TIDEWATER INC. (NYSE:TDW) Files An 8-K Other EventsItem 8.01. Other Events.
Update Regarding Number of Shares of Common Stock and Creditor Warrants Outstanding.At the time of emergence from bankruptcy on July 31, 2017, to the terms of the Second Amended Joint Prepackaged Chapter 11 Plan of Reorganization and the bankruptcy court’s confirmation order (the “Plan”), Tidewater Inc. (“Tidewater” or the “Company”) issued and had outstanding a total of 18,456,186 shares of common stock.At the same time, the Company also issued or reserved for issuance a total of 11,543,814 creditor warrants, also referred to as “Jones Act warrants” and defined as warrants issued or issuable to (1) pre-emergence unsecured creditors that were either non-U.S. citizen holders or holders who failed to submit citizenship documentation under the Plan and (2) sale/leaseback claimants.All such Jones Act warrants have since been issued to the Company’s pre-emergence general unsecured creditors and sale/leaseback claimants.As previously disclosed, the Jones Act warrants have a 25-year term and are immediately exercisable for shares of the Company’s common stock on a one-for-one basis, with an exercise price of $0.001 per share, subject to certain Jones Act-related foreign ownership restrictions contained in the Creditor Warrant Agreement and the Company’s Amended Certificate of Incorporation limiting ownership by non-U.S. citizens.
Since emergence, certain holders of Jones Act warrants have exercised their warrants in exchange for Company-issued shares of common stock, subject to the Jones Act-related foreign ownership limitations.Considering all such warrant exercises to date, as of June 20, 2018, the Company had 26,085,275 shares of common stock and 3,924,440 Jones Act warrants outstanding.The Company expects that, over time, holders of Jones Act warrants will continue to exercise their warrants in exchange for Company-issued shares of common stock, subject to the Jones Act-related foreign ownership limitations.
About TIDEWATER INC. (NYSE:TDW)
Tidewater Inc. provides offshore service vessels and marine support services. The Company operates through four segments: Americas, Asia/Pacific, Middle East/North Africa and Sub-Saharan Africa/Europe. Its Americas segment includes the activities of the Company’s North American operations, which include operations in the United States Gulf of Mexico (GOM), and the United States and Canadian coastal waters of the Pacific and Atlantic oceans, as well as operations of offshore Mexico, Trinidad and Brazil. The Asia/Pacific segment includes its Australian and Southeast Asian and Western Pacific operations. The Middle East/North Africa segment includes its operations in the Mediterranean and Red Seas, the Black Sea, the Arabian Gulf and offshore India. The Company’s Sub-Saharan Africa/Europe segment includes operations conducted along the East and West Coasts of Africa, as well as operations in and around the Caspian Sea, the North Sea, and certain other arctic/cold water markets.
