GulfMark Offshore emerges from bankruptcy

GulfMark Offshore Inc. said on Tuesday that it had completed its financial restructuring plan and emerged from bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code.

The Houston-based company’s court-approved reorganization plan went into effect on Nov. 14. The plan converts approximately $429.6 million of outstanding bonds into equity, and raises approximately $125 million of new equity capital.

“GulfMark is now positioned as one of the best capitalized companies in the global offshore industry,” Quintin Kneen, the company’s president and CEO said in a statement. “With significantly improved financial strength, we are poised to build upon the world-class service we provide to our customers while capitalizing on value enhancing opportunities for our shareholders.

“Throughout the restructuring process, our priority has been to deliver world class safety and customer service,” Kneen continued. “We have worked to ensure that GulfMark has the right talent, systems and equipment to meet the tough demands of the current market. Moving forward, our focus on operational excellence and scalability will continue.”

Existing shares of GulfMark common stock outstanding prior to the reorganization were cancelled. GulfMark issued approximately seven million shares of new common stock, approximately three million warrants exercisable for one share of common stock at an exercise price per share of $0.01, and 810,811 warrants exercisable for one share of common stock at an exercise price per share of $100. Holders of the old common stock as of the effective date of the plan received 0.00271233 shares of new common stock and 0.02931672 existing equity warrants for each share of the old common stock held by them and cancelled in connection with the reorganization, subject to rounding. The new common stock and the existing equity warrants are listed on the NYSE American under the ticker “GLF” and “GLF WS,” respectively, and began trading on Nov. 15, 2017.

Holders of bonds who are U.S. citizens will receive 8.29764454 shares of new common stock for every $1,000 of bonds owned. Subject to certain exceptions, non-U.S. citizen bond holders will receive 8.29764454 of Jones Act warrants for every $1,000 of bonds owned. In addition, bond holders that participated in our rights offering received new common stock or Jones Act warrants according to their participation therein, as further described in the “Chapter 11 Plan of Reorganization of GulfMark,” filed with the SEC as Exhibit 2.1 to our Form 8-K filed on May 18, 2017.

In addition, our subsidiary, GulfMark Rederi AS (“Rederi”) has entered into an agreement with DNB Bank ASA, New York branch, as agent, DNB Capital LLC as revolving lender and as swingline lender, and certain funds managed by Hayfin Capital Management LLP as term lenders, providing for two credit facilities: a senior secured revolving credit facility (the revolving credit facility) and a senior secured term loan facility (the term loan facility and together with the revolving credit facility, the facilities). The revolving credit facility provides for loans of up to $25 million, including a $12.5 million swingline loan subfacility and a $5 million letter of credit subfacility. The term loan facility provides a $100 million term loan, which has been funded in full. The final maturity date for the facilities is Nov. 14, 2022. Our previously outstanding credit facilities have been repaid and terminated.

The company’s new board of directors, consisting of the following persons, was appointed today: Louis A. Raspino Jr., chairman; Eugene Davis, Domenic DiPiero, Scott McCarty, Krishna Shivram and Kenneth Traub. Kneen will continue to serve as a director.

GulfMark Offshore provides marine transportation services to the energy industry through a fleet of offshore support vessels serving every major offshore energy industry market in the world.

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