Quarterly report pursuant to Section 13 or 15(d)

Note 9 - Stockholders' Equity

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Note 9 - Stockholders' Equity
9 Months Ended
Sep. 30, 2018
Notes to Financial Statements  
Stockholders' Equity Note Disclosure [Text Block]
9.
 
STOCKHOLDERS' EQUITY
 
On
January 1, 2018,
the Company adopted a new accounting standard issued by the FASB on
October 24, 2016,
which requires companies to account for the income tax effects of intercompany sales and transfers of assets other than inventory.  The impact of the adoption of the new standard resulted in a reduction of
$12.1
million to the Company’s opening retained earnings.
 
On
February 8, 2018,
the Company formed FGH, a joint venture between the Company and MOI.  In accordance with the terms of the Joint Venture Contribution and Formation Agreement, the Company and MOI contributed certain liftboat vessels and other related assets to the joint venture and assumed certain operating liabilities and indebtedness associated with the liftboat vessels and related assets.  The transaction consolidates the
fifteen
liftboat vessels operated by the Company and
six
liftboat vessels previously operated by MOI. FGUSA, a wholly-owned subsidiary of FGH, paid
$15.0
million of MOI's debtor-in-possession obligations and entered into a
$131.1
million credit agreement comprised of the FGUSA Term Loan and the FGUSA Revolving Loan Facility. The Company performed a fair market valuation of the debt reflecting a debt discount of
$10.0
million, which will be amortized over the life of the FGUSA Credit Facility.  
 
On
March 26, 2018,
the Company issued
103,213
shares of Common Stock to an accredited investor for a total of
$1.8
million in gross proceeds pursuant to a private placement in reliance on the exemption from registration set forth in Section
4
(a)(
2
) of the Securities Act.
 
As indicated in Note
8,
on
April 26, 2018,
the Company closed the PIPE Private Placement for aggregate gross procee
ds of
$56,855,000
wi
th certain qualified institutional buyers and other accredited investors. The PIPE Private Placement included the issuance of the PIPE Shares and the PIPE Warrants. The PIPE Shares and PIPE Warrants were issued in reliance upon the exemption from registration provided by Section
4
(a)(
2
) of the Securities Act.
 
As indicated in Notes
4
and
8,
on
May 2, 2018,
the Company and Carlyle entered into the Exchange pursuant to which Carlyle exchanged
$50.0
million in principal amount of the Convertible Senior Notes for the Carlyle Warrants. The Carlyle Warrants were issued in reliance upon the exemption from registration provided by Section
4
(a)(
2
) of the Securities Act.