GulfMark Offshore receives consents to amend 8¾% notes

New York, July 14 - GulfMark Offshore Inc. said it received the necessary consents from holders of its 8¾% senior notes due 2008 to amend the indenture as part of its tender offer for the securities.

By the consent deadline of 5 p.m. ET on Tuesday, holders had tendered and given consents for $104.245 million principal amount or 80% of the $130 million of notes outstanding. GulfMark needed consents from holders of a majority of the notes.

GulfMark said it and note trustee U.S. Bank NA have executed a supplemental indenture, but it will only become effective when the notes are purchased under the tender offer.

Notes may no longer be withdrawn and consents may not be withdrawn.

GulfMark announced July 2 that it had begun a cash tender offer for any and all of the 8¾% notes and was also soliciting consents to proposed changes in the indenture.

The company set a consent deadline of 5 p.m. ET July 13 and said the tender offer would expire at 11:59 p.m. ET July 30, with both deadlines subject to possible extension.

GulfMark Offshore, a Houston-based provider of maritime services to the energy industry, said it would pay 103.29% of the principal amount of notes tendered for holders tendering their notes by the consent deadline and thus consenting to the amendments.

It said that holders tendering their notes after the consent deadline but before the expiration would be paid 100.29% of the principal amount of the notes validly tendered, equal to the total consideration minus the consent payment of 3%.

All tendering holders will also receive accrued and unpaid interest up to but not including the applicable payment date.

GulfMark intends to redeem any notes not tendered in the tender offer. The current redemption price for the notes is 102.917% of the principal amount plus accrued and unpaid interest.

The company said the tender offer and consent solicitation will be subject to the satisfaction of certain conditions, including a financing condition and general conditions.

GulfMark intends to finance the tender offer primarily with net proceeds from a new offering of senior notes.

Lehman Brothers Inc. is dealer manager and solicitation agent for the offer.

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