Tidewater, GulfMark File Definitive Proxy Statement; Deal to Close on or about 15 November.
MANews-(C)2009-2018
18 October 2018 - Texas, US-based oil and gas industry marine services providers Tidewater Inc. (NYSE: TDW) and GulfMark Offshore, Inc. (NYSE: GLF) have filed joint definitive proxy statement and prospectus with the US Securities and Exchange Commission regarding the pending business combination pursuant to which Tidewater has agreed to acquire all of GulfMark's outstanding shares in a stock for stock exchange.
Both companies' Boards of directors continue to unanimously recommend that stockholders vote "FOR" the associated proposals to effect the business combination as presented in the joint definitive proxy statement and prospectus.
In July, the companies announced a definitive agreement to combine.
Concurrent with the closing, USD 100m of existing GulfMark debt is expected to be repaid.
On a pro-forma basis, Tidewater will maintain its position of financial strength, with pro forma net debt of approximately USD 100m and pro forma available liquidity of more than USD 300m.
Tidewater will assume GulfMark's obligations under existing GulfMark equity warrants.
This combination, if consummated, will create a global offshore support vessel leader positioned to capitalise on significant cost synergies and superior growth opportunities as the OSV sector recovery gains traction.
The combined company will have the industry's largest fleet and the broadest global operating footprint in the OSV sector, with an unmatched ability to support customers across geo-markets and water depths.
The combined company will be operated under the Tidewater brand. The transaction is expected to close in 4Q18, subject to customary closing conditions.
GulfMark said the combined company will be better positioned to build upon GulfMark's track record in the recovering North Sea...
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