(5)

INDEBTEDNESS

Senior Notes, Revolving Credit and Term Loan Agreement

In May 2015, the company amended and extended its existing credit facility. The amended credit agreement matures in June 2019 and provides for a $900 million, five-year credit facility consisting of a (i) $600 million revolving credit facility and a (ii) $300 million term loan facility.

A summary of debt outstanding at June 30, 2015 and March 31, 2015, is as follows:


	June 30,			March 31,
(In thousands, except weighted average data)	2015			2015
Credit facility:
Term loan agreement (A)	$	300,000			300,000
Revolving line of credit (A) (B)		—			20,000
September 2013 senior unsecured notes:
Aggregate debt outstanding	$	500,000			500,000
Weighted average remaining life in years		8.2			8.4
Weighted average coupon rate on notes outstanding		4.86	%		4.86	%
Fair value of debt outstanding (Level 2)	$	531,339			516,879
August 2011 senior unsecured notes:
Aggregate debt outstanding	$	165,000			165,000
Weighted average remaining life in years		5.3			5.6
Weighted average coupon rate on notes outstanding		4.42	%		4.42	%
Fair value of debt outstanding (Level 2)	$	172,175			167,910
September 2010 senior unsecured notes (C):
Aggregate debt outstanding	$	425,000			425,000
Weighted average remaining life in years		4.4			4.6
Weighted average coupon rate on notes outstanding		4.25	%		4.25	%
Fair value of debt outstanding (Level 2)	$	440,712			431,296
July 2003 senior unsecured notes:
Aggregate debt outstanding	$	35,000			35,000
Weighted average remaining life in years		0.1			0.3
Weighted average coupon rate on notes outstanding		4.61	%		4.61	%
Fair value of debt outstanding (Level 2)	$	35,075			35,197

(A)

Fair values approximate carrying values because the borrowings bear interest at variable rates.

(B)

$600 million and $580 million were available under the revolver at June 30, 2015 and March 31, 2015, respectively.

(C)

Principal repayments of approximately $42.5 million due during the twelve months ending June 30, 2016 are classified as long term debt in the accompanying balance sheet at June 30, 2015 because the company has the ability and intent to fund the repayments with borrowings under the credit facility which matures in June 2019.

Other U.S. Dollar Denominated Debt

In May 2015, Troms Offshore entered into a $31.3 million, U.S. dollar denominated, 12 year unsecured borrowing agreement which matures in April 2027 and is secured by a company guarantee. The loan requires semi-annual principal payments of $1.3 million (plus accrued interest) and bears interest at a fixed rate of 2.92% plus a spread based on Tidewater Inc.’s consolidated funded indebtedness to total capitalization ratio (currently equal to 1.30% for a total rate of 4.22%).

A summary of the other U.S. dollar denominated borrowings outstanding at June 30, 2015 and March 31, 2015 are as follows:


	June 30,		March 31,
(In thousands)	2015		2015
May 2015 notes:
Amount outstanding	$	31,338		—
Fair value of debt outstanding (Level 2)		31,462		—
March 2015 notes:
Amount outstanding	$	29,488		29,488
Fair value of debt outstanding (Level 2)		29,512		29,501

(A) Notes require semi-annual principal payments.

Norwegian Kroner Denominated Debt

A summary of the Norwegian Kroner (NOK) denominated borrowings outstanding at June 30, 2015 and March 31, 2015, and their U.S. dollar equivalents are as follows:


	June 30,		March 31,
(In thousands)	2015		2015
3.81% January 2014 notes (A):
NOK denominated		275,000		275,000
U.S. dollar equivalent	$	35,001		34,234
Fair value in U.S. dollar equivalent (Level 2)		34,978		34,226
5.38% May 2012 notes (A):
NOK denominated		153,360		161,880
U.S. dollar equivalent	$	19,519		20,152
Fair value in U.S. dollar equivalent (Level 2)		19,441		19,924
Variable rate borrowings:
June 2013 borrowing agreement (B)
NOK denominated		25,000		25,000
U.S. dollar equivalent	$	3,182		3,112
May 2012 borrowing agreement (B)
NOK denominated		—		20,000
U.S. dollar equivalent	$	—		2,490

(A) Notes require semi-annual principal payments.

(B) Fair values approximate carrying values because the borrowings bear interest at variable rates.

Debt Costs

The company capitalizes a portion of its interest costs incurred on borrowed funds used to construct vessels. Interest and debt costs incurred, net of interest capitalized, for the quarters ended June 30, are as follows:


	Quarter Ended June 30,

(In thousands)		2015	2014
Interest and debt costs incurred, net of interest capitalized	$	13,182	13,129
Interest costs capitalized		2,944	2,872
Total interest and debt costs	$	16,126	16,001