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spk03: for the three-month ending September 30th, 2021. My name is Brandon, and I'll be your operator for today. At this time, all participants are in a listen-only mode. Later, we will conduct a question-and-answer session during which you may dial star 1 if you have a question. Please note this conference is being recorded. I will now turn the call over to Wes Gocher, Vice President of Finance and Investor Relations. You may begin, sir.
spk00: Thank you, Brandon. Good morning, everyone, and welcome to Tidewater's earnings conference call for the three months ended September 30th, 2021. I'm joined on this call this morning by our President and CEO, Quentin Neen, our Chief Financial Officer, Sam Rubio, our General Counsel and Corporate Secretary, Daniel Hudson, and our Vice President of Sales and Marketing, Piers Middleton. During today's call, we'll make certain statements that are forward-looking and referring to our plans and expectations. There are risks and uncertainties and other factors that may cause the company's actual performance to be materially different from that stated or implied by any comment that we make during today's conference call. Please refer to our most recent Form 10-Q for additional details on these factors. This document is available on our website at tdw.com or through the SEC at sec.gov. Information presented on this call speaks only as of today, November 10, 2021, Therefore, you're advised that any time-sensitive information may no longer be accurate at the time of any replay. Also during the call, we'll present both GAAP and non-GAAP financial measures. A reconciliation of GAAP to non-GAAP measures is included in yesterday's press release. And now with that, I'll turn the call over to Quinton.
spk02: Thank you, Wes. Good morning, everyone, and welcome to the third quarter 2021 Tidewater Earnings Conference call. Joining me in presenting our prepared remarks, as usual, are Pierce Middleton and Sam Rubio. I will open the call with some general commentary on the quarter. Pierce will cover the markets and the various geographies in which we operate, and then Sam will wrap up the prepared remarks with an overview of the income statement, OPEX G&A, and the balance sheet. And then, of course, we'll open it up for questions. Our call this quarter comes at an exciting and important time for Tidewater. As noted in recent press releases, we recently successfully priced a new 175 million senior secured note in the Norwegian bond market and the refinancing transaction is scheduled to close in less than a week. These new notes will mature in November of 2026. The proceeds from the note issue will be used to repay all of the existing indebtedness on our balance sheet, which includes the old notes and the legacy Norwegian ship financing. The refinancing is set up to be cash neutral, so upon closing next week, we expect to continue to have approximately $150 million of cash on hand. In addition to our new notes, we anticipate closing on a new $25 million revolving credit facility and establishing a $30 million at-the-market or ATM equity issuance facility shortly after the closing of the refinancing transaction. We don't anticipate the need to utilize the revolving credit facility or the ATM in the near term, given our significant cash position, but both will be available to provide additional cash as needed. Upon closing the refinancing transaction, the revolving credit facility, and the ATM facility, Tidewater's capital structure and liquidity profile will be materially strengthened and these new facilities evidence our commitment to maintaining the strongest balance sheet in the industry. Our new capital structure and liquidity position also enhances our ability to lean into acquisition opportunities. Our commitment to a strong balance sheet will remain, but we are increasingly seeing organic and inorganic opportunities to sensibly grow the business. We expect to increase the pace of vessel reactivations to response to strengthening demand and reiterate our view that all stacked vessels should be reactivated by the end of 2022 and that we will have sold all of our vessels classified as available for sale by that time. We should be in a position by the start of 2023 where all the vessels we have will be working. As we proceed through this period of reactivating vessels and improving market fundamentals, I want to bring back into our quarterly discussions how the pattern of cash flows we generally experience change in each phase of the market cycle. Over the past several years, we have been in the mode of maximizing cash flows by tightly managing labor rates, suppliers and the timing of capital investments. In this phase of the cycle, the ability to do this is at its strongest. And I've been very pleased with what the team has been able to accomplish to continue to generate pre-cash flow each quarter. As activity increases, we continue to be focused on maximizing cash flow, but the pattern will reflect an initial period of increased spending due to the cost of reactivating vessels, discrete capital investment catch-up, and then a base level of cost increases due to mariner and supplier price increases And so the focus moves at this point in the cycle to revenue growth and margin improvement, and that's where we're at today. In our industry and in the shipping industry broadly, utilization increases come before day rate increases, and with the utilization increases comes a period of reactivation costs, some deferred maintenance, and labor costs increases. I mention this because we're entering this period now. Now, don't get me wrong. We're going to get day rate increases during this ramp-up period, too, but they're being offset to some degree by these ramp-up costs. That is, from a quarterly cash flow perspective, once we're through the ramp-up period, you continue to get day rate increases and enjoy the maximum benefit of this industry's operating leverage. Consolidation remains something we're focused on, and there are a selection of candidates that fit our strategic objectives. Our philosophy generally supports using equity and all equity relative value combinations, but in most instances we've seen some component of cash is required to get the deal done. We will remain disciplined on the types of deals we look at and on the relative leverage a deal brings to Tidewater, but we do believe consolidation continues to make sense for Tidewater. We're not going to make a dent in the fragmentation of this global industry and Frankly, that's not our goal, but leveraging our economies of scale and positioning ourselves in a variety of comparatively advantaged positions within a particular geography or vessel class is eminently achievable. Additionally, as we continue to evaluate alternative avenues to increasing our market share in the rapidly evolving offshore renewables business, Tidewater is committed to ESG principles, and we believe that our core competencies as a vessel owner operator extend nicely into the offshore renewables business. Similar to the investments we make in our legacy hydrocarbon business, we are focused on cash flow and each opportunity we evaluate in the offshore renewables business will need to justify itself on underlying economics and returns available to our shareholders. Our improved capital structure and liquidity profile on the closing of the transactions I just mentioned provides us with the flexibility to pursue larger scale offshore renewables opportunities as value creative opportunities in that arena present themselves. Moving into our results for the most recent period, the third quarter is, on a seasonal basis, generally the strongest quarter in any given year. This year's third quarter followed that pattern. Revenue, utilization, growth, and we're all up sequentially and are the highest we've seen this year. We're encouraged by continued improvement and are particularly encouraged by what we are seeing from a vessel supply and demand perspective as we begin to look into 2022. Day rates were down modestly, sequentially, driven by geographic mix. Utilization increased nearly 10 percentage points sequentially in our West Africa region, which is our lowest day rate region, and with that large uptick in utilization, the mix of day rates caused our composite day rate to slide about $150 to around $10,300 a day. Although the composite day rate was modestly down due to the West Africa mix, operating margins in the region expanded by nearly 700 basis points in the third quarter. And we are encouraged with the progress in this market as this region, as you will recall, was hit especially hard during the pandemic. Further evidence of the strengthening of the West Africa region is a new five-year contract for 17 vessels that we signed during the third quarter with a super major NOC customer. A component of this contract contemplates the new building of two tugboats. The total capital cost for these two new vessels is $12 million. We price the contracts for these vessels such that the full value of the vessels and our 14% return on capital requirement will be paid over the course of the five-year contract. This is the type of compelling investment opportunity we are targeting in this environment and investment fully paid for under a contract with many years of incremental earnings power remaining upon completion of the contract. We generated 4 million of free cash flow during the quarter free cash flow for the trailing 12 months was $58 million down from the 84 million as of last quarter. The decline represents $14 million less in assets sale proceeds and we spent about 11 million on dry dock expense during the third quarter about 4 million of this dry dock spend was attributable to vessel reactivation. quarterly revenue was just north of $92 million. Operating costs were slightly higher than we were anticipating, largely due to vessels reactivated during the quarter and continued direct costs related to the pandemic. As a result, margins were 1% below our target for the third quarter, although margins did expand by about 1% from the second quarter up to 29%. My expectation is that the fourth quarter will come in just above 30%, but that does anticipate a modest reduction in direct pandemic costs, which have proven to be difficult to reduce. As our perception as to the slope of the recovery in our individual geography evolves, we will continue to move vessels in and out of the assets held for sale category. During the third quarter, we sold one asset held for sale, added two to this category, and moved one back to the active fleet, leaving our vessels held for sale unchanged from vessels in the second quarter. Vessels and layup cost us $2.7 million in the third quarter, which was down $1.1 million from the second quarter cost, and which is now an annualized run rate of $10.8 million. Removing this cost by gainfully employing or disposing of these assets will add that $10.8 million to cash flow in addition to the operating profit from those vessels that go back to work. Our G&A costs increased by about $1.3 million sequentially. Our annualized G&A expense for the third quarter was $72 million compared to an annualized $67 million in the prior quarter. But generally, it was in line with our expectations. We had a bit more professional fees in the quarter than we were budgeting. One of the big cost focuses for 2021 is minimizing the cost of vessels and layup. As I mentioned last quarter, we reduced the annualized run rate of vessels and layup by 31% during the second quarter from 21.5 million down to 14.8 million. And now we have it down to 10.8 million. So we cut the run rate by 50% so far during the year. It's a combination of reactivating vessels, disposing of vessels, and reducing the cost per day of the vessels and layup. The cost per day of vessels in layup is down 19% from the second quarter, and the reduction in the number of vessels in the laidup fleet makes up the remainder to get to the overall reduction of 27%. We now anticipate dry ducts for 2021 to be approximately $28 million, or about $4 million higher than we anticipated last quarter, as we are planning to reactivate more vessels than we thought last quarter due to continued improvement in the market. Third quarter dry dock costs came in at $11 million, below our anticipated spend of $12.7 million. As we noted on the last quarter's call, we expected the third quarter to be the heaviest dry dock quarter this year as we had some of the second quarter spend move into the third quarter. And then on top of that, we spent some additional capital on reactivations. And as these things happen, some of the anticipated $12.7 million slipped into the fourth quarter. As it works out, we are now expecting... spend the same amount, 11 million on dry docks in the fourth quarter as we did in the third quarter. I'd now like to talk a little bit about what we're currently seeing in the market and what that means for next year. We're now at the highest utilization levels we've seen since the onset of the pandemic. In general, in order for day rate prices to increase, to be achievable, utilization must reach the point where vessel availability becomes constrained. During the third quarter, that tightness became apparent in certain geographic regions and in certain vessel classes. As a result, there are now pockets of tight supply that have provided for material price increases, some in excess of 50%. We're not yet seeing vessel supply constraints and associated pricing increases in every vessel class and in every geography, but we do view it as a bullish indicator for our business given the cadence of tendering activity for projects into 2022. Looking across the various regions in which we operate, we've seen pockets of strength in West Africa, the Middle East, and the Americas regions. Demand is being driven both by a return to work that was delayed during the pandemic and by new projects scheduled for 2022. As I alluded to earlier in the call, the full P&L impact of incremental vessels returning to work takes a quarter or two to come through. And therefore, we anticipate free cash flows to remain positive, but its growth being moderated in the near term as we invest some of the cash in our fleet to take advantage of a strengthening market and no doubt to fund a bit of working capital as the business grows. The decision to reactivate a vessel is predicated on the ability to simultaneously push up day rates and catch market share in a strengthening market. and that's what we are seeing today. That's a quick overview on the quarter and on our outlook. I will now hand the call over to Piers for an update on the vessel market and the various geographies in which we operate.
spk01: Thank you, Quinton, and good morning, everyone. Before Sam goes through our numbers in greater detail, I want to talk through some of the themes that emerged during 2021 and that we expect to drive the market going forward into 2022 across all of our regions. The outlook for the sector continues to brighten, and while we still see some COVID-19-related pressures, we are on the whole seeing improved vessel demand across all of our regions, which is helping us to move past the lows of 2020 and resume the progress we saw during the 2018 to 2019 period. Stronger sentiment also appears to be driving an uptick in E&P spending for the year, with a full year capex of $81 billion expected to be sanctioned globally for 2021 and which equates to a 3% rise above the 2014 to 2020 average cap expense. Whilst only a small percentage increase, still a positive sign for the future. This improved sentiment has been reflected by a steady increase in vessel tendering activity throughout 2021 across all regions. And whilst vessel requirements tend to follow the industry norms we're used to, we're also seeing more and more of our customers, both the IOCs and NOCs, focusing their tender requirements around sustainability and emissions matrices from their suppliers. We believe that for a company like Tidewater, with our strong balance sheet, this creates an opportunity for us to continue investing in the latest technologies to upgrade our fleet to meet our customers' current and future demands on emissions and sustainability. We view this as a particularly advantageous position, as many of our competitors are unable to make these investments due to their continuing financial constraints. Our continued investment in our fleet not only puts us in a great position to be a first choice supplier to our customers, but also continues our commitment towards reaching climate neutrality. Aside from driving day rates and utilization up in 2022, our focus will also be on how we can continue to differentiate ourselves from our competitors. As we mentioned on our last call, the primary factor for the industry to achieve a long term and sustainable recovery is discipline. not just from Tidewater, but also from all the stakeholders in our industry. The industry is at an inflection point that will require discipline from a vessel reactivation, commercial and operational perspective to support an economically viable market environment. In general, we have seen rate discipline from most of our larger competitors during the last quarter. However, there are still a significant number of smaller owners out in the market who remain in survival mode. and it is imperative that we differentiate ourselves from these companies by maintaining our ships properly, paying our crews fairly, training our crews, maintaining a strong balance sheet, and investing in technology to track our emissions and reduce our carbon footprint. In turn, we expect our customers to support first choice suppliers like Tidewater, who invest in their people and their fleets. Looking at the regions, various performances quickly over the past quarter, I would like to make special mention of West Africa again, which was very hard hit by the pandemic over the last 12 to 18 months. But we've really started to see the region bounce back in Q3 with significant improvements. Compared to Q2 2021, active utilization is up 10% and revenue is up $3.3 million, all driven by having more vessels reactivated and back in the water, positive signs that bode well for the future of the region. Lastly, before I hand over to Sam, I want to make clear that whilst we are seeing an increase in tendering activity, as mentioned previously, especially for our large PSV fleet, with our strong balance sheet, we do not feel we have to aggressively chase every long-term charter opportunity. Rather, our focus as we continue to put vessels back into the market from our stacked fleet will be to fix for shorter periods at higher rates to help increase day rates globally. As we do believe in this market, And as the tide rises, it is important to keep a certain level of optionality in our fleet mix as the market improves through 2022 and beyond. I'll now hand over to Sam to talk through the balance sheet and regions in greater detail.
spk04: Thank you, Pierce, and good morning, everyone. I would now like to take you through our financial results and discuss some key points that make up these results. My discussion will focus primarily on the quarter-to-quarter results. of the third quarter of 2021 compared to the second quarter of 2021. As noted on our press release filed yesterday, we reported a net loss for the quarter of $26.3 million, or 64 cents per share. From an operational perspective, we showed signs of improvement. Our revenue for the third quarter of 2021 was $92.4 million. This is $2.4 million, or approximately 3% more than the second quarter of 2021. The increase in revenue was driven by a nice increase in active utilization of 82% compared to 78% in the previous quarter. Our average active vessel count for the quarter increased by 1 to 119 from the second quarter, and we had one extra day of operation in the current quarter. We did see our average day rate decrease slightly from Q2 to 10,228 per day. Gross margin for Q3 was 29%, which was slightly higher than Q2. Vessel operating cost for the quarter was $65 million, an increase of $1 million from Q2. The increase in overall cost is due to operating one more active vessel, continued ongoing pandemic costs. We had one extra operating day in the quarter, and we also reactivated three vessels. In the third quarter of 2021, we recorded a $2.2 million impairment charge. The charge is made up of $1.9 million related to obsolete spare parts resulting from our physical inventory observation and $300,000 net charge related to the addition and transfer of a vessel into and out of our asset helper sale category. In the quarter, we sold six vessels and other assets for net proceeds of $4.4 million and recorded a net loss of $74,000 on these sales. For the year, we have sold 19 vessels and other assets for net proceeds of $34 million and recorded a net loss of $3 million on the sale of these assets. Our operating loss of $21.6 million for the quarter increased by $1.4 million from Q2, due mainly to the increase in impairment expense and higher G&A costs offset by the increase in revenue. G&A cost for the quarter was $18 million, an increase of $1.3 million from Q2 due to higher professional fees, travel costs, and franchise taxes. G&A cost continues to be a primary focus. Our annualized G&A expense for the third quarter was $72 million. However, certain charges for the quarter were one-time charges. In taking that into effect, our annualized run rate is still in line with what we have reported in the past. On our prior call, we targeted 2021 GNA costs to be $68 million, which is still our target. In the quarter, we incurred $11 million of deferred dry dock costs, compared to $4 million in Q2. Q3 was a heavy dry dock quarter with 285 dry dock days. As some of the dry docks we had scheduled in the first half of the year are now materializing, and as we continue to reactivate vessels, we see Q4 to be another heavy quarter. We anticipate Q4 costs to be 11 million and full year 2021 costs to be approximately 28 million. The full year estimate has increased by 4 million from our previous estimate due mainly to the continued accelerated reactivations of vessels in our West Africa, Europe, and Mediterranean and Americas regions. In the quarter, we also incurred about 700,000 capital expenditures. We anticipate the full year 2021 spend to be 6 million. Free cash flow was positive once again this quarter as we achieved 4.1 million free cash flow, continuing a positive trend of achievement. The free cash flow, even though positive, was lower than prior quarters due primarily to the high dry dock activity and the lower proceeds from asset sales. Free cash flow for the last 12 months was 58 million, which is a remarkable achievement considering the year we just went through. We expect to continue to generate positive free cash flow in the future. However, reactivation costs will impact it over the upcoming year. On previous calls, we talked about collection challenges related to a good customer of ours in Mexico. Our balance with Pemex was $16 million at the end of September, which increased $1 million from the end of Q2. The outstanding balance is still a bit higher than what we would like to see from any of our customers. However, our dialogue with them remains open. They remain very proactive in addressing the issue, and we anticipate a more normalized balance by the end of the year. In Q4 of 2019, we began reclassifying vessels on our balance sheet from property and equipment to assets held for sale. And at that time, we reclassified 46 vessels. In 2020, we added another 30 vessels, and we sold 53, leaving a balance of 23 at the end of 20. During the first quarter of 2021, we sold three vessels. In the second quarter of 2021, we sold five vessels and reactivated and transferred one back into our active fleet. And in Q3, we added two vessels to the assets held for sale category. We sold one vessel and reactivated and transferred one vessel back to the active fleet, leaving us with 14 vessels, which was the balance at the end of Q2. The book value for these vessels is $18 million. On October 8, 2021, we announced the contemplated offering of 175 million five-year senior secured bonds in the Nordic bond market. On October 15, 2021, we were very pleased to announce the completion of the pricing in terms of this offering. We anticipate that funding of the Nordic bond offering will occur next week, subject to customary closing conditions. The bonds will mature in November 2026 and have a coupon rate of 8.5 crown. The net proceeds from the Nordic bond offering will be used to repay the existing senior secured notes and the TROM's offshore borrowing in full, including contractual make-hold premiums. And any remaining part thereof will be used for general corporate purposes. Shortly thereafter, we also anticipate closing a $25 million revolver and establishment of a $30 million at-the-market equity issuance facility. We set up the refinancing to be cash flow neutral, so we will continue to have approximately $150 million of cash on hand. During the third quarter of 2021, we did reclassify on our balance sheet our senior secured notes from non-current to current as the notes mature in August 2022. This is a temporary accounting reclass since the funding of our new senior secured notes did not occur prior to us filing our quarterly report on Form 10-Q. I would now like to focus on the performance in the regions. Our Americas region reported an operating loss of $1.8 million for the quarter, compared to an operating loss of $4.9 million in Q2 2021. The area reported revenue of $24.6 million in Q3, compared to $23.5 million in Q2. The area operated 25 vessels in the quarter, which was unchanged from Q2. Active utilization for the quarter was 80%, compared to 76% in the prior quarter. Day rates also increased to 13,742 per day from 13,162 per day in Q2. The increase in operating loss, the decrease in the operating loss was due primarily to the increase in revenue and decrease in operating costs, and particularly crew costs. The second quarter included 600,000 in mariner service costs in our Brazil area, which did not occur in the current quarter. Our Middle East Asia Pacific area reported an operating loss of $713,000 compared to operating income of $266,000 in Q2. The area reported revenue of $25.6 million in the current quarter, which was the same as Q2. The area operated 37 vessels, which was also the same as Q2. Active utilization did decrease slightly to 87% in the quarter compared to 89% in Q2, However, day rates increased to $8,623 per day in Q3 compared to $8,593 per day in Q2. The decrease in operating income is due to higher operating costs, in particular higher freight and docking costs, as the area incurred 93 dry dock days in the quarter. Our Europe and Mediterranean region reported an operating loss of $2.9 million in Q3 compared to an operating loss of $2 million in Q2. We saw revenue decrease by 6% to 21.2 million compared to 22.5 million in Q2. The area operated 21 vessels in the quarter, which was unchanged from prior quarter, and active utilization also remained the same as quarter over quarter at 91%. The market did soften a bit from a day rate perspective from the previous quarter, as we did see a drop in day rates from 13,005 per day, Q2, to 11,890 in the current quarter. The increase in operating loss for the quarter was mainly driven by the decrease in revenue as operating costs remained flat quarter over quarter. Our West Africa region reported an operating loss of $3.7 million in Q3 compared to $5.4 million in Q2. Revenue for Q3 was $20.2 million compared to $16.9 million in Q2. The area operated one more vessel in Q3 and active utilization increased slightly, significantly to 71% in Q3 compared to 62% in Q2. And day rates increased slightly to 8,562 per day in Q3 from 8,521 per day in Q2. The decrease in operating loss from Q2 resulted mainly from the increase in revenue offset somewhat by the increase in operating costs due to operating one more vessel. This was the hardest hit region during the pandemic, and we're glad to see the improvement in results for this region. In summary, we continue to see improvements in all areas. The Europe and Mediterranean region did see a dip in day rates as a spike we saw in Q2 leveled off, and we did see utilization decrease in other areas, but most of that is due to the dry docks that are beginning to occur. We continue to accelerate our reactivation of vessels as we are seeing continued increases in commercial activity, especially in our West Africa region. We remain very encouraged with all the positive signs and look for this to continue in Q4 and beyond. With that, I will now turn the call back over to Quentin.
spk02: Well, thank you, Sam. And on that note, I'm going to hand it quickly to Brandon, and we will open it up for questions.
spk03: Thank you. And we'll now begin the question and answer session. If you have a question, please dial star 1 on your phone keypad. If you'd like to be removed from the queue, please dial the pound sign or hash. If you're on a speakerphone, please pick up your handset first before dialing. Once again, if you have a question, please dial star 1 on your phone keypad. And please stand by for just a moment. So at this point, we have no questions. Let's give this a few more seconds.
spk02: Well, thank you, everyone. We look forward to updating you again in March. If you have any questions in the meantime, please feel free to reach out to us. Goodbye.
spk03: Thank you. Ladies and gentlemen, this concludes today's conference. Thank you for joining. You may now disconnect.
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