請查看「備註（Segment and Geographic Distribution of Operations）」以了解全球機隊按部門和總體的營業收入。12請查看「備註（Segment and Geographic Distribution of Operations）」以了解全球機隊按部門和總體的營業收入。
Management assesses all available positive and negative evidence to permit use of existing deferred tax assets.
With limited exceptions, we are no longer subject to tax audits by U.S. federal, state, local or foreign taxing authorities for years prior to March 2017. We are subject to ongoing examinations by various foreign tax authorities and do not believe that the results of these examinations will have a material adverse effect on our consolidated financial position, results of operations or cash flows.
11
(7)
EMPLOYEE BENEFIT PLANS
U.S. Defined Benefit Pension Plan
We sponsor a defined benefit pension plan (pension plan) that was frozen in 2010 covering certain U.S. employees. We have not made contributions to the pension plan since 2019. Actuarial valuations are performed annually, and we expect to contribute $0.2 million to the pension plan in the fourth quarter of 2024.
During the second quarter of 2023, we, as sponsor of the pension plan, entered into an agreement committing the pension plan to use a portion of its assets to purchase an annuity from an insurance company (Insurer) to transfer approximately $11.8 million of the pension plan’s pension liabilities. Under the terms of this agreement, we irrevocably transferred to the Insurer all future pension plan benefit obligations for approximately 500 Tidewater participants (Transferred Participants) effective in April 2023. This annuity transaction was funded entirely with existing pension plan assets. The Insurer assumed responsibility for administrative and customer service support, including distribution of payments to the Transferred Participants. We recognized a $1.8 million settlement gain in the second quarter of 2023 in connection with this transaction.
Supplemental Executive Retirement Plan
We support a non-contributory and non-qualified defined benefit supplemental executive retirement plan (supplemental plan) that was closed to new participants during 2010. We contributed $1.1 million and $1.2 million to the supplemental plan for the nine months ended September 30, 2024 and 2023, respectively, and expect to contribute $0.3 million during the remainder of 2024. Our obligations under the supplemental plan were $17.0 million and $17.3 million at September 30, 2024 and December 31, 2023, respectively, and are included in “accrued expenses” and “other liabilities” in the consolidated condensed balance sheet.
Increase due to higher amortization of drydock costs.
Gain on asset dispositions, net:
●
During the third quarter of 2024, we had no vessel sales and minimal other asset sales. During the second quarter of 2024, we sold one vessel from our active fleet for $2.4 million and recognized a $2.0 million gain.
Interest expense:
●
Decrease due to lower debt as we made $62.5 million in principal payments in the third quarter of 2024 and $14.0 million in the second quarter of 2024.
Interest income and other, net:
●
Decrease primarily due to lower cash balances in the third quarter.
Foreign exchange losses:
●
Our foreign exchange gains in the third quarter of 2024 and losses in the second quarter of 2024, were primarily the result of the settlement and revaluation of various foreign currency balances due to a strengthening/weakening of the U.S. Dollar against the Norwegian Kroner, Brazilian Real, Angola Kwanza, British Pound and Euro.
Income tax expense:
●
We are subject to taxes on our income in many jurisdictions worldwide and our actual tax expense can vary disproportionally to overall net income due to the mix of profits and losses in these foreign tax jurisdictions. Our tax expense for the third and second quarters of 2024 is mainly attributable to taxes on our operations in foreign countries.
27
Segment results for three months ended September 30, 2024 compared to June 30, 2024
Americas Segment Operations.
(In Thousands except for statistics)
Three Months Ended
September 30, 2024
June 30, 2024
Change
% Change
Total revenue
$
64,606
$
73,142
$
(8,536
)
(12
)%
Costs and expenses:
Vessel operating costs:
Crew costs
21,646
23,318
1,672
7
%
Repair and maintenance
5,227
5,645
418
7
%
Insurance
571
463
(108
)
(23
)%
Fuel, lube and supplies
3,165
2,994
(171
)
(6
)%
Other
5,921
5,747
(174
)
(3
)%
Total vessel operating costs
36,530
38,167
1,637
4
%
General and administrative
3,695
3,414
(281
)
(8
)%
Depreciation and amortization
11,082
11,413
331
3
%
Vessel operating profit
$
13,299
$
20,148
$
(6,849
)
(34
)%
Select operating statistics:
Utilization
75.4
%
80.7
%
(5.3
)%
Active utilization
75.4
%
80.7
%
(5.3
)%
Average vessel day rates
$
27,676
$
28,317
$
(641
)
(2.3
)%
Vessel operating cost per active day
$
11,804
$
12,020
$
217
1.8
%
Average total vessels
34
35
(1
)
Average stacked vessels
—
—
—
Average active vessels
34
35
(1
)
Revenue:
●
Decrease driven by lower active utilization, lower average day rates and the decrease in average active vessels.
●
Utilization decreased due to an increase in idle time partially offset by lower drydock days.
Vessel operating costs:
●
Decrease primarily due to lower crew costs associated with our operations in the Caribbean and the US Gulf of Mexico.
General and administrative expense:
●
Increase primarily due to a severance payment and higher professional fees.
Depreciation and amortization expense:
●
Decrease primarily due to lower depreciation with one less vessel.
28
Asia Pacific Segment Operations.
(In Thousands except for statistics)
Three Months Ended
September 30, 2024
June 30, 2024
Change
% Change
Total revenue
$
56,283
$
55,221
$
1,062
2
%
Costs and expenses:
Vessel operating costs:
Crew costs
24,685
23,023
(1,662
)
(7
)%
Repair and maintenance
3,834
3,092
(742
)
(24
)%
Insurance
327
278
(49
)
(18
)%
Fuel, lube and supplies
2,560
2,335
(225
)
(10
)%
Other
2,396
2,968
572
19
%
Total vessel operating costs
33,802
31,696
(2,106
)
(7
)%
General and administrative
2,365
2,084
(281
)
(13
)%
Depreciation and amortization
4,824
4,510
(314
)
(7
)%
Vessel operating profit
$
15,292
$
16,931
$
(1,639
)
(10
)%
Select operating statistics:
Utilization
73.8
%
84.9
%
(11.1
)%
Active utilization
73.8
%
84.9
%
(11.1
)%
Average vessel day rates
$
40,419
$
32,848
$
7,571
23.0
%
Vessel operating cost per active day
$
18,008
$
16,091
$
(1,917
)
(11.9
)%
Average total vessels
20
22
(2
)
Average stacked vessels
—
—
—
Average active vessels
20
22
(2
)
Revenue:
●
Increase primarily driven by the significant increase in average day rates due to an increase in the proportion of vessels working in Australia where average day rates are higher, partially offset by the lower average active vessels and the significant decrease in utilization.
●
Utilization decreased due to higher drydock days and increased idle time.
Vessel operating costs:
●
Increase primarily due to higher crew wages driven by the increased proportion of vessels working in Australia where crew costs are higher. Additionally, we incurred higher than normal repair costs on a vessel in Australia.
General and administrative expense:
●
Increase due to increased headcount in Australia in the third quarter and slightly higher professional fees.
Depreciation and amortization expense:
●
Increase primarily due to higher amortization of drydock costs.
29
Middle EastSegment Operations.
(In Thousands except for statistics)
Three Months Ended
September 30, 2024
June 30, 2024
Change
% Change
Total revenue
$
36,947
$
36,536
$
411
1
%
Costs and expenses:
Vessel operating costs:
Crew costs
13,071
13,540
469
3
%
Repair and maintenance
4,625
4,300
(325
)
(8
)%
Insurance
510
464
(46
)
(10
)%
Fuel, lube and supplies
2,842
2,274
(568
)
(25
)%
Other
6,000
7,138
1,138
16
%
Total vessel operating costs
27,048
27,716
668
2
%
General and administrative
2,928
2,847
(81
)
(3
)%
Depreciation and amortization
7,871
7,815
(56
)
(1
)%
Vessel operating profit
$
(900
)
$
(1,842
)
$
942
(51
)%
Select operating statistics:
Utilization
80.1
%
83.8
%
(3.7
)%
Active utilization
80.1
%
83.8
%
(3.7
)%
Average vessel day rates
$
11,661
$
11,148
$
513
4.6
%
Vessel operating cost per active day
$
6,837
$
7,083
$
246
3.5
%
Average total vessels
43
43
—
Average stacked vessels
—
—
—
Average active vessels
43
43
—
Revenue:
●
Increase primarily driven by higher day rates offset by the lower utilization.
●
Utilization decreased primarily due to higher repair and mobilization days in the third quarter of 2024.
Vessel operating costs:
●
Decrease primarily due to the accelerated amortization of deferred mobilization costs due to a contract cancellation in the second quarter.
General and administrative expense:
●
No significant variances.
Depreciation and amortization expense:
●
No significant variances.
30
Europe/Mediterranean Segment Operations.
(In Thousands except for statistics)
Three Months Ended
September 30, 2024
June 30, 2024
Change
% Change
Total revenue
$
85,325
$
83,266
$
2,059
2
%
Costs and expenses:
Vessel operating costs:
Crew costs
28,818
27,085
(1,733
)
(6
)%
Repair and maintenance
7,279
7,058
(221
)
(3
)%
Insurance
827
761
(66
)
(9
)%
Fuel, lube and supplies
3,924
3,461
(463
)
(13
)%
Other
4,974
4,351
(623
)
(14
)%
Total vessel operating costs
45,822
42,716
(3,106
)
(7
)%
General and administrative
3,222
2,982
(240
)
(8
)%
Depreciation and amortization
23,918
22,439
(1,479
)
(7
)%
Vessel operating profit
$
12,363
$
15,129
$
(2,766
)
(18
)%
Select operating statistics:
Utilization
83.9
%
85.8
%
(1.9
)%
Active utilization
83.9
%
85.8
%
(1.9
)%
Average vessel day rates
$
21,484
$
20,950
$
534
2.5
%
Vessel operating cost per active day
$
9,766
$
9,304
$
(461
)
(5.0
)%
Average total vessels
51
50
1
Average stacked vessels
—
—
—
Average active vessels
51
50
1
Revenue:
●
Increase primarily driven by higher day rates and an additional active vessel partially offset by slightly lower utilization.
●
Active vessels increased due to the transfer of a vessel from another segment.
●
Active utilization decreased due to higher drydock days and idle time.
Vessel operating costs:
●
Increase primarily due to higher crew costs associated with higher travel costs in the North Sea.
General and administrative expense:
●
Increase primarily due to higher headcount and compensation costs in Norway.
Depreciation and amortization expense:
●
Increase primarily due to higher amortization of drydock costs.
31
West Africa Segment Operations.
(In Thousands except for statistics)
Three Months Ended
September 30, 2024
June 30, 2024
Change
% Change
Total revenue
$
95,324
$
88,838
$
6,486
7
%
Costs and expenses:
Vessel operating costs:
Crew costs
19,488
19,265
(223
)
(1
)%
Repair and maintenance
4,589
4,648
59
1
%
Insurance
730
659
(71
)
(11
)%
Fuel, lube and supplies
4,722
4,498
(224
)
(5
)%
Other
5,923
7,148
1,225
17
%
Total vessel operating costs
35,452
36,218
766
2
%
General and administrative
2,367
2,376
9
0
%
Depreciation and amortization
13,979
12,505
(1,474
)
(12
)%
Vessel operating profit
$
43,526
$
37,739
$
5,787
15
%
Select operating statistics:
Utilization
69.2
%
72.9
%
(3.7
)%
Active utilization
69.2
%
73.6
%
(4.4
)%
Average vessel day rates
$
22,044
$
20,093
$
1,951
9.7
%
Vessel operating cost per active day
$
5,668
$
6,003
$
335
5.6
%
Average total vessels
68
67
1
Average stacked vessels
—
(1
)
1
Average active vessels
68
66
2
Revenue:
●
Increase primarily driven by the increase in average day rates and the additional average active vessels, partially offset by lower utilization.
●
Active utilization decreased due to idle time.
Vessel operating costs:
●
Decrease primarily due to a nonrecurring customs duty settlement in the second quarter.
General and administrative expense:
●
No significant variances.
Depreciation and amortization expense:
●
Increase primarily due to higher amortization of drydock costs.
32
Consolidated Results – Nine Months Ended September 30, 2024 compared to September 30, 2023
(In Thousands except for statistics)
Nine Months Ended
September 30, 2024
September 30, 2023
Change
% Change
Total revenue
$
1,000,750
$
707,327
$
293,423
41
%
Costs and expenses:
Vessel operating costs:
Crew costs
316,291
231,936
(84,355
)
(36
)%
Repair and maintenance
71,645
57,081
(14,564
)
(26
)%
Insurance
8,170
6,532
(1,638
)
(25
)%
Fuel, lube and supplies
50,093
45,283
(4,810
)
(11
)%
Other
76,524
57,130
(19,394
)
(34
)%
Total vessel operating costs
522,723
397,962
(124,761
)
(31
)%
Costs of other operating revenues
2,867
3,005
138
5
%
General and administrative
80,129
70,559
(9,570
)
(14
)%
Depreciation and amortization
178,150
121,164
(56,986
)
(47
)%
Gain on asset dispositions, net
(13,090
)
(4,483
)
8,607
192
%
Total costs and expenses
770,779
588,207
(182,572
)
(31
)%
Operating income
229,971
119,120
110,851
93
%
Other income (expense):
Foreign exchange loss
(939
)
(3,620
)
2,681
74
%
Equity in net earnings of unconsolidated companies
—
29
(29
)
(100
)%
Interest income and other, net
3,686
3,488
198
6
%
Interest and other debt costs, net
(56,225
)
(28,209
)
(28,016
)
(99
)%
Total other expense
(53,478
)
(28,312
)
(25,166
)
(89
)%
Income before income taxes
176,493
90,808
85,685
94
%
Income tax expense
33,840
32,515
(1,325
)
(4
)%
Net income
142,653
58,293
84,360
145
%
Net loss attributable to noncontrolling interests
(1,098
)
(1,228
)
130
11
%
Net income attributable to Tidewater Inc.
$
143,751
$
59,521
$
84,230
142
%
Select operating statistics:
Utilization
79.4
%
78.1
%
1.3
%
Active utilization
79.7
%
80.8
%
(1.1
)%
Average vessel day rates
$
20,959
$
16,313
$
4,646
28.5
%
Vessel operating cost per active day
$
8,814
$
7,509
$
(1,305
)
(17.4
)%
Average total vessels
217
200
17
Average stacked vessels
(1
)
(7
)
6
Average active vessels
216
193
23
Revenue:
●
Increase driven by almost 30% higher day rates coupled with the additional vessels from the Solstad Acquisition partially offset by slightly lower active utilization in the first nine months of 2024 compared to the first nine months of 2023. In the third quarter of 2023, we increased our vessel count by 37 with the Solstad Acquisition.
●
Solstad Vessels contributed $201.5 million and $59.1 million to revenue for the nine months ended September 30, 2024 and 2023, respectively.
Vessel operating costs:
●
Increase largely due to the addition of 37 vessels from the Solstad Acquisition and higher crew costs as we expand operations to higher cost regions.
●
Solstad Vessels added $109.6 million and $35.1 million to operating costs for the nine months ended September 30, 2024 and 2023, respectively.
33
General and administrative:
●
Increase primarily due to higher professional fees, higher salaries and compensation costs in 2024 mainly from the Solstad Acquisition, which was partially offset by higher bad debt recoveries and lower acquisition related transaction expenses in 2024.
Depreciation and amortization:
●
Increase due to the addition of 37 vessels from the Solstad Acquisition and increased drydock activity.
●
Solstad Vessels added $58.0 million and $22.4 million to depreciation and amortization for the nine months ended September 30, 2024 and 2023, respectively.
Gain on asset dispositions, net:
●
During the first nine months of 2024, we sold four vessels from our active fleet for a total of $14.9 million and recognized gains totaling $13.1 million. During the first nine months of 2023, we sold or recycled seven vessels designated as held for sale and four vessels from our active fleet for a total of $9.6 million and recognized gains totaling $4.5 million.
Interest expense:
●
Increase due to the addition of $575.0 million in long term debt to partially fund the Solstad Acquisition.
Interest income and other, net:
●
Interest income increased in the nine months ended September 30, 2024, compared to the same period in 2023 as a result of substantially larger invested balances and higher rates of return.
●
During the nine months ended September 30, 2024, we recognized a $3.2 million charge for certain indemnity assets related to the Swire acquisition.
●
During the nine months ended September 30, 2023, we recognized a $1.8 million settlement gain in connection with an agreement committing our pension plan to use a portion of its assets to purchase an annuity from an insurance company so as to transfer its liabilities. This 2023 gain was largely offset by expenses related to old insurance treaties.
Foreign exchange losses:
●
During the nine months ended September 30, 2024 and 2023, our foreign exchange losses and gains, respectively, were primarily the result of the settlement and revaluation of various foreign currency balances due to a strengthening/weakening of the U.S. Dollar against the Norwegian Kroner, Brazilian Real, Angola Kwanza, British Pound and Euro.
Income tax expense:
●
We are subject to taxes on our income in many jurisdictions worldwide and our actual tax expense can vary disproportionally to overall net income due to the mix of profits and losses in these foreign tax jurisdictions. Our tax expense for the nine months ended September 30, 2024 and 2023, is mainly attributable to taxes on our operations in foreign countries.
34
Segment results for nine months ended September 30, 2024 compared to September 30, 2023
Americas Segment Operations.
(In Thousands except for statistics)
Nine Months Ended
September 30, 2024
September 30, 2023
Change
% Change
Total revenue
$
201,689
$
168,780
$
32,909
19
%
Costs and expenses:
Vessel operating costs:
Crew costs
69,026
62,283
(6,743
)
(11
)%
Repair and maintenance
15,406
13,449
(1,957
)
(15
)%
Insurance
1,528
1,365
(163
)
(12
)%
Fuel, lube and supplies
10,681
9,934
(747
)
(8
)%
Other
17,596
14,060
(3,536
)
(25
)%
Total vessel operating costs
114,237
101,091
(13,146
)
(13
)%
General and administrative
10,441
12,033
1,592
13
%
Depreciation and amortization
33,438
28,863
(4,575
)
(16
)%
Vessel operating profit
$
43,573
$
26,793
$
16,780
63
%
Select operating statistics:
Utilization
76.9
%
83.1
%
(6.2
)%
Active utilization
77.5
%
85.7
%
(8.2
)%
Average vessel day rates
$
27,302
$
21,348
$
5,954
27.9
%
Vessel operating cost per active day
$
12,032
$
10,975
$
(1,057
)
(9.6
)%
Average total vessels
35
35
—
Average stacked vessels
—
(1
)
1
Average active vessels
35
34
1
Revenue:
●
Increase primarily driven by the substantially higher average day rates and an additional active vessel.
●
Utilization decreased due to increased drydock activity in 2024 and increased idle time between contracts.
●
Active vessels increased due to the addition of five Solstad Vessels, offset by vessel sales and vessel transfers.
●
Solstad Vessels contributed $34.3 million and $14.3 million in revenue for the nine months ended September 30, 2024 and 2023, respectively.
Vessel operating costs:
●
Increase primarily due to additional Solstad Vessels.
●
Solstad Vessels added $15.2 million and $7.6 million to operating costs for the nine months ended September 30, 2024 and 2023, respectively.
General and administrative expense:
●
Decrease primarily due to lower bad debt expense in 2024.
Depreciation and amortization expense:
●
Increase primarily due to higher amortization resulting from more drydock activity.
●
Solstad Vessels added $5.2 million and $2.4 million to depreciation and amortization for the nine months ended September 30, 2024 and 2023, respectively.
35
Asia Pacific Segment Operations.
(In Thousands except for statistics)
Nine Months Ended
September 30, 2024
September 30, 2023
Change
% Change
Total revenue
$
159,285
$
83,603
$
75,682
91
%
Costs and expenses:
Vessel operating costs:
Crew costs
67,014
26,763
(40,251
)
(150
)%
Repair and maintenance
9,695
6,235
(3,460
)
(55
)%
Insurance
878
525
(353
)
(67
)%
Fuel, lube and supplies
6,832
4,060
(2,772
)
(68
)%
Other
7,855
5,706
(2,149
)
(38
)%
Total vessel operating costs
92,274
43,289
(48,985
)
(113
)%
General and administrative
6,575
6,306
(269
)
(4
)%
Depreciation and amortization
13,366
6,859
(6,507
)
(95
)%
Vessel operating profit
$
47,070
$
27,149
$
19,921
73
%
Select operating statistics:
Utilization
80.9
%
80.5
%
0.4
%
Active utilization
80.9
%
81.4
%
(0.5
)%
Average vessel day rates
$
34,176
$
24,783
$
9,393
37.9
%
Vessel operating cost per active day
$
16,116
$
10,475
$
(5,641
)
(53.8
)%
Average total vessels
21
15
6
Average stacked vessels
—
—
—
Average active vessels
21
15
6
Revenue:
●
Increase primarily driven by additional vessels from the Solstad Acquisition and the almost 40% increase in average day rates largely driven by the proportion of vessels working in Australia where average day rates are higher, marginally offset by lower active utilization.
●
Active utilization decreased as our vessels experienced more drydock days and more idle time during the nine months ended September 30, 2024.
●
Active vessels increased by six, including four Solstad Vessels.
●
Solstad Vessels contributed $24.4 million and $7.3 million in revenue for the nine months ended September 30, 2024 and 2023, respectively.
Vessel operating costs:
●
Increase primarily due to additional vessels in the segment and by the increased proportion of vessels working in Australia where crew costs are higher.
●
Solstad Vessels added $24.4 million and $5.9 million to operating costs for the nine months ended September 30, 2024 and 2023, respectively.
General and administrative expense:
●
No significant variances.
Depreciation and amortization expense:
●
Increase primarily due to additional vessels in the segment and increased drydocks.
●
Solstad Vessels added $4.3 million and $1.2 million to depreciation and amortization for the nine months ended September 30, 2024 and 2023, respectively.
36
Middle EastSegment Operations.
(In Thousands except for statistics)
Nine Months Ended
September 30, 2024
September 30, 2023
Change
% Change
Total revenue
$
111,415
$
97,303
$
14,112
15
%
Costs and expenses:
Vessel operating costs:
Crew costs
39,881
39,700
(181
)
(0
)%
Repair and maintenance
13,433
12,082
(1,351
)
(11
)%
Insurance
1,394
1,283
(111
)
(9
)%
Fuel, lube and supplies
7,420
9,482
2,062
22
%
Other
19,144
12,221
(6,923
)
(57
)%
Total vessel operating costs
81,272
74,768
(6,504
)
(9
)%
General and administrative
8,397
6,725
(1,672
)
(25
)%
Depreciation and amortization
22,959
18,954
(4,005
)
(21
)%
Vessel operating profit
$
(1,213
)
$
(3,144
)
$
1,931
(61
)%
Select operating statistics:
Utilization
83.5
%
79.4
%
4.1
%
Active utilization
83.5
%
79.4
%
4.1
%
Average vessel day rates
$
11,299
$
10,224
$
1,075
10.5
%
Vessel operating cost per active day
$
6,879
$
6,236
$
(643
)
(10.3
)%
Average total vessels
43
44
(1
)
Average stacked vessels
—
—
—
Average active vessels
43
44
(1
)
Revenue:
●
Increase primarily driven by the higher average day rates partially offset by one less active vessel.
●
Utilization increased due to higher activity in the segment and significantly lower mobilization days.
Vessel operating costs:
●
Increase primarily due to the accelerated amortization of deferred mobilization costs due to a cancelled contract, higher repair costs due to an increase in vessel repair days and increased training costs.
General and administrative expense:
●
Increase primarily due to higher personnel costs coupled with a bad debt recovery in 2023.
Depreciation and amortization expense:
●
Increase primarily due to drydock activity and the accelerated depreciation on a contract-specific equipment due to the contract cancellation.
37
Europe/Mediterranean Segment Operations.
(In Thousands except for statistics)
Nine Months Ended
September 30, 2024
September 30, 2023
Change
% Change
Total revenue
$
248,972
$
149,474
$
99,498
67
%
Costs and expenses:
Vessel operating costs:
Crew costs
82,185
52,765
(29,420
)
(56
)%
Repair and maintenance
19,830
10,948
(8,882
)
(81
)%
Insurance
2,344
1,427
(917
)
(64
)%
Fuel, lube and supplies
11,479
7,980
(3,499
)
(44
)%
Other
13,684
10,039
(3,645
)
(36
)%
Total vessel operating costs
129,522
83,159
(46,363
)
(56
)%
General and administrative
9,406
6,941
(2,465
)
(36
)%
Depreciation and amortization
67,795
39,455
(28,340
)
(72
)%
Vessel operating profit
$
42,249
$
19,919
$
22,330
112
%
Select operating statistics:
Utilization
85.6
%
86.6
%
(1.0
)%
Active utilization
85.6
%
86.6
%
(1.0
)%
Average vessel day rates
$
20,725
$
18,233
$
2,492
13.7
%
Vessel operating cost per active day
$
9,314
$
8,857
$
(457
)
(5.2
)%
Average total vessels
51
34
17
Average stacked vessels
—
—
—
Average active vessels
51
34
17
Revenue:
●
Increased primarily driven by the increase in day rates and additional vessels from the Solstad Acquisition.
●
Active vessels increased by 17 vessels, primarily from the Solstad Acquisition.
●
Utilization decreased due to higher drydock days and higher idle time between contracts in the segment.
●
Solstad Vessels contributed $116.8 million and $33.5 million in revenue for the nine months ended September 30, 2024 and 2023, respectively.
Vessel operating costs:
●
Increase primarily due to the additional vessels in the segment.
●
Solstad Vessels added $63.6 million and $19.4 million to operating costs for the nine months ended September 30, 2024 and 2023, respectively.
General and administrative expense:
●
Increase due to additional shore personnel from the Solstad Acquisition.
Depreciation and amortization expense:
●
Increase primarily due to additional vessels.
●
Solstad Vessels added $42.1 million and $17.0 million to depreciation and amortization for the nine months ended September 30, 2024 and 2023, respectively.
38
West Africa Segment Operations.
(In Thousands except for statistics)
Nine Months Ended
September 30, 2024
September 30, 2023
Change
% Change
Total revenue
$
272,813
$
199,318
$
73,495
37
%
Costs and expenses:
Vessel operating costs:
Crew costs
58,185
50,425
(7,760
)
(15
)%
Repair and maintenance
13,281
14,367
1,086
8
%
Insurance
2,026
1,932
(94
)
(5
)%
Fuel, lube and supplies
13,681
13,827
146
1
%
Other
18,245
15,104
(3,141
)
(21
)%
Total vessel operating costs
105,418
95,655
(9,763
)
(10
)%
General and administrative
6,798
7,129
331
5
%
Depreciation and amortization
38,322
25,447
(12,875
)
(51
)%
Vessel operating profit
$
122,275
$
71,087
$
51,188
72
%
Select operating statistics:
Utilization
73.0
%
70.4
%
2.6
%
Active utilization
73.6
%
76.1
%
(2.5
)%
Average vessel day rates
$
20,224
$
14,441
$
5,783
40.0
%
Vessel operating cost per active day
$
5,668
$
5,219
$
(449
)
(8.6
)%
Average total vessels
67
72
(5
)
Average stacked vessels
(1
)
(6
)
5
Average active vessels
66
66
—
Revenue:
●
Increase primarily driven by the 40% increase in average day rates.
●
Active utilization decreased due to higher drydock activity and higher idle time between contracts.
●
Solstad Acquisition added three vessels offset by vessel sales and vessel transfers.
●
Solstad Vessels contributed $26.1 million and $3.9 million in revenue for the nine months ended September 30, 2024 and 2023, respectively.
Vessel operating costs:
●
Increase due to higher crew wages and a nonrecurring customs duty settlement in the second quarter of 2024.
●
Solstad Vessels added $6.5 million and $2.1 million to operating costs for the nine months ended September 30, 2024 and 2023, respectively.
General and administrative expense:
●
Decrease due to higher recovery of bad debt in 2024.
Depreciation and amortization expense:
●
Increase primarily due to amortization resulting from increased drydock activity, which was partially offset by vessel sales and vessel transfers.
●
Solstad Vessels added $6.5 million and $2.1 million to depreciation and amortization for the nine months ended September 30, 2024 and 2023, respectively.
39
Vessel Dispositions, Assets Held for Sale and Stacked Vessels
We may sell and/or recycle vessels when market conditions warrant and opportunities arise. We generally target older vessels or vessels that do not meet our strategic goals for sale but may also sell vessels when approached by third parties with positive value propositions. From time to time, we have designated vessels for sale under formal assets held for sale programs. The majority of our vessels are sold to buyers who do not compete with us in the offshore energy industry. Vessel sales during the first nine months of 2024 consisted of four vessels from our active fleet. We have no vessels classified as assets held for sale as of September 30, 2024.
We consider a vessel to be stacked if the vessel crew is furloughed or substantially reduced and limited maintenance is performed on the vessel. Although not currently fulfilling charters, stacked vessels are considered in service and included in the calculation of our utilization statistics. We include any vessel designated as assets held for sale in stacked vessels as they continue to incur stacking related costs. We had zero and two stacked vessels at September 30, 2024 and December 31, 2023, respectively. The decrease in stacked vessels is attributable to vessel sales.
Liquidity, Capital Resources and Other Matters
As of September 30, 2024, we had $290.2 million in cash and cash equivalents, which includes restricted cash and amounts held by foreign subsidiaries, the majority of which is available to us without adverse tax consequences. Included in foreign subsidiary cash are balances held in U.S. dollars and foreign currencies that await repatriation due to various currency conversion and repatriation constraints, partner and tax related matters. We currently expect earnings by our foreign subsidiaries will be indefinitely reinvested in foreign jurisdictions to fund strategic initiatives (such as investment, expansion and acquisitions), fund working capital requirements and repay intercompany liabilities of our foreign subsidiaries in the normal course of business. Moreover, we do not currently intend to repatriate earnings of our foreign subsidiaries to the U.S. because cash generated from our domestic businesses and the repayment of intercompany liabilities from foreign subsidiaries are currently sufficient to fund the cash needs of our U.S. operations.
A key component of our growth strategy is expanding our business and fleets through acquisitions, joint ventures and other strategic transactions. We would expect to use net proceeds from any sale of our securities for general corporate purposes, including capital expenditures, investments, acquisitions, repayment or refinancing of indebtedness, and other business opportunities. In furtherance of this strategy and as discussed elsewhere in our Annual Report on Form 10-K, on July 5, 2023, we closed the Solstad Acquisition pursuant to which we acquired 37 platform supply vessels for an aggregate adjusted cash purchase price of approximately $594.2 million. The purchase price was funded through a combination of cash on hand and net proceeds from both the Senior Secured Term Loan and from the 10.375% Senior Unsecured Notes due 2028 (Senior Secured Notes).
Our objective in financing our business is to maintain and preserve adequate financial resources and sufficient levels of liquidity. In addition to our cash on hand, we also have a $25.0 million revolving credit facility (RCF) that matures in 2026. No amounts have been drawn on this facility. As of September 30, 2024, we had $650.5 million of debt on our consolidated balance sheet, $53.1 million of which is due in the next twelve months. Working capital, which includes cash on hand, was $352.4 million at September 30, 2024. During the nine months ended September 30, 2024, we generated $142.7 million in net income and $182.5 million in cash flow from operating activities, which includes our interest payments and drydock costs. With the closing of the Solstad Acquisition, we added substantially to our debt, including current maturities, drydock obligations and interest costs. However, we expect to continue generating sufficient operating cashflow from the Solstad Vessels to meet the corresponding increase in our debt service obligations.
The Senior Secured Term Loan, the Senior Unsecured Notes, the 8.5% Senior Secured Notes due November 2026 and the revolving credit facility contain a combination of the following three financial covenants: (i) a minimum liquidity test equal to the greater of $20.0 million or 10% of net interest-bearing debt; (ii) a minimum equity ratio of 30%, in each case for us and our consolidated subsidiaries; and (iii) an interest coverage ratio of not less than 2:1. We are currently in compliance and anticipate maintaining ongoing compliance with these financial covenants.
40
We believe cash and cash equivalents, and future net cash provided by operating activities, will provide us with sufficient liquidity to fund our obligations and meet our liquidity requirements.
We signed agreements for the construction of ten new vessels. Upon delivery of each vessel, we may enter into Facility Agreements to finance a portion of the construction and delivery costs. Four vessels have been delivered through September 30, 2024, and we entered into Facility Agreements for approximately EUR13.9 million ($15.2 million) in financing. Each of the four Facility Agreements bears interest at rates ranging from 2.7% to 6.3% and are payable in ten equal principal semi-annual installments, with the first installment commencing approximately six months following delivery of the vessel. Payments for three of the delivered vessels began in the fourth quarter of 2023 while the fourth vessel payment commenced in the second quarter of 2024. Each Facility Agreement is secured by the respective vessel, guaranteed by Tidewater as parent guarantor and contain no financial covenants. We expect three more vessels to be delivered during the fourth quarter of 2024.
Please refer to Note (8) - “Debt” to the accompanying Consolidated Financial Statements for further details on our indebtedness.
Share Repurchases
In November 2023, we announced the approval by our Board to repurchase up to $35.0 million of our common stock. As of December 31, 2023, we had repurchased and retired 590,499 shares for approximately $35.0 million ($59.29 per share), excluding commissions and a 1% excise taxes. On February 29, 2024, we announced our Board's approval of a new $48.6 million program. Further on May 2, 2024, we announced the approval of an additional $18.1 million under this program, and on August 6, 2024, we announced the approval of an additional $13.9 million, for a total share repurchase capacity of $80.6 million. Under this new program, we repurchased and retired 520,082 shares for approximately $46.6 million ($89.68 per share), excluding commissions and a 1% excise tax, during the nine months ended September 30, 2024. No shares were repurchased during the years ended December 31, 2022 and 2021. Please refer to Item 5 of our Annual Report - Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities for additional information regarding repurchases of our common stock in the fourth quarter of 2023. Also refer to Part II. Item 2. “Issuer Repurchases of Equity Securities” set forth herein and Note (5) - “Stockholders’ Equity and Dilutive Equity Instruments” to the accompanying Consolidated Financial Statements for current year repurchases.
Dividends
There were no dividends declared for the nine months ended September 30, 2024 and 2023. Please refer to Note (5) - “Stockholders’ Equity and Dilutive Equity Instruments” to the accompanying Consolidated Financial Statements.
Operating Activities
Net cash provided by operating activities for the nine months ended September 30, 2024 and 2023 was $182.5 million and $57.5 million, respectively.
Net cash provided by operating activities for the nine months ended September 30, 2024 reflects net income of $142.7 million, which includes non-cash depreciation and amortization of $178.2 million and net gains on asset dispositions of $13.1 million. Combined changes in operating assets and liabilities used $20.6 million in cash, and cash paid for deferred drydock and survey costs was $115.6 million.
Net cash provided by operating activities for the nine months ended September 30, 2023 reflects net income of $58.3 million, which includes non-cash depreciation and amortization of $121.2 million and net gains on asset dispositions of $4.5 million. Combined changes in operating assets and liabilities used $50.4 million in cash, and cash paid for deferred drydock and survey costs was $73.3 million.
Investing Activities
Net cash used in investing activities for the nine months ended September 30, 2024 and 2023 was $6.0 million and $607.8 million, respectively.
Net cash used in investing activities for the nine months ended September 30, 2024 reflects receipt of $14.9 million primarily related to the sale of four vessels. Additions to properties and equipment were comprised of approximately $20.3 million in capitalized upgrades to existing vessels and equipment and $2.7 million primarily for other property and information technology equipment purchases and development work.
41
Net cash used in investing activities for the nine months ended September 30, 2023 reflects the payment of $594.2 million to acquire 37 vessels from Solstad and the receipt of $9.6 million primarily related to the sale of 11 vessels. Additions to properties and equipment were comprised of approximately $17.1 million in capitalized upgrades to existing vessels and equipment, $2.1 million in down payments made on four new vessels and $4.0 million primarily for other property and information technology equipment purchases and development work.
Financing Activities
Net cash provided by (used in) financing activities for the nine months ended September 30, 2024 and 2023 was $(164.4) million and $664.4 million, respectively.
Net cash used in financing activities for the nine months ended September 30, 2024 included payments of long-term debt of $89.0 million, the purchase of 520,082 shares of our common stock for $46.6 million, $0.2 million of debt issuance costs and $28.5 million in shares acquired to pay taxes on stock awards.
Net cash provided by financing activities for the nine months ended September 30, 2023 included proceeds from long-term debt of $575.0 million, $111.5 million in proceeds from the conversion of warrants into common stock, a $1.4 million payment to acquire the non-controlling interest in a majority owned (now wholly owned) subsidiary, $14.8 million of debt issuance costs and $5.9 million in taxes paid on share-based awards.
Application of Critical Accounting Policies and Estimates
Our Annual Report filed with the SEC on February 29, 2024, describes the accounting policies that are critical to reporting our financial position and operating results and that require management’s most difficult, subjective or complex judgments. This Quarterly Report on Form 10-Q should be read in conjunction with the discussion contained in our 2023 Annual Report regarding these critical accounting policies.
New Accounting Pronouncements
For information regarding the effect of new accounting pronouncements, see “Note (2) - Recently Issued or Adopted Accounting Pronouncements” of Notes to Unaudited Condensed Consolidated Financial Statements included in Part I, Item 1 of this Form 10-Q.
42
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
For quantitative and qualitative disclosures about market risk affecting us, see Item 7A. “Quantitative and Qualitative Disclosures about Market Risk,” in our 2023 Annual Report. Our exposure to market risk has not changed materially since December 31, 2023.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Disclosure controls and procedures are designed with the objective of ensuring that all information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended (Exchange Act), such as this Quarterly Report on Form 10-Q, is recorded, processed, summarized and reported, within the time periods specified in the SEC rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer's management, including its principal executive officer and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. However, any control system, no matter how well conceived and followed, can provide only reasonable, and not absolute, assurance that the objectives of the control system are met.
We evaluated, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act), as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of September 30, 2024.
Changes in Internal Controls Over Financial Reporting
There has been no change in our internal controls over financial reporting that occurred during the quarter ended September 30, 2024, that has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.
43
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
See discussion of legal proceedings in (i) “Note (9) - Commitments and Contingencies” of the Notes to Unaudited Condensed Consolidated Financial Statements in this Quarterly Report; (ii) Item 3 of Part I of our 2023 Annual Report; and (iii) “Note (12) – Commitments and Contingencies” of the Notes to Consolidated Financial Statements included in Item 8 of our 2023 Annual Report.
ITEM 1A. RISK FACTORS
As of the date of this filing, there have been no material changes from the risk factors disclosed in Part 1, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 29, 2024.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Unregistered Sales of Equity Securities
None.
Issuer Repurchases of Equity Securities
In the fourth quarter of 2023, we repurchased 590,499 shares of our common stock under a $35.0 million repurchase authorization. On February 29, 2024, we announced our Board's approval of a new $48.6 million share repurchase program. Further, on May 2, 2024, we announced the approval of an additional $18.1 million under this program, and on August 6, 2024, we announced the approval of an additional $13.9 million, for a total share repurchase capacity of $80.6 million. Under this new program, we repurchased and retired 520,082 shares for approximately $46.6 million ($89.65 per share), excluding commissions and a 1% excise tax, during the nine months ended September 30, 2024. Share repurchases may take place from time to time on the open market or through privately negotiated transactions. The repurchase program may be suspended or discontinued at any time and does not have a specified expiration date.
Common stock repurchase activity for the three months ended September 30, 2024 was as follows:
Maximum Dollar
Value of Shares
Total Number of
that May Yet Be
Total
Shares Purchased
Purchased
Number of
Average
as Part of Publicly
Under Plans or
Shares
Price Paid
Announced Plans
Programs
Period
Repurchased
Per Share
or Programs
(in thousands)
July 1, 2024 - July 31, 2024
—
—
—
$
33,849
August 1, 2024 - August 31, 2024
69,988
$
85.73
69,988
41,734
September 1, 2024 - September 30, 2024
102,140
75.75
102,140
33,997
Total
172,128
$
79.81
172,128
All share repurchases were made using cash resources and under terms intended to qualify for exemption under Rule 10b-18. Our share repurchases may occur through open market purchases or pursuant to a Rule 10b5-1 trading plan. The above table excludes any shares withheld to settle employee tax withholdings related to the vesting/exercise of stock awards.
Inline XBRL Instance Document - The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document.
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
*
Filed with this quarterly report on Form 10-Q.
**
Furnished with this quarterly report on Form 10-Q.
45
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized
TIDEWATER INC.
(Registrant)
Date: November 7, 2024
/s/ Samuel R. Rubio
Samuel R. Rubio
Executive Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer and authorized signatory)
