TIDEWATER INC. (NYSE:TDW) Files An 8-K Regulation FD Disclosure
Item7.01.
| Regulation FD Disclosure. |
As previously disclosed, Tidewater Inc. (the Company) and certain
of its subsidiaries filed voluntary petitions for relief under
chapter 11 of title 11 of the United States Code in the United
States Bankruptcy Court for the District of Delaware (the
Bankruptcy Cases, and such court, the Bankruptcy Court) on May17,
2017, including their Joint Prepackaged Chapter 11 Plan of
Reorganization of Tidewater Inc. and its Affiliated Debtors (the
Prepackaged Plan) and the related Disclosure Statement, both
dated May11, 2017. The Bankruptcy hearing on confirmation of the
Prepackaged Plan is currently scheduled for June28, 2017.
As contemplated by the Prepackaged Plan, the Company filed a
supplement to the Prepackaged Plan with the Bankruptcy Court on
June5, 2017 (the Plan Supplement). The Plan Supplement (1)
identifies the six persons who have been selected by the
Requisite Consenting Noteholders and the Requisite Consenting
Tidewater Lenders (as such terms are defined in the Prepackaged
Plan), to Section 5.7 of the Prepackaged Plan, to become new
board members of reorganized Tidewater Inc. upon its effective
date (in addition to Jeffrey M. Platt, who currently serves as
President, Chief Executive Officer, and a director of the
Company, and who will continue to serve in those capacities
following the Prepackaged Plans effective date) and (2) includes
a copy of the Restructuring Support Agreement and its exhibits,
which were originally filed with the SEC on May 12, 2017 as
Schedule 1 to Exhibit A to Exhibit T3E.1 of the Form T-3.
The Plan Supplement is filed as Exhibit 99.1 to, and incorporated
by reference into, this Current Report on Form 8-K and the
foregoing description is qualified in its entirety by reference
to the Plan Supplement.
The information included in this Current Report on Form 8-K under
Item7.01 and Exhibit 99.1 is being furnished and shall not be
deemed filed for purposes of Section18 of the Securities Exchange
Act of 1934, as amended (the Exchange Act), or otherwise subject
to liabilities of that Section, unless the registrant
specifically states that the information is to be considered
filed under the Exchange Act or incorporates it by reference into
a filing under the Exchange Act or the Securities Act of 1933, as
amended.
Forward-Looking Statements.
In accordance with the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995, the Company notes that
certain statements set forth in this Current Report on Form 8-K
provide other than historical information and are forward
looking. 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 Companys actual performance
to be materially different from that stated or implied in the
forward-looking statement. Among those risks and uncertainties,
many of which are beyond the control of the Company, including,
without limitation, the ability to confirm and consummate a plan
of reorganization in accordance with the terms of the Prepackaged
Plan? risks attendant to the bankruptcy process, including the
effects thereof on the Companys business and on the interests of
various constituents, the length of time that the Company might
be required to operate in bankruptcy and the continued
availability of working capital during the pendency of such
cases? risks associated with third party motions in the
Bankruptcy Cases, which may interfere with the ability to confirm
and consummate a plan of reorganization in accordance with the
terms of the Prepackaged Plan? potential adverse effects on the
Companys liquidity or results of operations? increased costs to
execute the reorganization in accordance with the terms of the
Prepackaged Plan? effects on the market price of the Companys
common stock and on the Companys ability to access the capital
markets? volatility in worldwide energy demand and oil and gas
prices, and continuing depressed levels of oil and gas prices,
without a clear indication of if, or when, prices will recover to
a level to support renewed offshore exploration activities;
consolidation of our customer base; fleet additions by
competitors and industry overcapacity; our views with respect to
the need for and timing of the replenishment of our asset base,
including through acquisitions or vessel construction; changes in
capital spending by customers in the energy industry for offshore
exploration, field development and
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production; loss of a major customer; changing customer demands
for vessel specifications, which may make some of our older
vessels technologically obsolete for certain customer projects or
in certain markets; delays and other problems associated with
vessel construction and maintenance; uncertainty of global
financial market conditions and difficulty in accessing credit or
capital; potential difficulty in meeting financial covenants in
material debt or other obligations of the Company or in obtaining
covenant relief from lenders or other contract parties; acts of
terrorism and piracy; integration of acquired businesses and
entry into new lines of business; disagreements with our joint
venture partners; significant weather conditions; unsettled
political conditions, war, civil unrest and governmental actions,
such as expropriation or enforcement of customs or other laws
that are not well developed or consistently enforced, or
requirements that services provided locally be paid in local
currency, in each case especially in higher political risk
countries where we operate; foreign currency fluctuations; labor
changes proposed by international conventions; increased
regulatory burdens and oversight; changes in laws governing the
taxation of foreign source income; retention of skilled workers;
enforcement of laws related to the environment, labor and foreign
corrupt practices; and the resolution of pending legal
proceedings. Readers should consider all of these risk factors as
well as other information contained in this report.
| Item9.01. | Financial Statements and Exhibits. |
(d) The exhibit to this Current Report on Form 8-K is listed in
the Exhibit Index, which appears at the end of this report and is
incorporated into this Form 8-K by reference.
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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.