SEACOR Marine Holdings Inc. (SMHI)

CIK: 0001690334. SIC: 4412 Deep Sea Foreign Transportation of Freight. Latest 10-K as of: 2026-02-25.

SIC breadcrumb: Transportation, Communications, Electric, Gas, And Sanitary Services > SIC Major Group 44 > SIC 4412 Deep Sea Foreign Transportation of Freight

SEC company page: https://www.sec.gov/edgar/browse/?CIK=1690334. Latest filing source: 0001193125-26-072102.

Selected Fundamentals

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-25. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001690334.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

Flow metrics use full-year FY periods from 10-K/10-K/A filings; balance-sheet metrics use FY-end instants. Free cash flow = operating cash flow - capital expenditures. Missing metrics are omitted rather than fabricated.

Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

Financial Charts

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-04-29. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001690334.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

Quarterly Charts

Macro Cross-References

• CPIAUCSL - Consumer Price Index for All Urban Consumers: All Items in U.S. City Average
• UNRATE - Unemployment Rate
• FEDFUNDS - Federal Funds Effective Rate
• CES0500000003 - Average Hourly Earnings of All Employees, Total Private
• DFEDTARU - Federal Funds Target Range - Upper Limit
• DFEDTARL - Federal Funds Target Range - Lower Limit
• DGS3MO - Market Yield on U.S. Treasury Securities at 3-Month Constant Maturity
• DGS2 - Market Yield on U.S. Treasury Securities at 2-Year Constant Maturity
• DGS10 - Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity
• DGS30 - Market Yield on U.S. Treasury Securities at 30-Year Constant Maturity
• T10Y2Y - 10-Year Treasury Constant Maturity Minus 2-Year Treasury Constant Maturity
• CPILFESL - Consumer Price Index for All Urban Consumers: All Items Less Food and Energy
• CPIUFDSL - Consumer Price Index for All Urban Consumers: Food
• CPIENGSL - Consumer Price Index for All Urban Consumers: Energy
• CUSR0000SAH1 - Consumer Price Index for All Urban Consumers: Shelter
• PCEPI - Personal Consumption Expenditures: Chain-type Price Index
• PCEPILFE - Personal Consumption Expenditures Excluding Food and Energy: Chain-type Price Index
• PPIACO - Producer Price Index by Commodity: All Commodities
• T10YIE - 10-Year Breakeven Inflation Rate
• U6RATE - Total Unemployed, Plus All Marginally Attached Workers Plus Total Employed Part Time for Economic Reasons
• PAYEMS - All Employees, Total Nonfarm
• CIVPART - Labor Force Participation Rate
• EMRATIO - Employment-Population Ratio
• UNEMPLOY - Unemployed
• CE16OV - Employment Level
• ICSA - Initial Claims
• JTSJOL - Job Openings: Total Nonfarm
• JTSQUR - Quits: Total Nonfarm
• GDPC1 - Real Gross Domestic Product
• A191RL1Q225SBEA - Real Gross Domestic Product: Percent Change from Preceding Period
• INDPRO - Industrial Production: Total Index
• TCU - Capacity Utilization: Total Index
• HOUST - New Privately-Owned Housing Units Started: Total Units
• PERMIT - New Privately-Owned Housing Units Authorized in Permit-Issuing Places: Total Units
• RSAFS - Advance Retail Sales: Retail Trade
• PCE - Personal Consumption Expenditures
• DSPIC96 - Real Disposable Personal Income
• PSAVERT - Personal Saving Rate
• M2SL - M2
• BOPGSTB - U.S. International Trade in Goods and Services: Balance
• MSPUS - Median Sales Price of Houses Sold for the United States
• HSN1F - New One Family Houses Sold: United States
• RHORUSQ156N - Homeownership Rate in the United States
• TTLCONS - Total Construction Spending: Total Construction in the United States
• RRVRUSQ156N - Rental Vacancy Rate in the United States
• TOTALSL - Total Consumer Credit Owned and Securitized
• REVOLSL - Revolving Consumer Credit Owned and Securitized
• DRCCLACBS - Delinquency Rate on Credit Card Loans, All Commercial Banks
• GDP - Gross Domestic Product
• GPDI - Gross Private Domestic Investment
• GCE - Government Consumption Expenditures and Gross Investment
• PCEC - Personal Consumption Expenditures
• NETEXP - Net Exports of Goods and Services
• GFDEBTN - Federal Debt: Total Public Debt
• GFDEGDQ188S - Federal Debt: Total Public Debt as Percent of Gross Domestic Product
• FYFSD - Federal Surplus or Deficit
• FGRECPT - Federal Government Current Receipts
• FGEXPND - Federal Government: Current Expenditures
• MANEMP - All Employees, Manufacturing
• USCONS - All Employees, Construction
• USTRADE - All Employees, Retail Trade
• USFIRE - All Employees, Financial Activities
• USGOVT - All Employees, Government
• AWHAETP - Average Weekly Hours of All Employees, Total Private
• DGORDER - Manufacturers' New Orders: Durable Goods
• NEWORDER - Manufacturers' New Orders: Nondefense Capital Goods Excluding Aircraft
• BUSINV - Total Business Inventories
• EXPGS - Exports of Goods and Services
• IMPGS - Imports of Goods and Services
• IR - Import Price Index (End Use): All Commodities
• PPIFIS - Producer Price Index by Commodity: Final Demand

Latest quarter (10-Q)

Latest 10-Q source: 0001690334-26-000008.

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Confidence: high. Filing date: 2026-04-29. Report date: 2026-03-31.

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. Such forward-looking statements concern management’s expectations, strategic objectives, business prospects, anticipated economic performance and financial condition and other similar matters and involve significant known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of results to differ materially from any future results, performance or achievements discussed or implied by such forward-looking statements. Certain of these risks, uncertainties and other important factors are discussed in the Risk Factors and Management’s Discussion and Analysis of Financial Condition and Results of Operations of the Company’s 2025 Annual Report on Form 10-K and this Quarterly Report on Form 10-Q. However, it should be understood that it is not possible to identify or predict all such risks, uncertainties and factors, and others may arise from time to time. All of these forward-looking statements constitute the Company’s cautionary statements under the Private Securities Litigation Reform Act of 1995. The words “anticipate,” “estimate,” “expect,” “project,” “intend,” “believe,” “plan,” “target,” “forecast” and similar expressions are intended to identify forward-looking statements. 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. It is advisable, however, to consult any further disclosures the Company makes on related subjects in its Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the United States Securities and Exchange Commission.

The following Management’s Discussion and Analysis (the “MD&A”) is intended to help the reader understand the Company’s financial condition and results of operations. The MD&A is provided as a supplement to and should be read in conjunction with the unaudited consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q, as well as “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in the 2025 Annual Report.

Overview

The Company provides global marine and support transportation services to offshore energy facilities worldwide. As of March 31, 2026, the Company operated a fleet of 43 support vessels, of which all were owned. The primary users of the Company’s services are major integrated national and international oil companies, independent oil and natural gas exploration and production companies, oil field service and construction companies, as well as offshore wind farm operators and offshore wind farm installation and maintenance companies.

The Company operates and manages a diverse fleet of offshore support vessels that (i) deliver cargo and personnel to offshore installations, including offshore wind farms, (ii) assist offshore operations for production and storage facilities, (iii) provide construction, well work-over, offshore wind farm installation and decommissioning support and (iv) carry and launch equipment used underwater in drilling and well installation, maintenance, inspection and repair. Additionally, the Company’s vessels provide emergency response services and accommodations for technicians and specialists.

The Company operates its fleet in four principal geographic regions: the United States (“U.S.”), primarily Gulf of America; Africa and Europe; the Middle East and Asia; and Latin America, primarily in Brazil, Mexico, Guyana, and Central and South America. The Company’s vessels are highly mobile and regularly and routinely move between countries within a geographic region. In addition, the Company’s vessels are redeployed among geographic regions, subject to flag restrictions, as changes in market conditions dictate.

19

Significant items affecting our results of operations

The number and type of vessels operated, their rates per day worked and their utilization levels are the key determinants of the Company’s operating results and cash flows. Unless a vessel is cold-stacked, there is little reduction in daily running costs for the vessels and, consequently, operating margins are most sensitive to changes in rates per day worked and utilization. The Company manages its fleet utilizing a global network of shore side support, administrative and finance personnel.

Offshore oil and natural gas market conditions are highly volatile. For example, oil prices experienced unprecedented volatility during 2020 due to the COVID-19 pandemic and the related effects on the global economy, with the price per barrel going negative for a short period of time. Oil prices steadily increased since the lows hit at the beginning of the COVID-19 pandemic and hit a multi-year high of $122 per barrel during 2022 primarily as a result of the conflict between Russia and Ukraine as well as the related economic sanctions and economic uncertainty but subsequently decreased to pre-conflict levels. During the three months ended March 31, 2026, WTI oil prices reached a high of $105 per barrel and a low of $56 per barrel, ending the period at $102 per barrel. Volatility of oil prices has increased with the onset of the conflict with Iran.

While the Company has experienced difficult market conditions over the past few years due to volatile oil and natural gas prices and the focus of oil and natural gas producing companies on cost and capital discipline, the increases since the lows experienced during the COVID-19 pandemic in oil and natural gas prices has led to an increase in utilization, day rates and customer inquiries about new projects.

The Company closely monitors the availability of vessels in the offshore support vessel market as the utilization and day rates of the Company’s fleet is dependent on the supply and demand dynamics for its vessels. For example, low oil and natural gas prices and a corresponding decline in offshore exploration may reduce demand for the Company’s vessels and in the past such declines have forced many operators in the industry to restructure, liquidate assets or consolidate with other operators. Additionally, the delivery of newly built offshore support vessels to the industry-wide fleet has in the past contributed to an oversupply of vessels in the market, thereby further decreasing the demand for the Company’s existing offshore support vessel fleet. A combination of low customer exploration and drilling activity levels, and excess supply of offshore support vessels whether from laid up fleets or newly built vessels could, in isolation or together, have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects. Alternatively, increasing activity levels and a stable supply of offshore support vessels could support higher utilization and day rates and improved financial performance of the Company’s business.

Certain macro drivers somewhat independent of oil and natural gas prices may support the Company’s business, including: (i) underspending by oil and natural gas producers over the last five to ten years leading to pent up demand for maintenance and growth capital expenditures; (ii) improved extraction technologies; and (iii) the need for offshore wind farm support as the industry grows. While the Company expects that alternative forms of energy will continue to develop and add to the world’s energy mix, especially as certain governments, supranational groups, institutional investors, and various other parties focus on climate change causes and concerns, the Company believes that for the foreseeable future demand for gasoline and oil will be sustained, as will demand for natural gas, particularly in the context of expanded power generation demand worldwide. Some alternative forms of energy such as offshore wind farms support some of the Company’s operations and the Company expects such support to increase to the extent that development of these forms of renewable energy expands.

The Company adheres to a strategy of cold-stacking vessels (removing from active service) during periods of weak utilization in order to reduce the daily running costs of operating the fleet, primarily personnel, repairs and maintenance costs, as well as to defer some drydocking costs into future periods. The Company considers various factors in determining which vessels to cold-stack, including upcoming dates for regulatory vessel

20

inspections and related drydocking requirements. The Company may maintain class certification on certain cold-stacked vessels, thereby incurring some drydocking costs while cold-stacked. Cold-stacked vessels are returned to active service when market conditions improve, or management anticipates improvement, typically leading to increased costs for drydocking, personnel, repair and maintenance in the periods immediately preceding the vessels’ return to active service. Depending on market conditions, vessels with similar characteristics and capabilities may be rotated between active service and cold-stack. On an ongoing basis, the Company reviews its cold-stacked vessels to determine if any should be designated as retired and removed from service based on the vessel’s physical condition, the expected costs to reactivate and restore class certification, if any, and its viability to operate within current and projected market conditions. As of March 31, 2026, none of the Company’s 43 owned vessels were cold-stacked worldwide. In addition, the Company had five vessel classified as held for sale as of March 31, 2026.

Recent Developments

Cost Reduction Measures

During the fourth quarter of 2025, the Company initiated certain cost reduction measures to better align its operating expenses with the current state of the offshore marine industry, in general, and its business, in particular. These measures include a reduction of workforce, reorganization of the management structure and streamlining of operations. For the year ended December 31, 2025, the Company incurred one-time charges totaling $1.2 million related to severance charges arising from a reduction in workforce resulting in a decrease in annualized wages and benefits expenses of at least $3.9 million. Management continues to focus on optimizing the cost structure and regional footprint of the business to help maintain the Company’s competitiveness in the industry, improve its operating leverage and position itself to take advantage of market opportunities.

Vessel Sales

On February 24, 2026, the Company completed the sale of one 201 foot, DP-2 platform supply vessel (“PSV”) built in 2015 for total proceeds of $14.6 million for a gain of approximately $7.3 million. Approximately $11.3 million of these sale proceeds were designated to make future payments on the construction of two PSVs and deposited in a restricted account.

On December 19, 2025, the Company completed the sale of one 201 foot, DP-2 platform supply vessel (“PSV”) built in 2013 for total proceeds of $13.4 million for a gain of approximately $8.1 million. Approximately $11.0 million of these sale proceeds were designated to make future payments on the construction of two PSVs and deposited in a restricted account.

On September 29, 2025, the Company completed the sale of the U.S. flag liftboat LB Jill and the U.S. flag liftboat LB Robert (together, the “Liftboat Sales”) for total proceeds of $76.0 million. In addition, concurrently with the closing of the Liftboat Sales, the Company

[Excerpt truncated for page length; source filing is linked above.]

Latest 10-K MD&A

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2026-02-25. Report date: 2025-12-31.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) below presents the Company’s operating results for each of the three years in the period ended December 31, 2025, and its financial condition as of December 31, 2025 and 2024. Certain statements in this MD&A constitute forward-looking statements. See “Forward-Looking Statements” included elsewhere in this Annual Report on Form 10-K.

The following MD&A is intended to help the reader understand the results of operations and financial condition of the Company. The MD&A is provided as a supplement to, and should be read in conjunction with, the consolidated financial statements and related notes included in Part IV of this Annual Report on Form 10-K and incorporated herein by reference.

Overview

The Company provides global marine and support transportation services to offshore energy facilities worldwide. As of December 31, 2025, the Company operated a fleet of 44 support vessels, of which all were owned. The primary users of the Company’s services are major integrated national and international oil companies, independent oil and natural gas exploration and production companies, oil field service and construction companies, as well as offshore wind farm operators and offshore wind farm installation and maintenance companies.

The Company operates and manages a diverse fleet of offshore support vessels that (i) deliver cargo and personnel to offshore installations, including offshore wind farms, (ii) assist offshore operations for production and storage facilities, (iii) provide construction, well work-over, offshore wind farm installation and decommissioning support and (iv) carry and launch equipment used underwater in drilling and well installation, maintenance, inspection and repair. Additionally, the Company’s vessels provide emergency response services and accommodations for technicians and specialists.

Recent Developments

Cost Reduction Measures

During the fourth quarter of 2025, the Company initiated certain cost reduction measures to better align its operating expenses with the current state of the offshore marine industry, in general, and its business, in particular. These measures include a reduction of workforce, reorganization of the management structure and streamlining of operations. For the year ended December 31, 2025, the Company incurred one-time charges totaling $1.2 million related to severance charges arising from a reduction in workforce resulting in a decrease in annualized wages and benefits expenses of at least $3.9 million. Management continues to focus on optimizing the cost structure and regional footprint of the business to help maintain the Company’s competitiveness in the industry, improve its operating leverage and position itself to take advantage of market opportunities.

Vessel Sales

On December 19, 2025, the Company completed the sale of one 201 foot, DP-2 PSV built in 2013 for total proceeds of $13.4 million and a gain of approximately $8.1 million. Approximately $11.0 million of these sale proceeds were designated to make future payments on the construction of two PSVs and deposited in a restricted account.

On September 29, 2025, the Company completed the sale of the U.S. flag liftboat LB Jill and the U.S. flag liftboat LB Robert (together, the “Liftboat Sales”) for total proceeds of $76.0 million. In addition, concurrently with the closing of the Liftboat Sales, the Company sold certain uninstalled vessel equipment for total proceeds of $1.0 million (the “Equipment Sale”). After deducting transaction costs and expenses, the Company received net cash proceeds of $74.7 million and recognized a gain of $30.5 million for the Liftboat Sales and the Equipment Sale. None of the sale proceeds from the Liftboat Sales and the Equipment Sale are encumbered by the Company’s 2024 SMFH Credit Facility or required to be used to repay such facility.

On April 24, 2025, the Company completed the sale of one FSV built in 2009 for total proceeds of $4.6 million and a gain of approximately $3.0 million. Approximately $3.8 million of these sale proceeds were designated to make future payments on the construction of two PSVs and deposited in a restricted account.

On April 7, 2025, the Company completed the sale of two 201 foot, DP-2 PSVs built in 2014 for total proceeds of $28.8 million and a gain of $16.1 million. Approximately $12.9 million of these sale proceeds were used to complete the Securities Repurchase (as defined below), and approximately $10.9 million was designated to make future payments on the construction of two PSVs and deposited in a restricted account.

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Securities Repurchase

On April 4, 2025, SEACOR Marine purchased from certain funds affiliated with Carlyle (the “Carlyle Investors”), 1,355,761 shares of Common Stock, at $4.90 per share, and warrants to purchase 1,280,195 shares of Common Stock at an exercise price of $0.01 per share, at $4.89 per warrant, representing approximately 9.1% of the outstanding shares of Common Stock assuming the full exercise of the warrants (the “Securities Repurchase”). The aggregate purchase price was approximately $12.9 million, with the per share and warrant price negotiated based on a trailing volume weighted average price. After giving effect to the Securities Repurchase, the Company no longer has any warrants to purchase Common Stock outstanding. The Company used net proceeds from a vessel sale to complete the Securities Repurchase.

Trends Affecting the Offshore Marine Business

Oil and Natural Gas Prices

The market for offshore oil and natural gas drilling has historically been cyclical. Demand for offshore support vessels is highly correlated to the price of oil and natural gas as those prices significantly impact the Company’s customers’ exploration and drilling activity levels. Oil and natural gas prices tend to fluctuate based on many factors, including global economic activity, levels of reserves and production activity. Price levels for oil and natural gas have and will continue to influence demand for offshore marine services. In addition to the price of oil and natural gas, the availability of acreage, local tax incentives or disincentives in significant oil and natural gas producing regions, drilling moratoriums and other regulatory actions, and requirements for maintaining interests in leases affect activity in the offshore oil and natural gas industry. Factors that influence the level of offshore exploration and drilling activities include:

•
expectations as to future oil and natural gas commodity prices;

•
customer assessments of offshore drilling prospects compared with land-based opportunities, including newer or unconventional opportunities such as shale;

•
expectations as to the future demand for oil and natural gas in the context of plans for the transition to non-hydrocarbon based sources of energy;

•
customer assessments of cost, geological opportunity and political stability in host countries;

•
worldwide demand for oil and natural gas;

•
the ability or willingness of OPEC to set and maintain production levels and pricing;

•
military conflicts and terrorism in oil producing regions, including the Middle East, Venezuela and Russia;

•
the level of oil and natural gas production by non-OPEC countries;

•
transitions to and demand for non-hydrocarbon based energy sources and uncertainty related to national and supranational attitudes towards energy transition;

•
the relative exchange rates for the U.S. dollar; and

•
various U.S. and international government policies regarding exploration and development of oil and natural gas reserves, which have been becoming increasingly unpredictable in recent years.

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Offshore oil and natural gas market conditions are highly volatile. Oil prices experienced unprecedented volatility during 2020 due to the COVID-19 pandemic and the related effects on the global economy, with the price per barrel going negative for a short period of time. Oil prices steadily increased since the lows hit at the beginning of the COVID-19 pandemic and hit a multi-year high of $122 per barrel during 2022 primarily as a result of the conflict between Russia and Ukraine as well as the related economic sanctions and economic uncertainty but subsequently decreased to pre-conflict levels. During 2025, WTI oil prices reached a high of $81 per barrel and a low of $55 per barrel, ending the year at $57 per barrel.

While the Company has experienced difficult market conditions over the past few years due to volatile oil and natural gas prices and the focus of oil and natural gas producing companies on cost and capital discipline, the increases since the lows experienced during the COVID-19 pandemic in oil and natural gas prices has led to an increase in utilization, day rates and customer inquiries about new projects.

Vessel Supply Dynamics and Other Industry Drivers

The Company closely monitors the availability of vessels in the offshore support vessel market as the utilization and day rates of the Company’s fleet is dependent on the supply and demand dynamics for its vessels. For example, low oil and natural gas prices and a corresponding decline in offshore exploration may reduce demand for the Company’s vessels and in the past such declines have forced many operators in the industry to restructure, liquidate assets or consolidate with other operators. Additionally, the delivery of newly built offshore support vessels to the industry-wide fleet has in the past contributed to an oversupply of vessels in the market, thereby further decreasing the demand for the Company’s existing offshore support vessel fleet. A combination of low customer exploration and drilling activity levels, and excess supply of offshore support vessels whether from laid up fleets or newly built vessels could, in isolation or together, have a material adverse effect on the Company’s business, financial position, results of operations, cash flows and growth prospects. Alternatively, increasing activity levels and a stable supply of offshore support vessels could support higher utilization and day rates and improved financial performance of the Company’s business.

Certain macro drivers somewhat independent of oil and natural gas prices may support the Company’s business, including: (i) underspending by oil and natural gas producers over the last five to ten years leading to pent up demand for maintenance and growth capital expenditures; (ii) improved extraction technologies; and (iii) the need for offshore wind farm support as the industry grows. While the Company expects that alternative forms of energy will continue to develop and add to the world’s energy mix, especially as certain governments, supranational groups, institutional investors, and various other parties focus on climate change causes and concerns, the Company believes that for the foreseeable future demand for gasoline and oil will be sustained, as will demand for natural gas, particularly in the context of expanded power generation demand worldwide. Some alternative forms of energy such as offshore wind farms support some of the Company’s operations and the Company expects such support to increase to the extent that development of these forms of renewable energy expands.

The Company adheres to a strategy of cold-stacking vessels (removing from active service) during periods of weak utilization in order to reduce the daily running costs of operating the fleet, primarily personnel, repairs and maintenance costs, as well as to defer some drydocking costs into future periods. The Company considers various factors in determining which vessels to cold-stack, including upcoming dates for regulatory vessel inspections and related drydocking requirements. The Company may maintain class certification on certain cold-stacked vessels, thereby incurring some drydocking costs while cold-stacked. Cold-stacked vessels are returned to active service when market conditions improve, or management anticipates improvement, typically leading to increased costs for drydocking, personnel, repair and maintenance in the periods immediately preceding the vessels’ return to active service. Depending on market conditions, vessels with similar characteristics and capabilities may be rotated between active service and cold-stack. On an ongoing basis, the Company reviews its cold-stacked vessels to determine if any should be designated as retired and removed from service based on the vessel’s physical condition, the expected costs to reactivate and restore class certification, if any, and its viability to operate within current and projected market conditions. As of December 31, 2025, one of the Company’s 44 owned vessels was cold-stacked worldwide. In addition, the Company had two vessels classified as held for sale as of December 31, 2025.

Inflation

The Company’s operations expose it to the effects of inflation. Inflation has become a significant factor in the world economy post-pandemic and has led to an increased interest rate environment as well as inflationary pressures on the Company’s operations, including but not limited to increased labor, repairs and maintenance, transportation and insurance costs. The Company’s borrowing is on a fixed rate basis and therefore interest rate fluctuations no longer affect the interest costs reflected in the Company’s financial results.

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Certain Components of Revenues and Expenses

The Company operates its fleet in four principal geographic regions: the U.S., primarily in the Gulf of America; Africa and Europe; the Middle East and Asia; and Latin America, primarily in Guyana and Mexico. The Company’s vessels are highly mobile and regularly and routinely move between countries within a geographic region. In addition, the Company’s vessels are redeployed among geographic regions, subject to flag restrictions, as changes in market conditions dictate. The number and type of vessels operated, their rates per day worked and their utilization levels are the key determinants of the Company’s operating results and cash flows. Unless a vessel is cold-stacked, there is little reduction in daily running costs for the vessels and, consequently, operating margins are most sensitive to changes in rates per day worked and utilization. The Company manages its fleet utilizing a global network of shore side support, administrative and finance personnel.

Time charter statistics are the key performance indicators for the Company’s time charter revenues. The rate per day worked is the ratio of total time charter revenues to the aggregate number of days worked. Utilization is the ratio of aggregate number of days worked to total available days for all vessels available for time charter. Unless vessels have been retired and removed from service, available days represents the total calendar days for which vessels available for time charter were owned or leased-in by the Company, whether marketed, under repair, cold-stacked or otherwise out-of-service.

Operating Revenues. The Company generates revenues by providing services to customers primarily pursuant to two different types of contractual arrangements: time charters and bareboat charters. Under a time charter, the Company provides a vessel to a customer and is responsible for all operating expenses, typically excluding fuel. Under a bareboat charter, the Company provides a vessel to a customer and the customer assumes responsibility for all operating expenses and all risks of operation. Vessel charters may range from several days to several years.

Direct Operating Expenses. The aggregate cost of operating the Company’s fleet depends primarily on the size and asset mix of the fleet. The Company’s direct operating costs and expenses, other than leased-in equipment expense, are grouped into the following categories:

•
personnel (primarily wages, benefits, payroll taxes, savings plans, training and travel for marine personnel);

•
repairs and maintenance (primarily routine repairs and maintenance and main engine overhauls that are performed in accordance with planned maintenance programs);

•
drydocking (primarily the cost of regulatory drydockings performed in accordance with applicable regulations);

•
insurance and loss reserves (primarily the cost of Hull and Machinery and Protection and Indemnity insurance premiums and loss deductibles);

•
fuel, lubes and supplies; and

•
other (brokers’ commissions, communication costs, expenses incurred in mobilizing vessels between geographic regions, third party ship management fees, freight expenses, customs and importation duties and other).

The Company expenses drydocking, engine overhaul and vessel mobilization costs as incurred. If a disproportionate number of drydockings, overhauls or mobilizations are undertaken in a particular fiscal year or quarter, operating expenses may vary significantly when compared with the prior year or prior quarter.

Direct Vessel Profit. Direct vessel profit (defined as operating revenues less operating expenses excluding leased-in equipment, “DVP”) is the Company’s measure of segment profitability. DVP is a critical financial measure used by the Company to analyze and compare the operating performance of its segments, without regard to financing decisions (depreciation and interest expense for owned vessels vs. lease expense for leased-in vessels). See “Note 16. Major Customers and Segment Information” in the audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

Leased-in Equipment. In addition to the Company’s owned fleet, it operated one leased-in vessel from a lessor under a bareboat charter arrangement that expired during 2024. This vessel was previously owned and subject to a sale and leaseback transaction with the lessor.

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Impairments. When reviewing its fleet for impairment, the Company groups vessels with similar operating and marketing characteristics, including cold-stacked vessels expected to return to active service, into vessel classes. All other vessels, including vessels retired and removed from service, are evaluated for impairment on a vessel by vessel basis.

During 2025, the Company did not record impairment charges on any owned vessels. During 2024, the Company recorded impairment charges of $3.7 million for other equipment. During 2023, the Company recorded impairment charges of $0.7 million for one leased-in AHTS. Estimated fair values for the Company’s owned vessels are established by independent appraisers and other market data such as recent sales of similar vessels. For information regarding the Company’s vessel fair value measurement determinations, see “Note 8. Fair Value Measurements” in the audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

For vessel classes and individual vessels with indicators of impairment, but which were not impaired as of December 31, 2025, the Company has assessed that their estimated fair value exceeds their current carrying values. Fair value determination is primarily accomplished by obtaining independent valuations of vessel or vessel classes from qualified third party appraisers and other market data such as recent sales of similar vessels. As markets change, the impact of vessel impairments will be evaluated.

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Consolidated Results of Operations

For the years ended December 31, the Company’s consolidated results of operations were as follows (in thousands, except statistics):

2025

2024

2023

Time Charter Statistics:

Average Rates Per Day

$

18,899

$

18,989

$

16,375

Fleet Utilization

66

%

67

%

75

%

Fleet Available Days

17,341

19,895

20,519

Operating revenues:

Time charter

$

215,381

95

%

$

254,320

94

%

$

251,385

89

%

Bareboat charter

3,235

1

%

1,464

1

%

1,460

1

%

Other marine services

9,216

4

%

15,577

5

%

26,666

10

%

227,832

100

%

271,361

100

%

279,511

100

%

Costs and Expenses:

Operating:

Personnel

$

71,661

31

%

$

85,541

32

%

$

81,770

29

%

Repairs and maintenance

48,523

21

%

40,385

15

%

26,826

10

%

Drydocking

12,617

6

%

21,451

8

%

6,598

2

%

Insurance and loss reserves

8,653

4

%

9,894

4

%

9,956

4

%

Fuel, lubes and supplies

17,908

8

%

19,947

7

%

17,187

6

%

Other

22,410

10

%

20,034

7

%

17,313

6

%

181,772

80

%

197,252

73

%

159,650

57

%

Lease expense

1,203

1

%

1,678

1

%

2,748

1

%

Administrative and general

47,483

21

%

44,713

16

%

49,183

18

%

Depreciation and amortization

47,070

21

%

51,628

19

%

53,821

19

%

277,528

122

%

295,271

109

%

265,402

95

%

Gains on Asset Dispositions and Impairments, Net

63,412

28

%

13,481

5

%

21,409

8

%

Operating Income (Loss)

13,716

6

%

(10,429

)

(4

)%

35,518

13

%

Other Expense, Net

(32,781

)

(14

)%

(72,618

)

(27

)%

(39,589

)

(14

)%

Loss Before Income Tax Expense (Benefit) and Equity in Earnings of 50% or Less Owned Companies

(19,065

)

(8

)%

(83,047

)

(31

)%

(4,071

)

(1

)%

Income Tax Expense (Benefit)

10,510

5

%

(2,615

)

(1

)%

8,799

3

%

Loss Before Equity in Earnings of 50% or Less Owned Companies

(29,575

)

(13

)%

(80,432

)

(30

)%

(12,870

)

(5

)%

Equity in Earnings of 50% or Less Owned Companies

1,731

1

%

2,308

1

%

3,556

1

%

Net Loss

(27,844

)

(12

)%

(78,124

)

(29

)%

(9,314

)

(3

)%

47

The following tables summarize the operating results and property and equipment for the Company’s reportable segments for the periods indicated (in thousands, except statistics):

United States

(primarily Gulf

of America)

Africa and Europe

Middle East

and Asia

Latin

America

Total

For the year ended December 31, 2025

Time Charter Statistics:

Average Rates Per Day

$

21,634

$

17,883

$

17,189

$

22,758

$

18,899

Fleet Utilization

41

%

76

%

71

%

65

%

66

%

Fleet Available Days

3,759

6,593

4,454

2,535

17,341

Operating Revenues:

Time charter

$

33,371

$

90,044

$

54,621

$

37,345

$

215,381

Bareboat charter

—

—

—

3,235

3,235

Other marine services

2,955

2,971

1,613

1,677

9,216

36,326

93,015

56,234

42,257

227,832

Direct Costs and Expenses:

Operating:

Personnel

$

22,999

$

19,819

$

19,162

$

9,681

$

71,661

Repairs and maintenance

5,161

19,333

19,744

4,285

48,523

Drydocking

5,731

4,542

1,333

1,011

12,617

Insurance and loss reserves

2,852

2,300

2,779

722

8,653

Fuel, lubes and supplies

2,989

6,967

5,094

2,858

17,908

Other

1,304

11,215

4,528

5,363

22,410

41,036

64,176

52,640

23,920

181,772

Direct Vessel (Loss) Profit

$

(4,710

)

$

28,839

$

3,594

$

18,337

$

46,060

Other Costs and Expenses:

Lease expense

$

552

$

130

$

293

$

228

1,203

Administrative and general

47,483

Depreciation and amortization

11,593

16,935

12,848

5,694

47,070

95,756

Gains on asset dispositions and impairments, net

63,412

Operating income

$

13,716

As of December 31, 2025

Property and Equipment:

Historical cost

$

98,231

$

275,058

$

242,879

$

160,665

$

776,833

Accumulated depreciation

(62,907

)

(121,155

)

(112,559

)

(52,191

)

(348,812

)

$

35,324

$

153,903

$

130,320

$

108,474

$

428,021

Total Assets (1)

$

56,355

$

196,818

$

193,225

$

124,213

$

570,611

(1)
Total Assets exclude $90.0 million of corporate assets.

48

United States

(primarily Gulf

of America)

Africa and Europe

Middle East

and Asia

Latin

America

Total

For the year ended December 31, 2024

Time Charter Statistics:

Average Rates Per Day

$

23,076

$

17,453

$

17,285

$

23,462

$

18,989

Fleet Utilization

38

%

75

%

78

%

66

%

67

%

Fleet Available Days

3,688

7,590

5,215

3,402

19,895

Operating Revenues:

Time charter

$

31,991

$

99,410

$

70,346

$

52,573

$

254,320

Bareboat charter

—

—

—

1,464

1,464

Other marine services

3,808

5,272

1,979

4,518

15,577

35,799

104,682

72,325

58,555

271,361

Direct Costs and Expenses:

Operating:

Personnel

$

24,459

$

21,887

$

24,132

$

15,063

$

85,541

Repairs and maintenance

6,618

13,537

13,047

7,183

40,385

Drydocking

8,604

4,774

2,796

5,277

21,451

Insurance and loss reserves

2,992

2,329

3,147

1,426

9,894

Fuel, lubes and supplies

3,351

7,197

4,184

5,215

19,947

Other

509

12,723

4,425

2,377

20,034

46,533

62,447

51,731

36,541

197,252

Direct Vessel (Loss) Profit

$

(10,734

)

$

42,235

$

20,594

$

22,014

$

74,109

Other Costs and Expenses:

Lease expense

$

555

$

507

$

301

$

315

1,678

Administrative and general

44,713

Depreciation and amortization

12,334

17,497

13,276

8,521

51,628

98,019

Gains on asset dispositions and impairments, net

13,481

Operating loss

$

(10,429

)

As of December 31, 2024

Property and Equipment:

Historical cost

$

195,756

$

325,000

$

240,075

$

139,583

$

900,414

Accumulated depreciation

(104,771

)

(121,320

)

(97,908

)

(43,449

)

(367,448

)

$

90,985

$

203,680

$

142,167

$

96,134

$

532,966

Total Assets (1)

$

120,347

$

241,278

$

174,410

$

117,475

$

653,510

(1)
Total Assets exclude $73.6 million of corporate assets.

49

United States

(primarily Gulf

of America)

Africa and Europe

Middle East

and Asia

Latin

America

Total

For the year ended December 31, 2023

Time Charter Statistics:

Average Rates Per Day

$

20,967

$

14,612

$

15,003

$

18,937

$

16,375

Fleet Utilization

45

%

87

%

76

%

88

%

75

%

Fleet Available Days

4,443

6,935

5,829

3,312

20,519

Operating Revenues:

Time charter

$

41,850

$

87,729

$

66,407

$

55,399

$

251,385

Bareboat charter

—

—

—

1,460

1,460

Other marine services

17,678

2,582

4,345

2,061

26,666

59,528

90,311

70,752

58,920

279,511

Direct Costs and Expenses:

Operating:

Personnel

$

26,110

$

20,434

$

20,786

$

14,440

$

81,770

Repairs and maintenance

5,146

9,624

7,109

4,947

26,826

Drydocking

2,314

2,946

(99

)

1,437

6,598

Insurance and loss reserves

3,752

1,727

3,638

839

9,956

Fuel, lubes and supplies

3,697

6,830

3,552

3,108

17,187

Other

1,427

10,072

3,961

1,853

17,313

42,446

51,633

38,947

26,624

159,650

Direct Vessel Profit

$

17,082

$

38,678

$

31,805

$

32,296

$

119,861

Other Costs and Expenses:

Lease expense

$

536

$

1,498

$

360

$

354

2,748

Administrative and general

49,183

Depreciation and amortization

14,685

15,346

14,760

9,030

53,821

105,752

Gains on asset dispositions and impairments, net

21,409

Operating income

$

35,518

As of December 31, 2023

Property and Equipment:

Historical cost

$

209,262

$

272,272

$

267,079

$

170,210

$

918,823

Accumulated depreciation

(99,137

)

(93,045

)

(94,708

)

(37,251

)

(324,141

)

$

110,125

$

179,227

$

172,371

$

132,959

$

594,682

Total Assets (1)

$

142,264

$

215,158

$

199,174

$

152,427

$

709,023

(1)
Total Assets exclude $71.3 million of corporate assets.

50

The following tables summarize the world-wide operating results and property and equipment for each of the Company’s vessel classes for the periods indicated (in thousands, except statistics):

AHTS

FSV

PSV

Liftboats

Other

Activity

Total

For the year ended December 31, 2025

Time Charter Statistics:

Average Rates Per Day

$

—

$

13,852

$

20,857

$

33,369

$

—

$

18,899

Fleet Utilization

—

%

71

%

64

%

54

%

—

%

66

%

Fleet Available Days

—

7,779

7,111

2,451

—

17,341

Operating Revenues:

Time charter

$

(7

)

$

76,607

$

94,966

$

43,815

$

—

$

215,381

Bareboat charter

—

—

3,235

—

—

3,235

Other marine services

(7

)

2,336

1,973

3,944

970

9,216

(14

)

78,943

100,174

47,759

970

227,832

Direct Costs and Expenses:

Operating:

Personnel

$

33

$

18,941

$

33,122

$

19,370

$

195

$

71,661

Repairs and maintenance

269

18,428

15,867

13,911

48

48,523

Drydocking

—

2,795

5,453

4,369

—

12,617

Insurance and loss reserves

(4

)

1,979

2,739

4,177

(238

)

8,653

Fuel, lubes and supplies

(55

)

5,952

8,467

3,492

52

17,908

Other

35

8,246

11,857

2,256

16

22,410

278

56,341

77,505

47,575

73

181,772

Other Costs and Expenses:

Lease expense

$

—

$

—

$

—

$

—

$

1,203

1,203

Administrative and general

47,483

Depreciation and amortization

15

19,037

15,345

12,619

54

47,070

95,756

Gains on asset dispositions and impairments, net

63,412

Operating income

$

13,716

As of December 31, 2025

Property and Equipment:

Historical cost

$

948

$

340,547

$

274,726

$

141,841

$

18,771

$

776,833

Accumulated depreciation

(841

)

(177,708

)

(75,606

)

(76,115

)

(18,542

)

(348,812

)

$

107

$

162,839

$

199,120

$

65,726

$

229

$

428,021

51

AHTS

FSV

PSV

Liftboats

Other

Activity

Total

For the year ended December 31, 2024

Time Charter Statistics:

Average Rates Per Day

$

9,156

$

12,901

$

19,888

$

42,665

$

—

$

18,989

Fleet Utilization

60

%

76

%

62

%

58

%

—

%

67

%

Fleet Available Days

1,240

8,052

7,675

2,928

—

19,895

Operating Revenues:

Time charter

$

6,831

$

79,377

$

95,133

$

72,979

$

—

$

254,320

Bareboat charter

—

—

1,464

—

—

1,464

Other marine services

232

2,070

7,098

4,757

1,420

15,577

7,063

81,447

103,695

77,736

1,420

271,361

Direct Costs and Expenses:

Operating:

Personnel

$

3,685

$

22,193

$

36,188

$

24,586

$

(1,111

)

$

85,541

Repairs and maintenance

1,052

16,523

15,443

7,342

25

40,385

Drydocking

789

3,200

9,677

7,785

—

21,451

Insurance and loss reserves

255

1,777

2,686

5,482

(306

)

9,894

Fuel, lubes and supplies

800

5,592

9,437

4,118

—

19,947

Other

990

8,193

8,632

2,195

24

20,034

7,571

57,478

82,063

51,508

(1,368

)

197,252

Other Costs and Expenses:

Lease expense

$

346

$

—

$

—

$

—

$

1,332

1,678

Administrative and general

44,713

Depreciation and amortization

647

18,980

16,440

15,463

98

51,628

98,019

Gains on asset dispositions and impairments, net

13,481

Operating loss

$

(10,429

)

As of December 31, 2024

Property and Equipment:

Historical cost

$

948

$

345,476

$

290,478

$

244,564

$

18,948

$

900,414

Accumulated depreciation

(825

)

(161,212

)

(66,540

)

(120,192

)

(18,679

)

(367,448

)

$

123

$

184,264

$

223,938

$

124,372

$

269

$

532,966

52

AHTS

FSV

PSV

Liftboats

Other

Activity

Total

For the year ended December 31, 2023

Time Charter Statistics:

Average Rates Per Day

$

9,201

$

11,273

$

18,031

$

37,523

$

—

$

16,375

Fleet Utilization

70

%

84

%

77

%

50

%

—

%

75

%

Fleet Available Days

1,491

8,384

7,392

3,252

—

20,519

Operating Revenues:

Time charter

$

9,610

$

79,372

$

101,978

$

60,425

$

—

$

251,385

Bareboat charter

—

—

1,460

—

—

1,460

Other marine services

936

1,076

3,078

17,801

3,775

26,666

10,546

80,448

106,516

78,226

3,775

279,511

Direct Costs and Expenses:

Operating:

Personnel

$

4,027

$

20,408

$

35,397

$

20,432

$

1,506

$

81,770

Repairs and maintenance

1,498

8,479

12,497

4,383

(31

)

26,826

Drydocking

1,356

4,050

1,325

(52

)

(81

)

6,598

Insurance and loss reserves

307

1,363

2,212

6,027

47

9,956

Fuel, lubes and supplies

1,471

5,432

7,834

2,442

8

17,187

Other

1,450

6,523

7,765

1,542

33

17,313

10,109

46,255

67,030

34,774

1,482

159,650

Other Costs and Expenses:

Lease expense

$

1,247

$

—

$

—

$

—

$

1,501

2,748

Administrative and general

49,183

Depreciation and amortization

1,020

19,779

16,480

16,395

147

53,821

105,752

Gains on asset dispositions and impairments, net

21,409

Operating income

$

35,518

As of December 31, 2023

Property and Equipment:

Historical cost

$

12,669

$

341,054

$

301,523

$

244,462

$

19,115

$

918,823

Accumulated depreciation

(5,134

)

(142,429

)

(53,162

)

(104,626

)

(18,790

)

(324,141

)

$

7,535

$

198,625

$

248,361

$

139,836

$

325

$

594,682

53

Operating Income (Loss)

United States, primarily Gulf of America. For the years ended December 31, the Company’s direct vessel (loss) profit in the U.S. was as follows (in thousands, except statistics):

2025

2024

2023

Time Charter Statistics:

Rates Per Day Worked:

AHTS

$

—

$

—

$

—

FSV

10,782

10,249

9,657

PSV

14,184

13,797

14,148

Liftboats

28,111

35,911

34,451

Overall

21,634

23,076

20,967

Utilization:

AHTS

—

%

—

%

—

%

FSV

7

%

35

%

57

%

PSV

54

%

49

%

62

%

Liftboats

50

%

35

%

34

%

Overall

41

%

38

%

45

%

Available Days:

AHTS

—

—

31

FSV

911

1,098

1,095

PSV

1,181

732

910

Liftboats

1,667

1,858

2,407

Overall

3,759

3,688

4,443

Operating revenues:

Time charter

$

33,371

92

%

$

31,991

89

%

$

41,850

70

%

Other marine services

2,955

8

%

3,808

11

%

17,678

30

%

36,326

100

%

35,799

100

%

59,528

100

%

Direct operating expenses:

Personnel

22,999

63

%

24,459

68

%

26,110

44

%

Repairs and maintenance

5,161

14

%

6,618

18

%

5,146

9

%

Drydocking

5,731

16

%

8,604

24

%

2,314

4

%

Insurance and loss reserves

2,852

8

%

2,992

8

%

3,752

6

%

Fuel, lubes and supplies

2,989

8

%

3,351

10

%

3,697

6

%

Other

1,304

4

%

509

2

%

1,427

2

%

41,036

113

%

46,533

130

%

42,446

71

%

Direct Vessel (Loss) Profit

$

(4,710

)

-13

%

$

(10,734

)

-30

%

$

17,082

29

%

2025 compared with 2024

Operating Revenues. Charter revenues were $1.4 million higher in 2025 compared with 2024. Charter revenues were $7.9 million higher due to the repositioning of two vessels into the region subsequent to 2024. Charter revenues were $4.4 million lower for the vessels included in the results of this region in both comparative periods (as applicable to each region, the “Regional Core Fleet”), which consists of six vessels, due to lower utilization of 44% in 2025 compared to 49% in 2024 offset by higher average day rates of $25,065 in 2025 compared to $24,428 in 2024. Charter revenues were $2.1 million lower due to net asset dispositions. Other marine services were $0.9 million lower primarily due to lower management fees. As of December 31, 2025, the Company had one of seven owned vessels (one FSV) cold-stacked in this region compared with two of 10 vessels as of December 31, 2024.

Direct Operating Expenses. Direct operating expenses were $5.5 million lower in 2025 compared with 2024. Direct operating expenses were $12.8 million lower for the Regional Core Fleet primarily due to the timing of drydocking and repair expenditures and $4.3 million lower due to net asset dispositions. Direct operating expenses were $11.6 million higher due to the repositioning of vessels between geographic regions.

54

2024 compared with 2023

Operating Revenues. Charter revenues were $9.9 million lower in 2024 compared with 2023. Charter revenues were $16.9 million lower due to the repositioning of vessels between geographic regions, as such repositioned vessels had 58 days worked at an average day rate of $60,628 in 2024 compared to 515 days worked at an average day rate of $39,741 in 2023, as well as $0.7 million lower due to the disposition of one vessel in the third quarter of 2023. Charter revenues were $7.7 million higher for the vessels included in the results of this region in both comparative periods (as applicable to each region, the “Regional Core Fleet”), which consists of nine vessels, due to higher utilization of 81% for one liftboat with a higher than average day rate of $49,914, partially offset by lower utilization of 35% for the remainder of the vessels. Other marine services were $13.9 million lower primarily due to non-recurring business interruption insurance revenue recorded in 2023 and lower mobilization revenues and management fees in 2024. As of December 31, 2024, the Company had two of 10 owned vessels (one liftboat and one FSV) cold-stacked in this region compared with two of 11 vessels as of December 31, 2023.

Direct Operating Expenses. Direct operating expenses were $4.1 million higher in 2024 compared with 2023. Direct operating expenses were $10.2 million higher for the Regional Core Fleet primarily due to the timing of drydocking and repair expenditures, $3.3 million lower due to the repositioning of vessels between geographic regions and $2.8 million lower due to net asset dispositions.

Africa and Europe. For the years ended December 31, the Company’s direct vessel profit in Africa and Europe was as follows (in thousands, except statistics):

2025

2024

2023

Time Charter Statistics:

Rates Per Day Worked:

AHTS

$

—

$

10,189

$

10,101

FSV

15,567

15,304

12,701

PSV

21,714

22,405

20,129

Overall

17,883

17,453

14,612

Utilization:

AHTS

—

%

48

%

77

%

FSV

83

%

83

%

91

%

PSV

67

%

73

%

84

%

Overall

76

%

75

%

87

%

Available Days:

AHTS

—

895

1,095

FSV

3,770

3,913

3,650

PSV

2,823

2,782

2,190

Overall

6,593

7,590

6,935

Operating revenues:

Time charter

$

90,044

97

%

$

99,410

95

%

$

87,729

97

%

Other marine services

2,971

3

%

5,272

5

%

2,582

3

%

93,015

100

%

104,682

100

%

90,311

100

%

Direct operating expenses:

Personnel

19,819

21

%

21,887

21

%

20,434

23

%

Repairs and maintenance

19,333

21

%

13,537

13

%

9,624

10

%

Drydocking

4,542

5

%

4,774

5

%

2,946

3

%

Insurance and loss reserves

2,300

3

%

2,329

2

%

1,727

2

%

Fuel, lubes and supplies

6,967

7

%

7,197

7

%

6,830

8

%

Other

11,215

12

%

12,723

12

%

10,072

11

%

64,176

69

%

62,447

60

%

51,633

57

%

Direct Vessel Profit

$

28,839

31

%

$

42,235

40

%

$

38,678

43

%

55

2025 compared with 2024

Operating Revenues. Charter revenues were $9.4 million lower in 2025 compared with 2024. Charter revenues were $5.5 million lower for the Regional Core Fleet, which consists of 17 vessels, due to lower utilization of 76% in 2025 compared to 80% in 2024 and lower average day rates of $17,966 in 2025 compared to $18,403 in 2024. Charter revenues were $4.4 million lower due to the disposition of two vessels subsequent to 2024. Charter revenues were $0.5 million higher due to the repositioning of one vessel into the region subsequent to 2024. Other marine services were $2.3 million lower primarily due to lower mobilization revenues. As of December 31, 2025 and 2024, the Company had no vessels cold-stacked in this region.

Direct Operating Expenses. Direct operating expenses were $1.7 million higher in 2025 compared with 2024. Direct operating expenses were $6.0 million higher for the Regional Core Fleet primarily due to the timing of repair expenditures and $0.8 million higher due to the repositioning of vessels between geographic regions and $5.1 million lower due to net asset dispositions.

2024 compared with 2023

Operating Revenues. Charter revenues were $11.7 million higher in 2024 compared with 2023. Charter revenues were $12.0 million higher due to the repositioning of three vessels into the region in 2024, $1.2 million higher for the Regional Core Fleet, which consists of 18 vessels, due to higher average day rates of $17,033 in 2024 compared to $14,733 in 2023, substantially offset by lower utilization of 79% in 2024 compared to 89% in 2023 and $1.5 million lower due to the disposition of one vessel in 2024. Other marine services were $2.7 million higher primarily due to higher mobilization revenues. As of December 31, 2024, the Company had no vessels cold-stacked in this region compared with one of 19 vessels that was classified as held for sale as of December 31, 2023.

Direct Operating Expenses. Direct operating expenses were $10.8 million higher in 2024 compared with 2023. Direct operating expenses were $11.3 million higher due to the repositioning of vessels between geographic regions, $0.4 million higher for the Regional Core Fleet primarily due to the timing of repair expenditures and $0.9 million lower due to net asset dispositions.

56

Middle East and Asia. For the years ended December 31, the Company’s direct vessel profit in the Middle East and Asia was as follows (in thousands, except statistics):

2025

2024

2023

Time Charter Statistics:

Rates Per Day Worked:

AHTS

$

—

$

7,734

$

5,547

FSV

9,764

8,506

9,095

PSV

18,121

15,907

11,826

Liftboats

40,452

45,801

42,578

Overall

17,189

17,285

15,003

Utilization:

AHTS

—

%

91

%

57

%

FSV

71

%

80

%

84

%

PSV

76

%

64

%

59

%

Liftboats

62

%

100

%

98

%

Overall

71

%

78

%

76

%

Available Days:

AHTS

—

345

365

FSV

2,184

2,309

2,909

PSV

1,540

1,829

1,825

Liftboats

730

732

730

Overall

4,454

5,215

5,829

Operating revenues:

Time charter

$

54,621

97

%

$

70,346

97

%

$

66,407

94

%

Other marine services

1,613

3

%

1,979

3

%

4,345

6

%

56,234

100

%

72,325

100

%

70,752

100

%

Direct operating expenses:

Personnel

19,162

34

%

24,132

33

%

20,786

29

%

Repairs and maintenance

19,744

35

%

13,047

18

%

7,109

10

%

Drydocking

1,333

3

%

2,796

4

%

(99

)

(0

)%

Insurance and loss reserves

2,779

5

%

3,147

4

%

3,638

5

%

Fuel, lubes and supplies

5,094

9

%

4,184

6

%

3,552

5

%

Other

4,528

8

%

4,425

6

%

3,961

6

%

52,640

94

%

51,731

72

%

38,947

55

%

Direct Vessel Profit

$

3,594

6

%

$

20,594

28

%

$

31,805

45

%

2025 compared with 2024

Operating Revenues. Charter revenues were $15.7 million lower in 2025 compared with 2024. Charter revenues were $8.9 million lower for the Regional Core Fleet, which consists of 11 vessels, due to lower average day rates of $17,459 in 2025 compared to $19,473 in 2024 and lower utilization of 75% in 2025 compared to 78% in 2024. Charter revenues were $7.5 million lower due to the disposition of three vessels subsequent to 2024 and $0.7 million higher due to the repositioning of one vessel into the region. Other marine services were $0.4 million lower primarily due to lower catering revenues. As of December 31, 2025 and 2024, the Company had no vessels cold-stacked in this region.

Direct Operating Expenses. Direct operating expenses were $0.9 million higher in 2025 compared with 2024. Direct operating expenses were $5.5 million higher for the Regional Core Fleet primarily due to the timing of drydocking and repair expenditures and $2.2 million higher due to the repositioning of vessels between geographic regions. Direct operating expenses were $6.8 million lower due to net asset dispositions.

57

2024 compared with 2023

Operating Revenues. Charter revenues were $3.9 million higher in 2024 compared with 2023. Charter revenues were $9.5 million higher for the Regional Core Fleet, which consists of 14 vessels, due to higher average day rates of $17,356 in 2024 compared to $15,871 in 2023, and an increase in fleet utilization from 74% in 2023 to 79% in 2024. Charter revenues were $3.5 million lower due to the disposition of one vessel in 2023 and $2.1 million lower due to the repositioning of one vessel out of the region. Other marine services were $2.4 million lower primarily due to non-recurring business interruption insurance revenue recorded in 2023. As of December 31, 2024 and 2023, the Company had no vessels cold-stacked in this region.

Direct Operating Expenses. Direct operating expenses were $12.8 million higher in 2024 compared with 2023. Direct operating expenses were $15.3 million higher for the Regional Core Fleet primarily due to the timing of drydocking and repair expenditures and insurance reimbursements related to expenses in prior periods, $1.6 million lower due to net asset dispositions and $0.9 million lower due to the repositioning of vessels between geographic regions.

Latin America. For the years ended December 31, the Company’s direct vessel profit in Latin America was as follows (in thousands, except statistics):

2025

2024

2023

Time Charter Statistics:

Rates Per Day Worked:

FSV

$

15,387

$

14,951

$

13,636

PSV

27,759

21,296

20,314

Liftboats

88,930

48,786

24,450

Overall

22,758

23,462

18,937

Utilization:

FSV

84

%

94

%

90

%

PSV

54

%

52

%

89

%

Liftboats

40

%

99

%

75

%

Overall

65

%

66

%

88

%

Available Days:

FSV

914

732

730

PSV

1,567

2,332

2,467

Liftboats

54

338

115

Overall

2,535

3,402

3,312

Operating revenues:

Time charter

$

37,345

88

%

$

52,573

90

%

$

55,399

94

%

Bareboat charter

3,235

8

%

1,464

2

%

1,460

2

%

Other marine services

1,677

4

%

4,518

8

%

2,061

4

%

42,257

100

%

58,555

100

%

58,920

100

%

Direct operating expenses:

Personnel

9,681

23

%

15,063

26

%

14,440

25

%

Repairs and maintenance

4,285

10

%

7,183

12

%

4,947

8

%

Drydocking

1,011

2

%

5,277

9

%

1,437

2

%

Insurance and loss reserves

722

2

%

1,426

2

%

839

2

%

Fuel, lubes and supplies

2,858

7

%

5,215

9

%

3,108

5

%

Other

5,363

13

%

2,377

4

%

1,853

3

%

23,920

57

%

36,541

62

%

26,624

45

%

Direct Vessel Profit

$

18,337

43

%

$

22,014

38

%

$

32,296

55

%

2025 compared with 2024

Operating Revenues. Charter revenues were $13.5 million lower in 2025 compared with 2024. Charter revenues were $21.8 million lower due to the repositioning of two vessels out of the region subsequent to 2024. Charter revenues were $8.3 million higher for the Regional Core Fleet, which consists of six vessels, primarily due to higher utilization of 68% in 2025 compared to 63% in 2024 and higher average day rates of $22,475 in 2025 compared to $19,388 in 2024. Other marine services were $2.8 million lower in 2025 compared with 2024 primarily due to lower catering revenues. As of December 31, 2025 and 2024, the Company had no vessels cold-stacked in this region.

58

Direct Operating Expenses. Direct operating expenses were $12.6 million lower in 2025 compared with 2024. Direct operating expenses were $9.0 million lower due to the repositioning of vessels between geographic regions and $3.6 million lower for the Regional Core Fleet primarily due to the timing of certain drydocking and repair expenditures.

2024 compared with 2023

Operating Revenues. Charter revenues were $2.8 million lower in 2024 compared with 2023. Charter revenues were $3.5 million lower due to the repositioning of five vessels out of the region, partially offset by the repositioning of two vessels into the region and $0.7 million higher for the Regional Core Fleet, which consists of eight vessels, primarily due to higher average day rates of $21,468 in 2024 compared to $18,455 in 2023, substantially offset by lower utilization of 63% in 2024 compared to 85% in 2023. Other marine services were $2.5 million higher in 2024 compared with 2023 primarily due to higher catering revenues. As of December 31, 2024 and 2023, the Company had no vessels cold-stacked in this region.

Direct Operating Expenses. Direct operating expenses were $9.9 million higher in 2024 compared with 2023. Direct operating expenses were $8.0 million higher for the Regional Core Fleet primarily due to the timing of certain drydocking and repair expenditures and $1.9 million higher due to the repositioning of vessels between geographic regions.

Other Operating Expenses

Lease expense. Leased-in equipment expenses were $0.5 million lower compared with 2024 primarily due to having no leased-in vessels in 2025 compared to one in 2024. Leased-in equipment expenses were $1.1 million lower for 2024 compared with 2023 primarily due to having one leased-in vessel in 2024 compared to two in 2023.

Administrative and general. Administrative and general expenses were $2.8 million higher in 2025 compared with 2024 primarily due to increases in professional fees of $2.8 million and increases in wages and benefits expenses of $0.7 million partially offset by decreases in allowance for credit losses of $0.8 million. Administrative and general expenses were $4.5 million lower in 2024 compared with 2023 primarily due to decreases in allowance for credit losses of $3.3 million and decreases in professional fees of $1.4 million partially offset by increases in wages and benefits expenses of $0.4 million.

Depreciation and amortization. Depreciation and amortization expenses were $4.6 million lower in 2025 compared with 2024 and $2.2 million lower in 2024 compared with 2023 primarily due to net fleet changes.

Gains (Losses) on Asset Dispositions and Impairments, Net. During 2025, the Company sold one FSV and two PSVs, previously classified as held for sale, as well as one PSV, three liftboats and other equipment not previously classified as held for sale for net cash proceeds of $129.2 million, after transaction costs, and a gain of $63.4 million.

During 2024, the Company sold one AHTS, previously classified as held for sale, two AHTS, not previously classified as held for sale, and other equipment for net cash proceeds of $24.9 million, after transaction costs, and a gain of $17.2 million. In addition, the Company recognized impairment charges of $3.7 million for other equipment designated for a construction project that was indefinitely deferred and will no longer be completed.

During 2023, the Company sold one liftboat, classified as held for sale, three liftboats and one specialty vessel, previously removed from service, one FSV and other equipment, previously classified as held for sale, as well as other equipment not previously classified as held for sale, for net cash proceeds of $44.7 million, after transaction costs, and a gain of $21.1 million. In addition, the Company recognized impairment charges of $0.7 million for one AHTS to adjust for indicative future cash flows and the cost to return the vessel to its owner.

59

Other Income (Expense), Net

For the years ended December 31, the Company’s other income (expense) was as follows (in thousands):

2025

2024

2023

Other Income (Expense):

Interest income

$

1,856

$

1,768

$

1,444

Interest expense

(36,050

)

(40,627

)

(37,504

)

Losses on debt extinguishment

—

(31,923

)

(2,004

)

Derivative gains (losses), net

156

(908

)

608

Foreign currency losses, net

(3,135

)

(1,049

)

(2,133

)

Gains on insurance claim settlement

4,581

—

—

Other, net

(189

)

121

—

$

(32,781

)

$

(72,618

)

$

(39,589

)

Interest Income. Interest income was nearly flat in 2025 compared with 2024 and in 2024 compared with 2023.

Interest expense. Interest expense was lower in 2025 compared to 2024 primarily due to a lower interest rate on the 2024 SMFH Credit Facility (which bears interest at a fixed rate of 10.30% per annum), which was entered into on November 27, 2024 compared to the 2023 SMFH Credit Facility (which bore interest at a fixed rate of 11.75% per annum), which was entered into on September 8, 2023. Interest expense was higher in 2024 compared to 2023 primarily due to a higher interest rate on the 2023 SMFH Credit Facility (which bore interest at a fixed rate of 11.75%) compared to the debt retired by the facility, which was entered into on September 8, 2023.

Losses on debt extinguishment. Loss on debt extinguishment was $31.9 million in 2024 due to the payoff of multiple credit facilities with the proceeds from the 2024 SMFH Credit Facility. Loss on debt extinguishment was $2.0 million in 2023 due to the payoff of the $130.0 million loan facility with a syndicate of lenders administered by DNB Bank ASA, dated September 26, 2018 (as amended from time to time, the “2018 SMFH Credit Facility”) for the 2023 SMFH Credit Facility.

Derivative gains (losses), net. Net derivative gains in 2025 compared with net derivative losses in 2024 were due to the weakening of the U.S. dollar in relation to the Norwegian Kroner for an open forward currency exchange contract, which is denominated in Norwegian Kroner. As of December 31, 2025, the Company had no outstanding foreign exchange contract. Net derivative losses in 2024 compared with net derivative gains in 2023 were due to the strengthening of the U.S. dollar in relation to the Norwegian Kroner for an open forward currency exchange contract, which is denominated in Norwegian Kroner.

Foreign currency losses, net. Net foreign currency losses in 2025 compared with 2024 increased due to the weakening of the U.S. dollar in relation to the pound sterling. Net foreign currency losses in 2024 compared with 2023 decreased due to the strengthening of the U.S. dollar in relation to the pound sterling.

Gains on insurance claim settlement. Gains on insurance claim settlement in 2025 were due to the Company entering into insurance claim settlements for a total of $12.1 million, of which $4.6 million was in excess of an insurance claim receivable of $7.5 million previously deferred with respect to the liftboat LB Robert.

Income Tax Expense

For the year ending December 31, 2025, the Company’s effective income tax rate of 55.1% was primarily due to foreign taxes paid that are not creditable against U.S. income taxes and foreign losses for which there is no benefit in the U.S. for income tax purposes.

For the year ending December 31, 2024, the Company’s effective income tax rate of (3.1)% was primarily due to foreign taxes paid that are not creditable against U.S. income taxes and foreign losses for which there is no benefit in the U.S. for income tax purposes.

For the year ending December 31, 2023, the Company’s effective income tax rate of 216.2% was primarily due to foreign withholding taxes.

60

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

For the years ended December 31, the Company’s equity in earnings operations of 50% or less owned companies, net of tax, was as follows (in thousands):

2025

2024

2023

SEACOR Marine Arabia

$

1,631

$

3,010

$

3,401

Other

100

(702

)

155

$

1,731

$

2,308

$

3,556

2025 compared with 2024

SEACOR Marine Arabia. The decrease in equity earnings in 2025 from SEACOR Marine Arabia was due to decreased utilization.

2024 compared with 2023

SEACOR Marine Arabia. The decrease in equity earnings in 2024 from SEACOR Marine Arabia was due to decreased utilization.

Liquidity and Capital Resources

General

The Company’s ongoing liquidity requirements arise primarily from working capital needs, capital commitments and its obligations to service outstanding debt and comply with covenants under its 2024 SMFH Credit Facility. The Company may use its liquidity to fund capital expenditures, make acquisitions or to make other investments. Sources of liquidity are cash balances, cash flows from operations, and sales under the Company’s at-the-market offering program entered into on February 7, 2025 (the “ATM Program”), which has approximately $25.0 million of remaining sales capacity as of December 31, 2025. From time to time, the Company may secure additional liquidity through asset sales or the issuance of debt, shares of Common Stock or common stock of its subsidiaries, preferred stock or a combination thereof.

As of December 31, 2025, the Company had unfunded capital commitments of $49.6 million consisting of $46.5 million in respect of the construction of two PSVs, $1.7 million in respect of two hybrid battery power systems and $1.4 million for miscellaneous vessel equipment. Of the unfunded capital commitments, $31.6 million is payable during 2026 and $18.0 million is payable during 2027. In accordance with the terms of the 2024 SMFH Credit Facility, $18.0 million of the proceeds from the sale of two AHTS in the fourth quarter of 2024 was designated to make payments on the construction of the two PSVs. In addition, during the second quarter of 2025, $3.8 million of the proceeds from the sale of one FSV and $10.9 million of the proceeds from the sale of two PSVs were also designated to make payments on the construction of the two PSVs. During the fourth quarter of 2025, $11.0 million of the proceeds from the sale of one PSV was also designated to make payments on the construction of the two PSVs. As of December 31, 2025, $23.5 million remained in a restricted account designated to make payments on the construction of the two PSVs. Additionally, the 2024 SMFH Credit Facility includes a dedicated $41.0 million tranche that may be used to pay up to 50% of the purchase price of these vessels. $16.4 million of this tranche was drawn as of December 31, 2025, with the remaining $24.6 million of this tranche remaining undrawn and available.

As of December 31, 2025, the Company had outstanding debt of $334.6 million, net of debt discount and issuance costs. The Company’s contractual long-term debt maturities as of December 31, 2025 are as follows (in thousands):

Actual

2026

$

30,000

2027

31,353

2028

31,242

2029

246,305

2030

—

Years subsequent to 2030

—

$

338,900

As of December 31, 2025 and December 31, 2024, the Company held balances of cash, cash equivalents and restricted cash totaling $93.1 million and $76.1 million, respectively.

61

For the years ended December 31, the following is a summary of the Company’s cash flows (in thousands):

2025

2024

2023

Cash flows provided by or (used in):

Operating Activities

$

(36,401

)

$

(10,262

)

$

8,947

Investing Activities

80,436

17,564

49,126

Financing Activities

(27,059

)

(15,293

)

(16,990

)

Effects of Exchange Rate Changes on Cash, Restricted Cash and Cash Equivalents

—

—

3

Net Change in Cash, Restricted Cash and Cash Equivalents

$

16,976

$

(7,991

)

$

41,086

Operating Activities

Cash flows used in operating activities was $36.4 million in 2025, an increase of $26.1 million compared to $10.3 million in 2024, due to changes in working capital and one-time insurance claim settlements offset by a decrease in days worked primarily due to net fleet changes. For the years ended December 31, the components of cash flows (used in) provided by operating activities were as follows (in thousands):

2025

2024

2023

DVP:

United States, primarily Gulf of America

$

(4,710

)

$

(10,734

)

$

17,082

Africa and Europe

28,839

42,235

38,678

Middle East and Asia

3,594

20,594

31,805

Latin America

18,337

22,014

32,296

Operating, leased-in equipment

(1,034

)

(1,841

)

(2,362

)

Administrative and general (excluding provisions for bad debts and

   amortization of share awards)

(41,767

)

(38,053

)

(39,664

)

Gains on insurance claim settlement

4,581

—

—

Other, net (excluding non-cash losses)

(189

)

121

—

Dividends received from 50% or less owned companies

3,199

2,916

2,241

10,850

37,252

80,076

Changes in operating assets and liabilities before interest and income taxes

(13,810

)

(13,214

)

(38,743

)

Cash settlements on derivative transactions, net

(308

)

164

577

Interest paid, excluding capitalized interest (1)

(34,940

)

(35,607

)

(31,446

)

Interest received

1,856

1,768

1,444

Income taxes paid, net

(49

)

(625

)

(2,961

)

Total cash flows (used in) provided by operating activities

$

(36,401

)

$

(10,262

)

$

8,947

(1)
During 2025, capitalized interest paid and included in the purchase of property and equipment was $2.4 million. During 2024 and 2023, the Company paid no capitalized interest.

For a detailed discussion of the Company’s financial results for the reported periods, see “Consolidated Results of Operations” included above. Changes in operating assets and liabilities before interest and income taxes are the result of the Company’s working capital requirements.

Investing Activities

During 2025, net cash provided by investing activities was $80.4 million primarily as a result of the following:

•
capital expenditures were $48.8 million; and

•
the Company sold one FSV and two PSVs, previously classified as held for sale, as well as one PSV, three liftboats and other equipment not previously classified as held for sale for net cash proceeds of $129.2 million, after transaction costs, and a gain of $63.4 million.

62

During 2024, net cash provided by investing activities was $17.6 million primarily as a result of the following:

•
capital expenditures were $7.3 million; and

•
the Company sold one AHTS, previously classified as held for sale, two AHTS, not previously classified as held for sale, and other equipment for net cash proceeds of $24.9 million, after transaction costs, and a gain of $17.2 million.

During 2023, net cash provided by investing activities was $49.1 million primarily as a result of the following:

•
capital expenditures were $10.6 million;

•
the Company sold one liftboat, classified as held for sale, three liftboats and one specialty vessel, previously removed from service, one FSV and other equipment, previously classified as held for sale, as well as other equipment not previously classified as held for sale, for net cash proceeds of $44.7 million, after transaction costs, and a gain of $21.1 million; and

•
the Company received $15.0 million of principal payments under that certain MexMar Third A&R Facility Agreement, dated September 29, 2022.

Financing Activities

During 2025, net cash used in financing activities was $27.1 million primarily as a result of the following:

•
The Company made scheduled payments on long-term debt and other obligations of $27.5 million;

•
the Company received proceeds from the issuance of long-term debt of $15.8 million;

•
the Company made payments for the repurchase of common stock of $7.1 million;

•
the Company made payments for the repurchase of warrants of $6.7 million;

•
the Company made payments on tax withholdings for restricted stock vesting of $1.6 million.

During 2024, net cash used in financing activities was $15.3 million primarily as a result of the following:

•
The Company made scheduled payments on long-term debt and other obligations of $24.3 million;

•
the Company made payments for debt extinguishment of $328.7 million;

•
the Company made payments for debt extinguishment costs of $3.7 million;

•
the Company received proceeds from the issuance of long-term debt of $345.2 million;

•
the Company received $0.1 million proceeds from the exercise of stock options; and

•
the Company made payments on tax withholdings for restricted stock vesting of $3.9 million.

During 2023, net cash used in financing activities was $17.0 million primarily as a result of the following:

•
The Company made scheduled payments on long-term debt and other obligations of $29.2 million;

•
the Company made payments for debt extinguishment of $131.6 million;

•
the Company made payments for debt extinguishment costs of $1.8 million;

•
the Company received proceeds from the issuance of long-term debt of $148.5 million;

•
the Company made payments on finance leases of $0.5 million;

•
the Company made payments on tax withholdings for restricted stock vesting of $2.4 million; and

•
the Company received net proceeds of less than $0.1 million from the issuance and sale of Common Stock through the Prior ATM Program.

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Short and Long-Term Liquidity Requirements and Outlook

The Company believes that a combination of cash balances on hand, cash generated from operating activities and access to the credit and capital markets, including the $25.0 million in remaining capacity under the ATM Program, will provide sufficient liquidity to meet its obligations, including to support its capital expenditures program, working capital needs, debt service requirements and covenant compliance over the short to long term. With respect to capital expenditures related to the construction of two PSVs, up to $24.6 million remains available under Tranche B of the 2024 SMFH Credit Facility and $23.5 million of proceeds from vessel sales remained in a restricted account designated for these capital expenditures as of December 31, 2025. The Company continually evaluates possible acquisitions and dispositions of certain businesses and assets. The Company’s sources of liquidity may be impacted by the general condition of the markets in which it operates and the broader economy as a whole, which may limit its access to or the availability of the credit and capital markets on acceptable terms. Management continuously monitors the Company’s liquidity and compliance with covenants in its 2024 SMFH Credit Facility.

Future Cash Requirements

The Company’s primary future cash requirements will be to fund operations, debt service, capital expenditures, employee retirement benefit plans, and lease payment obligations. In addition, the Company may use cash in the future to make strategic acquisitions or investments. Specifically, the Company expects its primary cash requirements for fiscal year 2026 to be as follows:

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Debt service — We expect to make principal and interest payments of approximately $64.2 million during fiscal year 2026 under our currently outstanding debt facilities based on interest rates at year end.

•
Capital expenditures — At this time, we expect capital expenditures of approximately $31.6 million for the construction of two PSVs, the installation of hybrid battery power systems and other capital expenditures.

•
Employee retirement benefit plans — We estimate we will make payments under our retirement benefit plans of approximately $1.8 million during fiscal year 2026.

•
Lease payments — We expect to make lease payments of approximately $0.5 million for our operating and finance leases during fiscal year 2026 under our effective leases as of December 31, 2025.

In addition to the matters identified above, in the ordinary course of business, the Company may be involved in litigation, claims, government inquiries, investigations and proceedings relating to commercial, employment, environmental and regulatory matters. An unfavorable resolution in this or other matters could have a material adverse effect on the Company's future cash requirements.

Debt Securities and Credit Agreements

For a discussion of the Company’s debt securities and credit agreements, see “Note 5. Long-Term Debt” in the audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

Contingencies

MNOPF and MNRPF. Certain of the Company’s subsidiaries are participating employers in two industry-wide, multi-employer, defined benefit pension funds in the U.K.: the MNOPF and the MNRPF.

The Company’s participation in the MNOPF began with the acquisition of the Stirling group of companies (the “Stirling Group”) in 2001 and relates to certain officers employed between 1978 and 2002 by the Stirling Group and/or its predecessors. The Company’s participation in the MNRPF also began with the acquisition of the Stirling Group in 2001 and relates to ratings employed by the Stirling Group and/or its predecessors through today. Both of these plans are in deficit positions and, depending upon the results of future actuarial valuations, it is possible that the plans could experience funding deficits that will require the Company to recognize payroll related operating expenses in the periods invoices are received. As of December 31, 2025, all invoices received related to MNOPF and MNRPF have been settled in full.

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On October 19, 2021, the Company was informed by the MNRPF that two issues had been identified during a review of the MNRPF by the applicable trustee that would potentially give rise to material additional liabilities for the MNRPF. On November 23, 2023, the trustee advised that following the tri-annual valuation, $1.5 million (£1.2 million) of the potential cumulative funding deficit of the MNRPF was allocated to the Company as a participating employer, including the additional liabilities mentioned above. During 2023, the Company recognized payroll related operating expenses of $1.5 million (£1.2 million) for its allocated share of the potential cumulative funding deficit, which the Company anticipated being invoiced for during 2024 and 2025. On April 30, 2024, the Company was informed by the MNRPF that the Company’s allocated share of the potential cumulative funding deficit may be reduced due to changes in valuation assumptions, and on July 5, 2024, the Company was informed by the MNRPF that the Company’s final deficit share amount was $0.4 million (£0.3 million) and the Company recognized a reduction in the payroll related operating expenses of $1.2 million (£0.9 million) to reflect the decreased deficit share amount. All invoices were settled in full in October 2024.

On November 6, 2024, the Company was informed by the MNOPF that no further contributions from participating employers were required based on the results of the 2024 valuation.

Other. In the normal course of its business, the Company becomes involved in various other litigation matters including, among others, 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.

Related Party Transactions

For a discussion of the Company’s transactions with related parties, see “Note 14. Related Party Transactions” in the audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

Critical Accounting Policies and Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from estimates and those differences may be material. For a summary of the Company’s accounting policies, see “Note 1. Nature of Operations and Accounting Policies” in the audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K, which should be read in conjunction with this MD&A. Management considers an accounting estimate to be critical if it is important to the Company’s financial condition or results of operations and requires the Company to make subjective or complex judgments or estimates about matters that are uncertain. The Company believes the following critical accounting policies are the ones that require significant judgments and estimates to prepare its consolidated financial statements. There are other items within our consolidated financial statements that require estimation and judgment, but they are not deemed critical as defined above.

Trade and Other Receivables and Allowance for Credit Losses. Customers are primarily major integrated national, international oil companies, large independent oil and natural gas exploration and production companies and established wind farm construction companies. Customers are granted credit on a short-term basis and the related credit risks are minimal. Other receivables consist primarily of operating expenses the Company incurs in relation to vessels it manages for other entities, as well as insurance and income tax receivables. The Company routinely reviews its receivables and makes provisions for expected credit losses utilizing the Current Expected Credit Losses model (“CECL”). The CECL model utilizes a lifetime expected credit loss measurement objective for the recognition of credit losses for loans and other receivables at the time the financial asset is originated or acquired. However, those provisions are estimates and actual results may materially differ from those estimates. After collection efforts have been exhausted, trade receivables that are deemed uncollectible are removed from both accounts receivable and the allowance for credit losses.

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 vessels that have already exceeded the Company’s useful life policy, in which case the Company depreciates such assets based on its best estimate of the asset’s remaining useful life, typically the period until the next survey or certification date. As of December 31, 2025, the estimated useful life of the Company’s new offshore support vessels was 20 years.

Equipment maintenance and repair costs and the costs of routine overhauls, drydockings and inspections performed on vessels and equipment are charged to operating expense as incurred. Expenditures that extend the useful life or improve the marketing and commercial characteristics of equipment as well as major renewals and improvements to other properties are capitalized.

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Certain interest costs incurred during the construction of equipment are capitalized as part of the assets’ carrying values and are amortized over such assets’ estimated useful lives.

Income Taxes. Deferred income tax assets and liabilities have been provided in recognition of the income tax effect attributable to the book and tax basis differences of assets and liabilities reported in the accompanying consolidated financial statements. Deferred tax assets or liabilities are provided using the enacted tax rates expected to apply to taxable income in the periods in which they are expected to be settled or realized. Interest and penalties relating to uncertain tax positions are recognized in interest expense and administrative and general, respectively, in the accompanying consolidated statements of income (loss). The Company records a valuation allowance to reduce its deferred tax assets if it is more likely than not that some portion or all of the deferred tax assets will not be realized.

The Global Intangible Low Taxed Income (“GILTI”) regime effectively imposes a minimum tax on worldwide foreign earnings and subjects U.S. shareholders of controlled foreign corporations (“CFCs”) to current taxation on certain income earned through a CFC. The Company has made the policy election to record any liability associated with GILTI in the period in which it is incurred.

In the normal course of business, the Company may be subject to challenges from tax authorities regarding the amount of taxes due for the Company. These challenges may alter the timing or amount of taxable income or deductions. As part of the calculation of income tax expense, the Company determines whether the benefits of its tax positions are at least more likely than not of being sustained based on the technical merits of the tax position. For tax positions that are more likely than not of being sustained, the Company accrues the largest amount of the tax benefit that is more likely than not of being sustained. Such accruals require management to make estimates and judgments with respect to the ultimate outcome of its tax benefits and actual results could vary materially from these estimates.

The Company is subject to federal and state income tax and foreign withholding tax audits from time to time that could result in proposed assessments. Management believes that the Company has appropriately accounted for income and withholding taxes for tax periods that are within the statutory period of limitations not previously audited and that are potentially open for examination by the taxing authorities. The Company cannot predict with certainty how any audits would be resolved and whether the Company will be required to make additional tax payments, which may include penalties and interest. Depending on the jurisdiction, the Company is subject to examination for up to the preceding eight years.

Impairment of Long-Lived Assets. The Company performs an impairment analysis of long-lived assets used in operations when indicators of impairment are present. These indicators may include a significant decrease in the market price of a long-lived asset or asset group, a significant adverse change in the extent or manner in which a long-lived asset or asset group is being used or in its physical condition, or a current period operating or cash flow loss combined with a history of operating or cash flow losses or a forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group. If the carrying values of the assets are not recoverable, as determined by their estimated future undiscounted cash flows, the estimated fair value of the assets or asset groups are compared to their current carrying values and impairment charges are recorded if the carrying value exceeds fair value.

Impairment of 50% or Less Owned Companies. Investments in 50% or less owned companies are reviewed periodically to assess whether there is an other-than-temporary decline in the carrying value of the investment. In its evaluation, the Company considers, among other items, recent and expected financial performance and returns, impairments recorded by the investee and the capital structure of the investee. When the Company determines the estimated fair value of an investment is below carrying value and the decline is other-than-temporary, the investment is written down to its estimated fair value. Actual results may vary from the Company’s estimates due to the uncertainty regarding projected financial performance, the severity and expected duration of declines in value, and the available liquidity in the capital markets to support the continuing operations of the investee, among other factors. Although the Company believes its assumptions and estimates are reasonable, the investee’s actual performance compared with the estimates could produce different results and lead to additional impairment charges in future periods.

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