SEC Filing | SEACOR Marine Holdings Inc.

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smhi-10q_20220930.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 September 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 October 28, 2022 was 26,702,161. 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 September 30, 2022 and December 31, 2021	1
		Condensed Consolidated Statements of Income (Loss) for the Three and Nine Months Ended September 30, 2022 and 2021	2

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

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

		Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 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	28

	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	56

	Item 4.	Controls and Procedures	56

Part II.	Other Information		57

	Item 1.	Legal Proceedings	57

	Item 1A.	Risk Factors	57

	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	57

	Item 3.	Default Upon Senior Securities	57

	Item 4.	Mine Safety Disclosures	57

	Item 5.	Other Information	57

	Item 6.	Exhibits	58

PART I—FINANCIAL INFORMATION

ITEM 1.FINANCIAL STATEMENTS

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

	September 30, 2022			December 31, 2021
ASSETS
Current Assets:
Cash and cash equivalents	$	47,514		$	37,619
Restricted cash		3,296			3,601
Receivables:
Trade, net of allowance for credit loss accounts of $1,639 and $1,312 in 2022 and 2021, respectively		58,572			55,544
Other		6,647			6,118
Note receivable		20,000			—
Tax receivable		79			1,238
Inventories		2,059			928
Prepaid expenses and other		4,700			3,730
Assets held for sale		6,000			2,235
Total current assets		148,867			111,013
Property and Equipment:
Historical cost		992,423			1,008,080
Accumulated depreciation		(321,898	)		(302,328	)
		670,525			705,752
Construction in progress		8,422			15,531
Net property and equipment		678,947			721,283
Right-of-use asset - operating leases		4,419			6,608
Right-of-use asset - finance leases		6,972			100
Investments, at equity, and advances to 50% or less owned companies		1,901			71,727
Other assets		1,887			1,771
Total assets	$	842,993		$	912,502
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of operating lease liabilities	$	1,792		$	1,986
Current portion of financing lease liabilities		374			33
Current portion of long-term debt:
Recourse		57,567			31,602
Accounts payable and accrued expenses		36,248			28,419
Due to SEACOR Holdings		264			274
Accrued wages and benefits		3,112			3,711
Accrued interest		2,988			2,273
Deferred revenue and unearned revenue		827			1,606
Accrued capital, repair, and maintenance expenditures		6,779			2,438
Accrued insurance deductibles and premiums		2,205			2,720
Accrued professional fees		2,580			1,214
Derivatives		—			1,831
Other current liabilities		3,541			6,558
Total current liabilities		118,277			84,665
Long-term operating lease liabilities		3,759			4,885
Long-term financing lease liabilities		6,916			76
Long-term Debt:
Recourse		277,100			327,300
Non-recourse		5,456			5,462
Deferred income taxes		39,823			40,682
Deferred gains and other liabilities		2,692			2,891
Total liabilities		454,023			465,961
Equity:
SEACOR Marine Holdings Inc. stockholders’ equity:
Common stock, $.01 par value, 60,000,000 shares authorized; 26,950,799 and 26,120,124 shares issued in 2022 and 2021, respectively		272			262
Additional paid-in capital		465,449			461,931
Accumulated deficit		(79,769	)		(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		4,549			8,055
		388,649			446,221
Noncontrolling interests in subsidiaries		321			320
Total equity		388,970			446,541
Total liabilities and equity	$	842,993		$	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 September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021
Operating Revenues	$	59,791		$	43,663		$	159,399		$	122,974
Costs and Expenses:
Operating		44,006			33,448			127,647			92,370
Administrative and general		9,978			9,134			30,112			26,897
Lease expense		1,168			1,109			3,236			3,421
Depreciation and amortization		13,754			14,306			42,333			43,197
		68,906			57,997			203,328			165,885
(Losses) Gains on Asset Dispositions and Impairments, Net		(1,783	)		56			381			20,436
Operating Loss		(10,898	)		(14,278	)		(43,548	)		(22,475	)
Other Income (Expense):
Interest income		(123	)		124			96			1,245
Interest expense		(7,634	)		(6,403	)		(21,250	)		(21,731	)
SEACOR Holdings guarantee fees		—			—			—			(7	)
Gain on debt extinguishment		—			—			—			61,994
Derivative gains, net		1			2			—			387
Foreign currency gains (losses), net		2,314			245			4,305			(878	)
Gain from return of investments in 50% or less owned companies and other, net		659			9,442			618			9,441
		(4,783	)		3,410			(16,231	)		50,451
(Loss) Income from Continuing Operations Before Income Tax Expense (Benefit) and Equity in Earnings of 50% or Less Owned Companies		(15,681	)		(10,868	)		(59,779	)		27,976
Income Tax Expense (Benefit)		8,418			(725	)		4,363			12,502
(Loss) Income from Continuing Operations Before Equity in Earnings of 50% or Less Owned Companies		(24,099	)		(10,143	)		(64,142	)		15,474
Equity in Earnings (Losses) Gains of 50% or Less Owned Companies		(254	)		4,314			5,835			10,584
(Loss) Income from Continuing Operations		(24,353	)		(5,829	)		(58,307	)		26,058
Income on Discontinued Operations, Net of Tax (see Note 13)		—			—			—			22,925
Net (Loss) Income		(24,353	)		(5,829	)		(58,307	)		48,983
Net (Loss) Income attributable to Noncontrolling Interests in Subsidiaries		(2	)		—			1			1
Net (Loss) Income attributable to SEACOR Marine Holdings Inc.	$	(24,351	)	$	(5,829	)	$	(58,308	)	$	48,982

Net (Loss) Income Per Common Share from Continuing Operations:
Basic	$	(0.91	)	$	(0.23	)	$	(2.19	)	$	1.03
Diluted		(0.91	)		(0.23	)		(2.19	)		1.02
Net Earnings Per Share from Discontinued Operations:
Basic	$	—		$	—		$	—		$	0.90
Diluted		—			—			—			0.90
Net (Loss) Earnings Per Share:
Basic	$	(0.91	)	$	(0.23	)	$	(2.19	)	$	1.93
Diluted	$	(0.91	)	$	(0.23	)	$	(2.19	)	$	1.92
Weighted Average Common Stock and Warrants Outstanding:
Basic		26,727,864			25,515,569			26,591,911			25,419,303
Diluted		26,727,864			25,515,569			26,591,911			25,430,762

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						Nine Months Ended
	September 30,						September 30,
	2022			2021			2022			2021
Net (Loss) Income	$	(24,353	)	$	(5,829	)	$	(58,307	)	$	48,983
Other Comprehensive Income:
Foreign currency translation (losses) gains		(2,154	)		(504	)		(6,717	)		3,818
Derivative gains (losses) on cash flow hedges		365			(54	)		1,521			(22	)
Reclassification of derivative losses on cash flow hedges to interest expense		112			415			749			1,245
Reclassification of derivative gains (losses) on cash flow hedges to equity in earnings of 50% or less owned companies		266			80			941			(787	)
		(1,411	)		(63	)		(3,506	)		4,254
Comprehensive (Loss) Income		(25,764	)		(5,892	)		(61,813	)		53,237
Comprehensive (Loss) Income Attributable to Noncontrolling Interests in Subsidiaries		(2	)		—			1			1
Comprehensive (Loss) Income Attributable to SEACOR Marine Holdings Inc.	$	(25,762	)	$	(5,892