SEC Filing | SEACOR Marine Holdings Inc.

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smhi-10q_20220630.htm

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 June 30, 2022 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 July 29, 2022 was 26,705,661. 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 June 30, 2022 and December 31, 2021	1
		Condensed Consolidated Statements of Income (Loss) for the Three and Six Months Ended June 30, 2022 and 2021	2

		Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2022 and 2021	3

		Condensed Consolidated Statements of Changes in Equity for the Three and Six Months Ended June 30, 2022 and 2021	4

		Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2022 and 2021	6

		Notes to Condensed Consolidated Financial Statements	7

	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24

	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	48

	Item 4.	Controls and Procedures	48

Part II.	Other Information		49

	Item 1.	Legal Proceedings	49

	Item 1A.	Risk Factors	49

	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	49

	Item 3.	Default Upon Senior Securities	49

	Item 4.	Mine Safety Disclosures	49

	Item 5.	Other Information	49

	Item 6.	Exhibits	50

PART I—FINANCIAL INFORMATION

ITEM 1.FINANCIAL STATEMENTS

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

	June 30, 2022			December 31, 2021
ASSETS
Current Assets:
Cash and cash equivalents	$	22,608		$	37,619
Restricted cash		3,296			3,601
Receivables:
Trade, net of allowance for credit loss accounts of $1,842 and $1,312 in 2022 and 2021, respectively		55,276			55,544
Other		7,437			6,118
Tax receivable		79			1,238
Inventories		1,723			928
Prepaid expenses and other		5,391			3,730
Total current assets		95,810			108,778
Property and Equipment:
Historical cost		1,000,147			1,025,284
Accumulated depreciation		(325,091	)		(317,297	)
		675,056			707,987
Construction in progress		15,576			15,531
Net property and equipment		690,632			723,518
Right-of-use asset - operating leases		5,686			6,608
Right-of-use asset - finance leases		7,131			100
Investments, at equity, and advances to 50% or less owned companies		75,923			71,727
Other assets		1,932			1,771
Total assets	$	877,114		$	912,502
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of operating lease liabilities	$	2,010		$	1,986
Current portion of financing lease liabilities		282			33
Current portion of long-term debt:
Recourse		33,398			31,602
Accounts payable and accrued expenses		39,262			28,419
Due to SEACOR Holdings		264			274
Accrued wages and benefits		3,259			3,711
Accrued interest		1,466			2,273
Deferred revenue and unearned revenue		1,369			1,606
Accrued capital, repair, and maintenance expenditures		8,208			2,438
Accrued insurance deductibles and premiums		2,325			2,720
Accrued professional fees		1,372			1,214
Derivatives		24			1,831
Other current liabilities		4,148			6,558
Total current liabilities		97,387			84,665
Long-term operating lease liabilities		4,026			4,885
Long-term financing lease liabilities		7,050			76
Long-term Debt:
Recourse		313,224			327,300
Non-recourse		5,475			5,462
Conversion option liability on convertible senior notes		1			—
Deferred income taxes		33,743			40,682
Deferred gains and other liabilities		2,701			2,891
Total liabilities		463,607			465,961
Equity:
SEACOR Marine Holdings Inc. stockholders’ equity:
Common stock, $.01 par value, 60,000,000 shares authorized; 26,954,299 and 26,120,124 shares issued in 2022 and 2021, respectively		272			262
Additional paid-in capital		464,222			461,931
Accumulated deficit		(55,418	)		(22,907	)
Shares held in treasury of 248,638 and 127,887, respectively, at cost		(1,852	)		(1,120	)
Accumulated other comprehensive income, net of tax		5,960			8,055
		413,184			446,221
Noncontrolling interests in subsidiaries		323			320
Total equity		413,507			446,541
Total liabilities and equity	$	877,114		$	912,502

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

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)

(in thousands, except share data)

	Three Months Ended June 30,						Six Months Ended June 30,
	2022			2021			2022			2021
Operating Revenues	$	54,017		$	42,799		$	99,608		$	79,311
Costs and Expenses:
Operating		44,145			32,615			83,641			58,922
Administrative and general		10,210			9,152			20,134			17,763
Lease expense		1,008			1,234			2,068			2,312
Depreciation and amortization		14,208			14,093			28,579			28,891
		69,571			57,094			134,422			107,888
Gains on Asset Dispositions and Impairments, Net		25			22,653			2,164			20,380
Operating (Loss) Income		(15,529	)		8,358			(32,650	)		(8,197	)
Other Income (Expense):
Interest income		190			135			219			1,121
Interest expense		(6,989	)		(7,310	)		(13,616	)		(15,328	)
SEACOR Holdings guarantee fees		—			—			—			(7	)
Gain on debt extinguishment		—			61,994			—			61,994
Derivative gains (losses), net		33			30			(1	)		385
Foreign currency gains (losses), net		1,170			(657	)		1,991			(1,123	)
Other, net		(41	)		(1	)		(41	)		(1	)
		(5,637	)		54,191			(11,448	)		47,041
(Loss) Income from Continuing Operations Before Income Tax Expense (Benefit) and Equity in Earnings of 50% or Less Owned Companies		(21,166	)		62,549			(44,098	)		38,844
Income Tax (Benefit) Expense		(1,634	)		15,915			(4,055	)		13,227
(Loss) Income from Continuing Operations Before Equity in Earnings of 50% or Less Owned Companies		(19,532	)		46,634			(40,043	)		25,617
Equity in Earnings Gains of 50% or Less Owned Companies		415			2,167			6,089			6,270
(Loss) Income from Continuing Operations		(19,117	)		48,801			(33,954	)		31,887
Income on Discontinued Operations, Net of Tax (see Note 12)		—			—			—			22,925
Net (Loss) Income		(19,117	)		48,801			(33,954	)		54,812
Net Income Attributable to Noncontrolling Interests in Subsidiaries		3			1			3			1
Net (Loss) Income Attributable to SEACOR Marine Holdings Inc.	$	(19,120	)	$	48,800		$	(33,957	)	$	54,811

Net (Loss) Income Per Common Share from Continuing Operations:
Basic	$	(0.72	)	$	1.92		$	(1.28	)	$	1.26
Diluted		(0.72	)		1.79			(1.28	)		1.26
Net Earnings Per Share from Discontinued Operations:
Basic	$	—		$	—		$	—		$	0.90
Diluted		—			—			—			0.90
Net (Loss) Earnings per Share:
Basic	$	(0.72	)	$	1.92		$	(1.28	)	$	2.16
Diluted	$	(0.72	)	$	1.79		$	(1.28	)	$	2.16
Weighted Average Common Stock and Warrants Outstanding:
Basic		26,664,745			25,435,362			26,522,808			25,370,372
Diluted		26,664,745			28,345,155			26,522,808			25,371,185

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

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in thousands)

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2022			2021			2022			2021
Net (Loss) Income	$	(19,117	)	$	48,801		$	(33,954	)	$	54,812
Other Comprehensive Income:
Foreign currency translation (losses) gains		(3,849	)		(70	)		(4,563	)		4,322
Derivative gains (losses) on cash flow hedges		351			(95	)		1,156			32
Reclassification of derivative losses on cash flow hedges to interest expense		267			415			637			830
Reclassification of derivative gains (losses) on cash flow hedges to equity in earnings of 50% or less owned companies		338			(589	)		675			(867	)
		(2,893	)		(339	)		(2,095	)		4,317
Comprehensive (Loss) Income		(22,010	)		48,462			(36,049	)		59,129
Comprehensive Income Attributable to Noncontrolling Interests in Subsidiaries		3			1			3			1
Comprehensive (Loss) Income attributable to SEACOR Marine Holdings Inc.	$	(22,013	)	$	48,461		$	(36,052	)	$	59,128

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

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

Held in

Treasury

Stock

Accumulated Deficit

Accumulated

Other

Comprehensive

Income

Non-

Controlling

Interests In

Subsidiaries

Total

Equity

For the Six Months Ended June 30, 2022