Attached files
file | filename |
---|---|
EX-99.1 - EX-99.1 - TRICO MARINE SERVICES INC | h84541exv99w1.htm |
Table of Contents
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): August 31, 2011
TRICO MARINE SERVICES, INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-33402 | 72-1252405 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
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)) |
TABLE OF CONTENTS
Item 7.01 Regulation FD Disclosure | ||||||||
Item 9.01 Financial Statements and Exhibits | ||||||||
SIGNATURE | ||||||||
Exhibit Index | ||||||||
EX-99.1 |
Table of Contents
Item 7.01 | Regulation FD Disclosure. |
On August 31, 2011, Trico Marine Services, Inc. (the Company) and certain of its subsidiaries,
Trico Marine Assets, Inc., Trico Holdco, LLC, Trico Marine Operators, Inc., Trico Marine Cayman, LP
and Trico Marine International, Inc. (each a Debtor and collectively with the Company, the
Debtors) filed their unaudited combined monthly operating report for the period July 1, 2011
through July 31, 2011 (the Monthly Operating Report) with the United States Bankruptcy Court for
the District of Delaware (the Bankruptcy Court). Exhibit 99.1 to this Current Report on Form 8-K
contains the unaudited Monthly Operating Report as filed with the Bankruptcy Court.
The Monthly Operating Report is limited in scope, covers a limited time period and has been
prepared solely for the purpose of complying with reporting requirements of the Bankruptcy Court
and the Bankruptcy Code, 11 U.S.C. §§ 101-1532 (the Bankruptcy Code). The financial information
contained in the Monthly Operating Report is preliminary and unaudited and does not purport to show
the financial statements of any of the Debtors in accordance with accounting principles generally
accepted in the United States of America (GAAP) and, therefore, may exclude items required by
GAAP, such as certain reclassifications, eliminations, accruals and disclosure items. The Company
cautions readers not to place undue reliance on the Monthly Operating Report. The Monthly Operating
Report may be subject to revision. The Monthly Operating Report is in a format required by the
Bankruptcy Court and the Bankruptcy Code and should not be used for investment purposes. The
information in the Monthly Operating Report should not be viewed as indicative of future results.
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 should be
considered as potentially causing actual results to differ from those contemplated by
forward-looking statements include, but are not limited to (i) the fact that we are currently not
conducting business operations and will have no operations in the future; (ii) we are currently
winding up the Companys business and distributing the proceeds of the court-supervised sale of
substantially all of our assets, and (iii) even though our common stock
may continue to be traded (whether over the counter or on another trading platform), our Chapter 11 plan
of liquidation, as confirmed by the Bankruptcy Court, provides that holders of our common stock will receive
no distributions from the Company. Thus, any trading price of our common stock should not be viewed as indicative
of the value of our common stock.
The
cautionary statements provided above are being made pursuant to the provisions of the Private
Securities Litigation Reform Act of 1995 (the Act) and with the intention of obtaining the
benefits of the safe harbor provisions of the Act for any such forward-looking information. The
Company undertakes no obligation to publicly update any forward-looking statements, whether as a
result of new information, future events or circumstances, or otherwise.
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.
Table of Contents
Limitation on Incorporation by Reference
The Monthly Operating Report 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 the
Monthly Operating Report 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 | Monthly Operating Report of Trico Marine Services, Inc. for
the period July 1, 2011 through July 31, 2011 filed in the
United States Bankruptcy Court for the District of Delaware
Case No. 10-12653. |
Table of Contents
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: September 7, 2011 | TRICO MARINE SERVICES, INC. |
|||
By: | /s/ Barry J. Folse | |||
Name: | Barry J. Folse | |||
Title: | Plan Administrator |
Table of Contents