TIDEWATER INC - FORM 8-K - EX-99.1

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8-K - FORM 8-K - TIDEWATER INC	tdw-8k_20161107.htm

Exhibit 99.1

Tidewater Reports Second Quarter Results For Fiscal 2017

NEW ORLEANS, LA. November 7, 2016 — Tidewater Inc. (NYSE:TDW) announced today a second quarter net loss for the period ended September 30, 2016, of $178.5 million, or $3.79 per common share, on revenues of $143.7 million. For the same quarter last year, net loss was $43.8 million, or $0.93 per common share, on revenues of $271.9 million. The immediately preceding quarter ended June 30, 2016, had a net loss of $89.1 million, or $1.89 per common share, on revenues of $167.9 million.

Included in the net loss for the quarter ended September 30, 2016 were the following:

•

$129.6 million ($129.6 million after-tax, or $2.75 per share) in non-cash asset impairment charges that resulted from impairment reviews undertaken during the September 2016 quarter.

•

$2.5 million ($2.2 million after-tax, or $0.05 per share) of foreign exchange losses resulting primarily from the strengthening of the Norwegian kroner on liabilities relative to the U.S. dollar.

•

$0.6 million ($0.6 million after-tax, or $0.01 per share) of foreign exchange gains which is included in Equity in net earnings (losses) of unconsolidated companies and related to our Angola joint venture, Sonatide.

Included in the net loss for the prior fiscal year’s quarter ended September 30, 2015 were the following:

•

$31.7 million ($31.6 million after-tax, or $0.67 per share) in non-cash asset impairment charges that resulted from impairment reviews undertaken during the September 2015 quarter.

•

A $7.6 million ($6.3 million after-tax, or $0.13 per share) restructuring charge related to severance and other termination costs resulting from right-sizing efforts during the September 2015 quarter.

•

$5.2 million ($5.2 million after-tax, or $0.11 per share) of foreign exchange losses which is included in Equity in net earnings (losses) of unconsolidated companies and related to our Angola joint venture, Sonatide.

Included in the net loss for the preceding quarter ended June 30, 2016 were the following:

•

$36.9 million ($36.1 million after-tax, or $0.77 per share) in non-cash asset impairment charges that resulted from impairment reviews undertaken during the June 2016 quarter.

•

$2.7 million ($2.6 million after-tax, or $0.06 per share) of foreign exchange losses, most notably the devaluation of the Nigerian naira relative to the U.S. dollar.

•

$1.1 million ($1.1 million after-tax, or $0.02 per share) of foreign exchange losses which is included in Equity in net earnings (losses) of unconsolidated companies and related to our Angola joint venture, Sonatide.

Income tax expense largely reflects tax liabilities in certain jurisdictions that levy taxes on bases other than pre-tax profitability (so called “deemed profit” regimes.)

Status of Discussions with Lenders and Noteholders

Please refer to Note (6) of Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q and Note (5) of Notes to Consolidated Financial Statements included in Item 8 of the company’s Annual Report on Form 10-K for the year ended March 31, 2016 for additional information regarding the company’s outstanding debt.

The decrease in oil and gas prices that began in the second half of fiscal 2015 and continued throughout fiscal 2016 has led to materially lower levels of spending for offshore exploration and development by the company’s customers globally. In addition, newly constructed vessels have been delivered over the last several years, exacerbating weak vessel utilization. With reduced demand for offshore support vessels along with a higher number of newer generation vessels, the company has experienced a significant decline in the utilization of its vessels, average day rates received and vessel revenue. The company has implemented a number of significant cost reduction measures to mitigate the effects of significantly lower vessel revenue and, given the currently challenging offshore support vessel market and business outlook, continues its efforts to reduce its operating costs and preserve its liquidity.

At June 30, 2016 and September 30, 2016, the company did not meet the 3.0x minimum interest coverage ratio covenant (the “minimum interest coverage ratio requirement”) contained in its Revolving Credit and Term Loan Agreement (“Bank Loan Agreement”), the Troms Offshore Debt and the 2013 Senior Note Agreement (the “2013 Note Agreement”). Failure to meet the minimum interest coverage ratio requirement would have resulted in covenant noncompliance; however, as discussed in more detail below, limited waivers were received. Without these limited waivers, the respective lenders and/or the noteholders would have had the ability to declare the company to be in default of the Bank Loan Agreement, the Troms Offshore Debt and/or the 2013 Note Agreement, as applicable, and accelerate the indebtedness thereunder, the effect of which would be to likewise cause the company’s other Senior Notes, which were issued in 2010 and 2011, to be in default.

The company’s bank loans and its notes are linked together by cross-default provisions, such that if either the lenders or the noteholders declare the loans or notes to be in default, the other indebtedness likewise will be in default, and all of the debt at that time may be accelerated if the majority of lenders or noteholders under the respective debt agreements elect to accelerate. If the company is not in compliance with covenants set forth in the agreements evidencing these debt obligations, and such non-compliance is not waived, then the holders of a majority of loans may declare the bank loans to be in default, and the holders of a majority in principal amount of any of the three classes of the company’s notes may declare that class of notes to be in default. In such event, all of our indebtedness would be accelerated, and the company will not have sufficient liquidity to repay those accelerated amounts. The decision as to whether to accelerate the debt upon the company’s non-compliance with the debt covenants lies with the lenders and noteholders.

While the company is continuing to work toward amendments to its various debt arrangements that will be acceptable to all parties, there is a possibility that the lenders, noteholders and the company will not be able to negotiate new debt terms that are acceptable to all parties, in which case the company will likely seek reorganization under Chapter 11 of the federal bankruptcy laws, which could include a restructuring of the company’s various debt obligations and could place equity holders at significant risk of losing some or all of their interests in the company.

Given that the company expected it would not meet the minimum interest coverage ratio requirement set forth in the Bank Loan Agreement, the Troms Offshore Debt and the 2013 Note Agreement during fiscal 2017, which could result in the acceleration of the debt under these agreements and the company’s other Senior Notes, the report of the company's independent registered public accounting firm that accompanied the company’s audited consolidated financial statements for the fiscal year ended March 31, 2016 (the “audit opinion”) contained an explanatory paragraph regarding the company’s ability to continue as a going concern. Such going concern explanatory paragraph was required because the company’s internal forecast indicated that, within fiscal 2017, the company may no longer be in compliance with the minimum interest coverage ratio requirement.

In addition, the Bank Loan Agreement and the Troms Offshore Debt require that the company receive an unqualified audit opinion from an independent certified public accountant that is not subject to a going concern or similar modification. The inability of the company to obtain an audit opinion without any modification is an independent event of default under these agreements which would allow the lenders to accelerate the indebtedness thereunder, the effect of which would be to likewise cause all of the company’s Senior Notes to be in default. The explanatory paragraph in the audit opinion also references the audit opinion-related event of default under various borrowing arrangements as an uncertainty that raises substantial doubt about the company’s ability to continue as a going concern. As a result of the company’s failure to receive an audit opinion with no modifications from the company’s independent certified public accountants, and because the waivers are for a limited period that is less than one year, all of the company’s indebtedness has been classified as a current liability in the accompanying consolidated balance sheet since March 31, 2016.

As previously reported, the company obtained limited waivers from the necessary lenders which waived the unqualified audit opinion requirement and/or waived the minimum interest coverage ratio requirement until October 21, 2016. Prior to the October 21, 2016 expiry of such limited waivers, the company obtained limited waivers from the necessary lenders and noteholders which extend the waiver of the unqualified audit opinion requirement and/or waive the minimum interest coverage ratio requirement until November 11, 2016.

The company continues to engage in discussions with its principal lenders and noteholders to amend the company’s various debt arrangements in advance of the expiration of the waivers on November 11, 2016. In its October 21, 2016 press release announcing the most recent extension, the company reported that recent industry data, including data regarding projected levels of offshore drilling activity, a primary driver of activity within the offshore service vessel industry, had led the company to conclude that important debt terms will require further negotiation. Such negotiations, if successfully concluded, would require the company to make certain concessions under the existing agreements, such as providing collateral to secure the Bank Loan Agreement, the Troms Offshore Debt and the Senior Notes, repaying a portion of the indebtedness outstanding under the Bank Loan Agreement, accepting a reduction in total borrowing capacity under the revolving credit facility, paying a higher rate of interest, issuing some form of equity or equity linked compensation enhancement, paying down a portion of the Troms Offshore Debt and/or Senior Notes, or some combination of the above. In addition, such amendments will need to address the audit opinion requirement of the Bank Loan Agreement and the Troms Offshore Debt (the waiver of which has been extended until November 11, 2016). Obtaining the covenant relief will require the company to reach an agreement that satisfies potentially divergent interests of its principal lenders and noteholders.

The company’s unaudited condensed consolidated financial statements as of and for the quarter and six months ended September 30, 2016 were prepared assuming the company would continue as a going concern, which contemplates continuity of operations, realization of assets and the satisfaction of liabilities in the normal course of business for the twelve month period following the date of these consolidated financial statements.

Tidewater will hold a conference call to discuss September quarterly earnings on Tuesday, November 8, 2016, 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 8, 2016, and will continue until 11:59 p.m. Central time on November 10, 2016. 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 43697905.

A simultaneous webcast of the conference call will be available online at the Tidewater Inc. website, (http://www.tdw.com). The online replay will be available until December 8, 2016.

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 is the leading provider of Offshore Service Vessels (OSVs) to the global energy industry.

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

CONTACT: Tidewater Inc., New Orleans

Joe Bennett, Executive Vice President and Chief Investor Relations Officer

504-566-4506

SOURCE: Tidewater Inc.

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)

	Quarter Ended						Six Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
Revenues:
Vessel revenues	$	139,361			264,131			301,791			562,444
Other operating revenues		4,361			7,792			9,856			14,253
		143,722			271,923			311,647			576,697
Costs and expenses:
Vessel operating costs		87,094			158,612			195,968			337,893
Costs of other operating revenues		3,423			6,102			7,326			11,846
General and administrative		32,954			37,286			70,001			81,239
Vessel operating leases		8,441			8,441			16,882			16,884
Depreciation and amortization		43,845			45,979			88,397			91,636
Gain on asset dispositions, net		(6,253	)		(6,111	)		(11,896	)		(13,462	)
Asset impairments		129,562			31,672			166,448			46,630
Restructuring charge		—			7,586			—			7,586
		299,066			289,567			533,126			580,252
Operating loss		(155,344	)		(17,644	)		(221,479	)		(3,555	)
Other income (expenses):
Foreign exchange gain (loss)		(2,539	)		844			(5,272	)		(3,289	)
Equity in net earnings (losses) of unconsolidated companies		1,313			(2,919	)		1,312			(5,360	)
Interest income and other, net		992			355			2,168			1,145
Interest and other debt costs, net		(18,477	)		(13,247	)		(35,431	)		(26,429	)
		(18,711	)		(14,967	)		(37,223	)		(33,933	)
Loss before income taxes		(174,055	)		(32,611	)		(258,702	)		(37,488	)
Income tax expense		3,568			11,388			7,564			21,675
Net Loss	$	(177,623	)		(43,999	)		(266,266	)		(59,163	)
Less: Net income (loss) attributable to noncontrolling interests		867			(164	)		1,321			(276	)
Net loss attributable to Tidewater Inc.	$	(178,490	)		(43,835	)		(267,587	)		(58,887	)
Basic loss per common share	$	(3.79	)		(0.93	)		(5.69	)		(1.25	)
Diluted loss per common share	$	(3.79	)		(0.93	)		(5.69	)		(1.25	)
Weighted average common shares outstanding		47,067,864			46,942,950			47,067,790			46,962,242
Dilutive effect of stock options and restricted stock		—			—			—			—
Adjusted weighted average common shares		47,067,864			46,942,950			47,067,790			46,962,242

TIDEWATER INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands, except share and par value data)

	September 30,			March 31,
ASSETS	2016			2016
Current assets:
Cash and cash equivalents	$	674,923			678,438
Trade and other receivables, net		209,850			228,113
Due from affiliate		300,757			338,595
Marine operating supplies		31,124			33,413
Other current assets		31,874			44,755
Total current assets		1,248,528			1,323,314
Investments in, at equity, and advances to unconsolidated companies		38,200			37,502
Properties and equipment:
Vessels and related equipment		4,486,959			4,666,749
Other properties and equipment		78,459			92,065
		4,565,418			4,758,814
Less accumulated depreciation and amortization		1,253,851			1,207,523
Net properties and equipment		3,311,567			3,551,291
Other assets		89,967			71,686
Total assets	$	4,688,262			4,983,793

LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	64,231			49,130
Accrued expenses		76,085			91,611
Due to affiliate		175,925			187,971
Accrued property and liability losses		3,602			3,321
Current portion of long-term debt		2,041,367			2,045,516
Other current liabilities		60,345			74,825
Total current liabilities		2,421,555			2,452,374
Deferred income taxes		48,204			34,841
Accrued property and liability losses		11,210			9,478
Other liabilities and deferred credits		164,530			181,546

Commitments and Contingencies

Equity:
Common stock of $0.10 par value, 125,000,000 shares authorized, issued 47,068,079 shares at September 30, 2016 and 47,067,715 shares at March 31, 2016		4,707			4,707
Additional paid-in capital		169,443			166,604
Retained earnings		1,867,701			2,135,075
Accumulated other comprehensive loss		(6,443	)		(6,866	)
Total stockholders’ equity		2,035,408			2,299,520
Noncontrolling Interests		7,355			6,034
Total equity		2,042,763			2,305,554
Total liabilities and equity	$	4,688,262			4,983,793

TIDEWATER INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(Unaudited)

(In thousands)

	Quarter Ended						Six Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
Net loss	$	(177,623	)		(43,999	)		(266,266	)		(59,163	)
Other comprehensive income (loss):
Unrealized gains (losses) on available for sale securities, net of tax of $0, $0, $0 and $0		119			(627	)		280			(679	)
Amortization of loss on derivative contract, net of tax of $0, $0, $0 and $0		72			180			143			359
Change in other benefit plan minimum liability, net of tax of $0, $0, $0 and $0		—			—			—			70
Total comprehensive loss	$	(177,432	)		(44,446	)		(265,843	)		(59,413	)

TIDEWATER INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

	Six Months Ended
	September 30,
	2016			2015
Operating activities:
Net loss	$	(266,266	)		(59,163	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization		88,397			91,636
Provision for deferred income taxes		—			128
Gain on asset dispositions, net		(11,896	)		(13,462	)
Asset impairments		166,448			46,630
Equity in earnings (losses) of unconsolidated companies, less dividends		(1,659	)		6,424
Compensation expense - stock-based		2,628			6,614
Changes in assets and liabilities, net:
Trade and other receivables		18,263			30,891
Changes in due to/from affiliate, net		25,792			53,769
Marine operating supplies		2,289			11,370
Other current assets		(1,827	)		(3,681	)
Accounts payable		9,671			5,228
Accrued expenses		(16,386	)		(13,512	)
Accrued property and liability losses		281			(212	)
Other current liabilities		(9,716	)		(6,011	)
Other liabilities and deferred credits		(5,173	)		2,594
Other, net		(1,448	)		4,648
Net cash provided by (used in) operating activities		(602	)		163,891
Cash flows from investing activities:
Proceeds from sales of assets		1,839			6,133
Additions to properties and equipment		(9,509	)		(138,990	)
Refunds from cancelled vessel construction contracts		11,515			36,190
Net cash provided by (used in) investing activities		3,845			(96,667	)
Cash flows from financing activities:
Principal payment on long-term debt		(5,036	)		(64,374	)
Debt borrowings		—			31,338
Cash dividends		—			(23,579	)
Other		(1,722	)		(961	)
Net cash used in financing activities		(6,758	)		(57,576	)
Net change in cash and cash equivalents		(3,515	)		9,648
Cash and cash equivalents at beginning of period		678,438			78,568
Cash and cash equivalents at end of period	$	674,923			88,216
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest, net of amounts capitalized	$	34,209			24,894
Income taxes	$	16,790			27,853
Supplemental disclosure of non-cash investing activities:
Additions to properties and equipment	$	10,477			1,471

TIDEWATER INC.

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(Unaudited)

(In thousands)

									Accumulated
				Additional					other			Non
	Common			paid-in		Retained			comprehensive			controlling
	stock			capital		earnings			loss			interest			Total
Balance at March 31, 2016	$	4,707			166,604		2,135,075			(6,866	)		6,034			2,305,554
Total comprehensive loss		—			—		(267,587	)		423			1,321			(265,843	)
Stock option activity		—			577		—			—			—			577
Cancellation of restricted stock awards		—			—		213			—			—			213
Amortization/cancellation of restricted stock units		—			2,262		—			—			—			2,262
Balance at September 30, 2016	$	4,707			169,443		1,867,701			(6,443	)		7,355			2,042,763

Balance at March 31, 2015	$	4,703			159,940		2,330,223			(20,378	)		6,227			2,480,715
Total comprehensive loss		—			—		(58,887	)		(250	)		(276	)		(59,413	)
Stock option activity		—			421		—			—			—			421
Cash dividends declared ($.50 per share)		—			—		(23,154	)		—			—			(23,154	)
Amortization of restricted stock units		1			5,186		—			—			—			5,187
Amortization/cancellation of restricted stock awards		(7	)		243		—			—			—			236
Balance at September 30, 2015	$	4,697			165,790		2,248,182			(20,628	)		5,951			2,403,992

The company’s vessel revenues and vessel operating costs and the related percentage of total vessel revenues for the quarters and the six-month periods ended September 30, 2016 and 2015 and for the quarter ended June 30, 2016, were as follows:

	Quarter Ended September 30,										Six Months Ended September 30,										Quarter Ended June 30,
(In thousands)	2016		%			2015		%			2016		%			2015		%			2016		%
Vessel revenues:
Americas	$	53,125		38	%		89,210		34	%		113,733		38	%		203,382		36	%		60,608		37	%
Asia/Pacific		6,110		4	%		32,173		12	%		14,031		5	%		60,110		11	%		7,921		5	%
Middle East (A)		23,474		17	%		28,684		11	%		47,676		15	%		60,937		11	%		24,202		15	%
Africa/Europe (A)		56,652		41	%		114,064		43	%		126,351		42	%		238,015		42	%		69,699		43	%
Total vessel revenues	$	139,361		100	%		264,131		100	%		301,791		100	%		562,444		100	%		162,430		100	%
Vessel operating costs:
Crew costs	$	49,370		35	%		84,112		32	%		105,258		35	%		176,400		31	%		55,888		34	%
Repair and maintenance		13,440		10	%		28,528		11	%		29,969		10	%		65,782		12	%		16,529		10	%
Insurance and loss reserves		2,637		2	%		2,751		1	%		9,633		3	%		8,126		2	%		6,996		4	%
Fuel, lube and supplies		10,176		7	%		17,147		6	%		20,948		7	%		35,257		6	%		10,772		7	%
Other		11,471		8	%		26,074		10	%		30,160		10	%		52,328		9	%		18,689		12	%
Total vessel operating costs		87,094		62	%		158,612		60	%		195,968		65	%		337,893		60	%		108,874		67	%
Vessel operating margin (B)	$	52,267		38	%		105,519		40	%		105,823		35	%		224,551		40	%		53,556		33	%

Note (A): At the beginning of fiscal 2017 the company’s operations in the Mediterranean Sea (based in Egypt) were transitioned from the company’s previously disclosed Middle East/North Africa operations and included with the company’s previously disclosed Sub-Saharan Africa/Europe operations as a result of management realignments. As such, the company now discloses these new segments as Middle East and Africa/Europe, respectively. The company’s Americas and Asia/Pacific segments are not affected by this change. The new segment alignment is consistent with how the company’s chief operating decision maker reviews operating results for the purpose of allocating resources and assessing performance. Fiscal 2016 amounts have been recast to conform to the new segment alignment.

Note (B): The following table reconciles vessel operating margin as presented above to operating profit (loss) for the quarters and six-month periods ended September 30, 2016 and 2015 and for the quarter ended June 30, 2016:

	Quarter Ended September 30,						Six Months Ended September 30,						Quarter Ended June 30,
(In thousands)	2016			2015			2016			2015			2016
Vessel operating margin	$	52,267			105,519			105,823			224,551			53,556
General and administrative expenses - vessel operations		(22,337	)		(28,508	)		(48,253	)		(61,308	)		(25,916	)
Vessel operating leases		(8,441	)		(8,441	)		(16,882	)		(16,884	)		(8,441	)
Depreciation and amortization - vessel operations		(41,909	)		(42,828	)		(84,350	)		(85,577	)		(42,441	)
Vessel operating profit (loss)	$	(20,420	)		25,742			(43,662	)		60,782			(23,242	)

The company’s other operating loss for the quarters and six-month periods ended September 30, 2016 and 2015 and for the quarter ended June 30, 2016, consists of the following:

	Quarter Ended September 30,						Six Months Ended September 30,						Quarter Ended June 30,
(In thousands)	2016			2015			2016			2015			2016
Other operating revenues	$	4,361			7,792			9,856			14,253			5,495
Costs of other marine revenues		(3,423	)		(6,102	)		(7,326	)		(11,846	)		(3,903	)
General and administrative expenses - other operating activities		(611	)		(846	)		(1,249	)		(1,985	)		(638	)
Depreciation and amortization - other operating activities		(1,339	)		(1,502	)		(2,720	)		(2,916	)		(1,381	)
Other operating loss	$	(1,012	)		(658	)		(1,439	)		(2,494	)		(427	)

The company’s operating loss and other components of loss before income taxes and the related percentage of total revenues for the quarters and six-month periods ended September 30, 2016 and 2015 and for the quarter ended June 30, 2016, were as follows:

	Quarter Ended												Six Months Ended												Quarter Ended
	September 30,												September 30,												June 30,
(In thousands)	2016			%			2015			%			2016			%			2015			%			2016			%
Vessel operating profit (loss):
Americas (C)	$	(1,177	)		(1	%)		8,812			3	%		(5,503	)		(2	%)		32,651			6	%		(4,326	)		(3	%)
Asia/Pacific (C)		(6,096	)		(4	%)		6,168			2	%		(11,670	)		(4	%)		7,918			1	%		(5,574	)		(3	%)
Middle East		925			1	%		244			<1	%		892			1	%		4,248			1	%		(33	)		(<1	%)
Africa/Europe		(14,072	)		(10	%)		10,518			4	%		(27,381	)		(9	%)		15,965			3	%		(13,309	)		(8	%)
		(20,420	)		(14	%)		25,742			9	%		(43,662	)		(14	%)		60,782			11	%		(23,242	)		(14	%)
Other operating loss		(1,012	)		(1	%)		(658	)		(<1	%)		(1,439	)		(<1	%)		(2,494	)		(1	%)		(427	)		(<1	%)
		(21,432	)		(15	%)		25,084			9	%		(45,101	)		(14	%)		58,288			10	%		(23,669	)		(14	%)

Corporate general and administrative expenses		(10,006	)		(7	%)		(7,932	)		(3	%)		(20,499	)		(7	%)		(17,946	)		(4	%)		(10,493	)		(6	%)
Corporate depreciation		(597	)		(<1	%)		(1,649	)		(<1	%)		(1,327	)		(<1	%)		(3,143	)		(<1	%)		(730	)		(1	%)
Corporate expenses		(10,603	)		(7	%)		(9,581	)		(3	%)		(21,826	)		(7	%)		(21,089	)		(4	%)		(11,223	)		(7	%)

Gain on asset dispositions, net		6,253			4	%		6,111			2	%		11,896			4	%		13,462			2	%		5,643			3	%
Asset impairments		(129,562	)		(90	%)		(31,672	)		(11	%)		(166,448	)		(54	%)		(46,630	)		(8	%)		(36,886	)		(21	%)
Restructuring charge		—			—			(7,586	)		(3	%)		—			—			(7,586	)		(1	%)		—			—
Operating loss	$	(155,344	)		(108	%)		(17,644	)		(6	%)		(221,479	)		(71	%)		(3,555	)		(1	%)		(66,135	)		(39	%)
Foreign exchange gain (loss)		(2,539	)		(2	%)		844			<1	%		(5,272	)		(2	%)		(3,289	)		(1	%)		(2,733	)		(2	%)
Equity in net earnings (losses) of unconsolidated companies		1,313			1	%		(2,919	)		(1	%)		1,312			<1	%		(5,360	)		(1	%)		(1	)		(<1	%)
Interest income and other, net		992			1	%		355			<1	%		2,168			1	%		1,145			<1	%		1,176			1	%
Interest and other debt costs, net		(18,477	)		(13	%)		(13,247	)		(5	%)		(35,431	)		(11	%)		(26,429	)		(4	%)		(16,954	)		(10	%)
Loss before income taxes	$	(174,055	)		(121	%)		(32,611	)		(12	%)		(258,702	)		(83	%)		(37,488	)		(7	%)		(84,647	)		(50	%)

Note (C): Six months ended September 30, 2015 figures exclude restructuring charges of $3.6 million and $4.0 million related to our Americas and Asia/Pacific segments, respectively, which were incurred during the quarter ended September 30, 2015.

The company’s revenues, day-based vessel utilization percentages and average day rates by vessel class and in total for the quarters and six-month periods ended September 30, 2016 and 2015 and for the quarter ended June 30, 2016, were as follows:

										Quarter
	Quarter Ended					Six Months Ended				Ended
	September 30,					September 30,				June 30,
	2016			2015		2016		2015		2016
REVENUE BY VESSEL CLASS (In thousands):
Americas fleet:
Deepwater	$	37,270			61,776		77,657		141,928		40,387
Towing-supply		13,039			24,121		29,918		53,636		16,879
Other		2,816			3,313		6,158		7,818		3,342
Total	$	53,125			89,210		113,733		203,382		60,608
Asia/Pacific fleet:
Deepwater	$	1,872			23,435		4,462		43,268		2,590
Towing-supply		4,238			8,738		9,569		16,842		5,331
Other		—			—		—		—		—
Total	$	6,110			32,173		14,031		60,110		7,921
Middle East fleet:
Deepwater	$	6,988			5,750		13,026		12,441		6,038
Towing-supply		16,486			22,934		34,650		48,496		18,164
Other		—			—		—		—		—
Total	$	23,474			28,684		47,676		60,937		24,202
Africa/Europe fleet:
Deepwater	$	24,305			54,974		57,594		122,635		33,289
Towing-supply		25,934			43,086		53,851		84,911		27,917
Other		6,413			16,004		14,906		30,469		8,493
Total	$	56,652			114,064		126,351		238,015		69,699
Worldwide fleet:
Deepwater	$	70,435			145,935		152,739		320,272		82,304
Towing-supply		59,697			98,879		127,988		203,885		68,291
Other		9,229			19,317		21,064		38,287		11,835
Total	$	139,361			264,131		301,791		562,444		162,430
UTILIZATION:
Americas fleet:
Deepwater		38.1	%		65.1		40.0		73.1		41.8
Towing-supply	37.5				56.5		39.7		60.6		41.6
Other	34.1				47.8		41.1		46.4		48.0
Total		37.5	%		59.7		40.0		64.7		42.5
Asia/Pacific fleet:
Deepwater		7.8	%		59.9		9.0		52.5		10.2
Towing-supply	44.2				79.7		48.7		76.7		53.3
Other		—			—		—		—		—
Total		27.7	%	68.3			30.6	63.3		33.5
Middle East fleet:
Deepwater		73.4	%	57.9		66.9			61.0	58.8
Towing-supply	60.8			76.6		64.2		78.4		67.7
Other		—			—		—		—		—
Total		63.8	%	73.4		64.8		75.5		65.9
Africa/Europe fleet:
Deepwater		44.0	%	62.5			49.4		66.0	54.7
Towing-supply	42.7			63.3			44.6	63.8		46.4
Other	42.8			74.4		47.4		72.8		52.1
Total		43.2	%	66.6			47.1	67.4			51.0
Worldwide fleet:
Deepwater		39.8	%		63.0		42.1	66.7			44.4
Towing-supply	46.6				67.0	49.1		68.3			51.6
Other	40.3				67.9		45.3		66.0		50.2
Total		42.8	%	65.7		45.7		67.2		48.6

									Quarter
	Quarter Ended				Six Months Ended				Ended
	September 30,				September 30,				June 30,
	2016		2015		2016		2015		2016
AVERAGE VESSEL DAY RATES:
Americas fleet:
Deepwater	$	25,302		26,254		25,395		27,513		25,480
Towing-supply		16,401		16,003		16,688		16,686		16,917
Other		10,246		7,461		9,223		8,176		8,507
Total	$	20,892		20,725		20,610		21,800		20,368
Asia/Pacific fleet:
Deepwater	$	20,708		34,487		21,460		36,525		22,039
Towing-supply		6,127		7,907		6,379		8,133		6,595
Other		—		—		—		—		—
Total	$	7,811		18,028		8,215		18,464		8,555
Middle East fleet:
Deepwater	$	11,495		17,993		13,049		18,564		15,468
Towing-supply		10,159		11,225		10,163		11,649		10,167
Other		—		—		—		—		—
Total	$	10,523		12,140		10,817		12,607		11,117
Africa/Europe fleet:
Deepwater	$	14,416		21,177		15,206		22,875		15,840
Towing-supply		15,339		16,781		15,206		16,422		15,085
Other		4,288		5,609		4,520		5,361		4,713
Total	$	11,627		14,228		11,890		14,679		12,112
Worldwide fleet:
Deepwater	$	18,260		24,535		18,969		25,882		19,622
Towing-supply		12,436		13,689		12,494		13,946		12,546
Other		5,213		5,858		5,312		5,766		5,392
Total	$	13,364		16,039		13,557		16,723		13,727

The company’s average number of vessels by class and geographic distribution for the quarters and six-month periods ended September 30, 2016 and 2015 and for the quarter ended June 30, 2016:

									Quarter
	Quarter Ended				Six Months Ended				Ended
	September 30,				September 30,				June 30,
	2016		2015		2016		2015		2016
Americas fleet:
Deepwater		41		40		41		39		42
Towing-supply		23		29		25		29		26
Other		9		10		9		11		9
Total		73		79		75		79		77
Less stacked vessels		34		14		33		13		30
Active vessels		39		65		42		66		47
Asia/Pacific fleet:
Deepwater		13		12		13		12		13
Towing-supply		17		15		17		15		17
Other		1		1		1		1		1
Total		31		28		31		28		31
Less stacked vessels		21		7		19		5		17
Active vessels		10		21		12		23		14
Middle East fleet:
Deepwater		9		6		8		6		7
Towing-supply		29		29		29		29		29
Other		—		—		—		—		—
Total		38		35		37		35		36
Less stacked vessels		5		3		5		2		6
Active vessels		33		32		32		33		30
Africa/Europe fleet:
Deepwater		42		45		42		44		42
Towing-supply		43		44		43		44		44
Other		38		42		38		43		38
Total		123		131		123		131		124
Less stacked vessel		41		20		38		15		34
Active vessels		82		111		85		116		90
Active owned or chartered vessels		164		229		171		238		181
Stacked vessels		101		44		95		35		87
Total owned or chartered vessels		265		273		266		273		268
Joint-venture and other		8		9		9		9		9
Total		273		282		275		282		277

Note (D): Included in total owned or chartered vessels at September 30, 2016 and 2015 and at June 30, 2016, were 115, 51 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 the company’s utilization statistics.

The table below summarizes the various commitments to acquire and construct new vessels, by vessel type, as of September 30, 2016:

Number

Amount

Remaining

Shipyard

Delivery

Total

Invested

Balance

(In thousands)

Vessels (E)

Location

Dates

Cost

9/30/16

9/30/16 (E)

Deepwater:

292-foot PSV

International

4/2017

300-foot PSV

United States

2/2017, 6/2017

Total Deepwater PSVs

163,657

115,683

47,974

Total vessel commitments

163,657

115,683

47,974

Note (E): Six additional option vessels and a fast supply boat are not included in the table above. The company has $48 million in unfunded capital commitments associated with the three vessels under construction ($33.7 million, net of $14.3 million of expected refunds from shipyards) at September 30, 2016.

The table below summarizes by vessel class and vessel type the number of vessels expected to be delivered by quarter along with the expected cash outlay (in thousands) of the various remaining shipbuilding commitments as discussed above:

	Quarter Period Ended
Vessel class and type	December 2016		March 2017		June 2017
Deepwater PSVs		—		1		2
(In thousands) Expected quarterly cash outlay	$	8,066		7,084		32,824

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