XML 62 R18.htm IDEA: XBRL DOCUMENT v2.4.0.8
Commitments And Contingencies And Other Matters
9 Months Ended
Sep. 30, 2014
Commitments And Contingencies and Other Matters [Abstract]  
Commitments And Contingencies And Other Matters

Note 12 — Commitments and Contingencies and Other Matters 

 

Commitments 

 

In March 2012, we executed a contract with a shipyard in Singapore for the construction of a newbuild semi-submersible well intervention vessel, the Q5000This $386.5 million shipyard contract represents the majority of the expected costs associated with the construction of the Q5000.   Pursuant to the terms of this contract, payments are made in a fixed percentage of the contract price, together with any variations, on contractually scheduled datesThe vessel is expected to be completed and placed in service in early 2015.  In September 2014, we entered into the Nordea Credit Agreement to partially finance the construction of the Q5000 and other future capital projects.  The Nordea Term Loan will be funded at or near the time of the delivery of the Q5000 (Note 6).  At September 30, 2014, our total investment in the Q5000 was $282.0 million,  including $231.9 million of scheduled payments made to the shipyard.

 

In February 2013, we contracted to charter the Grand Canyon II and Grand Canyon III for use in our robotics operations.  The terms of the charters will be five years from the respective delivery dates, both of which are expected to be in 2015.

 

In September 2013, we executed a second contract with the same shipyard in Singapore that is currently constructing the Q5000.  This contract provides for the construction of a newbuild semi-submersible well intervention vessel, the  Q7000, which will be built to North Sea standards.  This $346.0 million shipyard contract represents the majority of the expected costs associated with the construction of the Q7000Pursuant to the terms of this contract, 20% of the contract price was paid upon the signing of the contract and the remaining 80% will be paid upon the delivery of the vessel, which is expected to occur in 2016.    At September 30, 2014, our total investment in the Q7000 was $95.7 million, including the $69.2 million paid to the shipyard upon signing the contract.

 

In February 2014, we entered into agreements with Petróleo Brasileiro S.A. (“Petrobras”) to provide well intervention services offshore Brazil.  The initial term of the agreements with Petrobras is for four years with options to extend.  In connection with the Petrobras agreements, we entered into charter agreements with Siem Offshore AS for two newbuild monohull vessels, both of which are expected to be in service for Petrobras in 2016.  At September 30, 2014, our total investment in the topside equipment for the two vessels was $31.0 million.

 

Contingencies and Claims 

 

Under the terms of the equity purchase agreement for the sale of ERT, we required the buyer to provide bonding in a sufficient amount as determined by the Bureau of Ocean Energy Management (the “BOEM”) to cover the decommissioning costs of ERT’s lease properties and thus to replace and allow for a discharge of our existing guaranty to the BOEM for ERT’s lease obligations.  The buyer posted the bonding required by the equity purchase agreement, and we submitted a formal request to the BOEM to terminate and release our guaranty.  On July 24, 2014, we received a letter from the BOEM terminating the period of liability under our guaranty effective July 14, 2014.

 

Litigation 

 

On July 8, 2011, a shareholder derivative lawsuit styled City of Sterling Heights Police & Fire Retirement System v. Owen Kratz, et al. was filed in the United States District Court for the Southern District of Texas, Houston Division.  In the suit, the plaintiff made claims against our Board of Directors, certain of our former directors, certain of our current and former executive officers, and the independent compensation consultant to the Compensation Committee of our Board of Directors, for breaches of the fiduciary duty of loyalty, unjust enrichment and aiding and abetting the alleged breaches of fiduciary duty relating to the long-term equity awards granted in 2010 to certain of the Company’s then executive officers who are defendants.  The defendants filed a motion to dismiss the claim asserting that the plaintiff has not (i) pled specific facts excusing its failure to make pre-suit demand on our Board of Directors as required by Minnesota law, (ii) filed proper verification, or (iii) stated a claim.  In August 2014, the judge in this case granted the defendants’ motion to dismiss and dismissed the case with prejudice.

 

We are involved in various legal proceedings, primarily involving claims for personal injury under the General Maritime Laws of the United States and the Jones Act based on alleged negligence.  In addition, from time to time we incur other claims, such as contract disputes, in the normal course of business.