UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
(Mark One)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
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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
(Exact Name of Registrant as Specified in Its Charter)
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(State or Other Jurisdiction of Incorporation or Organization) |
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(IRS Employer Identification No.) |
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(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s Telephone Number, Including Area Code: (
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
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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.
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).
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.
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Large accelerated filer |
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Accelerated filer |
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Smaller reporting company |
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Emerging growth company |
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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
The total number of shares of common stock, par value $.01 per share (“Common Stock”), outstanding as of April 30, 2021 was
SEACOR MARINE HOLDINGS INC.
Table of Contents
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Part I. |
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1 |
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Item 1. |
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1 |
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Condensed Consolidated Balance Sheets as of March 31, 2021 and December 31, 2020 |
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1 |
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2 |
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3 |
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4 |
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Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2021 and 2020 |
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Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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22 |
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Item 3. |
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38 |
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Item 4. |
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39 |
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Part II. |
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40 |
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Item 1. |
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40 |
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Item 1A. |
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40 |
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Item 2. |
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41 |
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Item 3. |
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41 |
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Item 4. |
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41 |
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Item 5. |
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41 |
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Item 6. |
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42 |
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i
PART I—FINANCIAL INFORMATION
ITEM 1.FINANCIAL STATEMENTS
SEACOR MARINE HOLDINGS INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
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March 31, 2021 |
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December 31, 2020 |
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ASSETS |
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Current Assets: |
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Cash and cash equivalents |
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$ |
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$ |
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Restricted cash |
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Receivables: |
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Trade, net of allowance for credit loss accounts of $ |
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Other |
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Receivable from SEACOR Holdings |
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Tax Receivable |
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Inventories |
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Prepaid expenses and other |
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Other current assets |
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— |
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Assets held for sale |
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— |
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Total current assets |
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Property and Equipment: |
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Historical cost |
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Accumulated depreciation |
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Construction in progress |
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Net property and equipment |
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Right-of-Use Asset - Operating Leases |
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Right-of-Use Asset - Finance Leases |
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Investments, at Equity, and Advances to 50% or Less Owned Companies |
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Other Assets |
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Total assets |
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$ |
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$ |
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LIABILITIES AND EQUITY |
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Current Liabilities: |
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Current portion of operating lease liabilities |
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$ |
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Current portion of financing lease liabilities |
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Current portion of long-term debt: |
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Recourse |
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Non-recourse |
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Accounts payable and accrued expenses |
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Accrued wages and benefits |
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Accrued interest |
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Deferred revenue and unearned revenue |
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Accrued capital, repair and maintenance expenditures |
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Accrued insurance deductibles and premiums |
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Accrued professional fees |
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Derivatives |
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Other current liabilities |
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Liabilities held for sale |
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— |
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Total current liabilities |
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Long-Term Operating Lease Liabilities |
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Long-Term Financing Lease Liabilities |
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Long-Term Debt: |
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Recourse |
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Non-recourse |
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Conversion Option Liability on Convertible Senior Notes |
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Deferred Income Taxes |
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Deferred Gains and Other Liabilities |
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Total liabilities |
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Equity: |
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SEACOR Marine Holdings Inc. stockholders’ equity: |
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Common stock, $ |
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Additional paid-in capital |
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Accumulated deficit |
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( |
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Shares held in treasury of |
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Accumulated other comprehensive gain, net of tax |
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Noncontrolling interests in subsidiaries |
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Total equity |
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Total liabilities and equity |
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$ |
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$ |
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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)
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Three Months Ended March 31, |
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2021 |
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2020 |
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Operating Revenues |
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$ |
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Costs and Expenses: |
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Operating |
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Administrative and general |
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Lease expense |
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Depreciation and amortization |
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Losses on Asset Dispositions and Impairments, Net |
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Operating Loss |
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Other Income (Expense): |
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Interest income |
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Interest expense |
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( |
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SEACOR Holdings guarantee fees |
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Derivative gains, net |
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Foreign currency gains (losses), net |
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( |
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( |
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Loss from Continuing Operations Before Income Tax Benefit and Equity in Earnings of 50% or Less Owned Companies |
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Income Tax Expense (Benefit) |
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Loss from Continuing Operations Before Equity in Earnings of 50% or Less Owned Companies |
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Equity in Earnings Gains of 50% or Less Owned Companies |
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Loss from Continuing Operations |
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Income (Loss) on Discontinued Operations, Net of Tax (see Note 12 and includes gain of $ |
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( |
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Net Income (Loss) |
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( |
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Net Income (Loss) Attributable to Noncontrolling Interests in Subsidiaries |
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— |
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( |
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Net Income (Loss) attributable to SEACOR Marine Holdings Inc. |
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$ |
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Basic and Diluted Earnings (Loss) Per Common Share and Warrants of SEACOR Marine Holdings Inc. |
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Continuing Operations |
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$ |
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$ |
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Discontinued Operations |
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$ |
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$ |
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$ |
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$ |
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Weighted Average Common Stock and Warrants Outstanding: |
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Basic and diluted shares |
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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)
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Three Months Ended |
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March 31, |
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2021 |
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2020 |
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Net Income (Loss) |
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$ |
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$ |
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Other Comprehensive Income (Loss): |
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Foreign currency translation gains (losses) |
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Derivative gains (losses) on cash flows hedges |
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Reclassification of derivative losses on cash flow hedges to interest expense |
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Reclassification of derivative losses on cash flow hedges to equity in earnings of |
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( |
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Comprehensive Income (Loss) |
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( |
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Comprehensive Income (Loss) Attributable to Noncontrolling Interests in Subsidiaries |
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— |
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( |
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Comprehensive Income (Loss) attributable to SEACOR Marine Holdings Inc. |
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$ |
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$ |
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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)
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Shares of Common Stock Outstanding |
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Common Stock |
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Additional Paid-In Capital |
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Shares Held in Treasury |
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Treasury Stock |
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Accumulated Deficit |
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Accumulated Other Comprehensive Loss |
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Non- Controlling Interests In Subsidiaries |
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Total Equity |
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For the Three Months Ended March 31, 2021 |
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December 31, 2020 |
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( |
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Restricted stock grants |
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— |
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— |
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— |
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— |
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— |
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— |
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Amortization of employee share awards |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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Restricted stock vesting |
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— |
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— |
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— |
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— |
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— |
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( |
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Sale of Windcat Workboats |
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— |
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— |
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— |
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— |
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— |
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( |
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— |
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— |
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( |
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Net Income |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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Other comprehensive income |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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March 31, 2021 |
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$ |
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$ |
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$ |
( |
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$ |
( |
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$ |
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$ |
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$ |
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Shares of Common Stock Outstanding |
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Common Stock |
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Additional Paid-In Capital |
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Shares Held in Treasury |
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Treasury Stock |
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Retained Earnings |
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Accumulated Other Comprehensive Loss |
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Non- Controlling Interests In Subsidiaries |
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Total Equity |
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Three Months Ended March 31, 2020 |
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December 31, 2019 |
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$ |
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$ |
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$ |
( |
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$ |
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$ |
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$ |
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$ |
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Issuance of Common Stock |
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— |
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— |
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— |
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— |
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— |
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Cancellation of employee share awards |
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( |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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- |
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Restricted stock grants |
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— |
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— |
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— |
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— |
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— |
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— |
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Amortization of employee share awards |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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Restricted stock vesting |
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
Acquisition of consolidated joint venture |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
|
Net loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
|
Other comprehensive loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
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