SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) June 6, 1996
SEACOR HOLDINGS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-20904 13-3542736
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(State or other jurisdiction (Commission (I.R.S. employer
incorporation or organization) File Number) identification no.)
11200 Westheimer, Suite 850, Houston, Texas 77042
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (713) 782-5990
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5000 Railroad Avenue, Morgan City Louisiana 70380
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(Former name or former address, if changed since last report.)
Page 1 of 4 pages
Item 5. Other Events
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On June 6, 1996, SEACOR Holdings, Inc. ("SEACOR"), provided notice
to First Trust National Association, as trustee (the "Trustee") for the holders
of its 6.00% Convertible Subordinated Notes due July 1, 2003 (the "6% Notes"),
under that certain Indenture dated as of June 15, 1993 (the "Indenture"),
between SEACOR and the Trustee, that SEACOR elected, pursuant to terms of the
Indenture and the 6% Notes, to redeem all outstanding 6% Notes on July 12, 1996
(the "Redemption Date") at a redemption price equal to 104.2% of the principal
amount thereof, together with all accrued and unpaid interest thereon to (but
not including) the Redemption Date.
The 6% Notes are convertible into shares of SEACOR's common stock at
a conversion price of $25.625 per share. If the entire $55,250,000 principal
amount outstanding of the 6% Notes were converted, 2,156,076 shares of SEACOR's
common stock would be issued. After taking into account the approximately 1.3
million shares to be issued by SEACOR in connection with its recently reported
acquisition of McCall Enterprises, Inc. and affiliated companies, the converted
shares would represent approximately 18.0% of SEACOR's outstanding common stock.
The closing price of the Company's common stock on June 6, 1996 was $47.75.
The press release of SEACOR announcing the Redemption, the form of
notice of redemption being sent to the holders of 6% Notes and the Indenture are
set forth as Exhibits hereto and incorporated herein by reference.
Item 7. Financial Statements and Exhibits
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(c) Exhibits.
4.0 Indenture dated June 15, 1993 between First Trust National
Association, as trustee, and SEACOR Holdings, Inc. relating to the
issuance of the 6.00% Convertible Subordinated Notes due July 1,
2003.
20.0 Press Release of SEACOR Holdings, Inc. dated June 6,
1996.
20.1 Notice of Election of SEACOR Holdings, Inc. dated June 6, 1996 to
redeem all 6.00% Convertible Subordinated Notes due July 1, 2003.
Page 2 of 4 pages
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.
SEACOR HOLDINGS, INC.
(Registrant)
DATE: JUNE 10, 1996 By: /s/ Milton Rose
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Milton Rose, Vice President
Page 3 of 4 pages
EXHIBIT INDEX
Exhibit No. Description Page No.
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4.0 Indenture dated June 15, 1993
between First Trust National
Association, as trustee, and
SEACOR Holdings, Inc. relating to
the issuance of the 6.00%
Convertible Subordinated Notes due
July 1, 2003.
20.0 Press Release of SEACOR
Holdings, Inc. dated June 6, 1996.
20.1 Notice of Election of SEACOR
Holdings, Inc. dated June 6, 1996
to redeem all 6.00% Convertible
Subordinated Notes due July 1,
2003.
Page 4 of 4 pages
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