Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
________________________________________
FORM 10-Q
________________________________________
(Mark One)
ý
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2015              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 1-12289
SEACOR Holdings Inc.
(Exact Name of Registrant as Specified in Its Charter)
________________________________________
Delaware
 
13-3542736
(State or Other Jurisdiction of
Incorporation or Organization)
 
(IRS Employer
Identification No.)
 
 
2200 Eller Drive, P.O. Box 13038,
 
 
Fort Lauderdale, Florida
 
33316
(Address of Principal Executive Offices)
 
(Zip Code)
954-523-2200
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)
________________________________________
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  ý    No  ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files). Yes  ý     No  ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer  x
 
Accelerated filer  ¨
 
Non-accelerated filer  ¨
(Do not check if a smaller
reporting company)
 
Smaller reporting company  ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  ¨    No  ý
The total number of shares of common stock, par value $.01 per share, outstanding as of April 24, 2015 was 18,248,556. The Registrant has no other class of common stock outstanding.


Table of Contents

SEACOR HOLDINGS INC.
Table of Contents
 
Part I.
 
 
 
 
Item 1.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Item 2.
 
 
 
 
Item 3.
 
 
 
 
Item 4.
 
 
 
Part II.
 
 
 
 
Item 1.
 
 
 
 
 
Item 1A.
 
 
 
 
 
Item 2.
 
 
 
 
 
Item 3.
 
 
 
 
 
Item 4.
 
 
 
 
 
Item 5.
 
 
 
 
 
Item 6.


i

Table of Contents

PART I—FINANCIAL INFORMATION

ITEM 1.
FINANCIAL STATEMENTS
SEACOR HOLDINGS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data, unaudited)
 
March 31,
2015
 
December 31,
2014
ASSETS
 
 
 
Current Assets:
 
 
 
Cash and cash equivalents
$
448,011

 
$
434,183

Restricted cash
16,896

 
16,435

Marketable securities
39,002

 
58,004

Receivables:
 
 
 
Trade, net of allowance for doubtful accounts of $3,037 and $3,162 in 2015 and 2014, respectively
186,583

 
225,242

Other
39,805

 
67,745

Inventories
23,156

 
22,783

Prepaid expenses and other
8,814

 
9,011

Total current assets
762,267

 
833,403

Property and Equipment:
 
 
 
Historical cost
2,083,035

 
2,086,957

Accumulated depreciation
(918,769
)
 
(902,284
)
 
1,164,266

 
1,184,673

Construction in progress
339,390

 
318,000

Net property and equipment
1,503,656

 
1,502,673

Investments, at Equity, and Advances to 50% or Less Owned Companies
483,748

 
484,157

Construction Reserve Funds & Title XI Reserve Funds
288,529

 
278,022

Goodwill
62,688

 
62,759

Intangible Assets, Net
31,955

 
32,727

Other Assets
47,169

 
51,292

 
$
3,180,012

 
$
3,245,033

LIABILITIES AND EQUITY
 
 
 
Current Liabilities:
 
 
 
Current portion of long-term debt
$
44,953

 
$
48,499

Accounts payable and accrued expenses
72,738

 
103,760

Other current liabilities
138,460

 
119,694

Total current liabilities
256,151

 
271,953

Long-Term Debt
834,686

 
834,383

Deferred Income Taxes
413,450

 
432,546

Deferred Gains and Other Liabilities
178,293

 
188,664

Total liabilities
1,682,580

 
1,727,546

Equity:
 
 
 
SEACOR Holdings Inc. stockholders’ equity:
 
 
 
Preferred stock, $.01 par value, 10,000,000 shares authorized; none issued nor outstanding

 

Common stock, $.01 par value, 60,000,000 shares authorized; 37,660,827 and 37,505,843 shares issued in 2015 and 2014, respectively
377

 
375

Additional paid-in capital
1,495,261

 
1,490,698

Retained earnings
1,175,833

 
1,195,402

Shares held in treasury of 19,419,459 and 19,365,716 in 2015 and 2014, respectively, at cost
(1,287,460
)
 
(1,283,476
)
Accumulated other comprehensive loss, net of tax
(5,837
)
 
(3,505
)
 
1,378,174

 
1,399,494

Noncontrolling interests in subsidiaries
119,258

 
117,993

Total equity
1,497,432

 
1,517,487

 
$
3,180,012

 
$
3,245,033





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

1

Table of Contents

SEACOR HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)
(in thousands, except share data, unaudited)
 
Three Months Ended March 31,
 
2015
 
2014
Operating Revenues
$
260,644

 
$
310,017

Costs and Expenses:
 
 
 
Operating
199,148

 
218,976

Administrative and general
38,887

 
38,077

Depreciation and amortization
31,430

 
33,392

 
269,465

 
290,445

Gains (Losses) on Asset Dispositions and Impairments, Net
(4,846
)
 
4,678

Operating Income (Loss)
(13,667
)
 
24,250

Other Income (Expense):
 
 
 
Interest income
4,579

 
4,043

Interest expense
(10,512
)
 
(11,403
)
Marketable security gains (losses), net
(9,121
)
 
5,070

Derivative losses, net
(2,996
)
 
(237
)
Foreign currency losses, net
(1,993
)
 
(199
)
Other, net
(44
)
 
(3,655
)
 
(20,087
)
 
(6,381
)
Income (Loss) Before Income Tax Expense (Benefit) and Equity in Earnings of 50% or Less Owned Companies
(33,754
)
 
17,869

Income Tax Expense (Benefit)
(11,954
)
 
6,375

Income (Loss) Before Equity in Earnings of 50% or Less Owned Companies
(21,800
)
 
11,494

Equity in Earnings of 50% or Less Owned Companies, Net of Tax
3,899

 
2,221

Net Income (Loss)
(17,901
)
 
13,715

Net Income attributable to Noncontrolling Interests in Subsidiaries
1,668

 
2,206

Net Income (Loss) attributable to SEACOR Holdings Inc.
$
(19,569
)
 
$
11,509

 
 
 
 
Basic Earnings (Loss) Per Common Share of SEACOR Holdings Inc.
$
(1.10
)
 
$
0.57

 
 
 
 
Diluted Earnings (Loss) Per Common Share of SEACOR Holdings Inc.
$
(1.10
)
 
$
0.56

 
 
 
 
Weighted Average Common Shares Outstanding:
 
 
 
Basic
17,777,725

 
20,109,373

Diluted
17,777,725

 
20,546,112












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

2

Table of Contents

SEACOR HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(in thousands, unaudited)
 
Three Months Ended March 31,
 
2015
 
2014
Net Income (Loss)
$
(17,901
)
 
$
13,715

Other Comprehensive Income (Loss):
 
 
 
Foreign currency translation gains (losses)
(3,734
)
 
412

Derivative losses on cash flow hedges
(397
)
 
(73
)
Reclassification of derivative losses on cash flow hedges to equity in earnings of 50% or less owned companies
148

 
113

 
(3,983
)
 
452

Income tax (expense) benefit
1,255

 
(142
)
 
(2,728
)
 
310

Comprehensive Income (Loss)
(20,629
)
 
14,025

Comprehensive Income attributable to Noncontrolling Interests in Subsidiaries
1,272

 
2,253

Comprehensive Income (Loss) attributable to SEACOR Holdings Inc.
$
(21,901
)
 
$
11,772





































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

3

Table of Contents

SEACOR HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
(in thousands, unaudited)
 
 
SEACOR Holdings Inc. Stockholders’ Equity
 
Non-
Controlling
Interests In
Subsidiaries
 
Total
Equity
 
 
Common
Stock
 
Additional
Paid-In
Capital
 
Retained
Earnings
 
Shares
Held In
Treasury
 
Accumulated
Other
Comprehensive
Loss
 
December 31, 2014
 
$
375

 
$
1,490,698

 
$
1,195,402

 
$
(1,283,476
)
 
$
(3,505
)
 
$
117,993

 
$
1,517,487

Issuance of common stock:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Employee Stock Purchase Plan
 

 

 

 
1,261

 

 

 
1,261

Exercise of stock options
 
1

 
910

 

 

 

 

 
911

Director stock awards
 

 
57

 

 

 

 

 
57

Restricted stock
 
1

 
(95
)
 

 

 

 

 
(94
)
Purchase of treasury shares
 

 

 

 
(5,245
)
 

 

 
(5,245
)
Amortization of share awards
 

 
3,691

 

 

 

 

 
3,691

Dividends paid to noncontrolling interests
 

 

 

 

 

 
(7
)
 
(7
)
Net income (loss)
 

 

 
(19,569
)
 

 

 
1,668

 
(17,901
)
Other comprehensive loss
 

 

 

 

 
(2,332
)
 
(396
)
 
(2,728
)
Three months ended March 31, 2015
 
$
377

 
$
1,495,261

 
$
1,175,833

 
$
(1,287,460
)
 
$
(5,837
)
 
$
119,258

 
$
1,497,432




































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

4

Table of Contents

SEACOR HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands, unaudited)
 
Three Months Ended March 31,
 
2015
 
2014
Net Cash Provided by Operating Activities
$
71,117

 
$
62,231

Cash Flows from Investing Activities:
 
 
 
Purchases of property and equipment
(47,430
)
 
(219,129
)
Proceeds from disposition of property and equipment
7,228

 
17,619

Investments in and advances to 50% or less owned companies
(16,734
)
 
(17,102
)
Return of investments and advances from 50% or less owned companies
16,953

 
6,050

Payments received on third party leases and notes receivable, net
3,965

 
1,293

Net increase in restricted cash
(461
)
 
(2,315
)
Net increase in construction reserve funds and Title XI reserve funds
(10,507
)
 
(2,600
)
Net cash used in investing activities
(46,986
)
 
(216,184
)
Cash Flows from Financing Activities:
 
 
 
Payments on long-term debt and capital lease obligations
(7,396
)
 
(2,161
)
Net payments under inventory financing arrangements
(1,219
)
 
(1,254
)
Proceeds from issuance of long-term debt
4,435

 
3

Common stock acquired for treasury
(5,245
)
 

Proceeds and tax benefits from share award plans
2,076

 
4,602

Dividends paid to noncontrolling interests
(7
)
 
(121
)
Net cash provided by (used in) financing activities
(7,356
)
 
1,069

Effects of Exchange Rate Changes on Cash and Cash Equivalents
(2,947
)
 
239

Net Increase (Decrease) in Cash and Cash Equivalents
13,828

 
(152,645
)
Cash and Cash Equivalents, Beginning of Period
434,183

 
527,435

Cash and Cash Equivalents, End of Period
$
448,011

 
$
374,790
























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

5

Table of Contents

SEACOR HOLDINGS INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
1.
BASIS OF PRESENTATION AND ACCOUNTING POLICIES
The condensed consolidated financial information for the three months ended March 31, 2015 and 2014 has been prepared by the Company and has not been audited by its independent registered public accounting firm. The condensed consolidated financial statements include the accounts of SEACOR Holdings Inc. and its consolidated subsidiaries. In the opinion of management, all adjustments (consisting of normal recurring adjustments) have been made to fairly present the Company’s financial position as of March 31, 2015, its results of operations for the three months ended March 31, 2015 and 2014, its comprehensive income (loss) for the three months ended March 31, 2015 and 2014, its changes in equity for the three months ended March 31, 2015, and its cash flows for the three months ended March 31, 2015 and 2014. Results of operations for the interim periods presented are not necessarily indicative of operating results for the full year or any future periods.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014.
Unless the context otherwise indicates, any reference in this Quarterly Report on Form 10-Q to the "Company" refers to SEACOR Holdings Inc. and its consolidated subsidiaries and any reference in this Quarterly Report on Form 10-Q to "SEACOR" refers to SEACOR Holdings Inc. Capitalized terms used and not specifically defined herein have the same meaning given those terms in the Company's Annual report on Form 10-K for the year ended December 31, 2014.
Revenue Recognition. The Company recognizes revenue when it is realized or realizable and earned. Revenue is realized or realizable and earned when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price to the buyer is fixed or determinable, and collectability is reasonably assured. Revenue that does not meet these criteria is deferred until the criteria are met.
As of March 31, 2015, deferred revenues of $6.8 million, included in other current liabilities, related to the time charter of several offshore support vessels scheduled to be paid through the conveyance of an overriding royalty interest (the "Conveyance") in developmental oil and gas producing properties operated by a customer in the U.S. Gulf of Mexico. Payments under the Conveyance, and the timing of such payments, were contingent upon production and energy sale prices. On August 17, 2012, the customer filed a voluntary petition for chapter 11 bankruptcy, which was converted to chapter 7 in June 2014. The Company is vigorously defending its interest in connection with the bankruptcy filing; however, payments received under the Conveyance subsequent to August 17, 2012 and during the 90 days prior to the filing are subject to bankruptcy court approval. The Company will recognize revenues as approved by the bankruptcy court. All costs and expenses related to these charters were recognized as incurred.
Property and Equipment. Equipment, stated at cost, is depreciated using the straight-line method over the estimated useful life of the asset to an estimated salvage value. With respect to each class of asset, the estimated useful life is based upon a newly built asset being placed into service and represents the time period beyond which it is typically not justifiable for the Company to continue to operate the asset in the same or similar manner. From time to time, the Company may acquire older assets that have already exceeded the Company’s useful life policy, in which case the Company depreciates such assets based on its best estimate of remaining useful life, typically the next survey or certification date.

6

Table of Contents

As of March 31, 2015, the estimated useful life (in years) of each of the Company’s major categories of new equipment was as follows:
Offshore support vessels (excluding wind farm utility)
20
Wind farm utility vessels
10
Inland river dry-cargo barges
20
Inland river liquid tank barges
25
Inland river towboats
25
Product tankers - U.S.-flag
25
Short-sea Container/RORO(1) vessels
20
Harbor and offshore tugs
25
Ocean liquid tank barges
25
Terminal and manufacturing facilities
20
______________________
(1)
Roll on/Roll off ("RORO").
Impairment of Long-Lived Assets. The Company performs an impairment analysis of long-lived assets used in operations, including intangible assets, when indicators of impairment are present. If the carrying value of the assets is not recoverable, as determined by the estimated undiscounted cash flows, the carrying value of the assets is reduced to fair value. Generally, fair value is determined using valuation techniques, such as expected discounted cash flows or appraisals, as appropriate. During the three months ended March 31, 2015 and 2014, the Company recognized impairment charges of $6.6 million and $3.9 million, respectively, related to long-lived assets held for use.
Deferred Gains. The Company has sold certain equipment to its 50% or less owned companies, entered into vessel sale-leaseback transactions with finance companies, and provided seller financing on sales of its equipment to third parties and its 50% or less owned companies. A portion of the gains realized from these transactions were deferred and recorded in deferred gains and other liabilities in the accompanying condensed consolidated balance sheets. Deferred gain activity related to these transactions for the three months ended March 31 was as follows (in thousands):
 
2015
 
2014
Balance at beginning of period
$
159,911

 
$
124,763

Amortization of deferred gains included in operating expenses as a reduction to rental expense
(5,641
)
 
(3,314
)
Amortization of deferred gains included in gains (losses) on asset dispositions and impairments, net
(1,048
)
 
(976
)
Balance at end of period
$
153,222

 
$
120,473

Accumulated Other Comprehensive Loss. The components of accumulated other comprehensive loss were as follows:
 
SEACOR Holdings Inc. Stockholders' Equity
 
Noncontrolling
Interests
 
 
 
Foreign
Currency
Translation
Adjustments
 
Derivative
Losses on
Cash Flow
Hedges, net
 
Other
 
Total
 
Foreign
Currency
Translation
Adjustments
 
Other
 
Other
Comprehensive
Loss
December 31, 2014
$
(3,494
)
 
$
(16
)
 
$
5

 
$
(3,505
)
 
$
(86
)
 
$
3

 
 
Other comprehensive loss
(3,338
)
 
(249
)
 

 
(3,587
)
 
(396
)
 

 
$
(3,983
)
Income tax benefit
1,168

 
87

 

 
1,255

 

 

 
1,255

Three months ended
March 31, 2015
$
(5,664
)
 
$
(178
)
 
$
5

 
$
(5,837
)
 
$
(482
)
 
$
3

 
$
(2,728
)
    

7

Table of Contents

Earnings (Loss) Per Share. Basic earnings (loss) per common share of SEACOR are computed based on the weighted average number of common shares issued and outstanding during the relevant periods. Diluted earnings (loss) per common share of SEACOR are computed based on the weighted average number of common shares issued and outstanding plus the effect of potentially dilutive securities through the application of the treasury stock and if-converted methods. Dilutive securities for this purpose assumes restricted stock grants have vested, common shares have been issued pursuant to the exercise of outstanding stock options and common shares have been issued pursuant to the conversion of all outstanding convertible notes.
Computations of basic and diluted earnings (loss) per common share of SEACOR were as follows (in thousands, except share data):
 
Three Months Ended March 31,
 
Net Income (Loss) attributable to SEACOR
 
Average O/S Shares
 
Per Share
2015
 
 
 
 
 
Basic Weighted Average Common Shares Outstanding
$
(19,569
)
 
17,777,725

 
$
(1.10
)
Effect of Dilutive Share Awards:
 
 
 
 
 
Options and Restricted Stock(1)

 

 
 
Convertible Notes(2)(3)

 

 
 
Diluted Weighted Average Common Shares Outstanding
$
(19,569
)
 
17,777,725

 
$
(1.10
)
2014
 
 
 
 
 
Basic Weighted Average Common Shares Outstanding
$
11,509

 
20,109,373

 
$
0.57

Effect of Dilutive Share Awards:
 
 
 
 
 
Options and Restricted Stock(1)

 
436,739

 
 
Convertible Notes(2)(3)

 

 
 
Diluted Weighted Average Common Shares Outstanding
$
11,509

 
20,546,112

 
$
0.56

______________________
(1)
For the three months ended March 31, 2015 and 2014, diluted earnings per common share of SEACOR excluded 1,977,402 and 212,859, respectively, of certain share awards as the effect of their inclusion in the computation would be anti-dilutive.
(2)
For the three months ended March 31, 2015 and 2014, diluted earnings per common share of SEACOR excluded 1,825,326 common shares issuable pursuant to the Company's 3.0% Convertible Senior Notes as the effect of their inclusion in the computation would be anti-dilutive.
(3)
For the three months ended March 31, 2015 and 2014, diluted earnings per common share of SEACOR excluded 4,200,525 common shares issuable pursuant to the Company's 2.5% Convertible Senior Notes as the effect of their inclusion in the computation would be anti-dilutive.
New Accounting Pronouncements. On May 28, 2014, the Financial Accounting Standards Board ("FASB") issued a comprehensive new revenue recognition standard that will supersede nearly all existing revenue recognition guidance under generally accepted accounting principles in the United States. The core principal of the new standard is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The new standard is effective for annual and interim periods beginning after December 15, 2017 and early adoption is permitted. The Company has not yet selected the method of adoption and determined what impact, if any, the adoption of the new standard will have on its consolidated financial position, results of operations or cash flows.
On February 18, 2015, the FASB issued an accounting standard update that amends the guidance for evaluating whether to consolidate certain legal entities. Specifically, the accounting standard update modifies the method for determining whether limited partnerships and similar legal entities are variable interest entities (“VIEs”) or voting interest entities. Further, it eliminates the presumption that a general partner should consolidate a limited partnership and impacts the consolidation analysis of reporting entities that are involved with VIEs, particularly those that have fee arrangements and related party relationships. The accounting standard update is effective for annual and interim periods beginning after December 15, 2015 and early adoption permitted. The Company has not yet determined what impact, if any, the adoption of the accounting standard update will have on its consolidated financial position, results of operations or cash flows.
On April 7, 2015, the FASB issued final guidance to simplify the presentation of debt issuance costs by requiring debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the debt liability rather than as an asset. The recognition and measurement guidance for debt issuance costs have not changed. The new standard requires retrospective application and represents a change in accounting principle. The final guidance is effective for annual and interim periods beginning after December 15, 2015 and early adoption is permitted. As of March 31, 2015, the Company had $10.1 million of debt issuance costs included in other assets in the accompanying condensed consolidated balance sheets.

8

Table of Contents

2.
BUSINESS ACQUISITIONS
Witt O'Brien's. On July 11, 2014, the Company acquired a controlling interest in Witt O'Brien's, a global leader in preparedness, crisis management, and disaster response and recovery, through the acquisition of its partner's 45.8% equity interest for $35.4 million. The Company performed a fair value analysis and the purchase price was allocated to the acquired assets and liabilities based on their fair values resulting in $45.0 million of goodwill being recorded. The preliminary fair value analysis is pending completion of a final valuation for the acquired assets and liabilities.
3.
EQUIPMENT ACQUISITIONS, DISPOSITIONS AND IMPAIRMENTS
During the three months ended March 31, 2015, capital expenditures were $47.4 million. Equipment deliveries during the period included one fast support vessel, one wind farm utility vessel and one inland river towboat.
During the three months ended March 31, 2015, the Company sold one 10,000 barrel inland river tank barge, twelve inland river deck barges and other property and equipment for net proceeds of $7.2 million in cash and gains of $0.8 million, all of which were recognized currently. In addition, the Company recognized previously deferred gains of $1.0 million.
During the three months ended March 31, 2015, the Company recognized impairment charges of $6.6 million related to the suspended construction of two offshore support vessels.
4.
INVESTMENTS, AT EQUITY, AND ADVANCES TO 50% OR LESS OWNED COMPANIES
MexMar. MexMar operates offshore support vessels in Mexico. During the three months ended March 31, 2015, the Company and its partner each contributed additional capital of $7.9 million in cash to MexMar. In addition, during the three months ended March 31, 2015, MexMar repaid $15.0 million of seller financing.
Falcon Global. On August 1, 2014 the Company and Montco Global, LLC formed Falcon Global LLC ("Falcon Global") to construct and operate two foreign-flag liftboats. The Company has a 50% ownership interest in Falcon Global. During the three months ended March 31, 2015, the Company and its partner each contributed additional capital of $6.7 million in cash to Falcon Global.
SCFCo. SCFCo was established to operate towboats and dry-cargo barges on the Parana-Paraguay Rivers in South America and a terminal facility at Port Ibicuy, Argentina. During the three months ended March 31, 2015, the Company and its partner each contributed additional capital of $1.0 million in cash to SCFCo. As of March 31, 2015, the Company had outstanding loans and working capital advances to SCFCo Holdings of $30.6 million.
Bunge-SCF Grain. Bunge-SCF Grain operates a terminal grain elevator in Fairmont City, Illinois. During the three months ended March 31 2015, the Company received $2.0 million of repayments of working capital advances. As of March 31, 2015, the total balance of working capital advances outstanding was $7.0 million.
SCF Bunge Marine. SCF Bunge Marine provides towing services on the U.S. Inland River Waterways, primarily the Mississippi River, Illinois River and Ohio River. During the three months ended March 31, 2015, the Company received dividends of $2.5 million from SCF Bunge Marine.
Dorian. Dorian owns and operates foreign-flag VLGC's servicing the international Liquefied Petroleum Trade. As of March 31, 2015, the Company's carrying value of its investment in Dorian was $140.9 million and its fair value was $121.5 million based on the quoted market price.
SEA-Access. SEA-Access owns and operates a U.S.-flag crude tanker. During the three months ended March 31, 2015, the Company received dividends of $5.1 million from SEA-Access.
SeaJon II. SeaJon II owns a U.S.-flag offshore tug on time charter to Trailer Bridge. During the three months ended March 31, 2015, the Company and its partner each contributed additional capital of $1.0 million to Sea Jon II.
Guarantees. The Company has guaranteed the payment of amounts owed under a vessel charter by one of its 50% or less owned companies, a construction contract for one of its 50% or less owned companies and amounts owed under banking facilities by certain of its 50% or less owned companies. As of March 31, 2015, the total amount guaranteed by the Company under these arrangements was $102.7 million. In addition, as of March 31, 2015, the Company had uncalled capital commitments to two of its 50% or less owned companies totaling $2.0 million.
5.
LONG-TERM DEBT
As of March 31, 2015, the Company had outstanding letters of credit totaling $31.7 million with various expiration dates through 2018.

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During the three months ended March 31, 2015, the Company made scheduled payments on long-term debt of $1.9 million and made net payments of $1.2 million under inventory financing arrangements. In addition, the Company received advances of $4.4 million and made repayments of $5.5 million on a subsidiary's revolving credit facility.
SEACOR’s Board of Directors has previously authorized the Company to purchase any or all of its 7.375% Senior Notes due 2019, which may be acquired through open market purchases, privately negotiated transactions or otherwise, depending on market conditions. During the three months ended March 31, 2015, the Company did not repurchase any of its 7.375% Senior Notes due 2019. As of March 31, 2015, the aggregate outstanding principal amount of the Company's 7.375% Senior Notes due 2019 was $233.5 million. Subsequent to March 31, 2015, the Company purchased $9.3 million, in principal amount of its 7.375% Senior Notes for $9.5 million.
SEA-Vista Credit Facility. On April 15, 2015, SEA-Vista, a consolidated non-wholly owned subsidiary (see Note 9), entered into a $300.0 million credit agreement that matures in 2020 (the "Credit Agreement") and is secured by substantially all of SEA-Vista's tangible and intangible assets with no recourse to SEACOR or its other subsidiaries. The Credit Agreement is comprised of three tranches: (i) a $100.0 million revolving credit facility (the "Revolving Loan"); (ii) an $80.0 million term loan (the "Term A-1 Loan"); and (iii) a $120.0 million delayed draw term loan (the "Term A-2 Loan"). The proceeds from the Credit Agreement will fund SEA-Vista's working capital, general corporate purposes, capital commitments and the repayment of outstanding Title XI Bonds. All three loans bear interest at a variable rate determined by reference to the London Interbank Offered Rate ("LIBOR") plus a margin of between 2.00% and 2.75% as determined in accordance with the Credit Agreement or, at the election of SEA-Vista, a Base Rate plus a margin of between 1.25% and 1.75% as determined in accordance with the Credit Agreement. A quarterly commitment fee is payable based on the unused amounts of all three tranches. On April 16, 2015, SEA-Vista drew $25.0 million under the Revolving Loan and $25.0 million under the Term-A-2 Loan.
Each of the loans under the Credit Agreement will mature on April 15, 2020 (the "Maturity Date"), which may be accelerated in certain circumstances under the Credit Agreement. The principal of the Term A-1 Loan is repayable commencing in June 2015 in quarterly installments of 1.25% of the aggregate principal amount of the Term A-1 Loan through June 30, 2017. Commencing on September 30, 2017, the principal of each of the Term A-1 Loan and the Term A-2 Loan is repayable in quarterly installments of 2.50% of the aggregate principal amount of such loans, with the outstanding principal balance, interest and all other amounts outstanding for all loans, including the Revolving Loan, due and payable on the Maturity Date.
Commencing with the calendar year ending December 31, 2016, SEA-Vista is required to make annual prepayments on the Term A-1 Loan and the Term A-2 Loan in an amount equal to 50% of annual excess cash flow (as defined), with prepayments continuing on an annual basis until an amount equal to $75.0 million of the aggregate principal amount of the term loans has been repaid. Each such payment is to be made on or before May 15 of the subsequent calendar year (i.e., commencing May 15, 2017). In addition, SEA-Vista has the right to make optional prepayments on each of the loans without penalty in minimum amounts of $1.0 million.
The Credit Agreement contains various restrictive covenants including: funded debt to adjusted EBITDA; adjusted EBITDA to interest expense plus amortization; aggregate collateral vessel value to the sum of funded debt and unused and unexpired commitments; and minimum liquidity. In addition, the Credit Agreement restricts the payment of dividends and distributions as defined in the Credit Agreement.
Title XI Bonds. On April 15, 2015, upon the closing of the SEA-Vista Credit Agreement, SEA-Vista instructed the indenture trustee for the Title XI Bonds to issue notices for redemption of the Title XI Bonds, which are expected to be redeemed on or after June 1, 2015. As of March 31, 2015, the total amount of Title XI Bonds outstanding was $70.8 million, including an unamortized discount of $8.5 million. As a consequence of redeeming the bonds prior to their scheduled maturity in 2024, SEA-Vista will also be required to pay a make whole payment (as defined in the Title XI financing agreements). The Company does not expect the make whole payment to exceed $22.0 million; however, the exact amount cannot be determined until the bonds are redeemed. Upon redemption, the Company will record a loss on extinguishment of debt equal to the then unamortized discount and make whole payment. SEA-Vista intends to fund the redemption of the Title XI Bonds with advances from its Credit Agreement, its restricted cash of $16.6 million and its Title XI reserve funds of $9.6 million.
6.
FAIR VALUE MEASUREMENTS
The fair value of an asset or liability is the price that would be received to sell an asset or transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company utilizes a fair value hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value and defines three levels of inputs that may be used to measure fair value. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs are observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets, quoted prices in markets that are not active, inputs other than quoted prices that are observable for the asset or liability, or inputs derived from observable market data. Level 3 inputs are unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities.

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The Company’s financial assets and liabilities as of March 31, 2015 that are measured at fair value on a recurring basis were as follows (in thousands):
 
Level 1
 
Level 2
 
Level 3
ASSETS
 
 
 
 
 
Marketable securities(1)
$
39,002

 
$

 
$

Derivative instruments (included in other receivables)
653

 
7,113

 

Construction reserve funds and Title XI reserve funds
288,529

 

 

LIABILITIES
 
 
 
 
 
Short sale of marketable securities(1) (included in other current liabilities)
5,786

 

 

Derivative instruments (included in other current liabilities)
6,603

 
684

 

______________________
(1)
Marketable security gains (losses), net include unrealized losses of $8.2 million and unrealized gains of $2.8 million for the three months ended March 31, 2015 and 2014, respectively, related to marketable security positions held by the Company as of March 31, 2015.
The estimated fair values of the Company’s other financial assets and liabilities as of March 31, 2015 were as follows (in thousands):
 
 
 
Estimated Fair Value
 
Carrying
Amount
 
Level 1
 
Level 2
 
Level 3
ASSETS
 
 
 
 
 
 
 
Cash, cash equivalents and restricted cash
$
464,907

 
$
464,907

 
$

 
$

Investments, at cost, in 50% or less owned companies (included in other assets)
10,442

 
see below
 
 
 
 
Notes receivable from third parties (included in other receivables and other assets)
19,358

 
see below
 
 
 
 
LIABILITIES
 
 
 
 
 
 
 
Long-term debt, including current portion(1)
879,639

 

 
955,181

 

______________________
(1)
The estimated fair value includes the conversion options on the Company's 2.5% and 3.0% Convertible Senior Notes.
The carrying value of cash, cash equivalents and restricted cash approximates fair value. The fair value of the Company’s long-term debt was estimated based upon quoted market prices or by using discounted cash flow analyses based on estimated current rates for similar types of arrangements. It was not practicable to estimate the fair value of the Company’s investments, at cost, in 50% or less owned companies because of the lack of quoted market prices and the inability to estimate fair value without incurring excessive costs. It was not practicable to estimate the fair value of the Company’s notes receivable from third parties as the overall returns are uncertain due to certain provisions for additional payments contingent upon future events. Considerable judgment was required in developing certain of the estimates of fair value and, accordingly, the estimates presented herein are not necessarily indicative of the amounts that the Company could realize in a current market exchange.
The Company’s non-financial assets and liabilities that were measured at fair value during the three months ended March 31, 2015 were as follows (in thousands):
 
 
Level 1
 
Level 2
 
Level 3
ASSETS
 
 
 
 
 
 
Construction in progress(1)
 
$

 
$
200

 
$

______________________
(1)
During the three months ended March 31, 2015, the Company recognized impairment charges of $6.6 million related to the suspended construction of two offshore support vessels. The fair value of the construction in progress was determined based on the scrap value of the hulls.

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7.
DERIVATIVE INSTRUMENTS AND HEDGING STRATEGIES
Derivative instruments are classified as either assets or liabilities based on their individual fair values. Derivative assets and liabilities are included in other receivables and other current liabilities, respectively, in the accompanying condensed consolidated balance sheets. The fair values of the Company’s derivative instruments as of March 31, 2015 were as follows (in thousands):
 
Derivative
Asset
 
Derivative
Liability
 
 
 
 
Options on equities and equity indices
$

 
$
1,868

Forward currency exchange, option and future contracts

 
224

Interest rate swap agreements

 
391

Commodity swap, option and future contracts:
 
 
 
Exchange traded
653

 
4,734

Non-exchange traded
7,113

 
70

 
$
7,766

 
$
7,287

Cash Flow Hedges. Certain of the Company's 50% or less owned companies have interest rate swap agreements designated as cash flow hedges. By entering into these interest rate swap agreements, the Company's 50% or less owned companies have converted the variable LIBOR component of certain of their outstanding borrowings to a fixed interest rate. As of March 31, 2015, the interest rate swaps held by the Company's 50% or less owned companies were as follows:
SCFCo, an Inland River Services 50% or less owned company, had two interest rate swap agreements with maturities in 2015 that call for SCFCo to pay a fixed rate of interest ranging from 1.53% to 1.62% on the aggregate amortized notional value of $15.0 million and receive a variable interest rate based on LIBOR on the aggregate amortized notional value.
SeaJon, a Shipping Services 50% or less owned company, had an interest rate swap agreement maturing in 2017 that calls for SeaJon to pay a fixed interest rate of 2.79% on the amortized notional value of $34.5 million and receive a variable interest rate based on LIBOR on the amortized notional value.
Sea-Cat Crewzer, an Offshore Marine Services 50% or less owned company, had an interest rate swap agreement maturing in 2019 that calls for Sea-Cat Crewzer to pay a fixed rate of interest of 1.52% on the amortized notional value of $24.3 million and receive a variable interest rate based on LIBOR on the amortized notional value.
Sea-Cat Crewzer II, an Offshore Marine Services 50% or less owned company, had an interest rate swap agreement maturing in 2019 that calls for Sea-Cat Crewzer II to pay a fixed rate of interest of 1.52% on the amortized notional value of $27.4 million and receive a variable interest rate based on LIBOR on the amortized notional value.
MexMar, an Offshore Marine Services 50% or less owned company, had two interest rate swap agreements with maturities in 2023 that call for MexMar to pay a fixed rate of interest ranging from 1.97% to 2.05% on the aggregate amortized notional value of $42.6 million and receive a variable interest rate based on LIBOR on the aggregate amortized notional value. On April 22, 2015, MexMar entered into two new interest rate swap agreements with maturities in 2023 that call for MexMar to pay a fixed rate of interest ranging from 1.71% to 1.72% on the aggregate notional value of $82.8 million and receive a variable interest rate based on LIBOR on the aggregate amortized notional value.
Other Derivative Instruments. The Company recognized gains (losses) on derivative instruments not designated as hedging instruments for the three months ended March 31 as follows (in thousands):
 
2015
 
2014
Options on equities and equity indices
$
(1,374
)
 
$
13

Forward currency exchange, option and future contracts
(304
)
 
11

Interest rate swap agreements
(9
)
 
(65
)
Commodity swap, option and future contracts:
 
 
 
Exchange traded
(2,184
)
 
1,841

Non-exchange traded
875

 
(2,037
)
 
$
(2,996
)
 
$
(237
)

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The Company holds positions in publicly traded equity options that convey the right or obligation to engage in a future transaction on the underlying equity security or index. The Company’s investment in equity options primarily includes positions in energy, marine, transportation and other related businesses. These contracts are typically entered into to mitigate the risk of changes in the market value of marketable security positions that the Company is either about to acquire, has acquired or is about to dispose.
The Company enters and settles forward currency exchange, option and future contracts with respect to various foreign currencies. As of March 31, 2015, the outstanding forward currency exchange contracts translated into a net purchase of foreign currencies with an aggregate U.S. dollar equivalent of $3.6 million. These contracts enable the Company to buy currencies in the future at fixed exchange rates, which could offset possible consequences of changes in currency exchange rates with respect to the Company’s business conducted outside of the United States. The Company generally does not enter into contracts with forward settlement dates beyond twelve to eighteen months.
The Company and certain of its 50% or less owned companies have entered into interest rate swap agreements for the general purpose of providing protection against increases in interest rates, which might lead to higher interest costs. As of March 31, 2015, the interest rate swaps held by the Company or its 50% or less owned companies were as follows:
The Company had an interest rate swap agreement maturing in 2018 that calls for the Company to pay a fixed interest rate of 3.00% on the amortized notional value of $8.3 million and receive a variable interest rate based on Euribor on the amortized notional value.
Dynamic Offshore, an Offshore Marine Services 50% or less owned company, had an interest rate swap agreement maturing in 2018 that calls for Dynamic Offshore to pay a fixed interest rate of 1.30% on the amortized notional value of $91.0 million and receive a variable interest rate based on LIBOR on the amortized notional value.
OSV Partners, an Offshore Marine Services 50% or less owned company, had two interest rate swap agreements with maturities in 2020 that call for OSV Partners to pay a fixed rate of interest ranging from 1.89% to 2.27% on the aggregate amortized notional value of $38.3 million and receive a variable interest rate based on LIBOR on the aggregate amortized notional value.
Dorian, a Shipping Services 50% or less owned company, had six interest rate swap agreements with maturities ranging from 2018 to 2020 that call for Dorian to a pay fixed rate of interest ranging from 2.96% to 5.40% on the aggregate amortized notional value of $116.5 million and receive a variable interest rate based on LIBOR on the aggregate amortized notional value.
The Company enters and settles positions in various exchange and non-exchange traded commodity swap, option and future contracts. ICP enters into exchange traded positions (primarily corn, ethanol or natural gas) to protect its raw material and finished goods inventory balance from market changes. In the Company’s agricultural commodity trading and logistics business, fixed price future purchase and sale contracts for sugar are included in the Company’s non-exchange traded derivative positions. The Company enters into exchange traded positions to protect these purchase and sale contracts as well as its inventory balances from market changes. As of March 31, 2015, the net market exposure to corn and sugar under these contracts was not material.
8.
STOCK REPURCHASES
SEACOR’s Board of Directors previously approved a securities repurchase plan that authorizes the Company to acquire shares of SEACOR common stock, par value $0.01 per share (“Common Stock”), which may be acquired through open market purchases, privately negotiated transactions or otherwise, depending on market conditions. During the three months ended March 31, 2015, the Company acquired 33,354 shares of Common Stock for treasury for an aggregate purchase price of $2.3 million. As of March 31, 2015, the remaining authority under the repurchase plan was $147.7 million.
During the three months ended March 31, 2015, the Company also purchased 40,859 shares of Common Stock for treasury for an aggregate purchase price of $3.0 million from its employees to cover their tax withholding obligations upon the lapsing of restrictions on share awards. These shares were purchased in accordance with the terms of the Company's Share Incentive Plans and not pursuant to the repurchase authorizations granted by SEACOR's Board of Directors.

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9.
NONCONTROLLING INTERESTS IN SUBSIDIARIES
Noncontrolling interests in the Company's consolidated subsidiaries were as follows (in thousands):
 
Noncontrolling Interests
 
March 31, 2015
 
December 31, 2014
Offshore Marine Services:
 
 
 
 
 
 
 
Windcat Workboats
25%
 
$
7,703

 
$
7,527

Other
1.8
%
33.3%
 
1,321

 
1,323

Inland River Services:
 
 
 
 
 
 
 
Other
3.0
%
51.8%
 
1,100

 
1,088

Shipping Services:
 
 
 
 
 
 
 
Sea-Vista
49%
 
89,632

 
89,680

Illinois Corn Processing
30%
 
17,631

 
16,397

Other
10.0
%
18.9%
 
1,871

 
1,978

 
 
 
 
 
$
119,258

 
$
117,993

Windcat Workboats. Windcat Workboats owns and operates the Company’s wind farm utility vessels that are primarily used to move personnel and supplies in the major offshore wind markets of Europe. As of March 31, 2015, the net assets of Windcat Workboats were $30.8 million. During the three months ended March 31, 2015, the net income of Windcat Workboats was $2.3 million, of which $0.6 million was attributable to noncontrolling interests. During the three months ended March 31, 2014, the net loss of Windcat Workboats was $0.6 million, of which $0.2 million was attributable to noncontrolling interests.
SEA-Vista. SEA-Vista owns and operates the Company's fleet of U.S.-flag product tankers used in the U.S. coastwise trade of crude oil, petroleum and specialty chemical products and holds contracts for the construction of three 50,000 DWT (deadweight tonnage) product tankers. As of March 31, 2015, the net assets of SEA-Vista were $182.9 million. During the three months ended March 31, 2015, the net loss of SEA-Vista was $0.1 million, of which the amount attributable to noncontrolling interests was not material.
Illinois Corn Processing. Illinois Corn Processing LLC (“ICP”) owns and operates an alcohol manufacturing, storage and distribution facility located in Pekin, IL. As of March 31, 2015, the net assets of ICP were $63.2 million. During the three months ended March 31, 2015, the net income of ICP was $4.1 million, of which $1.2 million was attributable to noncontrolling interests. During the three months ended March 31, 2014, the net income of ICP was $10.6 million, of which $2.0 million was attributable to noncontrolling interests.
For the twelve months ending March 31, 2014, the noncontrolling member of ICP had invoked a plant shutdown election that is available to each LLC member under certain circumstances; however, under its member rights, the Company elected to keep the plant in operation. As a result, the earnings and losses of ICP were disproportionately allocated to its members during the plant shutdown election period. Effective April 1, 2014, the noncontrolling member of ICP withdrew its plant shutdown election.
10.
MULTI-EMPLOYER PENSION PLANS
MNRPF. The cumulative funding deficits of the MNRPF are currently being recovered by additional annual contributions from current employers that are subject to adjustment following the results of future tri-annual actuarial valuations. Prior to 2012, the Company was invoiced and expensed $0.4 million for its allocated share of the then cumulative funding deficits. On February 25, 2015, the High Court approved a new deficit contribution scheme whereby any funding deficit of the MNRPF is to be remedied through funding contributions from all participating current and former employers. Based on an actuarial valuation in 2014, the potential cumulative funding deficit of the MNRPF was $481.6 million (£325.0 million). The MNRPF’s trustee estimates the Company’s allocated share of the cumulative funding deficit to be $6.2 million (£4.2 million), including portions deemed uncollectible due to the non-existence or liquidation of certain former employers. The Company will recognize payroll related operating expenses in the periods invoices are received.
    

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AMOPP. During the three months ended March 31, 2015, the Company received notification from the AMOPP that the Company's withdrawal liability as of September 30, 2014 was $39.9 million based on an actuarial valuation performed as of that date. That liability may change in future years based on various factors, primarily employee census. As of March 31, 2015, the Company has no intention to withdraw from the AMOPP and no deficit amounts have been invoiced. Depending upon the results of the future actuarial valuations and the ten-year rehabilitation plan, it is possible that the AMOPP will experience further funding deficits, requiring the Company to recognize additional payroll related operating expenses in the periods invoices are received or contribution levels are increased.
11.
SHARE BASED COMPENSATION
Transactions in connection with the Company’s share based compensation plans during the three months ended March 31, 2015 were as follows:
Director stock awards granted
750

Employee Stock Purchase Plan (“ESPP”) shares issued
20,470

Restricted stock awards granted
134,650

Restricted stock awards canceled

Shares released from Deferred Compensation Plan

Stock Option Activities:
 
Outstanding as of December 31, 2014
1,546,508

Granted
43,060

Exercised
(19,584
)
Outstanding as of March 31, 2015
1,569,984

Shares available for future grants and ESPP purchases as of March 31, 2015
928,398

12.
COMMITMENTS AND CONTINGENCIES
As of March 31, 2015, the Company's unfunded capital commitments were $459.4 million and included: $153.7 million for 16 offshore support vessels; $1.7 million for two 30,000 barrel inland river liquid tank barges; $11.0 million for eight 10,000 barrel inland river liquid tank barges; $2.7 million for three inland river towboats; $216.9 million for three U.S.-flag product tankers; $56.2 million for one U.S.-flag articulated tug-barge; and $17.2 million for other equipment and improvements. These commitments are payable as follows: $199.1 million is payable during the remainder of 2015; $217.3 million is payable during 2016; $37.6 million is payable during 2017; and $5.4 million is payable during 2018. Subsequent to March 31, 2015, the Company committed to purchase additional equipment for $7.5 million. Of these commitments, approximately $6.8 million may be terminated without further liability other than the payment of liquidated damages of $0.7 million.
On July 20, 2010, two individuals purporting to represent a class commenced a civil action in the Civil District Court for the Parish of Orleans in the State of Louisiana, John Wunstell, Jr. and Kelly Blanchard v. BP, et al., No. 2010-7437 (Division K) (the “Wunstell Action”), in which they assert, among other theories, that Mr. Wunstell suffered injuries as a result of his exposure to certain noxious fumes and chemicals in connection with the provision of remediation, containment and response services by ORM during the Deepwater Horizon oil spill response and clean-up in the U.S. Gulf of Mexico. The action now is part of the overall multi-district litigation, In re Oil Spill by the Oil Rig "Deepwater Horizon", MDL No. 2179 filed in the U.S. District Court for the Eastern District of Louisiana ("MDL"). The complaint also seeks to establish a “class-wide court-supervised medical monitoring program” for all individuals “participating in BP's Deepwater Horizon Vessels of Opportunity Program and/or Horizon Response Program” who allegedly experienced injuries similar to those of Mr. Wunstell. The Company believes this lawsuit has no merit and will continue to vigorously defend the action and pursuant to contractual agreements with the responsible party, the responsible party has agreed, subject to certain potential limitations, to indemnify and defend ORM in connection with the Wunstell Action and claims asserted in the MDL, discussed further below. Although the Company is unable to estimate the potential exposure, if any, resulting from this matter, the Company does not expect it will have a material effect on the Company's consolidated financial position, results of operations or cash flows.
On December 15, 2010, NRC, a subsidiary of the Company prior to the SES Business Transaction, and ORM were named as defendants in one of the several consolidated “master complaints” that have been filed in the overall MDL. The “B3” master complaint naming ORM and NRC asserts various claims on behalf of a putative class against multiple defendants concerning the clean-up activities generally, and the use of dispersants specifically. By court order, the Wunstell Action has been stayed as a result of the filing of the referenced master complaint. The Company believes that the claims asserted against ORM and NRC in the master complaint have no merit and on February 28, 2011, ORM and NRC moved to dismiss all claims against them in the master

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complaint on legal grounds. On September 30, 2011, the Court granted in part and denied in part the motion to dismiss that ORM and NRC had filed (an amended decision was issued on October 4, 2011 that corrected several grammatical errors and non-substantive oversights in the original order). Although the Court refused to dismiss the referenced master complaint in its entirety at that time, the Court did recognize the validity of the “derivative immunity” and “implied preemption” arguments that ORM and NRC advanced and directed ORM and NRC to (i) conduct limited discovery to develop evidence to support those arguments and (ii) then re-assert the arguments. The Court did, however, dismiss all state-law claims and certain other claims that had been asserted in the referenced master complaint, and dismissed the claims of all plaintiffs that have failed to allege a legally-sufficient injury. A schedule for limited discovery and motion practice was established by the Court and, in accordance with that schedule, ORM and NRC filed for summary judgment re-asserting their derivative immunity and implied preemption arguments on May 18, 2012. Those motions were argued on July 13, 2012 and are still pending decision. On July 17, 2014, the Court issued a pretrial order that established a protocol for disclosures clarifying the basis for the “B3” claims asserted against the Clean-Up Responder Defendants, including ORM and NRC, in the MDL. Under this protocol, Plaintiffs who satisfy certain criteria and believe they have specific evidence in support of their claims, including that any Clean-Up Responder Defendant(s) failed to act pursuant to the authority and direction of the federal government in conducting Deepwater Horizon oil spill remediation and clean-up operations, must submit a sworn statement or face dismissal. Plaintiffs’ deadline to serve such sworn statements in support of their claims was September 22, 2014, with the exception of several Plaintiffs who were granted an extension until October 10, 2014. On November 14, 2014, the Clean-Up Responder Defendants and the Plaintiffs’ Steering Committee in the MDL submitted a joint report to the Court regarding claimants’ compliance with the pretrial order.  In this joint report, the parties (i) explained how they complied with the notice requirements of Court’s July 17, 2014 pretrial order, (ii) noted that they had received 102 sworn statements in connection with this pretrial order, and (iii) provided the Court with an assessment of the sworn statements received. An additional sworn statement was received after the joint report was submitted. Procedures and next steps in connection with the “B3” claims will now be addressed by the Court. In addition to the indemnity provided to ORM, pursuant to contractual agreements with the responsible party, the responsible party has agreed, subject to certain potential limitations, to indemnify and defend ORM and NRC in connection with these claims in the MDL. Although the Company is unable to estimate the potential exposure, if any, resulting from this matter, the Company does not expect it will have a material effect on the Company's consolidated financial position, results of operations or cash flows.
Subsequent to the filing of the referenced master complaint, ten additional individual civil actions have been filed in or removed to the U.S. District Court for the Eastern District of Louisiana concerning the clean-up activities generally, which name the Company, ORM and/or NRC as defendants or third-party defendants and are part of the overall MDL. By court order, all of these additional individuals' cases have been stayed until further notice. On April 8, 2011, ORM was named as a defendant in Johnson Bros. Corporation of Louisiana v. BP, PLC, et al., No. 2:11-CV-00781 (E.D. La.), which is a suit by an individual business seeking damages allegedly caused by a delay on a construction project alleged to have resulted from the clean-up operations. On April 13, 2011, the Company was named as a defendant in Mason v. Seacor Marine, LLC, No. 2:11-CV-00826 (E.D. La.), an action in which plaintiff, a former employee, alleges sustaining personal injuries in connection with responding to the explosion and fire, but also in the months thereafter in connection with the clean-up of oil and dispersants while a member of the crew of the M/V Seacor Vanguard. Although the case is subject to the MDL Court’s stay of individual proceedings, the employee moved to sever his case from the MDL on July 16, 2012, which the Court denied on March 5, 2013. The employee filed a motion asking the Court to reconsider, which was denied on May 3, 2013, and the employee filed a Notice of Appeal to the U.S. Court of Appeals for the Fifth Circuit (“Fifth Circuit”) on May 22, 2013. On July 24, 2013, the Company filed a motion to dismiss for lack of appellate jurisdiction, which was granted on August 16, 2013. The same Company employee has also brought a claim in the M/V Seacor Vanguard vessel’s limitation action in the MDL which relates to any actions that may have been taken by vessels owned by the Company to extinguish the fire. On October 20, 2014, the Company moved for summary judgment, seeking dismissal with prejudice of all of the Company employee’s claims in the MDL in light of the Court’s prior rulings. This motion is still pending decision. On April 15, 2011, ORM and NRC were named as defendants in James and Krista Pearson v. BP Exploration & Production, Inc. ("BP Exploration"), et al., No. 2:11-CV-00863 (E.D. La.), which is a suit by a husband and wife who allegedly participated in the clean-up effort and are seeking damages for personal injury, property damage to their boat, and amounts allegedly due under contract. On April 15, 2011, ORM and NRC were named as defendants in Thomas Edward Black v. BP Exploration, et al., No. 2:11-CV-00867 (E.D. La.), which is a suit by an individual who is seeking damages for lost income because he allegedly could not find work in the fishing industry after the oil spill. On April 20, 2011, a complaint was filed in Darnell Alexander, et al. v. BP, PLC, et al., No. 2:11-CV-00951 (E.D. La.) on behalf of 117 individual plaintiffs that sought to adopt the allegations made in the referenced master complaint against ORM and NRC (and the other defendants). Plaintiffs in this matter have since been granted leave to amend their complaint to include 410 additional individual plaintiffs. On October 3, 2012, ORM and NRC were served with a Rule 14(c) Third-Party Complaint by Jambon Supplier II, L.L.C. and Jambon Marine Holdings L.L.C. in their Limitation of Liability action, In the Matter of Jambon Supplier II, L.L.C., et al., No. 2:12-CV-00426 (E.D. La.). This Third-Party Complaint alleges that if claimant David Dinwiddie, who served as a clean-up crewmember aboard the M/V JAMBON SUPPLIER II vessel during the clean-up efforts, was injured as a result of his exposure to dispersants and chemicals during the course and scope of his employment, then said injuries were caused by the third-party defendants. On November 25, 2012, ORM was named as a defendant in Victoria Sanchez v. American Pollution Control Corp. et al., No. 2:12-CV-00164 (E.D. La.), a maritime suit filed

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by an individual who allegedly participated in the clean-up effort and sustained personal injuries during the course of such employment. On December 17, 2012, the Court unsealed a False Claims Act lawsuit naming ORM as a defendant, Dillon v. BP, PLC et al., No. 2:12-CV-00987 (E.D. La.), which is a suit by an individual seeking damages and penalties arising from alleged false reports and claims made to the federal government with respect to the amount of oil burned and dispersed during the clean-up. The federal government has declined to intervene in this suit. On April 8, 2013, the Company, ORM, and NRC were named as defendants in William and Dianna Fitzgerald v. BP Exploration et al., No. 2:13-CV-00650 (E.D. La.), which is a suit by a husband and wife whose son allegedly participated in the clean-up effort and became ill as a result of his exposure to oil and dispersants. Finally, on April 17, 2013, ORM was named as a defendant in Danos et al. v. BP America Production Co. et al., No. 2:13-CV-03747 (removed to E.D. La.), which is a suit by eight individuals seeking damages for dispersant exposure either as a result of their work during clean-up operations or as a result of their residence in the Gulf. The Company is unable to estimate the potential exposure, if any, resulting from these matters but believes they are without merit and does not expect that they will have a material effect on its consolidated financial position, results of operations or cash flows.
On February 18, 2011, Triton Asset Leasing GmbH, Transocean Holdings LLC, Transocean Offshore Deepwater Drilling Inc., and Transocean Deepwater Inc. (collectively “Transocean”) named ORM and NRC as third-party defendants in a Rule 14(c) Third-Party Complaint in Transocean's own Limitation of Liability Act action, which is part of the overall MDL, tendering to ORM and NRC the claims in the referenced master complaint that have already been asserted against ORM and NRC. Transocean, Cameron International Corporation (“Cameron”), Halliburton Energy Services, Inc., and M-I L.L.C. (“M-I”) also filed cross-claims against ORM and NRC for contribution and tort indemnity should they be found liable for any damages in Transocean's Limitation of Liability Act action and ORM and NRC asserted counterclaims against those same parties for identical relief. Weatherford U.S., L.P. and Weatherford International, Inc. (collectively “Weatherford”) had also filed cross-claims against ORM and NRC, but moved to voluntarily dismiss these cross-claims without prejudice on February 8, 2013. The Court granted Weatherford's motion that same day. Transocean's limitation action, and thus the remainder of the aforementioned cross-claims, remains pending, although the Court has found Cameron and M-I to be not liable in connection with the Deepwater Horizon incident and resultant oil spill and dismissed these parties from the MDL. As indicated above, the Company is unable to estimate the potential exposure, if any, resulting from these actions but believes they are without merit and does not expect that these matters will have a material effect on its consolidated financial position, results of operations or cash flows.
On November 16, 2012, 668 individuals who served as beach clean-up workers in Escambia County, Florida during the Deepwater Horizon oil spill response commenced a civil action in the Circuit Court for the First Judicial Circuit of Florida, in and for Escambia County, Abney et al. v. Plant Performance Services, LLC et al., No. 2012-CA-002947, in which they allege, among other things, that ORM and other defendants engaged in the contamination of Florida waters and beaches in violation of Florida Statutes Chapter 376 and injured the plaintiffs by exposing them to dispersants during the course and scope of their employment. The case was removed to the U.S. District Court for the Northern District of Florida on January 13, 2013, Abney et al. v. Plant Performance Services, LLC et al., No. 3:13-CV-00024 (N.D. Fla.), and on January 16, 2013, the United States Judicial Panel on Multidistrict Litigation (“JPML”) issued a Conditional Transfer Order (“CTO”) transferring the case to the MDL, subject to any timely-filed notice of objection from the plaintiffs. Upon receipt of a notice of objection from the plaintiffs, a briefing schedule was set by the JPML, and so a stay of proceedings and suspension of deadlines was sought and obtained by the Court in the U.S. District Court for the Northern District of Florida. Following briefing before the JPML, the case was transferred to the U.S. District Court for the Eastern District of Louisiana and consolidated with the MDL on April 2, 2013. On April 22, 2013, a companion case to this matter was filed in the U.S. District Court for the Northern District of Florida, Abood et al. v. Plant Performance Services, LLC et al., No. 3:13-CV-00284 (N.D. Fla.), which alleges identical allegations against the same parties but names an additional 174 plaintiffs, all of whom served as clean-up workers in various Florida counties during the Deepwater Horizon oil spill response. A CTO was issued by the JPML on May 2, 2013, no objection was filed by the plaintiffs, and the case was transferred to the U.S. District Court for the Eastern District of Louisiana and consolidated with the MDL on May 10, 2013. By court order, both of these matters have been stayed until further notice. The Company is unable to estimate the potential exposure, if any, resulting from these matters but believes they are without merit and does not expect that these matters will have a material effect on its consolidated financial position, results of operations or cash flows.
Separately, on March 2, 2012, the Court announced that BP Exploration and BP America Production Company (“BP America”) (collectively “BP”) and the plaintiffs had reached an agreement on the terms of two proposed class action settlements that will resolve, among other things, plaintiffs' economic loss claims and clean-up related claims against BP. The parties filed their proposed settlement agreements on April 18, 2012 along with motions seeking preliminary approval of the settlements. The Court held a hearing on April 25, 2012 to consider those motions and preliminarily approved both settlements on May 2, 2012. A final fairness hearing took place on November 8, 2012. The Court granted final approval to the Economic and Property Damages Class Action Settlement ("E&P Settlement") on December 21, 2012, and granted final approval to the Medical Benefits Class Action Settlement ("Medical Settlement") on January 11, 2013. Both class action settlements were appealed to the Fifth Circuit. The Fifth Circuit affirmed the MDL Court’s decision concerning the E&P Settlement on January 10, 2014, and also affirmed the MDL Court’s decision concerning the interpretation of the E&P Settlement with respect to business economic loss claims on March 3, 2014. The appeal of the Medical Settlement, on the other hand, was voluntarily dismissed and the Medical Settlement

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became effective on February 12, 2014. The deadline for bringing a claim to the Medical Benefits Claims Administrator was one year from the effective date of the Settlement. Although neither the Company, ORM, nor NRC are parties to the settlement agreements, the Company, ORM, and NRC are listed as released parties on the releases accompanying both settlement agreements. Consequently, barring any further successful appeal, class members who did not file timely requests for exclusion will be barred from pursuing economic loss, property damage, personal injury, medical monitoring, and/or other released claims against the Company, ORM, and NRC. The Company believes these settlements have reduced the Company's and ORM's potential exposure, if any, from some of the pending actions described above, and continues to evaluate the settlements' impacts on these cases. The Company is unable to estimate the potential exposure, if any, resulting from these matters but believes they are without merit and does not expect that these matters will have a material effect on its consolidated financial position, results of operations or cash flows.
ORM recently settled three collective action lawsuits that asserted failure to pay overtime with respect to individuals who provided service on the Deepwater Horizon oil spill response under the Fair Labor Standards Act (“FLSA”). These cases: Himmerite et al. v. O'Brien's Response Management Inc. et al. (E.D. La., Case No.: 2:12-cv-01533) (the “Himmerite Action”); Dennis Prejean v. O'Brien's Response Management Inc. (E.D. La., Case No.: 2:12-cv-01045) (the “Prejean Action”); and Baylor Singleton et. al. v. O'Brien's Response Management Inc. et. al. (E.D. La., Case No.: 2:12-cv-01716) (the “Singleton Action”) were brought in the United States District Court for the Eastern District of Louisiana on behalf of certain individuals who worked on the Deepwater Horizon oil spill response. In the Singleton action, on February 13, 2014, the parties reached a full and final settlement agreement with respect to all of the Plaintiffs' individual claims for an undisclosed immaterial amount. On April 11, 2014, the Court approved the parties’ settlement and dismissed the Singleton Action with prejudice in its entirety, which extinguished the tolling of claims that had been in place for absent putative plaintiffs.
In the Prejean action, the parties reached a full and final settlement agreement on November 6, 2014 with respect to all of the Plaintiffs’ individual and collective action claims for an undisclosed immaterial amount. The Court approved the settlement and dismissed the Prejean Action with prejudice in its entirety on November 19, 2014.
In the Himmerite action, the parties reached a full and final settlement agreement on February 19, 2015 with respect to all of the Plaintiffs' claims for an undisclosed immaterial amount. The Court approved the settlement and dismissed the Himmerite Action with prejudice in its entirety on March 25, 2015, which also extinguished the tolling of claims which had been in place for absent putative plaintiffs.
In the course of the Company's business, it may agree to indemnify the counterparty to an agreement. If the indemnified party makes a successful claim for indemnification, the Company would be required to reimburse that party in accordance with the terms of the indemnification agreement. Indemnification agreements generally are subject to threshold amounts, specified claim periods and other restrictions and limitations.
In connection with the SES Business Transaction, the Company remains contingently liable for certain obligations, including potential liabilities relating to work performed in connection with the Deepwater Horizon oil spill response. Pursuant to the agreement governing the sale, the Company's potential liability to the purchaser may not exceed the consideration received by the Company for the SES Business Transaction. The Company is currently indemnified under contractual agreements with BP for the potential liabilities relating to work performed in connection with the Deepwater Horizon oil spill response.
In the normal course of its business, the Company becomes involved in various other litigation matters including, among other things, claims by third parties for alleged property damages and personal injuries. Management has used estimates in determining the Company's potential exposure to these matters and has recorded reserves in its financial statements related thereto where appropriate. It is possible that a change in the Company's estimates of that exposure could occur, but the Company does not expect such changes in estimated costs would have a material effect on the Company's consolidated financial position, results of operations or cash flows.

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13.    SEGMENT INFORMATION
The Company’s segment presentation and basis of measurement of segment profit or loss are as previously described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014. The following tables summarize the operating results, capital expenditures and assets of the Company's reportable segments.
 

 
Offshore
Marine
Services
$’000
 
Inland
River
Services
$’000
 
Shipping
Services
$’000
 
ICP(1)(2)
$’000
 
Other
$’000
 
Corporate
and
Eliminations
$’000
 
Total
$’000
For the three months ended
March 31, 2015
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
 
External customers
93,421

 
55,836

 
51,407

 
39,598

 
20,382

 

 
260,644

Intersegment
35

 
771

 

 

 
70

 
(876
)
 

 
93,456

 
56,607

 
51,407

 
39,598

 
20,452

 
(876
)
 
260,644

Costs and Expenses:
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating
74,355

 
41,513

 
37,131

 
33,118

 
13,830

 
(799
)
 
199,148

Administrative and general
13,559

 
3,884

 
6,289

 
562

 
7,136

 
7,457

 
38,887

Depreciation and amortization
15,366

 
6,889

 
6,735

 
980

 
500

 
960

 
31,430

 
103,280

 
52,286

 
50,155

 
34,660

 
21,466

 
7,618

 
269,465

Gains (Losses) on Asset Dispositions and Impairments, Net
(6,649
)
 
1,803

 

 

 

 

 
(4,846
)
Operating Income (Loss)
(16,473
)
 
6,124

 
1,252

 
4,938

 
(1,014
)
 
(8,494
)
 
(13,667
)
Other Income (Expense):
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative gains (losses), net
(9
)
 
82

 

 
(828
)
 
(776
)
 
(1,465
)
 
(2,996
)
Foreign currency losses, net
(17
)
 
(1,121
)
 
(12
)
 

 
(40
)
 
(803
)
 
(1,993
)
Other, net
(146
)
 

 
29

 

 
8

 
65

 
(44
)
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax
2,975

 
(274
)
 
1,141

 

 
57

 

 
3,899

Segment Profit (Loss)
(13,670
)
 
4,811

 
2,410

 
4,110

 
(1,765
)
 
 
 
 
Other Income (Expense) not included in Segment Profit (Loss)
 
 
 
 
 
 
 
 
 
(15,054
)
Less Equity Earnings included in Segment Profit (Loss)
 
 
 
 
 
 
 
 
 
(3,899
)
Loss Before Taxes and Equity Earnings
 
 
 
 
 
 
 
(33,754
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Capital Expenditures
24,128

 
3,916

 
18,180

 
776

 
3

 
427

 
47,430

 
 
 
 
 
 
 
 
 
 
 
 
 
 
As of March 30, 2015
 
 
 
 
 
 
 
 
 
 
 
 
 
Property and Equipment:
 
 
 
 
 
 
 
 
 
 
 
 


Historical cost
1,062,061

 
485,881

 
454,039

 
47,256

 
3,521

 
30,277

 
2,083,035

Accumulated depreciation
(504,926
)
 
(162,581
)
 
(219,662
)
 
(16,468
)
 
(3,236
)
 
(11,896
)
 
(918,769
)
 
557,135

 
323,300

 
234,377

 
30,788

 
285

 
18,381

 
1,164,266

Construction in progress
92,873

 
25,605

 
218,729

 
1,494

 
234

 
455

 
339,390

 
650,008

 
348,905

 
453,106

 
32,282

 
519

 
18,836

 
1,503,656

Investments, at Equity, and Advances to 50% or Less Owned Companies
118,253

 
101,344

 
221,658

 

 
42,493

 

 
483,748

Inventories
5,360

 
2,171

 
977

 
13,711

 
937

 

 
23,156

Goodwill
13,367

 
2,502

 
1,852

 

 
44,967

 

 
62,688

Intangible Assets
1,515

 
6,692

 
146

 

 
23,602

 

 
31,955

Other current and long-term assets, excluding cash and near cash assets(3)
98,766

 
63,768

 
24,866

 
11,421

 
71,436

 
12,114

 
282,371

Segment Assets
887,269

 
525,382

 
702,605

 
57,414

 
183,954

 
 
 
 
Cash and near cash assets(3)
 
 
 
 
 
 
 
 
 
 
 
 
792,438

Total Assets
 
 
 
 
 
 
 
 
 
 
 
 
3,180,012

______________________
(1)
Operating revenues includes $37.2 million of tangible product sales and operating expenses includes $30.7 million of costs of goods sold.
(2)
Inventories includes raw materials of $1.6 million and work in process of $1.7 million.
(3)
Cash and near cash assets includes cash, cash equivalents, restricted cash, marketable securities, construction reserve funds and Title XI reserve funds.

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Offshore
Marine
Services
$’000
 
Inland
River
Services
$’000
 
Shipping
Services
$’000
 
ICP(1)(2)
$’000
 
Other
$’000
 
Corporate
and
Eliminations
$’000
 
Total
$’000
For the three months ended
March 31, 2014
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
 
External customers
128,957

 
57,011

 
52,401

 
58,656

 
12,992

 

 
310,017

Intersegment
44

 
948

 

 

 

 
(992
)
 

 
129,001

 
57,959

 
52,401

 
58,656

 
12,992

 
(992
)
 
310,017

Costs and Expenses:
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating
94,043

 
39,674

 
26,997

 
47,274

 
11,936

 
(948
)
 
218,976

Administrative and general
15,160

 
4,337

 
5,896

 
511

 
3,111

 
9,062

 
38,077

Depreciation and amortization
16,304

 
7,370

 
7,754

 
990

 
85

 
889

 
33,392

 
125,507

 
51,381

 
40,647

 
48,775

 
15,132

 
9,003

 
290,445

Gains (Losses) on Asset Dispositions and Impairments, Net
7,738

 
853

 

 

 
(409
)
 
(3,504
)
 
4,678

Operating Income (Loss)
11,232

 
7,431

 
11,754

 
9,881

 
(2,549
)
 
(13,499
)
 
24,250

Other Income (Expense):
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative gains (losses), net
(61
)
 

 

 
718

 
(733
)
 
(161
)
 
(237
)
Foreign currency gains (losses), net
107

 
(327
)
 
(10
)
 

 
9

 
22

 
(199
)
Other, net

 
(38
)
 
(3,933
)
 
193

 
175

 
(52
)
 
(3,655
)
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax
2,641

 
(412
)
 
753

 

 
(761
)
 

 
2,221

Segment Profit (Loss)
13,919

 
6,654

 
8,564

 
10,792

 
(3,859
)
 
 
 
 
Other Income (Expense) not included in Segment Profit (Loss)
 
 
 
 
 
 
 
 
 
(2,290
)
Less Equity Earnings included in Segment Profit (Loss)
 
 
 
 
 
 
 
 
 
(2,221
)
Income Before Taxes and Equity Earnings
 
 
 
 
 
 
 
17,869

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Capital Expenditures
22,019

 
22,162

 
157,712

 
1,379

 
100

 
15,757

 
219,129

 
 
 
 
 
 
 
 
 
 
 
 
 
 
As of March 31, 2014
 
 
 
 
 
 
 
 
 
 
 
 
 
Property and Equipment:
 
 
 
 
 
 
 
 
 
 
 
 


Historical cost
1,154,201

 
495,360

 
499,084

 
44,166

 
3,750

 
27,651

 
2,224,212

Accumulated depreciation
(483,230
)
 
(154,706
)
 
(231,279
)
 
(12,374
)
 
(710
)
 
(12,212
)
 
(894,511
)
 
670,971

 
340,654

 
267,805

 
31,792

 
3,040

 
15,439

 
1,329,701

Construction in progress
106,872

 
36,346

 
164,351

 
2,118

 
201

 
15,641

 
325,529

 
777,843

 
377,000

 
432,156

 
33,910

 
3,241

 
31,080

 
1,655,230

Investments, at Equity, and Advances to 50% or Less Owned Companies
102,543

 
64,778

 
199,997

 

 
89,128

 

 
456,446

Inventories
6,110

 
2,705

 
1,298

 
13,600

 
1,249

 

 
24,962

Goodwill
13,367

 
2,744

 
1,852

 

 

 

 
17,963

Intangible Assets
3,217

 
7,306

 
717

 

 
327

 

 
11,567

Other current and long-term assets, excluding cash and near cash assets(3)
146,796

 
50,583

 
19,032

 
15,049

 
42,552

 
21,714

 
295,726

Segment Assets
1,049,876

 
505,116

 
655,052

 
62,559

 
136,497

 
 
 
 
Cash and near cash assets(3)
 
 
 
 
 
 
 
 
 
 
 
 
683,141

Total Assets
 
 
 
 
 
 
 
 
 
 
 
 
3,145,035

______________________
(1)
Operating revenues includes $55.6 million of tangible product sales and operating expenses includes $44.1 million of costs of goods sold.
(2)
Inventories includes raw materials of $2.2 million and work in process of $1.8 million.
(3)
Cash and near cash assets includes cash, cash equivalents, restricted cash, marketable securities, construction reserve funds and Title XI reserve funds.

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ITEM 2.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Form 10-Q includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Certain statements discussed in this Form 10-Q as well as in other reports, materials and oral statements that the Company releases from time to time constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Generally, words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “believe,” “plan,” “target,” “forecast” and similar expressions are intended to identify forward-looking statements. Such forward-looking statements concern management's expectations, strategic objectives, business prospects, anticipated economic performance and financial condition and other similar matters. These statements are not guarantees of future performance and actual events or results may differ significantly from these statements. Actual events or results are subject to significant known and unknown risks, uncertainties and other important factors, including decreased demand and loss of revenues as a result of a decline in the price of oil and an oversupply of newly built offshore support vessels, additional safety and certification requirements for drilling activities in the U.S. Gulf of Mexico and delayed approval of applications for such activities, the possibility of U.S. government implemented moratoriums directing operators to cease certain drilling activities in the U.S. Gulf of Mexico and any extension of such moratoriums (the “Moratoriums”), weakening demand for the Company’s services as a result of unplanned customer suspensions, cancellations, rate reductions or non-renewals of vessel charters or failures to finalize commitments to charter vessels in response to a decline in the price of oil, an oversupply of newly built offshore support vessels and Moratoriums, increased government legislation and regulation of the Company’s businesses could increase cost of operations, increased competition if the Jones Act is repealed, liability, legal fees and costs in connection with the provision of emergency response services, including the Company’s involvement in response to the oil spill as a result of the sinking of the Deepwater Horizon in April 2010, decreased demand for the Company’s services as a result of declines in the global economy, declines in valuations in the global financial markets and a lack of liquidity in the credit sectors, including, interest rate fluctuations, availability of credit, inflation rates, change in laws, trade barriers, commodity prices and currency exchange fluctuations, the cyclical nature of the oil and gas industry, activity in foreign countries and changes in foreign political, military and economic conditions, changes in foreign and domestic oil and gas exploration and production activity, safety record requirements related to Offshore Marine Services and Shipping Services, decreased demand for Shipping Services due to construction of additional refined petroleum product, natural gas or crude oil pipelines or due to decreased demand for refined petroleum products, crude oil or chemical products or a change in existing methods of delivery, compliance with U.S. and foreign government laws and regulations, including environmental laws and regulations and economic sanctions, the dependence of Offshore Marine Services, Inland River Services, Shipping Services and Illinois Corn Processing on several customers, consolidation of the Company's customer base, the ongoing need to replace aging vessels, industry fleet capacity, restrictions imposed by the Shipping Acts on the amount of foreign ownership of the Company's Common Stock, operational risks of Offshore Marine Services, Inland River Services and Shipping Services, effects of adverse weather conditions and seasonality, the level of grain export volume, the effect of fuel prices on barge towing costs, variability in freight rates for inland river barges, the effect of international economic and political factors on Inland River Services' operations, the effect of the spread between the input costs of corn and natural gas compared with the price of alcohol and distillers grains on Illinois Corn Processing's operations, adequacy of insurance coverage, the potential for a material weakness in the Company's internal controls over financial reporting and the Company's ability to remediate such potential material weakness, the attraction and retention of qualified personnel by the Company, and various other matters and factors, many of which are beyond the Company's control as well as those discussed in Item 1A (Risk Factors) of the Company's Annual report on Form 10-K. In addition, these statements constitute the Company's cautionary statements under the Private Securities Litigation Reform Act of 1995. It should be understood that it is not possible to predict or identify all such factors. Consequently, the preceding should not be considered to be a complete discussion of all potential risks or uncertainties. Forward-looking statements speak only as of the date of the document in which they are made. The Company disclaims any obligation or undertaking to provide any updates or revisions to any forward-looking statement to reflect any change in the Company's expectations or any change in events, conditions or circumstances on which the forward-looking statement is based, except as required by law. The forward-looking statements in this Form 10-Q should be evaluated together with the many uncertainties that affect the Company’s businesses, particularly those mentioned under “Forward-Looking Statements” in Item 7 on the Company’s Form 10-K and SEACOR’s periodic reporting on Form 8-K (if any), which are incorporated by reference.


Overview
The Company’s operations are divided into four main business segments – Offshore Marine Services, Inland River Services, Shipping Services, and Illinois Corn Processing ("ICP"). The Company also has activities that are referred to and described under Other that primarily include emergency and crisis services, agricultural commodity trading and logistics, lending and leasing activities and noncontrolling investments in various other businesses.

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Table of Contents

Consolidated Results of Operations
The sections below provide an analysis of the Company’s operations by business segment for the three months (“Current Year Quarter”) ended March 31, 2015, compared with the three months (“Prior Year Quarter”) ended March 31, 2014. See "Item 1. Financial Statements—Note 13. Segment Information" included in Part I of this Quarterly Report on Form 10-Q for consolidating segment tables for each period presented. Capitalized terms used and not specifically defined herein have the same meaning as such defined terms used in the Company's Annual report on Form 10-K for the year ended December 31, 2014.
Offshore Marine Services
 
Three Months Ended March 31,
 
2015
 
2014
 
$’000
 
%
 
$’000
 
%
Operating Revenues:
 
 
 
 
 
 
 
United States, primarily U.S. Gulf of Mexico
29,518

 
32

 
57,050

 
44

Africa, primarily West Africa
15,825

 
17

 
17,254

 
13

Middle East
11,572

 
12

 
12,452

 
10

Brazil, Mexico, Central and South America
9,816

 
11

 
12,164

 
9

Europe, primarily North Sea
24,502

 
26

 
26,586

 
21

Asia
2,223

 
2

 
3,495

 
3

 
93,456

 
100

 
129,001

 
100

Costs and Expenses:
 
 
 
 
 
 
 
Operating:
 
 
 
 
 
 
 
Personnel
39,568

 
42

 
47,134

 
37

Repairs and maintenance
8,682

 
9

 
14,101

 
11

Drydocking
6,881

 
8

 
11,080

 
9

Insurance and loss reserves
2,570

 
3

 
3,170

 
2

Fuel, lubes and supplies
5,382

 
6

 
7,390

 
6

Leased-in equipment
6,799

 
7

 
6,952

 
5

Brokered vessel activity

 

 
6

 

Other
4,473

 
5

 
4,210

 
3

 
74,355

 
80

 
94,043

 
73

Administrative and general
13,559

 
15

 
15,160

 
12

Depreciation and amortization
15,366

 
16

 
16,304

 
12

 
103,280

 
111

 
125,507

 
97

Gains (Losses) on Asset Dispositions, Net
(6,649
)
 
(7
)
 
7,738

 
6

Operating Income (Loss)
(16,473
)
 
(18
)
 
11,232

 
9

Other Income (Expense):
 
 
 
 
 
 
 
Derivative losses, net
(9
)
 

 
(61
)
 

Foreign currency gains (losses), net
(17
)
 

 
107

 

Other, net
(146
)
 

 

 

Equity in Earnings of 50% or Less Owned Companies, Net of Tax
2,975

 
3

 
2,641

 
2