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Summary of Consolidated Balance Sheet (Detail) - USD ($)
$ in Thousands
Aug. 01, 2017
Jul. 31, 2017
Current assets    
Cash and cash equivalents   $ 683,673
Trade and other receivables, net   116,976
Due from affiliate   252,393
Marine operating supplies   30,495
Other current assets   33,243
Total current assets   1,116,780
Investments in, at equity, and advances to unconsolidated companies   49,367
Net properties and equipment   2,625,848
Other assets   92,674
Total assets   3,884,669
Current liabilities    
Accounts payable   39,757
Accrued expenses   71,824
Due to affiliate   123,899
Accrued property and liability losses   2,761
Current portion of long-term debt   10,409
Other current liabilities   20,483
Total current liabilities   269,133
Long-term debt   80,233
Accrued property and liability losses   2,789
Other liabilities and deferred credits   80,902
Liabilities subject to compromise   2,326,122
Total liabilities   2,759,179
Equity:    
Common stock (Predecessor)   4,712
Additional paid-in capital (Predecessor)   166,867
Retained earnings   951,749
Accumulated other comprehensive loss   (12,779)
Total stockholders' equity   1,110,549
Noncontrolling interests   14,941
Total equity   1,125,490
Total liabilities and equity   3,884,669
Current assets    
Trade and other receivables, net [1]   (480)
Marine operating supplies [2]   1,594
Other current assets [3]   (278)
Total current assets   836
Investments in, at equity, and advances to unconsolidated companies [4]   (24,683)
Net properties and equipment [5]   (1,731,257)
Other assets [6]   (46,270)
Total assets   (1,801,374)
Current liabilities    
Accrued expenses [7]   (160)
Other current liabilities [8]   (963)
Total current liabilities   (1,123)
Long-term debt [9]   10,946
Other liabilities and deferred credits [8]   (4,107)
Total liabilities   5,716
Equity:    
Retained earnings [10]   (1,806,603)
Accumulated other comprehensive loss [11]   12,779
Total stockholders' equity   (1,793,824)
Noncontrolling interests [12]   (13,266)
Total equity   (1,807,090)
Total liabilities and equity   (1,801,374)
Current assets    
Cash and cash equivalents $ 560,866 560,866
Trade and other receivables, net 116,496  
Due from affiliate 252,393  
Marine operating supplies 32,089  
Other current assets 20,527  
Total current assets 982,371  
Investments in, at equity, and advances to unconsolidated companies 24,684  
Net properties and equipment 894,591  
Other assets 46,404  
Total value of Successor assets 1,948,050 1,948,050
Current liabilities    
Accounts payable 39,757 102,193
Accrued expenses 71,664  
Due to affiliate 123,899  
Accrued property and liability losses 2,761  
Current portion of long-term debt 5,205  
Other current liabilities 121,713  
Total current liabilities 364,999 439,377
Long-term debt 446,383 451,589
Accrued property and liability losses 2,789  
Other liabilities and deferred credits 76,795  
Total liabilities 890,966  
Equity:    
Common stock (Successor) 18 756,364
Additional paid-in capital (Successor) 1,055,391  
Total stockholders' equity 1,055,409  
Noncontrolling interests 1,675  
Total equity 1,057,084  
Total liabilities and equity $ 1,948,050  
Scenario, Adjustment    
Current assets    
Cash and cash equivalents [13]   (122,807)
Other current assets [14]   (12,438)
Total current assets   (135,245)
Total assets   (135,245)
Current liabilities    
Current portion of long-term debt [15]   (5,204)
Other current liabilities [16]   102,193
Total current liabilities   96,989
Long-term debt [17]   355,204
Liabilities subject to compromise [18]   (2,326,122)
Total liabilities   (1,873,929)
Equity:    
Retained earnings [19]   854,854
Total stockholders' equity   1,738,684
Total equity   1,738,684
Common stock (Predecessor) [20]   (4,712)
Additional paid-in capital (Predecessor) [20]   (166,867)
Common stock (Successor) [21]   18
Additional paid-in capital (Successor) [21]   1,055,391
Total liabilities and equity   (135,245)
Equity:    
Common stock (Predecessor) [20]   (4,712)
Additional paid-in capital (Predecessor) [20]   $ (166,867)
[1] Represents fair value adjustments on outstanding warranty claims.
[2] Reflects the adjustment to record fuel inventory held as marine and operating supplies at fair value.
[3] Reflects adjustments to deferred tax items as a result of the change in vessel values from the application of fresh-start accounting.
[4] Reflects the adjustment to decrease the carrying value of our equity method investments to their estimated fair values which were determined using a discounted cash flow analysis.
[5] In estimating the fair value of the vessels and related equipment, we used a combination of discounted cash flow method (income approach), the guideline public company method (market approach) and vessel specific liquidation value analyses.  A discount rate of 12% was used for the discounted cash flow method. In estimating the fair value of the other property and equipment, we used a combination of asset, income, and market-based approaches.
[6] Reflects fair value adjustments of (i) $41.7 million to reduce the carrying value of a vessel under construction that is currently the subject of an arbitration proceeding in the United States and (ii) $3.8 million to reduce the carrying value of a receivable related to a vessel under construction in Brazil, which is also the subject of pending arbitration (the carrying value of receivable after such fair value adjustment is approximately $1.8 million).  Also reflects adjustments to deferred tax items of $0.8 million as a result of the change in vessel values from the application of fresh-start accounting.
[7] Reflects the write-off of deferred rent liabilities and an increase in a market-value based fuel related liabilities in Brazil.
[8] Reflects the write-off of $1.3 million of accrued losses in excess of investment related to an unconsolidated subsidiary, an unrecognized deferred gain on the sale of a vessel to an unconsolidated subsidiary of $3.8 million, $0.4 million of which was reflected as current and adjustments to deferred tax items as a result of the change in vessel values from the application of fresh-start accounting of which $0.9 million is current and $1.3 million is long-term. Offsetting these items is the recognition of an intangible liability of approximately $2.1 million, $0.4 million of which is recorded as current, to adjust our office lease contracts to fair value as of July 31, 2017.  The intangible liability will be amortized over the remaining life of the contracts through 2023.
[9] Reflects a $15.4 million premium recorded in relation to the $350.0 million Secured Notes, an aggregate $5.4 million discount recorded in relation to the modified Troms Offshore borrowings, and the write-off of historical unamortized debt issuance costs related to the Troms Offshore borrowings of $0.9 million.
[10] Reflects the cumulative effects of the fresh-start accounting adjustments.
[11] Represents the elimination of Predecessor accumulated other comprehensive loss.
[12] Reflects a $13.3 million adjustment to decrease the carrying value of the noncontrolling interests to the estimated fair value.
[13]

 

(1)

The table below reconciles cash payments and amounts payable as of July 31, 2017 to the terms of the Plan as previously described.

 

(In thousands)

 

 

 

 

Payment made to holders of General Unsecured Claims upon emergence

$

 

122,807

 

Amounts payable to holders of General Unsecured Claims at July 31, 2017

 

 

102,193

 

Total payments pursuant to the Plan

$

 

225,000

 
[14] Represents the recognition of expenses paid prior to the Effective Date of $12.4 million for Plan support and other reorganization-related professional fees.
[15] Reflects the reclassification from current to long-term of $5.2 million of Troms Offshore debt, consistent with the terms of the amended Troms Offshore credit agreement.
[16] Reflects the establishment of a liability related to the unpaid pro rata cash distribution to the General Unsecured Claims.
[17] Reflects the issuance of the $350.0 million Secured Notes to the General Unsecured Creditors as provided for in the Plan and the reclassification from current to long-term of $5.2 million of Troms Offshore debt (see (3) above).
[18]

 

(6)

Gain on settlement of liabilities subject to compromise is as follows:

(In thousands)

 

 

 

 

Revolving Credit Facility

$

 

(600,000

)

Term Loan Facility

 

 

(300,000

)

September 2013 senior unsecured notes

 

 

(500,000

)

August 2011 senior unsecured notes

 

 

(165,000

)

September 2010 senior unsecured notes

 

 

(382,500

)

Accrued interest payable

 

 

(23,736

)

Make-whole provision - Senior notes

 

 

(94,726

)

Lessor claims - sale leaseback agreements

 

 

(260,160

)

Total liabilities subject to compromise

$

 

(2,326,122

)

Fair value of equity and warrants issued to General Unsecured Creditors

 

 

983,482

 

Issuance of 8% Secured Notes

 

 

350,000

 

Cash payment to General Unsecured Creditors

 

 

122,807

 

Amounts payable to General Unsecured Creditors

 

 

102,193

 

Gain on settlement of Liabilities subject to compromise

$

 

(767,640

)
[19] Reflects the cumulative effect of the reorganization adjustments discussed above.
[20]

 

(7)

Reflects the cancellation of Predecessor's equity to retained earnings.
[21]

 

(8)

Represents the issuance of Successor equity. The Successor issued approximately 18.5 million shares of New Common Stock including approximately 17.0 million shares of New Common Stock to General Unsecured Creditors and 1.5 million to holders of Predecessor stock. Approximately 7.7 million New Creditor Warrants were issued upon emergence to the General Unsecured Creditors and approximately 3.9 million New Creditor Warrants were reserved for with respect to the unresolved sale leaseback claims.  Additionally, 2.4 million Series A Warrants and 2.6 million Series B Warrants were issued to the holders of Predecessor stock with exercise prices of $57.06 and $62.28, respectively. Based on a Black-Scholes-Merton valuation and an estimated fair value of the underlying New Common Stock of $25.00 per share, the value of each New Creditor Warrant was estimated at $25.00, the value of each Series A Warrant was estimated at $2.27 and the value of each Series B Warrant was estimated at $1.88.  

 

The table below reflects the components of Additional paid-in capital (Successor) upon emergence:

 

(In thousands)

 

 

 

 

Additional paid-in capital attributable to common shares

 

$

756,346

 

Series A Warrants (2,432,432 Warrants at $1.88 per warrant)

 

 

5,510

 

Series B Warrants (2,629,657 Warrants at $2.27 per warrant)

 

 

4,945

 

Issued Creditor Warrants (7,684,453 Warrants at $25 per warrant)

 

 

192,108

 

Reserved Creditor Warrants (3,859,361 Warrants at $25 per warrant)

 

 

96,482

 

Fair Value of Successor additional paid-in capital

 

$

1,055,391