Attached files
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EX-10.1 - EX-10.1 - TRICO MARINE SERVICES INC | h76733exv10w1.htm |
EX-10.2 - EX-10.2 - TRICO MARINE SERVICES INC | h76733exv10w2.htm |
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): October 1, 2010
TRICO MARINE SERVICES, INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-33402 | 72-1252405 | ||
(State or other jurisdiction of | (Commission File Number) | (I.R.S. Employer | ||
incorporation) | Identification No.) |
10001 Woodloch Forest Drive, Suite 610
The Woodlands, Texas 77380
(Address of principal executive offices) (Zip Code)
The Woodlands, Texas 77380
(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))
Item 1.01 Entry into a Material Definitive Agreement.
(a) On October 1, 2010, Trico Marine Services, Inc. (the Company) entered into an amendment
(the DIP Amendment) to the Senior Secured, Super-Priority Debtor-in-Possession Credit Agreement
(the DIP Credit Agreement), dated as of August 24, 2010, among the Company, certain guarantors,
affiliates of certain funds managed by Tennenbaum Capital Partners, LLC (collectively,
Tennenbaum), and Obsidian Agency Services, Inc., as agent. The DIP Amendment amends the DIP
Credit Agreement by extending the October 1, 2010 deadline to October 20, 2010 for the entry of a
final order authorizing borrowings thereunder to refinance the obligations under the Companys
prepetition Second Amended and Restated Credit Agreement dated as of June 11, 2010, as amended. The
DIP Amendment also added covenants requiring the transfer of certain funds from Trico Supply AS
(Holdings) to the Company and the delivery to the agent of letters of intent regarding the sales
of certain vessels.
(b) On October 1, 2010, Trico Shipping AS (Trico Shipping) entered into an amendment (the
First Amendment) to the Priority Credit Agreement (the Priority Credit Agreement) by and among
Trico Shipping, as borrower, Holdings and certain of the Companys other wholly owned subsidiaries
identified therein, as guarantors, Cantor Fitzgerald Securities, as administrative agent, and the
lenders party thereto. The First Amendment amends the Priority Credit Agreement by (i) extending
the termination date of the $7,000,000 Tranche B Term Loan commitment from October 1, 2010 to
October 15, 2010 and (ii) extending the due date of the requirement that the Company and Holdings
and the other guarantors adopt a plan, contemplating the restructuring of their indebtedness (an
Approved Restructuring Plan), from October 1, 2010 to October 15, 2010. The Approved
Restructuring Plan shall be approved by certain lenders.
Relationships
Tennenbaum is a lender under the Companys Second Amended and Restated Credit Agreement dated
as of June 11, 2010, as amended, the DIP Credit Agreement, Trico Shippings Credit Agreement dated
as of October 30, 2009, as amended, and the Priority Credit Agreement. At present, certain lenders
under the Priority Credit Agreement are holders of Trico Shippings 11 7/8% Senior Secured Notes.
The preceding descriptions of the DIP Amendment and the First Amendment do not purport to be
complete and are qualified in their entirety by reference to the copy of the DIP Amendment and the
First Amendment, which are filed as Exhibits 10.1 and 10.2, respectively, to this Form 8-K and are
hereby incorporated by reference in this Item 1.01.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
10.1
|
| Amendment No. 2 to Senior Secured, Super-Priority Debtor-in-Possession Credit Agreement, dated October 1, 2010, by and between the Company, the guarantors from time to time, the lenders from time to time and Obsidian Agency Services, Inc, as Agent. | ||
10.2
|
| First Amendment to Priority Credit Agreement, dated October 1, 2010, by and among Trico Shipping, as borrower, the guarantors party thereto, Cantor Fitzgerald Securities as agent, and the lenders party thereto. |
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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; (vii)
Trico Shippings ability to comply with the terms of the Approved Budget; and (viii) 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: October 7, 2010
TRICO MARINE SERVICES, INC. |
||||
By: | /s/ Brett Cenkus | |||
Name: | Brett Cenkus | |||
Title: | General Counsel and Secretary |
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EXHIBIT INDEX
(d) Exhibits
10.1
|
| Amendment No. 2 to Senior Secured, Super-Priority Debtor-in-Possession Credit Agreement, dated October 1, 2010, by and between the Company, the guarantors from time to time, the lenders from time to time and Obsidian Agency Services, Inc, as Agent. | ||
10.2
|
| First Amendment to Priority Credit Agreement, dated October 1, 2010, by and among Trico Shipping, as borrower, the guarantors party thereto, Cantor Fitzgerald Securities as agent, and the lenders party thereto. |
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