8-K 1 d8k.txt FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ____________ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 _____________________ Date of Report (Date of earliest event reported) March 26, 2001 TIDEWATER INC. (Exact name of registrant as specified in its charter) Delaware 1-6311 72-0487776 (State of incorporation) (Commission File Number) (IRS Employer Identification No.) 601 Poydras Street, Suite 1900 70130 (Address of principal executive offices) (Zip Code) (504) 568-1010 (Registrant's telephone number, including area code) N/A (Former name or former address, if changed since last report) ITEM 9. REGULATION FD DISCLOSURE. 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. Among those risks and uncertainties, many of which are beyond the control of the Company, are: fluctuations in oil and gas prices; level of fleet additions by competitors; changes in levels of capital spending in domestic and international markets by customers in the energy industry for exploration, development and production; unsettled political conditions, civil unrest and governmental actions, especially in higher risk countries of operations; foreign currency controls; and environmental and labor laws. Readers should consider all of these risk factors as well as other information contained in this report. On March 26, 2001, William C. O'Malley, chairman and CEO of the Company, made a public presentation at the Howard Weil Energy Conference in New Orleans. The theme of the presentation was directed at disclosing details of the Company's acquisition program of vessels designed and built to operate in the deepwater segment of the offshore oil and gas industry. We have classified these vessels either as Anchor Handling Towing Supply (AHTS) or Platform Supply Vessels (PSV) and their approximate dimensions and physical features are described under the headings Slides 3 through 5 and 7 through 10 below, respectively. In addition to a disclosure of the full details of individual vessels acquired or being constructed, the presentation included a pro forma presentation of the possible financial impact in the Company's fiscal years ended March 31, 2002, 2003 and 2004 on revenue and pre-tax earnings as the vessels are incrementally added to the Company fleet at their anticipated delivery dates. This information was presented with the qualification that it was based on the assumption that current market conditions as to day rates, utilization rates, and cost would remain constant during the periods presented. No speculation as to future market conditions that might exist during those future periods was included in the presentation. In addition, the presentation disclosed the addition to the acquisition program of two anchor handling towing supply vessels (AHTS) purchased with possession scheduled for April 2001 at a cost of $48 million, and the purchase of one additional UT755 platform supply vessel (PSV) scheduled for shipyard delivery in September 2001 at a cost of approximately $15 million, all of which were included in the financial disclosures. The following slides make up the complete presentation excluding introductory matters. Slides 13 and 14 depict historical data previously disclosed. Slide 12 is taken from historical marketing data and may vary slightly from reported financial results due to customer discounts and other factors. In providing this information, the Company is not claiming or confirming that the delivery of the vessels will be achieved as scheduled or that the pro forma results provided will in fact be achieved. The information contained in the slides is summary information that is intended to be considered in the context of our SEC filings and other public announcements that we may make, by press release or otherwise, from time to time. We undertake no duty or obligation to publicly update or revise the information contained in this report, although we may do so from time to time as our management believes is warranted. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosures. 1 The information included pursuant to this Item 9 shall not be deemed to be incorporated by reference into any filing made by the Company pursuant to the securities Act of 1933. Slide #1 32 New Deepwater Vessels 11 AHTSs & 21 PSVs In millions except avg. day rate
FY 02P FY 03P FY 04P -------- ------- ------- Revenues $ 72 $ 115 $ 150 Incremental pre-tax earnings $ 40 $ 60 $ 75 Avg. day rate $10,500 $12,500 $14,000 Total # of Vessels 21* 32** 32*** Total $ Capital $ 375 $ 700 $ 700
Rates for all three years are projected based on current market conditions as of March 2001. Rates may increase or decrease. * In FY 02, 18 ships are included for the full year & three others for partial year only. ** In FY 03, 22 ships are included for the full year & 10 others for partial year only. *** All ships working for full year. SLIDE #2 AHTS Figures in millions except avg. day rate
FY 02P FY 03P FY 04P ------- ------- ------- Revenues $ 22 $ 35 $ 55 Incremental pre-tax Earnings $ 15 $ 20 $ 30 Avg. Day Rate $10,500 $13,000 $15,500 Ttl # of Vessels 6 11 11
2 SLIDE #3 AHTS
Boat Name Del. Date Length Shipyard Program -------------------- --------- ------ --------- -------------- McNee Tide 4/01 242 ft Kvaerner Acquisition Amadon Tide 4/01 242 ft Kvaerner Acquisition JP Laborde 6/02 280 ft Sing Tech New Const. 2ND AHTS 8/02 280 ft Yantai New Const. 3RD AHTS 10/02 280 ft Yantai New Const. 4TH AHTS 11/02 280 ft Yantai New Const. 5TH AHTS 1/03 280 ft Yantai New Const. Leopard Bay 7/03 242 ft Kvaerner Sanko purchase Torm Heron 7/04 242 ft Kvaerner Sanko purchase Maersk Detector 11/05 242 ft Kvaerner Sanko purchase Maersk Dispatcher 1/06 242 ft Kvaerner Sanko purchase
SLIDE #4 Typical Characteristics of New AHTS KMAR 404 Class ** Picture of vessel not shown ** Size 242 ft - 280 ft Liquid Mud (BBL) 3,773 - 8,125 Bulk Mud Tanks (qty/cap.) 8,000 - 10,000 cu. Ft Deadweight at max. draft (LT) 2,956 - 4,613 Winch (Line Pull) 300 T - 600 T Average price (all vessels) $29 million 3 SLIDE #5 VS 486 AHTS ** Picture of vessel not shown ** . High Line Pull Winch . High Line Speed Winch . Large Wire Capacity . Excellent Bollard Pull . Provisions for ROV SLIDE #6 PSV Figures in millions except avg. day rate
FY 02P FY 03P FY 04P ------- ------- ------- Revenues $ 50 $ 80 $ 95 Incremental pre-tax Earnings $ 25 $ 40 $ 45 Avg. Day Rate $10,500 $12,000 $13,000 Ttl # of Vessels 15 21 21
SLIDE #7 PSV
BOAT NAME DEL. DATE LENGTH SHIPYARD PROGRAM ------------------ --------- ------ ---------- ----------- Adam Tide 9/99 204 ft Halter M.P New Build R.C. Baker 10/99 217 ft Bender New Build Admiral Tide 12/99 204 ft Halter M.P New Build Nautical Tide 1/00 244 ft China New Build Russell Tide 8/00 275 ft Soviknes Acquisition McKenny Tide 10/00 236 ft Soviknes Acquisition Madonna Tide 12/00 220 ft Brevik Acquisition Rigdon Tide 4/01 220 ft Soviknes Acquisition Bennett Tide 4/01 236 ft Brevik Acquisition Carline Tide 9/01 220 ft Soviknes New Build 1st Quality PSV 12/01 260 ft Quality New Const.
4 SLIDE #8 PSV continued...
Boat Name Del. Date Length Shipyard Program ------------------ --------- ------ --------- ----------- 2nd Quality PSV 4/02 260 ft Quality New Const. 1st S.T. PSV 6/02 260 ft Sing Tech New Const. 3rd Quality PSV 8/02 260 ft Quality New Const. 2nd S.T. PSV 9/02 260 ft Sing Tech New Const. 3rd S.T. PSV 12/02 260 ft Sing Tech New Const. 4th Quality PSV 12/02 260 ft Quality New Const. Mercury Bay 8/03 220 ft Brattvaag Acquisition Monarch Bay 10/03 220 ft Brevik Acquisition Torm Kestrel 1/04 220 ft Brattvaag Acquisition Ace Nature 4/04 276 ft Brattvaag Acquisition
SLIDE #9 Typical Characteristics of New PSV Size 220 ft - 275 ft Liquid Mud (BBL) 4,894 - 8,485 Bulk Mud Tanks (qty/cap.) 9,000 - 12,000 cu. Ft Deadweight at max. draft (LT) 2,956 - 4,613 HP5 450 - 12,000 Average price (all vessels) $17 million 5 SLIDE #10 VS 480 PSV 1st Quality PSV ** Picture of vessel not shown ** . Large Deck Cargo Areas . High Deadweight Capacities . Large Bulk/Liquid Mud Capacities . High Speed . Shallow Working Draft SLIDE #11 Crewboats
BOAT NAME DEL. DATE LENGTH PROGRAM ---------------- --------- ------ --------- Michele Tide 7/99 152 ft New Build Laurie Tide 8/99 115 ft New Build Mistral Tide 10/99 152 ft New Build Merlin Tide 10/99 145 ft New Build Melinda Tide 12/99 145 ft New Build Midway Tide 1/00 155 ft New Build Mitchell Tide 1/00 152 ft New Build Mineral Tide 6/00 155 ft New Build Gro Tide 10/00 89 ft New Build Mission Tide 5/01 155 ft New Build Mako Tide 2/02 135 ft New Build
6 SLIDE #12 Average Day Rates Feb 1999 - Feb 2001
Foreign Domestic Domestic Dates Fleet Supply Vessel Crewboat ----- ------- ------------- -------- February 10, 1999 $4,757 $2,896 $1,980 March 17, 1999 $4,526 $2,740 $1,890 April 21, 1999 $4,507 $2,571 $1,871 May 26, 1999 $4,584 $2,476 $1,813 June 30, 1999 $4,631 $2,489 $1,861 August 4, 1999 $4,431 $2,383 $1,797 September 8, 1999 $4,368 $2,300 $1,769 October 13, 1999 $4,266 $2,416 $1,815 November 17, 1999 $4,250 $2,769 $1,893 December 22, 1999 $4,236 $2,912 $1,924 January 26, 2000 $4,116 $2,995 $2,044 March 1, 2000 $4,160 $3,056 $2,072 April 5, 2000 $4,092 $3,002 $2,100 May 10, 2000 $4,016 $3,062 $2,095 June 14, 2000 $4,107 $3,240 $2,103 July 19, 2000 $4,209 $3,709 $2,240 August 16, 2000 $4,062 $4,024 $2,270 September 6, 2000 $4,430 $4,415 $2,313 September 27, 2000 $4,438 $4,618 $2,340 October 4, 2000 $4,387 $4,860 $2,340 October 11, 2000 $4,396 $4,908 $2,474 October 18, 2000 $4,432 $5,902 $2,697 October 25, 2000 $4,436 $6,002 $2,774 November 1, 2000 $4,436 $6,081 $2,794 November 8, 2000 $4,460 $5,954 $2,735 November 15, 2000 $4,449 $6,177 $2,735 November 22, 2000 $4,483 $6,289 $2,735 November 29, 2000 $4,441 $6,486 $2,768 December 6, 2000 $4,400 $6,485 $2,768 December 13, 2000 $4,481 $6,380 $2,782 December 20, 2000 $4,620 $6,470 $2,771 December 27, 2000 $4,682 $6,472 $2,786 January 3, 2001 $4,717 $6,680 $2,810 January 10, 2001 $4,783 $6,620 $2,815 January 17, 2001 $4,776 $6,680 $2,871 January 24, 2001 $4,905 $6,779 $2,911 January 31, 2001 $4,938 $6,792 $2,917 February 7, 2001 $4,940 $6,801 $2,900 February 14, 2001 $4,919 $6,922 $3,019 February 21, 2001 $4,951 $6,872 $2,974 February 27, 2001 $4,978 $6,925 $3,004
7 SLIDE #13 Utilization
6/30/00 9/30/00 12/31/00 ------- ------- -------- Domestic 56.0% 61.7% 59.9% International 74.5% 74.1% 78.8% Worldwide 67.5% 69.4% 71.8%
SLIDE #14 Consolidated Revenues & Earnings Millions of dollars except share and per share data
Nine Months Quarter Ended Dec. 31, Ended Dec. 31, --------------- -------------- 2000 1999 2000 1999 ---- ---- ---- ---- Revenues: $ 442 $ 435 $ 159 $ 142 Income Tax: $ 27 $ 19 $ 10 $ 3 Earnings: $ 56 $ 57 $ 22 $ 22 EPS: $1.01 $1.03 $ .40 $ .40
SLIDE #15 Fiscal 2001 Highlights . Resurgence of GOM . International Trending Up . Escalating Earnings . New Construction Program . Vessel Purchases . Debt Free 8 SIGNATURE 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. By: /s/ William C. O'Malley ------------------------ William C. O'Malley Chief Executive Officer and President Date March 26, 2001 9