280	$	471,158		480,998	$	(4,221	)	$	(108,154	)	$	6,253		$	321	$	365,637
For the Three Months Ended September 30, 2023
June 30, 2023		27,159,485		$	280	$	469,618		480,998	$	(4,221	)	$	(107,271	)	$	8,128		$	321	$	366,855
Amortization of share awards		—			—		1,540		—		—			—			—			—		1,540
Net loss		—			—		—		—		—			(883	)		—			—		(883	)
Other comprehensive loss		—			—		—		—		—			—			(1,875	)		—		(1,875	)
September 30, 2023		27,159,485		$	280	$	471,158		480,998	$	(4,221	)	$	(108,154	)	$	6,253		$	321	$	365,637

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

5

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

	Nine Months Ended September 30,
	2024			2023
Cash Flows from Operating Activities:
Net Loss	$	(51,898	)	$	(15,043	)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Depreciation and amortization		38,749			40,799
Deferred financing costs amortization		890			1,300
Stock-based compensation expense		4,836			4,490
Debt discount amortization		5,980			4,899
Allowance for credit losses		144			3,253
Gain from equipment sales, retirements or impairments		(1,857	)		(3,352	)
Loss on debt extinguishment		—			177
Derivative losses		372			—
Interest on finance leases		1			201
Settlements on derivative transactions, net		164			577
Currency losses		2,357			857
Deferred income taxes		(8,916	)		(7,701	)
Equity earnings		(878	)		(3,182	)
Dividends received from 50% or less owned companies		2,916			2,075
Changes in Operating Assets and Liabilities:
Accounts receivables		(10,049	)		(13,743	)
Other assets		(2,653	)		1,555
Accounts payable and accrued liabilities		1,052			(6,732	)
Net cash (used in) provided by operating activities		(18,790	)		10,430
Cash Flows from Investing Activities:
Purchases of property and equipment		(4,284	)		(6,960	)
Proceeds from disposition of property and equipment		2,417			8,038
Principal payments on notes due from others		—			15,000
Net cash (used in) provided by investing activities		(1,867	)		16,078
Cash Flows from Financing Activities:
Payments on long-term debt		(21,833	)		(22,992	)
Payments on debt extinguishment		—			(131,604	)
Payments on debt extinguishment cost		—			(1,827	)
Proceeds from issuance of long-term debt, net of issuance costs		—			148,388
Payments on finance leases		(28	)		(522	)
Proceeds from exercise of stock options		140			6
Tax withholdings on restricted stock vesting and director share awards		(3,889	)		(2,368	)
Net cash used in financing activities		(25,610	)		(10,919	)
Effects of Exchange Rate Changes on Cash, Restricted Cash and Cash Equivalents		—			2
Net Change in Cash, Restricted Cash and Cash Equivalents		(46,267	)		15,591
Cash, Restricted Cash and Cash Equivalents, Beginning of Period		84,131			43,045
Cash, Restricted Cash and Cash Equivalents, End of Period	$	37,864		$	58,636
Supplemental disclosures:
Cash paid for interest, excluding capitalized interest	$	21,925		$	21,045
Income taxes paid, net		50			1,730
Noncash Investing and Financing Activities:
(Decrease) increase in capital expenditures in accounts payable and accrued liabilities		(1,100	)		826
Recognition of a new right-of-use asset - operating leases		—			348
Recognition of a new right-of-use asset - financing leases		7			—

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

6

SEACOR MARINE HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1.

BASIS OF PRESENTATION AND ACCOUNTING POLICIES

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

Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the Company’s financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Annual Report”).

Unless the context otherwise indicates, any reference in this Quarterly Report on Form 10-Q to the “Company” refers to SEACOR Marine Holdings Inc. and its consolidated subsidiaries, and any reference in this Quarterly Report on Form 10-Q to “SEACOR Marine” refers to SEACOR Marine Holdings Inc. without its consolidated subsidiaries.

Recently Issued Accounting Standards.

On December 14, 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires public entities to disclose information about their effective tax rate reconciliation and information on income taxes paid. The guidance is effective for fiscal years beginning after December 15, 2024. While early adoption is permitted, the Company has determined it will not early adopt the standard. The Company has not yet determined the impact that the adoption of the standard will have on the Company’s consolidated financial position, results of operations and disclosures.

On November 27, 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires public entities to disclose information about their reportable segments’ significant expenses on an interim and annual basis. The guidance is effective for fiscal years beginning after December 15, 2023 and interim periods within the fiscal years beginning after December 15, 2024. While early adoption is permitted, the Company has determined it will not early adopt the standard. The Company has not yet determined the impact that the adoption of the standard will have on the Company’s consolidated financial position, results of operations and disclosures.

On October 9, 2023, the FASB issued ASU 2023-06, Disclosure Improvements: Codification Amendments in Response to the United States Securities and Exchange Commission’s (“SEC”) Disclosure Update and Simplification Initiative, which amends the disclosure or presentation requirements related to various subtopics in the FASB Accounting Standards Codification. The effective date is contingent on when the SEC removes the related disclosure from Regulation S-X or Regulation S-K, with early adoption prohibited. The Company does not believe the adoption of the standard will have a material effect on the Company’s consolidated financial position, results of operations and disclosures.

7

Accounting Policies.

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

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

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

Certain reclassifications were made to previously reported amounts in the consolidated financial statements and notes thereto to make them consistent with the current period presentation.

Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“U.S.”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from estimates and those differences may be material.

Revenue Recognition. Revenue is recognized when (or as) the Company transfers promised goods or services to its customers in amounts that reflect the consideration to which the Company expects to be entitled to in exchange for those goods or services, which occurs when (or as) the Company satisfies its contractual obligations and transfers over control of the promised goods or services to its customers. The Company recognizes revenue, net of sales taxes, based on its estimates of the consideration the Company expects to receive. Costs to obtain or fulfill a contract are expensed as incurred.

The Company earns revenue primarily from the time charter and bareboat charter of vessels to customers. Since the Company charges customers based upon daily rates of hire, vessel revenues are recognized on a daily basis throughout the contract period. Under a time charter, the Company provides a vessel to a customer and is responsible for all operating expenses, typically excluding fuel. Under a bareboat charter, the Company provides a vessel to a customer and the customer assumes responsibility for all operating expenses and assumes all risks of operation. In the U.S. Gulf of Mexico, time charter durations and rates are typically established in the context of master service agreements that govern the terms and conditions of the charter.

8

In the Company’s operating areas, contracts or charters vary in length from several days to multi-year periods. Many of the Company’s contracts and charters include cancellation clauses without early termination penalties. As a result of cancellations, options and frequent renewals, the stated duration of charters may not correlate with the length of time the vessel is contracted for to provide services to a particular customer.

The Company contracts with various customers to carry out management services for vessels as agents for and on behalf of ship owners. These services include crew management, technical management, commercial management, insurance arrangements, sale and purchase of vessels, provisions and bunkering. As the manager of the vessels, the Company undertakes to use its best endeavors to provide the agreed management services as agents for and on behalf of the owners in accordance with sound ship management practice and to protect and promote the interest of the owners in all matters relating to the provision of services thereunder. The Company also contracts with various customers to carry out management services regarding engineering for vessel construction and vessel conversions. The vast majority of the ship management agreements span one to three years and are typically billed on a monthly basis. The Company transfers control of the service to the customer and satisfies its performance obligation over the term of the contract, and therefore recognizes revenue over the term of the contract while related costs are expensed as incurred.

Revenue that does not meet these criteria is deferred until the criteria is met and is considered a contract liability and is recognized as such. Contract liabilities, which are included in unearned revenue in the accompanying consolidated balance sheets, as of September 30, 2024 and December 31, 2023 were as follows (in thousands):

	September 30, 2024			December 31, 2023
Balance at beginning of period	$	687		$	2,333
Unearned revenues during the period		5,859			6,501
Revenues recognized during the period		(4,074	)		(8,147	)
Balance at end of period	$	2,472		$	687

As of September 30, 2024 and December 31, 2023, the Company had unearned revenue of $2.5 million and $0.7 million, respectively, primarily related to mobilization of vessels.

Direct Operating Expenses. Direct operating costs and expenses, other than leased-in equipment expense, consist primarily of costs and expenses such as: personnel; repairs and maintenance; drydocking; insurance and loss reserves; fuel, lubes and supplies; and other expenses, which include costs such as brokers’ commissions, communication costs, expenses incurred in mobilizing vessels between geographic regions, third party ship management fees, freight expenses, and customs and importation duties. Direct operating costs are expensed as incurred.

Cash and Cash Equivalents. The Company considers all highly liquid investments, with an original maturity of three months or less from the date purchased, to be cash equivalents.

Restricted Cash. Restricted cash primarily relates to banking facility requirements.

Trade and Other Receivables and Allowance for Credit Losses. Customers are primarily major integrated national, international oil companies, large independent oil and natural gas exploration and production companies and established wind farm construction companies. Customers are granted credit on a short-term basis and the related credit risks are minimal. Other receivables consist primarily of operating expenses the Company incurs in relation to vessels it manages for other entities, as well as insurance and income tax receivables. The Company routinely reviews its receivables and makes provisions for expected 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

9

acquired. However, those provisions are estimates and actual results may materially differ from those estimates. After collection efforts have been exhausted, trade receivables that are deemed uncollectible are removed from both accounts receivable and the allowance for credit losses.

Property and Equipment. Equipment, stated at cost, is depreciated using the straight-line method over the estimated useful life of the asset to an estimated salvage value. With respect to each class of asset, the estimated useful life is based upon a newly built asset being placed into service and represents the time period beyond which it is typically not justifiable for the Company to continue to operate the asset in the same or similar manner. From time to time, the Company may acquire older vessels that have already exceeded the Company’s useful life policy, in which case the Company depreciates such assets based on its best estimate of the asset’s remaining useful life, typically the period until the next survey or certification date. As of September 30, 2024, the estimated useful life of the Company’s new offshore support vessels was 20 years.

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

Certain interest costs incurred during the construction of equipment are capitalized as part of the assets’ carrying values and are amortized over such assets’ estimated useful lives. There was no capitalized interest recognized during the nine months ended September 30, 2024 and 2023.

Impairment of Long-Lived Assets. The Company performs an impairment analysis of long-lived assets used in operations when indicators of impairment are present. These indicators may include a significant decrease in the market price of a long-lived asset or asset group, a significant adverse change in the extent or manner in which a long-lived asset or asset group is being used or in its physical condition, or a current period operating or cash flow loss combined with a history of operating or cash flow losses or a forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group. If the carrying values of the assets are not recoverable, as determined by their estimated future undiscounted cash flows, the estimated fair value of the assets or asset groups are compared to their current carrying values and impairment charges are recorded if the carrying value exceeds fair value.

During the nine months ended September 30, 2024, the Company did not record impairment charges on any owned or leased-in vessels. During the nine months ended September 30, 2023, the Company recorded impairment charges of $0.3 million for one leased-in anchor handling towing supply vessel (“AHTS”) to adjust for indicative future cash flows. There were no impairments of other owned or leased-in vessels. Impairment charges are included in gains (losses) on asset dispositions and impairments in the accompanying consolidated statements of income (loss). Estimated fair values for the Company owned vessels were established by independent appraisers based on researched market information, replacement cost information and other data.

For vessel classes and individual vessels with indicators of impairment as of September 30, 2024, the Company estimated that their future undiscounted cash flows exceeded their current carrying values. However, the Company’s estimates of future undiscounted cash flows are highly subjective as utilization and rates per day worked are uncertain, especially in light of the continued volatility in commodity prices as well as the timing and cost of reactivating cold-stacked vessels. If market conditions decline, changes in the Company’s expectations on future cash flows may result in recognizing additional impairment charges related to its long-lived assets in future periods. For any vessel or vessel class that has indicators of impairment and is deemed not recoverable through future operations, the Company determines the fair value of the vessel or vessel class. If the fair value determination is less than the carrying value of the vessel or vessel class, an impairment is recognized to reduce

10

the carrying value to fair value. Fair value determination is primarily accomplished by obtaining independent valuations of vessel or vessel classes from qualified third-party appraisers.

Impairment of 50% or Less Owned Companies. Investments in 50% or less owned companies are reviewed periodically to assess whether there is an other-than-temporary decline in the carrying value of the investment. In its evaluation, the Company considers, among other items, recent and expected financial performance and returns, impairments recorded by the investee and the capital structure of the investee. When the Company determines the estimated fair value of an investment is below carrying value and the decline is other-than-temporary, the investment is written down to its estimated fair value. Actual results may vary from the Company’s estimates due to the uncertainty regarding projected financial performance, the severity and expected duration of declines in value and the available liquidity in the capital markets to support the continuing operations of the investee, among other factors. Although the Company believes its assumptions and estimates are reasonable, the investee’s actual performance compared with the estimates could produce different results and lead to additional impairment charges in future periods. During the nine months ended September 30, 2024 and 2023, the Company did not recognize any impairment charges related to its 50% or less owned companies.

Income Taxes. During the nine months ended September 30, 2024, the Company’s effective income tax rate of (0.5)% was primarily due to foreign taxes paid that are not creditable against U.S. income taxes and foreign losses for which there is no benefit for U.S. income tax purposes.

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

	SEACOR Marine Holdings Inc. Stockholders’ Equity
	Foreign Currency Translation Adjustments		Derivative Gains (Losses) on Cash Flow Hedges, net		Total Other Comprehensive Income
December 31, 2023	$	7,577	$	—	$	7,577
Other comprehensive income		1,646		—		1,646
Balance as of September 30, 2024	$	9,223	$	—	$	9,223

Earnings (Loss) Per Share. Basic earnings/loss per share of Common Stock of SEACOR Marine is computed based on the weighted average number of shares of Common Stock and warrants to purchase Common Stock at an exercise price of $0.01 per share (“Warrants”) issued and outstanding during the relevant periods. The Warrants are included in the basic earnings/loss per share of Common Stock because the shares issuable upon exercise of the Warrants are issuable for de minimis cash consideration and therefore not anti-dilutive. Diluted earnings/loss per share of Common Stock is computed based on the weighted average number of shares of Common Stock and Warrants issued and outstanding plus the effect of other potentially dilutive securities through the application of the treasury stock method and the if-converted method that assumes all shares of Common Stock have been issued and outstanding during the relevant periods pursuant to the conversion of the New Convertible Notes unless anti-dilutive.

For the three and nine months ended September 30, 2024 and 2023, diluted loss per share of Common Stock excluded 2,978,724 shares of Common Stock issuable upon conversion of the New Convertible Notes as the effect of their inclusion in the computation would be anti-dilutive.

In addition, for the three and nine months ended September 30, 2024 and 2023 diluted loss per share of Common Stock excluded 1,392,226 and 1,642,084 shares of restricted stock, respectively, and 1,013,865 and 1,026,031 shares of Common Stock, respectively, issuable upon exercise of outstanding stock options, as the effect of their inclusion in the computation would be anti-dilutive.

11

2.

EQUIPMENT ACQUISITIONS AND DISPOSITIONS

During the nine months ended September 30, 2024, capital expenditures were $4.3 million and there were no equipment deliveries. During the nine months ended September 30, 2024, the Company sold one AHTS, previously classified as held for sale, and other equipment for net cash proceeds of $2.4 million, after transaction costs, and a gain of $1.9 million. During the nine months ended September 30, 2023, the Company sold three liftboats, one specialty vessel, previously removed from service, and other equipment, previously classified as held for sale, as well as other equipment not previously classified as such, for net cash proceeds of $8.0 million, after transaction costs, and a gain of $2.7 million.

3.

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

Investments, at equity, and advances to 50% or less owned companies as of September 30, 2024 and December 31, 2023 were as follows (in thousands):

	Ownership			September 30, 2024		December 31, 2023
Seabulk Angola		49.0	%	$	337	$	1,668
SEACOR Marine Arabia		45.0	%		1,637		2,385
Other	20.0% - 50.0%				72		72
				$	2,046	$	4,125

4.

LONG-TERM DEBT

The Company’s long-term debt obligations as of September 30, 2024 and December 31, 2023 were as follows (in thousands):

	September 30, 2024			December 31, 2023
Guaranteed Notes	$	90,000		$	90,000
New Convertible Notes		35,000			35,000
2023 SMFH Credit Facility		109,800			118,950
Sea-Cat Crewzer III Term Loan Facility		11,752			14,227
SEACOR Delta Shipyard Financing		61,979			68,647
SEACOR Alpine Credit Facility		22,660			26,200
Total principal due for long-term debt		331,191			353,024
Current portion due within one year		(28,605	)		(28,365	)
Unamortized debt discount		(26,905	)		(32,885	)
Deferred financing costs		(3,356	)		(4,230	)
Long-term debt, less current portion	$	272,325		$	287,544

As of September 30, 2024, the Company was in compliance with all debt covenants and lender requirements.

Letters of Credit. As of September 30, 2024, the Company had outstanding letters of credit of $0.4 million securing lease obligations, labor and performance guaranties.

5.

LEASES

As of September 30, 2024, the Company leased-in certain facilities and other equipment. The leases typically contain purchase and renewal options or rights of first refusal with respect to the sale or lease of the equipment. The lease terms of certain facilities and other equipment had a duration ranging from nine to 267 months.

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As of September 30, 2024, future minimum payments for leases for the remainder of 2024 and the years ended December 31, noted below, were as follows (in thousands):

	Operating Leases			Finance Leases
Remainder of 2024	$	183		$	10
2025		806			9
2026		474			3
2027		400			1
2028		341			—
Years subsequent to 2028		2,872			—
		5,076			23
Interest component		(1,361	)		(2	)
		3,715			21
Current portion of long-term lease liabilities		494			17
Long-term lease liabilities	$	3,221		$	4

For the three and nine months ended September 30, 2024 and 2023 the components of lease expense were as follows (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Operating lease costs	$	218	$	551	$	1,009	$	1,661
Finance lease costs:
Amortization of finance lease assets (1)		12		135		32		456
Interest on finance lease liabilities (2)		—		58		1		200
Short-term lease costs		146		100		322		408
	$	376	$	844	$	1,364	$	2,725

(1)

Included in amortization costs in the consolidated statements of income (loss).

(2)

Included in interest expense in the consolidated statements of income (loss).

For the nine months ended September 30, 2024 supplemental cash flow information related to leases was as follows (in thousands):

	2024
Operating cash outflows from operating leases	$	1,658
Financing cash outflows from finance leases		28
Right-of-use assets obtained for operating lease liabilities		—
Right-of-use assets obtained for finance lease liabilities		7

For the nine months ended September 30, 2024 other information related to leases was as follows:

	2024
Weighted average remaining lease term, in years - operating leases		11.7
Weighted average remaining lease term, in years - finance leases		1.2
Weighted average discount rate - operating leases		6.3	%
Weighted average discount rate - finance leases		6.4	%

6.

INCOME TAXES

The following table reconciles the difference between the statutory federal income tax rate for the Company and the effective income tax rate for the nine months ended September 30, 2024:

Statutory rate	(21.0	)%
Income (loss) of foreign subsidiaries not includable in U.S. return and foreign withholding tax	18.2	%
162(m) - Executive compensation	2.6	%
Other	(0.3	)%
Effective income tax rate	(0.5	)%

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7.

DERIVATIVE INSTRUMENTS AND HEDGING STRATEGIES

Derivative instruments are classified as either assets, which are included in other receivables in the accompanying consolidated balance sheets, or liabilities based on their individual fair values. The fair values of the Company’s derivative instruments were as follows (in thousands):

	September 30, 2024				December 31, 2023
	Derivative Asset		Derivative Liability		Derivative Asset		Derivative Liability
Derivatives not designated as hedging instruments:
Forward Exchange Contract	$	72	$	—	$	608	$	—

Economic Hedges. The Company may enter and settle forward currency exchange, option and future contracts with respect to various foreign currencies. These contracts enable the Company to buy currencies in the future at fixed exchange rates, which could offset possible consequences of changes in currency exchange rates with respect to the Company’s business conducted outside of the U.S. The Company generally does not enter into contracts with forward settlement dates beyond 12 to 18 months. During the fourth quarter of 2023, the Company entered into a forward exchange contract related to the purchase of hybrid battery power systems, the purchase price for which is denominated in Norwegian Kroner. During the nine months ended September 30, 2024, the Company recognized losses of $0.4 million on this contract which were recognized in earnings.

Cash Flow Hedges. The Company may from time to time enter into interest rate swap agreements designated as cash flow hedges. By entering into interest rate swap agreements, the Company can convert the variable interest component of certain of their outstanding borrowings to a fixed interest rate. The Company recognized losses on derivative instruments designated as cash flow hedges of $0.5 million for the nine months ended September 30, 2023 as a component of other comprehensive income (loss). As of September 30, 2024, there were no interest rate swaps held by the Company.

Other Derivative Instruments. The Company had no derivative instruments not designated as hedging instruments for the three and nine months ended September 30, 2023 and recognized gains (losses) on derivative instruments not designated as hedging instruments for the three and nine months ended September 30, 2024 as follows (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024			2023
Forward currency exchange, option, and future contracts	$	67	$	—	$	(372	)	$	—

The forward currency exchange contract relates to the purchase of hybrid battery power systems discussed in economic hedges above.

8.

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.

14

The Company’s financial assets and liabilities as of September 30, 2024 and December 31, 2023 that are measured at fair value on a recurring basis were as follows (in thousands):

September 30, 2024	Level 1		Level 2		Level 3
ASSETS
Derivative instruments	$	—	$	72	$	—
December 31, 2023
ASSETS
Derivative instruments	$	—	$	608	$	—

The fair value of the Company’s derivative instruments was estimated by utilizing a spot rate as of the measurement date provided by an independent third party.

The estimated fair values of the Company’s other financial assets and liabilities as of September 30, 2024 and December 31, 2023 were as follows (in thousands):

			Estimated Fair Value
September 30, 2024	Carrying Amount		Level 1		Level 2		Level 3
ASSETS
Cash, cash equivalents and restricted cash	$	37,864	$	37,864	$	—	$	—
LIABILITIES
Long-term debt, including current portion		300,930		—		297,861		—
December 31, 2023
ASSETS
Cash, cash equivalents and restricted cash	$	84,131	$	84,131	$	—	$	—
LIABILITIES
Long-term debt, including current portion		315,909		—		307,653		—

The carrying value of cash, cash equivalents, restricted cash and trade receivables approximates fair value. The fair value of the Company’s long-term debt was estimated based upon quoted market prices or by using discounted cash flow analysis based on estimated current rates for similar types of arrangements. Considerable judgment was required in developing certain of the estimates of fair value, and, accordingly, the estimates presented herein are not necessarily indicative of the amounts that the Company could realize in a current market exchange.

Property and equipment. During the nine months ended September 30, 2024, the Company recognized no impairment charges. During the year ended December 31, 2023, the Company recognized impairment charges totaling $0.7 million for one leased-in AHTS to adjust for indicative cash flows and the cost to return the vessel to its owner.

9.

COMMITMENTS AND CONTINGENCIES

As of September 30, 2024, the Company had unfunded capital commitments of $12.5 million for miscellaneous vessel equipment, including $9.6 million in respect of hybrid battery power systems. Of the unfunded capital commitments, $6.9 million is payable during the remainder of 2024 and $5.6 million is payable during 2025. The Company has indefinitely deferred an additional $9.2 million of orders with respect to one fast support vessel.

In December 2015, the Brazilian Federal Revenue Office issued a tax-deficiency notice to Seabulk Offshore do Brasil Ltda, an indirect wholly-owned subsidiary of SEACOR Marine (“Seabulk Offshore do Brasil”), with respect to certain profit participation contributions (also known as “PIS”) and social security financing contributions (also known as “COFINS”) requirements alleged to be due from Seabulk Offshore do Brasil (“Deficiency Notice”) in respect of the period of January 2011 until December 2012. In January 2016, the Company administratively appealed the Deficiency Notice on the basis that, among other arguments, (i) such contributions were not applicable in the circumstances of a 70%/30% cost allocation structure, and (ii) the tax

15

inspector had incorrectly determined that values received from outside of Brazil could not be classified as expense refunds. The initial appeal was dismissed by the Brazilian Federal Revenue Office and the Company appealed such dismissal and is currently awaiting an administrative trial. A local Brazilian law has been enacted that supports the Company’s position that such contribution requirements are not applicable, but it is uncertain whether such law will be taken into consideration with respect to administrative proceedings commenced prior to the enactment of the law. Accordingly, the success of Seabulk Offshore do Brasil in the administrative proceedings cannot be assured and the matter may need to be addressed through judicial court proceedings. The potential levy arising from the Deficiency Notice is R$25.2 million based on a historical potential levy of R$12.87 million (USD $3.5 million and USD $1.8 million, respectively, based on the exchange rate as of September 30, 2024).

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

Certain of the Company’s subsidiaries are participating employers in two industry-wide, multi-employer, defined benefit pension funds in the United Kingdom: the U.K Merchant Navy Officers Pension Fund (“MNOPF”) and the U.K. Merchant Navy Ratings Pension Fund (“MNRPF”). The Company’s participation in the MNOPF began with the acquisition of the Stirling group of companies (the “Stirling Group”) in 2001 and relates to certain officers employed between 1978 and 2002 by the Stirling Group and/or its predecessors. The Company’s participation in the MNRPF also began with the acquisition of the Stirling Group in 2001 and relates to ratings employed by the Stirling Group and/or its predecessors through today. Both of these plans are in deficit positions and, depending upon the results of future actuarial valuations, it is possible that the plans could experience funding deficits that will require the Company to recognize payroll related operating expenses in the periods invoices are received.

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. On November 23, 2023, the trustee advised that following the tri-annual valuation, $1.5 million (£1.2 million) of the potential cumulative funding deficit of the MNRPF was allocated to the Company as a participating employer, including the additional liabilities mentioned above. During 2023, the Company recognized payroll related operating expenses of $1.5 million (£1.2 million) for its allocated share of the potential cumulative funding deficit, which the Company anticipated being invoiced for during 2024 and 2025. On April 30, 2024, the Company was informed by the MNRPF that the Company’s allocated share of the potential cumulative funding deficit may be reduced due to changes in valuation assumptions, and on July 5, 2024, the Company was informed by the MNRPF that the Company’s final deficit share amount was $0.4 million (£0.3 million). As of June 30, 2024, the Company recognized a reduction in the payroll related operating expenses of $1.2 million (£0.9 million) to reflect the decreased deficit share amount. All invoices were settled in full in October 2024.

16

10.

STOCK BASED COMPENSATION

Transactions in connection with the Company’s Equity Incentive Plans during the nine months ended September 30, 2024 were as follows:

Restricted Stock Activity:
Outstanding as of December 31, 2023	1,642,084
Granted	637,698
Vested (1)	(887,556	)
Forfeited	—
Outstanding as of September 30, 2024 (2)	1,392,226
Stock Option Activity:
Outstanding as of December 31, 2023	1,026,031
Granted	—
Exercised	(12,166	)
Forfeited	—
Outstanding as of September 30, 2024	1,013,865

(1)

Includes 157,455 vested grants of performance-based restricted stock units.

(2)

Includes 215,853 grants of performance-based restricted stock units that satisfied the performance obligation and are therefore likely to vest and excludes 326,597 grants of performance-based restricted stock units that are not considered outstanding until such time that they become probable to vest.

For the nine months ended September 30, 2024, the Company acquired for treasury (i) 254,607 shares of Common Stock from its directors and employees to cover their tax withholding obligations upon the lapsing of restrictions on share awards for an aggregate purchase price of $3.1 million, and (ii) 61,305 shares of Common Stock from its employees to cover their tax withholding obligations upon the lapsing of restrictions on performance-based share awards for an aggregate purchase price of $0.8 million. These shares were purchased in accordance with the terms of the Company’s 2020 Equity Incentive Plan and 2022 Equity Incentive Plan, as applicable.

17

11.

SEGMENT INFORMATION

The Company’s segment presentation and basis of measurement of segment profit or loss are as previously described in the 2023 Annual Report. The following tables summarize the operating results, capital expenditures and assets of the Company’s reportable segments for the periods indicated (in thousands):

	United States (primarily Gulf of Mexico)			Africa and Europe		Middle East and Asia		Latin America		Total
For the Three Months Ended September 30, 2024
Operating Revenues:
Time charter	$	6,593		$	28,809	$	16,411	$	11,500	$	63,313
Bareboat charter		—			—		—		372		372
Other marine services		1,188			3,048		375		620		5,231
		7,781			31,857		16,786		12,492		68,916
Direct Costs and Expenses:
Operating:
Personnel		6,297			6,083		5,769		3,791		21,940
Repairs and maintenance		1,655			3,455		3,318		1,517		9,945
Drydocking		2,615			681		832		1,940		6,068
Insurance and loss reserves		799			599		927		259		2,584
Fuel, lubes and supplies		964			2,514		1,043		2,053		6,574
Other		225			3,975		1,131		465		5,796
		12,555			17,307		13,020		10,025		52,907
Direct Vessel (Loss) Profit	$	(4,774	)	$	14,550	$	3,766	$	2,467		16,009
Other Costs and Expenses:
Lease expense	$	140		$	75	$	73	$	76		364
Administrative and general											11,019
Depreciation and amortization		3,194			4,540		3,261		1,933		12,928
											24,311
Gains on asset dispositions and impairments, net											1,821
Operating loss										$	(6,481	)

18

	United States (primarily Gulf of Mexico)			Africa and Europe			Middle East and Asia			Latin America			Total
For the Nine Months Ended September 30, 2024
Operating Revenues:
Time charter	$	21,247		$	76,411		$	50,961		$	39,606		$	188,225
Bareboat charter		—			—			—			1,100			1,100
Other marine services		2,694			4,245			1,344			3,945			12,228
		23,941			80,656			52,305			44,651			201,553
Direct Costs and Expenses:
Operating:
Personnel		18,362			16,233			18,662			11,919			65,176
Repairs and maintenance		4,938			9,825			9,473			5,716			29,952
Drydocking		7,153			3,939			3,022			4,870			18,984
Insurance and loss reserves		2,138			1,752			2,343			1,188			7,421
Fuel, lubes and supplies		2,497			4,971			3,344			4,251			15,063
Other		280			8,975			3,120			1,555			13,930
		35,368			45,695			39,964			29,499			150,526
Direct Vessel (Loss) Profit	$	(11,427	)	$	34,961		$	12,341		$	15,152			51,027
Other Costs and Expenses:
Lease expense	$	419		$	425		$	229		$	258			1,331
Administrative and general														33,825
Depreciation and amortization		9,138			13,020			10,004			6,587			38,749
														73,905
Gains on asset dispositions and impairments, net														1,857
Operating loss													$	(21,021	)
As of September 30, 2024
Property and Equipment:
Historical Cost	$	198,688		$	332,880		$	250,456		$	139,421		$	921,445
Accumulated Depreciation		(103,139	)		(119,953	)		(97,997	)		(41,515	)		(362,604	)
	$	95,549		$	212,927		$	152,459		$	97,906		$	558,841
Total Assets (1)	$	119,579		$	260,352		$	175,236		$	118,301		$	673,468

(1)

Total Assets by region does not include corporate assets of $36.0 million as of September 30, 2024.

19

	United States (primarily Gulf of Mexico)		Africa and Europe		Middle East and Asia		Latin America			Total
For the Three Months Ended September 30, 2023
Operating Revenues:
Time charter	$	16,236	$	22,528	$	16,087	$	13,817		$	68,668
Bareboat charter		—		—		—		368			368
Other marine services		5,478		1,943		267		176			7,864
		21,714		24,471		16,354		14,361			76,900
Direct Costs and Expenses:
Operating:
Personnel		6,712		5,089		5,157		2,985			19,943
Repairs and maintenance		1,560		2,214		2,623		1,021			7,418
Drydocking		462		320		1,056		(70	)		1,768
Insurance and loss reserves		332		573		711		217			1,833
Fuel, lubes and supplies		958		2,573		743		773			5,047
Other		375		2,448		943		367			4,133
		10,399		13,217		11,233		5,293			40,142
Direct Vessel Profit	$	11,315	$	11,254	$	5,121	$	9,068			36,758
Other Costs and Expenses:
Lease expense	$	116	$	372	$	59	$	104			651
Administrative and general											12,300
Depreciation and amortization		3,810		3,821		3,721		2,110			13,462
											26,413
Losses on asset dispositions and impairments, net											(512	)
Operating income										$	9,833

20

	United States (primarily Gulf of Mexico)			Africa and Europe			Middle East and Asia			Latin America			Total
For the Nine Months Ended September 30, 2023
Operating Revenues:
Time charter	$	28,921		$	65,938		$	48,678		$	41,350		$	184,887
Bareboat charter		—			—			—			1,092			1,092
Other marine services		12,332			2,393			3,806			1,918			20,449
		41,253			68,331			52,484			44,360			206,428
Direct Costs and Expenses:
Operating:
Personnel		19,204			14,427			15,264			10,795			59,690
Repairs and maintenance		4,327			6,817			4,519			3,559			19,222
Drydocking		2,011			1,648			(723	)		1,101			4,037
Insurance and loss reserves		2,455			1,311			2,616			630			7,012
Fuel, lubes and supplies		2,665			6,207			2,310			2,322			13,504
Other		952			7,805			2,828			1,331			12,916
		31,614			38,215			26,814			19,738			116,381
Direct Vessel Profit	$	9,639		$	30,116		$	25,670		$	24,622			90,047
Other Costs and Expenses:
Lease expense	$	395		$	1,209		$	202		$	263			2,069
Administrative and general														37,636
Depreciation and amortization		11,206			11,599			11,117			6,877			40,799
														80,504
Gains on asset dispositions and impairments, net														3,352
Operating income													$	12,895
As of September 30, 2023
Property and Equipment:
Historical Cost	$	215,592		$	272,312		$	285,721		$	162,895		$	936,520
Accumulated Depreciation		(96,597	)		(89,338	)		(98,481	)		(34,133	)		(318,549	)
	$	118,995		$	182,974		$	187,240		$	128,762		$	617,971
Total Assets (1)	$	155,613		$	212,048		$	210,401		$	147,479		$	725,541

(1)

Total Assets by region does not include corporate assets of $54.8 million as of September 30, 2023.

The Company’s investments in 50% or less owned companies, which are accounted for under the equity method, also contribute to its consolidated results of operations. As of September 30, 2024, and 2023, the Company’s investments, at equity and advances to 50% or less owned companies were $2.0 million and $3.9 million, respectively. Equity in earnings of 50% or less owned companies for the nine months ended September 30, 2024 and 2023 were $0.9 million and $3.2 million, respectively.

12.

SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q and determined that there have been no material events that have occurred that are not properly recognized and/or disclosed in the consolidated financial statements.

21

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Form 10-Q includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements concern management’s expectations, strategic objectives, business prospects, anticipated economic performance and financial condition and other similar matters and involve significant known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of results to differ materially from any future results, performance or achievements discussed or implied by such forward-looking statements. Certain of these risks, uncertainties and other important factors are discussed in the Risk Factors and Management’s Discussion and Analysis of Financial Condition and Results of Operations of the Company’s 2023 Annual Report on Form 10-K and this Quarterly Report on Form 10-Q. However, it should be understood that it is not possible to identify or predict all such risks, uncertainties and factors, and others may arise from time to time. All of these forward-looking statements constitute the Company’s cautionary statements under the Private Securities Litigation Reform Act of 1995. The words “anticipate,” “estimate,” “expect,” “project,” “intend,” “believe,” “plan,” “target,” “forecast” and similar expressions are intended to identify forward-looking statements. Forward looking statements speak only as of the date of the document in which they are made. The Company disclaims any obligation or undertaking to provide any updates or revisions to any forward-looking statement to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which the forward-looking statement is based. It is advisable, however, to consult any further disclosures the Company makes on related subjects in its Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the United States Securities and Exchange Commission.

The following Management’s Discussion and Analysis (the “MD&A”) is intended to help the reader understand the Company’s financial condition and results of operations. The MD&A is provided as a supplement to and should be read in conjunction with the unaudited consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q, as well as “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in the 2023 Annual Report.

Overview

The Company provides global marine and support transportation services to offshore energy facilities worldwide. As of September 30, 2024, the Company operated a diverse fleet of 55 support vessels, of which 54 were owned or leased-in and one was managed on behalf of an unaffiliated third party. The primary users of the Company’s services are major integrated national and international oil companies, independent oil and natural gas exploration and production companies, oil field service and construction companies, as well as offshore wind farm operators and offshore wind farm installation and maintenance companies.

The Company operates and manages a diverse fleet of offshore support vessels that (i) deliver cargo and personnel to offshore installations, including offshore wind farms, (ii) assist offshore operations for production and storage facilities, (iii) provide construction, well work-over, offshore wind farm installation and decommissioning support, (iv) carry and launch equipment used underwater in drilling and well installation, maintenance, inspection and repair and (v) handle anchors and mooring equipment for offshore rigs and platforms. Additionally, the Company’s vessels provide emergency response services and accommodations for technicians and specialists.

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

22

Significant items affecting our results of operations

The number and type of vessels operated, their rates per day worked and their utilization levels are the key determinants of the Company’s operating results and cash flows. Unless a vessel is cold-stacked, there is little reduction in daily running costs for the vessels and, consequently, operating margins are most sensitive to changes in rates per day worked and utilization. The Company manages its fleet utilizing a global network of shore side support, administrative and finance personnel.

Offshore oil and natural gas market conditions are highly volatile. Oil prices experienced unprecedented volatility during 2020 due to the COVID-19 pandemic and the related effects on the global economy, with the price per barrel going negative for a short period of time. Oil prices steadily increased since the lows hit at the beginning of the COVID-19 pandemic and hit a multi-year high of $122 per barrel during 2022 primarily as a result of the conflict between Russia and Ukraine as well as the related economic sanctions and economic uncertainty but subsequently decreased to pre-conflict levels. During the nine months ended September 30, 2024, WTI oil prices reached a high of $87 per barrel and a low of $66 per barrel, ending the period at $68 per barrel.

While the Company has experienced difficult market conditions over the past few years due to low and volatile oil and natural gas prices and the focus of oil and natural gas producing companies on cost and capital spending budget reductions, the increases since the lows experienced during the COVID-19 pandemic in oil and natural gas prices has led to an increase in utilization, day rates and customer inquiries about potential new charters.

The Company closely monitors the availability of vessels in the offshore support vessel market as the utilization and day rates of the Company’s fleet is dependent on the supply and demand dynamics for its vessels. For example, low oil and natural gas prices and a corresponding decline in offshore exploration may reduce demand for the Company’s vessels and in the past such declines have forced many operators in the industry to restructure, liquidate assets or consolidate with other operators. Additionally, the delivery of newly built offshore support vessels to the industry-wide fleet has in the past contributed to an oversupply of vessels in the market, thereby further decreasing the demand for the Company’s existing offshore support vessel fleet. A combination of low customer exploration and drilling activity levels, and excess supply of offshore support vessels whether from laid up fleets or newly built vessels could, in isolation or together, have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects. Alternatively, increasing activity levels and a stable supply of offshore support vessels could support higher utilization and day rates and improved financial performance of the Company’s business.

Certain macro drivers somewhat independent of oil and natural gas prices may support the Company’s business, including: (i) underspending by oil and natural gas producers over the last five to ten years leading to pent up demand for maintenance and growth capital expenditures; (ii) improved extraction technologies; and (iii) the need for offshore wind farm support as the industry grows. While the Company expects that alternative forms of energy will continue to develop and add to the world’s energy mix, especially as governments, supranational groups, institutional investors, and various other parties focus on climate change causes and concerns, the Company believes that for the foreseeable future demand for gasoline and oil will be sustained, as will demand for electricity from natural gas. Some alternative forms of energy such as offshore wind farms support some of the Company’s operations and the Company expects such support to increase as development of these forms of renewable energy expands.

The Company adheres to a strategy of cold-stacking vessels (removing from active service) during periods of weak utilization in order to reduce the daily running costs of operating the fleet, primarily personnel, repairs and maintenance costs, as well as to defer some drydocking costs into future periods. The Company considers various factors in determining which vessels to cold-stack, including upcoming dates for regulatory vessel inspections and related docking requirements. The Company may maintain class certification on certain

23

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 September 30, 2024, two of the Company’s 54 owned and leased-in vessels were cold-stacked worldwide.

Recent Developments

At the Market Program

On November 1, 2023, SEACOR Marine entered into an at-the-market offering program (“ATM Program”) with B. Riley Securities, Inc., pursuant to which SEACOR Marine may sell up to $25.0 million of Common Stock. As of September 30, 2024, the remaining capacity under the ATM Program was approximately $24.9 million.

24

Consolidated Results of Operations

The sections below provide an analysis of the Company’s results of operations for the three and nine months (“Current Year Quarter” and “Current Year Nine Months”) ended September 30, 2024 compared with the three and nine months (“Prior Year Quarter” and “Prior Year Nine Months”) ended September 30, 2023. Except as otherwise noted, there have been no material changes since the end of the Company’s fiscal year ended December 31, 2023, in the Company’s results of operations. For the periods indicated, the Company’s consolidated results of operations were as follows (in thousands, except statistics):

	Three Months Ended September 30,										Nine Months Ended September 30,
	2024					2023					2024					2023
Time Charter Statistics:
Average Rates Per Day	$	18,879				$	18,046				$	19,021				$	15,852
Fleet Utilization		67	%				73	%				66	%				76	%
Fleet Available Days		5,026					5,182					15,026					15,349
Operating Revenues:
Time charter	$	63,313		92	%	$	68,668		89	%	$	188,225		93	%	$	184,887		89	%
Bareboat charter		372		1	%		368		1	%		1,100		1	%		1,092		1	%
Other marine services		5,231		7	%		7,864		10	%		12,228		6	%		20,449		10	%
		68,916		100	%		76,900		100	%		201,553		100	%		206,428		100	%
Costs and Expenses:
Operating:
Personnel		21,940		32	%		19,943		26	%		65,176		32	%		59,690		29	%
Repairs and maintenance		9,945		14	%		7,418		10	%		29,952		15	%		19,222		9	%
Drydocking		6,068		9	%		1,768		2	%		18,984		9	%		4,037		2	%
Insurance and loss reserves		2,584		4	%		1,833		2	%		7,421		4	%		7,012		3	%
Fuel, lubes and supplies		6,574		10	%		5,047		7	%		15,063		8	%		13,504		7	%
Other		5,796		8	%		4,133		5	%		13,930		7	%		12,916		6	%
		52,907		77	%		40,142		52	%		150,526		75	%		116,381		56	%
Lease expense - operating		364		1	%		651		1	%		1,331		1	%		2,069		1	%
Administrative and general		11,019		16	%		12,300		16	%		33,825		17	%		37,636		18	%
Depreciation and amortization		12,928		19	%		13,462		18	%		38,749		19	%		40,799		20	%
		77,218		112	%		66,555		87	%		224,431		111	%		196,885		95	%
Gains (Losses) on Asset Dispositions and Impairments, Net		1,821		3	%		(512	)	(1	)%		1,857		1	%		3,352		2	%
Operating (Loss) Income		(6,481	)	(9	)%		9,833		13	%		(21,021	)	(10	)%		12,895		6	%
Other Expense, Net		(11,390	)	(17	)%		(10,629	)	(14	)%		(32,025	)	(16	)%		(28,699	)	(14	)%
Loss Before Income Tax (Benefit) Expense and Equity in Earnings of 50% or Less Owned Companies		(17,871	)	(26	)%		(796	)	(1	)%		(53,046	)	(26	)%		(15,804	)	(8	)%
Income Tax (Benefit) Expense		(513	)	(1	)%		2,360		3	%		(270	)	(0	)%		2,421		1	%
Loss Before Equity in Earnings of 50% or Less Owned Companies		(17,358	)	(25	)%		(3,156	)	(4	)%		(52,776	)	(26	)%		(18,225	)	(9	)%
Equity in Earnings of 50% or Less Owned Companies		1,012		1	%		2,273		3	%		878		0	%		3,182		2	%
Net Loss	$	(16,346	)	(24	)%	$	(883	)	(1	)%	$	(51,898	)	(26	)%	$	(15,043	)	(7	)%

Direct Vessel Profit. Direct vessel profit (defined as operating revenues less operating expenses excluding leased-in equipment, “DVP”) is the Company’s measure of segment profitability. DVP is a critical financial measure used by the Company to analyze and compare the operating performance of its regions, without regard to financing decisions (depreciation and interest expense for owned vessels vs. lease expense for leased-in vessels). See “Note 11. Segment Information” in the unaudited consolidated financial statements included in Part I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on Form 10-Q.

25

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

	United States (primarily Gulf of Mexico)			Africa and Europe			Middle East and Asia			Latin America			Total
For the Three Months Ended September 30, 2024
Time Charter Statistics:
Average Rates Per Day	$	17,188		$	18,875		$	17,825		$	21,984		$	18,879
Fleet Utilization		42	%		77	%		72	%		63	%		67	%
Fleet Available Days		920			1,990			1,288			828			5,026
Operating Revenues:
Time charter	$	6,593		$	28,809		$	16,411		$	11,500		$	63,313
Bareboat charter		—			—			—			372			372
Other marine services		1,188			3,048			375			620			5,231
		7,781			31,857			16,786			12,492			68,916
Direct Costs and Expenses:
Operating:
Personnel		6,297			6,083			5,769			3,791			21,940
Repairs and maintenance		1,655			3,455			3,318			1,517			9,945
Drydocking		2,615			681			832			1,940			6,068
Insurance and loss reserves		799			599			927			259			2,584
Fuel, lubes and supplies		964			2,514			1,043			2,053			6,574
Other		225			3,975			1,131			465			5,796
		12,555			17,307			13,020			10,025			52,907
Direct Vessel (Loss) Profit	$	(4,774	)	$	14,550		$	3,766		$	2,467			16,009
Other Costs and Expenses:
Lease expense	$	140		$	75		$	73		$	76			364
Administrative and general														11,019
Depreciation and amortization		3,194			4,540			3,261			1,933			12,928
														24,311
Gains on asset dispositions and impairments, net														1,821
Operating loss													$	(6,481	)

26

	United States (primarily Gulf of Mexico)			Africa and Europe			Middle East and Asia			Latin America			Total
For the Nine Months Ended September 30, 2024
Time Charter Statistics:
Average Rates Per Day	$	21,793		$	17,629		$	17,265		$	24,230		$	19,021
Fleet Utilization		35	%		76	%		75	%		64	%		66	%
Fleet Available Days		2,768			5,735			3,949			2,574			15,026
Operating Revenues:
Time charter	$	21,247		$	76,411		$	50,961		$	39,606		$	188,225
Bareboat charter		—			—			—			1,100			1,100
Other marine services		2,694			4,245			1,344			3,945			12,228
		23,941			80,656			52,305			44,651			201,553
Direct Costs and Expenses:
Operating:
Personnel		18,362			16,233			18,662			11,919			65,176
Repairs and maintenance		4,938			9,825			9,473			5,716			29,952
Drydocking		7,153			3,939			3,022			4,870			18,984
Insurance and loss reserves		2,138			1,752			2,343			1,188			7,421
Fuel, lubes and supplies		2,497			4,971			3,344			4,251			15,063
Other		280			8,975			3,120			1,555			13,930
		35,368			45,695			39,964			29,499			150,526
Direct Vessel (Loss) Profit	$	(11,427	)	$	34,961		$	12,341		$	15,152			51,027
Other Costs and Expenses:
Lease expense	$	419		$	425		$	229		$	258			1,331
Administrative and general														33,825
Depreciation and amortization		9,138			13,020			10,004			6,587			38,749
														73,905
Gains on asset dispositions and impairments, net														1,857
Operating loss													$	(21,021	)
As of September 30, 2024
Property and Equipment:
Historical cost	$	198,688		$	332,880		$	250,456		$	139,421		$	921,445
Accumulated depreciation		(103,139	)		(119,953	)		(97,997	)		(41,515	)		(362,604	)
	$	95,549		$	212,927		$	152,459		$	97,906		$	558,841
Total Assets (1)	$	119,579		$	260,352		$	175,236		$	118,301		$	673,468

(1)

Total Assets by region does not include corporate assets of $36.0 million as of September 30, 2024.

27

	United States (primarily Gulf of Mexico)			Africa and Europe			Middle East and Asia			Latin America			Total
For the Three Months Ended September 30, 2023
Time Charter Statistics:
Average Rates Per Day	$	23,663		$	15,388		$	16,313		$	20,656		$	18,046
Fleet Utilization		57	%		84	%		67	%		87	%		73	%
Fleet Available Days		1,196			1,748			1,472			766			5,182
Operating Revenues:
Time charter	$	16,236		$	22,528		$	16,087		$	13,817		$	68,668
Bareboat charter		—			—			—			368			368
Other marine services		5,478			1,943			267			176			7,864
		21,714			24,471			16,354			14,361			76,900
Direct Costs and Expenses:
Operating:
Personnel		6,712			5,089			5,157			2,985			19,943
Repairs and maintenance		1,560			2,214			2,623			1,021			7,418
Drydocking		462			320			1,056			(70	)		1,768
Insurance and loss reserves		332			573			711			217			1,833
Fuel, lubes and supplies		958			2,573			743			773			5,047
Other		375			2,448			943			367			4,133
		10,399			13,217			11,233			5,293			40,142
Direct Vessel Profit	$	11,315		$	11,254		$	5,121		$	9,068		$	36,758
Other Costs and Expenses:
Lease expense	$	116		$	372		$	59		$	104			651
Administrative and general														12,300
Depreciation and amortization		3,810			3,821			3,721			2,110			13,462
														26,413
Losses on asset dispositions and impairments, net														(512	)
Operating income													$	9,833

28

	United States (primarily Gulf of Mexico)			Africa and Europe			Middle East and Asia			Latin America			Total
For the Nine Months Ended September 30, 2023
Time Charter Statistics:
Average Rates Per Day	$	20,317		$	14,417		$	14,240		$	18,393		$	15,852
Fleet Utilization		43	%		88	%		78	%		90	%		76	%
Fleet Available Days		3,291			5,187			4,368			2,503			15,349
Operating Revenues:
Time charter	$	28,921		$	65,938		$	48,678		$	41,350		$	184,887
Bareboat charter		—			—			—			1,092			1,092
Other marine services		12,332			2,393			3,806			1,918			20,449
		41,253			68,331			52,484			44,360			206,428
Direct Costs and Expenses:
Operating:
Personnel		19,204			14,427			15,264			10,795			59,690
Repairs and maintenance		4,327			6,817			4,519			3,559			19,222
Drydocking		2,011			1,648			(723	)		1,101			4,037
Insurance and loss reserves		2,455			1,311			2,616			630			7,012
Fuel, lubes and supplies		2,665			6,207			2,310			2,322			13,504
Other		952			7,805			2,828			1,331			12,916
		31,614			38,215			26,814			19,738			116,381
Direct Vessel Profit	$	9,639		$	30,116		$	25,670		$	24,622			90,047
Other Costs and Expenses:
Lease expense	$	395		$	1,209		$	202		$	263			2,069
Administrative and general														37,636
Depreciation and amortization		11,206			11,599			11,117			6,877			40,799
														80,504
Gains on asset dispositions and impairments, net														3,352
Operating income													$	12,895
As of September 30, 2023
Property and Equipment:
Historical cost	$	215,592		$	272,312		$	285,721		$	162,895		$	936,520
Accumulated depreciation		(96,597	)		(89,338	)		(98,481	)		(34,133	)		(318,549	)
	$	118,995		$	182,974		$	187,240		$	128,762		$	617,971
Total Assets (1)	$	155,613		$	212,048		$	210,401		$	147,479		$	725,541

(1)

Total Assets by region does not include corporate assets of $54.8 million as of September 30, 2023.

29

For additional information, the following tables summarize the worldwide operating results and property and equipment for each of the Company’s vessel classes for the periods indicated (in thousands, except statistics):

	AHTS (1)			FSV (2)			PSV (3)			Liftboats			Other activity			Total
For the Three Months Ended September 30, 2024
Time Charter Statistics:
Average Rates Per Day	$	10,316		$	13,102		$	21,819		$	36,423		$	—		$	18,879
Fleet Utilization		46	%		82	%		58	%		58	%		—	%		67	%
Fleet Available Days		334			2,024			1,932			736			—			5,026
Operating Revenues:
Time charter	$	1,576		$	21,606		$	24,488		$	15,643		$	—		$	63,313
Bareboat charter		—			—			372			—			—			372
Other marine services		13			1,012			2,855			1,142			209			5,231
		1,589			22,618			27,715			16,785			209			68,916
Direct Costs and Expenses:
Operating:
Personnel		981			5,637			9,360			5,926			36			21,940
Repairs and maintenance		239			4,378			3,798			1,531			(1	)		9,945
Drydocking		436			448			2,629			2,555			—			6,068
Insurance and loss reserves		66			532			636			1,334			16			2,584
Fuel, lubes and supplies		90			1,962			3,594			928			—			6,574
Other		263			2,238			2,821			473			1			5,796
		2,075			15,195			22,838			12,747			52			52,907
Other Costs and Expenses:
Lease expense	$	4		$	—		$	(3	)	$	—		$	363			364
Administrative and general																	11,019
Depreciation and amortization		175			4,744			4,117			3,866			26			12,928
																	24,311
Gains on asset dispositions and impairments, net																	1,821
Operating loss																$	(6,481	)

(1)

Anchor handling towing supply vessel (“AHTS”).

(2)

Fast support vessel (“FSV”).

(3)

Platform support vessel (“PSV”).

30

	AHTS			FSV			PSV			Liftboats			Other activity			Total
For the Nine Months Ended September 30, 2024
Time Charter Statistics:
Average Rates Per Day	$	8,864		$	12,669		$	20,696		$	44,055		$	—		$	19,021
Fleet Utilization		57	%		78	%		59	%		55	%		—	%		66	%
Fleet Available Days		1,062			6,028			5,744			2,192			—			15,026
Operating Revenues:
Time charter	$	5,366		$	59,385		$	70,268		$	53,206		$	—		$	188,225
Bareboat charter		—			—			1,100			—			—			1,100
Other marine services		232			1,654			5,537			3,580			1,225			12,228
		5,598			61,039			76,905			56,786			1,225			201,553
Direct Costs and Expenses:
Operating:
Personnel		3,090			17,115			27,189			18,908			(1,126	)		65,176
Repairs and maintenance		924			12,043			11,342			5,620			23			29,952
Drydocking		784			2,774			8,631			6,795			—			18,984
Insurance and loss reserves		206			1,355			2,068			4,098			(306	)		7,421
Fuel, lubes and supplies		775			4,006			7,058			3,224			—			15,063
Other		780			5,737			6,066			1,335			12			13,930
		6,559			43,030			62,354			39,980			(1,397	)		150,526
Other Costs and Expenses:
Lease expense	$	339		$	—		$	—		$	—		$	992			1,331
Administrative and general																	33,825
Depreciation and amortization		525			14,234			12,318			11,597			75			38,749
																	73,905
Gains on asset dispositions and impairments, net																	1,857
Operating loss																$	(21,021	)
As of September 30, 2024
Property and Equipment:
Historical cost	$	12,669		$	341,459		$	303,799		$	244,564		$	18,954		$	921,445
Accumulated depreciation		(5,660	)		(156,467	)		(65,467	)		(116,326	)		(18,684	)		(362,604	)
	$	7,009		$	184,992		$	238,332		$	128,238		$	270		$	558,841

	AHTS			FSV			PSV			Liftboats			Other activity			Total
For the Three Months Ended September 30, 2023
Time Charter Statistics:
Average Rates Per Day	$	9,947		$	11,441		$	19,528		$	39,419		$	—		$	18,046
Fleet Utilization		50	%		79	%		78	%		59	%		—	%		73	%
Fleet Available Days		368			2,116			1,870			828			—			5,182
Operating Revenues:
Time charter	$	1,831		$	19,135		$	28,580		$	19,122		$	—		$	68,668
Bareboat charter		—			—			368			—			—			368
Other marine services		930			652			696			4,710			876			7,864
		2,761			19,787			29,644			23,832			876			76,900
Direct Costs and Expenses:
Operating:
Personnel		1,019			5,144			8,793			4,983			4			19,943
Repairs and maintenance		484			2,787			2,504			1,643			—			7,418
Drydocking		747			870			232			(81	)		—			1,768
Insurance and loss reserves		88			185			682			1,148			(270	)		1,833
Fuel, lubes and supplies		428			1,501			2,352			766			—			5,047
Other		378			1,552			1,761			445			(3	)		4,133
		3,144			12,039			16,324			8,904			(269	)		40,142
Other Costs and Expenses:
Lease expense	$	331		$	—		$	—		$	—		$	320			651
Administrative and general																	12,300
Depreciation and amortization		249			5,002			4,073			4,099			39			13,462
																	26,413
Losses on asset dispositions and impairments, net																	(512	)
Operating income																$	9,833

31

	AHTS			FSV			PSV			Liftboats			Other activity			Total
For the Nine Months Ended September 30, 2023
Time Charter Statistics:
Average Rates Per Day	$	9,278		$	11,110		$	17,415		$	36,595		$	—		$	15,852
Fleet Utilization		72	%		87	%		76	%		49	%		—	%		76	%
Fleet Available Days		1,123			6,279			5,490			2,457			—			15,349
Operating Revenues:
Time charter	$	7,508		$	60,870		$	72,838		$	43,671		$	—		$	184,887
Bareboat charter		—			—			1,092			—			—			1,092
Other marine services		930			913			2,483			13,135			2,988			20,449
		8,438			61,783			76,413			56,806			2,988			206,428
Direct Costs and Expenses:
Operating:
Personnel		3,083			15,088			26,380			15,116			23			59,690
Repairs and maintenance		886			5,788			8,977			3,614			(43	)		19,222
Drydocking		1,298			2,340			853			(373	)		(81	)		4,037
Insurance and loss reserves		234			856			1,522			4,473			(73	)		7,012
Fuel, lubes and supplies		1,096			3,991			6,807			1,604			6			13,504
Other		1,155			4,891			5,843			1,011			16			12,916
		7,752			32,954			50,382			25,445			(152	)		116,381
Other Costs and Expenses:
Lease expense	$	994		$	—		$	—		$	—		$	1,075			2,069
Administrative and general																	37,636
Depreciation and amortization		845			14,900			12,407			12,528			119			40,799
																	80,504
Gains on asset dispositions and impairments, net																	3,352
Operating income																$	12,895
As of September 30, 2023
Property and Equipment:
Historical cost	$	12,669		$	358,621		$	301,523		$	244,529		$	19,178		$	936,520
Accumulated depreciation		(4,959	)		(144,869	)		(49,088	)		(101,014	)		(18,619	)		(318,549	)
	$	7,710		$	213,752		$	252,435		$	143,515		$	559		$	617,971

Fleet Counts. The Company’s fleet count as of September 30, 2024 and December 31, 2023 was as follows:

	Owned		Leased-in		Managed		Total
September 30, 2024
AHTS		2		1		—		3
FSV		22		—		1		23
PSV		21		—		—		21
Liftboats		8		—		—		8
		53		1		1		55
December 31, 2023
AHTS		3		1		—		4
FSV		22		—		3		25
PSV		21		—		—		21
Liftboats		8		—		—		8
		54		1		3		58

32

Operating Income (Loss)

United States, primarily Gulf of Mexico. For the three and nine months ended September 30, 2024 and 2023 the Company’s time charter statistics and direct vessel (loss) profit in the U.S. were as follows (in thousands, except statistics):

	For the Three Months Ended September 30,									For the Nine Months Ended September 30,
	2024					2023				2024					2023
Time Charter Statistics:
Rates Per Day Worked:
AHTS	$	—				$	—			$	—				$	—
FSV		10,440					9,741				10,213					9,564
PSV		13,722					14,515				14,025					14,427
Liftboats		25,420					37,537				35,024					32,969
Overall		17,188					23,663				21,793					20,317
Utilization:
AHTS				—	%			—	%				—	%			—	%
FSV				51	%			50	%				38	%			57	%
PSV				48	%			90	%				46	%			59	%
Liftboats				33	%			47	%				30	%			32	%
Overall				42	%			57	%				35	%			43	%
Available Days:
AHTS		—					—				—					31
FSV		276					276				822					819
PSV		184					276				548					645
Liftboats		460					644				1,398					1,796
Overall		920					1,196				2,768					3,291
Operating revenues:
Time charter	$	6,593		85	%	$	16,236	75	%	$	21,247		89	%	$	28,921	70	%
Other marine services		1,188		15	%		5,478	25	%		2,694		11	%		12,332	30	%
		7,781		100	%		21,714	100	%		23,941		100	%		41,253	100	%
Direct operating expenses:
Personnel		6,297		81	%		6,712	31	%		18,362		77	%		19,204	47	%
Repairs and maintenance		1,655		21	%		1,560	7	%		4,938		21	%		4,327	11	%
Drydocking		2,615		34	%		462	2	%		7,153		30	%		2,011	5	%
Insurance and loss reserves		799		10	%		332	2	%		2,138		9	%		2,455	6	%
Fuel, lubes and supplies		964		12	%		958	4	%		2,497		10	%		2,665	6	%
Other		225		3	%		375	2	%		280		1	%		952	2	%
		12,555		161	%		10,399	48	%		35,368		148	%		31,614	77	%
Direct Vessel (Loss) Profit	$	(4,774	)	(61	)%	$	11,315	52	%	$	(11,427	)	(48	)%	$	9,639	23	%

Current Year Quarter compared with Prior Year Quarter

Operating Revenues. Charter revenues were $9.6 million lower in the Current Year Quarter compared with the Prior Year Quarter. Charter revenues were $7.7 million lower due to reduced utilization and day rates of the vessels included in the results of this region in both comparative periods (as applicable to each region, the “Regional Core Fleet”), $1.6 million lower due to the repositioning of vessels between geographic regions and $0.3 million lower due to net asset dispositions. Other marine services were $4.3 million lower primarily due to business interruption insurance revenues recorded in the Prior Year Quarter and lower mobilization revenues and management fees in the Current Year Quarter. As of September 30, 2024, the Company had two of ten owned vessels (one liftboat and one FSV) cold-stacked in this region compared with two of 13 vessels (one liftboat and one FSV) as of September 30, 2023. In addition, the Company had no vessels classified as held for sale in this region as of September 30, 2024 compared with one vessel classified as held for sale as of September 30, 2023.

33

Direct Operating Expenses. Direct operating expenses were $2.2 million higher in the Current Year Quarter compared with the Prior Year Quarter. Direct operating expenses were $4.2 million higher for the Regional Core Fleet primarily due to the timing of drydocking and repairs expenditures, $1.4 million lower due to the repositioning of vessels between geographic regions and $0.6 million lower due to net asset dispositions.

Current Year Nine Months compared with Prior Year Nine Months

Operating Revenues. Charter revenues were $7.7 million lower in the Current Year Nine Months compared with the Prior Year Nine Months. Charter revenues were $5.0 million lower due to reduced utilization for the Regional Core Fleet, $2.0 million lower due to the repositioning of vessels between geographic regions and $0.7 million lower due to net asset dispositions. Other marine services were $9.6 million lower primarily due to business interruption insurance revenues recorded in the Prior Year Nine Months and lower mobilization revenues and management fees in the Current Year Nine Months.

Direct Operating Expenses. Direct operating expenses were $3.8 million higher in the Current Year Nine Months compared with the Prior Year Nine Months. Direct operating expenses were $9.0 million higher for the Regional Core Fleet primarily due to the timing of drydocking and repairs expenditures, $2.7 million lower due to the repositioning of vessels between geographic regions and $2.5 million lower due to net asset dispositions.

Africa and Europe. For the three and nine months ended September 30, 2024 and 2023 the Company’s time charter statistics and direct vessel profit in Africa and Europe were as follows (in thousands, except statistics):

	For the Three Months Ended September 30,								For the Nine Months Ended September 30,
	2024				2023				2024				2023
Time Charter Statistics:
Rates Per Day Worked:
AHTS	$	10,370			$	10,195			$	10,137			$	10,190
FSV		15,963				12,524				14,975				12,746
PSV		24,401				22,303				23,924				19,533
Overall		18,875				15,388				17,629				14,417
Utilization:
AHTS			36	%			67	%			46	%			80	%
FSV			84	%			88	%			86	%			93	%
PSV			80	%			86	%			72	%			84	%
Overall			77	%			84	%			76	%			88	%
Available Days:
AHTS		242				276				788				819
FSV		1,012				920				2,901				2,730
PSV		736				552				2,046				1,638
Overall		1,990				1,748				5,735				5,187
Operating revenues:
Time charter	$	28,809	90	%	$	22,528	92	%	$	76,411	95	%	$	65,938	96	%
Other marine services		3,048	10	%		1,943	8	%		4,245	5	%		2,393	4	%
		31,857	100	%		24,471	100	%		80,656	100	%		68,331	100	%
Direct operating expenses:
Personnel		6,083	19	%		5,089	21	%		16,233	20	%		14,427	21	%
Repairs and maintenance		3,455	11	%		2,214	9	%		9,825	12	%		6,817	11	%
Drydocking		681	2	%		320	1	%		3,939	5	%		1,648	2	%
Insurance and loss reserves		599	2	%		573	2	%		1,752	2	%		1,311	2	%
Fuel, lubes and supplies		2,514	8	%		2,573	11	%		4,971	6	%		6,207	9	%
Other		3,975	12	%		2,448	10	%		8,975	12	%		7,805	11	%
		17,307	54	%		13,217	54	%		45,695	57	%		38,215	56	%
Direct Vessel Profit	$	14,550	46	%	$	11,254	46	%	$	34,961	43	%	$	30,116	44	%

34

Current Year Quarter compared with Prior Year Quarter

Operating Revenues. Charter revenues were $6.3 million higher in the Current Year Quarter compared with the Prior Year Quarter. Charter revenues were $4.5 million higher due to the repositioning of vessels between geographic regions and $1.8 million higher for the Regional Core Fleet primarily due to higher day rates. Other marine services were $1.1 million higher primarily due to higher mobilization revenues. As of September 30, 2024, the Company had no vessels cold-stacked in this region compared with one vessel classified as held for sale in this region as of September 30, 2023.

Direct Operating Expenses. Direct operating expenses were $4.1 million higher in the Current Year Quarter compared with the Prior Year Quarter primarily due to the repositioning of vessels between geographic regions.

Current Year Nine Months compared with Prior Year Nine Months

Operating Revenues. Charter revenues were $10.5 million higher in the Current Year Nine Months compared with the Prior Year Nine Months. Charter revenues were $8.2 million higher due to the repositioning of vessels between geographic regions and $2.3 million higher for the Regional Core Fleet due to increased day rates. Other marine services were $1.9 million higher primarily due to higher mobilization revenues.

Direct Operating Expenses. Direct operating expenses were $7.5 million higher in the Current Year Nine Months compared with the Prior Year Nine Months primarily due to the repositioning of vessels between geographic regions.

35

Middle East and Asia. For the three and nine months ended September 30, 2024 and 2023 the Company’s time charter statistics and direct vessel profit in the Middle East and Asia were as follows (in thousands, except statistics):

	For the Three Months Ended September 30,								For the Nine Months Ended September 30,
	2024				2023				2024				2023
Time Charter Statistics:
Rates Per Day Worked:
AHTS	$	10,242			$	—			$	6,971			$	5,429
FSV		8,359				9,077				8,230				8,904
PSV		17,964				13,073				16,367				10,147
Liftboats		45,900				42,500				45,900				42,499
Overall		17,825				16,313				17,265				14,240
Utilization:
AHTS			70	%			—	%			89	%				57	%
FSV			90	%			74	%			79	%				91	%
PSV			38	%			56	%			57	%				54	%
Liftboats			100	%			100	%			100	%				97	%
Overall			72	%			67	%			75	%				78	%
Available Days:
AHTS		92				92				274				273
FSV		552				736				1,757				2,184
PSV		460				460				1,370				1,365
Liftboats		184				184				548				546
Overall		1,288				1,472				3,949				4,368
Operating revenues:
Time charter	$	16,411	98	%	$	16,087	98	%	$	50,961	97	%	$	48,678		93	%
Other marine services		375	2	%		267	2	%		1,344	3	%		3,806		7	%
		16,786	100	%		16,354	100	%		52,305	100	%		52,484		100	%
Direct operating expenses:
Personnel		5,769	34	%		5,157	32	%		18,662	36	%		15,264		29	%
Repairs and maintenance		3,318	20	%		2,623	16	%		9,473	18	%		4,519		9	%
Drydocking		832	5	%		1,056	6	%		3,022	6	%		(723	)	(1	)%
Insurance and loss reserves		927	6	%		711	4	%		2,343	4	%		2,616		5	%
Fuel, lubes and supplies		1,043	6	%		743	5	%		3,344	6	%		2,310		4	%
Other		1,131	7	%		943	6	%		3,120	6	%		2,828		5	%
		13,020	78	%		11,233	69	%		39,964	76	%		26,814		51	%
Direct Vessel Profit	$	3,766	22	%	$	5,121	31	%	$	12,341	24	%	$	25,670		49	%

Current Year Quarter compared with Prior Year Quarter

Operating Revenues. Charter revenues were $0.3 million higher in the Current Year Quarter compared with the Prior Year Quarter. Charter revenues were $2.0 million higher for the Regional Core Fleet as a result of increased liftboat and PSV day rates and utilization, $0.9 million lower due to net asset dispositions and $0.8 million lower due to the repositioning of vessels between geographic regions. As of September 30, 2024 and 2023, the Company had no vessels cold-stacked in this region.

Direct Operating Expenses. Direct operating expenses were $1.8 million higher in the Current Year Quarter compared with the Prior Year Quarter. Direct operating expenses were $2.7 million higher for the Regional Core Fleet primarily due to the timing of drydocking and repair expenditures and insurance reimbursements related to expenses in prior periods, $0.5 million lower due to the repositioning of vessels between geographic regions and $0.4 million lower due to net asset dispositions.

36

Current Year Nine Months compared with Prior Year Nine Months

Operating Revenues. Charter revenues were $2.3 million higher in the Current Year Nine Months compared with the Prior Year Nine Months. Charter revenues were $6.7 million higher for the Regional Core Fleet as a result of increased liftboat and PSV day rates and utilization, $2.6 million lower due to net asset dispositions and $1.8 million lower due to the repositioning of vessels between geographic regions. Other marine services were $2.5 million lower primarily due to business interruption insurance revenues recorded in the Prior Year Nine Months.

Direct Operating Expenses. Direct operating expenses were $13.2 million higher in the Current Year Nine Months compared with the Prior Year Nine Months. Direct operating expenses were $14.6 million higher for the Regional Core Fleet primarily due to the timing of drydocking and repair expenditures and insurance reimbursements related to expenses in prior periods, $1.1 million lower due to net asset dispositions and $0.3 million lower due to the repositioning of vessels between geographic regions.

Latin America (Brazil, Mexico, Central and South America). For the three and nine months ended September 30, 2024 and 2023 the Company’s time charter statistics and direct vessel profit in Latin America were as follows (in thousands, except statistics):

	For the Three Months Ended September 30,									For the Nine Months Ended September 30,
	2024				2023					2024				2023
Time Charter Statistics:
Rates Per Day Worked:
FSV	$	14,950			$	14,950				$	14,950			$	13,124
PSV		21,379				22,822					20,977				19,556
Liftboats		35,825				—					55,379				24,450
Overall		21,984				20,656					24,230				18,393
Utilization:
FSV			86	%				100	%			92	%			87	%
PSV			50	%				83	%			50	%			92	%
Liftboats			100	%				—	%			99	%			75	%
Overall			63	%				87	%			64	%			90	%
Available Days:
FSV		184				184					548				546
PSV		552				582					1,780				1,842
Liftboats		92				—					246				115
Overall		828				766					2,574				2,503
Operating revenues:
Time charter	$	11,500	92	%	$	13,817		96	%	$	39,606	89	%	$	41,350	93	%
Bareboat charter		372	3	%		368		3	%		1,100	2	%		1,092	2	%
Other marine services		620	5	%		176		1	%		3,945	9	%		1,918	4	%
		12,492	100	%		14,361		100	%		44,651	100	%		44,360	100	%
Direct operating expenses:
Personnel		3,791	30	%		2,985		21	%		11,919	27	%		10,795	24	%
Repairs and maintenance		1,517	12	%		1,021		7	%		5,716	13	%		3,559	8	%
Drydocking		1,940	16	%		(70	)	(0	)%		4,870	11	%		1,101	3	%
Insurance and loss reserves		259	2	%		217		2	%		1,188	3	%		630	1	%
Fuel, lubes and supplies		2,053	16	%		773		5	%		4,251	9	%		2,322	5	%
Other		465	4	%		367		2	%		1,555	3	%		1,331	3	%
		10,025	80	%		5,293		37	%		29,499	66	%		19,738	44	%
Direct Vessel Profit	$	2,467	20	%	$	9,068		63	%	$	15,152	34	%	$	24,622	56	%

37

Current Year Quarter compared with Prior Year Quarter

Operating Revenues. Charter revenues were $2.3 million lower in the Current Year Quarter compared with the Prior Year Quarter. Charter revenues were $3.1 million lower for the Regional Core Fleet primarily due to reduced fleet utilization and $0.8 million higher due to the repositioning of vessels between geographic regions. As of September 30, 2024 and 2023, the Company had no vessels cold-stacked in this region.

Direct Operating Expenses. Direct operating expenses were $4.7 million higher in the Current Year Quarter compared with the Prior Year Quarter. Direct operating expenses were $3.7 million higher for the Regional Core Fleet primarily due to the timing of certain drydocking and repair expenditures and $1.0 million higher due to the repositioning of vessels between geographic regions.

Current Year Nine Months compared with Prior Year Nine Months

Operating Revenues. Charter revenues were $1.7 million lower in the Current Year Nine Months compared with the Prior Year Nine Months. Charter revenues were $1.1 million lower due to the repositioning of vessels between geographic regions and $0.6 million lower for the Regional Core Fleet due to reduced fleet utilization. Other marine services were $2.0 million higher primarily due to higher catering revenues.

Direct Operating Expenses. Direct operating expenses were $9.8 million higher in the Current Year Nine Months compared with the Prior Year Nine Months. Direct operating expenses were $6.9 million higher for the Regional Core Fleet primarily due to the timing of certain drydocking and repair expenditures and $2.9 million higher due to the repositioning of vessels between geographic regions.

Other Operating Expenses

Lease Expense. Leased-in equipment expense for the Current Year Quarter and Current Year Nine Months was $0.3 million lower and $0.7 million lower compared to the Prior Year Quarter and Prior Year Nine Months due to having one leased-in vessel in 2024 compared to two in 2023.

Administrative and general. Administrative and general expenses for the Current Year Quarter and Current Year Nine Months were $1.3 million lower and $3.8 million lower compared to the Prior Year Quarter and Prior Year Nine Months primarily due to decreases in allowance for credit losses.

Depreciation and amortization. Depreciation and amortization expense for the Current Year Quarter and Current Year Nine Months were $0.5 million lower and $2.1 million lower compared to the Prior Year Quarter and Prior Year Nine Months primarily due to net fleet changes.

Gains (Losses) on Asset Dispositions and Impairments, Net. During the Current Year Quarter, the Company sold one AHTS, previously classified as held for sale, and other equipment for net cash proceeds of $2.3 million, after transaction costs, and a gain of $1.8 million. During the Prior Year Quarter there were no vessel sales and the Company recognized impairment charges of $0.3 million for one AHTS to adjust for indicative future cash flows.

During the Current Year Nine Months, the Company sold one AHTS, previously classified as held for sale, and other equipment for net cash proceeds of $2.4 million, after transaction costs, and a gain of $1.9 million. During the Prior Year Nine Months, the Company sold three liftboats, one specialty vessel, previously removed from service, and other equipment, previously classified as held for sale, as well as other equipment not previously classified as such, for net cash proceeds of $8.0 million, after transaction costs, and a gain of $2.7 million. In addition, during the Prior Year Nine Months, the Company recognized impairment charges of $0.3 million for one AHTS to adjust for indicative future cash flows.

38

Other Income (Expense), Net

For the three and nine months ended September 30, 2024 and 2023, the Company’s other income (expense) was as follows (in thousands):

	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
Other Income (Expense):
Interest income	$	358		$	340		$	1,396		$	1,222
Interest expense		(10,127	)		(9,536	)		(30,626	)		(27,060	)
Loss on debt extinguishment		—			(2,004	)		—			(2,004	)
Derivative gains (losses), net		67			—			(372	)		—
Foreign currency (losses) gains, net		(1,717	)		571			(2,357	)		(857	)
Other, net		29			—			(66	)		—
	$	(11,390	)	$	(10,629	)	$	(32,025	)	$	(28,699	)

Interest income. Interest income for the Current Year Quarter and Current Year Nine Months compared with the Prior Year Quarter and Prior Year Nine Months was nearly flat.

Interest expense. Interest expense was higher in the Current Year Quarter and Current Year Nine Months compared with the Prior Year Quarter and Prior Year Nine Months primarily due to a higher interest rate on the 2023 SMFH Credit Facility (which bears interest at a fixed rate of 11.75% per annum), which was entered into on September 8, 2023, as compared with the 2018 SMFH Credit Facility.

Derivative gains (losses), net. Net derivative gains (losses) for the Current Year Quarter and Current Year Nine Months compared with the Prior Year Quarter and Prior Year Nine Months increased due to the Company entering into an open forward currency exchange contract in the fourth quarter of 2023.

Foreign currency (losses) gains, net. Net foreign currency losses for the Current Year Quarter and Current Year Nine Months compared with net foreign currency gains in the Prior Year Quarter and net foreign currency losses in the Prior Year Nine Months were higher primarily due to the strengthening of the pound sterling in relation to the U.S. dollar.

Income Tax Expense

During the nine months ended September 30, 2024, the Company’s effective income tax rate of (0.5)% was primarily due to foreign taxes paid that are not creditable against U.S. income taxes and foreign losses for which there is no benefit for U.S. income tax purposes.

Equity in Earnings of 50% or Less Owned Companies

Equity in earnings of 50% or less owned companies for the Current Year Quarter compared with the Prior Year Quarter were $1.3 million lower and earnings for the Current Year Nine Months compared with the Prior Year Nine Months were $2.3 million lower due to the following changes in equity earnings (losses) (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024			2023
SEACOR Marine Arabia	$	914	$	2,063	$	2,206		$	2,878
Other		98		210		(1,328	)		304
	$	1,012	$	2,273	$	878		$	3,182

39

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, cash flows from operations and sales under the Company’s ATM Program, which has approximately $24.9 million of remaining sales capacity as of September 30, 2024. 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 September 30, 2024 and September 30, 2023, the Company held balances of cash, cash equivalents and restricted cash totaling $37.9 million and $58.6 million, respectively.

As of September 30, 2024, the Company had outstanding debt of $300.9 million, net of debt discount and issue costs. The Company’s contractual long-term debt maturities as of September 30, 2024, are as follows (in thousands):

	Actual
Remainder 2024	$	6,532
2025		28,605
2026		152,405
2027		27,165
2028		110,257
Years subsequent to 2028		6,227
	$	331,191

As of September 30, 2024, the Company had unfunded capital commitments of $12.5 million for miscellaneous vessel equipment, including $9.6 million in respect of hybrid battery power systems. Of the unfunded capital commitments, $6.9 million is payable during 2024 and $5.6 million is payable during 2025. In addition to the unfunded capital commitments above, the Company has indefinitely deferred an additional $9.2 million of capital commitments with respect to one FSV.

Summary of Cash Flows

The following is a summary of the Company’s cash flows for the nine months ended September 30, 2024 and 2023 (in thousands):

	Nine Months Ended September 30,
	2024			2023
Cash flows provided by or (used in):
Operating Activities	$	(18,790	)	$	10,430
Investing Activities		(1,867	)		16,078
Financing Activities		(25,610	)		(10,919	)
Effects of Exchange Rate Changes on Cash, Restricted Cash and Cash Equivalents		—			2
Net Change in Cash, Restricted Cash and Cash Equivalents	$	(46,267	)	$	15,591

40

Operating Activities

Cash flows used in operating activities increased by $29.2 million in the Current Year Nine Months compared with the Prior Year Nine Months primarily due to a decrease in utilization and changes in working capital. The components of cash flows provided by and/or used in operating activities during the Current Year Nine Months and Prior Year Nine Months were as follows (in thousands):

	Nine Months Ended September 30,
	2024			2023
DVP:
United States, primarily Gulf of Mexico	$	(11,427	)	$	9,639
Africa and Europe		34,961			30,116
Middle East and Asia		12,341			25,670
Latin America		15,152			24,622
Operating, leased-in equipment		(1,658	)		(1,805	)
Administrative and general (excluding provisions for bad debts and amortization of share awards)		(28,845	)		(29,893	)
Other, net (excluding non-cash losses)		(66	)		—
Dividends received from 50% or less owned companies		2,916			2,075
		23,374			60,424
Changes in operating assets and liabilities before interest and income taxes		(21,749	)		(29,017	)
Cash settlements on derivative transactions, net		164			577
Interest paid, excluding capitalized interest (1)		(21,925	)		(21,046	)
Interest received		1,396			1,222
Income taxes paid, net		(50	)		(1,730	)
Total cash flows (used in) provided by operating activities	$	(18,790	)	$	10,430

(1)

During the Current Year Nine Months and the Prior Year Nine Months, the Company paid no capitalized interest.

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

Investing Activities

During the Current Year Nine Months, net cash used in investing activities was $1.9 million, primarily as a result of the following:

•

capital expenditures were $4.3 million; and

•

the Company sold one AHTS and other equipment for net cash proceeds of $2.4 million, after transaction costs, and a gain of $1.9 million.

During the Prior Year Nine Months, net cash provided by investing activities was $16.1 million, primarily as a result of the following:

•

capital expenditures were $7.0 million;

•

the Company sold three liftboats, one specialty vessel, previously removed from service, and other equipment, previously classified as held for sale, as well as other equipment not previously classified as such for net cash proceeds of $8.0 million, after transaction costs, and a gain of $2.7 million; and

•

the Company received $15.0 million of principal payments under the MexMar Third A&R Facility Agreement.

41

Financing Activities

During the Current Year Nine Months, net cash used in financing activities was $25.6 million, primarily as a result of the following:

•

the Company made scheduled payments on long-term debt and other obligations of $21.8 million;

•

the Company received $0.1 million proceeds from the exercise of stock options; and

•

the Company made payments on tax withholdings for restricted stock vesting of $3.9 million.

During the Prior Year Nine Months, net cash used in financing activities was $10.9 million primarily as a result of the following:

•

the Company made scheduled payments on long-term debt and other obligations of $23.0 million;

•

the Company made payments on debt extinguishment of $131.6 million;

•

the Company made payments on debt extinguishment costs of $1.8 million;

•

the Company received proceeds from the issuance of long-term debt of $148.4 million;

•

the Company made payments on finance leases of $0.5 million; and

•

the Company made payments on tax withholdings for restricted stock vesting and director share awards of $2.4 million.

Short and Long-Term Liquidity Requirements

The Company believes that a combination of cash balances on hand, cash generated from operating activities and access to the credit and capital markets, including the $24.9 million in remaining capacity under the ATM Program, will provide sufficient liquidity to meet its obligations, including to support its capital expenditures program, working capital needs, debt service requirements and covenant compliance over the short to long term. The Company continually evaluates possible acquisitions and dispositions of certain businesses and assets. The Company’s sources of liquidity may be impacted by the general condition of the markets in which it operates and the broader economy as a whole, which may limit its access to or the availability of the credit and capital markets on acceptable terms. Management continuously monitors the Company’s liquidity and compliance with covenants in its credit facilities.

Debt Securities and Credit Agreements

For a discussion of the Company’s debt securities and credit agreements, see “Note 4. Long-Term Debt” in the unaudited consolidated financial statements included in Part I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on Form 10-Q and in “Note 6. Long-Term Debt” in the Company’s audited consolidated financial statements included in its 2023 Annual Report. There have been no material changes to the Company’s long-term debt during the Current Year Quarter.

Future Cash Requirements

For a discussion of the Company’s future cash requirements, refer to “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources” in the Company’s 2023 Annual Report. There has been no material change in the Company’s future cash requirements since our fiscal year ended December 31, 2023, except as described in “Results of Operations - Liquidity and Capital Resources” in this Quarterly Report on Form 10-Q.

42

Contingencies

For a discussion of the Company’s contingencies, see “Note 9. Commitments and Contingencies” in the unaudited consolidated financial statements included in Part I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on Form 10-Q.

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

For a discussion of the Company’s exposure to market risk, refer to “Quantitative and Qualitative Disclosures About Market Risk” included in the Company’s 2023 Annual Report. There has been no material change in the Company’s exposure to market risk during the nine months ended September 30, 2024.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

With the participation of the Company’s principal executive officer and principal financial officer, management evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), as of September 30, 2024. 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 September 30, 2024 to provide reasonable assurance that information required to be disclosed by the Company in reports filed or submitted under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the United States Securities and Exchange Commission’s (“SEC”) rules and forms and (ii) accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

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

Changes in Internal Control Over Financial Reporting

There have been no changes in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the Current Year Quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

44

PART II—OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

For a description of developments with respect to pending legal proceedings described in the Company’s 2023 Annual Report, see “Note 9. Commitments and Contingencies” in the unaudited consolidated financial statements included in Part I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on Form 10-Q.

ITEM 1A. RISK FACTORS

For a discussion of the Company’s risk factors, refer to “Risk Factors” included in the Company’s 2023 Annual Report. There have been no material changes in the Company’s risk factors during the Current Year Quarter.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

(a), (b) None.

(c) This table provides information with respect to purchases by the Company of shares of its Common Stock during the Current Year Quarter:

	Total Number of Shares Purchased		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
July 1, 2024 to July 31, 2024		—	$	—		—		—
August 1, 2024 to August 31, 2024		—	$	—		—		—
September 1, 2024 to September 30, 2024		—	$	—		—		—

ITEM 3. DEFAULT UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

During the third quarter of 2024, none of our directors or Section 16 officers adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (as each term is defined in Item 408(a) of Regulation S-K).

45

ITEM 6. EXHIBITS

31.1	Certification by the Principal Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended.
31.2	Certification by the Principal Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended.
32	Certification by the Principal Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS**	Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH**	Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents.
104	The cover page for the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, has been formatted in Inline XBRL.

** Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933 or Section 18 of the Securities Exchange Act of 1934 and otherwise are not subject to liability.

46

SIGNATURES

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

			SEACOR Marine Holdings Inc.
Date:	October 30, 2024	By:	/s/ John Gellert
			John Gellert, President, Chief Executive Officer (Principal Executive Officer)
Date:	October 30, 2024	By:	/s/ Jesús Llorca
			Jesús Llorca, Executive Vice President and Chief Financial Officer (Principal Financial Officer)
Date:	October 30, 2024	By:	/s/ Gregory S. Rossmiller
			Gregory S. Rossmiller, Senior Vice President and Chief Accounting Officer (Principal Accounting Officer)

47