Filing Details

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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Tidewater Inc.

(Name of Issuer)

Common Stock, $0.10 Par Value Per Share

(Title of Class of Securities)

	886423102
	(CUSIP Number)

Robert Robotti c/o Robotti & Company, Incorporated 60 East 42nd Street, Suite 3100 New York, New York 10165 212-986-4800

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

July 28, 2017

(Date of Event Which Requires Filing of This Statement)

Schedule 13D

1	NAMES OF REPORTING PERSONS
	Robert E. Robotti*
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	AF, OO, PF
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			1,392
		8	SHARED VOTING POWER
			951, 247
		9	SOLE DISPOSITIVE POWER
			1,392
		10	SHARED DISPOSITIVE POWER
			951,247
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	952,639
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	5.0%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN, HC

 

* The number of shares of Common Stock included in this Statement include shares underlying Warrants (as defined herein) as required by Rule 13d-3(d)(1)(i) under the Securities and Exchange Act of 1934, as amended.  See Items 5(a) and (b) for details.

 

CUSIP No. 886423102

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* The number of shares of Common Stock included in this Statement include shares underlying Warrants as required by Rule 13d-3(d)(1)(i) under the Securities and Exchange Act of 1934, as amended.  See Items 5(a) and (b) for details.

 

* The number of shares of Common Stock included in this Statement include shares underlying Warrants as required by Rule 13d-3(d)(1)(i) under the Securities and Exchange Act of 1934, as amended.  See Items 5(a) and (b) for details.

 

* The number of shares of Common Stock included in this Statement include shares underlying Warrants as required by Rule 13d-3(d)(1)(i) under the Securities and Exchange Act of 1934, as amended.  See Items 5(a) and (b) for details.

 

* The number of shares of Common Stock included in this Statement include shares underlying Warrants as required by Rule 13d-3(d)(1)(i) under the Securities and Exchange Act of 1934, as amended.  See Items 5(a) and (b) for details.

 

* The number of shares of Common Stock included in this Statement include shares underlying Warrants as required by Rule 13d-3(d)(1)(i) under the Securities and Exchange Act of 1934, as amended.  See Items 5(a) and (b) for details.

 

* The number of shares of Common Stock included in this Statement include shares underlying Warrants as required by Rule 13d-3(d)(1)(i) under the Securities and Exchange Act of 1934, as amended.  See Items 5(a) and (b) for details.

 

* The number of shares of Common Stock included in this Statement include shares underlying Warrants as required by Rule 13d-3(d)(1)(i) under the Securities and Exchange Act of 1934, as amended.  See Items 5(a) and (b) for details.

 

* The number of shares of Common Stock included in this Statement include shares underlying Warrants as required by Rule 13d-3(d)(1)(i) under the Securities and Exchange Act of 1934, as amended.  See Items 5(a) and (b) for details.

 

Item 3.

Source and Amount of Funds or Other Consideration

Item 3 of the Amended Statement is hereby amended and restated to read as follows:

The aggregate purchase price of the 318 shares of Common Stock (not including any shares deemed owned pursuant to Rule 13d-3(d)(1)(i)) and 1,074 Warrants directly beneficially held by Mr. Robotti is $52,192.00 (including brokerage fees and expenses). All of the shares of Common Stock and Warrants directly beneficially held by Mr. Robotti were paid for using his personal funds.

The aggregate purchase price of the 210,744shares of Common Stock (not including any shares deemed owned pursuant to Rule 13d-3(d)(1)(i)) and 361,661Warrants beneficially held by Robotti Advisors (other than those held by RIC and RI and disclosed below) is $11,271,610 (including brokerage fees and expenses). All of the shares of Common Stock and Warrants beneficially held by Robotti Advisors were paid for using the personal funds of its advisory clients.

The aggregate purchase price of the 381 shares of Common Stock (not including any shares deemed owned pursuant to Rule 13d-3(d)(1)(i)) and 1,288 Warrants directly beneficially held by Mrs. Suzanne Robotti is $62,630.20 (including brokerage fees and expenses). All of the shares of Common Stock and Warrants directly beneficially held by Mrs. Suzanne Robotti were paid for using her personal funds.

The aggregate purchase price of the 37 shares of Common Stock (not including any shares deemed owned pursuant to Rule 13d-3(d)(1)(i)) and 125 Warrants directly beneficially held by Mr. Daniel Vitetta is $1,593.98 (including brokerage fees and expenses). All of the shares of Common Stock and Warrants directly beneficially held by Mr. Daniel Vitetta were paid for using his personal funds.

The aggregate purchase price of the 100,386 shares of Common Stock (not including any shares deemed owned pursuant to Rule 13d-3(d)(1)(i)) and 152,024 Warrants directly beneficially held by RIC is $5,566,272 (including brokerage fees and expenses). All of the shares of Common Stock and Warrants directly beneficially held by RIC were paid for using its working capital.

The aggregate purchase price of the 51,886 shares of Common Stock (not including any shares deemed owned pursuant to Rule 13d-3(d)(1)(i)) and 74,546 Warrants directly beneficially held by RI is $2,283,676 (including brokerage fees and expenses). All of the shares of Common Stock and Warrants directly beneficially held by RI were paid for using its working capital.

Item 4.

Purpose of the Transaction

Item 4 of the Amended Statement is hereby amended and restated to read as follows:

(a)-(j)  On July 31, 2017 (“Effective Date”), the Issuer and its affiliated chapter 11 debtors emerged from bankruptcy after successfully completing its reorganization pursuant to the Second Amended Joint Prepackaged Chapter 11 Plan of Reorganization of Tidewater and its Affiliated Debtors (the “Plan”), that was confirmed on July 17, 2017 by the United States Bankruptcy Court for the District of Delaware.  Pursuant to the Plan, each 31.3143 shares of Common Stock outstanding prior to the Effective Date held by the Reporting Persons was converted into 1 share of new Common Stock (“New Common Stock”), 1.6216 Series A Warrants and 1.7531 Series B Warrants (subject in each case to rounding).  In addition, it is anticipated that the $4,690,480 principal amount of the Issuer’s Credit Agreement Revolving Credit Commitment owned by RIC an RI will be converted into an aggregate of 33,151 shares of New Common Stock, 15,214 New Creditor Warrants and, upon the resolution of certain sale/leaseback obligations, up to an additional 7,575 New Creditor Warrants and that the $2,309,520 principal amount of the Issuer’s Term Loan A owned by RIC an RI will be converted into an aggregate of 16,323 shares of New Common Stock, 7,491 New Creditor Warrants and, upon the resolution of certain sale/leaseback obligations, up to an additional 3,730 New Creditor Warrants.

 

The Reporting Persons reserve the right to formulate other plans and/or make proposals, and take such other actions as the Reporting Persons, or any of them, may determine.

Item 5.

Interest in Securities of the Issuer

Item 5 of the Amended Statement is hereby amended and restated to read as follows:

(a)-(b) As of August 4, 2017, the aggregate number of shares of Common Stock and percentage of the outstanding Common Stock of the Issuer beneficially owned (i) by each of the Reporting Persons, and (ii) to the knowledge of the Reporting Persons, by each other person who may be deemed to be a member of a group, is as follows:

^* Based on the aggregate of (i) 18,389,416 shares of Common Stock, $0.001 Par Value per share, outstanding as disclosed in the press release included as an exhibit to the Issuer's Current Report on Form 8-K dated July 31, 2017 and filed with the Securities and Exchange Commission on July 31, 2017, plus (ii) the number of shares of Common Stock underlying the Warrants beneficially owned by the Reporting Person, as required by Rule 13d-3(d)(1)(i) (“Rule 13d-3(d)(1)(i)”) under the Securities Exchange Act of 1934, as amended.

^** Less than 1%

(1) Each of the Reporting Persons disclaims beneficial ownership of the securities held by any other Reporting Person except to the extent of such Reporting Person's pecuniary interest therein, if any.

 

(2) The aggregate number of shares includes 1,074 shares of Common Stock underlying 1,074 Warrants directly beneficially owned by Mr. Robotti as required by Rule 13d-3(d)(1)(i) but does not include (a) the shares of Common Stock beneficially owned by or (b) the shares of Common Stock underlying the Warrants beneficially owned by, Mr. Robotti's wife and set forth in footnote (4) below or (A) the shares of Common Stock beneficially owned by or (B) the shares of Common Stock underlying the Warrants beneficially owned by, Mr. Robotti's nephew and set forth in footnote (5) below, all of which shares Mr. Robotti disclaims beneficial ownership.  Mr. Robotti has the sole power to dispose or to direct the disposition of 1,392 shares of Common Stock directly beneficially owned by him.  Mr. Robotti has the sole power to vote or direct the vote of the shares of Common Stock currently owned by him.  Upon exercise of the Warrants directly beneficially owned by him, Mr. Robotti will have the sole power to vote or direct the vote of the shares of Common Stock underlying such Warrants.  The Warrants have no voting rights.

 

Schedule 13D

CUSIP No. 886423102

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Schedule 13D

CUSIP No. 886423102

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Party		Date of Purchase/ Sale		Number of Shares of the Common Stock				Buy/ Sell		Weighted Average Price				Price Range
Robotti Advisor's Advisory Clients		6/30/2017			18,482.00			Buy		$	0.72			$	0.72 - $0.72
Robotti Advisor's Advisory Clients		7/3/2017			49,634.00			Buy		$	0.72			$	0.72 - $0.72
Robotti Advisor's Advisory Clients		7/5/2017			1,319.00			Buy		$	0.72			$	0.72 - $0.72
Robotti Advisor's Advisory Clients		7/7/2017			90,481.00			Buy		$	0.72			$	0.72 - $0.72
Robotti Advisor's Advisory Clients		7/10/2017			2,200.00			Buy		$	0.72			$	0.72 - $0.72
Robotti Advisor's Advisory Clients		7/11/2017			52,029.00			Buy		$	0.72			$	0.72 - $0.72
Robotti Advisor's Advisory Clients		7/28/2017			691,206.00			Buy		$	0.96			$	0.96 - $0.96
Robotti Advisor's Advisory Clients		7/31/2017			64,549.00			Buy		$	0.96			$	0.96 - $0.96
Robotti Advisor's Advisory Clients		8/1/2017			64,600.00			Buy		$	24.51			$	24.22-$24.80
RIC		8/1/2017			45,824.00			Buy		$	24.22				n/a
RI		8/1/2017			24,674.00			Buy		$	24.22				n/a
Robotti Advisor's Advisory Clients		8/3/2017			31,107.00			Buy		$	24.99				n/a
RIC		8/3/2017			7,973.00			Buy		$	24.99			$	24.98-$24.99
RI		8/3/2017			4,293.00			Buy		$	24.99				n/a
Robotti Advisor's Advisory Clients		8/4/2017			8,007.00			Buy		$	25.00				n/a
RIC		8/4/2017			1,541.00			Buy		$	25.00			$	24.99-$25.00
RI		8/4/2017			830.00			Buy		$	25.00				n/a

CUSIP No. 886423102

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After reasonable inquiry and to the best of the undersigned's knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

 

 

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