Exhibit (a)(5)(N)
FOR IMMEDIATE RELEASE
AMERICAN INDUSTRIAL PARTNERS ANNOUNCES 67.44% OF SEACOR SHARES TENDERED; OFFER EXTENDED ONE DAY FOR GUARANTEED DELIVERIES
New York, NY, April 6, 2021. American Industrial Partners and its affiliate Safari Merger Subsidiary, Inc. (“Purchaser”) announced that 67.44% of outstanding shares of SEACOR Holdings Inc. (NYSE: CKH) (“SEACOR”) have been tendered pursuant to Purchaser’s outstanding tender offer at $41.50 per share. The transaction’s minimum tender condition is 66 2/3%. Approximately 428,000 shares have been tendered pursuant to guaranteed delivery procedures, and the actual delivery of shares in excess of the minimum tender condition is required in order for Purchaser to accept for payment all shares tendered. Accordingly, the tender offer has been extended until 5:00 p.m. on Tuesday, April 6, 2021 in order for the requisite number of these tendered shares to be delivered either physically or by book entry.
American Stock Transfer & Trust Company, LLC, the depository for the tender offer, has indicated that, as of 5:00 p.m. on April 5, 2021, a total of 13,861,256 shares, representing 67.44% of the outstanding shares, had been validly tendered. Of these shares, 13,433,398 shares, representing 65.36% of the outstanding shares, were tendered physically or by book-entry, and 427,858 shares were tendered pursuant to guaranteed delivery procedures.
Shareholders who have already tendered their shares by physical or book-entry delivery should not re-tender their shares or take any other action as a result of the extension of the tender offer. Stockholders who have tendered by guaranteed delivery should fulfill their guarantees as soon as possible by delivering their shares physically or by book-entry. The Company has provided its consent to the offer being extended through Wednesday to permit the guaranteed delivery shares to be actually delivered physically or by book entry, and the Company and the Purchaser have indicated their intention not to terminate the Merger Agreement during this period.
Purchaser is ready to close the transaction and, when 66 2/3% of outstanding shares are delivered physically or by book-entry, closing and payment for the shares will occur promptly.
Jason Perri, Partner of American Industrial Partners, commented “We are very pleased that at yesterday’s offer expiration we achieved the support of more than 66 2/3% of the shares, which is the requirement to close this transaction. Due to technical Delaware merger requirements, 428,000 of the tendered shares don’t count towards the minimum tender condition, even though these shares are contractually required to be delivered within two NYSE trading days. We are using an extension of one day (and may need one more) in order to convert these shares and close the offer. Once we are able to close, funding will occur the next day. We are excited to be able to deliver this value to stockholders and to begin working with SEACOR and its team.”
The tender offer is being made pursuant to the tender offer materials (including an Offer to Purchase, a related Letter of Transmittal and certain other offer documents) in the Tender Offer Statement on Schedule TO (together with any amendments or supplements thereto, the “Tender Offer Statement”) filed by Purchaser and its affiliates with the United States Securities and Exchange Commission on December 18, 2020, as amended.
* * * * *
About American Industrial Partners
American Industrial Partners is an operationally oriented private equity firm that makes control investments in industrial businesses serving domestic and global markets. The firm has deep roots in the industrial economy and has been active in private equity investing since 1989. To date, American Industrial Partners has completed over 100 transactions and currently has more than $7 billion of assets under management on behalf of leading pension, endowment and financial institutions. For more information on American Industrial Partners, visit www.americanindustrial.com.