Tidewater Reports Results for the Three-Months and Year Ended December 31, 2018

02/28/2019

HOUSTON--(BUSINESS WIRE)--Feb. 28, 2019-- Tidewater Inc. (NYSE:TDW) announced today revenue for the three-months ended December 31, 2018, of $110.2 million and a net loss for the same period of $90.5 million (or $2.83 per common share), and revenue for the year ended December 31, 2018 of $406.5 million and a corresponding net loss of $171.5 million (or $6.45 per common share). Excluding certain costs outlined below, net loss for the three-months ended December 31, 2018 was $13.2 million (or $0.42 per common share) and net loss for the year ended December 31, 2018 was $65.5 million (or $2.45 per common share).

John T. Rynd, Tidewater’s President and Chief Executive Officer, commented, “Tidewater exhibited in 2018 key attributes that continue to demonstrate its leadership position in the global OSV industry. Our dedicated focus on maximizing revenue, cost control and capital discipline resulted in being both cash flow positive from operating activities and cash flow positive from investing activities for the full year 2018. In addition to these significant operational achievements, we completed the most noteworthy industry merger of the year. Tidewater’s platform enables value creation through its scalability and global position, and we will continue to look for opportunities to enhance these attributes in 2019.

“Our team has made substantial progress implementing our merger integration plan. Our operational shore based footprint has been rapidly reduced, with the closing of five overlapping facilities that included the consolidation of all corporate operations into the existing Tidewater headquarters in Houston. On announcement of the deal we committed to bringing the combined historical G&A run rate of $145 million down to $100 million on an annualized basis by the end of 2019. Based on the integration success we have achieved thus far and additional synergies we believe we can create by taking the best practices of both companies, we are committed to reducing that 2019 annualized exit run rate further, to $90 million, and we are continuing to look for additional savings. I am also very pleased that the optimization of the combined vessel fleet is progressing well, with several active and stacked vessels finding incremental employment at higher margins across the broader geographic footprint serviced by Tidewater – operating margin that could not have been captured by either company on its own.

“Our capital discipline focus, including fleet rationalization, working capital management, and disciplined investments in vessels, contributed significantly to our positive cash flow from operating and investing activities in 2018. We once again led our sector in selling stacked vessels out of the industry or to recycling yards in 2018. We will continue this commitment in 2019 and beyond to foster industry balance.”

Mr. Rynd concluded, “We are proud of our differentiated position as the strongest player in the OSV industry. Our 2019 goals reflect our commitment to value creation by exceeding our targeted merger synergies, growing our cash flow positive operations, maintaining our capital discipline, and continuing to provide our customers around the world with safe and reliable performance.”

As more fully explained in the company’s Form 10-K for the year ended December 31, 2018, on November 15, 2018 (the “Merger Date”), the company completed its merger with GulfMark Offshore, Inc. (“GulfMark”). GulfMark’s results are included in our consolidated results beginning on the Merger Date.

Included in the $90.5 million ($2.83 per common share) net loss for the three months ending December 31, 2018 and the $171.5 million ($6.45 per common share) net loss for the year ending December 31, 2018 were the following costs:


	Three Months				Year
	Ended				Ended
	December 31,				December 31,
	2018				2018
(In millions, except per share data)			per share				per share
Non-cash long-lived asset impairments that resulted from impairment reviews	$	36.9		1.15		61.1		2.30
Non-cash impairment to the due from affiliate balance		20.1		0.63		20.1		0.76
Make-whole premium related to the early repayment of the outstanding balance of GulfMark’s Term Loan Facility		8.1		0.25		8.1		0.31
General and administrative expenses related to the exit of leased offices in Houston, Texas; New Orleans and St. Rose, Louisiana; and Aberdeen, Scotland		5.5		0.17		5.5		0.21
General and administrative expenses related to professional services related to the business combination with GulfMark		4.5		0.14		9.0		0.34
General and administrative expenses for severance and similar expenses related to integrating Tidewater and GulfMark operations subsequent to the Merger Date		2.2		0.07		2.2		0.08
Total	$	77.3		2.41		106.0		4.00

Common shares, New Creditor Warrants, GulfMark Creditor Warrants, and the sum of common shares, New Creditor Warrants and GulfMark Creditor Warrants outstanding at December 31, 2018 were 36,978,280, 2,220,857, 2,189,709 and 41,388,846, respectively. New Creditor Warrants and GulfMark Creditor Warrants are each exercisable to acquire one common share at strike prices of $0.001 and $0.01, respectively.

Tidewater will hold a conference call to discuss results for the three months and year ended December 31, 2018 on Friday, March 1, 2019 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 February 28, 2019, and will continue until 11:59 p.m. Central Time on March 3, 2019. 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 48102498.

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 March 28, 2019.

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 the largest fleet 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 OPERATIONS (In thousands, except share and per share data)
	Successor
	Three Months			Three Months
	Ended			Ended
	December 31, 2018			December 31, 2017
Revenues:
Vessel revenues	$	108,527			101,313
Other operating revenues		1,707			3,140
		110,234			104,453
Costs and expenses:
Vessel operating costs		74,967			68,201
Costs of other operating revenues		733			1,519
General and administrative (A)		36,487			30,373
Vessel operating leases		—			91
Depreciation and amortization		20,101			12,195
Loss (gain) on asset dispositions, net		(8,938	)		(6,612	)
Impairment of due from affiliate		20,083			—
Long-lived asset impairments		36,878			16,777
		180,311			122,544
Operating loss		(70,077	)		(18,091	)
Other income (expenses):
Foreign exchange gain (loss)		1,455			(349	)
Equity in net earnings (losses) of unconsolidated companies		(3,871	)		825
Interest income and other, net		5,799			1,898
Reorganization items		—			(2,419	)
Loss on early extinguishment of debt		(8,119	)		—
Interest and other debt costs, net		(7,708	)		(7,769	)
		(12,444	)		(7,814	)
Loss before income taxes		(82,521	)		(25,905	)
Income tax expense		7,856			(2,706	)
Net loss	$	(90,377	)		(23,199	)
Less: Net income (loss) attributable to noncontrolling interests		132			374
Net loss attributable to Tidewater Inc.	$	(90,509	)		(23,573	)
Basic loss per common share	$	(2.83	)		(1.02	)
Diluted loss per common share	$	(2.83	)		(1.02	)
Weighted average common shares outstanding (B)		31,974,802			23,137,909
Dilutive effect of stock options and restricted stock		—			—
Adjusted weighted average common shares (B)		31,974,802			23,137,909

Note (A): The company did not incur any restructuring-related professional services costs during the three months ended December 31, 2018 (Successor), but did incur professional services costs related to the combination with GulfMark during the three months ended December 31, 2018 of $4.5 million. General and administrative expenses for the three months ended December 31, 2018 (Successor) and December 31, 2017 (Successor), included stock-based compensation of $3.4 million and $2.6 million, respectively. In addition, general and administrative costs for the three months ended December 31, 2018 include $5.5 million in lease exit costs and $2.2 million of severance and similar costs related to integrating Tidewater and GulfMark operations subsequent to the Merger Date.

Note (B): Common shares, New Creditor Warrants, GulfMark Creditor Warrants, and the sum of common shares, New Creditor Warrants and GulfMark Creditor Warrants outstanding at December 31, 2018 were 36,978,280, 2,220,857, 2,189,709 and 41,388,846, respectively. New Creditor Warrants and GulfMark Creditor Warrants are each exercisable to acquire one common share at strike prices of $0.001 and $0.01, respectively.


TIDEWATER INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except share and per share data)
	Successor						Predecessor
				Period from			Period from
	Year			August 1, 2017			January 1, 2017
	Ended			through			through
	December 31, 2018			December 31, 2017			July 31, 2017
Revenues:
Vessel revenues	$	397,206			171,884			303,501
Other operating revenues		9,314			6,869			8,617
		406,520			178,753			312,118
Costs and expenses:
Vessel operating costs		269,580			120,502			197,283
Costs of other operating revenues		5,530			3,792			5,037
General and administrative (C)		110,023			46,619			83,559
Vessel operating leases		—			1,215			14,607
Depreciation and amortization		58,293			20,337			85,039
Gain on asset dispositions, net		(10,624	)		(6,616	)		(9,625	)
Impairment of due from affiliate		20,083			—			—
Long-lived asset impairments		61,132			16,777			249,606
		514,017			202,626			625,506
Operating loss		(107,497	)		(23,873	)		(313,388	)
Other income (expenses):
Foreign exchange loss		106			(407	)		(2,516	)
Equity in net earnings (losses) of unconsolidated companies		(18,864	)		2,130			7,627
Interest income and other, net		11,294			2,771			3,974
Reorganization items		—			(4,299	)		(1,396,905	)
Loss on early extinguishment of debt		(8,119	)		—			—
Interest and other debt costs, net		(30,439	)		(13,009	)		(32,188	)
		(46,022	)		(12,814	)		(1,420,008	)
Loss before income taxes		(153,519	)		(36,687	)		(1,733,396	)
Income tax expense		18,252			2,039			483
Net loss	$	(171,771	)		(38,729	)		(1,733,879	)
Less: Net income (loss) attributable to noncontrolling interests		(254	)		540			7,884
Net loss attributable to Tidewater Inc.	$	(171,517	)		(39,266	)		(1,741,763	)
Basic loss per common share	$	(6.45	)		(1.82	)		(36.98	)
Diluted loss per common share	$	(6.45	)		(1.82	)		(36.98	)
Weighted average common shares outstanding (D)		26,589,883			21,539,143			47,104,117
Dilutive effect of stock options and restricted stock		—			—			—
Adjusted weighted average common shares (D)		26,589,883			21,539,143			47,104,117

Note (C): The company did not incur any restructuring-related professional services costs during the year ended December 31, 2018 (Successor), but did incur professional services costs related to the combination with GulfMark during the year ended December 31, 2018 of $9.0 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 year ended December 31, 2018 (Successor), the period from August 1, 2017 through December 31, 2017 (Successor) and the period from January 1, 2017 through July 31, 2017 (Predecessor), included stock-based compensation of $13.4 million, $1.2 million and $0.8 million, respectively. In addition, general and administrative costs for the year ended December 31, 2018 includes $5.5 million in lease exit costs and $2.2 million of severance and similar costs related to integrating Tidewater and GulfMark operations subsequent to the Merger Date.

Note (D): Common shares, New Creditor Warrants, GulfMark Creditor Warrants, and the sum of common shares, New Creditor Warrants and GulfMark Creditor Warrants outstanding at December 31, 2018 were 36,978,280, 2,220,857, 2,189,709 and 41,388,846, respectively. New Creditor Warrants and GulfMark Creditor Warrants are each exercisable to acquire one common share at strike prices of $0.001 and $0.01, respectively.


TIDEWATER INC. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except share and par value data)
	Successor
	December 31,			December 31,
ASSETS	2018			2017
Current assets:
Cash and cash equivalents	$	371,791			432,035
Restricted cash		25,953			21,300
Trade and other receivables, net		111,266			114,184
Due from affiliates		132,951			230,315
Marine operating supplies		29,505			28,220
Other current assets		11,836			19,130
Total current assets		683,302			845,184
Investments in, at equity, and advances to unconsolidated companies		1,039			29,216
Net properties and equipment		1,089,857			850,935
Deferred drydocking and survey costs		22,215			3,208
Other assets		31,326			31,052
Total assets	$	1,827,739			1,759,595

LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	31,939			38,497
Accrued expenses		61,784			54,806
Due to affiliates		34,972			99,448
Accrued property and liability losses		2,726			2,585
Current portion of long-term debt		8,568			5,103
Other current liabilities		18,366			19,693
Total current liabilities		158,355			220,132
Long-term debt		430,436			443,057
Accrued property and liability losses		4,123			2,471
Other liabilities and deferred credits		89,902			71,991

Commitments and contingencies

Equity:
Common stock of $0.001 par value, 125,000,000 shares authorized, 36,978,280 and 22,115,916 shares issued and outstanding at December 31, 2018 and December 31, 2017, respectively		37			22
Additional paid-in capital		1,352,388			1,059,120
Accumulated deficit		(210,783	)		(39,266	)
Accumulated other comprehensive income (loss)		2,194			(147	)
Total stockholders’ equity		1,143,836			1,019,729
Noncontrolling interests		1,087			2,215
Total equity		1,144,923			1,021,944
Total liabilities and equity	$	1,827,739			1,759,595


TIDEWATER INC. CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (In thousands)
	Successor
	Three Months			Three Months
	Ended			Ended
	December 31, 2018			December 31, 2017
Net loss	$	(90,377	)		(23,199	)
Other comprehensive income:
Unrealized gains (losses) on available for sale securities, net of tax of $0 and $0		—			174
Change in supplemental executive retirement plan liability, net of tax of $0 and $0		2,214			(1,582	)
Change in pension plan minimum liability, net of tax of $0 and $0		1,919			(357	)
Change in other benefit plan minimum liability, net of tax of $0 and $0		(1,536	)		1,536
Total comprehensive loss	$	(87,780	)		(23,428	)


	Successor						Predecessor
				Period from			Period from
	Year			August 1, 2017			January 1, 2017
	Ended			through			through
	December 31, 2018			December 31, 2017			July 31, 2017
Net loss	$	(171,771	)		(38,726	)		(1,733,879	)
Other comprehensive income:
Unrealized gains (losses) on available for sale securities, net of tax of $0, $0 and $61		(256	)		256			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)		2,214			(1,582	)		(2,257	)
Change in pension plan minimum liability, net of tax of $0, $0 and $215		1,919			(357	)		(195	)
Change in other benefit plan minimum liability, net of tax of $0, $0 and ($2,046)		(1,536	)		1,536			(5,267	)
Total comprehensive loss	$	(169,430	)		(38,873	)		(1,740,214	)


TIDEWATER INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands)
	Successor						Predecessor
				Period from			Period from
	Year			August 1, 2017			January 1, 2017
	Ended			through			through
	December 31, 2018			December 31, 2017			July 31, 2017
Operating activities:
Net loss	$	(171,771	)		(38,726	)		(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		51,332			20,131			85,039
Amortization of deferred drydocking and survey costs		6,961			206			—
Amortization of debt premium and discounts		(1,856	)		(715	)		—
Provision for deferred income taxes		572			—			(7,743	)
Gain on asset dispositions, net		(10,624	)		(6,616	)		(9,625	)
Impairment of due from affiliate		20,083			—			—
Long-lived asset impairments		61,132			16,777			249,606
Loss on debt extinguishment		8,119			—			—
Changes in investments in, at equity, and advances to unconsolidated companies		28,177			(4,531	)		(9,314	)
Compensation expense - stock-based		13,406			3,731			819
Excess tax liability on stock option activity		—			—			4,927
Changes in assets and liabilities, net:
Trade and other receivables		9,088			2,312			57,337
Changes in due to/from related parties, net		28,644			(2,373	)		26,262
Marine operating supplies		(1,955	)		1,229			(320	)
Other current assets		10,893			10,305			(8,298	)
Accounts payable		(15,174	)		(1,259	)		(10,715	)
Accrued expenses		(13,489	)		(24,896	)		24,339
Accrued property and liability losses		141			(176	)		(813	)
Other current liabilities		1,332			(4,026	)		(7,131	)
Other liabilities		(2,023	)		(1,089	)		4,768
Cash paid for deferred drydocking and survey costs		(25,968	)		(3,414	)		—
Other, net		6,921			(2,416	)		14,422
Net cash provided by (used in) operating activities		3,941			(35,546	)		48,563
Cash flows from investing activities:
Proceeds from sales of assets		46,115			32,742			4,636
Additions to properties and equipment		(21,391	)		(9,834	)		(10,620	)
Proceeds related to novated vessel construction contract		—			—			5,272
Cash and cash equivalents from stock based merger		43,806			—			—
Net cash provided by (used in) investing activities		68,530			22,908			(712	)
Cash flows from financing activities:
Principal payment on long-term debt		(105,169	)		(1,176	)		(7,856	)
Payments to General Unsecured Creditors		(8,377	)		(93,719	)		(122,806	)
Debt extinguishment		(8,119	)		—			—
Cash received for issuance of common stock		3			2			—
Tax on share-based award		(4,400	)		—			—
Other		(2,000	)		—			(6,127	)
Net cash used in financing activities		(128,062	)		(94,893	)		(136,789	)
Net change in cash, cash equivalents and restricted cash		(55,591	)		(107,531	)		(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	$	397,744			453,335			560,866
Supplemental disclosure of cash flow information:
Cash paid during the year for:
Interest, net of amounts capitalized	$	32,326			8,223			9,795
Income taxes	$	16,828			4,654			9,607
Supplemental disclosure of noncash investing activities:
Merger with GulfMark	$	285,492			—			—
Supplemental disclosure of noncash financing activities:
Common stock issued for GulfMark merger	$	285,492			—			—


TIDEWATER INC. CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (In thousands)

(In thousands)	Common stock			Additional paid-in capital			Retained earnings (deficit)			Accumulated other comprehensive income (loss)			Non controlling interest			Total
Balance at April 1, 2016 (Predecessor)	$	4,707			166,604			2,121,660			(6,866	)		6,034			2,292,139
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			1,461,914			(10,344	)		16,141			1,637,644
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			(184,995	)		(12,779	)		14,941			(11,254	)
Cancellation of Predecessor equity		(4,712	)		(166,867	)		184,995			12,779			(13,266	)		12,929
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
Total comprehensive loss		—			—			(171,517	)		2,341			(254	)		(169,430	)
Issuance of common stock from exercise of warrants		6			(3	)		—			—			—			3
Issuance of common stock for GulfMark merger		9			285,483			—			—			—			285,492
Amortization of restricted stock units		—			8,914			—			—			—			8,914
Cash paid to noncontrolling interests		—			(1,126	)		—			—			(874	)		(2,000	)
Balance at December 31, 2018 (Successor)	$	37			1,352,388			(210,783	)		2,194			1,087			1,144,923

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

	Successor
	Three Months					Three Months
	Ended					Ended
	December 31, 2018					December 31, 2017
(In thousands)			%					%
Vessel revenues:
Americas	$	31,813		29	%		28,335		28	%
Middle East/Asia Pacific		19,474		20	%		23,176		23	%
Europe/Mediterranean Sea		20,717		13	%		11,035		11	%
West Africa		36,523		38	%		38,767		38	%
Total vessel revenues	$	108,527		100	%		101,313		100	%
Vessel operating costs:
Crew costs	$	45,133		39	%		37,149		37	%
Repair and maintenance		9,405		9	%		7,709		7	%
Insurance and loss reserves		637		2	%		2,946		3	%
Fuel, lube and supplies		9,315		8	%		9,400		9	%
Other		10,477		13	%		10,997		11	%
Total vessel operating costs		74,967		67	%		68,201		67	%
Vessel operating margin (F)		33,560		33	%		33,112		33	%


	Successor										Predecessor
						Period from					Period from
	Year					August 1, 2017					January 1, 2017
	Ended					through					through
	December 31, 2018					December 31, 2017					July 31, 2017
(In thousands)			%					%					%
Vessel revenues:
Americas (E)	$	118,534		30	%		45,784		27	%		121,380		40	%
Middle East/Asia Pacific		80,195		20	%		39,845		23	%		62,991		21	%
Europe/Mediterranean Sea		56,263		14	%		19,895		11	%		25,631		8	%
West Africa		142,214		36	%		66,360		39	%		93,499		31	%
Total vessel revenues (E)	$	397,206		100	%		171,884		100	%		303,501		100	%
Vessel operating costs:
Crew costs	$	153,340		39	%		64,854		38	%		98,482		32	%
Repair and maintenance		33,721		8	%		14,082		8	%		40,112		13	%
Insurance and loss reserves		51		<1	%		4,625		3	%		2,183		1	%
Fuel, lube and supplies		34,489		9	%		16,390		9	%		21,558		7	%
Other		47,979		12	%		20,551		12	%		34,948		12	%
Total vessel operating costs		269,580		68	%		120,502		70	%		197,283		65	%
Vessel operating margin (F)	$	127,626		32	%		51,382		30	%		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
	Three Months			Three Months
	Ended			Ended
(In thousands)	December 31, 2018			December 31, 2017
Vessel operating margin	$	33,560			33,112
General and administrative expenses - vessel operations		(19,786	)		(19,946	)
Vessel operating leases		—			(91	)
Depreciation and amortization - vessel operations		(18,039	)		(11,681	)
Vessel operating profit (loss)	$	(4,265	)		1,394


	Successor						Predecessor
				Period from			Period from
	Year			August 1, 2017			January 1, 2017
	Ended			through			through
(In thousands)	December 31, 2018			December 31, 2017			July 31, 2017
Vessel operating margin	$	127,626			51,382			106,218
General and administrative expenses - vessel operations		(69,386	)		(31,160	)		(43,326	)
Vessel operating leases		—			(1,215	)		(14,607	)
Depreciation and amortization - vessel operations		(55,915	)		(19,344	)		(81,776	)
Vessel operating profit (loss)	$	2,325			(337	)		(33,491	)

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

	Successor
	Three Months						Three Months
	Ended						Ended
	December 31, 2018						December 31, 2017
(In thousands)				%						%
Vessel operating profit (loss):
Americas	$	(2,944	)		(3	%)		1,052			1	%
Middle East/Asia Pacific		(2,088	)		(2	%)		(493	)		(<1	%)
Europe/Mediterranean Sea		(2,606	)		(2	%)		(785	)		(1	%)
West Africa		3,373			3	%		1,620			2	%
		(4,265	)		(4	%)		1,394			1	%
Other operating profit		975			1	%		805			1	%
		(3,290	)		(3	%)		2,199			2	%

Corporate expenses (G)		(18,764	)		(17	%)		(10,125	)		(10	%)

Gain (loss) on asset dispositions, net		8,938			8	%		6,612			6	%
Impairment of due from affiliate		(20,083	)		(18	%)		—			—
Long-lived asset impairments		(36,878	)		(33	%)		(16,777	)		(15	%)
Operating loss	$	(70,077	)		(64	%)		(18,091	)		(17	%)
Foreign exchange gain (loss)		1,455			1	%		(349	)		(<1	%)
Equity in net earnings (losses) of unconsolidated companies		(3,871	)		(4	%)		825			<1	%
Interest income and other, net		5,799			5	%		1,898			2	%
Reorganization items		—			—			(2,419	)		(2	%)
Loss on early extinguishment of debt		(8,119	)		(7	%)		—			—
Interest and other debt costs, net		(7,708	)		(7	%)		(7,769	)		(8	%)
Loss before income taxes	$	(82,521	)		(75	%)		(25,905	)		(25	%)

Note (G): The company did not incur any restructuring-related professional services costs during the three months ended December 31, 2018 (Successor), but did incur professional services costs related to the combination with GulfMark during the three months ended December 31, 2018 of $4.5 million. General and administrative expenses for the three months ended December 31, 2018 (Successor) and December 31, 2017 (Successor), included stock-based compensation of $3.4 million and $2.6 million, respectively.


	Successor												Predecessor
							Period from						Period from
	Year						August 1, 2017						January 1, 2017
	Ended						through						through
	December 31, 2018						December 31, 2017						July 31, 2017
(In thousands)				%						%						%
Vessel operating profit (loss):
Americas (H)	$	8,860			2	%		(1,599	)		(1	%)		8,069			3	%
Middle East/Asia Pacific		(4,417	)		(1	%)		451			<1	%		(7,597	)		(2	%)
Europe/Mediterranean Sea		(9,359	)		(2	%)		(1,497	)		(1	%)		(19,783	)		(6	%)
West Africa		7,240			2	%		2,308			1	%		(14,180	)		(5	%)
		2,324			1	%		(337	)		(<1	%)		(33,491	)		(10	%)
Other operating profit		3,742			1	%		1,614			1	%		651			<1	%
		6,066			2	%		1,277			1	%		(32,840	)		(10	%)

Corporate expenses (I)		(42,972	)		(11	%)		(14,989	)		(8	%)		(40,567	)		(13	%)

Gain on asset dispositions, net		10,624			3	%		6,616			3	%		9,625			3	%
Impairment of due from affiliate		(20,083	)		5	%		—			—			—			—
Long-lived asset impairments		(61,132	)		(15	%)		(16,777	)		(9	%)		(249,606	)		(80	%)
Operating loss	$	(107,497	)		(25	%)		(23,873	)		(13	%)		(313,388	)		(100	%)
Foreign exchange loss		106			<1	%		(407	)		(<1	%)		(2,516	)		(<1	%)
Equity in net earnings (losses) of unconsolidated companies		(18,864	)		(5	%)		2,130			1	%		7,627			2	%
Interest income and other, net		11,294			3	%		2,771			1	%		3,974			1	%
Reorganization items		—			—			(4,299	)		(3	%)		(1,396,905	)		(448	%)
Loss on early extinguishment of debt		(8,119	)		(2	%)	—				—		—			—
Interest and other debt costs, net		(30,439	)		(7	%)		(13,009	)		(7	%)		(32,188	)		(10	%)
Loss before income taxes	$	(153,519	)		(37	%)		(36,687	)		(21	%)		(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 year ended December 31, 2018 (Successor), but did incur professional services costs related to the combination with GulfMark during the year ended December 31, 2018 of $9.0 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 year ended December 31, 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 $13.4 million, $1.2 million and $0.8 million, respectively.


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

		Three Months Ended

		December 31,			September 30,			June 30,			March 31,			December 31,
		2018			2018			2018			2018			2017
Revenues:
Vessel revenues	$		108,527			97,011			104,174			87,494			101,313
Other operating revenues			1,707			2,181			1,427			3,999			3,140
			110,234			99,192			105,601			91,493			104,453
Costs and expenses:
Vessel operating costs			74,967			65,237			68,012			61,364			68,201
Costs of other operating revenues			733			1,681			642			2,474			1,519
General and administrative (J)			36,487			25,546			24,425			23,565			30,373
Vessel operating leases			—			—			—			—			91
Depreciation and amortization			20,101			13,390			12,785			12,017			12,195
Gain on asset dispositions, net			(8,938	)		1,571			(1,338	)		(1,919	)		(6,612	)
Impairment of due from affiliate			20,083			—			—			—			—
Asset impairments			36,878			16,853			1,215			6,186			16,777
			180,311			124,278			105,741			103,687			122,544
Operating loss			(70,077	)		(25,086	)		(140	)		(12,194	)		(18,091	)
Other income (expenses):
Foreign exchange loss			1,455			1			(1,002	)		(348	)		(349	)
Equity in net earnings (losses) of unconsolidated companies			(3,871	)		56			390			(15,439	)		825
Interest income and other			5,799			2,709			2,914			(128	)		1,898
Reorganization items (J)			—			—			—			—			(2,419	)
Loss on debt extinguishment			(8,119	)		—			—			—			—
Interest and other debt costs			(7,708	)		(7,585	)		(7,547	)		(7,599	)		(7,769	)
			(12,444	)		(4,819	)		(5,245	)		(23,514	)		(7,814	)
Loss before income taxes			(82,521	)		(28,905	)		(5,385	)		(35,708	)		(25,905	)
Income tax (benefit) expense			7,856			1,278			5,797			3,321			(2,706	)
Net loss	$		(90,377	)		(31,183	)		(11,182	)		(39,029	)		(23,199	)
Less: Net income (loss) attributable to noncontrolling interests			132			(287	)		(242	)		143			374
Net loss attributable to Tidewater Inc.	$		(90,509	)		(30,896	)		(10,940	)		(39,172	)		(23,573	)
Basic loss per common share	$		(2.83	)		(1.16	)		(0.44	)		(1.67	)		(1.02	)
Diluted loss per common share	$		(2.83	)		(1.16	)		(0.44	)		(1.67	)		(1.02	)
Weighted average common shares outstanding (K)			31,974,802			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			31,974,802			26,614,507			24,654,220			23,424,943			23,137,909

Vessel operating margin	$		33,560			31,774			36,162			26,130			33,112

Note (J): Restructuring and merger-related items:
Professional services costs included in general and administrative expenses related to the business combination with GulfMark	$		4,465			3,036			1,547			—			—
Restructuring-related professional services costs included in reorganization items						—			—			—			2,031
Restructuring-related sale leaseback vessel redelivery costs included in reorganization items						—			—			—			388
Total	$		4,465			3,036			1,547			—			2,419

Note (K): Weighted average shares outstanding for the quarters ended December 31, 2018, September 30, 2018, June 30, 2018, March 31, 2018 and December 31, 2017 include 2,547, 300,646, 0, 108,044 and 924,125 shares issuable upon the exercise of New Creditor Warrants held by U.S. citizens. Common shares and Creditor Warrants and the sum of common shares and Creditor Warrants outstanding at December 31, 2018 were 36,978,280, 4,410,846 and 41,388,846, respectively. 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)

		December 31,			September 30,			June 30,			March 31,			December 31,
ASSETS		2018			2018			2018			2018			2017
Current assets:
Cash and cash equivalents	$		371,791			461,088			459,286			442,472			432,035
Restricted cash			25,953			7,466			5,213			2,847			21,300
Trade and other receivables, net (L)			111,266			88,013			96,630			115,754			114,184
Due from affiliates			132,951			174,349			197,059			207,919			230,315
Marine operating supplies			29,505			27,591			28,930			28,896			28,220
Other current assets			11,836			9,880			10,213			18,181			19,130
Total current assets			683,302			768,387			797,331			816,069			845,184
Investments in, at equity, and advances to unconsolidated companies			1,039			1,129			1,335			13,503			29,216
Net properties and equipment			1,089,857			790,055			817,140			827,678			850,935
Deferred drydocking and survey costs			22,215			16,053			14,372			11,430			3,208
Other assets			31,326			28,700			26,779			30,783			31,052
Total assets	$		1,827,739			1,604,324			1,656,957			1,699,463			1,759,595

LIABILITIES AND EQUITY
Current liabilities:
Accounts payable (L)	$		31,939			30,571			30,561			45,781			38,497
Accrued expenses			61,784			46,060			49,312			56,408			54,806
Due to affiliates			34,972			48,064			62,353			78,135			99,448
Accrued property and liability losses			2,726			2,447			2,790			2,852			2,585
Current portion of long-term debt			8,568			7,671			6,290			5,215			5,103
Other current liabilities			18,366			18,894			17,815			8,826			19,693
Total current liabilities			158,355			153,707			169,121			197,217			220,132
Long-term debt			430,436			435,301			438,559			442,729			443,057
Accrued property and liability losses			4,123			4,212			2,651			2,561			2,471
Other liabilities and deferred credits			89,902			67,196			71,100			71,475			71,991

Commitments and Contingencies

Equity:
Common stock			37			27			26			24			22
Additional paid-in capital			1,352,388			1,063,603			1,064,039			1,061,983			1,059,120
Retained earnings			(210,783	)		(120,274	)		(89,378	)		(78,438	)		(39,266	)
Accumulated other comprehensive income (loss)			2,194			(403	)		(403	)		(446	)		(147	)
Total stockholders’ equity			1,143,836			942,953			974,284			983,123			1,019,729
Noncontrolling interests			1,087			955			1,242			2,358			2,215
Total equity			1,144,923			943,908			975,526			985,481			1,021,944
Total liabilities and equity	$		1,827,739			1,604,324			1,656,957			1,699,463			1,759,595


Supplemental Information
Due from related parties, net of due to related parties:
Sonatide (Angola)	$		79,829			102,512			106,084			129,784			130,867
DTDW (Nigeria)			18,150			23,773			28,622			25,184			23,708
Total	$		97,979			126,285			134,706			154,968			154,575

Note (L): Included in Trade and other receivables, net, for the quarters ended March 31, 2018 and December 31, 2017 are $37,761 and $33,353, respectively, of amounts due from our DTDW (Nigeria) joint venture. Included in accounts payable for the quarters ended March 31, 2018 and December 31, 2017 are $12,577 and $9,645, respectively, of amounts due to our DTDW (Nigeria) joint venture.


TIDEWATER INC. UNAUDITED OTHER FLEET AND FINANCIAL DATA

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

Americas fleet:
Deepwater	$		21,412			19,513		22,661		16,205		17,062
Towing-supply			8,283			6,417		7,560		6,846		8,263
Other			2,118			2,109		2,380		3,030		3,010
Total	$		31,813			28,039		32,601		26,081		28,335
Middle East/Asia Pacific fleet:
Deepwater	$		8,705			7,607		9,603		9,564		9,066
Towing-supply			10,959			12,156		12,783		8,824		14,110
Other			(190	)		164		20		—		—
Total	$		19,474			19,927		22,406		18,388		23,176
Europe/Mediterranean Sea fleet:
Deepwater	$		19,876			11,643		12,596		9,020		10,395
Towing-supply			841			923		761		603		641
Total	$		20,717			12,566		13,357		9,623		11,036
West Africa fleet:
Deepwater	$		15,287			15,101		14,314		13,938		14,358
Towing-supply			16,807			17,805		17,321		16,139		19,807
Other			4,429			3,573		4,175		3,325		4,601
Total	$		36,523			36,479		35,810		33,402		38,766
Worldwide fleet:
Deepwater	$		65,278			53,864		59,174		48,727		50,881
Towing-supply			36,890			37,301		38,425		32,412		42,821
Other			6,359			5,846		6,575		6,355		7,611
Total	$		108,527			97,011		104,174		87,494		101,313


TIDEWATER INC. UNAUDITED OTHER FLEET AND FINANCIAL DATA

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

Americas fleet:
Deepwater		35			26			25			26			31
Towing-supply		20			15			15			15			16
Other		7			6			6			6			6
Total		62			47			46			47			53
Stacked vessels		(27	)		(20	)		(19	)		(20	)		(27	)
Active vessels		35			27			27			27			26
Middle East/Asia Pacific fleet:
Deepwater		20			17			18			19			21
Towing-supply		28			32			35			37			39
Other		—			—			—			—			—
Total		48			49			53			56			60
Stacked vessels		(11	)		(9	)		(12	)		(15	)		(20	)
Active vessels		37			40			41			41			40
Europe/Mediterranean Sea fleet:
Deepwater		31			18			18			17			17
Towing-supply		4			4			4			4			4
Other		—			—			—			—			—
Total		35			22			22			21			21
Stacked vessels		(10	)		(4	)		(4	)		(5	)		(5	)
Active vessels		25			18			18			16			16
West Africa fleet:
Deepwater		28			27			26			27			27
Towing-supply		31			31			31			35			37
Other		23			25			27			31			31
Total		82			83			84			93			95
Stacked vessels		(29	)		(28	)		(29	)		(39	)		(37	)
Active vessels		53			55			55			54			58
Worldwide fleet:
Deepwater		114			88			87			89			96
Towing-supply		83			82			85			91			96
Other		30			31			33			37			37
Total		227			201			205			217			229
Stacked vessels		(77	)		(61	)		(64	)		(79	)		(89	)
Active vessels		150			140			141			138			140

Total active		150			140			141			138			140
Total stacked		77			61			64			79			89
Total joint venture and other vessels		5			7			8			8			8
Total		232			208			213			225			237

Note (M): Included in total owned or chartered vessels at December 31, 2018, September 30, 2018, June 30, 2018, March 31, 2018 and December 31, 2017, were 92, 62, 66, 70 and 89 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 December 31, 2018, September 30, 2018, June 30, 2018, March 31, 2018 and December 31, 2017, were 2, 2, 5, 4, and 4 vessels, respectively, that were stacked by the company.


TIDEWATER INC. UNAUDITED OTHER FLEET AND FINANCIAL DATA

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

Americas fleet:
Deepwater		3,271		2,392		2,275		2,309		2,893
Towing-supply		1,806		1,422		1,399		1,350		1,441
Other		644		552		546		540		574
Total		5,721		4,366		4,220		4,199		4,908
Middle East/Asia Pacific fleet:
Deepwater		1,840		1,534		1,611		1,738		1,908
Towing-supply		2,588		2,950		3,203		3,348		3,604
Other		—		—		3		—		3
Total		4,428		4,484		4,817		5,086		5,515
Europe/Mediterranean Sea fleet:
Deepwater		2,806		1,649		1,638		1,527		1,588
Towing-supply		368		368		364		360		379
Total		3,174		2,017		2,002		1,887		1,967
West Africa fleet:
Deepwater		2,606		2,491		2,393		2,470		2,484
Towing-supply		2,852		2,852		2,821		3,123		3,340
Other		2,122		2,297		2,417		2,745		2,852
Total		7,580		7,640		7,631		8,338		8,676
Worldwide fleet:
Deepwater		10,523		8,066		7,917		8,044		8,873
Towing-supply		7,614		7,592		7,787		8,181		8,764
Other		2,766		2,849		2,966		3,285		3,429
Total		20,903		18,507		18,670		19,510		21,066


TIDEWATER INC. UNAUDITED OTHER FLEET AND FINANCIAL DATA

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

Americas fleet:
Deepwater		1,288		858		819		898		1,565
Towing-supply		932		736		728		720		705
Other		296		276		182		180		206
Total		2,516		1,870		1,729		1,798		2,476
Middle East/Asia Pacific fleet:
Deepwater		572		338		364		478		705
Towing-supply		391		508		780		873		1,089
Other		—		—		—		—		3
Total		963		846		1,144		1,351		1,797
Europe/Mediterranean Sea fleet:
Deepwater		736		170		91		167		276
Towing-supply		184		184		243		270		180
Total		920		354		334		437		456
West Africa fleet:
Deepwater		625		552		590		744		671
Towing-supply		1,361		1,196		1,183		1,463		1,472
Other		681		799		878		1,305		1,295
Total		2,667		2,547		2,652		3,512		3,438
Worldwide fleet:
Deepwater		3,221		1,918		1,864		2,287		3,217
Towing-supply		2,868		2,624		2,934		3,326		3,446
Other		977		1,075		1,060		1,485		1,504
Total		7,066		5,617		5,859		7,098		8,167


TIDEWATER INC. UNAUDITED OTHER FLEET AND FINANCIAL DATA

	Three Months Ended
	December 31,		September 30,		June 30,		March 31,		December 31,
	2018		2018		2018		2018		2017
AVAILABLE DAYS - ACTIVE FLEET: (N)

Americas fleet:
Deepwater		1,983		1,534		1,456		1,411		1,328
Towing-supply		874		686		671		630		736
Other		348		276		364		360		368
Total		3,205		2,496		2,491		2,401		2,432
Middle East/Asia Pacific fleet:
Deepwater		1,268		1,196		1,247		1,260		1,203
Towing-supply		2,197		2,442		2,423		2,475		2,515
Other		—		—		3		—		—
Total		3,465		3,638		3,673		3,735		3,718
Europe/Mediterranean Sea fleet:
Deepwater		2,070		1,479		1,547		1,360		1,312
Towing-supply		184		184		121		90		199
Total		2,254		1,663		1,668		1,450		1,511
West Africa fleet:
Deepwater		1,981		1,939		1,803		1,726		1,813
Towing-supply		1,491		1,656		1,638		1,660		1,868
Other		1,441		1,498		1,539		1,440		1,557
Total		4,913		5,093		4,979		4,826		5,238
Worldwide fleet:
Deepwater		7,302		6,148		6,053		5,757		5,656
Towing-supply		4,746		4,968		4,853		4,855		5,318
Other		1,789		1,774		1,906		1,800		1,925
Total		13,837		12,890		12,811		12,412		12,899

Note (N): Available Days - Active Fleet equals Available Days - Total Fleet less Out-Of-Service - Stacked Days.


TIDEWATER INC. UNAUDITED OTHER FLEET AND FINANCIAL DATA

	Three Months Ended
	December 31,			September 30,			June 30,			March 31,			December 31,
	2018			2018			2018			2018			2017
UTILIZATION - TOTAL FLEET: (O)

Americas fleet:
Deepwater		49.9	%		50.6	%		54.8	%		42.2	%		32.2	%
Towing-supply		42.8			40.6			37.7			35.7			39.0
Other		35.3			41.2			48.3			61.9			60.8
Total		46.0	%		46.1	%		48.3	%		42.7	%		37.6	%
Middle East/Asia Pacific fleet:
Deepwater		57.6	%		59.0	%		64.2	%		54.4	%		48.7	%
Towing-supply		62.3			64.2			60.2			40.0			57.7
Other		—			—			100.0			—			—
Total		60.3	%		62.4	%		61.6	%		44.9	%		54.5	%
Europe/Mediterranean Sea fleet:
Deepwater		66.2	%		72.0	%		79.5	%		64.7	%		69.4	%
Towing-supply		39.0			44.3			29.0			25.0			24.1
Total		63.1	%		67.0	%		70.3	%		57.1	%		60.7	%
West Africa fleet:
Deepwater		58.5	%		61.9	%		60.2	%		52.3	%		49.4	%
Towing-supply		46.5			48.0			47.0			39.0			45.7
Other		57.3			44.2			49.2			36.6			44.8
Total		53.6	%		51.4	%		51.9	%		42.2	%		46.5	%
Worldwide fleet:
Deepwater		57.7	%		60.0	%		63.5	%		52.2	%		47.2	%
Towing-supply		50.6			52.7			49.9			38.3			48.6
Other		52.2			43.6			49.1			40.8			47.4
Total		54.4	%		54.5	%		55.5	%		44.4	%		47.8	%

Note (O): Utilization Total Fleet equals Days Worked / Available Days Total Fleet.


TIDEWATER INC. UNAUDITED OTHER FLEET AND FINANCIAL DATA

	Three Months Ended
	December 31,			September 30,			June 30,			March 31,			December 31,
	2018			2018			2018			2018			2017
UTILIZATION - ACTIVE FLEET: (P)

Americas fleet:
Deepwater		82.3	%		78.8	%		85.7	%		69.1	%		70.2	%
Towing-supply		88.4			84.2			78.5			76.6			76.4
Other		65.4			82.3			72.4			92.9			94.8
Total		82.1	%		80.7	%		81.8	%		74.6	%		75.8	%
Middle East/Asia Pacific fleet:
Deepwater		83.6	%		75.6	%		82.9	%		75.0	%		77.2	%
Towing-supply		73.3			77.5			79.6			54.1			82.7
Other		—			—			100.0			—			—
Total		77.1	%		76.9	%		80.8	%		61.2	%		80.9	%
Europe/Mediterranean Sea fleet:
Deepwater		89.8	%		80.3	%		84.2	%		72.6	%

News Details

Tidewater Reports Results for the Three-Months and Year Ended December 31, 2018