Tidewater Reports Results For The Three Months Ended September 30, 2018

11/12/2018

HOUSTON--(BUSINESS WIRE)--Nov. 12, 2018-- Tidewater Inc. (NYSE:TDW) announced today a net loss for the three months ended September 30, 2018, of $30.9 million, or $1.16 per common share, on revenues of $99.2 million.

As more fully explained in the company's Form 10-Q for the quarter ended September 30, 2018, 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 $30.9 million ($1.16 per common share) net loss for the three months ending September 30, 2018 were the following:

$16.9 million ($0.63 per common share) in non-cash Asset impairments that resulted from impairment reviews undertaken during the three months ended September 30, 2018.
$3.2 million ($0.12 per common share) in general and administrative expenses related to the proposed combination with GulfMark during the three months ended September 30, 2018.

Consolidated earnings (loss) before interest, taxes, depreciation and amortization (EBITDA) for the three months ended September 30, 2018, was $7.9 million, which excludes $16.9 million of Asset impairments, but includes $3.8 million of stock-based compensation expense and $3.2 million of costs related to the proposed combination with GulfMark. (See disclosures related to Non-GAAP measures in other fleet and financial data beginning on page 10 herein.)

John Rynd, Tidewater President and Chief Executive Officer commented, “Our third quarter results reflect a market that is continuing to show signs of improvement. Trends in tendering, requests for quotes and customer dialogue are all positive, but we do not expect to see material improvements in activity or average day rates until the second half of 2019 or later. In short, the offshore market is moving in the right direction, but we think the pace of improvement will be gradual and the path toward a broad-based industry recovery will likely include a number of turns, twists and possible setbacks. For the just-completed September quarter, market dynamics generally fell in line with our expectations, with lower vessel operating margin reflecting higher than anticipated maintenance costs and rate pressure in several regions. Utilization of our active fleet, while also down from last quarter, remained higher than what we experienced earlier in the year, further indicating that we are continuing to work our way out of a market trough. We are pleased to maintain positive EBITDA and positive cash flow from operations this quarter, as well as year to date, reflecting our commitment to achieving these and other financial targets. Assuming favorable outcomes to stockholder votes, we expect to complete our previously announced combination with GulfMark on November 15 and our team’s near-term efforts will be focused on executing our integration plan, with the objective of achieving targeted cost and operational synergies as efficiently and effectively as possible. We continue to believe that the combination of Tidewater and GulfMark creates clear and compelling value for stakeholders of both companies.”

Common shares and New Creditor Warrants, each of which is exercisable to acquire one common share at a price of $0.001, and the sum of common shares and New Creditor Warrants outstanding at September 30, 2018 were 26,815,991, 3,512,416 and 30,328,407, respectively.

Tidewater will hold a conference call to discuss results for the three months ended September 30, 2018 on Tuesday, November 13, 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 November 13, 2018, and will continue until 11:59 p.m. Central Time on November 15, 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 47697841.

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 December 13, 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 involves 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 most 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.
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (LOSS)
(Unaudited)
(In thousands, except share and per share data)
	Successor						Predecessor
				Period from			Period from
	Three Months			August 1, 2017			July 1, 2017
	Ended			through			through
	September 30, 2018			September 30, 2017			July 31, 2017
Revenues:
Vessel revenues	$	97,011			70,571			34,340
Other operating revenues		2,181			3,729			1,923
		99,192			74,300			36,263
Costs and expenses:
Vessel operating costs		65,237			52,301			32,665
Costs of other operating revenues		1,681			2,273			763
General and administrative		25,546			16,246			8,773
Vessel operating leases		—			1,124			623
Depreciation and amortization		13,390			8,142			11,160
Loss (gain) on asset dispositions, net		1,571			(4	)		(372	)
Asset impairments		16,853			—			21,325
		124,278			80,082			74,937
Operating loss		(25,086	)		(5,782	)		(38,674	)
Other income (expenses):
Foreign exchange gain (loss)		1			(58	)		(2,024	)
Equity in net earnings (losses) of unconsolidated companies		56			1,305			269
Interest income and other, net		2,709			873			704
Reorganization items		—			(1,880	)		(1,083,729	)
Interest and other debt costs, net		(7,585	)		(5,240	)		(574	)
		(4,819	)		(5,000	)		(1,085,354	)
Loss before income taxes		(29,905	)		(10,782	)		(1,124,028	)
Income tax expense		1,278			4,745			(1,529	)
Net loss	$	(31,183	)		(15,527	)		(1,122,499	)
Less: Net income (loss) attributable to noncontrolling interests		(287	)		166			(24	)
Net loss attributable to Tidewater Inc.	$	(30,896	)		(15,693	)		(1,122,475	)
Basic loss per common share	$	(1.16	)		(0.81	)		(23.82	)
Diluted loss per common share	$	(1.16	)		(0.81	)		(23.82	)
Weighted average common shares outstanding		26,614,507			19,389,031			47,121,407
Dilutive effect of stock options and restricted stock		—			—			—
Adjusted weighted average common shares		26,614,507			19,389,031			47,121,407

Note (A):	The company did not incur any restructuring-related professional services costs during the quarter ended September 30, 2018 (Successor), but did incur professional services costs related to the proposed combination with GulfMark during the quarter ended September 30, 2018 of $3.2 million. General and administrative expenses for the quarter ended September 30, 2018 (Successor), the period from August 1, 2017 through September 30, 2017 (Successor) and the period from July 1, 2017 through July 31, 2017 (Predecessor), included stock-based compensation of $3.8 million, $1.2 million and $1.4 million, respectively.

Note (B):	Common shares and new creditor warrants and the sum of common shares and New Creditor Warrants outstanding at September 30, 2018 (Successor) were 26,815,991, 3,512,416 and 30,328,407, respectively.


TIDEWATER INC.
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (LOSS)
(Unaudited)
(In thousands, except share and per share data)
	Successor						Predecessor
				Period from			Period from
	Nine Months			August 1, 2017			January 1, 2017
	Ended			through			through
	September 30, 2018			September 30, 2017			July 31, 2017
Revenues:
Vessel revenues	$	288,679			70,571			303,501
Other operating revenues		7,607			3,729			8,617
		296,286			74,300			312,118
Costs and expenses:
Vessel operating costs		194,613			52,301			197,283
Costs of other operating revenues		4,797			2,273			5,037
General and administrative		73,536			16,246			83,559
Vessel operating leases		—			1,124			14,607
Depreciation and amortization		38,192			8,142			85,039
Gain on asset dispositions, net		(1,686	)		(4	)		(9,625	)
Asset impairments		24,254			—			249,606
		333,706			80,082			625,506
Operating loss		(37,420	)		(5,782	)		(313,388	)
Other income (expenses):
Foreign exchange loss		(1,349	)		(58	)		(2,516	)
Equity in net earnings (losses) of unconsolidated companies		(14,993	)		1,305			7,627
Interest income and other, net		5,495			873			3,974
Reorganization items		—			(1,880	)		(1,396,905	)
Interest and other debt costs, net		(22,731	)		(5,240	)		(32,188	)
		(33,578	)		(5,000	)		(1,420,008	)
Loss before income taxes		(70,998	)		(10,782	)		(1,733,396	)
Income tax expense		10,396			4,745			483
Net loss	$	(81,394	)		(15,527	)		(1,733,879	)
Less: Net income (loss) attributable to noncontrolling interests		(386	)		166			7,884
Net loss attributable to Tidewater Inc.	$	(81,008	)		(15,693	)		(1,741,763	)
Basic loss per common share	$	(3.23	)		(0.81	)		(36.98	)
Diluted loss per common share	$	(3.23	)		(0.81	)		(36.98	)
Weighted average common shares outstanding		25,073,284			19,389,031			47,104,117
Dilutive effect of stock options and restricted stock		—			—			—
Adjusted weighted average common shares		25,073,284			19,389,031			47,104,117

Note (C):	The company did not incur any restructuring-related professional services costs during the nine months ended September 30, 2018 (Successor), but did incur professional services costs related to the proposed combination with GulfMark during the nine months ended September 30, 2018 of $4.7 million. Restructuring-related professional services costs included in general and administrative expenses for the period from January 1, 2017 through July 31, 2017 (Predecessor), were $23.4 million. General and administrative expenses for the nine months ended September 30, 2018 (Successor), the period from August 1, 2017 through September 30, 2017 (Successor) and the period from July 1, 2017 through July 31, 2017 (Predecessor), included stock-based compensation of $10 million, $1.2 million and $0.8 million, respectively.

Note (D):	Common shares and new creditor warrants and the sum of common shares and New Creditor Warrants outstanding at September 30, 2018 (Successor) were 26,815,991, 3,512,416 and 30,328,407, respectively.


TIDEWATER INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands, except share and par value data)
	Successor
	September 30,			December 31,
ASSETS	2018			2017
Current assets:
Cash and cash equivalents	$	461,088			432,035
Restricted cash		7,466			21,300
Trade and other receivables, net		88,013			114,184
Due from affiliates		174,349			230,315
Marine operating supplies		27,591			28,220
Other current assets		9,880			19,130
Total current assets		768,387			845,184
Investments in, at equity, and advances to unconsolidated companies		1,129			29,216
Net properties and equipment		776,640			837,520
Deferred drydocking and survey costs		16,053			3,208
Other assets		28,700			31,052
Total assets	$	1,590,909			1,746,180

LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	30,571			38,497
Accrued expenses		46,060			54,806
Due to affiliates		48,064			99,448
Accrued property and liability losses		2,447			2,585
Current portion of long-term debt		7,671			5,103
Other current liabilities		18,894			19,693
Total current liabilities		153,707			220,132
Long-term debt		435,301			443,057
Accrued property and liability losses		4,212			2,471
Other liabilities		53,781			58,576

Commitments and Contingencies

Equity:
Successor Common stock of $0.001 par value, 125,000,000 shares authorized, 26,815,991 and 22,115,916 shares issued and outstanding at September 30, 2018 and December 31, 2017, respectively		27			22
Additional paid-in capital		1,063,603			1,059,120
Retained deficit		(120,274	)		(39,266	)
Accumulated other comprehensive loss		(403	)		(147	)
Total stockholders’ equity		942,953			1,019,729
Noncontrolling interests		955			2,215
Total equity		943,908			1,021,944
Total liabilities and equity	$	1,590,909			1,746,180


TIDEWATER INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(Unaudited)
(In thousands)
	Successor						Predecessor
				Period from			Period from
	Three Months			August 1, 2017			July 1, 2017
	Ended			through			through
	September 30, 2018			September 30, 2017			July 31, 2017
Net loss	$	(31,183	)		(15,527	)		(1,122,499	)
Other comprehensive income:
Unrealized gains (losses) on available for sale securities, net of tax of $0, $0 and $0		—			82			77
Change in loss on derivative contract, net of tax of $0, $0 and $823		—			—			—
Change in supplemental executive retirement plan liability, net of tax of $0, $0 and $0		—			—			(536	)
Change in pension plan minimum liability, net of tax of $0, $0 and $0		—			—			(594	)
Change in other benefit plan minimum liability, net of tax of $0, $0 and $0		—			—			(1,468	)
Total comprehensive loss	$	(31,183	)		(15,445	)		(1,125,020	)


TIDEWATER INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(Unaudited)
(In thousands)
	Successor						Predecessor
				Period from			Period from
	Nine Months			August 1, 2017			January 1, 2017
	Ended			through			through
	September 30, 2018			September 30, 2017			July 31, 2017
Net loss	$	(81,394	)		(15,527	)		(1,733,879	)
Other comprehensive income:
Unrealized gains (losses) on available for sale securities, net of tax of $0, $0 and $61		(256	)		82			67
Change in loss on derivative contract, net of tax of $0, $0 and $823		—			—			1,317
Change in supplemental executive retirement plan liability, net of tax of $0, $0 and ($927)		—			—			(2,257	)
Change in pension plan minimum liability, net of tax of $0, $0 and $215		—			—			(195	)
Change in other benefit plan minimum liability, net of tax of $0, $0 and ($2,046)		—			—			(5,267	)
Total comprehensive loss	$	(81,650	)		(15,445	)		(1,740,214	)


TIDEWATER INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(In thousands)
	Successor						Predecessor
				Period from			Period from
	Nine Months			August 1, 2017			January 1, 2017
	Ended			through			through
	September 30, 2018			September 30, 2017			July 31, 2017
Operating activities:
Net loss	$	(81,394	)		(15,527	)		(1,733,879	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Reorganization items		—			—			1,368,882
Depreciation and amortization		33,949			8,138			85,039
Amortization of deferred drydocking and survey costs		4,243			4			—
Amortization of debt premium and discounts		(1,371	)		(281	)		—
Provision for deferred income taxes		—			—			(7,743	)
Gain on asset dispositions, net		(1,686	)		(4	)		(9,625	)
Asset impairments		24,254			—			249,606
Changes in investments in, at equity, and advances to unconsolidated companies		28,087			(1,044	)		(9,314	)
Compensation expense - stock-based		9,967			1,173			819
Excess tax liability on stock option activity		—			—			4,927
Changes in assets and liabilities, net:
Trade and other receivables		(10,744	)		(3,775	)		57,337
Changes in due to/from related parties, net		28,290			(3,920	)		26,262
Marine operating supplies		(1,411	)		1,005			(320	)
Other current assets		9,032			5,714			(8,298	)
Accounts payable		1,719			(317	)		(10,715	)
Accrued expenses		(10,719	)		(10,555	)		24,339
Accrued property and liability losses		(138	)		13			(813	)
Other current liabilities		5,802			3,753			(7,131	)
Other liabilities		(232	)		(847	)		4,768
Cash paid for deferred drydocking and survey costs		(17,088	)		(392	)		—
Other, net		1,670			(947	)		14,422
Net cash provided by (used in) operating activities		22,230			(17,809	)		48,563
Cash flows from investing activities:
Proceeds from sales of assets		16,499			4,875			4,636
Additions to properties and equipment		(9,116	)		(589	)		(10,620	)
Proceeds related to novated vessel construction contract		—			—			5,272
Net cash provided by (used in) investing activities		7,383			4,286			(712	)
Cash flows from financing activities:
Principal payment on long-term debt		(4,020	)		—			(7,856	)
Payments to General Unsecured Creditors		(8,377	)		(87,366	)		(122,806	)
Other		(1,997	)		1			(6,127	)
Net cash used in financing activities		(14,394	)		(87,365	)		(136,789	)
Net change in cash, cash equivalents and restricted cash		15,219			(100,888	)		(88,938	)
Cash, cash equivalents and restricted cash at beginning of period		453,335			560,866			649,804
Cash, cash equivalents and restricted cash at end of period	$	468,554			459,978			560,866
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest, net of amounts capitalized	$	24,218			59			9,795
Income taxes	$	13,679			1,392			6,907


TIDEWATER INC.
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
(Unaudited)
(In thousands)
										Accumulated
				Additional			Retained			other			Non
	Common			paid-in			(deficit)			comprehensive			controlling
	stock			capital			earnings			loss			interest			Total
Balance at December 31, 2017 (Successor)	$	22			1,059,120			(39,266	)		(147	)		2,215			1,021,944
Total comprehensive loss		—			—			(81,008	)		(256	)		(386	)		(81,650	)
Issuance of common stock		5			(2	)		—			—			—			3
Amortization of restricted stock units		—			5,611			—			—			—			5,611
Acquisition of noncontrolling interest		—			(1,126	)		—			—			(874	)		(2,000	)
Balance at September 30, 2018 (Successor)	$	27			1,063,603			(120,274	)		(403	)		955			943,908

Balance at December 31, 2016 (Predecessor)	$	4,707			171,018			1,570,027			(6,446	)		8,258			1,747,564
Total comprehensive loss		—			—			(1,741,764	)		(6,333	)		7,883			(1,740,214	)
Stock option expense		—			659			—			—			—			659
Cancellation/forfeiture or restricted stock units		—			1,254			157			—			—			1,411
Amortization of restricted stock units		5			(6,064	)		—			—			—			(6,059	)
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		—			—			(15,693	)		82			166			(15,445	)
Issuance of common stock		3			(1	)		—			—			—			2
Amortization of restricted stock units		—			1,173			—			—			—			1,173
Cash paid to noncontrolling interests		—			—			—			—			—			—
Balance at September 30, 2017 (Successor)	$	21			1,056,563			(15,693	)		82			1,841			1,042,814


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

	Successor											Predecessor
							Period from					Period from
	Three Months						August 1, 2017					July 1, 2017
	Ended						through					through
	September 30, 2018						September 30, 2017					July 31, 2017
(In thousands)				%					%					%
Vessel revenues:
Americas	$	28,039			29	%		17,449		25	%		8,961		26	%
Middle East/Asia Pacific		19,927			20	%		16,669		24	%		8,547		25	%
Europe/Mediterranean Sea		12,566			13	%		8,860		12	%		4,435		13	%
West Africa		36,479			38	%		27,593		39	%		12,397		36	%
Total vessel revenues	$	97,011			100	%		70,571		100	%		34,340		100	%
Vessel operating costs:
Crew costs	$	37,615			39	%		27,705		39	%		14,443		42	%
Repair and maintenance		8,634			9	%		6,373		9	%		9,196		27	%
Insurance and loss reserves		(1,706	)		(2	%)		1,679		2	%		825		2	%
Fuel, lube and supplies		7,980			8	%		6,990		10	%		2,851		8	%
Other		12,714			13	%		9,554		14	%		5,350		16	%
Total vessel operating costs		65,237			67	%		52,301		74	%		32,665		95	%
Vessel operating margin (F)	$	31,774			33	%		18,270		26	%		1,675		5	%


	Successor											Predecessor
							Period from					Period from
	Nine Months						August 1, 2017					January 1, 2017
	Ended						through					through
	September 30, 2018						September 30, 2017					July 31, 2017
(In thousands)				%					%					%
Vessel revenues:
Americas (E)	$	86,721			30	%		17,449		25	%		121,380		40	%
Middle East/Asia Pacific		60,721			21	%		16,669		24	%		62,991		21	%
Europe/Mediterranean Sea		35,546			12	%		8,860		12	%		25,631		8	%
West Africa		105,691			37	%		27,593		39	%		93,499		31	%
Total vessel revenues (E)	$	288,679			100	%		70,571		100	%		303,501		100	%
Vessel operating costs:
Crew costs	$	108,207			37	%		27,705		39	%		98,482		32	%
Repair and maintenance		24,316			8	%		6,373		9	%		40,112		13	%
Insurance and loss reserves		(586	)		(<1	%)		1,679		2	%		2,183		1	%
Fuel, lube and supplies		25,174			9	%		6,990		10	%		21,558		7	%
Other		37,502			13	%		9,554		14	%		34,948		12	%
Total vessel operating costs		194,613			67	%		52,301		74	%		197,283		65	%
Vessel operating margin (F)	$	94,066			33	%		18,270		26	%		106,218		35	%

Note (E):	Included in Americas and total vessel revenues for the period January 1, 2017 through July 31, 2017 (Predecessor), is $39.1 million of revenue related to the early cancellation of a long-term vessel charter contract.

Note (F):	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
				Period from			Period from
	Three Months			August 1, 2017			July 1, 2017
	Ended			through			through
(In thousands)	September 30, 2018			September 30, 2017			July 31, 2017
Vessel operating margin	$	31,774			18,270			1,675
General and administrative expenses - vessel operations		(16,121	)		(11,214	)		(5,879	)
Vessel operating leases		—			(1,124	)		(623	)
Depreciation and amortization - vessel operations		(13,286	)		(7,663	)		(10,712	)
Vessel operating profit (loss)	$	2,367			(1,731	)		(15,539	)


	Successor						Predecessor
				Period from			Period from
	Nine Months			August 1, 2017			January 1, 2017
	Ended			through			through
(In thousands)	September 30, 2018			September 30, 2017			July 31, 2017
Vessel operating margin	$	94,066			18,270			106,218
General and administrative expenses - vessel operations		(49,600	)		(11,214	)		(43,326	)
Vessel operating leases		—			(1,124	)		(14,607	)
Depreciation and amortization - vessel operations		(37,877	)		(7,663	)		(81,776	)
Vessel operating profit (loss)	$	6,589			(1,731	)		(33,491	)


The company’s other operating profit consists of the following:

	Successor												Predecessor
							Period from						Period from
	Three Months						August 1, 2017						July 1, 2017
	Ended						through						through
	September 30, 2018						September 30, 2017						July 31, 2017
(In thousands)				%						%						%
Other operating revenues	$	2,181			100	%		3,729			100	%		1,923			100	%
Costs of other operating revenues		(1,681	)		(77	)%		(2,273	)		(61	)%		(763	)		(40	)%
General and administrative expenses - other operating activities		(10	)		(<1	%)		(235	)		(6	)%		(54	)		(3	)%
Depreciation and amortization - other operating activities		(5	)		(<1	%)		(412	)		(11	)%		(285	)		(14	)%
Total other operating profit	$	485			22	%		809			22	%		821			43	%


	Successor												Predecessor
							Period from						Period from
	Nine Months						August 1, 2017						January 1, 2017
	Ended						through						through
	September 30, 2018						September 30, 2017						July 31, 2017
(In thousands)				%						%						%
Other operating revenues	$	7,607			100	%		3,729			100	%		8,617			100	%
Costs of other operating revenues		(4,797	)		(63	%)		(2,273	)		(61	%)		(5,037	)		(58	%)
General and administrative expenses - other operating activities		(27	)		(<1	%)		(235	)		(6	%)		(934	)		(11	%)
Depreciation and amortization - other operating activities		(16	)		(<1	%)		(412	)		(11	%)		(1,995	)		(23	%)
Total other operating profit	$	2,767			36	%		809			22	%		651			8	%


The company’s operating loss and other components of loss before income taxes and its related percentage of total revenues, were as follows:

	Successor												Predecessor
							Period from						Period from
	Three Months						August 1, 2017						July 1, 2017
	Ended						through						through
	September 30, 2018						September 30, 2017						July 31, 2017
(In thousands)				%						%						%
Vessel operating profit (loss):
Americas	$	1,212			1	%		(2,651	)		(4	%)		(6,850	)		(19	%)
Middle East/Asia Pacific		(701	)		(1	%)		944			1	%		(118	)		(<1	%)
Europe/Mediterranean Sea		(2,056	)		(2	%)		(711	)		(<1	%)		(2,517	)		(7	%)
West Africa		3,912			4	%		687			<1	%		(6,054	)		(17	%)
		2,367			2	%		(1,731	)		(3	%)		(15,539	)		(43	%)
Other operating profit		485			1	%		809			1	%		821			2	%
		2,852			3	%		(922	)		(2	%)		(14,718	)		(41	%)

Corporate general and administrative expenses (G)		(9,415	)		10	%		(4,797	)		(7	%)		(2,840	)		(8	%)
Corporate depreciation		(99	)		(<1	%)		(67	)		(<1	%)		(163	)		(<1	%)
Corporate expenses		(9,514	)		(10	%)		(4,864	)		(7	%)		(3,003	)		(8	%)

Gain (loss) on asset dispositions, net		(1,571	)		(2	%)		4			<1	%		372			1	%
Asset impairments		(16,853	)		(17	%)		—			—			(21,325	)		(59	%)
Operating loss	$	(25,086	)		(26	%)		(5,782	)		(9	%)		(38,674	)		(107	%)
Foreign exchange gain (loss)		1			<1	%		(58	)		(<1	%)		(2,024	)		(5	%)
Equity in net earnings (losses) of unconsolidated companies		56			(<1	%)		1,305			2	%		269			1	%
Interest income and other, net		2,709			3	%		873			1	%		704			2	%
Reorganization items		—			—			(1,880	)		(2	%)		(1,083,729	)		(2989	%)
Interest and other debt costs, net		(7,585	)		(8	%)		(5,240	)		(7	%)		(574	)		(2	%)
Loss before income taxes	$	(29,905	)		(31	%)		(10,782	)		(15	%)		(1,124,028	)		(3100	%)

Note (G):

The company did not incur any restructuring-related professional services costs during the quarter ended September 30, 2018 (Successor), but did incur professional services costs related to the proposed combination with GulfMark during the quarter ended September 30, 2018 of $3.2 million. General and administrative expenses for the quarter ended September 30, 2018 (Successor), the period from August 1, 2017 through September 30, 2017 (Successor) and the period from July 1, 2017 through July 31, 2017 (Predecessor), included stock-based compensation of $3.8 million, $1.2 million and $1.4 million, respectively.


	Successor												Predecessor
							Period from						Period from
	Nine Months						August 1, 2017						January 1, 2017
	Ended						through						through
	September 30, 2018						September 30, 2017						July 31, 2017
(In thousands)				%						%						%
Vessel operating profit (loss):
Americas (H)	$	11,804			4	%		(2,651	)		(4	%)		8,069			3	%
Middle East/Asia Pacific		(2,329	)		(1	%)		944			1	%		(7,597	)		(2	%)
Europe/Mediterranean Sea		(6,753	)		(2	%)		(711	)		(<1	%)		(19,783	)		(6	%)
West Africa		3,867			1	%		687			<1	%		(14,180	)		(5	%)
		6,589			2	%		(1,731	)		(3	%)		(33,491	)		(10	%)
Other operating profit		2,767			1	%		809			1	%		651			<1	%
		9,356			3	%		(922	)		(2	%)		(32,840	)		(10	%)

Corporate general and administrative expenses (I)		(23,909	)		(8	%)		(4,797	)		(7	%)		(39,299	)		(13	%)
Corporate depreciation		(299	)		(<1	%)		(67	)		(<1	%)		(1,268	)		(<1	%)
Corporate expenses		(24,208	)		(8	%)		(4,864	)		(7	%)		(40,567	)		(13	%)

Gain on asset dispositions, net		1,686			1	%		4			<1	%		9,625			3	%
Asset impairments		(24,254	)		(9	%)		—			—			(249,606	)		(80	%)
Operating loss	$	(37,420	)		(13	%)		(5,782	)		(9	%)		(313,388	)		(100	%)
Foreign exchange loss		(1,349	)		(<1	%)		(58	)		(<1	%)		(2,516	)		(<1	%)
Equity in net earnings (losses) of unconsolidated companies		(14,993	)		(5	%)		1,305			2	%		7,627			2	%
Interest income and other, net		5,495			2	%		873			1	%		3,974			1	%
Reorganization items		—			—			(1,880	)		(2	%)		(1,396,905	)		(448	%)
Interest and other debt costs, net		(22,731	)		(8	%)		(5,240	)		(7	%)		(32,188	)		(10	%)
Loss before income taxes	$	(70,998	)		(24	%)		(10,782	)		(15	%)		(1,733,396	)		(555	%)

Note (H):	Americas segment vessel operating profit for the period from January 1, 2017 through July 31, 2017 (Predecessor), includes $39.1 million of revenue related to the early cancellation of a long-term vessel charter contract.

Note (I):	The company did not incur any restructuring-related professional services costs during the nine months ended September 30, 2018 (Successor), but did incur professional services costs related the proposed combination with GulfMark during the nine months ended September 30, 2018 of $4.7 million. Restructuring-related professional services costs included in general and administrative expenses for the period from January 1, 2017 through July 31, 2017 (Predecessor), were $23.4 million. General and administrative expenses for the nine months ended September 30, 2018 (Successor), the period from August 1, 2017 through September 30, 2017 (Successor) and the period from July 1, 2017 through July 31, 2017 (Predecessor), included stock-based compensation of $10 million, $1.2 million and $0.8 million, respectively.

For the following tables for illustrative purposes, the company has combined the Successor and Predecessor results to derive combined results for the three months ended September 30, 2017. The combination was generated by addition of comparable financial statement line items. However, because of various adjustments to the consolidated financial statements in connection with the application of fresh-start reporting, including asset valuation adjustments and liability adjustments, the results of operations for the Successor may not be comparable to those of the Predecessor. The quarters ended September 30, 2018, June 30, 2018, March 31, 2018 and December 31, 2017 are Successor periods.


TIDEWATER INC.
CONSOLIDATED STATEMENTS OF EARNINGS (LOSS) – QUARTERLY DATA
(Unaudited)
(In thousands, except share and per share data)

		Three Months Ended

		September 30,			June 30,			March 31,			December 31,			September 30,
		2018			2018			2018			2017			2017
Revenues:
Vessel revenues	$		97,011			104,174			87,494			101,313			104,911
Other operating revenues			2,181			1,427			3,999			3,140			5,652
			99,192			105,601			91,493			104,453			110,563
Costs and expenses:
Vessel operating costs			65,237			68,012			61,364			68,201			84,966
Costs of other operating revenues			1,681			642			2,474			1,519			3,036
General and administrative (J)			25,546			24,425			23,565			30,373			25,019
Vessel operating leases			—			—			—			91			1,747
Depreciation and amortization			13,390			12,785			12,017			12,195			19,302
Gain on asset dispositions, net			1,571			(1,338	)		(1,919	)		(6,612	)		(376	)
Asset impairments			16,853			1,215			6,186			16,777			21,325
			124,278			105,741			103,687			122,544			155,019
Operating loss			(25,086	)		(140	)		(12,194	)		(18,091	)		(44,456	)
Other income (expenses):
Foreign exchange loss			1			(1,002	)		(348	)		(349	)		(2,082	)
Equity in net earnings (losses) of unconsolidated companies			56			390			(15,439	)		825			1,574
Interest income and other			2,709			2,914			(128	)		1,898			1,577
Reorganization items (J)			—			—			—			(2,419	)		(1,085,609	)
Interest and other debt costs			(7,585	)		(7,547	)		(7,599	)		(7,769	)		(5,814	)
			(4,819	)		(5,245	)		(23,514	)		(7,814	)		(1,090,354	)
Loss before income taxes			(29,905	)		(5,385	)		(35,708	)		(25,905	)		(1,134,810	)
Income tax (benefit) expense			1,278			5,797			3,321			(2,706	)		3,216
Net loss	$		(31,183	)		(11,182	)		(39,029	)		(23,199	)		(1,138,026	)
Less: Net income (loss) attributable to noncontrolling interests			(287	)		(242	)		143			374			142
Net loss attributable to Tidewater Inc.	$		(30,896	)		(10,940	)		(39,172	)		(23,573	)		(1,138,168	)
Basic loss per common share	$		(1.16	)		(0.44	)		(1.67	)		(1.02	)		—
Diluted loss per common share	$		(1.16	)		(0.44	)		(1.67	)		(1.02	)		—
Weighted average common shares outstanding (K)			26,614,507			24,654,220			23,424,943			23,137,909			—
Dilutive effect of stock options and restricted stock			—			—			—			—			—
Adjusted weighted average common shares			26,614,507			24,654,220			23,424,943			23,137,909			—

Vessel operating margin	$		31,774			36,162			26,130			33,112			19,945

Note (J): Restructuring and merger-related items:
Professional services costs included in general and administrative expenses related to the proposed combination with GulfMark	$		3,151			1,547			—			—			—
Restructuring-related professional services costs included in reorganization items			—			—			—			2,031			23,494
Restructuring-related sale leaseback vessel redelivery costs included in reorganization items			—			—			—			388			1,244
Total	$		3,151			1,547			—			2,419			24,738

Note (K):

Weighted average shares outstanding for the quarters ended September 30, 2018, June 30, 2018, March 31, 2018 and December 31, 2017 include 300,646, 0, 108,044 and 924,125 shares issuable upon the exercise of New Creditor Warrants held by U.S. citizens, respectively, at June 30, 2018, March 31, 2018 and December 31, 2017. Common shares and New Creditor Warrants and the sum of common shares and New Creditor Warrants outstanding at September 30, 2018 were 26,815,991, 3,512,416 and 30,328,407, respectively. Common shares and New Creditor Warrants and the sum of common shares and New Creditor Warrants outstanding at June 30, 2018 were 26,085,274, 3,924,441 and 30,009,715, respectively. Common shares and New Creditor Warrants and the sum of common shares and New Creditor Warrants outstanding at March 31, 2018 were 23,988,075, 6,021,696 and 30,009,771, respectively. Common shares and New Creditor Warrants and the sum of common shares and New Creditor Warrants outstanding at December 31, 2017 were 22,115,916, 7,884,006 and 29,999,922, respectively.


TIDEWATER INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands)

		September 30,			June 30,			March 31,			December 31,			September 30,
ASSETS		2018			2018			2018			2017			2017
Current assets:
Cash and cash equivalents	$		461,088			459,286			442,472			432,035			459,978
Restricted cash			7,466			5,213			2,847			21,300			—
Trade and other receivables, net (L)			88,013			96,630			115,754			114,184			120,271
Due from affiliates			174,349			197,059			207,919			230,315			245,056
Marine operating supplies			27,591			28,930			28,896			28,220			31,083
Other current assets			9,880			10,213			18,181			19,130			14,813
Total current assets			768,387			797,331			816,069			845,184			871,201
Investments in, at equity, and advances to unconsolidated companies			1,129			1,335			13,503			29,216			25,729
Net properties and equipment			776,640			803,725			814,263			837,520			868,689
Deferred drydocking and survey costs			16,053			14,372			11,430			3,208			388
Other assets			28,700			26,779			30,783			31,052			46,845
Total assets	$		1,590,909			1,643,542			1,686,048			1,746,180			1,812,852

LIABILITIES AND EQUITY
Current liabilities:
Accounts payable (L)	$		30,571			30,561			45,781			38,497			39,439
Accrued expenses			46,060			49,312			56,408			54,806			61,115
Due to affiliates			48,064			62,353			78,135			99,448			112,642
Accrued property and liability losses			2,447			2,790			2,852			2,585			2,774
Current portion of long-term debt			7,671			6,290			5,215			5,103			5,174
Other current liabilities			18,894			17,815			8,826			19,693			38,041
Total current liabilities			153,707			169,121			197,217			220,132			259,185
Long-term debt			435,301			438,559			442,729			443,057			445,677
Accrued property and liability losses			4,212			2,651			2,561			2,471			2,607
Other liabilities and deferred credits			53,781			57,685			58,060			58,576			62,569

Commitments and Contingencies

Equity:
Common stock			27			26			24			22			21
Additional paid-in capital			1,063,603			1,064,039			1,061,983			1,059,120			1,056,563
Retained earnings			(120,274	)		(89,378	)		(78,438	)		(39,266	)		(15,693	)
Accumulated other comprehensive income (loss)			(403	)		(403	)		(446	)		(147	)		82
Total stockholders’ equity			942,953			974,284			983,123			1,019,729			1,040,973
Noncontrolling interests			955			1,242			2,358			2,215			1,841
Total equity			943,908			975,526			985,481			1,021,944			1,042,814
Total liabilities and equity	$		1,590,909			1,643,542			1,686,048			1,746,180			1,812,852


Supplemental Information
Due from related parties, net of due to related parties:
Sonatide (Angola)	$		102,512			106,084			129,784			130,867			132,414
DTDW (Nigeria)			23,773			28,622			25,184			23,708			20,423
Total	$		126,285			134,706			154,968			154,575			152,837

Note (L):

Included in Trade and other receivables, net, for the quarters ended March 31, 2018, December 31, 2017 and September 31, 2017 are $37,761; $33,353 and $27,616, respectively, of amounts due from our DTDW (Nigeria) joint venture. Included in Accounts payable for the quarters ended March 31, 2018, December 31, 2017 and September 31, 2017 are $12,577; $9,645 and $7,193, respectively, of amounts due to our DTDW (Nigeria) joint venture.


TIDEWATER INC.
UNAUDITED OTHER FLEET AND FINANCIAL DATA

		Three Months Ended
		September 30,		June 30,		March 31,		December 31,		September 30,
		2018		2018		2018		2017		2017
VESSEL REVENUE BY VESSEL CLASS (In thousands):

Americas fleet:
Deepwater	$		19,513		22,661		16,205		17,062		14,102
Towing-supply			6,417		7,560		6,846		8,263		9,319
Other			2,109		2,380		3,030		3,010		2,989
Total	$		28,039		32,601		26,081		28,335		26,410
Middle East/Asia Pacific fleet:
Deepwater	$		7,607		9,603		9,564		9,066		8,393
Towing-supply			12,156		12,783		8,824		14,110		16,823
Other			164		20		—		—		—
Total	$		19,927		22,406		18,388		23,176		25,216
Europe/Mediterranean Sea fleet:
Deepwater	$		11,643		12,596		9,020		10,395		11,192
Towing-supply			923		761		603		641		2,102
Total	$		12,566		13,357		9,623		11,036		13,294
West Africa fleet:
Deepwater	$		15,101		14,314		13,938		14,358		13,978
Towing-supply			17,805		17,321		16,139		19,807		21,071
Other			3,573		4,175		3,325		4,601		4,942
Total	$		36,479		35,810		33,402		38,766		39,991
Worldwide fleet:
Deepwater	$		53,864		59,174		48,727		50,881		47,665
Towing-supply			37,301		38,425		32,412		42,821		49,315
Other			5,846		6,575		6,355		7,611		7,931
Total	$		97,011		104,174		87,494		101,313		104,911


TIDEWATER INC.
UNAUDITED OTHER FLEET AND FINANCIAL DATA

	Three Months Ended
	September 30,			June 30,			March 31,			December 31,			September 30,
	2018			2018			2018			2017			2017
AVERAGE NUMBER OF VESSELS:

Americas fleet:
Deepwater		26			25			26			31			39
Towing-supply		15			15			15			16			19
Other		6			6			6			6			8
Total		47			46			47			53			66
Stacked vessels		(20	)		(19	)		(20	)		(27	)		(39	)
Active vessels		27			27			27			26			27
Middle East/Asia Pacific fleet:
Deepwater		17			18			19			21			21
Towing-supply		32			35			37			39			43
Other		—			—			—			—			1
Total		49			53			56			60			65
Stacked vessels		(9	)		(12	)		(15	)		(20	)		(25	)
Active vessels		40			41			41			40			40
Europe/Mediterranean Sea fleet:
Deepwater		18			18			17			17			18
Towing-supply		4			4			4			4			6
Other		—			—			—			—			1
Total		22			22			21			21			25
Stacked vessels		(4	)		(4	)		(5	)		(5	)		(5	)
Active vessels		18			18			16			16			20
West Africa fleet:
Deepwater		27			26			27			27			25
Towing-supply		31			31			35			37			38
Other		25			27			31			31			32
Total		83			84			93			95			95
Stacked vessels		(28	)		(29	)		(39	)		(37	)		(37	)
Active vessels		55			55			54			58			58
Worldwide fleet:
Deepwater		88			87			89			96			103
Towing-supply		82			85			91			96			106
Other		31			33			37			37			42
Total		201			205			217			229			251
Stacked vessels		(61	)		(64	)		(79	)		(89	)		(106	)
Active vessels		140			141			138			140			145

Total active		140			141			138			140			145
Total stacked		61			64			79			89			106
Total joint venture and other vessels		7			8			8			8			8
Total		208			213			225			237			259

Note (M):

Included in total owned or chartered vessels at September 30, 2018, June 30, 2018, March 31, 2018, December 31, 2017 and September 30, 2017, were 62, 66, 70, 89 and 91 vessels, respectively, that were stacked by the company. These vessels were considered to be in service and are included in the calculation of our total fleet utilization statistics. Included in total joint venture and other at September 30, 2018, June 30, 2018, March 31, 2018, December 31, 2017 and September 30, 2017, were 2, 5, 4, 4 and 4 vessels, respectively, that were stacked by the company.


TIDEWATER INC.
UNAUDITED OTHER FLEET AND FINANCIAL DATA

	Three Months Ended
	September 30,		June 30,		March 31,		December 31,		September 30,
	2018		2018		2018		2017		2017
AVERAGE NUMBER OF LEASED VESSELS INCLUDED IN VESSEL COUNTS ABOVE:

Americas fleet:
Deepwater		—		—		—		—		7
Towing-supply		—		—		—		—		3
Total		—		—		—		—		10
Stacked vessels		—		—		—		—		(10	)
Active vessels		—		—		—		—		—
Europe/Mediterranean Sea fleet:
Towing-supply		—		—		—		—		2
Total		—		—		—		—		2
Stacked vessels		—		—		—		—		—
Active vessels		—		—		—		—		2
West Africa fleet:
Towing-supply		—		—		—		—		3
Total		—		—		—		—		3
Stacked vessels		—		—		—		—		—
Active vessels		—		—		—		—		3
Worldwide fleet:
Deepwater		—		—		—		—		7
Towing-supply		—		—		—		—		8
Total		—		—		—		—		15
Stacked vessels		—		—		—		—		(10	)
Active vessels		—		—		—		—		5


TIDEWATER INC.
UNAUDITED OTHER FLEET AND FINANCIAL DATA

	Three Months Ended
	September 30,		June 30,		March 31,		December 31,		September 30,
	2018		2018		2018		2017		2017
AVAILABLE DAYS - TOTAL FLEET:

Americas fleet:
Deepwater		2,392		2,275		2,309		2,893		3,545
Towing-supply		1,422		1,399		1,350		1,441		1,773
Other		552		546		540		574		736
Total		4,366		4,220		4,199		4,908		6,054
Middle East/Asia Pacific fleet:
Deepwater		1,534		1,611		1,738		1,908		1,932
Towing-supply		2,950		3,203		3,348		3,604		3,980
Other		—		3		—		3		92
Total		4,484		4,817		5,086		5,515		6,004
Europe/Mediterranean Sea fleet:
Deepwater		1,649		1,638		1,527		1,588		1,649
Towing-supply		368		364		360		379		552
Other		—		—		—		—		136
Total		2,017		2,002		1,887		1,967		2,337
West Africa fleet:
Deepwater		2,491		2,393		2,470		2,484		2,347
Towing-supply		2,852		2,821		3,123		3,340		3,493
Other		2,297		2,417		2,745		2,852		2,885
Total		7,640		7,631		8,338		8,676		8,725
Worldwide fleet:
Deepwater		8,066		7,917		8,044		8,873		9,473
Towing-supply		7,592		7,787		8,181		8,764		9,798
Other		2,849		2,966		3,285		3,429		3,849
Total		18,507		18,670		19,510		21,066		23,120


TIDEWATER INC.
UNAUDITED OTHER FLEET AND FINANCIAL DATA

	Three Months Ended
	September 30,		June 30,		March 31,		December 31,		September 30,
	2018		2018		2018		2017		2017
OUT-OF-SERVICE - STACKED DAYS:

Americas fleet:
Deepwater		858		819		898		1,565		2,359
Towing-supply		736		728		720		705		889
Other		276		182		180		206		368
Total		1,870		1,729		1,798		2,476		3,616
Middle East/Asia Pacific fleet:
Deepwater		338		364		478		705		746
Towing-supply		508		780		873		1,089		1,435
Other		—		—		—		3		92
Total		846		1,144		1,351		1,797		2,273
Europe/Mediterranean Sea fleet:
Deepwater		170		91		167		276		276
Towing-supply		184		243		270		180		92
Other		—		—		—		—		136
Total		354		334		437		456		504
West Africa fleet:
Deepwater		552		590		744		671		644
Towing-supply		1,196		1,183		1,463		1,472		1,484
Other		799		878		1,305		1,295		1,246
Total		2,547		2,652		3,512		3,438		3,374
Worldwide fleet:

News Details

Tidewater Reports Results For The Three Months Ended September 30, 2018