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Tidewater Reports Results For The Three Months Ended December 31, 2017 and The Nine Month Transition Period From April 1, 2017 through December 31, 2017

03/14/2018

HOUSTON, March 14, 2018 /PRNewswire/ -- Tidewater Inc. (NYSE:TDW) announced today a net loss for the three months ended December 31, 2017 (Successor), of $23.6 million, or $1.02 per common share, on revenues of $104.5 million. For the five month period from August 1, 2017 through December 31, 2017 (Successor), the net loss was $39.3 million, or $1.82 per common share, on revenues of $178.8 million.

As more fully explained in the company's Form 10-K for the nine month transition period ended December 31, 2017, upon emergence from Chapter 11 bankruptcy on July 31, 2017, the company adopted fresh start accounting in accordance with applicable accounting and reporting regulations, which resulted in the company becoming a new entity for financial reporting purposes on July 31, 2017. References herein to "Successor" relate to the financial position and results of operations of the reorganized company subsequent to July 31, 2017, while references to "Predecessor" relate to the financial position and results of operations of the company through July 31, 2017.

Included in the $23.6 million ($1.02 per common share) net loss for the three months ending December 31, 2017 (Successor) were the following:

  • $16.8 million ($0.72 per common share) in non-cash asset impairment charges that resulted from impairment reviews undertaken during the three months ended December 31, 2017.
  • $2.4 million ($0.10 per common share) of reorganization items related to the company's Chapter 11 proceedings.

Included in the $39.3 million ($1.82 per common share) net loss for the five month period from August 1, 2017 through December 31, 2017 (Successor) were the following:

  • $16.8 million ($0.78 per share) in non-cash asset impairment charges that resulted from impairment reviews undertaken during the five month period ended December 31, 2017.
  • $4.3 million ($0.20 per share) of reorganization items related to the company's Chapter 11 proceedings.

Consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) for the three months ended December 31, 2017 (Successor), which excludes reorganization items and asset impairment charges, but includes $2.6 million of stock-based compensation expense, was $13.3 million. EBITDA for the five month period from August 1, 2017 through December 31, 2017 (Successor), which excludes reorganization items and asset impairment charges, but includes $3.7 million of stock-based compensation expense and $1.2 million of vessel operating lease expense for vessels returned to their respective owners in connection with the company's Plan of Reorganization, was $17.7 million. (See disclosures related to Non-GAAP measures in other fleet and financial data beginning on page 13 herein.)

John Rynd, President and Chief Executive Officer of Tidewater stated, "The extended weakness in the offshore supply vessel market continued to be reflected in our fourth quarter financial results. While improvements in oil prices are encouraging, our customers have not yet committed to a meaningful increase in offshore exploration and development spending. As we continue to navigate a market that we expect to remain challenging in 2018, the management team remains focused on executing its post-restructuring business plan, including additional cost reductions, a targeted rationalization of the owned fleet, preserving a low-leverage balance sheet and maintaining a strong liquidity position."

Tom Bates, Chairman of the Board of Directors, added, "I would like to again thank Larry Rigdon for his leadership of the business during his tenure as interim President and Chief Executive Officer.  Significant progress has been made in achieving the company's near-term objective of reaching a cash flow breakeven. John, Larry and I look forward to working with our fellow directors on behalf of all Tidewater stakeholders."

Tidewater will hold a conference call to discuss results for the three months ended December 31, 2017 on Thursday, March 15, 2018, at 10:00 a.m. Central Time. Investors and interested parties may listen to the teleconference via telephone by calling 1-888-771-4371 if calling from the U.S. or Canada (1-847-585-4405 if calling from outside the U.S.) and ask for the "Tidewater" call just prior to the scheduled start. A replay of the conference call will be available beginning at 12:00 p.m. Central Time on March 15, 2018, and will continue until 11:59 p.m. Central Time on March 17, 2018. To hear the replay, call 1-888-843-7419 (1-630-652-3042 if calling from outside the U.S.). The conference call ID number is 46593166.

A simultaneous webcast of the conference call will be available online at the Tidewater Inc. website, (www.tdw.com). The online replay will be available until April 15, 2018.

The conference call will contain forward-looking statements in addition to statements of historical fact. The actual achievement of any forecasted results or the unfolding of future economic or business developments in a way anticipated or projected by the company involve numerous risks and uncertainties that may cause the company's actual performance to be materially different from that stated or implied in the forward-looking statements. Such risks and uncertainties include, among other things, risks associated with the general nature of the oilfield service industry and other factors discussed within the "Risk Factors" section of Tidewater's recent Forms 10-Q and 10-K.

Tidewater owns and operates one of the largest fleets of Offshore Support Vessels in the industry, with over 60 years of experience supporting offshore energy exploration and production activities worldwide.

Note: all per-share amounts are stated on a diluted basis.

Financial information is displayed on the next page.

TIDEWATER INC.

CONSOLIDATED STATEMENTS OF EARNINGS (LOSS)

(In thousands, except share and per share data) 














Successor




Predecessor




Three Months




Three Months




Ended




Ended




December 31, 2017




December 31, 2016


Revenues:










Vessel revenues


$

101,313





125,120


Other operating revenues



3,140





4,095





104,453





129,215


Costs and expenses:










Vessel operating costs



68,201





82,358


Costs of other operating revenues



1,519





2,714


General and administrative (A)



30,373





34,151


Vessel operating leases



91





8,441


Depreciation and amortization



12,195





41,302


Gain on asset dispositions, net



(6,612)





(6,139)


Asset impairments



16,777





253,422





122,544





416,249


Operating loss



(18,091)





(287,034)


Other income (expenses):










Foreign exchange gain (loss)



(349)





2,970


Equity in net earnings of unconsolidated companies



825





1,557


Interest income and other



1,898





1,437


Reorganization items (B)



(2,419)






Interest and other debt costs



(7,769)





(18,587)





(7,814)





(12,623)


Loss before income taxes



(25,905)





(299,657)


Income tax (benefit) expense



(2,706)





(2,884)


Net loss


$

(23,199)





(296,773)


Less: Net income (loss) attributable to noncontrolling interests



374





903


Net loss attributable to Tidewater Inc.


$

(23,573)





(297,676)


Basic loss per common share


$

(1.02)





(6.32)


Diluted loss per common share


$

(1.02)





(6.32)


Weighted average common shares outstanding (C)



23,137,909





47,068,079


Dilutive effect of stock options and restricted stock








Adjusted weighted average common shares



23,137,909





47,068,079


Note (A):  Restructuring-related professional services costs for the three months ended December 31, 2017 (Successor) are included in reorganization items. Restructuring-related professional services costs included in general and administrative expenses for the three months ended December 31, 2016 (Predecessor), were $5.2 million.

Note (B):  Restructuring-related professional services and sale leaseback redelivery costs included in reorganization items for the three months ended December 31, 2017 (Successor) were $2.0 million and $0.4 million, respectively.

Note (C):  Weighted average shares outstanding include 924,125 shares issuable upon the exercise of Jones Act-related New Creditor Warrants held by U.S. citizens.

TIDEWATER INC.

CONSOLIDATED STATEMENTS OF EARNINGS (LOSS)

(In thousands, except share and per share data)


















Successor




Predecessor




Period from




Period from








August 1, 2017




April 1, 2017



Nine Months




through




through



Ended




December 31, 2017




July 31, 2017



December 31, 2016


Revenues:














Vessel revenues


$

171,884





146,597




426,911


Other operating revenues



6,869





4,772




13,951





178,753





151,369




440,862


Costs and expenses:














Vessel operating costs



120,502





116,438




278,326


Costs of other operating revenues



3,792





2,348




10,040


General and administrative (D)



46,619





41,832




104,152


Vessel operating leases



1,215





6,165




25,323


Depreciation and amortization



20,337





47,447




129,699


Gain on asset dispositions, net



(6,616)





(3,561)




(18,035)


Asset impairments



16,777





184,748




419,870





202,626





395,417




949,375


Operating loss



(23,873)





(244,048)




(508,513)


Other income (expenses):














Foreign exchange loss



(407)





(3,181)




(2,302)


Equity in net earnings of unconsolidated companies



2,130





4,786




2,869


Interest income and other



2,771





2,384




3,605


Reorganization items (E)



(4,299)





(1,396,905)





Interest and other debt costs



(13,009)





(11,179)




(54,018)





(12,814)





(1,404,095)




(49,846)


Loss before income taxes



(36,687)





(1,648,143)




(558,359)


Income tax (benefit) expense



2,039





(1,234)




4,680


Net loss


$

(38,726)





(1,646,909)




(563,039)


Less: Net income attributable to noncontrolling interests



540








2,224


Net loss attributable to Tidewater Inc.


$

(39,266)





(1,646,909)




(565,263)


Basic loss per common share


$

(1.82)





(34.95)




(12.01)


Diluted loss per common share


$

(1.82)





(34.95)




(12.01)


Weighted average common shares outstanding (F)



21,539,143





47,121,330




47,067,887


Dilutive effect of stock options and restricted stock











Adjusted weighted average common shares



21,539,143





47,121,330




47,067,887


Note (D):  Restructuring-related professional services costs for the five month period from August 1, 2017 through December 31, 2017 (Successor) are included in reorganization items. Restructuring-related professional services costs included in general and administrative expenses for the four month period from April 1, 2017 through July 31, 2017 (Predecessor), and for the nine months ended December 31, 2016 (Predecessor), were $6.7 million and $12.2 million, respectively.

Note (E):  Reorganization items for the five month period from August 1, 2017 through December 31, 2017 (Successor) of $4.3 million include (i) $1.6 million related to re-delivery of sale leaseback vessels to their respective owners and (ii) $2.7 million of restructuring-related professional services costs.

Reorganization items for the four month period from April 1, 2017 through July 31, 2017 (Predecessor) of $1.4 billion include (i) $1.8 billion of fresh start accounting adjustments, (ii) the establishment of a reserve in regards to sale leaseback claims of $323.6 million and the write-off of leasehold improvements to vessels underlying sale leaseback transactions of $1.7 million, partially offset by the recognition of sale leaseback-related deferred gains of $105.9 million and accrued liabilities associated with the recognition of lease expense on a straight-line basis of $11.3 million, (iii) $94.8 million of make-whole claims on the Senior Notes and $5.2 million of debt issue costs and (iv) restructuring-related professional services costs incurred subsequent to the Petition Date of $28.0 million. Offsetting these reorganization charges is a gain on settlement of liabilities subject to compromise of $767.6 million.

Note (F):  Weighted average shares outstanding include 924,125 shares issuable upon the exercise of Jones Act-related New Creditor Warrants held by U.S. citizens.

TIDEWATER INC.

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and par value data)




Successor




Predecessor




December 31,




March 31,


ASSETS


2017




2017


Current assets:










Cash and cash equivalents


$

432,035





706,404


Restricted cash



21,300






Trade and other receivables, less allowance for doubtful accounts of $1,800
  and $16,165 as of December 31, 2017 and March 31, 2017, respectively



114,184





123,262


Due from affiliate



230,315





262,652


Marine operating supplies



28,220





30,560


Other current assets



19,130





18,409


Total current assets



845,184





1,141,287


Investments in, at equity, and advances to unconsolidated companies



29,216





45,115


Net properties and equipment



837,520





2,864,762


Deferred drydocking and survey costs



3,208






Other assets



31,052





139,535


Total assets


$

1,746,180





4,190,699












LIABILITIES AND EQUITY










Current liabilities:










Accounts payable


$

38,497





31,599


Accrued expenses



54,806





78,121


Due to affiliate



99,448





132,857


Accrued property and liability losses



2,585





3,583


Current portion of long-term debt



5,103





2,034,124


Other current liabilities



19,693





48,429


Total current liabilities



220,132





2,328,713


Long-term debt



443,057






Deferred income taxes







46,013


Accrued property and liability losses



2,471





10,209


Other liabilities and deferred credits



58,576





154,705












Commitments and Contingencies




















Equity:










Predecessor Common stock of $0.10 par value, 125,000,000 shares authorized,
  47,121,304 shares issued and outstanding at March 31, 2017







4,712


Predecessor Additional paid-in capital







165,221


Successor Common stock of $0.001 par value, 125,000,000 shares authorized,
  22,115,916 shares issued and outstanding at December 31, 2017



22






Successor Additional paid-in capital



1,059,120






Retained (deficit) earnings



(39,266)





1,475,329


Accumulated other comprehensive loss



(147)





(10,344)


Total stockholders' equity



1,019,729





1,634,918


Noncontrolling interests



2,215





16,141


Total equity



1,021,944





1,651,059


Total liabilities and equity


$

1,746,180





4,190,699


 

TIDEWATER INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS














Successor




Predecessor




Three Months




Three Months




Ended




Ended


(In thousands)


December 31, 2017




December 31, 2016


Net loss


$

(23,199)





(296,773)


Other comprehensive income:










Unrealized gains (losses) on available for sale securities,
  net of tax of $0 and $0



174





(73)


Change in loss on derivative contract,
  net of tax of $0 and $0







70


Changes in supplemental executive retirement plan
  liability, net of tax of $0 and $0



(1,582)






Changes in pension plan minimum liability,
  net of tax of $0 and $0



(357)






Change in other benefit plan minimum liability,
  net of tax of $0 and $0



1,536






Total comprehensive loss


$

(23,428)





(296,776)


 

TIDEWATER INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS


















Successor




Predecessor




Period from




Period from








August 1, 2017




April 1, 2017



Nine Months




through




through



Ended


(In thousands)


December 31, 2017




July 31, 2017



December 31, 2016


Net loss


$

(38,726)





(1,646,909)




(563,039)


Other comprehensive income:














Unrealized gains on available for sale securities,
  net of tax of $0, $0 and $0



256





163




207


Change in loss on derivative contract,
  net of tax of $0, $0 and $0










213


Changes in supplemental executive retirement plan
  liability, net of tax of $0, $0 and $0



(1,582)





(536)





Changes in pension plan minimum liability,
  net of tax of $0, $0 and $0



(357)





(594)





Change in other benefit plan minimum liability,
  net of tax of $0, $0 and $0



1,536





(1,468)





Total comprehensive loss


$

(38,873)





(1,649,344)




(562,619)


 

TIDEWATER INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS


















Successor




Predecessor




Period from




Period from








August 1, 2017




April 1, 2017



Nine Months




through




through



Ended


(In thousands)


December 31, 2017




July 31, 2017



December 31, 2016


Operating activities:














Net loss (G)


$

(38,726)





(1,646,909)




(563,039)


Adjustments to reconcile net loss to net cash provided by
 operating activities:














Reorganization items (non-cash)







1,368,882





Depreciation and amortization



20,131





47,447




129,699


Amortization of deferred drydocking and survey costs



206









Amortization of debt premiums and discounts



(715)









Provision for deferred income taxes







(5,543)





Gain on asset dispositions, net



(6,616)





(3,561)




(18,035)


Asset impairments



16,777





184,748




419,870


Changes in investments in, at equity, and advances tounconsolidated companies



(4,531)





(4,252)




(2,551)


Compensation expense - stock-based



3,731





1,707




4,166


Changes in operating assets and liabilities, net:














Trade and other receivables



2,312





6,286




53,778


Changes in due to/from affiliate, net



(2,373)





1,301




(4,132)


Marine operating supplies



1,229





88




2,693


Other current assets



10,305





(1,840)




(6,065)


Accounts payable



(1,259)





8,157




1,341


Accrued expenses



(24,896)





17,245




(27,954)


Accrued property and liability losses



(176)





(822)




253


Other current liabilities



(4,026)





(2,337)




(22,798)


Other liabilities and deferred credits



(1,089)





2,884




(4,541)


Other, net



(5,830)





4,932




(3,014)


Net cash used in operating activities



(35,546)





(21,587)




(40,329)


Cash flows from investing activities:














Proceeds from sales of assets



32,742





2,172




12,333


Additions to properties and equipment



(9,834)





(2,265)




(17,144)


Payments related to novated vessel construction contract







5,272





Refunds from cancelled vessel construction contracts










25,565


Net cash provided by investing activities



22,908





5,179




20,754


Cash flows from financing activities:














Principal payment on long-term debt



(1,176)





(5,124)




(7,337)


Cash payments to creditors pursuant to the plan of reorganization



(93,719)





(122,806)





Cash received for issuance of common stock



2









Other







(1,200)




(1,722)


Net cash used in financing activities



(94,893)





(129,130)




(9,059)


Net change in cash and cash equivalents



(107,531)





(145,538)




(28,634)


Cash and cash equivalents at beginning of period



560,866





706,404




678,438


Cash and cash equivalents at end of period


$

453,335





560,866




649,804


Supplemental disclosure of cash flow information:














Cash paid during the period for:














Interest, net of amounts capitalized


$

8,223





1,577




62,469


Income taxes


$

4,654





4,740




24,749


Supplemental disclosure of non-cash investing activities:














Additions to properties and equipment


$








5,330

















Note (G): Net loss includes restructuring-related professional services costs and costs related to the re-delivery of sale leaseback vessels to their respective owners for the five month period from August 1, 2017 through December 31, 2017 (Successor), the four month period from April 1, 2017 through July 31, 2017 (Predecessor), and for the nine months ended December 31, 2016 (Predecessor), of $4.3 million, $34.7 million and $12.2 million, respectively.

 

TIDEWATER INC.

CONSOLIDATED STATEMENTS OF EQUITY













Accumulated













Additional



Retained



other



Non







Common



paid-in



earnings



comprehensive



controlling





 (In thousands)


stock



capital



(deficit)



loss



interest



Total


Balance at March 31, 2016 (Predecessor)


$

4,707




166,604




2,135,075




(6,866)




6,034




2,305,554


Total comprehensive loss









(660,118)




(3,478)




10,107




(653,489)


Stock option activity






1,146













1,146


Amortization/cancellation of restricted stock units



5




(2,529)




372










(2,152)


Balance at March 31, 2017 (Predecessor)


$

4,712




165,221




1,475,329




(10,344)




16,141




1,651,059


Total comprehensive loss









(1,646,909)




(2,435)







(1,649,344)


Stock option expense






390













390


Cancellation/forfeiture of restricted stock units






1,254













1,254


Amortization of restricted stock units






2













2


Cash paid to noncontrolling interests















(1,200)




(1,200)


Balance at July 31, 2017 (Predecessor)


$

4,712




166,867




(171,580)




(12,779)




14,941




2,161


Cancellation of Predecessor equity



(4,712)




(166,867)




171,580




12,779




(13,266)




(486)


Balance at July 31, 2017 (Predecessor)


$













1,675




1,675



























Issuance of Successor common stock and warrants


$

18




1,055,391













1,055,409



























Balance at August 1, 2017 (Successor)


$

18




1,055,391










1,675




1,057,084


Total comprehensive loss









(39,266)




(147)




540




(38,873)


Issuance of common stock



4




(2)













2


Amortization/cancellation of restricted stock units






3,731













3,731


Balance at December 31, 2017 (Successor)


$

22




1,059,120




(39,266)




(147)




2,215




1,021,944



 

The company's vessel revenues and vessel operating costs and the related percentage of total vessel revenues, were as follows:



Successor




Predecessor




Three Months




Three Months




Ended




Ended




December 31, 2017




December 31, 2016


(In thousands)






%








%


Vessel revenues:


















Americas


$

28,335




28%





45,577




36%


Middle East/Asia Pacific



23,176




23%





26,233




21%


Africa/Europe



49,802




49%





53,310




43%


Total vessel revenues


$

101,313




100%





125,120




100%


Vessel operating costs:


















Crew costs


$

37,149




37%





43,384




35%


Repair and maintenance



7,709




7%





13,214




10%


Insurance and loss reserves



2,946




3%





2,142




2%


Fuel, lube and supplies



9,400




9%





7,782




6%


Other



10,997




11%





15,836




13%


Total vessel operating costs



68,201




67%





82,358




66%


Vessel operating margin (H)


$

33,112




33%





42,762




34%


 



Successor




Predecessor




Period from




Period from







August 1, 2017




April 1, 2017



Nine Months




through




through



Ended




December 31, 2017




July 31, 2017



December 31, 2016


(In thousands)






%








%







%


Vessel revenues:


























Americas


$

45,784




27%





40,848




28%




159,310




37%


Middle East/Asia Pacific



39,845




23%





36,313




25%




87,940




21%


Africa/Europe



86,255




50%





69,436




47%




179,661




42%


Total vessel revenues


$

171,884




100%





146,597




100%




426,911




100%


Vessel operating costs:


























Crew costs


$

64,854




38%





56,653




39%




148,642




35%


Repair and maintenance



14,082




8%





23,040




16%




43,183




10%


Insurance and loss reserves



4,625




3%





3,949




3%




11,775




2%


Fuel, lube and supplies



16,390




9%





12,279




8%




28,730




7%


Other



20,551




12%





20,517




14%




45,996




11%


Total vessel operating costs



120,502




70%





116,438




80%




278,326




65%


Vessel operating margin (H)


$

51,382




30%





30,159




20%




148,585




35%


Note (H):  Vessel operating margin equals vessel revenues less vessel operating costs and excludes general and administrative expenses, vessel operating leases and depreciation and amortization expenses. The following tables reconcile vessel operating margin as presented above to vessel operating profit (loss):



Successor




Predecessor




Three Months




Three Months




Ended




Ended


(In thousands)


December 31, 2017




December 31, 2016


Vessel operating margin


$

33,112





42,762


General and administrative expenses - vessel operations



(19,946)





(20,608)


Vessel operating leases



(91)





(8,441)


Depreciation and amortization - vessel operations



(11,681)





(39,882)


Vessel operating profit (loss)


$

1,394





(26,169)


 



Successor




Predecessor




Period from




Period from








August 1, 2017




April 1, 2017



Nine Months




through




through



Ended


(In thousands)


December 31, 2017




July 31, 2017



December 31, 2016


Vessel operating margin


$

51,382





30,159




148,585


General and administrative expenses - vessel operations



(31,160)





(23,881)