SEC Filing | SEACOR Marine Holdings Inc.

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10-Q

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, 2023 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 27, 2023 was 27,159,485. 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, 2023 and December 31, 2022	1
		Condensed Consolidated Statements of Income (Loss) for the Three and Nine Months Ended September 30, 2023 and 2022	2

		Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Nine Months Ended September 30, 2023 and 2022	3

		Condensed Consolidated Statements of Changes in Equity for the Three and Nine Months Ended September 30, 2023 and 2022	4

		Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2023 and 2022	6

		Notes to Condensed Consolidated Financial Statements	7

	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	25

	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	51

	Item 4.	Controls and Procedures	51

Part II.	Other Information		52

	Item 1.	Legal Proceedings	52

	Item 1A.	Risk Factors	52

	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	52

	Item 3.	Default Upon Senior Securities	52

	Item 4.	Mine Safety Disclosures	52

	Item 5.	Other Information	52

	Item 6.	Exhibits	54

PART I—FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

SEACOR MARINE HOLDINGS INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)


	September 30, 2023			December 31, 2022
ASSETS
Current Assets:
Cash and cash equivalents	$	55,840		$	39,963
Restricted cash		2,796			3,082
Receivables:
Trade, net of allowance for credit loss accounts of $4,436 and $1,650 as of September 30, 2023 and December 31, 2022, respectively		63,246			54,388
Other		8,924			7,638
Note receivable		—			15,000
Tax receivable		445			578
Inventories		1,738			2,123
Prepaid expenses and other		2,957			3,054
Assets held for sale		6,093			6,750
Total current assets		142,039			132,576
Property and Equipment:
Historical cost		936,520			967,683
Accumulated depreciation		(318,549	)		(310,778	)
		617,971			656,905
Construction in progress		9,413			8,111
Net property and equipment		627,384			665,016
Right-of-use asset - operating leases		4,907			6,206
Right-of-use asset - finance leases		45			6,813
Investments, at equity, and advances to 50% or less owned companies		3,857			3,024
Other assets		2,095			1,995
Total assets	$	780,327		$	815,630
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of operating lease liabilities	$	1,856		$	2,358
Current portion of finance lease liabilities		35			468
Current portion of long-term debt:
Recourse		28,005			61,512
Accounts payable and accrued expenses		32,466			37,954
Due to SEACOR Holdings		264			264
Accrued wages and benefits		4,395			4,361
Accrued interest		3,947			2,305
Deferred revenue and unearned revenue		1,465			2,333
Accrued capital, repair, and maintenance expenditures		3,207			2,748
Accrued insurance deductibles and premiums		2,406			2,428
Accrued professional fees		988			1,114
Other current liabilities		4,932			3,580
Total current liabilities		83,966			121,425
Long-term operating lease liabilities		3,571			4,739
Long-term finance lease liabilities		15			6,781
Long-term Debt:
Recourse		291,843			254,653
Non-recourse		—			5,466
Deferred income taxes		33,078			40,779
Deferred gains and other liabilities		2,217			2,641
Total liabilities		414,690			436,484
Equity:
SEACOR Marine Holdings Inc. stockholders’ equity:
Common stock, $.01 par value, 60,000,000 shares authorized; 27,640,483 and 26,950,799 shares issued as of September 30, 2023 and December 31, 2022, respectively		280			272
Additional paid-in capital		471,158			466,669
Accumulated deficit		(108,154	)		(93,111	)
Shares held in treasury of 480,998 and 248,638 as of September 30, 2023 and December 31, 2022, respectively, at cost		(4,221	)		(1,852	)
Accumulated other comprehensive income, net of tax		6,253			6,847
		365,316			378,825
Noncontrolling interests in subsidiaries		321			321
Total equity		365,637			379,146
Total liabilities and equity	$	780,327		$	815,630

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,
	2023			2022			2023			2022
Operating Revenues	$	75,574		$	59,791		$	202,438		$	159,399
Costs and Expenses:
Operating		38,816			44,006			112,391			127,647
Administrative and general		12,300			9,978			37,636			30,112
Lease expense		651			1,168			2,069			3,236
Depreciation and amortization		13,462			13,754			40,799			42,333
		65,229			68,906			192,895			203,328
(Losses) Gains on Asset Dispositions and Impairments, Net		(512	)		(1,783	)		3,352			381
Operating Income (Loss)		9,833			(10,898	)		12,895			(43,548	)
Other Income (Expense):
Interest income		340			(123	)		1,222			96
Interest expense		(9,536	)		(7,634	)		(27,060	)		(21,250	)
Loss on debt extinguishment		(2,004	)		—			(2,004	)		—
Derivative gains, net		—			1			—			—
Foreign currency gains (losses), net		571			2,314			(857	)		4,305
Other, net		—			659			—			618
		(10,629	)		(4,783	)		(28,699	)		(16,231	)
Loss Before Income Tax Expense and Equity in Earnings (Losses) of 50% or Less Owned Companies		(796	)		(15,681	)		(15,804	)		(59,779	)
Income Tax Expense		2,360			8,418			2,421			4,363
Loss Before Equity in Earnings (Losses) of 50% or Less Owned Companies		(3,156	)		(24,099	)		(18,225	)		(64,142	)
Equity in Earnings (Losses) of 50% or Less Owned Companies		2,273			(254	)		3,182			5,835
Net Loss		(883	)		(24,353	)		(15,043	)		(58,307	)
Net (Loss) Income attributable to Noncontrolling Interests in Subsidiaries		—			(2	)		—			1
Net Loss attributable to SEACOR Marine Holdings Inc.	$	(883	)	$	(24,351	)	$	(15,043	)	$	(58,308	)

Net Loss Per Share:
Basic	$	(0.03	)	$	(0.91	)	$	(0.56	)	$	(2.19	)
Diluted		(0.03	)		(0.91	)		(0.56	)		(2.19	)
Weighted Average Common Stock and Warrants Outstanding:
Basic		27,181,754			26,727,864			27,048,656			26,591,911
Diluted		27,181,754			26,727,864			27,048,656			26,591,911

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,
	2023			2022			2023			2022
Net Loss	$	(883	)	$	(24,353	)	$	(15,043	)	$	(58,307	)
Other Comprehensive Loss:
Foreign currency translation losses		(1,679	)		(2,154	)		(79	)		(6,717	)
Derivative gains on cash flow hedges		3			365			56			1,521
Reclassification of derivative (losses) gains on cash flow hedges to interest expense		(199	)		112			(571	)		749
Reclassification of derivative gains on cash flow hedges to equity in earnings of 50% or less owned companies		—			266			—			941
		(1,875	)		(1,411	)		(594	)		(3,506	)
Income Tax Expense		—			—			—			—
		(1,875	)		(1,411	)		(594	)		(3,506	)
Comprehensive Loss		(2,758	)		(25,764	)		(15,637	)		(61,813	)
Comprehensive (Loss) Income Attributable to Noncontrolling Interests in Subsidiaries		—			(2	)		—			1
Comprehensive Loss Attributable to SEACOR Marine Holdings Inc.	$	(2,758	)	$	(25,762	)	$	(15,637	)	$	(61,814	)

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		Shares Held in Treasury		Treasury Stock			Accumulated Deficit			Accumulated Other Comprehensive Income		Non- Controlling Interests In Subsidiaries		Total Equity
For the Nine Months Ended September 30, 2023
December 31, 2022		26,702,161		$	272	$	466,669		248,638	$	(1,852	)	$	(93,111	)	$	6,847	$	321	$	379,146
Restricted stock grants		525,397			6		—		—		—			—			—		—		6
Amortization of share awards		—			—		4,483		—		—			—			—		—		4,483
Exercise of options		834			—		6		—		—			—			—		—		6
Exercise of warrants		117,394			1		—		121		(1	)		—			—		—		—
Restricted stock vesting		(232,239	)		—		—		232,239		(2,368	)		—			—		—		(2,368	)
Director share awards		60,938