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Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2024
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COMPANY INFORMATION
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CONTENTS
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STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors present their Strategic Report for the year ended 31 December 2024.
The principal activity of the company is that of a holding company. The principal activity of the subsidiaries is the operation of supply vessels and transportation from onshore supply bases to offshore oil and gas drilling and production operations. These financial statements have been prepared on a going concern basis, which the directors believe to be appropriate based on the disclosures made in note 2.
The company primarily operates in UK and Norwegian oil and gas markets in the North Sea and so demand for services is linked to the activity in the sector which is primarily driven by the market price for such commodities. The oil price started the year at c $79/bbl and ended the year at $74 /bbl, however during the year there were spikes to $93/bbl in April and dips to $70/bbl. This relatively steady price assists in creating confidence in the future direction of pricing and subsequent demand; however all parties understand the effect of the Ukraine conflict and Russian sanctions on oil supply and the price strengthening this brought.
The offshore vessel services market improved markedly through 2024. The UK saw £6 billion of investment in 2024 a marked increase for both exploration and development drilling in the North Sea. During 2024 vessel utilization increased and, subsequently, day rates began to climb with Charterers looking to fix vessels on term contracts rather than servicing their requirements from the spot market. 2024 also saw an increase in offshore renewable activities. Tidewater remains in a good position to take advantage of these opportunities and had vessels working in France on two major projects during this period. Throughout the year, the company’s subsidiaries have continued with best efforts to reduce vessel operating costs where possible whilst still providing a high quality, safe service.
The directors intend to seek and obtain new contracts in the offshore and renewables sector and elsewhere within the marine industry whilst maintaining a high level of service provision to existing clients.
As mentioned above, we have seen an improvement in the market throughout 2024. The activity that is forecast for 2025 and beyond, as well as consolidation amongst Vessel Owners, should result in continued improvement for the OSV market. There remains a lack of new build vessels either under construction or on the market and this situation is expected to continue over the next 2 to 5 years. This is expected to further stimulate the market as older tonnage becomes less attractive to potential charterers. In summary, the board is of the opinion that the long term outlook for the company is positive. For the fiscal year 2025, the Company will have access to funding, if required, from the ultimate parent, Tidewater Inc. . Due to this fact, the Directors are of the opinion that the going concern assessment of GulfMark North Sea Limited and other UK entities is not in doubt.
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
As a holding company, the only significant risk for the company relates to the underlying value of its investments and any potential impairment in them.
Operating Profit: has decreased from a loss of £21,000 to a loss of £16,000.
Operating Margin: this figure is unchanged at 100%.
This report was approved by the board and signed on its behalf.
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DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors present their report and the financial statements for the year ended 31 December 2024.
The loss for the year, after taxation, amounted to £16,000 (2023 - loss £21,000).
The directors do not propose the payment of a dividend for the current financial year (2023 - £nil).
The directors who served during the year and up to the date of signing were:
Information relating to the engagement with customers, suppliers and other stakeholders is contained within the Strategic Report.
There have been no significant events affecting the company since the year end.
The auditor, AAB Audit & Accountancy Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GULFMARK NORTH SEA LIMITED
We have audited the financial statements of Gulfmark North Sea Limited (the 'company') for the year ended 31 December 2024, which comprise the Profit and loss account, the Balance sheet, the Statement of changes in equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
We have nothing to report in this regard.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GULFMARK NORTH SEA LIMITED (CONTINUED)
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GULFMARK NORTH SEA LIMITED (CONTINUED)
We obtained an understanding of the legal and regulatory frameworks within which the company operates, focusing on those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GULFMARK NORTH SEA LIMITED (CONTINUED)
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an Auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Statutory Auditor
Kingshill View
Prime Four Business Park
Kingswells
AB15 8PU
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PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024
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BALANCE SHEET
AS AT 31 DECEMBER 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 12 to 22 form part of these financial statements.
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STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
GulfMark North Sea Limited ('the company') acts as a holding company within the Tidewater group.
The company is a private company limited by shares and incorporated, domiciled and registered in England. The address of its registered office is C/O Hunters Law LLP, 9 New Square, Lincoln's Inn, London, United Kingdom, WC2A 3QN.
2.Accounting policies
All amounts in the financial statements have been rounded to the nearest £1,000.
The following principal accounting policies have been applied:
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 26 Share-based Payment paragraphs 26.18(b), 26.19 to 26.21 and 26.23;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Tidewater Inc. as at 31 December 2024 and these financial statements may be obtained from the internet at www.tdw.com or by writing to Tidewater Inc., 842 West Sam Houston, Parkway North, Suite 400, Houston, TX 77024.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
These financial statements have been prepared on a going concern basis, which the directors believe to be appropriate for the following reasons:
The directors, having made due and careful enquiry, are of the opinion that the company has adequate working capital to execute its operations over the next 12 months. The directors, therefore, have made an informed judgement, at the time of approving the financial statements, that there is a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. As a result, the directors have continued to adopt the going concern basis of accounting in preparing the annual financial statements.
Functional and presentation currency
Transactions and balances
The Company contributes to a defined contribution pension plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations. The contributions are recognised as an expense in the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the company in independently administered funds.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the company keeping the scheme open or the employee maintaining any contributions required by the scheme). Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period. Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
The company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
The company has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.
Financial instruments are recognised in the company's Balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Derecognition of financial instruments
Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the company will continue to recognise the value of the portion of the risks and rewards retained.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company's contractual obligations expire or are discharged or cancelled.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors of this company were paid by other group companies during the year. The directors do not believe it is practical to apportion those amounts between their services as directors of this company and their services as directors of other group companies. The directors' remuneration and amounts receivable under long term incentive schemes paid by other group companies to the directors of this company total £1,139,000 (2023 - £986,000). The value of the group's contributions paid to defined contribution pension schemes in respect of these directors amounted to £27,000 (2023 - £25,000).
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
There were no factors that may affect future tax charges.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The company has entered into share based arrangements with senior employees, under a non - HMRC approved ''Restricted stock'' scheme.
The company previously entered into share based arrangements with employees at all levels, under a HMRC approved ''free share'' scheme. This scheme was closed during 2018. The charge to the Statement of comprehensive income is £nil (2023 - £nil). In 2024 the company has not been recharged an element of this, such charges in previous years having the effect of reducing the adjustment to equity. The amount charged by the parent was £nil (2023 - £nil). The adjustment to equity is £nil (2023 - £nil).
Restricted stock
Restricted stock is granted in respect of this plan by the US parent company to certain employees of the Company on a discretionary basis. Awards are measured at their fair value, represented by the closing market price on the date of the grant.
Restricted stock - free share scheme
Restricted stock is granted in respect of this plan by the US parent company to certain employees of the Company on a discretionary basis. Awards are measured at their fair value, represented by the closing market price on the date of the grant.
Restricted stock awards have restrictions that lapse periodically over an extended period of time, generally three years Compensation expense is recognised over the requisite service period (usually the restriction period). There are no performance conditions, the employee simply has to provide the requisite service to the Company to earn to award.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The company contributes towards stakeholder individual pension arrangements. The pension charge for this year represents contribution payable by the company to the scheme and amounted to £nil (2023 - £nil). There is no outstanding or prepaid contributions at either the beginning or end of the financial year.
The immediate parent company is GulfMark Oceans LP, a company registered in the Cayman Islands. The ultimate parent company is Tidewater Inc, incorporated in Delaware, USA and listed on the New York Stock Exchange.
Tidewater Inc, is the smallest and largest parent company preparing Group consolidated financial statements which include GulfMark North Sea Limited. A copy of its financial statement may be obtained from by writing to Tidewater Inc., 842 West Sam Houston, Parkway North, Suite 400, Houston, TX 77024 or by visiting www.tdw.com. The ultimate parent company is not considered to have a single controlling party.
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