Elliott Greenleaf New Chapter 11 In re: GulfMark Offshore, Inc.:

 

On May 17, 2017, (the “Petition Date”), GulfMark Offshore, Inc. (the “Debtor”) filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware.

 

The Debtor is represented by Weil, Gotshal & Manges as lead counsel and Richards, Layton & Finger, P.A. as local counsel.  The case has been assigned to the Honorable Judge Kevin Gross. A hearing on the Debtor’s first day motions was held on May 18, 2017. 

 

 

Headquartered in Houston, Texas, the Debtor is the parent entity of a global offshore marine services company that, through various non-debtor affiliates and subsidiaries is engaged in providing support and transportation services primarily to the offshore oil and gas industry. The Debtor is also the issuer or the guarantor of substantially all of the Company’s funded debt. The Debtor owns and operates a fleet of 66 offshore supply vessels in three distinct geographic regions: the Americas, the North Sea, and Southeast Asia.

 

Through various court filings, the Debtor indicates that they have encountered financial difficulty due to the global decline of oil and gas prices, the oversupply of global oil production and a highly competitive industry. 

 

As of the Petition Date, the Debtor’s prepetition indebtedness is approximately $565.2 million.

 

U.S. Bank National Association is owed approximately $429.6 million in principal and approximately $18.6 million in accrued and unpaid interest under 6.375% senior notes due in 2022.  The Royal Bank of Scotland plc is owed approximately $72 million under a multicurrency facility agreement dated September 26, 2014.  DNB Bank ASA is owed approximately $44.3 million under a multicurrency revolving credit facility agreement dated December 27, 2012.

 

 

The Debtor intends to implement a prepackaged chapter 11 plan that provides for DIP Financing from GulfMark Rederi AS, as lender, and DNB Bank ASA, as issuing bank, in the amount of $20 million on an interim basis, and an additional $15 million on a final basis.

 

Under the terms of the plan, the Debtor will equitize approximately $448.2 million of its unsecured bond obligations and substantially strengthen the Debtor’s liquidity through a $125 million offering of subscription rights.

 

The plan will provide the Debtor with additional capital via two rights offerings designed to generate $125 million. Pursuant to the rights offerings, the holders of senior notes will receive subscription rights to purchase their pro rata share of new common shares and Jones Act-compliant warrants. Additionally, certain of the consenting noteholders have entered into a backstop commitment agreement to ensure that the rights offerings are fully subscribed. In exchange for their commitment to backstop the rights offerings, the backstop parties will receive a payment of $7.5 million, paid in new common stock.

 

Holders of general unsecured claims will not be impaired under the plan. The Debtor will continue to pay these claims in the ordinary course of business or provide the holders of general unsecured claims with such other treatment that would render 
them unimpaired.