UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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Item 8.01 Other Events.
On April 4, 2025, SEACOR Marine Holdings Inc. (the “Company”) purchased from certain funds affiliated with Carlyle (the “Carlyle Investors”), 1,355,761 of the Company’s common shares, at $4.90 per share, and warrants to purchase 1,280,195 shares of Common Stock at an exercise price of $0.01 per share, at $4.89 per warrant, for an aggregate purchase price of approximately $12.9 million, representing approximately 9.1% of the outstanding shares of common stock of the Company assuming the full exercise of the warrants (the “Securities Repurchase”). After giving effect to the Securities Repurchase, the Company no longer has any warrants to purchase Common Stock outstanding. The Company used net proceeds from a vessel sale to complete the Securities Repurchase, as permitted pursuant to a waiver obtained from the lenders under that certain credit agreement dated November 27, 2024, by and among the Company, as parent guarantor, SEACOR Marine Foreign Holdings Inc., as borrower, and certain other wholly-owned subsidiaries of the Company, as subsidiary guarantors, an affiliate of EnTrust Global, as lender, Kroll Agency Services Limited, as facility agent, and Kroll Trustee Services Limited, as security trustee, providing for a senior secured term loan of up to $391.0 million.
On April 4, 2025, the Company issued a press release announcing the Securities Repurchase. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No. |
Description |
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99.1 |
Press Release of SEACOR Marine Holdings Inc. dated April 4, 2025. |
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104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
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.
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SEACOR Marine Holdings Inc. |
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April 4, 2025 |
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/s/ Andrew H. Everett II |
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Name: Andrew H. Everett II |
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Title: Senior Vice President, General Counsel and Secretary |