GULFMARK OFFSHORE, INC. (NYSE:GLF) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.Entry into a Material Definitive Agreement
On March 17, 2017, GulfMark Offshore, Inc. (the Company),
GulfMark Rederi AS (the Borrower), an indirect wholly-owned
subsidiary of the Company, and GulfMark UK Ltd (GulfMark UK), an
indirect wholly-owned subsidiary of the Company, entered into an
agreement (the Agreement) relating to the senior secured
revolving credit facility among the Borrower, the Company, as
guarantor, GulfMark UK, as guarantor, and DNB Bank ASA (the
Norwegian Lender), as lead arranger and lender (the Norwegian
Facility Agreement). to the Agreement, the Norwegian Lender
agreed to extend revolving loans in the aggregate principal
amount of $10.0 million subject to the conditions precedent set
forth in the Agreement, including payment by the Company and the
Borrower of certain fees and retainers of a financial advisor and
counsel for the Norwegian Lender. The Norwegian Lender funded
loans in such amount on March 17, 2017. In addition, the Company
agreed to pledge all issued shares of the Borrower to the
Norwegian Lender on or before April 7, 2017 as additional
security for the Borrowers obligations under the Norwegian
Facility Agreement. Furthermore, the Norwegian Lender agreed that
between the date of the Agreement through April 14, 2017, no
lender shall, in its capacity as lender, exercise any right of
set off, combination of accounts or similar remedy in relation to
the cash of the obligors under the Norwegian Facility Agreement
in respect of any amounts that are outstanding or may become
outstanding under the Norwegian Facility Agreement.
The Agreement prohibits the Borrower from requesting any
additional loans under the Norwegian Facility Agreement without
the prior written consent of the lenders (which consent may be
withheld in the lenders sole discretion). In addition, the
Agreement obligates the Company and the Borrower to provide the
Norwegian Lender all projections, accounts and other information
provided to The Royal Bank of Scotland plc (RBS) in connection
with the senior secured, revolving multicurrency credit facility
among GulfMark Americas, Inc., the Company, as guarantor, a group
of financial institutions as the lenders and RBS, as agent for
the lenders, in each case as soon as reasonably practicable, and
to keep the Norwegian Lender informed of negotiations and
discussions with holders of the Companys indebtedness.
Item 8.01.Other Events
A complete copy of the Companys current bylaws, including the
amendments thereto dated February 24, 2010 and November 21, 2016,
as previously disclosed, is attached as Exhibit 3.1 to this
report.
Item 9.01.Financial Statements and Exhibits
(d)Exhibits.
| Exhibit number | Description |
|
3.1 |
Bylaws, as amended |
|
10.1 |
Agreement dated March 17, 2017 among GulfMark Offshore, |
About GULFMARK OFFSHORE, INC. (NYSE:GLF)
GulfMark Offshore, Inc. provides offshore marine support and transportation services. The Company offers these services to companies engaged in the offshore exploration and production of oil and natural gas. The Company operates in three segments: the North Sea (N. Sea), Southeast Asia (SEA) and the Americas. Its vessels transport materials, supplies and personnel to offshore facilities, as well as move and position drilling and production facilities. The operations are conducted in the North Sea, offshore Southeast Asia and offshore in the Americas. It operates a fleet of over 70 owned or managed offshore supply vessels (OSVs), which include over 30 vessels in the North Sea, over 10 vessels offshore Southeast Asia and over 30 vessels offshore the Americas. Its customers include oil and natural gas companies, independent oil and natural gas exploration and production companies working in international markets, and foreign Government-owned or controlled oil and natural gas companies. GULFMARK OFFSHORE, INC. (NYSE:GLF) Recent Trading Information
GULFMARK OFFSHORE, INC. (NYSE:GLF) closed its last trading session up +0.011 at 0.373 with 408,355 shares trading hands.