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SEACOR Holdings Announces Results for the Fourth Quarter Ended December 31, 2020

FORT LAUDERDALE, Fla., Feb. 19, 2021 (GLOBE NEWSWIRE) — SEACOR Holdings Inc. (NYSE:CKH) (the “Company”) today announced its results for the fourth quarter ended December 31, 2020: Net income attributable to stockholders for the quarter ended December 31, 2020 was $10.8 million ($0.52 per diluted share) compared with a net loss of $(1.9) million ($(0.10) per diluted share) for the quarter ended December 31, 2019.Operating income for the quarter ended December 31, 2020 was $13.3 million compared with $2.6 million for the quarter ended December 31, 2019.“Cash Earnings” for the quarter ended December 31, 2020 were $23.0 million compared with $18.5 million for the quarter ended December 31, 2019. The Company uses the non-GAAP financial measures “Cash Earnings” and OIBDA in this release; a reconciliation to their closest U.S. GAAP measure is included in “Use of non-GAAP Financial Measures” in this release. The “Operating Discussion” below is a comparison of results for the quarter ended December 31, 2020 with the prior year quarter ended December 31, 2019. Operating Discussion Ocean Transportation & Logistics Services – Operating income and OIBDA were $12.6 million and $22.8 million, respectively, in the current year quarter compared with $7.6 million and $17.8 million, respectively. The current year quarter benefited from a $7.8 million reduction in dry-docking costs in addition to the related out-of-service time. These benefits were partially offset by lower operating results for one SEA-Vista vessel due to the commencement of a lower margin long-term multiyear bareboat charter and weaker operating results for SEACOR Island Lines, Seabulk Towing and the Company’s dry bulk carrier fleet. The COVID-19 pandemic continued to negatively impact the performance of SEACOR Island Lines and Seabulk Towing. Demand for freight into the Bahamas and the Turks & Caicos and ship calls into harbor towing’s port network rebounded from the lows earlier in the year, but activity remained below pre-pandemic levels. Moreover, in the prior year quarter, SEACOR Island Lines benefited from higher freight demand as a result of Hurricane Dorian relief activity. Operating results for the dry bulk carrier fleet were lower following the scrapping of one U.S.-flag bulk carrier in October 2020. Inland Transportation & Logistics Services – Operating income and OIBDA were $9.8 million and $16.5 million, respectively, in the current year quarter compared with $1.4 million and $7.5 million, respectively. Barge pool earnings improved due to strong soybean exports and favorable operating conditions resulting in higher freight rates and higher utilization. Operating results from the terminal business improved due to increased throughput volumes at the Company’s dry bulk facilities as a result of new contracts primarily supporting fertilizer customers. SEACOR AMH, the Company’s container on barge operation, also posted improved results primarily due to an increase in container movements and a reduction in operating costs following the internalization of towing and stevedore activities. Fleeting operations suffered from a reduction in liquid tank barge activity in the St. Louis region due to lower demand for petroleum products. Witt O’Brien’s – Operating income and OIBDA were $0.5 million and $0.8 million in the current year quarter compared with an operating loss and negative OIBDA of $(0.7) million and $(0.5) million, respectively. The improvement was primarily due to an expansion of support for the USVI recovery program and new contract wins in response to the COVID-19 pandemic partially offset by bad debt expense related to a dispute with a subcontractor. Corporate Expenses – Corporate expenses were $4.1 million higher primarily due to advisory and legal fees associated with the proposed merger transaction with American Industrial Partners. Capital Commitments – The Company’s capital commitments as of December 31, 2020 were $43.1 million and included four U.S.-flag harbor tugs, one inland river towboat, other equipment, and vessel and terminal improvements. Subsequent to December 31, 2020, the Company committed to purchase other property and equipment for $0.2 million. Liquidity and Debt – During the current year quarter, the Company drew $20.0 million on its revolving credit facility, which was repaid in January 2021. As of December 31, 2020, the Company’s balances of cash, cash equivalents, restricted cash, restricted cash equivalents, and marketable securities totaled $74.4 million. As of December 31, 2020, total outstanding debt was $277.0 million, and the Company had $205.0 million of borrowing capacity under its credit facilities. Equity – As of December 31, 2020, the total shares outstanding were 20,472,853. Tender Offer – On December 18, 2020, Safari Merger Subsidiary, Inc., a Delaware corporation and an affiliate of American Industrial Partners (“Purchaser”), commenced a tender offer to acquire all of the outstanding shares of the Company’s common stock at a price per share of $41.50, net to the holder in cash, without interest. The offer remains outstanding and the Company’s board of directors has recommended that the Company’s stockholders accept the offer and tender their shares to Purchaser pursuant to the offer. For additional information on the offer and the Company’s recommendation, see “Additional Information and Where to Find It” below. * * * * * SEACOR Holdings Inc. (“SEACOR”) is a diversified holding company with interests in domestic and international transportation and logistics, crisis and emergency management, and clean fuel and power solutions. SEACOR is publicly traded on the New York Stock Exchange (NYSE) under the symbol CKH. Additional Information and Where to Find It The tender offer described in this communication commenced on December 18, 2020. This communication is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell shares of the Company. On December 18, 2020, Purchaser filed with the United States Securities and Exchange Commission (the “SEC”) a Tender Offer Statement on Schedule TO, and the Company filed with the SEC a Solicitation/Recommendation Statement on Schedule 14D-9. THE COMPANY’S STOCKHOLDERS AND OTHER INVESTORS ARE URGED TO READ THE TENDER OFFER MATERIALS (INCLUDING AN OFFER TO PURCHASE, A RELATED LETTER OF TRANSMITTAL AND CERTAIN OTHER TENDER OFFER DOCUMENTS) AND THE SOLICITATION/RECOMMENDATION STATEMENT BECAUSE THEY CONTAIN IMPORTANT INFORMATION WHICH SHOULD BE READ CAREFULLY BEFORE ANY DECISION IS MADE WITH RESPECT TO THE TENDER OFFER. The Tender Offer Statement and the Solicitation/Recommendation Statement, as amended from time to time, are available for free at the SEC’s web site at www.sec.gov. Additional copies may be obtained for free by contacting the Company. Free copies of these materials and certain other offering documents will be made available by the Company upon request by mail to SEACOR Holdings Inc., 2200 Eller Drive, P.O. Box 13038, Fort Lauderdale, FL 33316, attention: Investor Relations, or by phone at 1-954-523-2200, or by directing requests for such materials to the information agent for the offer, which will be named in the Tender Offer Statement. Copies of the documents filed with the SEC by the Company will be available free of charge under the “Investors” section of the Company’s internet website at seacorholdings.com. In addition to the Offer to Purchase, the related Letter of Transmittal and certain other tender offer documents, as well as the Solicitation/Recommendation Statement, the Company files annual, quarterly and current reports, proxy statements and other information with the SEC. The Company’s filings with the SEC are also available for free to the public from commercial document-retrieval services and at the website maintained by the SEC at www.sec.gov. Cautionary Note Regarding Forward-Looking Statements Certain statements discussed in this release as well as in other reports, materials and oral statements that the Company releases from time to time to the public constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Generally, words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “believe,” “plan,” “target,” “forecast” and similar expressions are intended to identify forward-looking statements. Such forward-looking statements concern management’s expectations, strategic objectives, business prospects, anticipated economic performance and financial condition and other similar matters. Forward-looking statements are inherently uncertain and subject to a variety of assumptions, risks and uncertainties that could cause actual results to differ materially from those anticipated or expected by management of the Company. These statements are not guarantees of future performance and actual events or results may differ significantly from these statements. Actual events or results are subject to significant known and unknown risks, uncertainties and other important factors, including risks relating to the COVID-19 pandemic, volatility the pandemic has caused in the capital markets and the effects it has had and could continue to have on the global economy, the potential impact of governmental responses to the pandemic on the Company’s business, operations and personnel, financial condition, results of operations, cash flows and liquidity, risks relating to weakening demand for the Company’s services as a result of unplanned customer suspensions, cancellations, rate reductions or non-renewals of vessel charters or failures to finalize commitments to charter vessels, increased government legislation and regulation of the Company’s businesses that could increase the cost of operations, increased competition if the Jones Act is repealed, liability, legal fees and costs in connection with the provision of emergency response services, decreased demand for the Company’s services as a result of declines in the global economy or the COVID-19 pandemic, declines in valuations in the global financial markets and a lack of liquidity in the credit sectors, interest rate fluctuations, availability of credit, inflation rates, changes in laws, trade barriers, commodity prices and currency exchange fluctuations, activity in foreign countries and changes in foreign political, military and economic conditions, changes in foreign and domestic oil and gas exploration and production activity, safety record requirements related to Ocean Transportation & Logistics Services, decreased demand for Ocean Transportation & Logistics Services due to construction of additional refined petroleum product, natural gas or crude oil pipelines or due to decreased demand for refined petroleum products, crude oil or chemical products or a change in existing methods of delivery, compliance with U.S. and foreign government laws and regulations, including environmental laws and regulations and economic sanctions, the dependence of Ocean Transportation & Logistics Services and Inland Transportation & Logistics Services on several key customers, consolidation of the Company’s customer base, the ongoing need to replace aging vessels, industry fleet capacity, restrictions imposed by the Shipping Acts on the amount of foreign ownership of the Company’s Common Stock, operational risks of Ocean Transportation & Logistics Services and Inland Transportation & Logistics Services, effects of adverse weather conditions and seasonality, the level of grain export volume, the effect of fuel prices on barge towing costs, variability in freight rates for inland river barges, the effect of international economic and political factors on Inland Transportation & Logistics Services’ operations, the ability to realize anticipated benefits from acquisitions and other strategic transactions, adequacy of insurance coverage, the attraction and retention of qualified personnel by the Company, changes in U.S. and international trade policies and various other matters and factors, many of which are beyond the Company’s control as well as those discussed in Item 1A. (Risk Factors) of the Company’s Annual report on Form 10-K and other reports filed by the Company with the Securities and Exchange Commission (“SEC”). It should be understood that it is not possible to predict or identify all such factors. Consequently, the preceding should not be considered to be a complete discussion of all potential risks or uncertainties. Given these factors, investors and analysts should not place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date of the document in which they are made. The Company disclaims any obligation or undertaking to provide any updates or revisions to any forward-looking statement to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which the forward-looking statement is based, except as required by law. It is advisable, however, to consult any further disclosures the Company makes on related subjects in its filings with the SEC, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K (if any). These statements constitute the Company’s cautionary statements under the Private Securities Litigation Reform Act of 1995. For additional information, contact SEACOR at (954) 523-2200, e-mail SEACOR at [email protected] or visit SEACOR’s website at www.seacorholdings.com. SEACOR HOLDINGS INC.CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)(in thousands, except share data, unaudited) Three Months Ended Twelve Months Ended December 31, December 31, 2020 2019 2020 2019Operating Revenues$213,531 $192,761 $753,826 $799,966 Costs and Expenses: Operating147,288 145,964 548,040 583,332 Administrative and general36,528 27,435 113,313 105,818 Depreciation and amortization17,933 17,451 70,553 68,571 201,749 190,850 731,906 757,721 Gains on Asset Dispositions, Net1,535 651 10,735 2,910 Operating Income13,317 2,562 32,655 45,155 Other Income (Expense): Interest income1,649 1,488 6,193 7,471 Interest expense(3,362) (4,401) (15,949) (19,233)Debt extinguishment gains (losses), net— (171) 1,348 (2,244)Marketable security gains (losses), net— 1,898 (567) 18,394 Foreign currency gains (losses), net2,660 1,351 (382) (312)Other, net102 (20) 3,094 (134) 1,049 145 (6,263) 3,942 Income Before Income Tax Expense (Benefit) and Equity in Losses of 50% or Less Owned Companies14,366 2,707 26,392 49,097 Income Tax Expense (Benefit)2,262 2,817 (7,122) 9,829 Income (Loss) Before Equity in Losses of 50% or Less Owned Companies12,104 (110) 33,514 39,268 Equity in Losses of 50% or Less Owned Companies, Net of Tax(1,306) (1,802) (10,183) (5,250)Net Income (Loss)10,798 (1,912) 23,331 34,018 Net Income Attributable to Noncontrolling Interests in Subsidiaries28 5 20 7,244 Net Income (Loss) Attributable to SEACOR Holdings Inc.$10,770 $(1,917) $23,311 $26,774 Basic Earnings (Loss) Per Common Share of SEACOR Holdings Inc.$0.54 $(0.10) $1.17 $1.41 Diluted Earnings (Loss) Per Common Share of SEACOR Holdings Inc.$0.52 $(0.10) $1.16 $1.38 Weighted Average Common Shares Outstanding: Basic20,042,230 19,933,277 19,992,375 18,949,981 Diluted21,140,588 19,933,277 21,106,745 20,306,332 OIBDA(1)$31,250 $20,013 $103,208 $113,726 OIBDA Attributable to SEACOR Holdings Inc.(1)$31,250 $20,013 $103,208 $97,727 ______________________1. Non-GAAP Financial Measure. See explanation of use of non-GAAP financial measures included elsewhere in this release. SEACOR HOLDINGS INC.CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)(in thousands, except per share data, unaudited) Three Months Ended Dec. 31,2020 Sep. 30,2020 Jun. 30,2020 Mar. 31,2020 Dec. 31,2019Operating Revenues$213,531 $175,414 $172,585 $192,296 $192,761 Costs and Expenses: Operating147,288 128,546 126,178 146,028 145,964 Administrative and general36,528 24,560 23,204 29,021 27,435 Depreciation and amortization17,933 17,306 17,585 17,729 17,451 201,749 170,412 166,967 192,778 190,850 Gains on Asset Dispositions, Net1,535 618 8,198 384 651 Operating Income (Loss)13,317 5,620 13,816 (98) 2,562 Other Income (Expense): Interest income1,649 1,425 1,518 1,601 1,488 Interest expense(3,362) (3,938) (4,179) (4,470) (4,401)Debt extinguishment gains (losses), net— (254) 1,921 (319) (171)Marketable security gains (losses), net— 951 (1,414) (104) 1,898 Foreign currency gains (losses), net2,660 (203) 1,743 (4,582) 1,351 Other, net102 2,242 658 92 (20) 1,049 223 247 (7,782) 145 Income (Loss) Before Income Tax Expense (Benefit) and Equity in Losses of 50% or Less Owned Companies14,366 5,843 14,063 (7,880) 2,707 Income Tax Expense (Benefit)2,262 1,552 3,206 (14,142) 2,817 Income (Loss) Before Equity in Losses of 50% or Less Owned Companies12,104 4,291 10,857 6,262 (110)Equity in Losses of 50% or Less Owned Companies, Net of Tax(1,306) (1,102) (2,982) (4,793) (1,802)Net Income (Loss)10,798 3,189 7,875 1,469 (1,912)Net Income (Loss) attributable to Noncontrolling Interests in Subsidiaries28 (1) (9) 2 5 Net Income (Loss) attributable to SEACOR Holdings Inc.$10,770 $3,190 $7,884 $1,467 $(1,917) Basic Earnings (Loss) Per Common Share of SEACOR Holdings Inc.$0.54 $0.16 $0.39 $0.07 $(0.10) Diluted Earnings (Loss) Per Common Share of SEACOR Holdings Inc.$0.52 $0.16 $0.39 $0.07 $(0.10) Weighted Average Common Shares Outstanding: Basic20,042 19,995 19,981 19,950 19,933 Diluted21,141 20,018 21,099 19,994 19,933 Common Shares Outstanding at Period End20,473 20,373 20,340 20,333 20,176 OIBDA(1)$31,250 $22,926 $31,401 $17,631 $20,013 ______________________1. Non-GAAP Financial Measure. See explanation of use of non-GAAP financial measures included elsewhere in this release. SEACOR HOLDINGS INC.SEGMENT INFORMATION(in thousands, unaudited) Three Months Ended Dec. 31,2020 Sep. 30,2020 Jun. 30,2020 Mar. 31,2020 Dec. 31,2019Ocean Transportation & Logistics Services Operating Revenues$100,258 $88,771 $86,111 $106,115 $101,674 Costs and Expenses: Operating65,808 59,985 57,827 77,604 72,759 Administrative and general12,887 10,436 8,780 10,744 11,190 Depreciation and amortization10,111 10,124 10,270 10,282 10,228 88,806 80,545 76,877 98,630 94,177 Gains on Asset Dispositions, Net1,197 191 113 9 121 Operating Income12,649 8,417 9,347 7,494 7,618 Other Income (Expense): Foreign currency gains (losses), net234 213 83 (78) 52 Other, net(7) 5 (18) 22 6 Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax372 505 (1,426) (1,357) (1,238)Segment Profit$13,248 $9,140 $7,986 $6,081 $6,438 OIBDA(2)$22,760 $18,541 $19,617 $17,776 $17,846 Dry-docking expenditures for U.S.-flag petroleum and chemical carriers, dry bulk carriers and PCTC’s (included in operating costs and expenses)$103 $420 $908 $7,816 $8,752 Out-of-service days for dry-dockings of U.S.-flag petroleum and chemical carriers, dry bulk carriers and PCTC’s— 9 13 38 76 Dry-docking expenditures for all other vessels$1,153 $1,155 $292 $1,704 $289 Inland Transportation & Logistics Services Operating Revenues$82,996 $64,069 $63,513 $61,311 $68,257 Costs and Expenses: Operating63,014 54,338 53,915 50,919 57,611 Administrative and general3,855 3,321 3,292 3,488 3,625 Depreciation and amortization6,653 6,036 6,016 6,212 6,144 73,522 63,695 63,223 60,619 67,380 Gains on Asset Dispositions, Net338 427 8,085 315 522 Operating Income9,812 801 8,375 1,007 1,399 Other Income (Expense): Foreign currency gains (losses), net2,412 (439) 1,653 (4,478) 1,249 Other, net1 1,939 (3) — — Equity in Losses of 50% or Less Owned Companies, Net of Tax(2,538) (1,141) (701) (3,376) (2,346)Segment Profit (Loss)(1)$9,687 $1,160 $9,324 $(6,847) $302 OIBDA(2)$16,465 $6,837 $14,391 $7,219 $7,543 ______________________1. Includes amounts attributable to both SEACOR and noncontrolling interests.2. Non-GAAP Financial Measure. See explanation of use of non-GAAP financial measures included elsewhere in this release. SEACOR HOLDINGS INC.SEGMENT INFORMATION (continued)(in thousands, unaudited) Three Months Ended Dec. 31,2020 Sep. 30,2020 Jun. 30,2020 Mar. 31,2020 Dec. 31,2019Witt O’Brien’s Operating Revenues$28,283 $20,518 $21,173 $22,506 $20,742 Costs and Expenses: Operating16,932 12,793 13,104 15,691 14,266 Administrative and general10,507 4,913 4,961 7,679 7,008 Depreciation and amortization361 359 356 259 210 27,800 18,065 18,421 23,629 21,484 Gains on Asset Dispositions— — — — 8 Operating Income (Loss)483 2,453 2,752 (1,123) (734)Other Income (Expense): Foreign currency gains (losses), net(33) (18) (9) 12 (1)Other, net79 — — 70 (457)Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax428 130 256 (8) 333 Segment Profit (Loss)$957 $2,565 $2,999 $(1,049) $(859) OIBDA(2)$844 $2,812 $3,108 $(864) $(524) Other Operating Revenues$2,000 $2,069 $1,798 $2,399 $2,099 Costs and Expenses: Operating1,537 1,442 1,342 1,847 1,335 Administrative and general580 706 877 1,124 967 Depreciation and amortization474 459 615 619 499 2,591 2,607 2,834 3,590 2,801 Gains on Asset Dispositions— — — 60 — Operating Loss(591) (538) (1,036) (1,131) (702)Other Income (Expense): Other, net28 1 — — 431 Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax432 (596) (1,111) (52) 1,449 Segment Profit (Loss)(1)$(131) $(1,133) $(2,147) $(1,183) $1,178 Corporate and Eliminations Operating Revenues$(6) $(13) $(10) $(35) $(11)Costs and Expenses: Operating(3) (12) (10) (33) (7)Administrative and general8,699 5,184 5,294 5,986 4,645 Depreciation and amortization334 328 328 357 370 9,030 5,500 5,612 6,310 5,008 Operating Loss$(9,036) $(5,513) $(5,622) $(6,345) $(5,019)Other Income (Expense): Foreign currency gains (losses), net$47 $41 $16 $(38) $51 Other, net1 297 679 — — ______________________1. Includes amounts attributable to both SEACOR and noncontrolling interests.2. Non-GAAP Financial Measure. See explanation of use of non-GAAP financial measures included elsewhere in this release. SEACOR HOLDINGS INC.CONDENSED CONSOLIDATED BALANCE SHEETS(in thousands, unaudited) Dec. 31,2020 Sep. 30,2020 Jun. 30,2020 Mar. 31,2020 Dec. 31,2019ASSETS Current Assets: Cash and cash equivalents$65,703 $98,015 $128,389 $76,106 $77,222 Restricted cash and restricted cash equivalents1,119 1,119 1,119 1,224 1,222 Marketable securities7,597 7,597 6,418 7,832 7,936 Receivables: Trade, net of allowance for doubtful accounts246,911 196,076 179,350 192,350 194,022 Other71,453 67,862 64,098 67,938 38,881 Inventories2,933 3,871 3,668 4,050 5,255 Prepaid expenses and other8,615 6,364 6,705 5,387 6,971 Total current assets404,331 380,904 389,747 354,887 331,509 Property and Equipment: Historical cost1,441,871 1,442,442 1,439,245 1,441,509 1,442,382 Accumulated depreciation(647,679) (663,277) (647,400) (639,424) (624,024)Net property and equipment794,192 779,165 791,845 802,085 818,358 Operating Lease Right-of-Use Assets117,097 124,855 131,628 136,180 144,539 Investments, at Equity, and Advances to 50% or Less Owned Companies155,399 152,744 152,228 151,568 157,108 Goodwill32,677 32,616 32,626 32,586 32,701 Intangible Assets, Net20,123 21,041 21,990 22,952 20,996 Other Assets8,285 8,404 8,718 8,615 7,761 $1,532,104 $1,499,729 $1,528,782 $1,508,873 $1,512,972 LIABILITIES AND EQUITY Current Liabilities: Current portion of long-term debt$12,839 $10,845 $44,819 $44,495 $58,854 Current portion of long-term operating lease liabilities37,599 37,124 37,441 35,258 36,011 Current portion of other long-term financial liabilities1,491 1,479 1,466 — — Accounts payable and accrued expenses55,816 58,640 46,129 43,663 57,595 Other current liabilities74,609 77,429 77,901 75,225 57,501 Total current liabilities182,354 185,517 207,756 198,641 209,961 Long-Term Debt264,205 238,005 239,698 254,272 255,612 Long-Term Operating Lease Liabilities79,419 87,579 93,867 100,789 108,295 Other Long-Term Financial Liabilities31,324 31,701 32,076 — — Deferred Income Taxes110,915 109,664 113,586 123,054 105,661 Deferred Gains and Other Liabilities18,470 18,910 19,320 19,103 20,929 Total liabilities686,687 671,376 706,303 695,859 700,458 Equity: SEACOR Holdings Inc. stockholders’ equity: Preferred stock— — — — — Common stock411 410 410 410 408 Additional paid-in capital1,671,869 1,666,218 1,664,617 1,662,938 1,661,002 Retained earnings540,417 529,647 526,457 518,573 517,106 Shares held in treasury, at cost(1,365,938) (1,365,921) (1,366,787) (1,366,787) (1,365,792)Accumulated other comprehensive loss, net of tax(2,148) (2,779) (2,998) (2,909) (998) 844,611 827,575 821,699 812,225 811,726 Noncontrolling interests in subsidiaries806 778 780 789 788 Total equity845,417 828,353 822,479 813,014 812,514 $1,532,104 $1,499,729 $1,528,782 $1,508,873 $1,512,972 Use of non-GAAP Financial Measures The information furnished in this release includes non-GAAP financial measures that differ from measures calculated in accordance with U.S. GAAP, including OIBDA and Cash Earnings. The Company defines OIBDA as operating income (loss) plus depreciation and amortization. The Company includes maintenance and repair costs, including major overhauls and regulatory dry-dockings, and gains or losses (or impairments) on asset dispositions in OIBDA. The Company defines Cash Earnings as OIBDA further adjusted to exclude the amortization of non-cash deferred gains and amounts attributable to its minority partner in SEA-Vista as well as the gain or loss associated with marking-to-market securities held for investment, accrued net cash expense associated with interest on debt obligations, and the Company’s estimate of cash taxes. Other companies may calculate OIBDA and Cash Earnings differently than the Company, which may limit their usefulness as comparative measures. In addition, each of these measures does not necessarily represent funds available for discretionary use and are not measures of the Company’s ability to fund its cash needs. OIBDA and Cash Earnings are each financial metrics used by management (i) as a supplemental internal measure for planning and forecasting overall expectations and for evaluating actual results against such expectations; (ii) as a criteria for annual incentive bonuses paid to Company officers and other shore-based employees; and (iii) to compare to the OIBDA and Cash Earnings of other companies when evaluating potential acquisitions. In addition, the Company believes Cash Earnings is meaningful to investors because it assists in evaluating the Company’s results of operations and net cash generated by business activities across previous and subsequent accounting periods and to better understand the long-term performance of the Company. The Company views OIBDA and Cash Earnings as measures of operating performance not liquidity. The presentation of these non-GAAP financial measures is not intended to be considered in isolation from or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP. The following tables reconcile these non-GAAP measures to their most closely comparable U.S. GAAP measures (amounts in thousands, except per share data). Three Months Ended December 31, Twelve Months Ended December 31, 2020 2019 2020 2019U.S. GAAP Measures Net Income (Loss) Attributable to Stockholders$10,770 $(1,917) $23,311 $26,774 Diluted Earnings (Loss) Per Common Share(1)$0.52 $(0.10) $1.16 $1.38 Reconciliation of non-GAAP Financial Measures Operating Income (U.S. GAAP)$13,317 $2,562 $32,655 $45,155 (+) Depreciation and amortization17,933 17,451 70,553 68,571 OIBDA(2)31,250 20,013 103,208 113,726 (–) Amortization of deferred gains(3)(330) (330) (1,322) (1,322)(–) OIBDA attributable to noncontrolling interests— — — (15,999)(–) Cash interest paid, net(4)(1,816) (1,459) (4,799) (4,220)(–) Income tax obligation(6,097) (1,641) (19,275) (1,660)(+/–) Marketable security gains (losses), net— 1,898 (567) 18,394 Cash Earnings (proxy for cash earned)$23,007 $18,481 $77,245 $108,919 ______________________1. Includes diluted earnings per common share of $0.72 for the twelve months ended December 31, 2019, related to marking-to-market the Company’s marketable security portfolio.2. All references to OIBDA in this release are calculated in the same manner.3. Included in gains on asset dispositions.4. Amount is net of interest income, excludes capitalized interest, and is net of our partner’s portion of SEA-Vista net interest expense of $1.2 million for the twelve months ended December 31, 2019. SEACOR HOLDINGS INC.FLEET COUNTS(unaudited) Dec. 31,2020 Sep. 30,2020 Jun. 30,2020 Mar. 31,2020 Dec. 31,2019Ocean Transportation & Logistics Services Bulk Transportation Services: Petroleum and chemical carriers – U.S.-flag9 9 9 9 9Bulk carriers – U.S.-flag1 2 2 2 2Port & Infrastructure Services: Harbor tugs – U.S.-flag24 24 25 25 24Harbor tugs – Foreign-flag8 8 8 8 8Offshore tug – U.S.-flag— 1 1 1 1Ocean liquid tank barges – U.S.-flag5 5 5 5 5Ocean liquid tank barges – Foreign-flag1 1 1 1 1Specialty vessels – Foreign-flag(1)2 2 2 2 2Logistics Services: PCTC(2) – U.S.-flag4 4 4 4 4Short-sea container/RORO(3) vessels – Foreign-flag8 8 8 8 8RORO(3) & deck barges – U.S.-flag7 7 7 7 7Rail ferries – Foreign-flag2 2 2 2 2 71 73 74 74 73 Inland Transportation & Logistics Services Bulk Transportation Services: Dry-cargo barges1,322 1,322 1,341 1,372 1,372Liquid tank barges20 20 20 20 20Specialty barges(4)5 5 5 5 5Towboats: 4,000 hp – 6,600 hp19 19 19 19 193,300 hp – 3,900 hp3 3 3 3 3Less than 3,300 hp2 2 2 2 2Port & Infrastructure Services: Harbor boats: 1,100 hp – 2,000 hp20 18 18 18 18Less than 1,100 hp12 6 6 6 6Launch support boats22 — — — —Logistics Services: Dry-cargo barges41 35 35 35 35Towboats: Less than 3,300 hp2 2 2 1 1 1,468 1,432 1,451 1,481 1,481 ______________________1. One line handling and one crew transport vessel.2. Pure Car/Truck Carrier.3. Roll On/Roll Off.4. Includes non-certificated 10,000 and 30,000 barrel inland river liquid tank barges.