Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  November 9, 2017

SEACOR Marine Holdings Inc.
(Exact Name of Registrant as Specified in Its Charter)


Delaware
001-37966
47-2564547
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)


7910 Main Street, 2nd Floor, Houma LA
70360
(Address of Principal Executive Offices)
(Zip Code)


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


Not Applicable
(Former Name or Former Address, if Changed Since Last Report) 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction  A.2. below):
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act  (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. x






Item 2.02 Results of Operations and Financial Condition
The information set forth in (and incorporated by reference into) this Item 2.02 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise subject to the liabilities of that Section. The information in this Item 2.02 shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
On November 9, 2017, SEACOR Marine Holdings Inc. (the "Company") issued a press release setting forth its earnings for the third quarter and nine months ended September 30, 2017 (the "Earnings Release").
A copy of the Earnings Release is attached hereto as Exhibit 99.1 and hereby incorporated by reference.
Item 9.01
 
Financial Statements and Exhibits

(d) Exhibits
 
 
Exhibit No.
Description
99.1





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 hereunto duly authorized.
 
 
 
 
 
 
 
SEACOR Marine Holdings Inc.
  
 
 
 
 
November 9, 2017
 
By:
 
/s/ Matthew Cenac
 
 
 
 
 
 
 
 
 
Name: Matthew Cenac
 
 
 
 
Title: Executive Vice President and Chief Financial Officer



Exhibit

https://cdn.kscope.io/ec1271a8273101c2c423bdd8e11bd2bf-ckhimagea01a06.jpgPRESS RELEASE
            

SEACOR MARINE ANNOUNCES RESULTS FOR ITS
THIRD QUARTER AND NINE MONTHS ENDED SEPTEMBER 30, 2017

Houma, Louisiana
November 9, 2017

FOR IMMEDIATE RELEASE - SEACOR Marine Holdings Inc. (NYSE:SMHI) (the “Company”), a leading provider of global marine and support transportation services to offshore oil and gas exploration, development and production facilities worldwide, today announced results for its third quarter and nine months ended September 30, 2017.
For the third quarter and nine months ended September 30, 2017, net loss attributable to SEACOR Marine Holdings Inc. was $20.5 million ($1.25 per diluted share) and $61.9 million ($3.51 per diluted share), respectively.
For the third quarter and nine months ended September 30, 2016, net loss attributable to SEACOR Marine Holdings Inc. was $27.9 million ($1.58 per diluted share) and $70.5 million ($3.99 per diluted share), respectively. Net loss attributable to SEACOR Marine Holdings Inc. for the preceding quarter ended June 30, 2017 was $34.0 million ($1.93 per diluted share).
Results for the third quarter ended September 30, 2017 included the following:
Improved direct vessel profit (“DVP”) generated by operating regions of $9.4 million compared with $1.5 million in the preceding quarter primarily due to higher operating revenues.
A reduction in administrative and general expenses to $10.3 million compared with $21.7 million in the preceding quarter primarily due to $10.1 million of one-time costs incurred in the preceding quarter associated with the Company’s spin-off from SEACOR Holdings Inc. (the Company’s former parent company, “SEACOR Holdings”) on June 1, 2017.
Impairment charges of $9.9 million primarily associated with fully writing down two in-service specialty vessels to scrap value.
An impairment charge of $8.3 million, net of tax, related to the Company’s investment in a jack-up drilling rig owned by Dynamic Offshore Drilling.
John Gellert, the Company’s Chief Executive Officer, commented:
“Results for the quarter improved and we remain optimistic for our future prospects. Higher oil and gas prices are generating positive cash flow for our customers and should build a foundation for an eventual recovery in offshore activity.
Our fleet is focused on passenger transport via high speed, aluminum hull fast support vessels and on platform and well maintenance services utilizing liftboats. On a fleet-wide basis, we are currently transporting over 30,000 passengers per month in offshore markets worldwide. Our customers’ focus on cost control continues to drive demand for our vessels as a cost effective alternative to helicopters.
Our liftboat results reflect an improved summer season in the U.S. Gulf of Mexico and include the commencement of long-term charters for two liftboats, one in Mexico and one in the Middle East. The long-term charters should buffer our results as we enter the winter months in the U.S. Gulf of Mexico, a period of seasonally lower activity, especially for liftboats.
The quarter included costs to mobilize and re-activate vessels to position our fleet to capture opportunities. Consistent with our financial discipline, we fully expense these costs as incurred instead of amortizing them.

1


We continue to actively manage our assets by pruning our fleet of vessels which we do not believe will be competitive in our markets. Optimizing the size and mix of our fleet, operating expenses and shore side support infrastructure within a highly variable market is a balance we continue to manage.
The market for offshore vessel services remains challenging. Because of the diversity and versatility of our fleet, our active fleet management, our financial discipline and our strong liquidity position, we believe that we are well positioned.”
A comparison of results for the third quarter ended September 30, 2017 with the preceding quarter ended June 30, 2017 is included below.
Operating Revenues. Time charter revenues were $6.5 million higher compared with the preceding quarter. On a total fleet basis, time charter revenues increased by $2.8 million from improved utilization, $2.7 million from net fleet additions, $0.9 million due to the repositioning of vessels between geographic regions, and $0.5 million due to favorable changes in currency exchange rates. Time charter revenues decreased by $0.4 million due to a reduction in average rates per day worked. Other marine services revenues were $1.0 million lower compared with the preceding quarter.
During the six months ended September 30, 2017 (the period over which the comparisons in this release are presented), the Company acquired seven fast support vessels (including Sea-Cat Crewzers’ four high speed catamarans resulting from the Company’s acquisition in the preceding quarter of its partners’ 50% interests), acquired one supply vessel and sold one supply vessel. In addition, the Company reactivated nine vessels from cold-stacked status, cold-stacked six previously active vessels and removed from service two previously cold-stacked vessels.
On a total fleet basis, excluding wind farm utility vessels but including cold-stacked vessels (those that are not currently available for active service), utilization of the fleet increased from 43% to 49%, and average rates per day worked increased by 2% from $8,431 to $8,565. Days available for charter were 2% higher primarily due to net fleet additions and more operating days during the quarter. This release includes a table presenting time charter statistics by vessel class.
Direct Vessel Profit (“DVP”) by Region. DVP generated by the Company’s operating regions was $9.4 million compared with $1.5 million in the preceding quarter, an improvement of $7.9 million. In addition to improved operating revenues of $5.5 million, operating expenses (excluding leased-in equipment) were $2.4 million lower compared with the preceding quarter. As compared with the preceding quarter, third quarter results included higher personnel costs of $0.6 million associated with net fleet additions, higher repairs, maintenance and drydocking costs of $1.3 million associated with the net reactivation of cold-stacked vessels and lower insurance and loss reserve costs of $0.7 million. In addition, the preceding quarter results included the replacement of main engines in two fast support vessels for $4.0 million. Results by region were as follows:
United States, primarily Gulf of Mexico. Direct vessel loss was $2.1 million compared with $1.1 million in the preceding quarter, a $1.0 million decline. On a total fleet basis, including cold-stacked vessels, utilization of the fleet increased from 13% to 16%, and average rates per day worked decreased by 25% from $9,619 to $7,212. Days available for charter decreased by 5% primarily due to the repositioning of vessels between geographic regions. Operating expenses (excluding leased-in equipment) were $0.6 million higher compared with the preceding quarter primarily due to higher personnel costs of $0.4 million associated with fleet additions, higher repairs, maintenance and drydocking costs of $1.1 million associated with the net reactivation of cold-stacked vessels and $0.3 million associated with the active fleet, lower insurance and loss reserve costs of $0.6 million and lower running costs of $0.7 million associated with the repositioning vessels between geographic regions. As of September 30, 2017, the Company had 31 of 42 owned and leased-in vessels cold-stacked in the U.S. (nine anchor handling towing supply vessels, 12 fast support vessels, nine liftboats and one specialty vessel) compared with 32 of 42 vessels as of June 30, 2017. As of September 30, 2017, the Company had one anchor handling towing supply vessel, one fast support vessel and one supply vessel retired and removed from service in this region.
Africa, primarily West Africa. DVP was $2.6 million compared with a direct vessel loss of $1.3 million in the preceding quarter, a $3.9 million improvement. Time charter revenues were $1.9 million higher primarily due to fleet additions of $1.6 million. On a total fleet basis, including cold-stacked vessels, utilization of the fleet increased from 67% to 71%, and average rates per day worked increased by 3% from $10,348 to $10,611. Days available for charter increased by 14% primarily due to fleet additions. Operating expenses (excluding leased-in equipment) were $2.5 million lower compared with the preceding quarter primarily due to the replacement of main engines in one fast support vessel during the preceding quarter for $2.0 million. As of September 30, 2017, the Company had one of 14 owned and leased-in vessels cold-stacked in Africa (one specialty vessel) compared with one of 14 vessels as of June 30, 2017. As of September 30, 2017, the Company had one fast support vessel retired and removed from service in this region.

2


Middle East and Asia. Direct vessel loss was $0.5 million compared with $3.3 million in the preceding quarter, a $2.8 million improvement. Time charter revenues were $2.1 million higher primarily due to increased utilization of $1.6 million. On a total fleet basis, including cold-stacked vessels, utilization of the fleet increased from 55% to 61%, and average rates per day worked increased by 8% from $6,580 to $7,138. Days available for charter increased by 6% primarily due to fleet additions and the repositioning of vessels between geographic regions. Operating expenses (excluding leased-in equipment) were $1.2 million lower compared with the preceding quarter primarily due to the replacement of main engines in one fast support vessel during the preceding quarter for $2.0 million. As of September 30, 2017, the Company had one of 25 owned and leased-in vessels cold-stacked in the Middle East and Asia (one windfarm utility vessel) compared with three of 23 vessels as of June 30, 2017.
Brazil, Mexico, Central and South America. DVP was $2.2 million compared with $1.0 million in the preceding quarter, a $1.2 million improvement. Time charter revenues were $1.4 million higher due to the repositioning of vessels between geographic regions. On a total fleet basis, including cold-stacked vessels, utilization of the fleet increased from 0% to 49%, and average rates per day worked increased from $0 to $16,060. Days available for charter increased by 75% primarily due to the repositioning of vessels between geographic regions. Operating expenses (excluding leased-in equipment) were $0.3 million higher compared with the preceding quarter due to the repositioning of vessels between geographic regions. As of September 30, 2017, the Company had one of four owned and leased-in vessels cold-stacked in Brazil, Mexico, Central and South America (one fast support vessel) compared with one of four vessels as of June 30, 2017. As of September 30, 2017, the Company had one supply vessel retired and removed from service in this region.
Europe, primarily North Sea. DVP was $7.2 million compared with $6.2 million in the preceding quarter, a $1.0 million improvement. Time charter revenues were $1.3 million higher primarily as a result of improved utilization of $0.7 million and favorable changes in currency exchange rates of $0.5 million. For the standby safety fleet, utilization increased from 80% to 84%, and average rates per day worked increased from $8,457 to $8,650. For the windfarm utility vessels, utilization decreased from 95% to 94%, and average rates per day worked increased from $2,124 to $2,221.
Administrative and general. Administrative and general expenses were $11.4 million lower compared with the preceding quarter primarily due to one-time costs associated with the Company’s spin-off from SEACOR Holdings on June 1, 2017. During the preceding quarter, the Company incurred additional expenses of $6.7 million on the accelerated vesting of share awards previously granted to Company personnel by SEACOR Holdings and an additional expense of $3.4 million resulting from non-deductible spin-off related expenses reimbursed to SEACOR Holdings.
Asset Dispositions and Impairments. During the third quarter, the Company recognized impairment charges of $9.9 million associated with one fast support vessel removed from service and two specialty vessels. In addition, the Company sold two offshore support vessels previously retired and removed from service and other equipment for net proceeds of $0.2 million and gains of $0.2 million.
During the preceding quarter, the Company recognized impairment charges of $5.7 million primarily associated with one leased-in supply vessel removed from service as it is not expected to be marketed prior to the expiration of its lease. In addition, the Company sold one supply vessel, two offshore support vessels previously retired and removed from service and other equipment for net proceeds of $1.3 million and losses of $0.6 million.
Derivative gains (losses). Net derivative gains during the third quarter were due to a $13.0 million reduction in the fair value of the Company’s conversion option liability on its 3.75% Convertible Senior Notes. The reduction in the conversion option liability was primarily the result of declines in the Company’s share price and estimated credit spread.
Income tax benefit. The Company’s effective income tax rate was 27.9% in the third quarter and 26.6% in the preceding quarter primarily due to losses of foreign subsidiaries not benefited and non-deductible expenses associated with the Company’s participation in SEACOR Holdings’ share award plans. In addition, the preceding quarter included non-deductible spin-off related expenses reimbursed to SEACOR Holdings.
Equity in earnings (losses) of 50% or less owned companies. Equity losses were $7.3 million compared with equity earnings of $1.6 million in the preceding quarter primarily due to an impairment charge of $8.3 million, net of tax, related to the Company’s investment in Dynamic Offshore Drilling. The Company recognized an other than temporary decline in the fair value of its equity investment upon Dynamic Offshore’s unsuccessful bid on a charter renewal for its jack-up drilling rig with a customer during the third quarter. Its existing charter terminates in February 2018.

3


Capital Commitments. As of September 30, 2017, the Company had unfunded capital commitments of $68.9 million that included four fast support vessels, three supply vessels and two wind farm utility vessels. The Company’s capital commitments by year of expected payment are as follows (in thousands):
Remainder of 2017
5,195

2018
40,932

2019
21,106

2020
1,645

 
$
68,878

Liquidity and Debt. As of September 30, 2017, the Company’s balances of cash, cash equivalents, restricted cash, and construction reserve funds totaled $177.4 million and its total outstanding debt was $316.7 million (net of $34.4 million in discount and issue costs).

* * * * *
SEACOR Marine provides global marine and support transportation services to offshore oil and gas exploration, development and production facilities worldwide. SEACOR Marine currently operates a diverse fleet of offshore support and specialty vessels that deliver cargo and personnel to offshore installations; handle anchors and mooring equipment required to tether rigs to the seabed; tow rigs and assist in placing them on location and moving them between regions; provides construction, well workover and decommissioning support; and carry and launch equipment used underwater in drilling and well installation, maintenance and repair. Additionally, SEACOR Marine’s vessels provide accommodations for technicians and specialists, safety support and emergency response services.

4


Certain statements discussed in this release as well as in other reports, materials and oral statements that the Company releases from time to time to the public constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Generally, words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “believe,” “plan,” “target,” “forecast” and similar expressions are intended to identify forward-looking statements. Such forward-looking statements concern management’s expectations, strategic objectives, business prospects, anticipated economic performance and financial condition and other similar matters. These statements are not guarantees of future performance and actual events or results may differ significantly from these statements. Actual events or results are subject to significant known and unknown risks, uncertainties and other important factors, including decreased demand and loss of revenues as a result of a decline in the price of oil and resulting decrease in capital spending by oil and gas companies, an oversupply of newly built offshore support vessels, additional safety and certification requirements for drilling activities in the U.S. Gulf of Mexico and delayed approval of applications for such activities, the possibility of U.S. government implemented moratoriums directing operators to cease certain drilling activities in the U.S. Gulf of Mexico and any extension of such moratoriums, weakening demand for the Company’s services as a result of unplanned customer suspensions, cancellations, rate reductions or non-renewals of vessel charters or failures to finalize commitments to charter vessels in response to a decline in the price of oil, increased government legislation and regulation of the Company’s businesses could increase cost of operations, increased competition if the Jones Act and related regulations are repealed, liability, legal fees and costs in connection with the provision of emergency response services, such as the response to the oil spill as a result of the sinking of the Deepwater Horizon in April 2010, decreased demand for the Company’s services as a result of declines in the global economy, declines in valuations in the global financial markets and a lack of liquidity in the credit sectors, including, interest rate fluctuations, availability of credit, inflation rates, change in laws, trade barriers, commodity prices and currency exchange fluctuations, the cyclical nature of the oil and gas industry, activity in foreign countries and changes in foreign political, military and economic conditions, including as a result of the recent vote in the U.K. to leave the European Union, changes in foreign and domestic oil and gas exploration and production activity, safety record requirements, compliance with U.S. and foreign government laws and regulations, including environmental laws and regulations and economic sanctions, the dependence on several key customers, consolidation of the Company’s customer base, the ongoing need to replace aging vessels, industry fleet capacity, restrictions imposed by the Jones Act and related regulations on the amount of foreign ownership of the Company’s Common Stock, operational risks, effects of adverse weather conditions and seasonality, adequacy of insurance coverage, the ability to remediate the material weaknesses the Company has identified in its internal controls over financial reporting, the attraction and retention of qualified personnel by the Company, and various other matters and factors, many of which are beyond the Company’s control as well as those discussed in “Risk Factors” included in the Information Statement filed as Exhibit 99.1 to Amendment No. 3 to the Company’s Registration Statement on Form 10 and other reports filed by the Company with the SEC. It should be understood that it is not possible to predict or identify all such factors. Consequently, the preceding should not be considered to be a complete discussion of all potential risks or uncertainties. 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, except as required by law. It is advisable, however, to consult any further disclosures the Company makes on related subjects in its filings with the Securities and Exchange Commission, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K (if any). These statements constitute the Company’s cautionary statements under the Private Securities Litigation Reform Act of 1995.

Please visit SEACOR Marine’s website at www.seacormarine.com for additional information.
For all other requests, contact Erica Bartsch at (212) 446-1875 or ebartsch@seacormarine.com.

5


SEACOR MARINE HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF LOSS
(in thousands, except share data, unaudited)
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
September 30,
 
2017
 
2016
 
2017
 
2016
Operating Revenues
$
47,813

 
$
54,125

 
$
124,440

 
$
171,275

Costs and Expenses:
 
 
 
 
 
 
 
Operating
41,258

 
41,159

 
119,119

 
134,254

Administrative and general
10,318

 
10,588

 
43,849

 
34,915

Depreciation and amortization
15,622

 
14,213

 
42,758

 
44,305

 
67,198

 
65,960

 
205,726

 
213,474

Losses on Asset Dispositions and Impairments, Net
(9,744
)
 
(29,233
)
 
(11,243
)
 
(49,970
)
Operating Loss
(29,129
)
 
(41,068
)
 
(92,529
)
 
(92,169
)
Other Income (Expense):
 
 
 
 
 
 
 
Interest income
354

 
973

 
1,479

 
3,371

Interest expense
(4,295
)
 
(2,512
)
 
(12,023
)
 
(7,455
)
SEACOR Holdings management fees

 
(1,925
)
 
(3,208
)
 
(5,775
)
SEACOR Holdings guarantee fees
(21
)
 
(80
)
 
(172
)
 
(237
)
Marketable security gains (losses), net
(698
)
 
1,619

 
10,931

 
(4,458
)
Derivative gains, net
13,022

 
16

 
12,720

 
3,077

Foreign currency losses, net
(106
)
 
(1,084
)
 
(1,389
)
 
(3,463
)
Other, net

 
1

 
(1
)
 
266

 
8,256

 
(2,992
)
 
8,337

 
(14,674
)
Loss Before Income Tax Benefit and Equity in Earnings (Losses) of 50% or Less Owned Companies
(20,873
)
 
(44,060
)
 
(84,192
)
 
(106,843
)
Income Tax Benefit
(5,823
)
 
(15,263
)
 
(23,045
)
 
(35,831
)
Loss Before Equity in Earnings (Losses) of 50% or Less Owned Companies
(15,050
)
 
(28,797
)
 
(61,147
)
 
(71,012
)
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax
(7,306
)
 
790

 
(5,297
)
 
(364
)
Net Loss
(22,356
)
 
(28,007
)

(66,444
)

(71,376
)
Net Loss attributable to Noncontrolling Interests in Subsidiaries
(1,881
)
 
(74
)
 
(4,582
)
 
(904
)
Net Loss attributable to SEACOR Marine Holdings Inc.
$
(20,475
)
 
$
(27,933
)
 
$
(61,862
)
 
$
(70,472
)
 
 
 
 
 
 
 
 
Basic Loss Per Common Share of SEACOR Marine Holdings Inc.
$
(1.17
)
 
$
(1.58
)
 
$
(3.51
)
 
$
(3.99
)
Diluted Loss Per Common Share of SEACOR Marine Holdings Inc.
$
(1.25
)
 
$
(1.58
)
 
$
(3.51
)
 
$
(3.99
)
 
 
 
 
 
 
 
 
Weighted Average Common Shares Outstanding:
 
 
 
 
 
 
 
Basic
17,550,663

 
17,671,356

 
17,617,420

 
17,671,356

Diluted
21,621,163

 
17,671,356

 
17,617,420

 
17,671,356


6


SEACOR MARINE HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF LOSS
(in thousands, except per share data, unaudited)
 
Three Months Ended
 
Sep. 30, 2017
 
Jun. 30, 2017
 
Mar. 31, 2017
 
Dec. 31, 2016
 
Sep. 30, 2016
Operating Revenues:
 
 
 
 
 
 
 
 
 
Time charter
$
45,267

 
$
38,803

 
$
30,730

 
$
38,047

 
$
47,473

Bareboat charter
1,168

 
1,156

 
1,143

 
1,169

 
1,967

Other marine services
1,378

 
2,364

 
2,431

 
5,145

 
4,685

 
47,813

 
42,323

 
34,304

 
44,361

 
54,125

Costs and Expenses:
 
 
 
 
 
 
 
 
 
Operating, excluding leased-in equipment
38,422

 
40,792

 
29,788

 
28,459

 
36,628

Operating, leased-in equipment
2,836

 
3,690

 
3,591

 
4,212

 
4,531

Administrative and general
10,318

 
21,705

 
11,826

 
14,393

 
10,588

Depreciation and amortization
15,622

 
14,633

 
12,503

 
13,764

 
14,213

 
67,198

 
80,820

 
57,708

 
60,828

 
65,960

Gains (Losses) on Asset Dispositions and Impairments, Net
(9,744
)
 
(6,318
)
 
4,819

 
(66,252
)
 
(29,233
)
Operating Loss
(29,129
)
 
(44,815
)
 
(18,585
)
 
(82,719
)
 
(41,068
)
Other Income (Expense):
 
 
 
 
 
 
 
 
 
Interest income
354

 
275

 
850

 
1,087

 
973

Interest expense
(4,295
)
 
(4,546
)
 
(3,182
)
 
(2,553
)
 
(2,512
)
SEACOR Holdings management fees

 
(1,283
)
 
(1,925
)
 
(1,925
)
 
(1,925
)
SEACOR Holdings guarantee fees
(21
)
 
(75
)
 
(76
)
 
(78
)
 
(80
)
Marketable security gains (losses), net
(698
)
 
(109
)
 
11,738

 
4,413

 
1,619

Derivative gains (losses), net
13,022

 
(213
)
 
(89
)
 
(82
)
 
16

Foreign currency gains (losses), net
(106
)
 
(1,094
)
 
(189
)
 
151

 
(1,084
)
Other, net

 

 
(1
)
 
(1,756
)
 
1

 
8,256

 
(7,045
)
 
7,126

 
(743
)
 
(2,992
)
Loss Before Income Tax Benefit and Equity in Earnings (Losses) of 50% or Less Owned Companies
(20,873
)
 
(51,860
)
 
(11,459
)
 
(83,462
)
 
(44,060
)
Income Tax Benefit
(5,823
)
 
(13,800
)
 
(3,422
)
 
(27,638
)
 
(15,263
)
Loss Before Equity in Earnings (Losses) of 50% or Less Owned Companies
(15,050
)
 
(38,060
)
 
(8,037
)
 
(55,824
)
 
(28,797
)
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax
(7,306
)
 
1,571

 
438

 
(5,950
)
 
790

Net Loss
(22,356
)
 
(36,489
)
 
(7,599
)
 
(61,774
)
 
(28,007
)
Net Loss attributable to Noncontrolling Interests in Subsidiaries
(1,881
)
 
(2,497
)
 
(204
)
 
(199
)
 
(74
)
Net Loss attributable to SEACOR Marine Holdings Inc.
$
(20,475
)
 
$
(33,992
)
 
$
(7,395
)
 
$
(61,575
)
 
$
(27,933
)
 
 
 
 
 
 
 
 
 
 
Basic Loss Per Common Share of SEACOR Marine Holdings Inc.
$
(1.17
)
 
$
(1.93
)
 
$
(0.42
)
 
$
(3.48
)
 
$
(1.58
)
Diluted Loss Per Common Share of SEACOR Marine Holdings Inc.
$
(1.25
)
 
$
(1.93
)
 
$
(0.42
)
 
$
(3.48
)
 
$
(1.58
)
 
 
 
 
 
 
 
 
 
 
Weighted Average Common Shares of Outstanding:
 
 
 
 
 
 
 
 
 
Basic
17,551

 
17,632

 
17,671

 
17,671

 
17,671

Diluted
21,621

 
17,632

 
17,671

 
17,671

 
17,671

Common Shares Outstanding at Period End
17,671

 
17,671

 
17,671

 
17,671

 
17,671


7


SEACOR MARINE HOLDINGS INC.
TIME CHARTER STATISTICS
(unaudited)
 
Three Months Ended
 
Sep. 30, 2017
 
Jun. 30, 2017
 
Mar. 31, 2017
 
Dec. 31, 2016
 
Sep. 30, 2016
Rates Per Day Worked:
 
 
 
 
 
 
 
 
 
Anchor handling towing supply
$
9,766

 
$
10,774

 
$
13,341

 
$
13,686

 
$
16,469

Fast support
7,999

 
8,086

 
7,417

 
7,875

 
7,848

Supply
6,279

 
6,028

 
11,707

 
6,298

 
5,935

Standby safety
8,650

 
8,457

 
8,131

 
8,284

 
8,904

Specialty

 
12,000

 

 
37,024

 
30,593

Liftboats
11,899

 
10,315

 
9,782

 
13,486

 
16,822

Overall Average Rates Per Day Worked
(excluding wind farm utility)
8,565

 
8,431

 
8,272

 
9,093

 
10,089

Wind farm utility
2,220

 
2,124

 
2,005

 
2,104

 
2,260

Overall Average Rates Per Day Worked
6,006

 
5,649

 
5,726

 
6,308

 
6,834

 
 
 
 
 
 
 
 
 
 
Utilization:
 
 
 
 
 
 
 
 
 
Anchor handling towing supply
25
%
 
24
%
 
15
%
 
20
%
 
27
%
Fast support
49
%
 
43
%
 
44
%
 
47
%
 
62
%
Supply
65
%
 
48
%
 
20
%
 
19
%
 
31
%
Standby safety
84
%
 
80
%
 
80
%
 
81
%
 
78
%
Specialty
%
 
5
%
 
%
 
23
%
 
58
%
Liftboats
28
%
 
16
%
 
1
%
 
1
%
 
8
%
Overall Fleet Utilization (excluding wind farm utility)
49
%
 
43
%
 
38
%
 
39
%
 
47
%
Wind farm utility
89
%
 
90
%
 
65
%
 
71
%
 
86
%
Overall Fleet Utilization
60
%
 
56
%
 
46
%
 
47
%
 
58
%
 
 
 
 
 
 
 
 
 
 
Available Days:
 
 
 
 
 
 
 
 
 
Anchor handling towing supply
1,288

 
1,274

 
1,260

 
1,564

 
1,483

Fast support
3,885

 
3,684

 
3,212

 
3,312

 
2,389

Supply
507

 
580

 
630

 
953

 
1,109

Standby safety
1,840

 
1,820

 
1,800

 
1,840

 
1,989

Specialty
276

 
273

 
270

 
337

 
276

Liftboats
1,380

 
1,365

 
1,265

 
1,380

 
1,380

Overall Fleet Available Days
(excluding wind farm utility)
9,176

 
8,996

 
8,437

 
9,386

 
8,626

Wind farm utility
3,404

 
3,367

 
3,330

 
3,404

 
3,345

Overall Fleet Available Days
12,580

 
12,363

 
11,767

 
12,790

 
11,971


8


SEACOR MARINE HOLDINGS INC.
DIRECT VESSEL PROFIT (“DVP”) BY REGION
(in thousands, except for statistics, unaudited)
 
Three Months Ended
 
Sep. 30, 2017
 
Jun. 30, 2017
 
Mar. 31, 2017
 
Dec. 31, 2016
 
Sep. 30, 2016
United States, primarily Gulf of Mexico
 
 
 
 
 
 
 
 
 
Operating revenues:
 
 
 
 
 
 
 
 
 
Time charter
$
4,587

 
$
4,889

 
$
2,995

 
$
2,694

 
$
6,440

Other marine services
1,116

 
1,198

 
826

 
906

 
1,083

 
5,703

 
6,087

 
3,821

 
3,600

 
7,523

 
 
 
 
 
 
 
 
 
 
Personnel
4,455

 
4,183

 
3,130

 
3,310

 
4,865

Repairs and maintenance
1,289

 
937

 
737

 
551

 
768

Drydocking
1,109

 
310

 
573

 
19

 
(8
)
Insurance and loss reserves
598

 
1,205

 
805

 
484

 
1,200

Fuel, lubes and supplies
249

 
545

 
310

 
112

 
533

Other
123

 
51

 
72

 
(36
)
 
118

 
7,823

 
7,231

 
5,627

 
4,440

 
7,476

Direct Vessel Profit (Loss)
$
(2,120
)
 
$
(1,144
)
 
$
(1,806
)
 
$
(840
)
 
$
47

 
 
 
 
 
 
 
 
 
 
Leased-in equipment (included in operating costs and expenses)
$
1,870

 
$
2,205

 
$
2,211

 
$
2,215

 
$
2,040

Time Charter Statistics:
 
 
 
 
 
 
 
 
 
Overall average rates per day worked
$
7,212

 
$
9,619

 
$
10,133

 
$
9,316

 
$
13,810

Overall fleet utilization
16
%
 
13
%
 
7
%
 
7
%
 
14
%
Overall fleet available days
3,859

 
4,063

 
3,998

 
4,169

 
3,264

Out-of-service days for repairs, maintenance and drydockings
338

 
221

 
159

 
32

 
8

Out-of-service days for cold-stacked status
2,746

 
3,070

 
3,456

 
3,794

 
2,466

 
 
 
 
 
 
 
 
 
 
Africa, primarily West Africa
 
 
 
 
 
 
 
 
 
Operating revenues:
 
 
 
 
 
 
 
 
 
Time charter
$
9,700

 
$
7,786

 
$
5,847

 
$
8,072

 
$
8,593

Other marine services
(310
)
 
215

 
192

 
582

 
238

 
9,390

 
8,001

 
6,039

 
8,654

 
8,831

Direct operating expenses:
 
 
 
 
 
 
 
 
 
Personnel
3,588

 
3,428

 
2,608

 
3,024

 
3,195

Repairs and maintenance
1,324

 
3,234

 
544

 
694

 
441

Drydocking
311

 
683

 
1,057

 
(103
)
 
617

Insurance and loss reserves
157

 
357

 
182

 
144

 
147

Fuel, lubes and supplies
693

 
704

 
559

 
790

 
748

Other
704

 
871

 
646

 
221

 
890

 
6,777

 
9,277

 
5,596

 
4,770

 
6,038

Direct Vessel Profit (Loss)
$
2,613

 
$
(1,276
)
 
$
443

 
$
3,884

 
$
2,793

 
 
 
 
 
 
 
 
 
 
Leased-in equipment (included in operating costs and expenses)
$
966

 
$
969

 
$
970

 
$
972

 
$
974

Time Charter Statistics:
 
 
 
 
 
 
 
 
 
Overall average rates per day worked
$
10,611

 
$
10,348

 
$
9,388

 
$
10,511

 
$
9,858

Overall fleet utilization
71
%
 
67
%
 
61
%
 
53
%
 
62
%
Overall fleet available days
1,283

 
1,123

 
1,019

 
1,445

 
1,401

Out-of-service days for repairs, maintenance and drydockings
79

 
125

 
19

 
56

 
58

Out-of-service days for cold-stacked status
184

 
91

 
180

 
507

 
289


9


SEACOR MARINE HOLDINGS INC.
DIRECT VESSEL PROFIT (“DVP”) BY REGION (continued)
(in thousands, except for statistics, unaudited)
 
Three Months Ended
 
Sep. 30, 2017
 
Jun. 30, 2017
 
Mar. 31, 2017
 
Dec. 31, 2016
 
Sep. 30, 2016
Middle East and Asia
 
 
 
 
 
 
 
 
 
Operating revenues:
 
 
 
 

 
 
 
 
Time charter
$
9,490

 
$
7,415

 
$
5,823

 
$
10,187

 
$
12,763

Other marine services
(341
)
 
109

 
877

 
2,935

 
2,566

 
9,149

 
7,524

 
6,700

 
13,122

 
15,329

Direct operating expenses:
 
 
 
 
 
 
 
 
 
Personnel
4,731

 
4,147

 
3,123

 
4,367

 
4,778

Repairs and maintenance
2,309

 
3,947

 
576

 
1,539

 
1,394

Drydocking
(102
)
 
358

 
158

 
5

 
719

Insurance and loss reserves
363

 
353

 
346

 
118

 
199

Fuel, lubes and supplies
1,115

 
908

 
524

 
802

 
961

Other
1,192

 
1,061

 
1,465

 
851

 
790

 
9,608

 
10,774

 
6,192

 
7,682

 
8,841

Direct Vessel Profit (Loss)
$
(459
)
 
$
(3,250
)
 
$
508

 
$
5,440

 
$
6,488

 
 
 


 


 


 


Leased-in equipment (included in operating costs and expenses)
$

 
$
516

 
$
346

 
$
836

 
$
1,254

Time Charter Statistics:
 
 
 
 
 
 
 
 
 
Overall average rates per day worked
$
7,138

 
$
6,580

 
$
7,017

 
$
9,083

 
$
10,179

Overall fleet utilization
61
%
 
55
%
 
49
%
 
58
%
 
63
%
Overall fleet available days
2,194

 
2,067

 
1,710

 
1,932

 
1,988

Out-of-service days for repairs, maintenance and drydockings
95

 
122

 
50

 
3

 
24

Out-of-service days for cold-stacked status
184

 
304

 
320

 
186

 

 
 
 
 
 
 
 
 
 
 
Brazil, Mexico, Central and South America
 
 
 
 
 
 
 
 
 
Operating revenues:
 
 
 
 
 
 
 
 
 
Time charter
$
1,439

 
$

 
$

 
$

 
$

Bareboat charter
1,168

 
1,156

 
1,143

 
1,169

 
1,967

Other marine services
159

 
162

 
75

 
76

 
220

 
2,766

 
1,318

 
1,218

 
1,245

 
2,187

Direct operating expenses:
 
 
 
 
 
 
 
 
 
Personnel
326

 
148

 
13

 
24

 
198

Repairs and maintenance
110

 
116

 
4

 
5

 
20

Insurance and loss reserves
75

 
4

 
7

 
6

 

Fuel, lubes and supplies
33

 
27

 

 
(172
)
 

Other
69

 
3

 
1

 

 
(56
)
 
613

 
298

 
25

 
(137
)
 
162

Direct Vessel Profit
$
2,153

 
$
1,020

 
$
1,193

 
$
1,382

 
$
2,025

 
 
 
 
 
 
 
 
 
 
Leased-in equipment (included in operating costs and expenses)
$

 
$

 
$

 
$
(1
)
 
$
180

Time Charter Statistics:
 
 
 
 
 
 
 
 
 
Overall average rates per day worked
$
16,060

 
$

 
$

 
$

 
$

Overall fleet utilization
49
%
 
%
 
%
 
%
 
%
Overall fleet available days
184

 
105

 
90

 
184

 
170

Out-of-service days for cold-stacked status
92

 
91

 
90

 
184

 
170


10


SEACOR MARINE HOLDINGS INC.
DIRECT VESSEL PROFIT (“DVP”) BY REGION (continued)
(in thousands, except for statistics, unaudited)
 
Three Months Ended
 
Sep. 30, 2017
 
Jun. 30, 2017
 
Mar. 31, 2017
 
Dec. 31, 2016
 
Sep. 30, 2016
Europe, primarily North Sea
 
 
 
 
 
 
 
 
 
Operating revenues:
 
 
 
 
 
 
 
 
 
Time charter
$
20,051

 
$
18,713

 
$
16,065

 
$
17,094

 
$
19,677

Other marine services
754

 
680

 
461

 
646

 
578

 
20,805

 
19,393

 
16,526

 
17,740

 
20,255

Direct operating expenses:
 
 
 
 
 
 
 
 
 
Personnel
9,079

 
8,671

 
7,917

 
8,157

 
9,827

Repairs and maintenance
2,378

 
2,191

 
1,734

 
1,955

 
2,194

Drydocking
961

 
900

 
1,279

 
210

 
696

Insurance and loss reserves
203

 
207

 
219

 
240

 
163

Fuel, lubes and supplies
790

 
1,006

 
949

 
907

 
957

Other
190

 
237

 
250

 
235

 
274

 
13,601

 
13,212

 
12,348

 
11,704

 
14,111

Direct Vessel Profit
$
7,204

 
$
6,181

 
$
4,178

 
$
6,036

 
$
6,144

 
 
 
 
 
 
 
 
 
 
Leased-in equipment (included in operating costs and expenses)
$

 
$

 
$
64

 
$
190

 
$
83

Time Charter Statistics:
 
 
 
 
 
 
 
 
 
Average rates per day worked - Standby safety
$
8,650

 
$
8,457

 
$
8,131

 
$
8,284

 
$
8,904

Fleet utilization - Standby safety
84
%
 
80
%
 
80
%
 
81
%
 
78
%
Fleet available days - Standby safety
1,840

 
1,820

 
1,800

 
1,840

 
1,989

Average rates per day worked - Wind farm utility
$
2,221

 
$
2,124

 
$
2,005

 
$
1,991

 
$
2,083

Fleet utilization - Wind farm utility
94
%
 
95
%
 
69
%
 
73
%
 
89
%
Fleet available days - Wind farm utility
3,220

 
3,185

 
3,150

 
3,220

 
3,161

Out-of-service days for repairs, maintenance and drydockings
110

 
124

 
173

 
130

 
136


11


SEACOR MARINE HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (NON-GAAP PRESENTATION)
(in thousands, unaudited)
 
Three Months Ended
 
Sep. 30, 2017
 
Jun. 30, 2017
 
Mar. 31, 2017
 
Dec. 31, 2016
 
Sep. 30, 2016
Cash Flows from Operating Activities:
 
 
 
 
 
 
 
 
 
Regional DVP(1)
$
9,391

 
$
1,531

 
$
4,516

 
$
15,902

 
$
17,497

Operating, leased-in equipment (excluding amortization of deferred gains)
(4,845
)
 
(5,740
)
 
(5,641
)
 
(6,262
)
 
(6,580
)
Administrative and general (excluding provisions for bad debts and amortization of restricted stock)
(11,139
)
 
(22,596
)
 
(10,267
)
 
(10,113
)
 
(10,588
)
SEACOR Holdings management and guarantee fees
(21
)
 
(1,358
)
 
(2,001
)
 
(2,003
)
 
(2,005
)
Other, net (excluding non-cash losses)

 

 
(1
)
 
(272
)
 
1

Dividends received from 50% or less owned companies
800

 
1,642

 

 
406

 

 
(5,814
)
 
(26,521
)
 
(13,394
)
 
(2,342
)
 
(1,675
)
Changes in operating assets and liabilities before interest and income taxes
(14,428
)
 
18,635

 
24,903

 
(14,377
)
 
(8,383
)
Purchases of marketable securities

 

 

 
(14,321
)
 
(286
)
Proceeds from sale of marketable securities

 

 
51,877

 

 

Cash settlements on derivative transactions, net
(184
)
 
(166
)
 
(22
)
 
(285
)
 
(80
)
Interest paid, excluding capitalized interest
(1,119
)
 
(3,626
)
 

 
(2,280
)
 
1,238

Interest received
354

 
275

 
2,372

 
(291
)
 
1,832

Income taxes (paid) refunded, net
2,599

 
(157
)
 
(440
)
 
21,208

 
(204
)
Net cash provided by (used in) operating activities (GAAP Measure)
(18,592
)
 
(11,560
)
 
65,296

 
(12,688
)
 
(7,558
)
Cash Flows from Investing Activities:
 
 
 
 
 
 
 
 
 
Purchases of property and equipment, excluding capitalized interest
(22,796
)
 
(17,006
)
 
(9,484
)
 
(16,153
)
 
(35,202
)
Capitalized interest paid
(754
)
 
(1,654
)
 
(659
)
 
(1,925
)
 
(1,764
)
Cash settlements on derivative transactions, net
(45
)
 

 
(324
)
 
(342
)
 
(31
)
Proceeds from disposition of property and equipment
248

 
1,252

 
8,297

 
37,800

 
980

Construction reserve funds (deposits) withdrawals, net
22,344

 
15,678

 
(5,268
)
 
(16,310
)
 
6

Net investing activities in property and equipment
(1,003
)
 
(1,730
)
 
(7,438
)
 
3,070

 
(36,011
)
Net investing activities in 50% or less owned companies
(773
)
 
(1,733
)
 
4,956

 
(8,661
)
 
(2,008
)
Net investing activities in third party notes receivable

 

 

 
(380
)
 

Net decrease (increase) in restricted cash
205

 
(13
)
 
(349
)
 
(67
)
 
(1,120
)
Cash assumed on consolidation of 50% or less owned companies

 

 
1,943

 

 

Business acquisitions, net of cash acquired

 
(9,751
)
 

 

 

Net cash used in investing activities (GAAP Measure)
(1,571
)
 
(13,227
)
 
(888
)
 
(6,038
)
 
(39,139
)
Cash Flows from Financing Activities:
 
 
 
 
 
 
 
 
 
Payments on long-term debt
(4,599
)
 
(2,800
)
 
(1,173
)
 
(2,027
)
 
(487
)
Proceeds from issuance of debt, net of issue costs
3,622

 
(173
)
 
3,396

 
6,564

 
13,920

Distribution of SEACOR Marine restricted stock to Company personnel by SEACOR Holdings

 
(2,656
)
 

 

 

Purchase of subsidiary shares from noncontrolling interests

 
(3,693
)
 

 

 

Net cash provided by (used in) financing activities (GAAP Measure)
(977
)
 
(9,322
)
 
2,223

 
4,537

 
13,433

Effects of Exchange Rate Changes on Cash and Cash Equivalents
539

 
858

 
269

 
(979
)
 
(385
)
Net Increase (Decrease) in Cash and Cash Equivalents
(20,601
)
 
(33,251
)
 
66,900

 
(15,168
)
 
(33,649
)
Cash and Cash Equivalents, Beginning of Period
150,958

 
184,209

 
117,309

 
132,477

 
166,126

Cash and Cash Equivalents, End of Period
$
130,357

 
$
150,958

 
$
184,209

 
$
117,309

 
$
132,477

______________________
(1)
Direct vessel profit (defined as operating revenues less operating expenses excluding leased-in equipment and as presented in the preceding table, “DVP”) is our measure of segment profitability when applied to individual segments and a non-GAAP measure when applied on a consolidated basis for the combined fleet. We believe that DVP is a critical financial measure to analyze and compare the operating performance of our individual vessels, fleet categories and combined fleet, without regard to financing decisions (depreciation for owned vessels vs. leased-in expense for leased-in vessels). DVP is also useful when comparing our fleet’s performance against those of our competitors who may have differing fleet financing structures. DVP has material limitations as an analytical tool in that it does not reflect all of the costs associated with the operation of our fleet, and it should not be considered in isolation or used as a substitute for our results as reported under GAAP.

12


SEACOR MARINE HOLDINGS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, unaudited)
 
Sep. 30, 2017
 
Jun. 30, 2017
 
Mar. 31, 2017
 
Dec. 31, 2016
 
Sep. 30, 2016
ASSETS
 
 
 
 
 
 
 
 
 
Current Assets:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
130,357

 
$
150,958

 
$
184,209

 
$
117,309

 
$
132,477

Restricted cash
1,619

 
1,824

 
1,811

 
1,462

 
1,120

Marketable securities

 
688

 
785

 
40,139

 
22,894

Receivables:
 
 
 
 
 
 
 
 
 
Trade, net of allowance for doubtful accounts
54,124

 
43,475

 
48,044

 
44,830

 
62,326

Due from SEACOR Holdings

 

 

 
19,102

 

Other
8,942

 
11,957

 
11,701

 
21,316

 
18,864

Inventories
3,786

 
3,376

 
3,421

 
3,058

 
3,165

Prepaid expenses and other
3,364

 
3,719

 
3,068

 
3,349

 
2,460

Total current assets
202,192

 
215,997

 
253,039

 
250,565

 
243,306

Property and Equipment:
 
 
 
 
 
 
 
 
 
Historical cost
1,204,409

 
1,155,155

 
1,089,176

 
958,759

 
1,058,048

Accumulated depreciation
(558,919
)
 
(543,822
)
 
(534,522
)
 
(540,619
)
 
(552,018
)
 
645,490

 
611,333

 
554,654

 
418,140

 
506,030

Construction in progress
60,597

 
90,335

 
83,710

 
123,801

 
122,633

Net property and equipment
706,087

 
701,668

 
638,364

 
541,941

 
628,663

Investments, at Equity, and Advances to 50% or Less Owned Companies
89,984

 
100,719

 
114,767

 
138,311