Part I [Item 1. Business](index=3&type=section&id=Item%201.%20Business) SEACOR Marine provides global marine and support transportation services to offshore energy facilities, operating a diverse fleet globally [Business Overview](index=3&type=section&id=Business%20Overview) The company provides global marine transportation services to offshore energy facilities, operating a diverse fleet of support vessels - The Company provides global marine and support transportation services to offshore energy facilities, including **oil & gas installations** and **wind farms**[15](index=15&type=chunk) Fleet Composition as of December 31, 2020 | Vessel Type | Owned | Joint Ventured | Leased-in | Managed | Total | Average Age (Years) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Supply | 15 | 27 | — | 1 | 43 | 4 | | FSV | 26 | 5 | 1 | 1 | 33 | 8 | | Liftboats | 14 | — | 1 | — | 15 | 13 | | AHTS | 4 | — | 2 | — | 6 | 12 | | Specialty | — | 3 | — | — | 3 | — | | CTV Assets Held for Sale | 40 | 5 | — | — | 45 | 10 | | CTV Continuing Operations | 1 | — | — | — | 1 | 12 | | **Total** | **100** | **40** | **4** | **2** | **146** | **7** | - The company operates in five main geographic regions: the **United States (Gulf of Mexico)**, **Africa (West Africa)**, **Middle East & Asia**, **Latin America**, and **Europe (North Sea)**[27](index=27&type=chunk) - In 2020, **SEACOR Marine Arabia LLC** and **Exxon Mobil** accounted for **21%** and **17%** of consolidated operating revenues, respectively, with the top ten customers comprising approximately **76%**[36](index=36&type=chunk) [Government Regulation](index=8&type=section&id=Government%20Regulation) The company's operations are subject to extensive international, federal, and state regulations, including the Jones Act, MARPOL, and OPA 90 - The Company is subject to the **Jones Act**, limiting non-U.S. citizen ownership to **22.5%** of its capital stock to restrict U.S. coastwise trade[44](index=44&type=chunk)[45](index=45&type=chunk) - Operations are governed by international conventions including **MARPOL** (pollution prevention), **SOLAS** (safety at sea), and the **MLC** (maritime labor conditions)[46](index=46&type=chunk)[47](index=47&type=chunk) - The company is subject to the **Oil Pollution Act of 1990 (OPA 90)**, establishing strict liability for oil spills in U.S. waters, with non-tank vessel liability limited to the greater of **$1,100 per gross ton** or **$939,800**[56](index=56&type=chunk)[58](index=58&type=chunk) - As of January 1, 2020, **MARPOL** regulations require vessels to use fuel with a sulfur content no greater than **0.5%**, a significant reduction from the previous **3.5%** limit[73](index=73&type=chunk) [Employees and Human Capital Management](index=14&type=section&id=Employees%20and%20Human%20Capital%20Management) The company emphasizes its ESG program, focusing on health, safety, diversity, and employee development, achieving its best safety performance in 2020 - A **Sustainability Council** was formed on September 17, 2020, to oversee the company's enhanced **ESG program**, reporting to the Board's Nominating and Corporate Governance Committee[86](index=86&type=chunk)[87](index=87&type=chunk) - As of December 31, 2020, the company employed **1,386 individuals** from over **34 countries**, with **29%** of the onshore workforce being female[88](index=88&type=chunk)[92](index=92&type=chunk) - In fiscal year 2020, the company achieved its best safety performance with **zero pollution incidents**, **zero medical incidents**, and a total recordable incident rate of **0.037** over **5.4 million man-hours**[89](index=89&type=chunk) [Item 1A. Risk Factors](index=16&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks from fluctuating oil and gas prices, COVID-19, intense competition, regulatory changes, and financial constraints - The business is highly sensitive to fluctuating **oil and natural gas prices**, which negatively impacted fleet utilization to **55% in 2020**, **60% in 2019**, and **52% in 2018**[101](index=101&type=chunk)[102](index=102&type=chunk) - The **COVID-19 pandemic** has decreased demand for oil and services, posing operational risks to the workforce through health issues and travel restrictions[108](index=108&type=chunk)[109](index=109&type=chunk) - The company faces high levels of competition and an **oversupply of vessels**, which has depressed charter and utilization rates[120](index=120&type=chunk)[123](index=123&type=chunk) - Compliance with the **Jones Act** requires non-U.S. citizens to own no more than **25%** of the company's stock, with the charter restricting this to **22.5%**, potentially affecting stock liquidity[148](index=148&type=chunk)[152](index=152&type=chunk)[153](index=153&type=chunk) [Item 2. Properties](index=45&type=section&id=Item%202.%20Properties) The company's principal physical properties consist of its fleet of offshore support vessels - The company's main physical properties are its **offshore support vessels**[209](index=209&type=chunk) [Item 3. Legal Proceedings](index=45&type=section&id=Item%203.%20Legal%20Proceedings) The company is involved in various litigation matters in the normal course of business, with management not expecting a material adverse effect on its financial position or results - The company is involved in various litigation matters arising from the normal course of business, but management does not anticipate these to have a **material adverse effect** on its financial condition[209](index=209&type=chunk) [Executive Officers of the Registrant](index=46&type=section&id=Executive%20Officers%20of%20the%20Registrant) This section lists the current executive officers of SEACOR Marine, including their names, ages, and positions held Executive Officers | Name | Age | Position | | :--- | :--- | :--- | | John Gellert | 50 | President, Chief Executive Officer and a director | | Jesús Llorca | 45 | Executive Vice President and Chief Financial Officer | | Gregory Rossmiller | 51 | Senior Vice President and Chief Accounting Officer | | Andrew H. Everett II | 38 | Senior Vice President, General Counsel and Secretary | Part II [Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=47&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) SEACOR Marine's common stock trades on the NYSE under "SMHI," with no current dividend intention and no repurchases in Q4 2020 - The company's common stock trades on the **New York Stock Exchange (NYSE)** under the symbol **\"SMHI\"**[214](index=214&type=chunk) - The company does not intend to pay dividends for the foreseeable future, retaining earnings to repay debt and fund growth[215](index=215&type=chunk) - No shares of common stock were repurchased by the company during the **fourth quarter of 2020**[216](index=216&type=chunk) [Item 6. Selected Financial Data](index=48&type=section&id=Item%206.%20Selected%20Financial%20Data) This section presents selected historical consolidated financial data for the five years ended December 31, 2020, showing declining revenues and persistent net losses Selected Historical Financial Data (in thousands, except per share data) | | 2020 | 2019 | 2018 | 2017 | 2016 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Net Operating Revenues** | $141,141 | $174,453 | $179,161 | $98,499 | $132,589 | | **Net Loss from Continuing Operations** | $(83,413) | $(90,963) | $(82,980) | $(38,979) | $(130,857) | | **Loss from Continuing Operations Per Common Share** | $(3.20) | $(3.22) | $(3.75) | $(1.89) | $(7.34) | | **Total Assets** | $1,017,663 | $1,009,193 | $1,102,938 | $1,008,504 | $1,015,119 | | **Long-term Obligations** | $444,960 | $364,969 | $363,335 | $267,321 | $196,223 | [Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=49&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial condition and operations, highlighting volatile offshore market impacts, recent asset sales, and liquidity management strategies [Recent Developments](index=49&type=section&id=Recent%20Developments) Recent developments include amending the FGUSA Credit Facility, selling the Windcat Workboats CTV business, and an anticipated CARES Act tax refund - On January 12, 2021, the company completed the sale of its **Windcat Workboats CTV Business**, receiving net cash proceeds of approximately **$42.6 million**, with the buyer assuming approximately **£20.4 million** of debt[225](index=225&type=chunk) - The company expects to receive an estimated **$31.2 million tax refund** under the **CARES Act**, treated as cash for certain debt covenant calculations[226](index=226&type=chunk) [Trends Affecting the Offshore Marine Business](index=50&type=section&id=Trends%20Affecting%20the%20Offshore%20Marine%20Business) The offshore marine business is highly cyclical, correlated with volatile oil and gas prices, and impacted by COVID-19, leading to cold-stacking vessels - The market for offshore support vessels is highly correlated to volatile **oil and natural gas prices**, negatively impacting exploration and production activity since **2014**[227](index=227&type=chunk)[228](index=228&type=chunk) - The company utilizes **cold-stacking vessels** to reduce operating costs during weak demand, with **22 of 64** owned and leased-in vessels cold-stacked as of December 31, 2020[231](index=231&type=chunk) [Consolidated Results of Operations](index=54&type=section&id=Consolidated%20Results%20of%20Operations) In 2020, operating revenues decreased to **$141.8 million** from **$174.5 million** in 2019, driven by lower fleet utilization, resulting in an operating loss Consolidated Results of Operations (in thousands) | | 2020 | 2019 | 2018 | | :--- | :--- | :--- | :--- | | **Operating revenues** | $141,837 | $174,453 | $179,161 | | **Operating Loss** | $(71,639) | $(54,328) | $(68,414) | | **Loss from Continuing Operations** | $(83,346) | $(90,964) | $(82,979) | | **Net Loss attributable to SEACOR Marine** | $(78,915) | $(92,837) | $(77,608) | Time Charter Statistics | | 2020 | 2019 | 2018 | | :--- | :--- | :--- | :--- | | **Average Rates Per Day Worked ($)** | $10,905 | $10,369 | $9,877 | | **Fleet Utilization (%)** | 55% | 60% | 52% | - In 2020, the company recorded **$13.5 million** in impairment charges on its liftboat fleet and one specialty vessel, and recognized net losses of **$5.3 million** on asset disposals[285](index=285&type=chunk) [Liquidity and Capital Resources](index=69&type=section&id=Liquidity%20and%20Capital%20Resources) The company's liquidity is sourced from cash balances, operations, asset sales, and financing, with **$36.0 million** cash as of December 31, 2020 - As of December 31, 2020, the company had cash, cash equivalents, and restricted cash of **$36.0 million**, supplemented by **$42.6 million** from the Windcat Workboats sale in January 2021[307](index=307&type=chunk) Summary of Cash Flows (in thousands) | | 2020 | 2019 | 2018 | | :--- | :--- | :--- | :--- | | **Cash flows (used in) provided by Operating Activities** | $(29,723) | $1,662 | $(63,591) | | **Cash flows provided by (used in) Investing Activities** | $3,823 | $31,030 | $(26,796) | | **Cash flows (used in) provided by Financing Activities** | $(22,598) | $(25,942) | $68,252 | - As of December 31, 2020, the company had unfunded capital commitments of **$11.7 million**, primarily for one PSV and miscellaneous equipment[305](index=305&type=chunk) - Total contractual long-term debt maturities as of December 31, 2020, amount to **$521.9 million**, with significant maturities in **2023 ($245.0 million)** and **2024 ($134.5 million)**[306](index=306&type=chunk)[307](index=307&type=chunk) [Critical Accounting Policies and Estimates](index=75&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) Management identifies critical accounting policies requiring significant estimates, including revenue recognition, asset impairment, and income tax provisions - The company's critical accounting policies involve significant management estimates, including **useful lives of property and equipment**, **impairment assessments**, **income tax provisions**, and **allowance for credit losses**[332](index=332&type=chunk) - The company performs impairment analysis of long-lived assets when indicators are present, recording an impairment charge if carrying values are not recoverable based on future undiscounted cash flows[347](index=347&type=chunk) - For vessel classes not impaired as of December 31, 2020, estimated future undiscounted cash flows exceed carrying values by more than **40%**, though these estimates are highly subjective and depend on market recovery[242](index=242&type=chunk) [Item 7A. Quantitative and Qualitative Disclosures About Market Risk](index=79&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is exposed to market risks from foreign currency exchange rates and interest rate fluctuations, managed through forward contracts and interest rate swaps - The company is exposed to **foreign currency risk** and uses forward contracts to hedge, recording a **$0.9 million loss** on a **£31.5 million** swap related to Windcat sale proceeds[350](index=350&type=chunk) - As of December 31, 2020, the company had **$288.2 million** in unhedged variable rate debt; a **1% increase in LIBOR** would increase annual interest payments by approximately **$2.8 million**[351](index=351&type=chunk) [Item 9A. Controls and Procedures](index=79&type=section&id=Item%209A.%20Controls%20and%20Procedures) As of December 31, 2020, management concluded that the company's disclosure controls and internal control over financial reporting were effective - Management, including the CEO and CFO, concluded that the company's **disclosure controls and procedures** were effective as of **December 31, 2020**[354](index=354&type=chunk) - Management concluded that the company's **internal control over financial reporting** was effective as of **December 31, 2020**, based on the **COSO 2013 framework**[359](index=359&type=chunk) Part III [Items 10-14](index=81&type=section&id=Items%2010-14) Information for Items 10 through 14 is incorporated by reference from the company's forthcoming definitive proxy statement - Information for **Items 10, 11, 12, 13, and 14** is incorporated by reference from the company's forthcoming definitive proxy statement[363](index=363&type=chunk)[365](index=365&type=chunk)[366](index=366&type=chunk)[367](index=367&type=chunk)[368](index=368&type=chunk) Part IV [Item 15. Exhibits, Financial Statement Schedules](index=82&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section contains the company's audited consolidated financial statements, the independent auditor's report, and a list of all exhibits filed with the Form 10-K - This part includes the company's **audited consolidated financial statements**, the **independent auditor's report**, and a list of all exhibits filed with the **10-K**[370](index=370&type=chunk)[371](index=371&type=chunk) - The independent registered public accounting firm, **Grant Thornton LLP**, issued an **unqualified opinion** on the financial statements, affirming fair presentation in conformity with **U.S. GAAP**[385](index=385&type=chunk)

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, 2020 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 Jur ...

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, 2020 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 | | --- | --- | | (S ...

FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SEACOR Marine Holdings Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 47-2564547 (State or Other Jurisdiction of Incorporation or Organization) 12121 Wickchester Suite 500, Houston, TX 77079 (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code: (346) 980-1700 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ...

Part I [Business](index=3&type=section&id=Item%201.%20Business) SEACOR Marine Holdings Inc. provides global marine and support transportation services to offshore oil, natural gas, and wind farm facilities, operating a diverse fleet across five key geographic regions [Business Overview](index=3&type=section&id=Business%20Overview) The company provides global marine transportation services to offshore energy facilities with a diverse fleet of 149 vessels deployed across five main geographic regions, serving a concentrated customer base - The company provides global marine and support transportation services to offshore oil, natural gas, and wind farm facilities worldwide[15](index=15&type=chunk) - Fleet Composition as of December 31, 2019 | Vessel Type | Owned | Joint Ventured | Leased-in | Managed | Total | Average Age (Years) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Supply | 4 | 34 | — | 2 | 40 | 8 | | FSV | 30 | 5 | 1 | 1 | 37 | 10 | | Liftboats | 14 | — | 2 | — | 16 | 12 | | Crew transfer | 38 | 5 | — | — | 43 | 9 | | AHTS | 4 | — | 4 | — | 8 | 11 | | Specialty | 1 | 3 | — | 1 | 5 | 9 | | **Total** | **91** | **47** | **7** | **4** | **149** | **9** | - The company operates its fleet in five principal geographic regions: the United States (primarily Gulf of Mexico), Africa, the Middle East and Asia, Latin America, and Europe[27](index=27&type=chunk) - Customer concentration is significant, with the ten largest customers accounting for approximately **52% of operating revenues in 2019**[36](index=36&type=chunk) [Government Regulation](index=8&type=section&id=Government%20Regulation) The company's operations are subject to extensive international, federal, and state regulations covering vessel ownership, operation, safety, and environmental protection, including the U.S. Jones Act - The company is subject to the Jones Act, restricting vessel ownership and operation in U.S. coastwise trade, with non-U.S. citizen ownership limited to **22.5%** of capital stock[44](index=44&type=chunk)[45](index=45&type=chunk) - Operations are governed by international conventions such as MARPOL for pollution prevention, SOLAS for safety, and the ISM Code for safety management systems[46](index=46&type=chunk)[52](index=52&type=chunk) - The company is subject to strict environmental laws like OPA 90 and the Clean Water Act, imposing liability for oil spills and pollutant discharges in U.S. waters[56](index=56&type=chunk)[62](index=62&type=chunk) - Vessel security is regulated by the U.S. Maritime Transportation Security Act of 2002 and the International Ship and Port Facility Security Code, requiring security plans and certifications[83](index=83&type=chunk) [Risk Factors](index=14&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks related to its business, industry, and financial structure, including volatile oil and gas prices, intense competition, regulatory compliance, international operations, and substantial debt - The company's business is highly dependent on fluctuating oil and gas prices, impacting customer spending, fleet utilization, revenues, and asset values[90](index=90&type=chunk)[91](index=91&type=chunk) - The offshore marine service industry is highly competitive and faces an oversupply of vessels, depressing charter and utilization rates[101](index=101&type=chunk)[103](index=103&type=chunk) - Compliance with the Jones Act is critical, limiting non-U.S. citizen ownership to **25%**; non-compliance could lead to prohibition from U.S. coastwise trade and vessel forfeiture[133](index=133&type=chunk) - Significant international operations, accounting for **78% of 2019 revenue**, expose the company to political, economic, and regulatory risks including currency fluctuations[121](index=121&type=chunk) - The company has a significant debt load of **$398.0 million as of December 31, 2019**, with servicing dependent on cash flow generation and market conditions[127](index=127&type=chunk) [Properties](index=39&type=section&id=Item%202.%20Properties) The company's principal physical properties consist of its fleet of offshore support vessels, detailed in the "Business" section - The company's principal physical properties are its offshore support vessels[192](index=192&type=chunk) [Legal Proceedings](index=39&type=section&id=Item%203.%20Legal%20Proceedings) The company is involved in various litigation matters in the normal course of business, which management does not expect to materially affect its financial position or results - The company is involved in various litigation matters in the normal course of business, which management does not expect to materially affect its financial position or operations[192](index=192&type=chunk) [Executive Officers of the Registrant](index=40&type=section&id=Executive%20Officers%20of%20the%20Registrant) This section lists the current executive officers of SEACOR Marine, including their age, position, and professional background - Executive Officers | Name | Age | Position | | :--- | :--- | :--- | | John Gellert | 49 | President, Chief Executive Officer and a director | | Jesús Llorca | 44 | Executive Vice President and Chief Financial Officer | | Gregory Rossmiller | 50 | Senior Vice President and Chief Accounting Officer | | Anthony Weller | 68 | Senior Vice President and Managing Director of the International Division | | Andrew H. Everett II | 37 | Senior Vice President, General Counsel and Secretary | Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=41&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) SEACOR Marine's common stock trades on the NYSE under "SMHI," with no current dividend intention, and the company repurchased shares in Q4 2019 - The company's common stock trades on the New York Stock Exchange under the symbol **SMHI**[197](index=197&type=chunk) - The company currently does not intend to pay dividends, retaining earnings to repay debt and fund growth[198](index=198&type=chunk) - Issuer Repurchases of Equity Securities (Q4 2019) | Period | Total number of shares purchased | Average price paid per share | | :--- | :--- | :--- | | 10/01/19-10/31/19 | — | — | | 11/01/19-11/30/19 | — | — | | 12/01/19-12/31/19 | 4,683 | $11.80 | | **Total** | **4,683** | **$11.80** | [Selected Financial Data](index=43&type=section&id=Item%206.%20Selected%20Financial%20Data) This section provides a five-year summary of the company's selected historical financial data, showing net operating revenues of **$201.5 million** in 2019 and a widening net loss from continuing operations - Selected Historical Financial Data (in thousands) | | 2019 | 2018 | 2017 | 2016 | 2015 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Net Operating Revenues** | $201,492 | $203,567 | $123,421 | $157,176 | $292,820 | | **Net Loss from Continuing Operations** | $(98,334) | $(83,422) | $(39,529) | $(134,715) | $(31,882) | | **Total Assets** | $1,009,193 | $1,102,938 | $1,008,504 | $1,015,119 | $1,208,150 | | **Long-term Obligations** | $390,073 | $387,854 | $292,041 | $217,805 | $181,340 | [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=44&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) The MD&A details the company's financial performance and condition, highlighting a **$98.3 million** net loss in 2019, strategic asset sales, cost reduction initiatives, improved fleet utilization, and liquidity management [Overview and Recent Developments](index=44&type=section&id=Overview%20and%20Recent%20Developments) The company provides global marine support services, recently selling its North Sea standby safety fleet for **$27.4 million** and initiating cost reduction initiatives targeting **$8.0 million** in annualized savings - On December 2, 2019, the company sold its standby safety fleet for approximately **$27.4 million**, resulting in a **$9.1 million loss**, with operations now classified as discontinued[210](index=210&type=chunk) - In Q3 2019, the company initiated cost reduction initiatives targeting at least **$8.0 million in annualized savings**, incurring **$3.7 million in one-time restructuring charges** in 2019[211](index=211&type=chunk) - In February 2020, the company amended its Falcon Global credit facility to extend monthly term loan repayments from March 2020 to **March 2021**[209](index=209&type=chunk) [Trends and Market Conditions](index=45&type=section&id=Trends%20and%20Market%20Conditions) The offshore marine business is highly cyclical and correlated with volatile oil and natural gas prices, leading to reduced customer spending and an oversupply of vessels, prompting the company to cold-stack vessels - Demand for offshore support vessels is highly correlated to volatile oil and natural gas prices, significantly impacting customer exploration and drilling activity[213](index=213&type=chunk) - The company cold-stacks vessels during weak utilization periods to reduce operating costs, with **14 of 98 owned and leased-in vessels cold-stacked** as of December 31, 2019[217](index=217&type=chunk) [Consolidated Results of Operations](index=48&type=section&id=Consolidated%20Results%20of%20Operations) For 2019, net operating revenues were **$201.5 million**, with an operating loss of **$52.5 million** and a net loss from continuing operations of **$89.2 million**, while fleet utilization increased to **67%** - Consolidated Results of Operations (in thousands) | Metric | 2019 | 2018 | 2017 | | :--- | :--- | :--- | :--- | | **Operating Revenues** | $201,492 | $203,567 | $123,421 | | **Operating Loss** | $(52,526) | $(68,509) | $(129,644) | | **Loss from Continuing Operations** | $(89,228) | $(83,422) | $(39,529) | | **Net Loss attributable to SEACOR Marine** | $(92,837) | $(77,608) | $(32,901) | | **Fleet Utilization** | 67% | 59% | 50% | - Losses on asset dispositions and impairments were **$5.4 million in 2019**, including **$12.0 million in impairment charges** on AHTS and FSV fleets[229](index=229&type=chunk)[274](index=274&type=chunk) - Equity in losses from 50% or less owned companies increased significantly to a loss of **$14.3 million in 2019**, primarily due to increased losses from the SEACOSCO joint venture[229](index=229&type=chunk)[289](index=289&type=chunk) [Liquidity and Capital Resources](index=65&type=section&id=Liquidity%20and%20Capital%20Resources) The company's liquidity is sourced from cash balances, operating cash flows, and credit facilities, with **$398.1 million** in outstanding debt and **$35.9 million** in capital commitments for 2020 vessel deliveries - Summary of Cash Flows (in thousands) | Activity | 2019 | 2018 | 2017 | | :--- | :--- | :--- | :--- | | **Operating Activities** | $9,447 | $(59,345) | $37,636 | | **Investing Activities** | $21,211 | $(33,467) | $(31,527) | | **Financing Activities** | $(25,942) | $69,250 | $(11,730) | - As of December 31, 2019, the company had outstanding debt of **$398.1 million**, net of debt discount and issue costs[299](index=299&type=chunk) - The company has capital commitments of **$35.9 million** for four PSVs and one crew transfer vessel scheduled for 2020 delivery, with an additional **$30.2 million** for three FSVs indefinitely deferred[299](index=299&type=chunk) [Critical Accounting Policies and Estimates](index=70&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) The company's financial statements rely on critical accounting policies requiring significant management estimates, including revenue recognition from charters and regular impairment analysis of long-lived assets - The company performs impairment analysis of long-lived assets, resulting in impairment charges of **$12.0 million in 2019**, **$14.6 million in 2018**, and **$27.5 million in 2017** due to difficult market conditions[333](index=333&type=chunk)[425](index=425&type=chunk) - Revenue is primarily generated from time and bareboat charters, recognized as lease revenues ratably over the lease term[325](index=325&type=chunk) - Property and equipment, primarily offshore support vessels, are depreciated using the straight-line method over estimated useful lives, typically **20 years for most vessels** and **10 years for crew transfer vessels**[330](index=330&type=chunk)[331](index=331&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=74&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is exposed to market risks from foreign currency exchange rates and interest rate fluctuations, with a **1% increase in LIBOR** on unhedged variable-rate debt increasing annual interest payments by approximately **$1.9 million** - The company faces foreign currency exchange risk from international operations; a **10% strengthening of the euro against the pound sterling** would result in **$1.8 million in foreign currency losses** on its **€15.0 million debt**[343](index=343&type=chunk) - For **$187.2 million in unhedged variable-rate debt**, a **1% increase in LIBOR** would increase annual interest payments by approximately **$1.9 million**[346](index=346&type=chunk) [Controls and Procedures](index=74&type=section&id=Item%209A.%20Controls%20and%20Procedures) As of December 31, 2019, management concluded that the company's disclosure controls and procedures and internal control over financial reporting were effective - Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of **December 31, 2019**[349](index=349&type=chunk) - Management concluded that the company's internal control over financial reporting was effective as of **December 31, 2019**, based on the COSO 2013 framework[353](index=353&type=chunk) Part III [Directors, Compensation, Security Ownership, and Accountant Fees](index=76&type=section&id=Items%2010%2C%2011%2C%2012%2C%2013%2C%20and%2014) Information for Items 10 through 14, covering directors, executive compensation, security ownership, related transactions, and accounting fees, is incorporated by reference from the company's 2020 Annual Meeting of Stockholders proxy statement - Information on directors, executive officers, compensation, security ownership, related transactions, and accounting fees is incorporated by reference from the 2020 Annual Meeting of Stockholders proxy statement[357](index=357&type=chunk)[359](index=359&type=chunk)[360](index=360&type=chunk) Part IV [Exhibits, Financial Statement Schedules](index=77&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This part includes the company's audited consolidated financial statements for the fiscal year ended December 31, 2019, the independent auditor's report, and a list of all exhibits filed with the Form 10-K - This section contains the company's audited consolidated financial statements, schedules, and a list of exhibits filed with the report[364](index=364&type=chunk) - Grant Thornton LLP, the independent registered public accounting firm, opined that the financial statements fairly present the company's financial position in conformity with U.S. GAAP[377](index=377&type=chunk)

[Part I. Financial Information](index=3&type=section&id=Part%20I.%20Financial%20Information) [Financial Statements (Unaudited)](index=3&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) This section presents the unaudited condensed consolidated financial statements, including balance sheets, statements of loss, and cash flows, for the periods ended September 30, 2019 and 2018 Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | Sep 30, 2019 | Dec 31, 2018 | | :--- | :--- | :--- | | **Total Current Assets** | $125,641 | $179,032 | | **Total Assets** | $1,040,506 | $1,102,938 | | **Total Current Liabilities** | $111,397 | $83,617 | | **Total Liabilities** | $546,359 | $548,003 | | **Total Equity** | $494,147 | $554,935 | Condensed Consolidated Statements of Loss Highlights (in thousands) | Period | Operating Revenues | Operating Loss | Net Loss | | :--- | :--- | :--- | :--- | | **Three Months Ended Sep 30, 2019** | $54,700 | $(4,421) | $(18,241) | | **Three Months Ended Sep 30, 2018** | $58,169 | $(13,452) | $(15,766) | | **Nine Months Ended Sep 30, 2019** | $152,422 | $(45,428) | $(76,778) | | **Nine Months Ended Sep 30, 2018** | $144,670 | $(60,665) | $(74,083) | Condensed Consolidated Statements of Cash Flows Highlights (in thousands) | Cash Flow from | Nine Months Ended Sep 30, 2019 | Nine Months Ended Sep 30, 2018 | | :--- | :--- | :--- | | **Operating Activities** | $(4,215) | $(56,898) | | **Investing Activities** | $(30,821) | $(40,643) | | **Financing Activities** | $(22,383) | $80,918 | | **Net Decrease in Cash** | $(52,463) | $(8,032) | [Notes to Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes detail accounting policies, including ASC 842 adoption, the Transformation Plan, asset sales, and long-term debt, with the North Sea ERRV business now classified as held for sale - The company adopted the new lease standard ASC 842 on January 1, 2019, recording **$33.7 million** of right-of-use assets, **$31.9 million** in lease liabilities, and recognizing a cumulative-effect adjustment to retained earnings of **$10.4 million** (net of tax)[19](index=19&type=chunk)[76](index=76&type=chunk) - In Q3 2019, the company began a Transformation Plan to reduce costs, recognizing **$3.3 million** in restructuring and severance charges, with the total estimated cost of the plan being **$5.7 million**[45](index=45&type=chunk)[46](index=46&type=chunk)[49](index=49&type=chunk) - On November 1, 2019, the company agreed to sell its North Sea emergency response and rescue vessel (ERRV) business (BPOS Group) for approximately **£19.5 million ($25.1 million)**, plus potential earn-outs, now classified as Assets Held for Sale with an anticipated loss on sale of approximately **$7.1 million**[22](index=22&type=chunk)[98](index=98&type=chunk) Long-Term Debt Summary (in thousands) | Debt Instrument | Sep 30, 2019 | Dec 31, 2018 | | :--- | :--- | :--- | | Convertible Senior Notes | $125,000 | $125,000 | | SEACOR Marine Foreign Holdings Syndicated Credit Facility | $117,000 | $126,750 | | Falcon Global USA Term Loan Facility | $102,349 | $109,099 | | Other Debt | $87,725 | $82,123 | | **Total Debt** | **$432,674** | **$442,972** | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=31&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses challenging market conditions, the sale of the North Sea ERRV business, a new Transformation Plan, and the company's liquidity position to meet financial obligations - The company continues to face difficult market conditions due to volatile oil prices and an oversupply of offshore support vessels, though it believes a recovery is beginning[105](index=105&type=chunk)[106](index=106&type=chunk) - On November 1, 2019, the company agreed to sell its North Sea ERRV business for approximately **£19.5 million ($25.1 million)** plus potential earn-outs, with an estimated loss on sale of **$7.1 million**[108](index=108&type=chunk) - In Q3 2019, the company initiated a cost reduction plan targeting at least **$8.0 million** in annualized recurring savings, incurring **$3.3 million** in one-time restructuring charges[109](index=109&type=chunk) Consolidated Operational Highlights | Metric | Q3 2019 | Q3 2018 | Nine Months 2019 | Nine Months 2018 | | :--- | :--- | :--- | :--- | :--- | | **Operating Revenues** | $54.7M | $58.2M | $152.4M | $144.7M | | **Operating Loss** | $(4.4M) | $(13.5M) | $(45.4M) | $(60.7M) | | **Fleet Utilization** | 74% | 67% | 67% | 58% | | **Direct Vessel Profit (DVP)** | $27.5M | $19.8M | $54.7M | $44.8M | [Operating Income (Loss) by Segment](index=43&type=section&id=Operating%20Income%20(Loss)%20by%20Segment) Direct Vessel Profit improved in Q3 2019, with varied performance across segments, including significant DVP increases in Africa, Middle East & Asia, and Europe, while the US and Latin America segments saw decreases Direct Vessel Profit by Region - Q3 2019 vs Q3 2018 (in thousands) | Region | Q3 2019 DVP | Q3 2018 DVP | Change | | :--- | :--- | :--- | :--- | | **United States** | $4,743 | $6,607 | -28.2% | | **Africa** | $5,599 | $2,346 | +138.6% | | **Middle East & Asia** | $8,181 | $3,474 | +135.5% | | **Latin America** | $2,065 | $6,046 | -65.8% | | **Europe** | $6,901 | $1,296 | +432.5% | [Liquidity and Capital Resources](index=52&type=section&id=Liquidity%20and%20Capital%20Resources) The company's liquidity as of September 30, 2019, totaled $60.3 million, with key requirements including $41.5 million in capital commitments and servicing $399.2 million in outstanding debt - As of September 30, 2019, the company had total liquidity of **$60.3 million** in cash, restricted cash, and construction reserve funds[165](index=165&type=chunk) - The company has unfunded capital commitments of **$41.5 million** for two CTVs and five PSVs, with **$17.7 million** payable in the remainder of 2019 and **$23.8 million** in 2020[164](index=164&type=chunk) - Total outstanding debt as of September 30, 2019, was **$399.2 million**, net of discount and issue costs[165](index=165&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=56&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) There have been no material changes in the company's exposure to market risk during the first nine months of 2019 - There has been no material change in the Company's exposure to market risk during the nine months ended September 30, 2019[178](index=178&type=chunk) [Controls and Procedures](index=57&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of September 30, 2019, with no material changes to internal control over financial reporting during the quarter - The Company's principal executive officer and principal financial officer concluded that the Company's disclosure controls and procedures were effective as of September 30, 2019[179](index=179&type=chunk) - There were no changes in the Company's internal control over financial reporting during the quarter that materially affected, or are reasonably likely to materially affect, the controls[181](index=181&type=chunk) [Part II. Other Information](index=58&type=section&id=Part%20II.%20Other%20Information) [Legal Proceedings](index=58&type=section&id=Item%201.%20Legal%20Proceedings) The company is appealing a Brazilian tax-deficiency notice with a potential liability ranging from $3.2 million to $4.4 million - A Brazilian subsidiary received a tax-deficiency notice with a potential liability ranging from **R$12.8 million to R$17.5 million (USD $3.2 million – $4.4 million)**, which the company has appealed[86](index=86&type=chunk) [Risk Factors](index=58&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the company's risk factors as disclosed in its 2018 Annual Report on Form 10-K - There have been no material changes in the Company's risk factors during the nine months ended September 30, 2019[183](index=183&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=58&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q3 2019, the company withheld 16,861 shares of Common Stock at an average price of $14.22 per share for employee tax withholding obligations Common Stock Withheld for Tax Obligations | Period | Total Shares Withheld | Average Price per Share | | :--- | :--- | :--- | | July 1, 2019 to Sep 30, 2019 | 16,861 | $14.22 | [Default Upon Senior Securities](index=58&type=section&id=Item%203.%20Default%20Upon%20Senior%20Securities) The company reported no defaults upon its senior securities during the period - None[185](index=185&type=chunk) [Mine Safety Disclosures](index=58&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company's operations - Not applicable[186](index=186&type=chunk) [Other Information](index=58&type=section&id=Item%205.%20Other%20Information) New executive employment agreements were executed on November 5, 2019, for key executives, establishing new base salaries and bonus targets - New executive employment agreements were executed on November 5, 2019, for key executives[187](index=187&type=chunk) Executive Base Salaries and Bonus Targets | Executive | Title | Base Salary | Target Annual Bonus | | :--- | :--- | :--- | :--- | | John Gellert | CEO | $450,000 | 100% of base salary | | Jesús Llorca | CFO | $300,000 | 100% of base salary | | Gregory Rossmiller | CAO | $280,000 | 100% of base salary | | Andrew H. Everett II | - | $275,000 | 100% of base salary | [Exhibits](index=60&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including the sale agreement for BPOS Group and new executive employment agreements - Key exhibits filed include the sale agreement for the BPOS Group and new employment agreements for John Gellert, Jesús Llorca, Gregory Rossmiller, and Andrew H. Everett II[194](index=194&type=chunk)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) 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) 12121 Wickchester Suite 500 Houston, TX 77079 (Address of Principal Executive Offices) (Zip Code) (IRS Employer Identification No.) Registrant's Telephone Number, Including Area Code: (346) 980-1700 ☒ QUART ...

Table of Contents 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 March 31, 2019 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 (Stat ...

Table of Contents United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 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 O ...