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Investments, At Equity, And Advances To 50% Or Less Owned Companies
12 Months Ended
Dec. 31, 2016
Equity Method Investment, Summarized Financial Information [Abstract]  
Investments, At Equity, And Advances To 50% Or Less Owned Companies
4.
INVESTMENTS, AT EQUITY, AND ADVANCES TO 50% OR LESS OWNED COMPANIES
Investments, at equity, and advances to 50% or less owned companies as of December 31 were as follows (in thousands):
 
Ownership
 
2016
 
2015
Offshore Marine Services:
 
 
 
 
 
MexMar
49.0%
 
$
63,404

 
$
50,163

Falcon Global
50.0%
 
18,539

 
17,951

Dynamic Offshore
19.0%
 
15,871

 
14,172

Sea-Cat Crewzer II
50.0%
 
11,246

 
11,339

OSV Partners
30.4%
 
9,245

 
11,374

Nautical Power
50.0%
 
6,413

 
6,412

Sea-Cat Crewzer
50.0%
 
4,088

 
2,701

Other
20.0%
50.0%
 
9,505

 
15,898

 
 
 
138,311

 
130,010

Inland River Services:
 
 
 
 
 
SCFCo
50.0%
 
46,028

 
57,437

Bunge-SCF Grain
50.0%
 
16,176

 
16,695

SCF Bunge Marine
50.0%
 
4,233

 
4,544

Other
50.0%
 
2,744

 
2,687

 
 
 
69,181

 
81,363

Shipping Services:
 
 
 
 
 
Trailer Bridge(1)
55.3%
 
43,050

 
41,710

SEA-Access
50.0%
 

 
8,414

SeaJon
50.0%
 
8,570

 
7,987

SeaJon II
50.0%
 

 
6,388

 
 
 
51,620

 
64,499

Other:
 
 
 
 
 
Hawker Pacific
34.2%
 
20,418

 
20,964

VA&E
41.3%
 
11,133

 
13,954

Avion
39.1%
 
14,783

 
11,994

Cleancor
50.0%
 
5,373

 
5,613

Other
34.0%
50.0
%
 
2,953

 
2,706

 
 
 
54,660

 
55,231

 
 
 
$
313,772

 
$
331,103


______________________
(1)
The Company’s ownership percentage represents its economic interest in the joint venture.
Combined Condensed Financial Information. Summarized financial information for the Company’s investments, at equity, excluding Dorian, as of and for the years ended December 31 was as follows (in thousands):
 
2016
 
2015
 
 
Current assets
$
745,872

 
$
603,446

 
 
Noncurrent assets
1,009,317

 
1,066,610

 
 
Current liabilities
622,530

 
401,987

 
 
Noncurrent liabilities
458,922

 
674,896

 
 
 
2016
 
2015
 
2014
Operating Revenues
$
1,359,370

 
$
1,281,708

 
$
1,175,872

Costs and Expenses:
 
 
 
 
 
Operating and administrative
1,204,496

 
1,085,518

 
1,021,730

Depreciation
80,784

 
94,105

 
61,233

 
1,285,280

 
1,179,623

 
1,082,963

Gains (Losses) on Asset Dispositions and Impairments, Net
(27,900
)
 
(2,174
)
 
368

Operating Income
$
46,190

 
$
99,911

 
$
93,277

Net Income (Loss)
$
(34,569
)
 
$
18,835

 
$
29,296


As of December 31, 2016 and 2015, cumulative undistributed net earnings of 50% or less owned companies accounted for by the equity method and included in the Company’s consolidated retained earnings were $7.8 million and $19.9 million, respectively.
Condensed Financial Information of Dorian. On December 21, 2015, the Company classified its investment in Dorian as marketable securities. Dorian files periodic reports on Form 10-Q and Form 10-K with the Securities and Exchange Commission (“SEC”). Summarized financial information for Dorian as of and for the years ended December 31 was as follows (in thousands):
 
2015(1)
 
2014
Current assets
$
98,254

 
$
198,058

Noncurrent assets
1,724,758

 
812,164

Current liabilities
88,021

 
20,662

Noncurrent liabilities
759,636

 
125,716

 
2015(1)
 
2014
Operating Revenues
$
239,206

 
$
78,666

Operating Income
126,820

 
20,494

Net Income
118,356

 
15,122

______________________
(1)
Financial information provided is as of and for the year ended December 31, 2015 as it was not practical to obtain financial information through period ended December 21, 2015 without undue difficulty or cost.
MexMar. Mantenimiento Express Maritimo, S.A.P.I. de C.V. (“MexMar”) owns and operates 15 offshore support vessels in Mexico. During the year ended December 31, 2016, the Company contributed additional capital of $7.4 million in cash and sold two offshore support vessels for $34.0 million in cash to MexMar. During the year ended December 31, 2015, the Company contributed capital of $7.9 million in cash to MexMar. In addition, during the year ended December 31, 2015, MexMar repaid $15.0 million of seller financing provided by the Company. During the year ended December 31, 2014, the Company contributed capital of $2.9 million and sold two offshore support vessels for $32.0 million ($6.4 million in cash and $25.6 million in seller financing, of which $10.7 million was repaid in 2014) to MexMar. During the years ended December 31, 2016, 2015 and 2014, the Company received $0.3 million, $0.4 million and $0.3 million, respectively, of vessel management fees from MexMar. During the years ended December 31, 2016, 2015 and 2014, MexMar paid the Company $5.1 million, $11.6 million and $13.5 million, respectively, to charter certain vessels under bareboat and time charter arrangements.
Falcon Global. On August 1, 2014, the Company and Montco Global, LLC formed Falcon Global LLC (“Falcon Global”) to construct and operate two foreign-flag liftboats. The Company has a 50% ownership interest in Falcon Global. During the years ended December 31, 2016, 2015 and 2014, the Company and its partner each contributed capital of $7.7 million, $15.7 million and $3.4 million, respectively, in cash to Falcon Global. During the year ended December 31, 2016, the Company recorded an impairment charge of $6.4 million, net of tax, for an other-than-temporary decline in the fair value of its investment in Falcon Global (see Note 10). As of December 31, 2016, the Company has guaranteed $3.8 million related to the construction contract for the liftboats, which declines as progress payments are made in accordance with the contract. In addition, as of December 31, 2016, the Company has jointly and severally guaranteed $51.8 million of debt used to construct the liftboats. As of December 31, 2016, the Company’s carrying value of its investment in Falcon Global was $6.4 million lower than its proportionate share of the underlying equity in Falcon Global.
Dynamic Offshore Drilling. Dynamic Offshore Drilling Ltd. (“Dynamic Offshore”) was established to construct and operate a jack-up drilling rig that was delivered in the first quarter of 2013.
Sea-Cat Crewzer II. Sea-Cat Crewzer II LLC (“Sea-Cat Crewzer II”) owns and operates two high speed offshore catamarans. The Company is a guarantor of its proportionate share of Sea-Cat Crewzer’s II debt and the amount of the guarantee declines as principal payments are made and will terminate when the debt is repaid. As of December 31, 2016, the Company’s guarantee was $11.6 million. During the year ended December 31, 2015, the Company received dividends of $1.8 million from Sea-Cat Crewzer II. During the year ended December 31, 2014, the Company received capital distributions of $14.0 million. During the years ended December 31, 2016, 2015 and 2014, the Company received $0.7 million, $0.7 million and $0.7 million, respectively, of vessel management fees from Sea-Cat Crewzer II.
OSV Partners. SEACOR OSV Partners GP LLC and SEACOR OSV Partners I LP (collectively “OSV Partners”) owns and operates five offshore support vessels. During the years ended December 31, 2016, 2015 and 2014, the Company contributed capital of $1.2 million, $1.4 million and $5.1 million, respectively, in cash to OSV Partners. In addition, during the year ended December 31, 2016, equity in earnings (losses) of 50% or less owned companies, net of tax, includes $1.0 million related to the Company’s proportionate share of impairment charges associated with OSV Partners’ fleet. During the year ended December 31, 2014, the Company sold two offshore support vessels for $27.7 million to OSV Partners. During the years ended December 31, 2016, 2015 and 2014, the Company received $0.5 million, $1.2 million and $1.2 million, respectively, of vessel management fees from OSV Partners.
Nautical Power. The Company and another offshore operator formed Nautical Power, LLC (“Nautical Power”) to operate one offshore support vessel. Nautical Power bareboat chartered the vessel from a leasing company and that charter terminated in 2013. As of December 31, 2016, the Company’s investment in Nautical Power consists of its share of funds dedicated for future investment.
Sea-Cat Crewzer. Sea-Cat Crewzer LLC (“Sea-Cat Crewzer”) owns and operates two high speed offshore catamarans. The Company is a guarantor of its proportionate share of Sea-Cat Crewzer’s debt and the amount of the guarantee declines as principal payments are made and will terminate when the debt is repaid. As of December 31, 2016, the Company’s guarantee was $10.3 million. During the years ended December 31, 2015 and 2014, the Company received dividends of $1.3 million and $3.3 million, respectively, from Sea-Cat Crewzer. In addition, during the year ended December 31, 2014, the Company received capital distributions of $3.2 million from Sea-Cat Crewzer. During the years ended December 31, 2016, 2015 and 2014, the Company received $0.7 million, $0.7 million and $0.7 million, respectively, of vessel management fees from Sea-Cat Crewzer. During the years ended December 31, 2016, 2015 and 2014, the Company paid $4.3 million, $5.9 million and $6.7 million, respectively, to Sea-Cat Crewzer to bareboat charter one of its vessels.
Other Offshore Marine Services. The Company’s other Offshore Marine Services 50% or less owned companies own and operate ten vessels. During the year ended December 31, 2016, the Company received dividends of $0.8 million from these 50% or less owned companies and made capital contributions of $0.5 million to these 50% or less owned companies. In addition, during the year ended December 31, 2016, the Company recognized impairment charges of $0.5 million, net of tax, for an other-than-temporary decline in the fair value of its investment in a certain 50% or less owned company and recognized $2.7 million, net of tax, for its proportionate share of impairment charges recognized by certain of its 50% or less owned companies related to offshore support vessels used in their operations, both of which are included in equity in earnings (losses) of 50% or less owned companies, net of tax in the accompanying consolidated statements of income (loss). During the year ended December 31, 2015, the Company received dividends of $0.9 million and repayments on advances of $0.2 million from these 50% or less owned companies. In addition, during the year ended December 31, 2015, the Company recognized impairment charges of $2.0 million, net of tax, for its proportionate share of impairment charges recognized by certain of its 50% or less owned companies related to offshore support vessels used in their operations, which are included in equity in earnings (losses) of 50% or less owned companies in the accompanying consolidated statements of income (loss). During the year ended December 31, 2014, the Company received capital distributions of $0.2 million, dividends of $1.0 million and repayments of advances of $0.6 million, and made capital contributions and advances of $0.8 million to these 50% or less owned companies. Certain of these 50% or less owned companies obtained bank debt to finance the acquisition of offshore support vessels from the Company. Under the terms of the debt, the bank has the authority, under certain circumstances, to require the parties of these 50% or less owned companies to fund uncalled capital commitments, as defined in the 50% or less owned companies’ partnership agreements. In such an event, the Company would be required to contribute its allocable share of the uncalled capital commitments, which was $1.8 million in the aggregate as of December 31, 2016. The Company manages certain vessels on behalf of its 50% or less owned companies and guarantees the outstanding charter receivables of one of its 50% or less owned companies if a customer defaults in payment and the Company either fails to take enforcement action against the defaulting customer or fails to assign its right of recovery against the defaulting customer. As of December 31, 2016, the Company’s contingent guarantee of outstanding charter receivables was $0.4 million. During the years ended December 31, 2016, 2015 and 2014, the Company received $0.8 million, $0.8 million and $0.6 million, respectively, of vessel management fees from these 50% or less owned companies.
SCFCo. SCFCo Holdings LLC (“SCFCo”) was established to operate dry-cargo barges and towboats on the Parana-Paraguay Rivers and a terminal facility at Port Ibicuy, Argentina. During the years ended December 31, 2016, 2015 and 2014, the Company contributed capital of $0.8 million, $18.0 million and $19.7 million, respectively, to SCFCo. During the years ended December 31, 2016 and 2014, the Company provided working capital advances and loans of $1.8 million and $23.5 million, respectively. In addition, during the year ended December 31, 2014, the Company financed the sale of one inland river towboat and 20 dry-cargo barges to SCFCo for $13.0 million. During the years ended December 31, 2015 and 2014, the Company received repayments on these working capital advances, loans and financings of $14.0 million and $1.0 million, respectively. As of December 31, 2016, $30.3 million of working capital advances and loans remained outstanding. The Company also provides SCFCo with certain information technology services and received $0.1 million and $0.2 million, respectively, for these services during the years ended December 31, 2016 and 2015. During the years ended December 31, 2016 and 2015, the Company identified indicators of impairment in its investment in SCFCo as a result of continuing losses and recognized impairment charges of $7.7 million and $21.5 million, respectively, for an other-than-temporary decline in the fair value of its investment (see Note 10). As of December 31, 2016, the Company’s carrying value of its investment in SCFCo was $28.5 million lower than its proportionate share of the underlying equity in SCFCo.
Bunge-SCF Grain. Bunge-SCF Grain LLC (“Bunge-SCF Grain”) operates a terminal grain elevator in Fairmont City, Illinois. During the year ended December 31, 2014, the Company contributed capital of $2.0 million in cash and made working capital advances of $2.0 million to Bunge-SCF Grain. During the year ended December 31, 2015, the Company received $2.0 million of repayments of working capital advances. As of December 31, 2016, the total outstanding balance of working capital advances was $7.0 million. In addition, Bunge-SCF Grain operates and manages the Company’s grain storage and handling facility in McLeansboro, Illinois, and the Company received $1.0 million, $1.0 million and $1.0 million in rental income for the years ended December 31, 2016, 2015 and 2014, respectively. The Company also provides freight transportation to Bunge-SCF Grain and received $7.2 million, $10.8 million and $7.8 million for these services during the years ended December 31, 2016, 2015 and 2014, respectively.
SCF Bunge Marine. SCF Bunge Marine LLC (“SCF Bunge Marine”) provides towing services on the U.S. Inland River Waterways, primarily the Mississippi River, Illinois River, Tennessee River and Ohio River. The Company time charters six inland river towboats to SCF Bunge Marine, of which four are bareboat chartered-in by the Company from a third-party leasing company. The Company and its partner are required to fund SCF Bunge Marine, if necessary, to support the payment of its time charter obligations to the Company. Pursuant to the time charter, the Company received charter fees of $35.0 million, $41.7 million and $41.6 million for the years ended December 31, 2016, 2015 and 2014, respectively. During the years ended December 31, 2016, 2015 and 2014, the Company received dividends of $2.5 million, $4.0 million and $4.5 million, respectively, from SCF Bunge Marine. In addition, during the years ended December 31, 2016, 2015 and 2014, SCF Bunge Marine received $40.2 million, $47.9 million and $46.6 million, respectively, for towing services provided to the Company.
Other Inland River Services. The Company’s other Inland River Services 50% or less owned company operates a fabrication facility. During the year ended December 31, 2014, the Company received capital distributions of $2.1 million from this 50% or less owned company.
Dorian. During the year ended December 31, 2014, Dorian completed three private placement equity offerings prior to becoming a publicly traded company in May of 2014. The Company did not participate in any of the offerings and as a consequence its ownership was diluted to a 16.1% ownership interest and the Company recognized a $4.4 million gain, net of tax, which is included in equity in earnings (losses) of 50% or less owned companies in the accompanying consolidated statements of income (loss). During the year ended December 31, 2015, the Company sold 150,000 shares of Dorian for $2.3 million in cash reducing the Company’s ownership to 15.9%. On December 21, 2015, Mr. Fabrikant, the Executive Chairman and Chief Executive Officer of SEACOR, resigned from Dorian’s board of directors. As a consequence, the Company determined it no longer exercised significant influence over Dorian and marked its investment, at equity, in Dorian to fair value resulting in a loss of $32.3 million, net of tax, which is included in equity in earnings (losses) of 50% or less owned companies in the accompanying consolidated statements of income (loss). The Company’s investment in Dorian is classified as marketable securities in the accompanying consolidated balance sheet (see Note 1).
Trailer Bridge. Trailer Bridge, Inc. (“Trailer Bridge”), an operator of U.S.-flag deck and RORO barges, provides marine transportation services between Jacksonville, Florida, San Juan, Puerto Rico and Puerto Plata, Dominican Republic. In December 2016, the Company and other major investors recapitalized Trailer Bridge by agreeing to exchange outstanding subordinated debt for equity. As a consequence of the recapitalization, the Company’s noncontrolling interest in Trailer Bridge increased to 55.3% resulting in an equity loss of $2.2 million, net of tax. The Company provides secured financing to Trailer Bridge and during the year ended December 31, 2016, the Company provided advances of $1.7 million on the secured financing. During the years ended December 31, 2015 and 2014, the Company received repayments of $18.7 million and $2.1 million, respectively, on the secured financing. As of December 31, 2016, the outstanding amount on the secured financing was $3.9 million, inclusive of accrued and unpaid interest. During the years ended December 31, 2016, 2015 and 2014, the Company received $3.0 million, $0.4 million and $2.0 million, respectively, for the time charter of a U.S.-flag harbor tug to Trailer Bridge. The Company also provides Trailer Bridge with technical and commercial management services and during the years ended December 31, 2016 and 2015, received $0.3 million and $0.8 million, respectively, for these services.
SEA-Access. On November 7, 2014, the Company and Access Shipping Limited Partnership formed SEA-Access LLC (“SEA-Access”) to acquire and operate the M/V Eagle Ford, a U.S.-flag 124,000 dwt crude oil tanker. In June 2016, the M/V Eagle Ford was scrapped and, as of December 31, 2016, SEA-Access had been liquidated. During the year ended December 31, 2014, the Company and its partner each contributed capital of $16.7 million to SEA-Access to acquire the vessel and for working capital. During the year ended December 31, 2016, the Company received capital distributions of $8.4 million and dividends of $2.0 million from SEA-Access. During the year ended December 31, 2015, the Company received capital distributions of $8.3 million and dividends of $4.4 million from SEA-Access. The Company also provided SEA-Access with technical and commercial management services and received $0.5 million, $1.0 million and $0.1 million, for the years ended December 31, 2016, 2015 and 2014, respectively, for these services.
SeaJon. SeaJon LLC (“SeaJon”) owns an articulated tug-barge operating in the Great Lakes trade. The Company is a guarantor of its proportionate share of SeaJon’s debt up to a maximum of $5.0 million. As of December 31, 2016, the Company’s guarantee was $5.0 million. During the year ended December 31, 2014, the Company and its partner each made capital contributions of $2.3 million. In addition, during the year ended December 31, 2014, SeaJon made a $5.4 million non-cash distribution of an interest in an offshore tug under reconstruction to each partner (see SeaJon II). During the years ended December 31, 2016 and 2015, the Company received dividends of $0.6 million and $0.6 million, respectively, from SeaJon.
SeaJon II. On October 1, 2014, the Company and Donjon Marine Co., Inc. formed SeaJon II LLC (“SeaJon II”) to own a U.S.-flag offshore tug on time charter to Trailer Bridge. During the years ended December 31, 2015 and 2014, the Company and its partner each contributed capital of $1.0 million and $0.6 million, respectively, in cash. During the year ended December 31, 2014, the Company and its partner each contributed an interest in an offshore tug under construction valued at $5.4 million (see SeaJon). During the year ended December 31, 2015, the Company received capital distributions of $0.3 million from SeaJon II. The Company also provides SeaJon II with technical and commercial management services and received $0.1 million and $0.1 million, during the years ended December 31, 2016 and 2015, respectively, for these services. On December 2, 2016, the Company acquired a controlling interest in SeaJon II through the acquisition of its partner’s 50% equity interest for $3.4 million in cash (see Note 2). Upon the change in control, the Company marked its investment in SeaJon II to fair value resulting in a loss of $1.9 million, net of tax, which is included in equity in earnings (losses) of 50% or less owned companies in the accompanying consolidated statements of income (loss) (see Note 10).
Hawker Pacific. Hawker Pacific Airservices, Limited (“Hawker Pacific”) is an aviation sales and support organization and a distributor of aviation components from leading manufacturers. As of December 31, 2016, the Company had a $6.5 million letter of credit outstanding in support of certain Hawker Pacific performance guarantees. During the years ended December 31, 2016, 2015 and 2014, the Company received management fees of $0.3 million, $0.3 million and $0.5 million, respectively, from Hawker Pacific.
VA&E. On June 1, 2015, the Company contributed its 81.1% interest in the assets and liabilities of a previously controlled and consolidated subsidiary that operated its agricultural commodity trading and logistics business (including $3.5 million of cash on hand) in exchange for a 41.3% ownership interest in each of VA&E Trading USA LLC and VA&E Trading LLP (collectively “VA&E”), two newly formed 50% or less owned companies with certain subsidiaries of ECOM Agroindustrial Corp. Ltd. and certain managers of VA&E. VA&E primarily focuses on the global origination, trading and merchandising of sugar, pairing producers and buyers and arranging for the transportation and logistics of the product. Through November 2016, the Company provided VA&E an unsecured revolving credit facility of up to $6.0 million, a term loan of $1.1 million and a subordinated loan of $1.0 million. In December 2016, the Company increased its subordinated loan to $3.5 million and terminated the revolving credit facility and term loan. During the years ended December 31, 2016 and 2015, VA&E borrowed $10.0 million and $15.0 million, respectively and repaid $12.4 million and $11.5 million, respectively, on the revolving credit facility. During the year ended December 31, 2016, the Company received repayments of $1.1 million on its term loan. During the year ended December 31, 2015, the Company and its partner each funded $1.0 million under the subordinated note executed upon formation of VA&E. As of December 31, 2016, the Company had outstanding advances of $3.6 million to VA&E inclusive of accrued and unpaid interest.
Avion. Avion Pacific Limited (“Avion”) is a distributor of aircraft and aircraft related parts. During the years ended December 31, 2016 and 2014, the Company made advances of $3.0 million and $3.0 million, respectively, to Avion. During the years ended December 31, 2015 and 2014, the Company received repayments on advances of $3.0 million and $4.0 million, respectively, from Avion. As of December 31, 2016, the Company had $3.0 million of outstanding advances to Avion.
Cleancor. CLEANCOR Energy Solutions LLC (“Cleancor”) a full service solution provider delivering clean fuel to end users. During the year ended December 31, 2014, the Company contributed capital of $4.8 million to Cleancor to fund its start-up operations and provide capital for future investments. During the year ended December 31, 2015, the Company provided Cleancor financing of $2.0 million for certain equipment, of which $1.9 million was outstanding as of December 31, 2016.
Witt O’Brien’s. On December 31, 2012, the Company contributed its interest in O’Brien’s Response Management Inc. (“ORM”) to Witt Group Holdings, LLC, which was renamed Witt O’Brien’s, LLC. On July 11, 2014, the Company acquired a controlling interest in Witt O’Brien’s through the acquisition of its partner’s equity interest (see Note 2). During the six months ended June 30, 2014, the Company received capital distributions of $0.4 million and dividends of $0.4 million from Witt O’Brien’s. During the six months ended December 31, 2014, the Company received management fees of $0.1 million from Witt O’Brien’s.
Other. The Company’s other 50% or less owned companies are primarily industrial aviation businesses in Asia. During the years ended December 31, 2016, 2015 and 2014, the Company contributed capital and made advances of $0.8 million, $0.2 million and $1.7 million, respectively, to these 50% or less owned companies. During the year ended December 31, 2014, the Company received capital distributions of $0.1 million from these 50% or less owned companies.