Annual report pursuant to Section 13 and 15(d)

Note 12 - Stockholders' Equity

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Note 12 - Stockholders' Equity
12 Months Ended
Dec. 31, 2018
Notes to Financial Statements  
Stockholders' Equity Note Disclosure [Text Block]
12.
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 consolidated
15
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 resulting in a debt discount of
$9.5
million on the FGUSA Term Loan and
$0.5
million debt discount on the FGUSA Revolving Loan Facility, which will be amortized over the life of the FGUSA Credit Facility.  The debt discount on the FGUSA Revolving Loan Facility resulted in an adjustment of
$0.4
million to stockholder's equity. 
 
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.
 
On
April 26, 2018,
the Company closed the PIPE Private Placement resulting in aggregate gross proceeds of
$56.9
million. 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. 
 
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.
 
On
May 31, 2018
and
June 8, 2018,
there were
250,693
and
38,857
warrants exercised, respectively for a penny per share. There were
108
shares of Common Stock held in treasury in exchange for the payment of the penny per warrant on certain of the warrants converted.