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EX-99.1 - EX-99.1 - TRICO MARINE SERVICES INC | h81118exv99w1.htm |
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 31, 2011
TRICO MARINE SERVICES, INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-33402 | 72-1252405 | ||
(State or other | (Commission File Number) | (I.R.S. Employer | ||
jurisdiction of | Identification No.) | |||
incorporation) |
3200 Southwest Freeway, Suite 2950
Houston, Texas 77027
(Address of principal executive offices) (Zip Code)
Houston, Texas 77027
(Address of principal executive offices) (Zip Code)
Registrants telephone number, including area code: (713) 780-9926
Not Applicable
(Former name or former address, if changed since last report)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 7.01 Regulation FD Disclosure. | ||||||||
Item 9.01 Financial Statements and Exhibits. | ||||||||
SIGNATURE | ||||||||
Exhibit Index | ||||||||
EX-99.1 |
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Item 7.01 Regulation FD Disclosure.
On March 31, 2011, Trico Shipping AS (Trico Shipping), a subsidiary of Trico Marine
Services, Inc. (Trico Marine), announced that it has extended the expiration date of its
out-of-court exchange offer (the Exchange Offer) to the holders (Noteholders) of its 117/8%
senior secured notes due 2014 (the Notes), the solicitation of consents to the governing
indenture (the Consent Solicitation), and the solicitation of acceptances from its Noteholders
and other creditors of a prepackaged plan of reorganization (the Prepackaged Plan), to 5:00 p.m.
Eastern Time on April 1, 2011. Withdrawal rights under the Exchange Offer will not be extended by
the new expiration date. The Exchange Offer, Consent Solicitation and solicitation of acceptances
of the Prepackaged Plan are otherwise unchanged.
The Exchange Offer, Consent Solicitation and solicitation of acceptances of the Prepackaged
Plan were scheduled to expire at 12:00 midnight Eastern Time on the end of March 30, 2011. At
12:00 midnight Eastern Time on the end of March 30, 2011, $395,421,000 principal amount of Notes
representing approximately 98.86% of the outstanding principal amounts of the Notes had been
validly tendered and not withdrawn in the Exchange Offer.
Limitation on Incorporation by Reference
Exhibit 99.1 is being furnished for informational purposes only and shall not be deemed
filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise
subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any
filing under the Securities Act of 1933, as amended. Registration statements or other documents
filed with the U.S. Securities and Exchange Commission shall not incorporate Exhibit 99.1 or any
other information set forth in this Current Report on Form 8-K by reference, except as otherwise
expressly stated in such filing. This Current Report on Form 8-K will not be deemed an admission as
to the materiality of any information in the report that is required to be disclosed solely by
Regulation FD.
Item 9.01 Financial Statements and Exhibits.
See the Exhibit Index set forth below for a list of exhibits included with this Form 8-K.
Exhibit Number | Description | |
99.1
|
Press release. |
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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Certain statements and information in this Form 8-K may constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words
believe, expect, anticipate, plan, intend, foresee, should, would, could or other
similar expressions are intended to identify forward-looking statements, which are generally not
historical in nature. These forward-looking statements are based on the Companys current
expectations and beliefs concerning future developments and their potential effect on the Company.
While management believes that these forward-looking statements are reasonable as and when made,
there can be no assurance that future developments affecting the Company will be those that it
anticipates. The Companys forward-looking statements involve significant risks and uncertainties
(some of which are beyond its control) and assumptions that could cause actual results to differ
materially from its historical experience and its present expectations or projections. Important
factors that could cause actual results to differ materially from those in the forward-looking
statements include, but are not limited to: (i) the Companys and its subsidiaries ability to
continue as a going concern; (ii) the ability of the Company and its subsidiaries to obtain and
maintain normal terms with vendors and service providers; (iii) the Companys ability to maintain
contracts that are critical to its operations; (iv) the potential adverse impact of the Companys
voluntary reorganization under Chapter 11 of Title 11 of the United States Code on its liquidity or
results of operations; (v) the ability of the Company to attract, motivate and/or retain key
executives and employees; (vi) the ability of the Company to attract and retain customers; and
(vii) other risks and factors regarding the Company and its industry identified from time to time
in the Companys reports filed with the Securities and Exchange Commission.
Readers are cautioned not to place undue reliance on forward-looking statements, which speak
only as of the date hereof. The Company undertakes no obligation to publicly update or revise any
forward-looking statements after the date they are made, whether as a result of new information,
future events or otherwise.
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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 hereunto duly authorized.
Date: March 31, 2011
TRICO MARINE SERVICES, INC. |
||||
By: | /s/ Brett Cenkus | |||
Name: | Brett Cenkus | |||
Title: | General Counsel and Secretary |
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