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8-K - FORM 8-K - TRICO MARINE SERVICES INC | h81118e8vk.htm |
Exhibit 99.1
Press Release
TRICO ANNOUNCES EXTENSION OF EXCHANGE OFFER, CONSENT SOLICITATION AND
SOLICITATION OF ACCEPTANCES OF PREPACKAGED PLAN OF REORGANIZATION
SOLICITATION OF ACCEPTANCES OF PREPACKAGED PLAN OF REORGANIZATION
HOUSTON, Texas, March 31, 2011 Trico Shipping AS (Trico Shipping), a subsidiary of Trico
Marine Services, Inc. (Pink Sheets: TRMAQ) (Trico Marine), announced today 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validly tendered and not withdrawn in the Exchange Offer.
The Exchange Offer is being made, and the New Common Stock is being offered and issued within the
United States only to qualified institutional buyers as defined in Rule 144A under the Securities
Act of 1933, as amended (the Securities Act) or institutional accredited investors, as defined
in Rule 501 under the Securities Act, and outside the United States to non-U.S. investors. The New
Common Stock to be offered has not been registered under the Securities Act and may not be offered
or sold in the United States absent registration or an applicable exemption from registration
requirements.
This press release is for informational purposes only and does not constitute an offer to purchase
the Notes or the New Common Stock or an offer to sell securities. The Exchange Offer and the
Consent Solicitation are only being made pursuant to the Statement and the Supplement which
explains the full terms and conditions of the Exchange Offer and the Consent Solicitation. The
solicitation of acceptances of the Prepackaged Plan is only being made pursuant to the Disclosure
Statement which explains the full terms and conditions of the Prepackaged Plan. The Exchange Offer,
Consent Solicitation and solicitation of acceptances of the Prepackaged Plan are not being made to
holders of the Notes in any jurisdiction in which the making or acceptance thereof would not be in
compliance with the securities, blue sky or other laws of such jurisdiction. Holders of the Notes
should read them carefully, as well as any amendments or supplements to those documents, because
they will contain important information. In addition, the Company will provide copies of these
documents free of charge to holders of its outstanding Notes upon request to Epiq Systems Inc., at
(646) 282-2400.
The Company has not yet filed the Prepackaged Plan referred to above. In the event the financial
restructuring plan is implemented pursuant to the Prepackaged Plan, such restructuring plan is
dependent upon a number of factors, including: the filing of petitions for relief under chapter 11
of the U.S. Bankruptcy Code, the filing of the Prepackaged Plan; the approval of a disclosure
statement by the U.S. Bankruptcy Court; and the confirmation and consummation of the Prepackaged
Plan in accordance with the provisions of the U.S. Bankruptcy Code.
About Trico
Trico Marine is an integrated provider of subsea, trenching and marine support vessels and
services. Trico Marines towing and supply division provides a broad range of marine support
services to the oil and gas industry through use of its diversified fleet of vessels including the
transportation of drilling materials, supplies and crews to drilling rigs and other offshore
facilities; towing drilling rigs and equipment, and support for the construction, installation,
repair and maintenance of offshore facilities. Trico Marines subsea services and
trenching/installation divisions control a well equipped fleet of vessels and operate a fleet of
modern ROVs and trenching and other subsea protection
equipment. Trico Marine is headquartered in Houston, Texas and has a global presence with
operations in the North Sea, West Africa, Mexico, Brazil and Southeast Asia. For more information
about Trico Marine Services, Inc. visit us on the web at www.tricomarine.com.
Forward-looking Statements:
Certain statements and information in this press release may constitute forward-looking
statements. 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 Trico
Marines current expectations and beliefs concerning future developments and their potential effect
on Trico Marine. While management believes that these forward-looking statements are reasonable as
and when made, there can be no assurance that future developments affecting Trico Marine will be
those that it anticipates. Trico Marines 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 ability of Trico Supply to
implement a debt-for-equity conversion; (ii) Trico Marines and its subsidiaries ability to
continue as a going concern; (iii) Trico Marines and its subsidiaries ability to obtain court
approval with respect to motions in Trico Marines chapter 11 cases; (iv) the ability of Trico to
confirm and consummate one or more plans of reorganization with respect to the chapter 11 cases;
(v) the ability of Trico Marine and its subsidiaries to obtain and maintain normal terms with
vendors and service providers; (vi) Trico Marines ability to maintain contracts that are critical
to its operations; (vii) the potential adverse impact of the chapter 11 cases on Trico Marines
liquidity or results of operations; (viii) the ability of Trico Marine to attract, motivate and/or
retain key executives and employees; (ix) the ability of Trico Marine to attract and retain
customers; and (x) other risks and factors regarding Trico Marine and its industry identified from
time to time in Trico Marines reports filed with the SEC. Readers are cautioned not to place undue
reliance on forward-looking statements, which speak only as of the date hereof. Trico Marine
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.
CONTACTS
Meaghan Repko / Nicholas Lamplough
Joele Frank, Wilkinson Brimmer Katcher
(212) 355-4449
Joele Frank, Wilkinson Brimmer Katcher
(212) 355-4449
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