10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 

FORM 10-Q

☑	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended	June 30, 2023

OR

¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from                      to

Commission File Number: 1-10945

____________________________________________

OCEANEERING INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Delaware		95-2628227
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
5875 North Sam Houston Parkway West, Suite 400
Houston,	Texas	77086
(Address of principal executive offices)		(Zip Code)

(713) 329-4500

(Registrant's telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed from last report)

____________________________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.25 per share	OII	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   þ Yes   ¨  No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    þ  Yes   ¨  No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	þ	Accelerated filer	¨
Non-accelerated filer	¨	Smaller reporting company	¨
		Emerging growth company	¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨ 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

☐ Yes   þ No

Number of shares of Common Stock outstanding as of July 21, 2023: 100,779,554 

Oceaneering International, Inc.

Form 10-Q

Table of Contents

Part I	Financial Information
Item 1.	Financial Statements
		Consolidated Balance Sheets
		Consolidated Statements of Operations
		Consolidated Statements of Comprehensive Income (Loss)
		Consolidated Statements of Cash Flows
		Consolidated Statements of Equity
		Notes to Consolidated Financial Statements
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 3.	Quantitative and Qualitative Disclosures About Market Risk
Item 4.	Controls and Procedures
Part II	Other Information
Item 1.	Legal Proceedings
Item 1A.	Risk Factors
Item 5.	Other Information
Item 6.	Exhibits
Signatures

1

PART I – FINANCIAL INFORMATION

Item 1.Financial Statements

OCEANEERING INTERNATIONAL, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

	Jun 30, 2023		Dec 31, 2022
(in thousands, except share data)
	(unaudited)
ASSETS
Current Assets:
Cash and cash equivalents	$	504,019	$	568,745
Accounts receivable, net	369,841		296,554
Contract assets, net	215,006		184,847
Inventory, net	208,827		184,375
Other current assets	77,628		62,539
Total Current Assets	1,375,321		1,297,060
Property and equipment, at cost	2,446,047		2,435,840
Less accumulated depreciation	2,019,993		1,997,391
Net property and equipment	426,054		438,449
Other Assets:
Goodwill	34,062		34,339
Other noncurrent assets	102,218		122,224
Right-of-use operating lease assets	227,213		139,611
Total other assets	363,493		296,174
Total Assets	$	2,164,868	$	2,031,683
LIABILITIES AND EQUITY
Current Liabilities:
Accounts payable	$	151,062	$	148,018
Accrued liabilities	344,961		307,446
Contract liabilities	119,021		112,950
Total current liabilities	615,044		568,414
Long-term debt	700,404		700,973
Long-term operating lease liabilities	212,538		151,842
Other long-term liabilities	85,400		84,650
Commitments and contingencies
Equity:
Common stock, par value $0.25 per share; 360,000,000 shares authorized; 110,834,088 shares issued	27,709		27,709
Additional paid-in capital	127,552		155,858
Treasury stock; 10,054,534 and 10,574,563 shares, at cost	(575,773)		(605,553)
Retained earnings	1,350,916		1,327,854
Accumulated other comprehensive loss	(384,985)		(386,127)
Oceaneering shareholders' equity	545,419		519,741
Noncontrolling interest	6,063		6,063
Total equity	551,482		525,804
Total Liabilities and Equity	$	2,164,868	$	2,031,683

The accompanying Notes are an integral part of these Consolidated Financial Statements.

2

OCEANEERING INTERNATIONAL, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

		Three Months Ended June 30,				Six Months Ended June 30,
(in thousands, except per share data)		2023		2022		2023		2022
Revenue		$	597,910	$	524,031	$	1,134,897	$	970,190
Cost of services and products		496,830		447,990		956,252		848,669
	Gross margin	101,080		76,041		178,645		121,521
Selling, general and administrative expense		51,881		53,191		102,696		99,710
	Income (loss) from operations	49,199		22,850		75,949		21,811
Interest income		4,154		767		8,620		1,563
Interest expense		(9,517)		(9,619)		(18,800)		(19,062)
Equity in income (losses) of unconsolidated affiliates		479		318		1,118		612
Other income (expense), net		(5,846)		583		(5,768)		1,027
	Income (loss) before income taxes	38,469		14,899		61,119		5,951
Provision (benefit) for income taxes		19,467		11,179		38,057		21,441
	Net Income (Loss)	$	19,002	$	3,720	$	23,062	$	(15,490)
Weighted-average shares outstanding
Basic		100,776		100,256		100,610		100,110
Diluted		102,004		101,430		102,017		100,110
Earnings (loss) per share
Basic		$	0.19	$	0.04	$	0.23	$	(0.15)
Diluted		$	0.19	$	0.04	$	0.23	$	(0.15)

The accompanying Notes are an integral part of these Consolidated Financial Statements.

3

OCEANEERING INTERNATIONAL, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(unaudited)

		Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)		2023		2022		2023		2022
Net income (loss)		$	19,002	$	3,720	$	23,062	$	(15,490)
Other Comprehensive Income (Loss):
	Foreign currency translation adjustments	3,123		(31,026)		1,177		(21,155)
	Change in unrealized gains for available-for-sale debt securities (1)	(35)		(641)		(35)		(641)
Total other comprehensive income (loss)		3,088		(31,667)		1,142		(21,796)
	Comprehensive income (loss)	$	22,090	$	(27,947)	$	24,204	$	(37,286)
(1)	There is no income tax expense or benefit associated with the three and six months ended June 30, 2023 and 2022, due to an offsetting valuation allowance.

The accompanying Notes are an integral part of these Consolidated Financial Statements.

4

OCEANEERING INTERNATIONAL, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

	Six Months Ended June 30,
(in thousands)	2023		2022
Cash Flows from Operating Activities:
Net income (loss)	$	23,062	$	(15,490)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	53,867		62,879
Deferred income tax provision (benefit)	(871)		140
Net loss (gain) on sales of property and equipment	74		(2,828)
Noncash compensation	6,814		5,051
Noncash impact of lease accounting	(3,282)		(983)
Excluding the effects of acquisitions, increase (decrease) in cash from:
Accounts receivable and contract assets	(103,446)		(105,397)
Inventory	(24,452)		(15,562)
Other operating assets	2,306		(6,576)
Currency translation effect on working capital, excluding cash	(996)		(3,657)
Current liabilities	22,390		(28,422)
Other operating liabilities	2,066		(13,637)
Total adjustments to net income (loss)	(45,530)		(108,992)
Net Cash Provided by (Used in) Operating Activities	(22,468)		(124,482)
Cash Flows from Investing Activities:
Purchases of property and equipment	(40,736)		(35,814)
Distributions of capital from unconsolidated affiliates	2,520		134
Proceeds from sale of property and equipment	4		3,585
Other investing activities	1,346		(3,000)
Net Cash Provided by (Used in) Investing Activities	(36,866)		(35,095)
Cash Flows from Financing Activities:
Other financing activities	(5,340)		(2,062)
Net Cash Provided by (Used in) Financing Activities	(5,340)		(2,062)
Effect of exchange rates on cash	(52)		(8,063)
Net Increase (Decrease) in Cash and Cash Equivalents	(64,726)		(169,702)
Cash and Cash Equivalents—Beginning of Period	568,745		538,114
Cash and Cash Equivalents—End of Period	$	504,019	$	368,412

The accompanying Notes are an integral part of these Consolidated Financial Statements.

5

OCEANEERING INTERNATIONAL, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EQUITY

(unaudited)

	Common Stock		Additional Paid-in Capital		Treasury Stock		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Oceaneering Shareholders' Equity		Non-controlling Interest		Total Equity
(in thousands)
Balance, December 31, 2022	$	27,709	$	155,858	$	(605,553)	$	1,327,854	$	(386,127)	$	519,741	$	6,063	$	525,804
Net income (loss)	—		—		—		4,060		—		4,060		—		4,060
Other comprehensive income (loss)	—		—		—		—		(1,946)		(1,946)		—		(1,946)
Restricted stock unit activity	—		(26,963)		25,351		—		—		(1,612)		—		(1,612)
Restricted stock activity	—		(3,884)		3,884		—		—		—		—		—
Balance, March 31, 2023	27,709		125,011		(576,318)		1,331,914		(388,073)		520,243		6,063		526,306
Net income (loss)	—		—		—		19,002		—		19,002		—		19,002
Other comprehensive income (loss)	—		—		—		—		3,088		3,088		—		3,088
Restricted stock unit activity	—		2,807		279		—		—		3,086		—		3,086
Restricted stock activity	—		(266)		266		—		—		—		—		—
Balance, June 30, 2023	$	27,709	$	127,552	$	(575,773)	$	1,350,916	$	(384,985)	$	545,419	$	6,063	$	551,482
	Common Stock		Additional Paid-in Capital		Treasury Stock		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Oceaneering Shareholders' Equity		Non-controlling Interest		Total Equity
(in thousands)
Balance, December 31, 2021	$	27,709	$	173,608	$	(631,811)	$	1,301,913	$	(366,458)	$	504,961	$	6,063	$	511,024
Net income (loss)	—		—		—		(19,210)		—		(19,210)		—		(19,210)
Other comprehensive income (loss)	—		—		—		—		9,871		9,871		—		9,871
Restricted stock unit activity	—		(19,082)		19,452		—		—		370		—		370
Restricted stock activity	—		(6,466)		6,466		—		—		—		—		—
Balance, March 31, 2022	27,709		148,060		(605,893)		1,282,703		(356,587)		495,992		6,063		502,055
Net income (loss)	—		—		—		3,720		—		3,720		—		3,720
Other comprehensive income (loss)	—		—		—		—		(31,667)		(31,667)		—		(31,667)
Restricted stock unit activity	—		2,479		141		—		—		2,620		—		2,620
Balance, June 30, 2022	$	27,709	$	150,539	$	(605,752)	$	1,286,423	$	(388,254)	$	470,665	$	6,063	$	476,728

The accompanying Notes are an integral part of these Consolidated Financial Statements.

6

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.    SUMMARY OF MAJOR ACCOUNTING POLICIES

Basis of Presentation. Oceaneering International, Inc. (“Oceaneering,” “we” “our” or “us”) has prepared these unaudited consolidated financial statements pursuant to instructions for quarterly reports on Form 10-Q, which we are required to file with the United States Securities and Exchange Commission (the “SEC”). These financial statements do not include all information and footnotes normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). These financial statements reflect all adjustments that we believe are necessary to present fairly our financial position as of June 30, 2023, and our results of operations and cash flows for the periods presented. Except as otherwise disclosed herein, all such adjustments are of a normal and recurring nature. These financial statements should be read in conjunction with the consolidated financial statements and related notes included in our annual report on Form 10-K for the year ended December 31, 2022. The results for interim periods are not necessarily indicative of annual results.

Principles of Consolidation. The consolidated financial statements include the accounts of Oceaneering and our 50% or more owned and controlled subsidiaries. We also consolidate entities that are determined to be variable interest entities if we determine that we are the primary beneficiary; otherwise, we account for those entities using the equity method of accounting. We use the equity method to account for our investments in unconsolidated affiliated companies of which we own an equity interest of between 20% and 50% and as to which we have significant influence, but not control, over operations. We use the cost method for all other long-term investments. Investments in entities that we do not consolidate are reflected on our balance sheet in other noncurrent assets. All significant intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires that our management make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expense during the reporting period. Actual results could differ from those estimates.

Reclassifications. Certain amounts from prior periods have been reclassified to conform with the current period presentation.

Cash and Cash Equivalents. Cash and cash equivalents include demand deposits and highly liquid investments with original maturities of three months or less from the date of investment.

Allowances for Credit Loss—Financial Assets Measured at Amortized Costs. We identify our allowance for credit losses based on future expected losses when accounts receivable, contract assets or held-to-maturity loan receivables are created rather than when losses are probable.

We use the loss-rate method in developing the allowance for credit losses, which involves identifying pools of assets with similar risk characteristics, reviewing historical losses within the last three years and consideration of reasonable supportable forecasts of economic indicators. Changes in estimates, developing trends and other new information could have material effects on future evaluations.

We monitor the credit quality of our accounts receivable and other financing receivable amounts by frequent customer interaction, following economic and industry trends and reviewing specific customer data. Our other receivable amounts include contract assets and held-to-maturity loans receivable, which we consider to have a low risk of loss.

We consider macroeconomic conditions when assessing our credit risk exposure, including any impacts from the COVID-19 pandemic and new variants thereof, the Russia-Ukraine conflict and volatility in the financial services industry and the oil and natural gas markets and the effect thereof on our customers and various counterparties. We have determined the impacts to our credit loss expense are de minimis for the three- and six-month periods ended June 30, 2023 and 2022.

As of June 30, 2023, our allowance for credit losses was $2.2 million for accounts receivable and $0.3 million for other receivables. As of December 31, 2022, our allowance for credit losses was $2.0 million for accounts receivable and $0.3 million for other receivables. Our allowance for credit losses increased in the six months ended

7

June 30, 2023, as compared to the same period in the prior year primarily due to corresponding increases in revenue and accounts receivable.

Financial assets are written off when deemed uncollectible and there is no reasonable expectation of recovering the contractual cash flows. During the three- and six-month periods ended June 30, 2023, we did not write off any financial assets.

Accounts receivable are considered to be past due after the end of the contractual terms agreed to with the customer. There were no material past due amounts that we consider uncollectible for our financial assets as of June 30, 2023. We generally do not require collateral from our customers.

Inventory. Inventory is valued at the lower of cost or net realizable value. We determine cost using the weighted-average method. We periodically review the value of items in inventory and record write-downs or write-offs of inventory based on our assessment of market conditions. Write-downs and write-offs are charged to cost of services and products. We did not record any write-downs or write-offs of inventory in the three- and six-month periods ended June 30, 2023 and 2022.

Property and Equipment, Long-Lived Intangible Assets and Right-of-Use Operating Lease Assets. We provide for depreciation of property and equipment on the straight-line method over estimated useful lives. We charge the costs of repair and maintenance of property and equipment to operations as incurred, and we capitalize the costs of improvements that extend asset lives or functionality. Upon the disposition of property and equipment, the related cost and accumulated depreciation accounts are relieved, and any resulting gain or loss is recognized as income.

We capitalize interest on assets where the construction period is anticipated to be more than three months. We did not capitalize interest in the three- and six-month periods ended June 30, 2023 and 2022. We do not allocate general administrative costs to capital projects.

Long-lived intangible assets, primarily acquired in connection with business combinations, include trade names, intellectual property and customer relationships and are being amortized over their respective estimated useful lives.

Our management periodically, and upon the occurrence of a triggering event, reviews the realizability of our property and equipment, long-lived intangible assets and right-of-use operating lease assets to determine whether any events or changes in circumstances indicate that the carrying amounts of the assets may not be recoverable. For long-lived assets to be held and used, we base our evaluation on impairment indicators such as the nature of the assets, the future economic benefits of the assets, any historical or future profitability measurements and other external market conditions or factors that may be present. If such impairment indicators are present or other factors exist that indicate that the carrying amount of an asset may not be recoverable, we determine whether an impairment has occurred through the use of an undiscounted cash flows analysis of the asset at the lowest level for which identifiable cash flows exist. If an impairment has occurred, we recognize a loss for the difference between the carrying amount and the fair value of the asset. We did not identify indicators of impairment for property and equipment, long-lived intangible assets or right-of-use operating lease assets for the three- and six-month periods ended June 30, 2023 and 2022.

For assets held for sale or disposal, the fair value of the asset is measured using fair market value less estimated costs to sell. Assets are classified as held for sale when we have a plan for disposal of certain assets and those assets meet the held for sale criteria.

For additional information regarding right-of-use operating lease assets, see “Leases” below.

Goodwill. Our goodwill is evaluated for impairment annually and whenever we identify certain triggering events or circumstances that would more likely than not reduce the fair value of a reporting unit below its carrying amount.

In our annual evaluation of goodwill, we perform a qualitative or quantitative impairment test. Under the qualitative approach, if we determine that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, we are required to perform the quantitative analysis to determine the fair value for the reporting unit. We then compare the fair value of the reporting unit with its carrying amount and recognize an impairment loss for the amount by which the carrying amount exceeds the fair value of the reporting unit. The loss recognized should not exceed the total amount of goodwill allocated to the reporting unit. We also consider income tax effects from any tax-deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if

8

applicable. We did not identify indicators of impairment for goodwill for the three- and six-month periods ended June 30, 2023 and 2022.

Revenue Recognition. All our revenue is realized through contracts with customers. We recognize our revenue according to the contract type. On a daily basis, we recognize service revenue over time for contracts that provide for specific time, material and equipment charges, which we bill periodically, ranging from weekly to monthly. We use the input method to recognize revenue, because each day of service provided represents value to the customer. The performance obligations in these contracts are satisfied, and revenue is recognized, as the work is performed. When appropriate, we apply the practical expedient to recognize revenue for the amount invoiced when the invoice corresponds directly to the value of our performance to date.

We account for significant fixed-price contracts, mainly relating to our Manufactured Products segment, and to a lesser extent in our Offshore Projects Group (“OPG”) and Aerospace and Defense Technologies (“ADTech”) segments, by recognizing revenue over time using the cost-to-cost input method. A performance obligation is satisfied as we create a product on behalf of the customer over the life of the contract. The remainder of our revenue is recognized at the point in time when control transfers to the customer, thus satisfying the performance obligation.

We have elected to recognize the cost for freight and shipping as an expense when incurred. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, and that are collected by us from customers, are excluded from revenue.

In our service-based business lines, we principally charge on a dayrate basis for services provided. In our product-based business lines, predominantly in our Manufactured Products segment, we recognize revenue and profit using the percentage-of-completion method and exclude uninstalled materials and significant inefficiencies from the measure of progress.

We apply judgment in the determination and allocation of transaction price to performance obligations, and the subsequent recognition of revenue, based on the facts and circumstances of each contract. We routinely review estimates related to our contracts and, when required, reflect revisions to profitability in earnings immediately. If an element of variable consideration has the potential for a significant future reversal of revenue, we will constrain that variable consideration to a level intended to remove the potential future reversal. If a current estimate of total contract cost indicates an ultimate loss on a contract, we recognize the projected loss in full when we determine it. During the three- and six-month periods ended June 30, 2023, we recognized projected losses of $2.9 million for entertainment business contracts in our Manufactured Products segment. During the three- and six-month periods ended June 30, 2022, we recognized projected losses of $2.5 million for contracts in our Manufactured Products segment. There could be significant adjustments to overall contract costs in the future, due to changes in facts and circumstances.

In general, our payment terms consist of those services billed regularly as provided and those products delivered at a point in time, which are invoiced after the performance obligation is satisfied. Our product and service contracts with milestone payments due at agreed progress points during the contract are invoiced when those milestones are reached, which may differ from the timing of revenue recognition. Our payment terms generally do not provide financing of contracts to customers, nor do we receive financing from customers as a result of these terms.

See Note 3—“Revenue” for more information on our revenue from contracts with customers.

Leases. We determine whether a contract is or contains a lease at inception, whether as a lessee or a lessor. We take into consideration the elements of an identified asset, right to control and the receipt of economic benefit in making those determinations.

As a lessor, we lease certain types of equipment along with the provision of services and utilize the expedient allowing us to combine the lease and non-lease components into a combined component that is accounted for (1) under “Leases” (“ASC 842”), when the lease component is predominant, and (2) under the accounting standard “Revenue from Contracts with Customers” (“ASC 606”), when the service component is predominant. In general, when we have a service component, it is typically the predominant element and leads to accounting under ASC 606.

As a lessor, we lease certain types of equipment, often providing services at the same time. These leases can be priced on a dayrate or lump-sum basis for periods ranging from a few days to multi-year contracts. These leases are negotiated on commercial terms at market rates and many carry standard options to extend or terminate at our

9

customer's discretion. These leases generally do not contain options to purchase, material restrictions or covenants that impact our accounting for leases.

As a lessee, we lease land, buildings, vessels and equipment for the operation of our business and to support some of our service line revenue streams. These generally carry lease terms that range from days for operational and support equipment to 15 years for land and buildings. These leases are negotiated on commercial terms at market rates and many carry standard options to extend or terminate at our discretion. When the exercise of those options is reasonably certain, we include them in the lease assessment. Our leases do not contain material restrictions or covenants that impact our accounting for them, nor do we provide residual value guarantees.

As a lessee, we utilize the practical expedients to not recognize leases with an initial lease term of 12 months or less on the balance sheet and to combine lease and non-lease components together and account for the combined component as a lease for all asset classes, except real estate.

Right-of-use operating lease assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement or modification date. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate, based on the information available at commencement or modification date in determining the present value of future payments. In determining the incremental borrowing rate, we considered our external credit ratings, bond yields for us and our identified peers, the risk-free rate in geographic regions where we operate, and the impact associated with providing collateral over a similar term as the lease for an amount equal to the future lease payments. Our right-of-use operating lease assets also include any lease prepayments made and exclude lease incentives and initial direct costs incurred. Our lease terms may include options to extend or terminate the lease. These options are included in the lease term when it is reasonably certain that we will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term.

Foreign Currency Translation. The functional currency for most of our foreign subsidiaries is the applicable local currency. Results of operations for foreign subsidiaries with functional currencies other than the U.S. dollar are translated into U.S. dollars using average exchange rates during the period. Assets and liabilities of these foreign subsidiaries are translated into U.S. dollars using the exchange rates in effect as of the balance sheet date, and the resulting translation adjustments are recognized, net of tax, in accumulated other comprehensive income (loss) as a component of shareholders' equity. All foreign currency transaction gains and losses are recognized currently in the Consolidated Statements of Operations. We recorded $(4.9) million and $(4.6) million of foreign currency transaction gains (losses) in the three- and six-month periods ended June 30, 2023, respectively. We recorded $0.9 million and $1.3 million of foreign currency transaction gains (losses) in the three- and six-month periods ended June 30, 2022, respectively. Those amounts are included as a component of other income (expense), net in our Consolidated Statement of Operations.

2.    ACCOUNTING STANDARDS UPDATE

There are no new accounting standards issued in the six months ended June 30, 2023, that would have a material impact on our consolidated financial statements.

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3.    REVENUE

Revenue by Category

The following tables present revenue disaggregated by business segment, geographical region, and timing of transfer of goods or services.

			Three Months Ended				Six Months Ended
(in thousands)			Jun 30, 2023		Jun 30, 2022		Jun 30, 2023		Jun 30, 2022
Business Segment:
	Energy
		Subsea Robotics	$	186,512	$	157,123	$	355,673	$	285,112
		Manufactured Products	124,882		105,456		237,821		188,148
		Offshore Projects Group	130,547		116,457		234,854		213,854
		Integrity Management & Digital Solutions	63,166		59,438		123,249		116,008
	Total Energy		505,107		438,474		951,597		803,122
	Aerospace and Defense Technologies		92,803		85,557		183,300		167,068
		Total	$	597,910	$	524,031	$	1,134,897	$	970,190
Geographic Operating Areas:
	Foreign:
		Africa	$	78,247	$	67,910	$	161,975	$	131,319
		Asia and Australia	57,690		49,544		110,584		99,105
		United Kingdom	54,268		46,131		94,633		84,888
		Norway	48,508		47,911		93,448		93,188
		Brazil	47,993		37,951		88,608		68,302
		Other	43,848		21,120		69,021		44,168
	Total Foreign		330,554		270,567		618,269		520,970
	United States		267,356		253,464		516,628		449,220
Total			$	597,910	$	524,031	$	1,134,897	$	970,190
Timing of Transfer of Goods or Services:
	Revenue recognized over time		$	557,968	$	484,722	$	1,053,452	$	901,725
	Revenue recognized at a point in time		39,942		39,309		81,445		68,465
Total			$	597,910	$	524,031	$	1,134,897	$	970,190

Contract Balances

Our contracts with milestone payments have, in the aggregate, a significant impact on the contract asset and the contract liability balances. Milestones are contractually agreed with customers and relate to significant events across the contract lives. Some milestones are achieved before revenue is recognized, resulting in a contract liability, while other milestones are achieved after revenue is recognized, resulting in a contract asset.

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The following table provides information about contract assets and contract liabilities from contracts with customers.

	Six months ended
(in thousands)	Jun 30, 2023		Jun 30, 2022
Total contract assets, beginning of period	$	184,847	$	164,847
Revenue accrued	1,077,338		915,969
Amounts billed	(1,047,179)		(892,144)
Total contract assets, end of period	$	215,006	$	188,672
Total contract liabilities, beginning of period	$	112,950	$	88,175
Deferrals of milestone payments	65,465		24,084
Recognition of revenue for goods and services	(59,394)		(55,696)
Total contract liabilities, end of period	$	119,021	$	56,563

Performance Obligations

As of June 30, 2023, the aggregate amount of the transaction price allocated to remaining performance obligations that were unsatisfied (or partially unsatisfied) was $368 million. In arriving at this value, we have used two expedients available to us and are not disclosing amounts in relation to performance obligations: (1) that are part of contracts with an original expected duration of one year or less; or (2) on contracts where we recognize revenue in line with the billing. Of this amount, we expect to recognize revenue of $288 million over the next 12 months, $76 million within the next 24 months and we expect to recognize substantially all of the remaining balance of $3.3 million within the next 36 months.

In our Manufactured Products and ADTech segments, we have long-term contracts that extend beyond one year, and these make up the majority of the performance obligations balance reported as of June 30, 2023. We also have shorter-term product contracts with an expected original duration of one year or less that have been excluded.

Where appropriate, we have made estimates within the transaction price of elements of variable consideration within the contracts and constrained those amounts to a level where we consider it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The amount of revenue recognized in the three- and six-month periods ended June 30, 2023 and 2022, that was associated with performance obligations completed or partially completed in prior periods was not significant.

As of June 30, 2023, there were no significant outstanding liability balances for refunds or returns due to the nature of our contracts and the services and products we provide. Our warranties are limited to assurance warranties that are of a standard length and are not considered to be material rights. The majority of our contracts consist of a single performance obligation. When there are multiple obligations, we look for observable evidence of stand-alone selling prices on which to base the allocation. This involves judgment as to the appropriateness of the observable evidence relating to the facts and circumstances of the contract. If we do not have observable evidence, we estimate stand-alone selling prices by taking a cost-plus-margin approach, using typical margins from the type of product or service, customer and regional geography involved.

Costs to Obtain or Fulfill a Contract

In line with the available practical expedient, we capitalize incremental costs to obtain a contract that would not have been incurred if the contract had not been obtained when those amounts are significant and the contract is expected at inception to exceed one year in duration. Our costs to obtain a contract primarily consist of bid and proposal costs, which are generally expensed in the period when incurred. There were no balances or amortization of costs to obtain a contract in the current reporting periods.

Costs to fulfill a contract primarily consist of certain mobilization costs incurred to provide services or products to our customers. These costs are deferred and amortized over the period of contract performance. The closing balance of costs to fulfill a contract was $7.4 million and $10 million as of June 30, 2023, and December 31, 2022, respectively. For the three- and six-month periods ended June 30, 2023, we recorded amortization expense of $1.6 million and $2.8 million, respectively. For the three- and six-month periods ended June 30, 2022, we recorded amortization expense of $1.3 million and $3.1 million, respectively. No impairment costs were recognized.

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4.    INCOME TAXES

Our tax provision is based on (1) our earnings for the period and other factors affecting the tax provision and (2) the operations of foreign branches and subsidiaries that are subject to local income and withholding taxes. Factors that affect our tax rate include our profitability levels in general and the geographical mix of our results. The effective tax rate for the three- and six-month periods ended June 30, 2023 and 2022, was different than the U.S. federal statutory rate of 21%, primarily due to the geographical mix of revenue and earnings, changes in valuation allowances and uncertain tax positions, and other discrete items. We do not believe a comparison of the effective tax rate for the three- and six-month periods ended June 30, 2023 and 2022, is meaningful. We continue to make an assertion to indefinitely reinvest the unrepatriated earnings of any foreign subsidiary that would incur material tax consequences upon the distribution of such earnings.

During the three-month period ended June 30, 2023, we received refunds of $23 million, including interest of $1.7 million which was recorded as a tax benefit, under the U.S. Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). The outstanding refund of $20 million was classified as other noncurrent assets on our balance sheet as of December 31, 2022.

We conduct our international operations in jurisdictions that have varying laws and regulations regarding income and other taxes, some of which are subject to different interpretations. We recognize benefit for an uncertain tax position if it is more likely than not to be sustainable upon audit by the applicable taxing authority. If this threshold is met, the uncertain tax position is then measured and recognized at the largest amount that we believe is greater than 50% likely of being realized upon ultimate settlement.

We have accrued a net total of $16 million and $11 million in other long-term liabilities on our consolidated balance sheet for worldwide unrecognized tax liabilities as of June 30, 2023, and December 31, 2022, respectively. We account for any applicable interest and penalties related to uncertain tax positions as a component of our provision for income taxes in our consolidated financial statements. Changes in our management's judgment related to those liabilities would affect our effective income tax rate in the periods of change.

Our tax returns are subject to audit by taxing authorities in multiple jurisdictions. These audits often take years to complete and settle. The following table lists the earliest tax years open to examination by tax authorities where we have significant operations:

Jurisdiction	Periods
United States	2014
United Kingdom	2020
Norway	2018
Angola	2015
Brazil	2018
Australia	2018

We have ongoing tax audits and judicial tax appeals in various jurisdictions. The outcome of these audits and judicial tax appeals may have an impact on uncertain tax positions for income tax returns subsequently filed in those jurisdictions.

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5.    SELECTED BALANCE SHEET INFORMATION

The following is information regarding selected balance sheet accounts:

(in thousands)		Jun 30, 2023		Dec 31, 2022
Inventory:
	Manufactured Products	$	98,613	$	91,896
	Subsea Robotics	91,639		81,701
	Other inventory	18,575		10,778
	Total	$	208,827	$	184,375
Other current assets:
	Prepaid expenses	$	71,259	$	56,170
	Angolan bonds	6,369		6,369
	Total	$	77,628	$	62,539
Accrued liabilities:
	Payroll and related costs	$	130,852	$	122,380
	Accrued job costs	62,658		57,310
	Income taxes payable	44,320		44,966
	Current operating lease liability	46,119		19,580
	Accrued interest	9,819		10,180
	Other	51,193		53,030
	Total	$	344,961	$	307,446

6.    DEBT

The following table presents information about long-term debt: 

	(in thousands)	Jun 30, 2023		Dec 31, 2022
4.650% Senior Notes due 2024		$	400,000	$	400,000
6.000% Senior Notes due 2028		300,000		300,000
Interest rate swap settlements		3,248		4,371
Unamortized debt issuance costs		(2,844)		(3,398)
Long-term debt		$	700,404	$	700,973

In November 2014, we completed the public offering of $500 million aggregate principal amount of 4.650% Senior Notes due 2024 (the “2024 Senior Notes”). We pay interest on the 2024 Senior Notes on May 15 and November 15 of each year. The 2024 Senior Notes are scheduled to mature on November 15, 2024.

In February 2018, we completed the public offering of $300 million aggregate principal amount of 6.000% Senior Notes due 2028 (the “2028 Senior Notes”). We pay interest on the 2028 Senior Notes on February 1 and August 1 of each year. The 2028 Senior Notes are scheduled to mature on February 1, 2028. We used the net proceeds from the 2028 Senior Notes to repay our term loan indebtedness described further below.

We may redeem some or all of the 2024 Senior Notes and 2028 Senior Notes (collectively, the “Senior Notes”) at specified redemption prices. In the three- and six-month periods ended June 30, 2023 and 2022, we did not repurchase any of the Senior Notes.

On April 8, 2022, we entered into a senior secured revolving credit agreement with a group of banks (the “Revolving Credit Agreement”) that will mature in April 2026, or 91 days prior to the maturity date of the 2024 Senior Notes if either we have not prepaid such notes by such date or our Liquidity (as defined in the Revolving Credit Agreement) is less than $175 million on such date. The Revolving Credit Agreement includes a $215 million revolving credit facility (the “Revolving Credit Facility”) with a $100 million sublimit for the issuance of letters of credit. Our

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obligations under the Revolving Credit Agreement are guaranteed by certain of our wholly owned subsidiaries and are secured by first priority liens on certain of our assets and those of the guarantors, including, among other things, intellectual property, inventory, accounts receivable, equipment and equity interests in subsidiaries. As of June 30, 2023, we had no borrowings outstanding under the Revolving Credit Facility and no letters of credit outstanding under the Revolving Credit Agreement.

We may borrow under the Revolving Credit Facility at either (1) a base rate, determined as the greatest of (A) the prime rate of Wells Fargo Bank, National Association, (B) the federal funds effective rate plus 1⁄2 of 1% and (C) Adjusted Term SOFR (as defined in the Revolving Credit Agreement for a one-month tenor plus 1%, in each case plus the applicable margin, which varies from 1.25% to 2.25% depending on our Consolidated Net Leverage Ratio (as defined in the Revolving Credit Agreement), or (2) Adjusted Term SOFR plus the applicable margin, which varies from 2.25% to 3.25% depending on our Consolidated Net Leverage Ratio. We will also pay a facility fee based on the amount of the underlying commitment that is being utilized, which fee varies from 0.300% to 0.375%, with the higher rate owed when we use the Revolving Credit Facility less.

The Revolving Credit Agreement includes financial covenants that are tested on a quarterly basis, based on the rolling four-quarter period that ends on the last day of each fiscal quarter. The maximum permitted Consolidated Net Leverage Ratio was initially 4.00 to 1.00 and will decrease to 3.25 to 1.00 during the term of the Revolving Credit Facility. As of June 30, 2023, the Consolidated Net Leverage Ratio was 3.50 to 1.00. The minimum Consolidated Interest Coverage Ratio (as defined in the Revolving Credit Agreement) is 3.00 to 1.00 throughout the term of the Revolving Credit Facility. Availability under the Revolving Credit Facility may be limited by these financial covenants and the requirement that any borrowing under the Revolving Credit Facility not require the granting of any liens to secure the 2024 Notes or the 2028 Notes. The indentures governing the 2024 Notes and the 2028 Notes generally limit our ability to incur secured debt for borrowed money (such as borrowings under the Revolving Credit Facility) to 15% of our Consolidated Net Tangible Assets (as defined in such indentures). As of June 30, 2023, the full $215 million was available to borrow under the Revolving Credit Facility. In addition, the Revolving Credit Agreement contains various covenants that we believe are customary for agreements of this nature, including, but not limited to, restrictions on our ability and the ability of each of our subsidiaries to incur debt, grant liens, make certain investments, make distributions, merge or consolidate, sell assets and enter into certain restrictive agreements. As of June 30, 2023, we were in compliance with all of the covenants set forth in the Revolving Credit Agreement.

We had two interest rate swaps in place relating to a total of $200 million of the 2024 Senior Notes for the period to November 2024. The agreements swapped the fixed interest rate of 4.65% on $100 million of the 2024 Senior Notes to the floating rate of one-month LIBOR plus 2.426% and on another $100 million to one-month LIBOR plus 2.823%. In March 2020, we settled both interest rate swaps with the counterparty for cash proceeds of $13 million. The settlement resulted in a $13 million increase to our long-term debt balance that will be amortized to interest expense prospectively through the maturity date for the 2024 Senior Notes using the effective interest method. As a result, we amortized $0.5 million and $1.1 million to interest expense for the three- and six-month periods ended June 30, 2023, respectively, and $0.5 million and $1.1 million to interest expense for the three- and six-month periods ended June 30, 2022, respectively.

We incurred $6.9 million and $4.2 million of issuance costs related to the 2024 Senior Notes and the 2028 Senior Notes, respectively, and $3.9 million of loan costs related to the Revolving Credit Agreement. These costs, net of accumulated amortization, are included as a reduction of long-term debt on our Consolidated Balance Sheets, as they pertain to the Senior Notes, and in other noncurrent assets, as they pertain to the Revolving Credit Agreement. We are amortizing these costs to interest expense through the respective maturity dates for the Senior Notes and the Revolving Credit Agreement using the straight-line method, which approximates the effective interest rate method. As a result, we amortized $0.6 million and $1.1 million to interest expense for the three- and six-month periods ended June 30, 2023, respectively, and $0.7 million and $1.0 million to interest expense for the three- and six-month periods ended June 30, 2022, respectively.

7.    COMMITMENTS AND CONTINGENCIES

Litigation. In the ordinary course of business, we are, from time to time, involved in litigation or subject to disputes, governmental investigations or claims related to our business activities, including, among other things:

•performance- or warranty-related matters under our customer and supplier contracts and other business arrangements; and

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•workers’ compensation claims, Jones Act claims, occupational hazard claims, premises liability claims and other claims.

Although we cannot predict the ultimate outcome of these matters, we believe that our ultimate liability, if any, that may result from these other actions and claims will not have a material adverse effect on our consolidated financial condition, results of operations or cash flows. However, because of the inherent uncertainty of litigation and other dispute resolution proceedings and, in some cases, the availability and amount of potentially available insurance, we can provide no assurance that the resolution of any particular claim or proceeding to which we are a party will not have a material effect on our consolidated financial condition, results of operations or cash flows for the fiscal period in which that resolution occurs.

Financial Instruments and Risk Concentration. In the normal course of business, we manage risks associated with foreign exchange rates and interest rates through a variety of strategies, including the use of hedging transactions. As a matter of policy, we do not use derivative instruments unless we have an underlying exposure. Other financial instruments that potentially subject us to concentrations of credit risk are principally cash and cash equivalents and accounts receivable.

The carrying values of cash and cash equivalents approximate their fair values due to the short-term maturity of the underlying instruments. Accounts receivable are generated from a broad group of customers, primarily from the energy industry and the U.S. government, which are major sources of our revenue. Due to their short-term nature, carrying values of our accounts receivable and accounts payable approximate fair market values.

We estimated the aggregate fair market value of the Senior Notes to be $675 million as of June 30, 2023, based on quoted prices. Since the market for the Senior Notes is not an active market, the fair value of the Senior Notes is classified within Level 2 in the fair value hierarchy under U.S. GAAP (inputs other than quoted prices in active markets for similar assets and liabilities that are observable or can be corroborated by observable market data for substantially the full terms for the assets or liabilities).

Foreign currency gains (losses) related to the Angolan kwanza of $(6.5) million and $1.2 million in the three-month periods ended June 30, 2023 and 2022, respectively, and $(6.0) million and $2.1 million in the six-month periods ended June 30, 2023 and 2022, respectively, were primarily related to increasing (declining) exchange rates for the Angolan kwanza relative to the U.S. dollar. We recorded foreign currency transaction gains (losses) related to the Angolan kwanza as a component of other income (expense), net in our Consolidated Statements of Operations.

Any conversion of cash balances from kwanza to U.S. dollars is controlled by the central bank in Angola. As of June 30, 2023, and December 31, 2022, we had the equivalent of approximately $4.4 million and $5.6 million, respectively, of kwanza cash balances in Angola reflected on our Consolidated Balance Sheets.

To mitigate our currency exposure risk in Angola, we have used kwanza to purchase equivalent Angolan central bank (Banco Nacional de Angola) bonds. The bonds are denominated as U.S. dollar equivalents, so that, upon payment of semi-annual interest and principal upon maturity, payment is made in kwanza, equivalent to the respective U.S. dollars at the then-current exchange rate. As of June 30, 2023, and December 31, 2022, we had $6.2 million, respectively, of U.S. dollar equivalent Angolan bonds. These bonds mature in September 2023 and are classified as available-for-sale securities; accordingly, they are recorded at fair market value in other current assets in our Consolidated Balance Sheets. We did not sell any of our remaining Angolan bonds in the three- and six-month periods ended June 30, 2023 and 2022.

We estimated the fair market value of the Angolan bonds to be $6.4 million as of June 30, 2023, and December 31, 2022, using quoted market prices. Since the market for the Angolan bonds is not an active market, the fair value of the Angolan bonds is classified within Level 2 in the fair value hierarchy under U.S. GAAP. As of June 30, 2023, and December 31, 2022, we had $0.1 million in unrealized gains, net of tax, related to these bonds as a component of accumulated other comprehensive loss in our Consolidated Balance Sheets.

In the three-month period ended June 30, 2021, we were notified by a customer in our Manufactured Products segment that it was suspending a contract that was substantially complete. Specific to this contract, we billed and received $11 million of accounts receivable during the first six months of 2023. As of June 30, 2023, we had outstanding contract assets of approximately $20 million for the contract and no contract liabilities. As of December 31, 2022, we had outstanding contract assets of approximately $19 million for the contract and contract liabilities of $0.6 million prepaid for storage of components. We are in discussions with the customer concerning the

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timing of remaining payments. We continue to believe that we will realize these contract assets at their book values, although we can provide no assurance as to the timing of receipt of the remaining payments.

8.    EARNINGS (LOSS) PER SHARE, SHARE-BASED COMPENSATION AND SHARE REPURCHASE PLAN

Earnings (Loss) per Share. For each period presented, the only difference between our calculated weighted-average basic and diluted number of shares outstanding is the effect of outstanding restricted stock units. In periods where we have a net loss, the effect of our outstanding restricted stock units is anti-dilutive, and therefore does not increase our diluted shares outstanding.

For each period presented, our net income (loss) allocable to both common shareholders and diluted common shareholders is the same as our net income (loss) in our consolidated statements of operations.

Share-Based Compensation. Annually, the Compensation Committee grants restricted units of our common stock to certain of our key executives and employees and restricted common stock to our nonemployee directors. The restricted stock units granted to our key executives and key employees generally vest in full on the third anniversary of the award date, conditional on continued employment through such vesting date. The restricted stock unit grants can vest pro rata over three years, provided the individual meets certain age and years-of-service requirements. The grants of restricted stock to our nonemployee directors generally vest in full on the first anniversary of the award date, conditional upon continued service as a director, except for the 2023 grant to one director who retired from our board of directors as of the date of our annual meeting of shareholders in May 2023, which restricted stock grant vested on that date. Each grantee of shares of restricted stock is deemed to be the record owner of those shares during the restriction period, with the right to vote and receive any dividends on those shares. The restricted stock units outstanding have no voting or dividend rights.

For each of the restricted stock units granted in 2021 through June 30, 2023, at the earlier of three years after grant or at termination of employment or service, the grantee will be issued one share of our common stock for each unit vested. As of June 30, 2023, and December 31, 2022, respective totals of 2,386,799 and 2,535,807 shares of restricted stock and restricted stock units were outstanding.

We estimate that share-based compensation cost not yet recognized related to shares of restricted stock or restricted stock units, based on their grant-date fair values, was $17 million as of June 30, 2023. This expense is being recognized on a graded-vesting basis over three years for awards attributable to individuals meeting certain age and years-of-service requirements, and on a straight-line basis over the applicable vesting period of one or three years for the other awards.

Share Repurchase Plan. In December 2014, our Board of Directors approved a share repurchase program under which we may repurchase up to 10 million shares of our common stock on a discretionary basis. Under the program, which has no expiration date, we had repurchased 2.0 million shares for $100 million through December 31, 2015. We have not repurchased any shares under this plan since 2015 and are not obligated to make any future repurchases. We account for the shares we hold in treasury under the cost method, at average cost.

9.    BUSINESS SEGMENT INFORMATION

We are a global technology company delivering engineered services and products and robotic solutions to the offshore energy, defense, aerospace, manufacturing and entertainment industries.

Our Energy business leverages our asset base and capabilities for providing services and products for offshore energy operations, inclusive of the offshore renewable energy market. Our Energy segments are:

•Subsea Robotics—Our Subsea Robotics segment provides the following:

◦Remotely Operated Vehicles (“ROVs”) for drill support and vessel-based services, including subsea hardware installation, construction, pipeline inspection, survey and facilities inspection, maintenance and repair;

◦ROV tooling; and

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◦survey services, including hydrographic survey and positioning services and autonomous underwater vehicles for geoscience.

•Manufactured Products—Our Manufactured Products segment provides the following:

◦distribution and connection systems including production control umbilicals and field development hardware and pipeline connection and repair systems to the energy industry; and

◦autonomous mobile robotic technology and entertainment systems to a variety of industries.

•Offshore Projects Group—Our OPG segment provides the following:

◦subsea installation and intervention, including riserless light well intervention services, inspection, maintenance and repair (“IMR”) services, principally in the U.S. Gulf of Mexico and offshore Angola, utilizing owned and charter vessels;

◦installation and workover control systems and ROV workover control systems;

◦diving services;

◦project management and engineering; and

◦drill pipe riser services and systems and wellhead load relief solutions.

•Integrity Management & Digital Solutions—Our Integrity Management & Digital Solutions (“IMDS”) segment provides the following:

◦asset integrity management services;

◦software and analytical solutions for the maritime industry; and

◦software, digital and connectivity solutions for the energy industry.

Our Aerospace and Defense Technologies segment provides services and products, including engineering and related manufacturing in defense and space exploration activities, principally to U.S. Government agencies and their prime contractors.

Unallocated Expenses are those not associated with a specific business segment. These consist of expenses related to our incentive and deferred compensation plans, including restricted stock and bonuses, as well as other general expenses, including corporate administrative expenses.

There are no differences in the basis of segmentation or in the basis of measurement of segment profit or loss from

those used in our consolidated financial statements for the year ended December 31, 2022.

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The following table presents revenue, income (loss) from operations and depreciation and amortization expense, by business segment:

	Three Months Ended						Six Months Ended
(in thousands)	Jun 30, 2023		Jun 30, 2022		Mar 31, 2023		Jun 30, 2023		Jun 30, 2022
Revenue
Energy
Subsea Robotics	$	186,512	$	157,123	$	169,161	$	355,673	$	285,112
Manufactured Products	124,882		105,456		112,939		237,821		188,148
Offshore Projects Group	130,547		116,457		104,307		234,854		213,854
Integrity Management & Digital Solutions	63,166		59,438		60,083		123,249		116,008
Total Energy	505,107		438,474		446,490		951,597		803,122
Aerospace and Defense Technologies	92,803		85,557		90,497		183,300		167,068
Total	$	597,910	$	524,031	$	536,987	$	1,134,897	$	970,190
Income (Loss) from Operations
Energy
Subsea Robotics	$	42,227	$	25,938	$	33,654	$	75,881	$	37,490
Manufactured Products	10,607		(1,365)		11,280		21,887		1,278
Offshore Projects Group	17,132		17,535		5,514		22,646		18,201
Integrity Management & Digital Solutions	3,844		3,436		3,082		6,926		6,944
Total Energy	73,810		45,544		53,530		127,340		63,913
Aerospace and Defense Technologies	11,357		8,961		8,496		19,853		20,805
Unallocated Expenses	(35,968)		(31,655)		(35,276)		(71,244)		(62,907)
Total	$	49,199	$	22,850	$	26,750	$	75,949	$	21,811
Depreciation and Amortization
Energy
Subsea Robotics	$	13,356	$	17,531	$	14,940	$	28,296	$	36,532
Manufactured Products	3,013		3,020		3,044		6,057		6,092
Offshore Projects Group	6,976		7,107		7,128		14,104		14,404
Integrity Management & Digital Solutions	939		1,034		858		1,797		2,064
Total Energy	24,284		28,692		25,970		50,254		59,092
Aerospace and Defense Technologies	632		821		653		1,285		1,477
Unallocated Expenses	1,130		1,347		1,198		2,328		2,310
Total	$	26,046	$	30,860	$	27,821	$	53,867	$	62,879

We determine Income (Loss) from Operations for each business segment before interest income or expense, other income (expense) and provision for income taxes. We do not consider an allocation of these items to be practical.

Depreciation and Amortization

Depreciation expense on property and equipment, reflected in Depreciation and Amortization, was $24 million, $29 million and $26 million in the three-month periods ended June 30, 2023 and 2022, and March 31, 2023, respectively, and $50 million and $59 million in the six-month periods ended June 30, 2023 and 2022, respectively.

Amortization expense on long-lived intangible assets, reflected in Depreciation and Amortization, was $1.8 million, $1.9 million and $1.7 million in the three-month periods ended June 30, 2023 and 2022, and March 31, 2023, respectively, and $3.5 million and $3.5 million in the six-month periods ended June 30, 2023 and 2022, respectively.

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

Certain statements we make in this quarterly report on Form 10-Q are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements include, without limitation, statements regarding our expectations about:

•increased costs to operate our business, including the availability and market for our chartered vessels;

•future demand, order intake and business activity levels, including for firm workload and spot charters;

•the collectability of accounts receivable and realizability of contract assets at the amounts reflected on our most-recent balance sheet;

•the backlog of our Manufactured Products segment, to the extent backlog may be an indicator of future revenue or productivity;

•tax refunds and the expected timing thereof;

•our cash tax payments and projected capital expenditures for 2023;

•the adequacy of our liquidity, cash flows and capital resources to support our operations and internally generated growth initiatives;

•the condition of debt markets, our possible future debt repurchases and future disclosures regarding the same;

•shares that may be repurchased under our share repurchase plan;

•our expectations about the balance between energy transition and energy security;

•seasonality; and

•industry conditions.

These forward-looking statements are subject to various risks, uncertainties and assumptions, including those we have referred to under the heading “Risk Factors” in Item 1A of this report and under the headings “Risk Factors” and “Cautionary Statement Concerning Forward-Looking Statements” in Part I of our annual report on Form 10-K for the year ended December 31, 2022. Although we believe that the expectations reflected in such forward-looking statements are reasonable, because of the inherent limitations in the forecasting process, as well as the relatively volatile nature of the industries in which we operate, we can give no assurance that those expectations will prove to have been correct. Accordingly, evaluation of our future prospects must be made with caution when relying on forward-looking information.

The following discussion should be read in conjunction with “Management's Discussion and Analysis of Financial Condition and Results of Operations” included in our annual report on Form 10-K for the year ended December 31, 2022.

Overview of our Results

Our diluted earnings (loss) per share for the three- and six-month periods ended June 30, 2023, were $0.19 and $0.23, respectively, as compared to $0.04 in the immediately preceding quarter and $0.04 and $(0.15), respectively, for the corresponding periods of the prior year. Our second quarter 2023 results increased significantly as compared to the first quarter of 2023, despite being partially offset by negative impacts from higher project costs in our entertainment business and project delays in our Offshore Projects Group (“OPG”) segment. During the second quarter of 2023, all of our operating segments generated higher revenue as compared to the immediately preceding quarter and, with the exception of our Manufactured Products segment, each of our operating segments reported operating income growth, led by the increases in our OPG and Subsea Robotics segments.

In the six-month period ended June 30, 2023, we utilized $22 million of cash in operating activities along with $25 million of cash for maintenance capital expenditures and $16 million for growth capital expenditures. These items were the largest contributors to our $65 million cash reduction during the first six months of 2023.

Results of Operations

We operate in five business segments. Our segments are contained within two businesses—services and products provided primarily to the oil and gas industry, and to a lesser extent, the mobility solutions and offshore renewables

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industries, among others (“Energy”), and services and products provided to non-energy industries (Aerospace and Defense Technologies (“ADTech”)). Our four business segments within the Energy business are Subsea Robotics, Manufactured Products, OPG and Integrity Management & Digital Solutions (“IMDS”). We report our ADTech business as one segment. Our Unallocated Expenses are those not associated with a specific business segment.

Consolidated revenue and profitability information are as follows:

	Three Months Ended									Six Months Ended
(dollars in thousands)	Jun 30, 2023			Jun 30, 2022			Mar 31, 2023			Jun 30, 2023			Jun 30, 2022
Revenue	$	597,910		$	524,031		$	536,987		$	1,134,897		$	970,190
Gross Margin	101,080			76,041			77,565			178,645			121,521
Gross Margin %	17		%	15		%	14		%	16		%	13		%
Operating Income (Loss)	49,199			22,850			26,750			75,949			21,811
Operating Income (Loss) %	8		%	4		%	5		%	7		%	2		%

We generate a material amount of our consolidated revenue from contracts for services in the U.S. Gulf of Mexico in our OPG segment, which is usually more active in the second and third quarters, as compared to the rest of the year. The European operations of our IMDS segment are also seasonally more active in the second and third quarters. Revenue in our Subsea Robotics segment is subject to seasonal variations in demand, with our first quarter generally being the low quarter of the year. The level of our Subsea Robotics seasonality depends on the number of Remotely Operated Vehicles (“ROVs”) we have engaged in vessel-based subsea infrastructure inspection, maintenance, repair and installation, which is more seasonal than drilling support. Revenue in each of our Manufactured Products and ADTech segments generally has not been seasonal.

Energy

The primary focus of our Energy business over the last several years has been toward instituting operational efficiency programs that leverage our asset base and capabilities for providing services and products for offshore energy operations and subsea completions, as well as the offshore renewables energy market.

The table that follows sets out revenue and profitability for the business segments within our Energy business. In the Subsea Robotics section of the table that follows, “ROV days available” includes all days from the first day that a remotely operated vehicle (“ROV”) is placed into service until the ROV is retired. All days in this period are considered available days, including periods when an ROV is undergoing maintenance or repairs. Our ROVs do not have scheduled maintenance or repair that requires significant time during which the ROVs are not available for utilization.

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		Three Months Ended									Six Months Ended
(dollars in thousands)		Jun 30, 2023			Jun 30, 2022			Mar 31, 2023			Jun 30, 2023			Jun 30, 2022
Subsea Robotics
	Revenue	$	186,512		$	157,123		$	169,161		$	355,673		$	285,112
	Gross Margin	53,204			37,004			44,631			97,835			58,962
	Operating Income (Loss)	42,227			25,938			33,654			75,881			37,490
	Operating Income (Loss) %	23		%	17		%	20		%	21		%	13		%
	ROV Days Available	22,750			22,750			22,500			45,250			45,250
	ROV Days Utilized	16,032			14,631			14,228			30,260			26,473
	ROV Utilization	70		%	64		%	63		%	67		%	59		%
Manufactured Products
	Revenue	124,882			105,456			112,939			237,821			188,148
	Gross Margin	19,020			7,918			19,754			38,774			18,920
	Operating Income (Loss)	10,607			(1,365)			11,280			21,887			1,278
	Operating Income (Loss) %	8		%	(1)		%	10		%	9		%	1		%
	Backlog at End of Period	418,000			335,000			446,000			418,000			335,000
Offshore Projects Group
	Revenue	130,547			116,457			104,307			234,854			213,854
	Gross Margin	24,602			25,441			13,024			37,626			33,178
	Operating Income (Loss)	17,132			17,535			5,514			22,646			18,201
	Operating Income (Loss) %	13		%	15		%	5		%	10		%	9		%
Integrity Management & Digital Solutions
	Revenue	63,166			59,438			60,083			123,249			116,008
	Gross Margin	10,264			9,222			8,849			19,113			18,421
	Operating Income (Loss)	3,844			3,436			3,082			6,926			6,944
	Operating Income (Loss) %	6		%	6		%	5		%	6		%	6		%
Total Energy
	Revenue	$	505,107		$	438,474		$	446,490		$	951,597		$	803,122
	Gross Margin	107,090			79,585			86,258			193,348			129,481
	Operating Income (Loss)	73,810			45,544			53,530			127,340			63,913
	Operating Income (Loss) %	15		%	10		%	12		%	13		%	8		%

Subsea Robotics. We believe we are the world's largest provider of ROV services and, generally, this business segment has been the largest contributor to our Energy business operating income. Our Subsea Robotics segment revenue reflects the utilization percentages, fleet sizes and average pricing in the respective periods. Our survey services business provides survey and positioning, and geoscience services. The following table presents revenue from ROV as a percentage of total Subsea Robotics revenue:

	Three Months Ended						Six Months Ended
	Jun 30, 2023		Jun 30, 2022		Mar 31, 2023		Jun 30, 2023		Jun 30, 2022
ROV	78	%	77	%	77	%	78	%	77	%
Other	22	%	23	%	23	%	22	%	23	%

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During the second quarter of 2023, Subsea Robotics operating income increased significantly on higher revenue as compared to the immediately preceding quarter, primarily due to healthy demand for ROV and tooling services being slightly offset by some project delays and related vessel preparation costs in our survey business. Subsea Robotics operating income for the three- and six-month periods ended June 30, 2023, increased as compared to the corresponding periods of the prior year on higher revenue, as a result of increased days on hire and higher average revenue per day in the first half of 2023.

For the three-month period ended June 30, 2023, days on hire were higher when compared to the immediately preceding quarter due to increases for both drill support and vessel-based services. Fleet utilization was 70% in the three-month period ended June 30, 2023, as compared to 64% for the corresponding period of the prior year and 63% for the immediately preceding quarter. Fleet utilization increased to 67% for the six-month period ended June 30, 2023, from 59% for the six-month period ended June 30, 2022. We retired three of our conventional work-class ROV systems and replaced them with three upgraded conventional work-class ROV systems during the six months ended June 30, 2023, resulting in a total of 250 ROVs in our ROV fleet as of both June 30, 2023 and 2022.

Manufactured Products. Our Manufactured Products segment provides distribution systems such as production control umbilicals and connection systems made up of specialty subsea hardware, and provides turnkey solutions that include program management, engineering design, fabrication/assembly and installation of autonomous mobile robotic technology to industrial, manufacturing, healthcare, warehousing and commercial theme park markets.

Our Manufactured Products operating results in the second quarter of 2023 were slightly lower on higher revenue as compared to the immediately preceding quarter. For the three-month period ended June 30, 2023, revenue increased as compared to the immediately preceding quarter primarily due to the receipt of certain umbilical materials in the second quarter of 2023 that did not contribute to operating results in the same period. Operating results declined modestly as compared to the immediately preceding quarter due to project losses in our entertainment business offsetting the positive energy-related manufacturing performance. Manufactured Products operating results increased for the three- and six-month periods ended June 30, 2023, on higher revenue as compared to the corresponding periods of the prior year primarily due to strong order intake in the second half of 2022 leading to increased utilization in 2023.

Our Manufactured Products backlog was $418 million as of June 30, 2023, compared to $467 million as of December 31, 2022, and $335 million as of June 30, 2022. Our book-to-bill ratio was 1.19 for the trailing 12 months ended June 30, 2023, as compared to 1.39 for the year ended December 31, 2022, and 1.25 for the trailing 12 months ended June 30, 2022.

Offshore Projects Group. Our OPG segment provides a broad portfolio of integrated subsea project capabilities and solutions as follows:

•subsea installation and intervention, including riserless light well intervention (“RLWI”) services, inspection, maintenance and repair (“IMR”) services, principally in the U.S. Gulf of Mexico and offshore Angola, utilizing owned and chartered vessels;

•installation and workover control systems (“IWOCS”) and ROV workover control systems (“RWOCS”);

•diving services;

•project management and engineering; and

•drill pipe riser services and systems and wellhead load relief solutions.

Our OPG revenue and operating results were significantly higher in the second quarter of 2023 as compared to the immediately preceding quarter, primarily due to greater activity and utilization across all geographic regions partially offset by certain planned installation work in the Gulf of Mexico shifting into the third quarter of 2023. Our OPG operating results were relatively flat on higher revenue in the three months ended June 30, 2023, compared to the corresponding period of the prior year, primarily due to increased activity and utilization in the U.K. and Asia-Pacific regions in the second quarter of 2023. Our OPG revenue and operating results improved in the six months ended June 30, 2023, as compared to the corresponding period of the prior year, primarily due to higher levels of activity and utilization across all geographic regions in the first half of 2023.

Integrity Management & Digital Solutions. Our IMDS segment provides asset integrity management, corrosion management, inspection and nondestructive testing services, principally to customers in the oil and gas, power generation and petrochemical industries. We perform these services on onshore and offshore facilities, both topside

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and subsea. We also provide software, digital and connectivity solutions for the energy industry and software and analytical solutions for the maritime industry.

Our IMDS operating results for the second quarter of 2023 were higher on increased revenue, as compared to the immediately preceding quarter primarily due to an increase in scope on several international projects. IMDS operating results for the three-month period ended June 30, 2023, as compared to the corresponding period of the prior year, were higher primarily on increased activity levels. IMDS operating results for the six-month period ended June 30, 2023, were relatively flat on increased revenue, as compared to the corresponding period of the prior year primarily due to increased activity in the U.K. and Asia-Pacific regions partially offset by lower activity in the Gulf of Mexico.

Aerospace and Defense Technologies. Our ADTech segment provides government services and products, including engineering and related manufacturing in defense and space exploration activities, principally to U.S. government agencies and their prime contractors.

Revenue, gross margin and operating income (loss) information for our ADTech segment are as follows:

	Three Months Ended									Six Months Ended
(dollars in thousands)	Jun 30, 2023			Jun 30, 2022			Mar 31, 2023			Jun 30, 2023			Jun 30, 2022
Revenue	$	92,803		$	85,557		$	90,497		$	183,300		$	167,068
Gross Margin	17,675			15,744			15,100			32,775			32,614
Operating Income (Loss)	11,357			8,961			8,496			19,853			20,805
Operating Income (Loss) %	12		%	10		%	9		%	11		%	12		%

Our ADTech segment operating results for the second quarter of 2023 increased as compared to the immediately preceding quarter on higher revenue. These improved results were due to higher costs on several projects in our defense subsea business in the first quarter of 2023 that were not replicated in the second quarter of 2023. ADTech operating results for the three-month period ended June 30, 2023, were higher when compared to the corresponding period of the prior year, on increased revenue primarily due to delays in certain projects in the second quarter of 2022 where we incurred pre-contract costs. Our ADTech operating results for the six-month period ended June 30, 2023, decreased on higher levels of revenue when compared to the corresponding period of the prior year, primarily due to higher project costs on several projects in our defense subsea business in the first quarter of 2023.

Unallocated Expenses

Our Unallocated Expenses (i.e., those not associated with a specific business segment) within gross margin consist of expenses related to our incentive and deferred compensation plans, including restricted stock units, performance units and bonuses, as well as other general expenses. Our Unallocated Expenses within operating expense consist of those expenses within gross margin plus general and administrative expenses related to corporate functions.

The following table sets forth our Unallocated Expenses for the periods indicated:

	Three Months Ended								Six Months Ended
(dollars in thousands)	Jun 30, 2023			Jun 30, 2022			Mar 31, 2023		Jun 30, 2023			Jun 30, 2022
Gross margin expenses	$	(23,685)		$	(19,288)		(23,793)		$	(47,478)		$	(40,574)
% of revenue	4		%	4		%	4	%	4		%	4		%
Operating expenses	(35,968)			(31,655)			(35,276)		(71,244)			(62,907)
Operating expenses % of revenue	6		%	6		%	7	%	6		%	6		%

Our unallocated operating expenses for the second quarter of 2023 remained relatively flat as compared to the immediately preceding quarter. Our Unallocated operating expenses for the three- and six-month periods ended June 30, 2023, were higher as compared to the corresponding periods of the prior year primarily due to increased accruals in 2023 for incentive-based compensation.

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Other

The following table sets forth our significant financial statement items below the income (loss) from operations line.

	Three Months Ended						Six Months Ended
(in thousands)	Jun 30, 2023		Jun 30, 2022		Mar 31, 2023		Jun 30, 2023		Jun 30, 2022
Interest income	$	4,154	$	767	$	4,466	$	8,620	$	1,563
Interest expense	(9,517)		(9,619)		(9,283)		(18,800)		(19,062)
Equity in income (losses) of unconsolidated affiliates	479		318		639		1,118		612
Other income (expense), net	(5,846)		583		78		(5,768)		1,027
Provision (benefit) for income taxes	19,467		11,179		18,590		38,057		21,441

Interest income for the three- and six-month periods ended June 30, 2023, as compared to the three- and six-month periods ended June 30, 2022, increased primarily due to higher interest rates and increased average amounts of cash invested.

In addition to interest on borrowings, interest expense includes amortization of loan costs and interest rate swap settlements, fees for lender commitments under our senior secured revolving credit agreement and fees for standby letters of credit and bank guarantees that banks issue on our behalf for performance bonds, bid bonds and self-insurance requirements.

Foreign currency transaction gains and losses are the principal component of other income (expense), net. In the three-month periods ended June 30, 2023 and 2022, we incurred foreign currency transaction gains (losses) of $(4.9) million and $0.9 million, respectively. In the six-month periods ended June 30, 2023 and 2022, we incurred foreign currency transaction gains (losses) of $(4.6) million and $1.3 million, respectively. The currency gains (losses) in the 2023 and 2022 periods were primarily related to increasing (declining) exchange rates for the Angolan kwanza relative to the U.S. dollar. We could incur further foreign currency transaction gains (losses) due to foreign currency exchange fluctuations.

Our tax provision is based on (1) our earnings for the period and other factors affecting the tax provision and (2) the operations of foreign branches and subsidiaries that are subject to local income and withholding taxes. Factors that affect our tax rate include our profitability levels in general and the geographical mix of our results. The effective tax rate for the three- and six-month periods ended June 30, 2023 and 2022, was different than the U.S. federal statutory rate of 21%, primarily due to the geographical mix of revenue and earnings, changes in valuation allowances and uncertain tax positions, and other discrete items. We do not believe a comparison of the effective tax rate for the three- and six-month periods ended June 30, 2023 and 2022, is meaningful. We continue to make an assertion to indefinitely reinvest the unrepatriated earnings of any foreign subsidiary that would incur material tax consequences upon the distribution of such earnings.

During the three-month period ended June 30, 2023, we received refunds of $23 million, including interest of $1.7 million which was recorded as a tax benefit, under the U.S. Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). The outstanding refund of $20 million was classified as other noncurrent assets on our balance sheet as of December 31, 2022.

Our income tax payments, excluding the aforementioned CARES Act refund we received in the second quarter of 2023, for the full year of 2023 are estimated to be in the range of $65 million to $70 million, which includes taxes incurred in countries that impose tax on the basis of in-country revenue, without regard to the profitability of such operations.

Liquidity and Capital Resources

We consider our liquidity and capital resources adequate to support our operations, capital commitments and strategic growth initiatives. Our ability to generate substantial cash flow over the last several years has allowed us to grow our cash balance to address the pending maturity of the 2024 Senior Notes (as defined below). As of June 30, 2023, we had working capital of $760 million, including cash and cash equivalents of $504 million. Additionally, as of June 30, 2023, we had $215 million of unused commitments through our senior secured revolving credit agreement (the “Revolving Credit Agreement”) that we entered into in April 2022, which is further described below. Availability under the Revolving Credit Facility may be limited by certain financial covenants and the requirement that any

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borrowing under the Revolving Credit Facility not require the granting of any liens to secure the 2024 Notes or the 2028 Notes (as defined below). The indentures governing the 2024 Notes and the 2028 Notes generally limit our ability to incur secured debt for borrowed money (such as borrowings under the Revolving Credit Facility) to 15% of our Consolidated Net Tangible Assets (as defined in such indentures).

On March 19, 2023, following the intervention of the Swiss Federal Department of Finance, the Swiss National Bank and the Swiss Financial Market Supervisory Authority (“FINMA”), Credit Suisse Group AG (“Credit Suisse”) and UBS Group AG (“UBS”) entered into a merger agreement with UBS as the surviving entity. As a result, UBS is now a lender under our Revolving Credit Facility and, as of the date hereof, has not informed us of any development that would affect the underlying Credit Suisse commitments under the Revolving Credit Agreement.

Our nearest maturity of indebtedness is our $400 million aggregate principal amount of the 4.650% Senior Notes due in November 2024 (the “2024 Senior Notes”). In 2021, we repurchased $100 million in aggregate principal amount of the 2024 Senior Notes in open-market transactions. We may, from time to time, complete additional limited repurchases of the 2024 Notes, via open-market or privately negotiated repurchase transactions or otherwise, prior to their maturity date. We can provide no assurances as to the timing of any such additional repurchases or whether we will complete any such repurchases at all. We do not intend to disclose further information regarding any such repurchase transactions, except to the extent required in our subsequent periodic filings on Forms 10-K or 10-Q, or unless otherwise required by applicable law.

We have several deepwater vessels under a mix of short-term charters where we can see firm workload and spot charters as market opportunities arise, along with four long-term charters that began in 2022. During the second quarter of 2023, we entered into two new long-term charters for deepwater vessels that will begin in the third quarter of 2023 and the first quarter of 2024. We also entered into a contract that will begin in the fourth quarter of 2023 to extend the charter for one of the deepwater vessels we currently utilize. These contracts increased our future contractual obligations for operating lease liabilities by $23 million in 2023, $138 million in the years 2024 and 2025 combined and $53 million in the years 2026 and 2027 combined. There have been no other material changes in our contractual obligations from those disclosed in Part II. Item 7. “Management's Discussion and Analysis of Financial Condition and Results of Operations—Contractual Obligations”, of our annual report on Form 10-K for the year ended December 31, 2022. With the current market conditions, we may add additional chartered vessels throughout the year to align with our strategy that balances vessel cost, availability and capability to capture work. We expect to do this through the continued utilization of a mix of short-term, spot and long-term charters.

Cash flows for the six months ended June 30, 2023 and 2022, are summarized as follows:

		Six Months Ended
	(in thousands)	Jun 30, 2023		Jun 30, 2022
Changes in Cash:
	Net Cash Provided by (Used in) Operating Activities	$	(22,468)	$	(124,482)
	Net Cash Used in Investing Activities	(36,866)		(35,095)
	Net Cash Used in Financing Activities	(5,340)		(2,062)
	Effect of exchange rates on cash	(52)		(8,063)
	Net Increase (Decrease) in Cash and Cash Equivalents	$	(64,726)	$	(169,702)

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Operating activities

Our primary sources and uses of cash flows from operating activities for the six months ended June 30, 2023 and 2022, are as follows:

		Six Months Ended
	(in thousands)	Jun 30, 2023		Jun 30, 2022
Cash Flows from Operating Activities:
	Net income (loss)	$	23,062	$	(15,490)
	Non-cash items, net	56,602		64,259
	Accounts receivable and contract assets	(103,446)		(105,397)
	Inventory	(24,452)		(15,562)
	Current liabilities	22,390		(28,422)
	Other changes	3,376		(23,870)
	Net Cash Provided by (Used in) Operating Activities	$	(22,468)	$	(124,482)

The decrease in cash related to accounts receivable and contract assets in the six months ended June 30, 2023, reflects the timing of project milestones and customer payments. The decrease in cash related to inventory in the six months ended June 30, 2023, was primarily due to higher activity and related increases in our Manufactured Products and Subsea Robotics inventory. The increase in cash related to current liabilities in the six months ended June 30, 2023, reflects the timing of vendor payments.

Investing activities

Our capital expenditures of $41 million were higher during the first six months of 2023, as compared to $36 million in the first six months of 2022, primarily due to increased capital expenditures in our Subsea Robotics segment.

For 2023, we expect our organic capital expenditures to total between $90 million to $110 million. This includes approximately $45 million to $50 million of maintenance capital expenditures and $45 million to $60 million of growth capital expenditures.

Financing activities

In the six months ended June 30, 2023 and 2022, we used $5.3 million and $2.1 million, respectively, of cash in financing activities primarily due to payment of tax withholding related to vesting of stock awards.

As of June 30, 2023, we had long-term debt in the principal amount of $700 million outstanding and $215 million of unused commitments under our Revolving Credit Agreement. As of June 30, 2023, we were in compliance with all the covenants set forth in the credit agreement governing the Revolving Credit Agreement.

In November 2014, we completed the public offering of $500 million aggregate principal amount of the 2024 Senior Notes. We pay interest on the 2024 Senior Notes on May 15 and November 15 of each year. The 2024 Senior Notes are scheduled to mature on November 15, 2024.

In February 2018, we completed the public offering of $300 million aggregate principal amount of 6.000% Senior Notes due 2028 (the “2028 Senior Notes”). We pay interest on the 2028 Senior Notes on February 1 and August 1 of each year. The 2028 Senior Notes are scheduled to mature on February 1, 2028.

We may redeem some or all of the 2024 Senior Notes and 2028 Senior Notes at specified redemption prices. In 2021, we repurchased $100 million in aggregate principal amount of the 2024 Senior Notes in open-market transactions.

In December 2014, our Board of Directors approved a plan to repurchase up to 10 million shares of our common stock. In 2015, we repurchased 2.0 million shares under this plan. We have not repurchased any shares under this plan since December 2015. We account for the shares we hold in treasury under the cost method, at average cost. The timing and amount of any future repurchases will be determined by our management. We expect that any

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additional shares repurchased under the plan will be held as treasury stock for possible future use. The plan does not obligate us to repurchase any particular number of shares.

Off-Balance Sheet Arrangements

We have not guaranteed any debt not reflected on our Consolidated Balance Sheets as of June 30, 2023, and we do not have any off-balance sheet arrangements, as defined by Securities and Exchange Commission's rules.

Critical Accounting Policies and Estimates

The discussion and analysis of our financial condition and results of operations are based on our consolidated financial statements, which have been prepared in conformity with accounting principles generally accepted in the United States. These principles require us to make various estimates, judgments and assumptions that affect the reported amounts in our financial statements and accompanying notes. We disclose our significant accounting policies in Notes to Consolidated Financial Statements—Note 1—“Summary of Major Accounting Policies” in this quarterly report and in our annual report on Form 10-K for the year ended December 31, 2022, in Part II. Item 7. “Financial Statements and Supplementary Data—Note 1—Summary of Major Accounting Policies.”

For information about our critical accounting policies and estimates, see Part II. Item 7. “Management's Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates” in our annual report on Form 10-K for the year ended December 31, 2022. As of June 30, 2023, there have been no material changes to the judgments, assumptions and estimates upon which our critical accounting policies and estimates are based.

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Item 3.Quantitative and Qualitative Disclosures About Market Risk

We are exposed to certain market risks arising from transactions we enter into in the normal course of business. These risks relate to interest rate changes and fluctuations in foreign exchange rates. Except for our exposure in Angola, we do not believe these risks are material. We have not entered into any market-risk-sensitive instruments for speculative or trading purposes. When we have a significant amount of borrowings, we typically manage our exposure to interest rate changes through the use of a combination of fixed- and floating-rate debt. See Note 6—“Debt” in the Notes to Consolidated Financial Statements included in this quarterly report for a description of our Revolving Credit Agreement and interest rates on our borrowings. We believe significant interest rate changes would not have a material near-term impact on our future earnings or cash flows.

Because we operate in various regions in the world, we conduct a portion of our business in currencies other than the U.S. dollar. The functional currency for most of our international operations is the applicable local currency. A stronger U.S. dollar against the United Kingdom pound sterling, the Norwegian kroner and the Brazilian real could result in lower operating income. We manage our exposure to changes in foreign exchange rates by primarily denominating our contracts and providing for collections from our customers in U.S. dollars or freely convertible currency and endeavoring to match our contract costs with the denominated contractual currency. We use the exchange rates in effect as of the balance sheet date to translate assets and liabilities when the functional currency is the local currency, resulting in translation adjustments that we reflect as accumulated other comprehensive income or loss in the equity section of our Consolidated Balance Sheets. We recorded net adjustments to our equity accounts of $3.1 million and $(31) million in the three-month periods ended June 30, 2023 and 2022, respectively, and $1.2 million and $(21) million in the six-month periods ended June 30, 2023 and 2022, respectively. Negative adjustments reflect the net impact of the strengthening of the U.S. dollar against various foreign currencies for locations where the functional currency is not the U.S. dollar. Conversely, positive adjustments reflect the effect of a weakening U.S. dollar.

We recorded foreign currency transaction gains (losses) of $(4.9) million and $0.9 million in the three-month periods ended June 30, 2023 and 2022, respectively, and $(4.6) million and $1.3 million in the six-month periods ended June 30, 2023 and 2022, respectively. We recorded foreign currency transaction gains (losses) related to the Angolan kwanza as a component of other income (expense), net in our Consolidated Statements of Operations in those respective periods. Foreign currency transaction gains (losses) related to the Angolan kwanza of $(6.5) million and $1.2 million in three-month periods ended June 30, 2023 and 2022, respectively, and $(6.0) million and $2.1 million in the six-month periods ended June 30, 2023 and 2022, respectively, were primarily due to the remeasurement of our Angolan kwanza cash balances to U.S. dollars.

The Angolan kwanza was devalued against the U.S. dollar by 39% in the six-month period ended June 30, 2023. Any conversion of cash balances from kwanza to U.S. dollars is controlled by the central bank in Angola. During 2023, we have not repatriated any cash from Angola. As of June 30, 2023, and December 31, 2022, we had the equivalent of approximately $4.4 million and $5.6 million, respectively, of kwanza cash balances in Angola reflected on our Consolidated Balance Sheets.

To mitigate our currency exposure risk in Angola, we have used kwanza to purchase equivalent Angolan central bank (Banco Nacional de Angola) bonds. The bonds are denominated as U.S. dollar equivalents, so that, upon payment of semi-annual interest and principal upon maturity, payment is made in kwanza, equivalent to the respective U.S. dollars at the then-current exchange rate. As of June 30, 2023, and December 31, 2022, we had $6.2 million, respectively, of Angolan bonds on our Consolidated Balance Sheets. The bonds mature in September 2023 and are classified as available-for-sale securities; accordingly, they are recorded in other current assets on our Consolidated Balance Sheets. We did not sell any of our Angolan bonds in the three- and six-month periods ended June 30, 2023.

We estimated the fair market value of the Angolan bonds to be $6.4 million as of June 30, 2023, and December 31, 2022, respectively, using quoted market prices. Since the market for the Angolan bonds is not an active market, the fair value of the Angolan bonds is classified within Level 2 in the fair value hierarchy under U.S. GAAP. As of June 30, 2023, and December 31, 2022, we had $0.1 million in unrealized gains, net of tax, related to these bonds as a component of accumulated other comprehensive loss on our Consolidated Balance Sheets.

29

Item 4.        Controls and Procedures

In accordance with Rules 13a-15 and 15d-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), we carried out an evaluation, under the supervision and with the participation of management, including our principal executive officer and principal financial officer, of the effectiveness of our disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. Based on that evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective as of June 30, 2023, to provide reasonable assurance that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.

There has been no change in our internal control over financial reporting that occurred during the three months ended June 30, 2023, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

30

PART II – OTHER INFORMATION

Item 1.Legal Proceedings

For information regarding legal proceedings, see the discussion under the caption “Litigation” in Note 7—“Commitments and Contingencies” in the Notes to Consolidated Financial Statements included in this report, which discussion we incorporate by reference into this Item.

Item 1A.    Risk Factors

With the exception of the following, there have been no other material changes in our risk factors from those

disclosed in Part I, Item 1A, of our annual report on Form 10-K for the year ended December 31, 2022.

Difficulty in obtaining sufficient capital could adversely impact our business and financial condition.

A financial crisis or economic recession could have an adverse impact on our business and our financial condition. In particular, the cost of capital could increase substantially and the availability of funds from the capital markets could diminish significantly. Since the global recession in 2008, credit and capital markets have, from time to time, experienced unusual volatility. Our ability to access the capital markets in the future could be restricted or available on terms we do not consider favorable. Furthermore, if investors or financial institutions shift funding away from companies in the energy industry, our access to capital or the market for our securities could be negatively impacted. Limited access to the capital markets could adversely impact our ability to take advantage of business opportunities or react to changing economic and business conditions and could adversely impact our ability to continue our growth strategy. Ultimately, we could be required to reduce our future capital expenditures substantially. Such a reduction could have a material adverse effect on our business and our consolidated financial condition, results of operations and cash flows. A financial crisis or economic recession could also affect our suppliers and our customers, causing them to fail to meet their obligations to us, which could have a material adverse effect on our revenue, income from operations and cash flows.

If one or more of the lenders under our revolving credit facility were to become unable or unwilling to perform their obligations under that facility, our borrowing capacity could be reduced. Our inability to borrow under our revolving credit facility could limit our ability to fund our future operations and growth.

In addition, we maintain our cash balances and short-term investments primarily in accounts held by major banks and financial institutions located principally in North America, Europe, Africa and Asia, and some of those accounts hold deposits that exceed available insurance. It is possible that one or more of the financial institutions in which we hold our cash and investments could become subject to bankruptcy, receivership or similar proceedings. As a result, we could be at risk of not being able to access material amounts of our cash, which could result in a temporary liquidity crisis that could impede our ability to fund operations.

Item 5.    Other Information

During the three-month period ended June 30, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

31

Item 6.     Exhibits

Index to Exhibits
			Registration or File Number	Form of Report	Report Date	Exhibit Number
*	3.01	Restated Certificate of Incorporation	1-10945	10-K	Dec. 2000	3.01
*	3.02	Certificate of Amendment to Restated Certificate of Incorporation	1-10945	8-K	May 2008	3.1
*	3.03	Certificate of Amendment to Restated Certificate of Incorporation	1-10945	8-K	May 2014	3.1
*	3.04	Amended and Restated Bylaws	1-10945	8-K	Nov. 2022	3.01
	31.01	Rule 13a – 14(a)/15d – 14(a) certification of principal executive officer
	31.02	Rule 13a – 14(a)/15d – 14(a) certification of principal financial officer
	32.01	Section 1350 certification of principal executive officer
	32.02	Section 1350 certification of principal financial officer
	101.INS	Inline XBRL Instance Document - The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document.
	101.SCH	XBRL Taxonomy Extension Schema Document
	101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
	101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
	101.LAB	XBRL Taxonomy Extension Label Linkbase Document
	101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document
	104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
	*	Exhibit previously filed with the Securities and Exchange Commission, as indicated, and incorporated herein by reference.

32

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

July 28, 2023	/S/    RODERICK A. LARSON
Date	Roderick A. Larson
	President and Chief Executive Officer
	(Principal Executive Officer)
July 28, 2023	/S/    ALAN R. CURTIS
Date	Alan R. Curtis
	Senior Vice President and Chief Financial Officer
	(Principal Financial Officer)
July 28, 2023	/S/    WITLAND J. LEBLANC, JR.
Date	Witland J. LeBlanc, Jr.
	Vice President and Chief Accounting Officer
	(Principal Accounting Officer)

33

EX-31.01

Exhibit 31.01

CERTIFICATION

I, Roderick A. Larson, principal executive officer of Oceaneering International, Inc., certify that:

1.    I have reviewed this Quarterly Report on Form 10-Q of Oceaneering International, Inc. for the quarter ended June 30, 2023;

2.    Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.    Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.    The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.    The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

July 28, 2023	/S/    RODERICK A. LARSON
Date	Roderick A. Larson
	President and Chief Executive Officer
	(Principal Executive Officer)

EX-31.02

Exhibit 31.02

CERTIFICATION

I, Alan R. Curtis, principal financial officer of Oceaneering International, Inc., certify that:

1.    I have reviewed this Quarterly Report on Form 10-Q of Oceaneering International, Inc. for the quarter ended June 30, 2023;

2.    Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.    Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.    The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.    The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

July 28, 2023	/S/  ALAN R. CURTIS
Date	Alan R. Curtis
	Senior Vice President and Chief Financial Officer
	(Principal Financial Officer)

EX-32.01

Exhibit 32.01

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Oceaneering International, Inc. ("Oceaneering") on Form 10-Q for the quarter ended June 30, 2023 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Roderick A. Larson, principal executive officer, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

1.    The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.    The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Oceaneering.

July 28, 2023	/S/    RODERICK A. LARSON
Date	Roderick A. Larson
	President and Chief Executive Officer
	(Principal Executive Officer)

EX-32.02

Exhibit 32.02

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Oceaneering International, Inc. ("Oceaneering") on Form 10-Q for the quarter ended June 30, 2023, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Alan R. Curtis, principal financial officer, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

1.    The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.    The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Oceaneering.

July 28, 2023	/S/  ALAN R. CURTIS
Date	Alan R. Curtis
	Senior Vice President and Chief Financial Officer
	(Principal Financial Officer)

XML

Document and Entity Information Document - shares	6 Months Ended
	Jun. 30, 2023	Jul. 21, 2023
Document Information [Line Items]
Document Fiscal Year Focus	2023
Amendment Flag	false
Document Type	10-Q
Document Fiscal Period Focus	Q2
Current Fiscal Year End Date	--12-31
Entity Central Index Key	0000073756
Entity Interactive Data Current	Yes
Document Transition Report	false
Document Period End Date	Jun. 30, 2023
Document Quarterly Report	true
Entity Tax Identification Number	95-2628227
Entity Current Reporting Status	Yes
Entity Registrant Name	OCEANEERING INTERNATIONAL INC
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		100,779,554
Entity Listings [Line Items]
Security Exchange Name	NYSE
Trading Symbol	OII
Title of 12(b) Security	Common stock, par value $0.25 per share
Entity Information [Line Items]
Entity Filer Category	Large Accelerated Filer
Entity File Number	1-10945
Entity Incorporation, State or Country Code	DE
Entity Addresses [Line Items]
Local Phone Number	329-4500
Entity Address, Address Line One	5875 North Sam Houston Parkway West, Suite 400
Entity Address, State or Province	TX
Entity Address, City or Town	Houston,
Entity Address, Postal Zip Code	77086
City Area Code	713

XML

Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Common Stock, Value, Issued	$ 27,709	$ 27,709
Treasury Stock, Common, Value	$ 575,773	$ 605,553
Treasury stock, shares (in shares)	10,054,534	10,574,563
Inventory, net	$ 208,827	$ 184,375
Common Stock, par value (in dollars per share)	$ 0.25	$ 0.25
Common Stock, shares authorized (in shares)	360,000,000	360,000,000
Common Stock, Shares, Outstanding	110,834,088	110,834,088
Current Assets:
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents	$ 504,019	$ 568,745
Accounts receivable, net	369,841	296,554
Contract assets, net	215,006	184,847
Inventory, net	208,827	184,375
Other current assets	77,628	62,539
Total Current Assets	1,375,321	1,297,060
Property and equipment, at cost	2,446,047	2,435,840
Property and equipment, at cost	2,019,993	1,997,391
Net property and equipment	426,054	438,449
Assets, Noncurrent, Other than Noncurrent Investments and Property, Plant and Equipment	363,493	296,174
Goodwill	34,062	34,339
Other Assets, Noncurrent	102,218	122,224
Right-of-use operating lease assets	227,213	139,611
Total Assets	2,164,868	2,031,683
Current Liabilities:
Accounts payable	151,062	148,018
Accrued liabilities	344,961	307,446
Contract liabilities	119,021	112,950
Total current liabilities	615,044	568,414
Long-term debt	700,404	700,973
Long-term operating lease liabilities	212,538	151,842
Other long-term liabilities	85,400	84,650
Commitments and contingencies
Common Stock, Shares, Outstanding	110,834,088	110,834,088
Common Stock, shares authorized (in shares)	360,000,000	360,000,000
Common Stock, par value (in dollars per share)	$ 0.25	$ 0.25
Equity:
Additional paid-in capital	$ 127,552	$ 155,858
Retained earnings	1,350,916	1,327,854
Accumulated other comprehensive loss	(384,985)	(386,127)
Oceaneering shareholders' equity	545,419	519,741
Noncontrolling interest	6,063	6,063
Total equity	551,482	525,804
Total Liabilities and Equity	$ 2,164,868	$ 2,031,683

XML

Consolidated Balance Sheets (Parentheticals) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Common Stock, par value (in dollars per share)	$ 0.25	$ 0.25
Common Stock, shares authorized (in shares)	360,000,000	360,000,000
Treasury stock, shares (in shares)	10,054,534	10,574,563

XML

Consolidated Statements Of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Income Statement [Abstract]
Document Period End Date			Jun. 30, 2023
Revenue	$ 597,910	$ 524,031	$ 1,134,897	$ 970,190
Cost of services and products	496,830	447,990	956,252	848,669
Gross margin	101,080	76,041	178,645	121,521
Selling, general and administrative expense	51,881	53,191	102,696	99,710
Income (loss) from operations	49,199	22,850	75,949	21,811
Interest income	4,154	767	8,620	1,563
Interest expense	(9,517)	(9,619)	(18,800)	(19,062)
Equity in income (losses) of unconsolidated affiliates	479	318	1,118	612
Other income (expense), net	(5,846)	583	(5,768)	1,027
Income (loss) before income taxes	38,469	14,899	61,119	5,951
Provision (benefit) for income taxes	19,467	$ 11,179	38,057	21,441
Net Income (Loss)	$ 19,002		$ 23,062	$ (15,490)
Weighted-average shares outstanding
Basic (in shares)	100,776	100,256	100,610	100,110
Diluted (in shares)	102,004	101,430	102,017	100,110
Earnings (loss) per share
Basic (in dollars per share)	$ 0.19	$ 0.04	$ 0.23	$ (0.15)
Diluted (in dollars per share)	$ 0.19	$ 0.04	$ 0.23	$ (0.15)

XML

Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Statement of Comprehensive Income [Abstract]
Document Period End Date			Jun. 30, 2023
Net income (loss)	$ 19,002		$ 23,062	$ (15,490)
Other Comprehensive Income (Loss):
Total other comprehensive income (loss)	3,088	$ (31,667)	1,142	(21,796)
Comprehensive income (loss)	22,090	(27,947)	24,204	(37,286)
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss), before Reclassification and Tax	3,123	(31,026)	1,177	(21,155)
OCI, Debt Securities, Available-for-Sale, Gain (Loss), before Adjustment, after Tax	(35)	(641)	$ (35)	$ (641)
Currency Translation Adjustments [Member]
Other Comprehensive Income (Loss):
Total other comprehensive income (loss)	$ 3,088	$ (31,667)

XML

Consolidated Statements Of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Cash Flows from Operating Activities:
Net income (loss)	$ 23,062	$ (15,490)
Depreciation and amortization	53,867	62,879
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	53,867	62,879
Deferred income tax provision (benefit)	(871)	140
Net loss (gain) on sales of property and equipment	74	(2,828)
Noncash compensation	6,814	5,051
Other Noncash Income (Expense)	(3,282)	(983)
Increase (Decrease) in Accounts Receivable	(103,446)	(105,397)
Excluding the effects of acquisitions, increase (decrease) in cash from:
Inventory	(24,452)	(15,562)
Other operating assets	2,306	(6,576)
Currency translation effect on working capital, excluding cash	(996)	(3,657)
Current liabilities	22,390	(28,422)
Increase (Decrease) in Other Noncurrent Liabilities	2,066	(13,637)
Total adjustments to net income (loss)	(45,530)	(108,992)
Net Cash Provided by (Used in) Operating Activities	(22,468)	(124,482)
Cash Flows from Investing Activities:
Purchases of property and equipment	(40,736)	(35,814)
Distributions of capital from unconsolidated affiliates	2,520	134
Dispositions of property and equipment	4	3,585
Payments for (Proceeds from) Other Investing Activities	1,346	(3,000)
Net Cash Provided by (Used in) Investing Activities	(36,866)	(35,095)
Cash Flows from Financing Activities:
Other financing activities	(5,340)	(2,062)
Net Cash Provided by (Used in) Financing Activities	(5,340)	(2,062)
Effect of Exchange Rate on Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents	(52)	(8,063)
Net Increase (Decrease) in Cash and Cash Equivalents	(64,726)	(169,702)
Cash and Cash Equivalents—Beginning of Period	568,745	538,114
Cash and Cash Equivalents—End of Period	$ 504,019	$ 368,412

XML

Consolidated Statements of Equity - USD ($) $ in Thousands	Total	Maximum [Member] Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate	Restricted Stock Units (RSUs) [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Additional Paid-in Capital [Member] Restricted Stock Units (RSUs) [Member]	Additional Paid-in Capital [Member] Restricted Stock [Member]	Retained Earnings [Member]	Currency Translation Adjustments [Member]	Oceaneering Shareholders' Equity [Member]	Oceaneering Shareholders' Equity [Member] Restricted Stock Units (RSUs) [Member]	Noncontrolling Interest [Member]	Treasury Stock, Common	Treasury Stock, Common Restricted Stock Units (RSUs) [Member]	Treasury Stock, Common Restricted Stock [Member]
Beginning balance at Dec. 31, 2021	$ 511,024			$ 27,709	$ 173,608			$ 1,301,913	$ (366,458)	$ 504,961		$ 6,063	$ (631,811)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(19,210)							(19,210)		(19,210)
Other Comprehensive Income (Loss), Net of Tax	9,871								9,871	9,871
Restricted Stock or Unit Expense	(370)									(370)
Restricted stock and restricted stock unit activity						$ (19,082)								$ 19,452
Ending balance at Mar. 31, 2022	502,055			27,709	148,060			1,282,703	(356,587)	495,992		6,063	(605,893)
Beginning balance at Dec. 31, 2021	511,024			27,709	173,608			1,301,913	(366,458)	504,961		6,063	(631,811)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(15,490)
Other Comprehensive Income (Loss), Net of Tax	(21,796)
Ending balance at Jun. 30, 2022	476,728			27,709	150,539			1,286,423	(388,254)	470,665		6,063	(605,752)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Financing Receivable, Allowance for Credit Loss, Writeoff	2,500
Beginning balance at Mar. 31, 2022	502,055			27,709	148,060			1,282,703	(356,587)	495,992		6,063	(605,893)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)								3,720
Other Comprehensive Income (Loss), Net of Tax	(31,667)								(31,667)
Restricted stock and restricted stock unit activity			$ 2,620			2,479	$ (6,466)				$ 2,620			141	$ 6,466
Ending balance at Jun. 30, 2022	476,728			27,709	150,539			1,286,423	(388,254)	470,665		6,063	(605,752)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Right-of-use operating lease assets	139,611
Beginning balance at Dec. 31, 2022	525,804			27,709	155,858			1,327,854	(386,127)	519,741		6,063	(605,553)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	4,060							4,060		4,060
Other Comprehensive Income (Loss), Net of Tax	(1,946)									(1,946)
Restricted Stock or Unit Expense	(1,612)									(1,612)
Restricted stock and restricted stock unit activity						(26,963)	(3,884)							25,351	3,884
Ending balance at Mar. 31, 2023	526,306			27,709	125,011			1,331,914	(388,073)	520,243		6,063	(576,318)
Beginning balance at Dec. 31, 2022	525,804			27,709	155,858			1,327,854	(386,127)	519,741		6,063	(605,553)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	23,062
Other Comprehensive Income (Loss), Net of Tax	1,142
Ending balance at Jun. 30, 2023	551,482			27,709	127,552			1,350,916	(384,985)	545,419		6,063	(575,773)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Debt Instrument, Basis Spread on Variable Rate		325.00%
Financing Receivable, Allowance for Credit Loss, Writeoff	2,900
Beginning balance at Mar. 31, 2023	526,306			27,709	125,011			1,331,914	(388,073)	520,243		6,063	(576,318)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	19,002							19,002
Other Comprehensive Income (Loss), Net of Tax	3,088								3,088
Restricted stock and restricted stock unit activity						$ 2,807	$ (266)				$ 3,086			$ 279	$ 266
Ending balance at Jun. 30, 2023	551,482			$ 27,709	$ 127,552			$ 1,350,916	$ (384,985)	$ 545,419		$ 6,063	$ (575,773)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Right-of-use operating lease assets	$ 227,213

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Allowance for Credit Loss Statement - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021
Financing Receivable, Allowance for Credit Loss [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	$ 551,482	$ 526,306	$ 525,804	$ 476,728	$ 502,055	$ 511,024
Accounts Receivable, Allowance for Credit Loss	$ 2,200		$ 2,000

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Accounting Policies

6 Months Ended

Jun. 30, 2023

Accounting Policies [Abstract]

Allowance for Credit Losses [Text Block]

Allowances for Credit Loss—Financial Assets Measured at Amortized Costs. We identify our allowance for credit losses based on future expected losses when accounts receivable, contract assets or held-to-maturity loan receivables are created rather than when losses are probable.

We use the loss-rate method in developing the allowance for credit losses, which involves identifying pools of assets with similar risk characteristics, reviewing historical losses within the last three years and consideration of reasonable supportable forecasts of economic indicators. Changes in estimates, developing trends and other new information could have material effects on future evaluations.

We monitor the credit quality of our accounts receivable and other financing receivable amounts by frequent customer interaction, following economic and industry trends and reviewing specific customer data. Our other receivable amounts include contract assets and held-to-maturity loans receivable, which we consider to have a low risk of loss.

We consider macroeconomic conditions when assessing our credit risk exposure, including any impacts from the COVID-19 pandemic and new variants thereof, the Russia-Ukraine conflict and volatility in the financial services industry and the oil and natural gas markets and the effect thereof on our customers and various counterparties. We have determined the impacts to our credit loss expense are de minimis for the three- and six-month periods ended June 30, 2023 and 2022.

As of June 30, 2023, our allowance for credit losses was $2.2 million for accounts receivable and $0.3 million for other receivables. As of December 31, 2022, our allowance for credit losses was $2.0 million for accounts receivable and $0.3 million for other receivables. Our allowance for credit losses increased in the six months ended

June 30, 2023, as compared to the same period in the prior year primarily due to corresponding increases in revenue and accounts receivable.

Financial assets are written off when deemed uncollectible and there is no reasonable expectation of recovering the contractual cash flows. During the three- and six-month periods ended June 30, 2023, we did not write off any financial assets.

Accounts receivable are considered to be past due after the end of the contractual terms agreed to with the customer. There were no material past due amounts that we consider uncollectible for our financial assets as of June 30, 2023. We generally do not require collateral from our customers.

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Summary Of Major Accounting Policies

6 Months Ended

Jun. 30, 2023

Accounting Policies [Abstract]

Allowance for Credit Losses [Text Block]

Allowances for Credit Loss—Financial Assets Measured at Amortized Costs. We identify our allowance for credit losses based on future expected losses when accounts receivable, contract assets or held-to-maturity loan receivables are created rather than when losses are probable.

We use the loss-rate method in developing the allowance for credit losses, which involves identifying pools of assets with similar risk characteristics, reviewing historical losses within the last three years and consideration of reasonable supportable forecasts of economic indicators. Changes in estimates, developing trends and other new information could have material effects on future evaluations.

We monitor the credit quality of our accounts receivable and other financing receivable amounts by frequent customer interaction, following economic and industry trends and reviewing specific customer data. Our other receivable amounts include contract assets and held-to-maturity loans receivable, which we consider to have a low risk of loss.

We consider macroeconomic conditions when assessing our credit risk exposure, including any impacts from the COVID-19 pandemic and new variants thereof, the Russia-Ukraine conflict and volatility in the financial services industry and the oil and natural gas markets and the effect thereof on our customers and various counterparties. We have determined the impacts to our credit loss expense are de minimis for the three- and six-month periods ended June 30, 2023 and 2022.

As of June 30, 2023, our allowance for credit losses was $2.2 million for accounts receivable and $0.3 million for other receivables. As of December 31, 2022, our allowance for credit losses was $2.0 million for accounts receivable and $0.3 million for other receivables. Our allowance for credit losses increased in the six months ended

June 30, 2023, as compared to the same period in the prior year primarily due to corresponding increases in revenue and accounts receivable.

Financial assets are written off when deemed uncollectible and there is no reasonable expectation of recovering the contractual cash flows. During the three- and six-month periods ended June 30, 2023, we did not write off any financial assets.

Accounts receivable are considered to be past due after the end of the contractual terms agreed to with the customer. There were no material past due amounts that we consider uncollectible for our financial assets as of June 30, 2023. We generally do not require collateral from our customers.

Property, Plant, and Equipment and Intangible Assets

Property and Equipment, Long-Lived Intangible Assets and Right-of-Use Operating Lease Assets. We provide for depreciation of property and equipment on the straight-line method over estimated useful lives. We charge the costs of repair and maintenance of property and equipment to operations as incurred, and we capitalize the costs of improvements that extend asset lives or functionality. Upon the disposition of property and equipment, the related cost and accumulated depreciation accounts are relieved, and any resulting gain or loss is recognized as income.

We capitalize interest on assets where the construction period is anticipated to be more than three months. We did not capitalize interest in the three- and six-month periods ended June 30, 2023 and 2022. We do not allocate general administrative costs to capital projects.

Long-lived intangible assets, primarily acquired in connection with business combinations, include trade names, intellectual property and customer relationships and are being amortized over their respective estimated useful lives.

Our management periodically, and upon the occurrence of a triggering event, reviews the realizability of our property and equipment, long-lived intangible assets and right-of-use operating lease assets to determine whether any events or changes in circumstances indicate that the carrying amounts of the assets may not be recoverable. For long-lived assets to be held and used, we base our evaluation on impairment indicators such as the nature of the assets, the future economic benefits of the assets, any historical or future profitability measurements and other external market conditions or factors that may be present. If such impairment indicators are present or other factors exist that indicate that the carrying amount of an asset may not be recoverable, we determine whether an impairment has occurred through the use of an undiscounted cash flows analysis of the asset at the lowest level for which identifiable cash flows exist. If an impairment has occurred, we recognize a loss for the difference between the carrying amount and the fair value of the asset. We did not identify indicators of impairment for property and equipment, long-lived intangible assets or right-of-use operating lease assets for the three- and six-month periods ended June 30, 2023 and 2022.

For assets held for sale or disposal, the fair value of the asset is measured using fair market value less estimated costs to sell. Assets are classified as held for sale when we have a plan for disposal of certain assets and those assets meet the held for sale criteria.

For additional information regarding right-of-use operating lease assets, see “Leases” below.

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Revenue

6 Months Ended

Jun. 30, 2023

Revenue from Contract with Customer [Abstract]

Revenue

REVENUE

Revenue by Category

The following tables present revenue disaggregated by business segment, geographical region, and timing of transfer of goods or services.

			Three Months Ended				Six Months Ended
(in thousands)			Jun 30, 2023		Jun 30, 2022		Jun 30, 2023		Jun 30, 2022
Business Segment:
	Energy
		Subsea Robotics	$	186,512	$	157,123	$	355,673	$	285,112
		Manufactured Products	124,882		105,456		237,821		188,148
		Offshore Projects Group	130,547		116,457		234,854		213,854
		Integrity Management & Digital Solutions	63,166		59,438		123,249		116,008
	Total Energy		505,107		438,474		951,597		803,122
	Aerospace and Defense Technologies		92,803		85,557		183,300		167,068
		Total	$	597,910	$	524,031	$	1,134,897	$	970,190
Geographic Operating Areas:
	Foreign:
		Africa	$	78,247	$	67,910	$	161,975	$	131,319
		Asia and Australia	57,690		49,544		110,584		99,105
		United Kingdom	54,268		46,131		94,633		84,888
		Norway	48,508		47,911		93,448		93,188
		Brazil	47,993		37,951		88,608		68,302
		Other	43,848		21,120		69,021		44,168
	Total Foreign		330,554		270,567		618,269		520,970
	United States		267,356		253,464		516,628		449,220
Total			$	597,910	$	524,031	$	1,134,897	$	970,190
Timing of Transfer of Goods or Services:
	Revenue recognized over time		$	557,968	$	484,722	$	1,053,452	$	901,725
	Revenue recognized at a point in time		39,942		39,309		81,445		68,465
Total			$	597,910	$	524,031	$	1,134,897	$	970,190

Contract Balances

Our contracts with milestone payments have, in the aggregate, a significant impact on the contract asset and the contract liability balances. Milestones are contractually agreed with customers and relate to significant events across the contract lives. Some milestones are achieved before revenue is recognized, resulting in a contract liability, while other milestones are achieved after revenue is recognized, resulting in a contract asset.

The following table provides information about contract assets and contract liabilities from contracts with customers.

	Six months ended
(in thousands)	Jun 30, 2023		Jun 30, 2022
Total contract assets, beginning of period	$	184,847	$	164,847
Revenue accrued	1,077,338		915,969
Amounts billed	(1,047,179)		(892,144)
Total contract assets, end of period	$	215,006	$	188,672
Total contract liabilities, beginning of period	$	112,950	$	88,175
Deferrals of milestone payments	65,465		24,084
Recognition of revenue for goods and services	(59,394)		(55,696)
Total contract liabilities, end of period	$	119,021	$	56,563

Performance Obligations

As of June 30, 2023, the aggregate amount of the transaction price allocated to remaining performance obligations that were unsatisfied (or partially unsatisfied) was $368 million. In arriving at this value, we have used two expedients available to us and are not disclosing amounts in relation to performance obligations: (1) that are part of contracts with an original expected duration of one year or less; or (2) on contracts where we recognize revenue in line with the billing. Of this amount, we expect to recognize revenue of $288 million over the next 12 months, $76 million within the next 24 months and we expect to recognize substantially all of the remaining balance of $3.3 million within the next 36 months.

In our Manufactured Products and ADTech segments, we have long-term contracts that extend beyond one year, and these make up the majority of the performance obligations balance reported as of June 30, 2023. We also have shorter-term product contracts with an expected original duration of one year or less that have been excluded.

Where appropriate, we have made estimates within the transaction price of elements of variable consideration within the contracts and constrained those amounts to a level where we consider it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The amount of revenue recognized in the three- and six-month periods ended June 30, 2023 and 2022, that was associated with performance obligations completed or partially completed in prior periods was not significant.

As of June 30, 2023, there were no significant outstanding liability balances for refunds or returns due to the nature of our contracts and the services and products we provide. Our warranties are limited to assurance warranties that are of a standard length and are not considered to be material rights. The majority of our contracts consist of a single performance obligation. When there are multiple obligations, we look for observable evidence of stand-alone selling prices on which to base the allocation. This involves judgment as to the appropriateness of the observable evidence relating to the facts and circumstances of the contract. If we do not have observable evidence, we estimate stand-alone selling prices by taking a cost-plus-margin approach, using typical margins from the type of product or service, customer and regional geography involved.

Costs to Obtain or Fulfill a Contract

In line with the available practical expedient, we capitalize incremental costs to obtain a contract that would not have been incurred if the contract had not been obtained when those amounts are significant and the contract is expected at inception to exceed one year in duration. Our costs to obtain a contract primarily consist of bid and proposal costs, which are generally expensed in the period when incurred. There were no balances or amortization of costs to obtain a contract in the current reporting periods.

Costs to fulfill a contract primarily consist of certain mobilization costs incurred to provide services or products to our customers. These costs are deferred and amortized over the period of contract performance. The closing balance of costs to fulfill a contract was $7.4 million and $10 million as of June 30, 2023, and December 31, 2022, respectively. For the three- and six-month periods ended June 30, 2023, we recorded amortization expense of $1.6 million and $2.8 million, respectively. For the three- and six-month periods ended June 30, 2022, we recorded amortization expense of $1.3 million and $3.1 million, respectively. No impairment costs were recognized.

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Selected Balance Sheet Information

6 Months Ended

Jun. 30, 2023

Balance Sheet Related Disclosures [Abstract]

Selected Balance Sheet Information

SELECTED BALANCE SHEET INFORMATION

The following is information regarding selected balance sheet accounts:

(in thousands)		Jun 30, 2023		Dec 31, 2022
Inventory:
	Manufactured Products	$	98,613	$	91,896
	Subsea Robotics	91,639		81,701
	Other inventory	18,575		10,778
	Total	$	208,827	$	184,375
Other current assets:
	Prepaid expenses	$	71,259	$	56,170
	Angolan bonds	6,369		6,369
	Total	$	77,628	$	62,539
Accrued liabilities:
	Payroll and related costs	$	130,852	$	122,380
	Accrued job costs	62,658		57,310
	Income taxes payable	44,320		44,966
	Current operating lease liability	46,119		19,580
	Accrued interest	9,819		10,180
	Other	51,193		53,030
	Total	$	344,961	$	307,446

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Debt

6 Months Ended

Jun. 30, 2023

Debt Disclosure [Abstract]

Debt

DEBT

The following table presents information about long-term debt: 

	(in thousands)	Jun 30, 2023		Dec 31, 2022
4.650% Senior Notes due 2024		$	400,000	$	400,000
6.000% Senior Notes due 2028		300,000		300,000
Interest rate swap settlements		3,248		4,371
Unamortized debt issuance costs		(2,844)		(3,398)
Long-term debt		$	700,404	$	700,973

In November 2014, we completed the public offering of $500 million aggregate principal amount of 4.650% Senior Notes due 2024 (the “2024 Senior Notes”). We pay interest on the 2024 Senior Notes on May 15 and November 15 of each year. The 2024 Senior Notes are scheduled to mature on November 15, 2024.

In February 2018, we completed the public offering of $300 million aggregate principal amount of 6.000% Senior Notes due 2028 (the “2028 Senior Notes”). We pay interest on the 2028 Senior Notes on February 1 and August 1 of each year. The 2028 Senior Notes are scheduled to mature on February 1, 2028. We used the net proceeds from the 2028 Senior Notes to repay our term loan indebtedness described further below.

We may redeem some or all of the 2024 Senior Notes and 2028 Senior Notes (collectively, the “Senior Notes”) at specified redemption prices. In the three- and six-month periods ended June 30, 2023 and 2022, we did not repurchase any of the Senior Notes.

On April 8, 2022, we entered into a senior secured revolving credit agreement with a group of banks (the “Revolving Credit Agreement”) that will mature in April 2026, or 91 days prior to the maturity date of the 2024 Senior Notes if either we have not prepaid such notes by such date or our Liquidity (as defined in the Revolving Credit Agreement) is less than $175 million on such date. The Revolving Credit Agreement includes a $215 million revolving credit facility (the “Revolving Credit Facility”) with a $100 million sublimit for the issuance of letters of credit. Our

obligations under the Revolving Credit Agreement are guaranteed by certain of our wholly owned subsidiaries and are secured by first priority liens on certain of our assets and those of the guarantors, including, among other things, intellectual property, inventory, accounts receivable, equipment and equity interests in subsidiaries. As of June 30, 2023, we had no borrowings outstanding under the Revolving Credit Facility and no letters of credit outstanding under the Revolving Credit Agreement.

We may borrow under the Revolving Credit Facility at either (1) a base rate, determined as the greatest of (A) the prime rate of Wells Fargo Bank, National Association, (B) the federal funds effective rate plus 1⁄2 of 1% and (C) Adjusted Term SOFR (as defined in the Revolving Credit Agreement for a one-month tenor plus 1%, in each case plus the applicable margin, which varies from 1.25% to 2.25% depending on our Consolidated Net Leverage Ratio (as defined in the Revolving Credit Agreement), or (2) Adjusted Term SOFR plus the applicable margin, which varies from 2.25% to 3.25% depending on our Consolidated Net Leverage Ratio. We will also pay a facility fee based on the amount of the underlying commitment that is being utilized, which fee varies from 0.300% to 0.375%, with the higher rate owed when we use the Revolving Credit Facility less.

The Revolving Credit Agreement includes financial covenants that are tested on a quarterly basis, based on the rolling four-quarter period that ends on the last day of each fiscal quarter. The maximum permitted Consolidated Net Leverage Ratio was initially 4.00 to 1.00 and will decrease to 3.25 to 1.00 during the term of the Revolving Credit Facility. As of June 30, 2023, the Consolidated Net Leverage Ratio was 3.50 to 1.00. The minimum Consolidated Interest Coverage Ratio (as defined in the Revolving Credit Agreement) is 3.00 to 1.00 throughout the term of the Revolving Credit Facility. Availability under the Revolving Credit Facility may be limited by these financial covenants and the requirement that any borrowing under the Revolving Credit Facility not require the granting of any liens to secure the 2024 Notes or the 2028 Notes. The indentures governing the 2024 Notes and the 2028 Notes generally limit our ability to incur secured debt for borrowed money (such as borrowings under the Revolving Credit Facility) to 15% of our Consolidated Net Tangible Assets (as defined in such indentures). As of June 30, 2023, the full $215 million was available to borrow under the Revolving Credit Facility. In addition, the Revolving Credit Agreement contains various covenants that we believe are customary for agreements of this nature, including, but not limited to, restrictions on our ability and the ability of each of our subsidiaries to incur debt, grant liens, make certain investments, make distributions, merge or consolidate, sell assets and enter into certain restrictive agreements. As of June 30, 2023, we were in compliance with all of the covenants set forth in the Revolving Credit Agreement.

We had two interest rate swaps in place relating to a total of $200 million of the 2024 Senior Notes for the period to November 2024. The agreements swapped the fixed interest rate of 4.65% on $100 million of the 2024 Senior Notes to the floating rate of one-month LIBOR plus 2.426% and on another $100 million to one-month LIBOR plus 2.823%. In March 2020, we settled both interest rate swaps with the counterparty for cash proceeds of $13 million. The settlement resulted in a $13 million increase to our long-term debt balance that will be amortized to interest expense prospectively through the maturity date for the 2024 Senior Notes using the effective interest method. As a result, we amortized $0.5 million and $1.1 million to interest expense for the three- and six-month periods ended June 30, 2023, respectively, and $0.5 million and $1.1 million to interest expense for the three- and six-month periods ended June 30, 2022, respectively.

We incurred $6.9 million and $4.2 million of issuance costs related to the 2024 Senior Notes and the 2028 Senior Notes, respectively, and $3.9 million of loan costs related to the Revolving Credit Agreement. These costs, net of accumulated amortization, are included as a reduction of long-term debt on our Consolidated Balance Sheets, as they pertain to the Senior Notes, and in other noncurrent assets, as they pertain to the Revolving Credit Agreement. We are amortizing these costs to interest expense through the respective maturity dates for the Senior Notes and the Revolving Credit Agreement using the straight-line method, which approximates the effective interest rate method. As a result, we amortized $0.6 million and $1.1 million to interest expense for the three- and six-month periods ended June 30, 2023, respectively, and $0.7 million and $1.0 million to interest expense for the three- and six-month periods ended June 30, 2022, respectively.

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Commitments And Contingencies

6 Months Ended

Jun. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments And Contingencies

COMMITMENTS AND CONTINGENCIES

Litigation. In the ordinary course of business, we are, from time to time, involved in litigation or subject to disputes, governmental investigations or claims related to our business activities, including, among other things:

•performance- or warranty-related matters under our customer and supplier contracts and other business arrangements; and

•workers’ compensation claims, Jones Act claims, occupational hazard claims, premises liability claims and other claims.

Although we cannot predict the ultimate outcome of these matters, we believe that our ultimate liability, if any, that may result from these other actions and claims will not have a material adverse effect on our consolidated financial condition, results of operations or cash flows. However, because of the inherent uncertainty of litigation and other dispute resolution proceedings and, in some cases, the availability and amount of potentially available insurance, we can provide no assurance that the resolution of any particular claim or proceeding to which we are a party will not have a material effect on our consolidated financial condition, results of operations or cash flows for the fiscal period in which that resolution occurs.

Financial Instruments and Risk Concentration. In the normal course of business, we manage risks associated with foreign exchange rates and interest rates through a variety of strategies, including the use of hedging transactions. As a matter of policy, we do not use derivative instruments unless we have an underlying exposure. Other financial instruments that potentially subject us to concentrations of credit risk are principally cash and cash equivalents and accounts receivable.

The carrying values of cash and cash equivalents approximate their fair values due to the short-term maturity of the underlying instruments. Accounts receivable are generated from a broad group of customers, primarily from the energy industry and the U.S. government, which are major sources of our revenue. Due to their short-term nature, carrying values of our accounts receivable and accounts payable approximate fair market values.

We estimated the aggregate fair market value of the Senior Notes to be $675 million as of June 30, 2023, based on quoted prices. Since the market for the Senior Notes is not an active market, the fair value of the Senior Notes is classified within Level 2 in the fair value hierarchy under U.S. GAAP (inputs other than quoted prices in active markets for similar assets and liabilities that are observable or can be corroborated by observable market data for substantially the full terms for the assets or liabilities).

Foreign currency gains (losses) related to the Angolan kwanza of $(6.5) million and $1.2 million in the three-month periods ended June 30, 2023 and 2022, respectively, and $(6.0) million and $2.1 million in the six-month periods ended June 30, 2023 and 2022, respectively, were primarily related to increasing (declining) exchange rates for the Angolan kwanza relative to the U.S. dollar. We recorded foreign currency transaction gains (losses) related to the Angolan kwanza as a component of other income (expense), net in our Consolidated Statements of Operations.

Any conversion of cash balances from kwanza to U.S. dollars is controlled by the central bank in Angola. As of June 30, 2023, and December 31, 2022, we had the equivalent of approximately $4.4 million and $5.6 million, respectively, of kwanza cash balances in Angola reflected on our Consolidated Balance Sheets.

To mitigate our currency exposure risk in Angola, we have used kwanza to purchase equivalent Angolan central bank (Banco Nacional de Angola) bonds. The bonds are denominated as U.S. dollar equivalents, so that, upon payment of semi-annual interest and principal upon maturity, payment is made in kwanza, equivalent to the respective U.S. dollars at the then-current exchange rate. As of June 30, 2023, and December 31, 2022, we had $6.2 million, respectively, of U.S. dollar equivalent Angolan bonds. These bonds mature in September 2023 and are classified as available-for-sale securities; accordingly, they are recorded at fair market value in other current assets in our Consolidated Balance Sheets. We did not sell any of our remaining Angolan bonds in the three- and six-month periods ended June 30, 2023 and 2022.

We estimated the fair market value of the Angolan bonds to be $6.4 million as of June 30, 2023, and December 31, 2022, using quoted market prices. Since the market for the Angolan bonds is not an active market, the fair value of the Angolan bonds is classified within Level 2 in the fair value hierarchy under U.S. GAAP. As of June 30, 2023, and December 31, 2022, we had $0.1 million in unrealized gains, net of tax, related to these bonds as a component of accumulated other comprehensive loss in our Consolidated Balance Sheets.

In the three-month period ended June 30, 2021, we were notified by a customer in our Manufactured Products segment that it was suspending a contract that was substantially complete. Specific to this contract, we billed and received $11 million of accounts receivable during the first six months of 2023. As of June 30, 2023, we had outstanding contract assets of approximately $20 million for the contract and no contract liabilities. As of December 31, 2022, we had outstanding contract assets of approximately $19 million for the contract and contract liabilities of $0.6 million prepaid for storage of components. We are in discussions with the customer concerning the

timing of remaining payments. We continue to believe that we will realize these contract assets at their book values, although we can provide no assurance as to the timing of receipt of the remaining payments.

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Earnings (Loss) Per Share, Stock-Based Compensation and Share Repurchase Plan

6 Months Ended

Jun. 30, 2023

Shareholders' Equity, Earnings Per Share And Stock-Based Compensation [Abstract]

Shareholders' Equity and Share-based Payments

EARNINGS (LOSS) PER SHARE, SHARE-BASED COMPENSATION AND SHARE REPURCHASE PLAN

Earnings (Loss) per Share. For each period presented, the only difference between our calculated weighted-average basic and diluted number of shares outstanding is the effect of outstanding restricted stock units. In periods where we have a net loss, the effect of our outstanding restricted stock units is anti-dilutive, and therefore does not increase our diluted shares outstanding.

For each period presented, our net income (loss) allocable to both common shareholders and diluted common shareholders is the same as our net income (loss) in our consolidated statements of operations.

Share-Based Compensation. Annually, the Compensation Committee grants restricted units of our common stock to certain of our key executives and employees and restricted common stock to our nonemployee directors. The restricted stock units granted to our key executives and key employees generally vest in full on the third anniversary of the award date, conditional on continued employment through such vesting date. The restricted stock unit grants can vest pro rata over three years, provided the individual meets certain age and years-of-service requirements. The grants of restricted stock to our nonemployee directors generally vest in full on the first anniversary of the award date, conditional upon continued service as a director, except for the 2023 grant to one director who retired from our board of directors as of the date of our annual meeting of shareholders in May 2023, which restricted stock grant vested on that date. Each grantee of shares of restricted stock is deemed to be the record owner of those shares during the restriction period, with the right to vote and receive any dividends on those shares. The restricted stock units outstanding have no voting or dividend rights.

For each of the restricted stock units granted in 2021 through June 30, 2023, at the earlier of three years after grant or at termination of employment or service, the grantee will be issued one share of our common stock for each unit vested. As of June 30, 2023, and December 31, 2022, respective totals of 2,386,799 and 2,535,807 shares of restricted stock and restricted stock units were outstanding.

We estimate that share-based compensation cost not yet recognized related to shares of restricted stock or restricted stock units, based on their grant-date fair values, was $17 million as of June 30, 2023. This expense is being recognized on a graded-vesting basis over three years for awards attributable to individuals meeting certain age and years-of-service requirements, and on a straight-line basis over the applicable vesting period of one or three years for the other awards.

Share Repurchase Plan. In December 2014, our Board of Directors approved a share repurchase program under which we may repurchase up to 10 million shares of our common stock on a discretionary basis. Under the program, which has no expiration date, we had repurchased 2.0 million shares for $100 million through December 31, 2015. We have not repurchased any shares under this plan since 2015 and are not obligated to make any future repurchases. We account for the shares we hold in treasury under the cost method, at average cost.

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Income Taxes

6 Months Ended

Jun. 30, 2023

Income Tax Disclosure [Abstract]

Income Taxes

INCOME TAXES

Our tax provision is based on (1) our earnings for the period and other factors affecting the tax provision and (2) the operations of foreign branches and subsidiaries that are subject to local income and withholding taxes. Factors that affect our tax rate include our profitability levels in general and the geographical mix of our results. The effective tax rate for the three- and six-month periods ended June 30, 2023 and 2022, was different than the U.S. federal statutory rate of 21%, primarily due to the geographical mix of revenue and earnings, changes in valuation allowances and uncertain tax positions, and other discrete items. We do not believe a comparison of the effective tax rate for the three- and six-month periods ended June 30, 2023 and 2022, is meaningful. We continue to make an assertion to indefinitely reinvest the unrepatriated earnings of any foreign subsidiary that would incur material tax consequences upon the distribution of such earnings.

During the three-month period ended June 30, 2023, we received refunds of $23 million, including interest of $1.7 million which was recorded as a tax benefit, under the U.S. Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). The outstanding refund of $20 million was classified as other noncurrent assets on our balance sheet as of December 31, 2022.

We conduct our international operations in jurisdictions that have varying laws and regulations regarding income and other taxes, some of which are subject to different interpretations. We recognize benefit for an uncertain tax position if it is more likely than not to be sustainable upon audit by the applicable taxing authority. If this threshold is met, the uncertain tax position is then measured and recognized at the largest amount that we believe is greater than 50% likely of being realized upon ultimate settlement.

We have accrued a net total of $16 million and $11 million in other long-term liabilities on our consolidated balance sheet for worldwide unrecognized tax liabilities as of June 30, 2023, and December 31, 2022, respectively. We account for any applicable interest and penalties related to uncertain tax positions as a component of our provision for income taxes in our consolidated financial statements. Changes in our management's judgment related to those liabilities would affect our effective income tax rate in the periods of change.

Our tax returns are subject to audit by taxing authorities in multiple jurisdictions. These audits often take years to complete and settle. The following table lists the earliest tax years open to examination by tax authorities where we have significant operations:

Jurisdiction	Periods
United States	2014
United Kingdom	2020
Norway	2018
Angola	2015
Brazil	2018
Australia	2018

We have ongoing tax audits and judicial tax appeals in various jurisdictions. The outcome of these audits and judicial tax appeals may have an impact on uncertain tax positions for income tax returns subsequently filed in those jurisdictions.

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Business Segment Information

6 Months Ended

Jun. 30, 2023

Segment Reporting, Measurement Disclosures [Abstract]

Business Segment Information

USINESS SEGMENT INFORMATION

We are a global technology company delivering engineered services and products and robotic solutions to the offshore energy, defense, aerospace, manufacturing and entertainment industries.

Our Energy business leverages our asset base and capabilities for providing services and products for offshore energy operations, inclusive of the offshore renewable energy market. Our Energy segments are:

•Subsea Robotics—Our Subsea Robotics segment provides the following:

◦Remotely Operated Vehicles (“ROVs”) for drill support and vessel-based services, including subsea hardware installation, construction, pipeline inspection, survey and facilities inspection, maintenance and repair;

◦ROV tooling; and

◦survey services, including hydrographic survey and positioning services and autonomous underwater vehicles for geoscience.

•Manufactured Products—Our Manufactured Products segment provides the following:

◦distribution and connection systems including production control umbilicals and field development hardware and pipeline connection and repair systems to the energy industry; and

◦autonomous mobile robotic technology and entertainment systems to a variety of industries.

•Offshore Projects Group—Our OPG segment provides the following:

◦subsea installation and intervention, including riserless light well intervention services, inspection, maintenance and repair (“IMR”) services, principally in the U.S. Gulf of Mexico and offshore Angola, utilizing owned and charter vessels;

◦installation and workover control systems and ROV workover control systems;

◦diving services;

◦project management and engineering; and

◦drill pipe riser services and systems and wellhead load relief solutions.

•Integrity Management & Digital Solutions—Our Integrity Management & Digital Solutions (“IMDS”) segment provides the following:

◦asset integrity management services;

◦software and analytical solutions for the maritime industry; and

◦software, digital and connectivity solutions for the energy industry.

Our Aerospace and Defense Technologies segment provides services and products, including engineering and related manufacturing in defense and space exploration activities, principally to U.S. Government agencies and their prime contractors.

Unallocated Expenses are those not associated with a specific business segment. These consist of expenses related to our incentive and deferred compensation plans, including restricted stock and bonuses, as well as other general expenses, including corporate administrative expenses.

There are no differences in the basis of segmentation or in the basis of measurement of segment profit or loss from

those used in our consolidated financial statements for the year ended December 31, 2022.

The following table presents revenue, income (loss) from operations and depreciation and amortization expense, by business segment:

	Three Months Ended						Six Months Ended
(in thousands)	Jun 30, 2023		Jun 30, 2022		Mar 31, 2023		Jun 30, 2023		Jun 30, 2022
Revenue
Energy
Subsea Robotics	$	186,512	$	157,123	$	169,161	$	355,673	$	285,112
Manufactured Products	124,882		105,456		112,939		237,821		188,148
Offshore Projects Group	130,547		116,457		104,307		234,854		213,854
Integrity Management & Digital Solutions	63,166		59,438		60,083		123,249		116,008
Total Energy	505,107		438,474		446,490		951,597		803,122
Aerospace and Defense Technologies	92,803		85,557		90,497		183,300		167,068
Total	$	597,910	$	524,031	$	536,987	$	1,134,897	$	970,190
Income (Loss) from Operations
Energy
Subsea Robotics	$	42,227	$	25,938	$	33,654	$	75,881	$	37,490
Manufactured Products	10,607		(1,365)		11,280		21,887		1,278
Offshore Projects Group	17,132		17,535		5,514		22,646		18,201
Integrity Management & Digital Solutions	3,844		3,436		3,082		6,926		6,944
Total Energy	73,810		45,544		53,530		127,340		63,913
Aerospace and Defense Technologies	11,357		8,961		8,496		19,853		20,805
Unallocated Expenses	(35,968)		(31,655)		(35,276)		(71,244)		(62,907)
Total	$	49,199	$	22,850	$	26,750	$	75,949	$	21,811
Depreciation and Amortization
Energy
Subsea Robotics	$	13,356	$	17,531	$	14,940	$	28,296	$	36,532
Manufactured Products	3,013		3,020		3,044		6,057		6,092
Offshore Projects Group	6,976		7,107		7,128		14,104		14,404
Integrity Management & Digital Solutions	939		1,034		858		1,797		2,064
Total Energy	24,284		28,692		25,970		50,254		59,092
Aerospace and Defense Technologies	632		821		653		1,285		1,477
Unallocated Expenses	1,130		1,347		1,198		2,328		2,310
Total	$	26,046	$	30,860	$	27,821	$	53,867	$	62,879

We determine Income (Loss) from Operations for each business segment before interest income or expense, other income (expense) and provision for income taxes. We do not consider an allocation of these items to be practical.

Depreciation and Amortization

Depreciation expense on property and equipment, reflected in Depreciation and Amortization, was $24 million, $29 million and $26 million in the three-month periods ended June 30, 2023 and 2022, and March 31, 2023, respectively, and $50 million and $59 million in the six-month periods ended June 30, 2023 and 2022, respectively.

Amortization expense on long-lived intangible assets, reflected in Depreciation and Amortization, was $1.8 million, $1.9 million and $1.7 million in the three-month periods ended June 30, 2023 and 2022, and March 31, 2023, respectively, and $3.5 million and $3.5 million in the six-month periods ended June 30, 2023 and 2022, respectively.

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Insider Trading Arrangements	3 Months Ended
	Jun. 30, 2023
Trading Arrangements, by Individual
Non-Rule 10b5-1 Arrangement Adopted	true

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Summary Of Major Accounting Policies (Policy)

6 Months Ended

Jun. 30, 2023

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation. Oceaneering International, Inc. (“Oceaneering,” “we” “our” or “us”) has prepared these unaudited consolidated financial statements pursuant to instructions for quarterly reports on Form 10-Q, which we are required to file with the United States Securities and Exchange Commission (the “SEC”). These financial statements do not include all information and footnotes normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). These financial statements reflect all adjustments that we believe are necessary to present fairly our financial position as of June 30, 2023, and our results of operations and cash flows for the periods presented. Except as otherwise disclosed herein, all such adjustments are of a normal and recurring nature. These financial statements should be read in conjunction with the consolidated financial statements and related notes included in our annual report on Form 10-K for the year ended December 31, 2022. The results for interim periods are not necessarily indicative of annual results.

Principles of Consolidation

Principles of Consolidation. The consolidated financial statements include the accounts of Oceaneering and our 50% or more owned and controlled subsidiaries. We also consolidate entities that are determined to be variable interest entities if we determine that we are the primary beneficiary; otherwise, we account for those entities using the equity method of accounting. We use the equity method to account for our investments in unconsolidated affiliated companies of which we own an equity interest of between 20% and 50% and as to which we have significant influence, but not control, over operations. We use the cost method for all other long-term investments. Investments in entities that we do not consolidate are reflected on our balance sheet in other noncurrent assets. All significant intercompany accounts and transactions have been eliminated in consolidation.

Use Of Estimates

Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires that our management make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expense during the reporting period. Actual results could differ from those estimates.Reclassifications. Certain amounts from prior periods have been reclassified to conform with the current period presentation.

Cash and Cash Equivalents

Cash and Cash Equivalents. Cash and cash equivalents include demand deposits and highly liquid investments with original maturities of three months or less from the date of investment.

Inventory

Inventory. Inventory is valued at the lower of cost or net realizable value. We determine cost using the weighted-average method. We periodically review the value of items in inventory and record write-downs or write-offs of inventory based on our assessment of market conditions. Write-downs and write-offs are charged to cost of services and products. We did not record any write-downs or write-offs of inventory in the three- and six-month periods ended June 30, 2023 and 2022.

Property and Equipment

Goodwill. Our goodwill is evaluated for impairment annually and whenever we identify certain triggering events or circumstances that would more likely than not reduce the fair value of a reporting unit below its carrying amount.

In our annual evaluation of goodwill, we perform a qualitative or quantitative impairment test. Under the qualitative approach, if we determine that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, we are required to perform the quantitative analysis to determine the fair value for the reporting unit. We then compare the fair value of the reporting unit with its carrying amount and recognize an impairment loss for the amount by which the carrying amount exceeds the fair value of the reporting unit. The loss recognized should not exceed the total amount of goodwill allocated to the reporting unit. We also consider income tax effects from any tax-deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if

applicable. We did not identify indicators of impairment for goodwill for the three- and six-month periods ended June 30, 2023 and 2022.

Leases

Leases. We determine whether a contract is or contains a lease at inception, whether as a lessee or a lessor. We take into consideration the elements of an identified asset, right to control and the receipt of economic benefit in making those determinations.

As a lessor, we lease certain types of equipment along with the provision of services and utilize the expedient allowing us to combine the lease and non-lease components into a combined component that is accounted for (1) under “Leases” (“ASC 842”), when the lease component is predominant, and (2) under the accounting standard “Revenue from Contracts with Customers” (“ASC 606”), when the service component is predominant. In general, when we have a service component, it is typically the predominant element and leads to accounting under ASC 606.

As a lessor, we lease certain types of equipment, often providing services at the same time. These leases can be priced on a dayrate or lump-sum basis for periods ranging from a few days to multi-year contracts. These leases are negotiated on commercial terms at market rates and many carry standard options to extend or terminate at our

customer's discretion. These leases generally do not contain options to purchase, material restrictions or covenants that impact our accounting for leases.

As a lessee, we lease land, buildings, vessels and equipment for the operation of our business and to support some of our service line revenue streams. These generally carry lease terms that range from days for operational and support equipment to 15 years for land and buildings. These leases are negotiated on commercial terms at market rates and many carry standard options to extend or terminate at our discretion. When the exercise of those options is reasonably certain, we include them in the lease assessment. Our leases do not contain material restrictions or covenants that impact our accounting for them, nor do we provide residual value guarantees.

As a lessee, we utilize the practical expedients to not recognize leases with an initial lease term of 12 months or less on the balance sheet and to combine lease and non-lease components together and account for the combined component as a lease for all asset classes, except real estate.

Right-of-use operating lease assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement or modification date. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate, based on the information available at commencement or modification date in determining the present value of future payments. In determining the incremental borrowing rate, we considered our external credit ratings, bond yields for us and our identified peers, the risk-free rate in geographic regions where we operate, and the impact associated with providing collateral over a similar term as the lease for an amount equal to the future lease payments. Our right-of-use operating lease assets also include any lease prepayments made and exclude lease incentives and initial direct costs incurred. Our lease terms may include options to extend or terminate the lease. These options are included in the lease term when it is reasonably certain that we will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term.

Revenue

Revenue Recognition. All our revenue is realized through contracts with customers. We recognize our revenue according to the contract type. On a daily basis, we recognize service revenue over time for contracts that provide for specific time, material and equipment charges, which we bill periodically, ranging from weekly to monthly. We use the input method to recognize revenue, because each day of service provided represents value to the customer. The performance obligations in these contracts are satisfied, and revenue is recognized, as the work is performed. When appropriate, we apply the practical expedient to recognize revenue for the amount invoiced when the invoice corresponds directly to the value of our performance to date.

We account for significant fixed-price contracts, mainly relating to our Manufactured Products segment, and to a lesser extent in our Offshore Projects Group (“OPG”) and Aerospace and Defense Technologies (“ADTech”) segments, by recognizing revenue over time using the cost-to-cost input method. A performance obligation is satisfied as we create a product on behalf of the customer over the life of the contract. The remainder of our revenue is recognized at the point in time when control transfers to the customer, thus satisfying the performance obligation.

We have elected to recognize the cost for freight and shipping as an expense when incurred. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, and that are collected by us from customers, are excluded from revenue.

In our service-based business lines, we principally charge on a dayrate basis for services provided. In our product-based business lines, predominantly in our Manufactured Products segment, we recognize revenue and profit using the percentage-of-completion method and exclude uninstalled materials and significant inefficiencies from the measure of progress.

We apply judgment in the determination and allocation of transaction price to performance obligations, and the subsequent recognition of revenue, based on the facts and circumstances of each contract. We routinely review estimates related to our contracts and, when required, reflect revisions to profitability in earnings immediately. If an element of variable consideration has the potential for a significant future reversal of revenue, we will constrain that variable consideration to a level intended to remove the potential future reversal. If a current estimate of total contract cost indicates an ultimate loss on a contract, we recognize the projected loss in full when we determine it. During the three- and six-month periods ended June 30, 2023, we recognized projected losses of $2.9 million for entertainment business contracts in our Manufactured Products segment. During the three- and six-month periods ended June 30, 2022, we recognized projected losses of $2.5 million for contracts in our Manufactured Products segment. There could be significant adjustments to overall contract costs in the future, due to changes in facts and circumstances.

In general, our payment terms consist of those services billed regularly as provided and those products delivered at a point in time, which are invoiced after the performance obligation is satisfied. Our product and service contracts with milestone payments due at agreed progress points during the contract are invoiced when those milestones are reached, which may differ from the timing of revenue recognition. Our payment terms generally do not provide financing of contracts to customers, nor do we receive financing from customers as a result of these terms.

See Note 3—“Revenue” for more information on our revenue from contracts with customers.

New Accounting Pronouncements, Policy

ACCOUNTING STANDARDS UPDATEThere are no new accounting standards issued in the six months ended June 30, 2023, that would have a material impact on our consolidated financial statements.

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Allowance for Credit Losses Notes (Policies)

6 Months Ended

Jun. 30, 2023

Accounting Policies Credit Losses [Abstract]

Allowance for Credit Losses [Text Block]

Allowances for Credit Loss—Financial Assets Measured at Amortized Costs. We identify our allowance for credit losses based on future expected losses when accounts receivable, contract assets or held-to-maturity loan receivables are created rather than when losses are probable.

We use the loss-rate method in developing the allowance for credit losses, which involves identifying pools of assets with similar risk characteristics, reviewing historical losses within the last three years and consideration of reasonable supportable forecasts of economic indicators. Changes in estimates, developing trends and other new information could have material effects on future evaluations.

We monitor the credit quality of our accounts receivable and other financing receivable amounts by frequent customer interaction, following economic and industry trends and reviewing specific customer data. Our other receivable amounts include contract assets and held-to-maturity loans receivable, which we consider to have a low risk of loss.

We consider macroeconomic conditions when assessing our credit risk exposure, including any impacts from the COVID-19 pandemic and new variants thereof, the Russia-Ukraine conflict and volatility in the financial services industry and the oil and natural gas markets and the effect thereof on our customers and various counterparties. We have determined the impacts to our credit loss expense are de minimis for the three- and six-month periods ended June 30, 2023 and 2022.

As of June 30, 2023, our allowance for credit losses was $2.2 million for accounts receivable and $0.3 million for other receivables. As of December 31, 2022, our allowance for credit losses was $2.0 million for accounts receivable and $0.3 million for other receivables. Our allowance for credit losses increased in the six months ended

June 30, 2023, as compared to the same period in the prior year primarily due to corresponding increases in revenue and accounts receivable.

Financial assets are written off when deemed uncollectible and there is no reasonable expectation of recovering the contractual cash flows. During the three- and six-month periods ended June 30, 2023, we did not write off any financial assets.

Accounts receivable are considered to be past due after the end of the contractual terms agreed to with the customer. There were no material past due amounts that we consider uncollectible for our financial assets as of June 30, 2023. We generally do not require collateral from our customers.

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Revenue (Tables)

6 Months Ended

Jun. 30, 2023

Revenue from Contract with Customer [Abstract]

Revenue from External Customers by Products and Services

			Three Months Ended				Six Months Ended
(in thousands)			Jun 30, 2023		Jun 30, 2022		Jun 30, 2023		Jun 30, 2022
Business Segment:
	Energy
		Subsea Robotics	$	186,512	$	157,123	$	355,673	$	285,112
		Manufactured Products	124,882		105,456		237,821		188,148
		Offshore Projects Group	130,547		116,457		234,854		213,854
		Integrity Management & Digital Solutions	63,166		59,438		123,249		116,008
	Total Energy		505,107		438,474		951,597		803,122
	Aerospace and Defense Technologies		92,803		85,557		183,300		167,068
		Total	$	597,910	$	524,031	$	1,134,897	$	970,190
Geographic Operating Areas:
	Foreign:
		Africa	$	78,247	$	67,910	$	161,975	$	131,319
		Asia and Australia	57,690		49,544		110,584		99,105
		United Kingdom	54,268		46,131		94,633		84,888
		Norway	48,508		47,911		93,448		93,188
		Brazil	47,993		37,951		88,608		68,302
		Other	43,848		21,120		69,021		44,168
	Total Foreign		330,554		270,567		618,269		520,970
	United States		267,356		253,464		516,628		449,220
Total			$	597,910	$	524,031	$	1,134,897	$	970,190
Timing of Transfer of Goods or Services:
	Revenue recognized over time		$	557,968	$	484,722	$	1,053,452	$	901,725
	Revenue recognized at a point in time		39,942		39,309		81,445		68,465
Total			$	597,910	$	524,031	$	1,134,897	$	970,190

Contract with Customer, Asset and Liability [Table Text Block]

The following table provides information about contract assets and contract liabilities from contracts with customers.

	Six months ended
(in thousands)	Jun 30, 2023		Jun 30, 2022
Total contract assets, beginning of period	$	184,847	$	164,847
Revenue accrued	1,077,338		915,969
Amounts billed	(1,047,179)		(892,144)
Total contract assets, end of period	$	215,006	$	188,672
Total contract liabilities, beginning of period	$	112,950	$	88,175
Deferrals of milestone payments	65,465		24,084
Recognition of revenue for goods and services	(59,394)		(55,696)
Total contract liabilities, end of period	$	119,021	$	56,563

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Debt (Tables)

6 Months Ended

Jun. 30, 2023

Debt Disclosure [Abstract]

Schedule of Debt

ong-term debt: 

	(in thousands)	Jun 30, 2023		Dec 31, 2022
4.650% Senior Notes due 2024		$	400,000	$	400,000
6.000% Senior Notes due 2028		300,000		300,000
Interest rate swap settlements		3,248		4,371
Unamortized debt issuance costs		(2,844)		(3,398)
Long-term debt		$	700,404	$	700,973

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Income Taxes (Tables)

6 Months Ended

Jun. 30, 2023

Income Tax Disclosure [Abstract]

Summary of Income Tax Examinations

The following table lists the earliest tax years open to examination by tax authorities where we have significant operations:

Jurisdiction	Periods
United States	2014
United Kingdom	2020
Norway	2018
Angola	2015
Brazil	2018
Australia	2018

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Business Segment Information (Tables)

3 Months Ended

6 Months Ended

Mar. 31, 2023

Jun. 30, 2023

Segment Reporting, Measurement Disclosures [Abstract]

Financial Data By Business Segment

The following table presents revenue, income (loss) from operations and depreciation and amortization expense, by business segment:

	Three Months Ended						Six Months Ended
(in thousands)	Jun 30, 2023		Jun 30, 2022		Mar 31, 2023		Jun 30, 2023		Jun 30, 2022
Revenue
Energy
Subsea Robotics	$	186,512	$	157,123	$	169,161	$	355,673	$	285,112
Manufactured Products	124,882		105,456		112,939		237,821		188,148
Offshore Projects Group	130,547		116,457		104,307		234,854		213,854
Integrity Management & Digital Solutions	63,166		59,438		60,083		123,249		116,008
Total Energy	505,107		438,474		446,490		951,597		803,122
Aerospace and Defense Technologies	92,803		85,557		90,497		183,300		167,068
Total	$	597,910	$	524,031	$	536,987	$	1,134,897	$	970,190
Income (Loss) from Operations
Energy
Subsea Robotics	$	42,227	$	25,938	$	33,654	$	75,881	$	37,490
Manufactured Products	10,607		(1,365)		11,280		21,887		1,278
Offshore Projects Group	17,132		17,535		5,514		22,646		18,201
Integrity Management & Digital Solutions	3,844		3,436		3,082		6,926		6,944
Total Energy	73,810		45,544		53,530		127,340		63,913
Aerospace and Defense Technologies	11,357		8,961		8,496		19,853		20,805
Unallocated Expenses	(35,968)		(31,655)		(35,276)		(71,244)		(62,907)
Total	$	49,199	$	22,850	$	26,750	$	75,949	$	21,811
Depreciation and Amortization
Energy
Subsea Robotics	$	13,356	$	17,531	$	14,940	$	28,296	$	36,532
Manufactured Products	3,013		3,020		3,044		6,057		6,092
Offshore Projects Group	6,976		7,107		7,128		14,104		14,404
Integrity Management & Digital Solutions	939		1,034		858		1,797		2,064
Total Energy	24,284		28,692		25,970		50,254		59,092
Aerospace and Defense Technologies	632		821		653		1,285		1,477
Unallocated Expenses	1,130		1,347		1,198		2,328		2,310
Total	$	26,046	$	30,860	$	27,821	$	53,867	$	62,879

Adjustments Table

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Allowance for Credit Losses (Tables)

6 Months Ended

Jun. 30, 2023

Accounting Policies Credit Losses [Abstract]

Allowance for Credit Losses [Text Block]

Allowances for Credit Loss—Financial Assets Measured at Amortized Costs. We identify our allowance for credit losses based on future expected losses when accounts receivable, contract assets or held-to-maturity loan receivables are created rather than when losses are probable.

We use the loss-rate method in developing the allowance for credit losses, which involves identifying pools of assets with similar risk characteristics, reviewing historical losses within the last three years and consideration of reasonable supportable forecasts of economic indicators. Changes in estimates, developing trends and other new information could have material effects on future evaluations.

We monitor the credit quality of our accounts receivable and other financing receivable amounts by frequent customer interaction, following economic and industry trends and reviewing specific customer data. Our other receivable amounts include contract assets and held-to-maturity loans receivable, which we consider to have a low risk of loss.

We consider macroeconomic conditions when assessing our credit risk exposure, including any impacts from the COVID-19 pandemic and new variants thereof, the Russia-Ukraine conflict and volatility in the financial services industry and the oil and natural gas markets and the effect thereof on our customers and various counterparties. We have determined the impacts to our credit loss expense are de minimis for the three- and six-month periods ended June 30, 2023 and 2022.

As of June 30, 2023, our allowance for credit losses was $2.2 million for accounts receivable and $0.3 million for other receivables. As of December 31, 2022, our allowance for credit losses was $2.0 million for accounts receivable and $0.3 million for other receivables. Our allowance for credit losses increased in the six months ended

June 30, 2023, as compared to the same period in the prior year primarily due to corresponding increases in revenue and accounts receivable.

Financial assets are written off when deemed uncollectible and there is no reasonable expectation of recovering the contractual cash flows. During the three- and six-month periods ended June 30, 2023, we did not write off any financial assets.

Accounts receivable are considered to be past due after the end of the contractual terms agreed to with the customer. There were no material past due amounts that we consider uncollectible for our financial assets as of June 30, 2023. We generally do not require collateral from our customers.

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Accounting Policies (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Mar. 31, 2023	Dec. 31, 2022	Mar. 31, 2022	Dec. 31, 2021
Accounting Policies [Abstract]
Accounts Receivable, Allowance for Credit Loss	$ 2,200		$ 2,200			$ 2,000
Financing Receivable, Allowance for Credit Loss, Writeoff			2,900	$ 2,500
Financing Receivable, Allowance for Credit Loss [Line Items]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	551,482	$ 476,728	551,482	476,728	$ 526,306	525,804	$ 502,055	$ 511,024
Accounts Receivable, Allowance for Credit Loss	2,200		2,200			$ 2,000
Financing Receivable, Allowance for Credit Loss, Writeoff			2,900	2,500
Foreign Currency Transaction Gain (Loss), before Tax	$ (4,900)	$ 900	$ (4,600)	$ 1,300

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Summary Of Major Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Right-of-use operating lease assets	$ 227,213		$ 139,611
Financing Receivable, Allowance for Credit Loss, Writeoff	2,900	$ 2,500
Accounts Receivable, Allowance for Credit Loss	2,200		$ 2,000
Financing Receivable, Allowance for Credit Loss, Writeoff	$ 2,900	$ 2,500
Maximum [Member]
Property, Plant and Equipment [Line Items]
Operating Leases, Operating Lease Term	15 years
Equity Method Investment, Additional Information	50
Minimum [Member]
Property, Plant and Equipment [Line Items]
Threshold for consolidation, percentage	50.00%
Equity Method Investment, Additional Information	20

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Summary Of Major Accounting Policies Allowance for credit losses (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Mar. 31, 2023	Dec. 31, 2022	Mar. 31, 2022	Dec. 31, 2021
Financing Receivable, Allowance for Credit Loss [Line Items]
Financing Receivable, Allowance for Credit Loss, Writeoff	$ 2,900	$ 2,500
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	551,482	$ 476,728	$ 526,306	$ 525,804	$ 502,055	$ 511,024
Accounts Receivable, Allowance for Credit Loss	$ 2,200			2,000
Financing Receivable Allowance for Credit Losses Evaluation Period	3 years
Allowance for Credit Loss, Receivable, Other, Current	$ 300			$ 300

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Summary Of Major Accounting Policies (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Accounting Policies [Abstract]
Foreign Currency Transaction Gain (Loss), before Tax	$ (4,900)	$ 900	$ (4,600)	$ 1,300
Right-of-use operating lease assets	$ 227,213		$ 227,213		$ 139,611

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Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended			6 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Segment Reporting Information [Line Items]
Revenues	$ 597,910	$ 536,987	$ 524,031	$ 1,134,897	$ 970,190
Brazil [Member]
Segment Reporting Information [Line Items]
Revenues	47,993		37,951	88,608	68,302
Non-US [Member]
Segment Reporting Information [Line Items]
Revenues	330,554		270,567	618,269	520,970
Energy Services and Products Member
Segment Reporting Information [Line Items]
Revenues	$ 505,107	$ 446,490	$ 438,474	$ 951,597	$ 803,122

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Revenue - Revenue by Geographic Area (Details) - USD ($) $ in Thousands	3 Months Ended			6 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Revenue by Geographic Area [Line Items]
Revenues	$ 597,910	$ 536,987	$ 524,031	$ 1,134,897	$ 970,190
Africa [Member]
Revenue by Geographic Area [Line Items]
Revenues	78,247		67,910	161,975	131,319
United Kingdom [Member]
Revenue by Geographic Area [Line Items]
Revenues	54,268		46,131	94,633	84,888
Norway [Member]
Revenue by Geographic Area [Line Items]
Revenues	48,508		47,911	93,448	93,188
Asia Pacific [Member]
Revenue by Geographic Area [Line Items]
Revenues	57,690		49,544	110,584	99,105
Brazil [Member]
Revenue by Geographic Area [Line Items]
Revenues	47,993		37,951	88,608	68,302
Other Geographical [Member]
Revenue by Geographic Area [Line Items]
Revenues	43,848		21,120	69,021	44,168
Non-US [Member]
Revenue by Geographic Area [Line Items]
Revenues	330,554		270,567	618,269	520,970
UNITED STATES
Revenue by Geographic Area [Line Items]
Revenues	$ 267,356		$ 253,464	$ 516,628	$ 449,220

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Revenue - Revenue by Timing of Transfer of Goods or Services (Details) - USD ($) $ in Thousands	3 Months Ended			6 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Deferred Revenue Arrangement [Line Items]
Revenues	$ 597,910	$ 536,987	$ 524,031	$ 1,134,897	$ 970,190
Non-US [Member]
Deferred Revenue Arrangement [Line Items]
Revenues	330,554		270,567	618,269	520,970
Africa [Member]
Deferred Revenue Arrangement [Line Items]
Revenues	78,247		67,910	161,975	131,319
Asia Pacific [Member]
Deferred Revenue Arrangement [Line Items]
Revenues	57,690		49,544	110,584	99,105
Norway [Member]
Deferred Revenue Arrangement [Line Items]
Revenues	48,508		47,911	93,448	93,188
United Kingdom [Member]
Deferred Revenue Arrangement [Line Items]
Revenues	54,268		46,131	94,633	84,888
Brazil [Member]
Deferred Revenue Arrangement [Line Items]
Revenues	47,993		37,951	88,608	68,302
Other Geographical [Member]
Deferred Revenue Arrangement [Line Items]
Revenues	43,848		21,120	69,021	44,168
UNITED STATES
Deferred Revenue Arrangement [Line Items]
Revenues	267,356		253,464	516,628	449,220
Energy Services and Products Member
Deferred Revenue Arrangement [Line Items]
Revenues	505,107	$ 446,490	438,474	951,597	803,122
Transferred at Point in Time [Member]
Deferred Revenue Arrangement [Line Items]
Revenues	39,942		39,309	81,445	68,465
Transferred over Time [Member]
Deferred Revenue Arrangement [Line Items]
Revenues	$ 557,968		$ 484,722	$ 1,053,452	$ 901,725

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Revenue - Contract balances (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
Contract assets, net	$ 215,006	$ 188,672	$ 215,006	$ 188,672	$ 184,847	$ 164,847
Deferred Revenue, Revenue Recognized	1,077,338	915,969
Billings - Contract Assets	(1,047,179)	(892,144)
Revenue recognized	(59,394)	(55,696)
Deferrals of customer payments	65,465	24,084
Capitalized Contract Cost, Amortization	(1,600)	(1,300)	(2,800)	(3,100)
Contract liabilities	$ 119,021	$ 56,563	$ 119,021	$ 56,563	$ 112,950	$ 88,175

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Revenue - Performance obligation (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2026
Revenue from Contract with Customer [Abstract]
Price allocated to remaining performance obligations	$ 368.0
Revenue recognition for remaining performance obligations	288.0
Revenue Recognition for Remaining Performance Obligations in next 24 months	76.0
Deferred Revenue Arrangement [Line Items]
Price allocated to remaining performance obligations	$ 368.0
Forecast
Revenue from Contract with Customer [Abstract]
Price allocated to remaining performance obligations		$ 3.3
Deferred Revenue Arrangement [Line Items]
Price allocated to remaining performance obligations		$ 3.3

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Revenue - Costs to obtain or fulfill a contract (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Revenue from Contract with Customer [Abstract]
Capitalized Contract Cost, Net	$ 7.4		$ 7.4		$ 10.0
Capitalized Contract Cost, Amortization	$ (1.6)	$ (1.3)	$ (2.8)	$ (3.1)

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Selected Balance Sheet Information (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Inventory:
Total	$ 208,827	$ 184,375
Other current assets:
Prepaid expenses	71,259	56,170
Debt Securities, Available-for-Sale and Held-to-Maturity, Fair Value	6,369	6,369
Investments, fair value disclosure		6,400
Total	77,628	62,539
Other Assets, Noncurrent	102,218	122,224
Accrued liabilities:
Payroll and related costs	130,852	122,380
Accounts Payable, Other, Current	62,658	57,310
Income taxes payable	44,320	44,966
Current operating lease liability	46,119	19,580
Interest Payable, Current	9,819	10,180
Other	51,193	53,030
Total	344,961	307,446
Manufactured Products Member
Inventory [Line Items]
Inventory, Parts and Components, Net of Reserves	98,613	91,896
Disclosure Text Block Supplement [Abstract]
Inventory, Parts and Components, Net of Reserves	98,613	91,896
Subsea Robotics Member
Inventory [Line Items]
Inventory, Parts and Components, Net of Reserves	91,639	81,701
Disclosure Text Block Supplement [Abstract]
Inventory, Parts and Components, Net of Reserves	91,639	81,701
Other Segments [Member]
Inventory [Line Items]
Other Inventory, Net of Reserves	$ 18,575	$ 10,778

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Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Document Period End Date	Jun. 30, 2023
Deferred (Gain) Loss on Discontinuation of Fair Value Hedge	$ 3,248	$ 4,371
Unamortized debt issuance costs	(2,844)	(3,398)
Long-term Debt	$ 700,404	$ 700,973

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Debt - Additional Information (Details) - USD ($)	3 Months Ended				6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Mar. 31, 2021	Mar. 31, 2017	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022	Mar. 31, 2020	Feb. 28, 2018	Nov. 30, 2014
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 215				$ 215
Interest rate swap principal								$ 200,000,000
Derivative, Variable Interest Rate								242.60%
Deferred Finance Costs, Own-share Lending Arrangement, Issuance Costs, Adjustment			$ 13,000,000
Deferred Finance Costs, Own-share Lending Arrangement, Issuance Costs, Accumulated Amortization	$ 500,000	$ 500,000			$ 1,100,000	$ 1,100,000
Debt Instrument, Interest Rate, Increase (Decrease)					100.00%
Derivative, Net Assets, Percentage	1500.00%				1500.00%
Liquidity Ratio		175,000,000
Derivative
Line of Credit Facility [Line Items]
Derivative, Variable Interest Rate										282.30%
Sublimit
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 100				$ 100
Senior Notes due 2028 [Member]
Line of Credit Facility [Line Items]
Senior notes	300,000,000				300,000,000		$ 300,000,000		$ 300,000,000
Interest rate, stated percentage									6.00%
Payments of debt issuance costs			$ 4,200,000
Senior Notes due 2024 [Member]
Line of Credit Facility [Line Items]
Senior notes	400,000,000				400,000,000		$ 400,000,000			$ 500,000,000
Interest rate, stated percentage								465.00%		4.65%
Derivative Liability, Notional Amount										$ 100,000,000
Payments of debt issuance costs				$ 6,900,000
Revolving Credit Facility
Line of Credit Facility [Line Items]
Payments of debt issuance costs	3,900,000
Senior Notes
Line of Credit Facility [Line Items]
Deferred Finance Costs, Own-share Lending Arrangement, Issuance Costs, Accumulated Amortization	$ 600,000	$ 700,000			$ 1,100,000	$ 1,000,000
Minimum [Member]
Line of Credit Facility [Line Items]
Line of Credit Facility, Commitment Fee Percentage					30.00%
Maximum Permitted Leverage Ratio		400.00%			350.00%
Future Maximum Leverage Ratio					100.00%
Banking Regulation, Tier One Leverage Capital Ratio, Capital Adequacy, Minimum	3.00%				3.00%
Minimum [Member] | Base Rate
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate					125.00%
Minimum [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate					225.00%
Maximum [Member]
Line of Credit Facility [Line Items]
Line of Credit Facility, Commitment Fee Percentage					37.50%
Maximum Permitted Leverage Ratio		100.00%			100.00%
Future Maximum Leverage Ratio					325.00%
Banking Regulation, Tier One Leverage Capital Ratio, Capital Adequacy, Minimum	100.00%				100.00%
Maximum [Member] | Base Rate
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate	225.00%
Maximum [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate					325.00%

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Commitments And Contingencies - Narrative (Details) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022	Mar. 31, 2020	Nov. 30, 2014
Loss Contingencies [Line Items]
Notes payable, fair value disclosure	$ 675,000,000		$ 675,000,000
Interest rate swap principal						$ 200,000,000
Derivative, Variable Interest Rate						242.60%
Foreign Currency Transaction Gain (Loss), before Tax	(4,900,000)	$ 900,000	(4,600,000)	$ 1,300,000
Debt Securities, Available-for-sale	6,200,000		6,200,000		$ 6,200,000
Investments, fair value disclosure					6,400,000
Debt Securities, Available-for-sale, Unrealized Gain			100,000		100,000
Loss Contingency Accrual					(600,000)
Loss Contingency Accrual, Period Increase (Decrease)			11,000,000
Manufactured Products Member
Loss Contingencies [Line Items]
Loss Contingency, Estimate of Possible Loss	20,000,000		20,000,000		19,000,000
Angola [Member]
Loss Contingencies [Line Items]
Investments, fair value disclosure	6,400,000		6,400,000
Angola, Kwanza [Member]
Loss Contingencies [Line Items]
Foreign Currency Transaction Gain (Loss), before Tax	6,500,000	$ (1,200,000)	(6,000,000.0)	$ 2,100,000
Cash and cash equivalents	$ 4,400,000		$ 4,400,000		$ 5,600,000
Senior Notes due 2024 [Member]
Loss Contingencies [Line Items]
Derivative Liability, Notional Amount							$ 100,000,000

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Earnings (Loss) Per Share, Stock-Based Compensation and Share Repurchase Plan (Details) - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2015	Dec. 31, 2022	Dec. 31, 2014
Shareholders' Equity, Earnings Per Share And Stock-Based Compensation [Line Items]
Number outstanding (in shares)	2,386,799		2,535,807
Compensation cost not yet recognized	$ 17,000,000
Number of shares authorized to be repurchased (in shares)				10,000,000
Total number of shares repurchased to date (in shares)		2,000,000
Treasury Stock, Value, Acquired, Cost Method		$ 100
Restricted Stock Units (RSUs) [Member] | Maximum [Member]
Shareholders' Equity, Earnings Per Share And Stock-Based Compensation [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award	three years
Award vesting period	3 years

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Income Taxes - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2023	Dec. 31, 2022
Income Tax Contingency [Line Items]
Document Period End Date		Jun. 30, 2023
Unrecognized Tax Benefits/Expense, Probability Threshold of Realizing for Tax Benefits/Expense Recognition, Minimum Percentage		50.00%
Proceeds from Income Tax Refunds	$ 23,000
Liability for Uncertainty in Income Taxes, Noncurrent	16,000	$ 16,000	$ 11,000
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent		21.00%
Interest Income
Income Tax Contingency [Line Items]
Proceeds from Income Tax Refunds	$ 1,700

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Income Taxes - Summary Of Earliest Tax Years Open To Examination (Details)	6 Months Ended
	Jun. 30, 2023
United States [Member]
Income Tax Examination [Line Items]
Earliest tax years open to examination by tax authorities	2014
United Kingdom [Member]
Income Tax Examination [Line Items]
Earliest tax years open to examination by tax authorities	2020
Norway [Member]
Income Tax Examination [Line Items]
Earliest tax years open to examination by tax authorities	2018
Angola [Member]
Income Tax Examination [Line Items]
Earliest tax years open to examination by tax authorities	2015
Brazil [Member]
Income Tax Examination [Line Items]
Earliest tax years open to examination by tax authorities	2018
AUSTRALIA
Income Tax Examination [Line Items]
Earliest tax years open to examination by tax authorities	2018

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Business Segment Information - Financial Data By Business Segment (Details) - USD ($) $ in Thousands	3 Months Ended			6 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Segment Reporting Information [Line Items]
Goodwill	$ 34,062			$ 34,062		$ 34,339
Depreciation, Depletion and Amortization	26,046	$ 27,821	$ 30,860	$ 53,867
Document Period End Date				Jun. 30, 2023
Depreciation	24,000	26,000	29,000	$ 50,000	$ 59,000
Revenue	597,910	536,987	524,031	1,134,897	970,190
Income (Loss) from Operations	49,199	26,750	22,850	75,949	21,811
Depreciation and amortization					62,879
Amortization of Intangible Assets	1,800	1,700	1,900	3,500	3,500
Subsea Robotics Member
Segment Reporting Information [Line Items]
Depreciation, Depletion and Amortization	13,356	14,940	17,531	28,296
Revenue	186,512	169,161	157,123	355,673	285,112
Income (Loss) from Operations	42,227	33,654	25,938	75,881	37,490
Depreciation and amortization					36,532
Manufactured Products Member
Segment Reporting Information [Line Items]
Depreciation, Depletion and Amortization	3,013	3,044	3,020	6,057
Revenue	124,882	112,939	105,456	237,821	188,148
Income (Loss) from Operations	10,607	11,280	(1,365)	21,887	1,278
Depreciation and amortization					6,092
Offshore Projects Group
Segment Reporting Information [Line Items]
Depreciation, Depletion and Amortization	6,976	7,128	7,107	14,104
Revenue	130,547	104,307	116,457	234,854	213,854
Income (Loss) from Operations	17,132	5,514	17,535	22,646	18,201
Depreciation and amortization					14,404
Integrity Managements & Digital Solutions Member
Segment Reporting Information [Line Items]
Depreciation, Depletion and Amortization	939	858	1,034	1,797
Revenue	63,166	60,083	59,438	123,249	116,008
Income (Loss) from Operations	3,844	3,082	3,436	6,926	6,944
Depreciation and amortization					2,064
Aerospace and Defense Technologies Member
Segment Reporting Information [Line Items]
Depreciation, Depletion and Amortization	632	653	821	1,285
Revenue	92,803	90,497	85,557	183,300	167,068
Income (Loss) from Operations	11,357	8,496	8,961	19,853	20,805
Depreciation and amortization					1,477
Energy Services and Products Member
Segment Reporting Information [Line Items]
Depreciation, Depletion and Amortization	24,284	25,970	28,692	50,254
Revenue	505,107	446,490	438,474	951,597	803,122
Income (Loss) from Operations	73,810	53,530	45,544	127,340	63,913
Depreciation and amortization					59,092
Unallocated Expenses [Member]
Segment Reporting Information [Line Items]
Depreciation, Depletion and Amortization	1,130	1,198	1,347	2,328
Income (Loss) from Operations	$ (35,968)	$ (35,276)	$ (31,655)	$ (71,244)	(62,907)
Depreciation and amortization					$ 2,310

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Allowance for Credit Losses (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Financing Receivable, Allowance for Credit Loss [Line Items]
Accounts Receivable, Allowance for Credit Loss	$ 2.2		$ 2.0
Financing Receivable, Allowance for Credit Loss, Writeoff	$ 2.9	$ 2.5

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Subsequent Events (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023
Subsequent Events [Abstract]
Maximum borrowing capacity	$ 215		$ 215
Subsequent Event [Line Items]
Maximum borrowing capacity	$ 215		$ 215
percentage of federal funds rate			50.00%
Minimum [Member]
Subsequent Event [Line Items]
Line of Credit Facility, Commitment Fee Percentage			30.00%
Banking Regulation, Tier One Leverage Capital Ratio, Capital Adequacy, Minimum	3.00%		3.00%
Maximum Permitted Leverage Ratio		400.00%	350.00%
Future Maximum Leverage Ratio			100.00%
Minimum [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate
Subsequent Event [Line Items]
Debt Instrument, Basis Spread on Variable Rate			225.00%
Minimum [Member] | Base Rate
Subsequent Event [Line Items]
Debt Instrument, Basis Spread on Variable Rate			125.00%
Maximum [Member]
Subsequent Event [Line Items]
Line of Credit Facility, Commitment Fee Percentage			37.50%
Banking Regulation, Tier One Leverage Capital Ratio, Capital Adequacy, Minimum	100.00%		100.00%
Maximum Permitted Leverage Ratio		100.00%	100.00%
Future Maximum Leverage Ratio			325.00%
Maximum [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate
Subsequent Event [Line Items]
Debt Instrument, Basis Spread on Variable Rate			325.00%
Maximum [Member] | Base Rate
Subsequent Event [Line Items]
Debt Instrument, Basis Spread on Variable Rate	225.00%