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STOCKHOLDERS’ EQUITY
9 Months Ended
Sep. 30, 2017
Stockholders Equity Note [Abstract]  
STOCKHOLDERS’ EQUITY

NOTE 13—STOCKHOLDERS’ EQUITY

The changes in the number of shares outstanding and treasury shares held by the Company are as follows:

 

 

 

Nine Months Ended September 30,

 

 

 

2017

 

 

2016

 

Shares outstanding

 

 

 

 

 

 

 

 

Beginning balance

 

 

241,388,277

 

 

 

239,016,924

 

Common stock issued

 

 

43,634,232

 

 

 

3,234,994

 

Purchase of common stock

 

 

(1,013,749

)

 

 

(912,344

)

Ending balance

 

 

284,008,760

 

 

 

241,339,574

 

 

 

 

 

 

 

 

 

 

Shares held as Treasury shares

 

 

 

 

 

 

 

 

Beginning balance

 

 

8,302,004

 

 

 

7,824,204

 

Purchase of common stock

 

 

1,013,749

 

 

 

912,344

 

Retirement of common stock

 

 

(821,586

)

 

 

(447,173

)

Ending balance

 

 

8,494,167

 

 

 

8,289,375

 

 

 

 

 

 

 

 

 

 

Ordinary shares issued at the end of the period

 

 

292,502,927

 

 

 

249,628,949

 

 

During the second quarter of 2017, we delivered 40.8 million shares of our common stock to holders of the prepaid common stock purchase contracts comprising part of the TEUs, based on the settlement rate of 3.5496 shares per unit. For further discussion see Note 9, Debt.

 

Accumulated Other Comprehensive Income (Loss)

The components of AOCI included in stockholders’ equity are as follows:  

 

 

 

September 30, 2017

 

 

December 31, 2016

 

 

 

(In thousands)

 

Foreign currency translation adjustments ("CTA")

 

$

(48,791

)

 

$

(42,082

)

Net unrealized gain on investments

 

 

346

 

 

 

269

 

Net unrealized loss on derivative financial instruments

 

 

(5,159

)

 

 

(25,082

)

Accumulated other comprehensive loss

 

$

(53,604

)

 

$

(66,895

)

The following table presents the components of AOCI and the amounts that were reclassified during the periods indicated:

 

 

 

Foreign Currency Translation Adjustments

 

 

Unrealized Holding Gain (Loss) on Investments

 

 

Gain (Loss) on Derivative (1)

 

 

TOTAL

 

For the Three Months Ended September 30, 2017

 

(In thousands)

 

Balance at July 1, 2017

 

$

(42,074

)

 

$

308

 

 

$

(14,425

)

 

$

(56,191

)

Other comprehensive income (loss) before reclassification

 

 

(784

)

 

 

38

 

 

 

4,971

 

 

 

4,225

 

Acquisition of NCI

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Amounts reclassified from AOCI

 

 

(5,933

)

(3)

 

-

 

 

 

4,295

 

(2)

 

(1,638

)

Net current period other comprehensive income

 

 

(6,717

)

 

 

38

 

 

 

9,266

 

 

 

2,587

 

Balance at September 30, 2017

 

$

(48,791

)

 

$

346

 

 

$

(5,159

)

 

$

(53,604

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the Nine Months Ended September 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2017

 

$

(42,082

)

 

$

269

 

 

$

(25,082

)

 

$

(66,895

)

Other comprehensive income before reclassification

 

 

(776

)

 

 

77

 

 

 

15,183

 

 

 

14,484

 

Acquisition of NCI

 

 

-

 

 

 

-

 

 

 

2,284

 

 

 

2,284

 

Amounts reclassified from AOCI

 

 

(5,933

)

(3)

 

-

 

 

 

2,456

 

(2)

 

(3,477

)

Net current period other comprehensive income

 

 

(6,709

)

 

 

77

 

 

 

19,923

 

 

 

13,291

 

Balance at September 30, 2017

 

$

(48,791

)

 

$

346

 

 

$

(5,159

)

 

$

(53,604

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the Three Months Ended September 30, 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at July 1, 2016

 

$

(37,295

)

 

$

264

 

 

$

(28,844

)

 

$

(65,875

)

Other comprehensive income (loss) before reclassification

 

 

(5,031

)

 

 

(3

)

 

 

4,228

 

 

 

(806

)

Amounts reclassified from AOCI

 

 

-

 

 

 

-

 

 

 

(651

)

(2)

 

(651

)

Net current period other comprehensive income

 

 

(5,031

)

 

 

(3

)

 

 

3,577

 

 

 

(1,457

)

Balance at September 30, 2016

 

$

(42,326

)

 

$

261

 

 

$

(25,267

)

 

$

(67,332

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the Nine Months Ended September 30, 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2016

 

$

(29,925

)

 

$

247

 

 

$

(64,277

)

 

$

(93,955

)

Other comprehensive income (loss) before reclassification

 

 

(12,401

)

 

 

14

 

 

 

14,458

 

 

 

2,071

 

Amounts reclassified from AOCI

 

 

-

 

 

 

-

 

 

 

24,552

 

(2)

 

24,552

 

Net current period other comprehensive income

 

 

(12,401

)

 

 

14

 

 

 

39,010

 

 

 

26,623

 

Balance at September 30, 2016

 

$

(42,326

)

 

$

261

 

 

$

(25,267

)

 

$

(67,332

)

 

(1)

Refer to Note 11, Derivative Financial Instruments, for additional details

(2)

Reclassified to Cost of operations and Other non-operating income (expense), net

(3)

Release of CTA to Other non-operating income (expense), net, on liquidation of certain foreign entities

Noncontrolling Interest

North Ocean 105―In December 2010, J. Ray McDermott (Norway), AS ( “JRM”), one of our indirectly wholly owned subsidiaries, and Oceanteam entered into an Equity Owner’s Agreement (as amended to date, the “Equity Agreement”) to acquire a 75% interest in North Ocean 105 AS, the vessel-owning company. Under the Equity Agreement JRM was given an option to purchase Oceanteam ASA’s 25% ownership interest in the second quarter of 2017.

In the second quarter of 2017, we exercised our option under the Equity Agreement and purchased Oceanteam’s 25% interest in the vessel-owning company for approximately $11 million in cash. As part of that transaction, we also assumed the right to a $5 million note payable from North Ocean 105 AS to Oceanteam (which had been issued in connection with a dividend declared by North Ocean 105 AS in 2016). In connection with this acquisition, we recorded a $9 million decrease in noncontrolling interest and a $5 million decrease in note payable to Oceanteam and we recognized a $2 million gain in Capital-in-excess of par value in our Consolidated Financial Statements. 

Berlian McDermott Sdn. Bhd―In 2013, we entered into certain joint ventures with TH Heavy Engineering Berhad (“THHE”), whereby we acquired a 30% interest in THHE Fabricators Sdn. Bhd. (“THF”), a subsidiary of THHE, and THHE acquired a 30% interest in our Malaysian subsidiary, Berlian McDermott Sdn. Bhd (“BMD”). In the third quarter of 2016, we reacquired the 30% of noncontrolling interest in BMD from THHE in exchange for our 30% equity interest in THF. We determined the fair value of the asset surrendered to be $17 million. As of and for the periods ended September 30, 2016, in connection with the acquisition of the BMD noncontrolling interest, we recorded an $18 million decrease in Noncontrolling interest, and, in connection with the exchange of our investment in THF, we recorded a $12 million decrease in Investments in unconsolidated affiliates and a $5 million gain in Other income (expense), net in our Consolidated Financial Statements.