SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 4, 2012
SEACOR Holdings Inc.
(Exact Name of Registrant as Specified in Its Charter)
Registrants telephone number, including area code (954) 523-2200
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
On December 4, 2012, SEACOR Holdings Inc. (the Company) announced the Companys proposed issuance of its convertible senior notes due 2027 to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the Offering). In conjunction with the Offering, the Company issued a preliminary offering circular dated December 4, 2012. The Company is furnishing in Exhibit 99.1 certain information under the captions SummarySummary Historical and Pro Forma Financial Information and Unaudited Pro Forma As Adjusted Financial Information excerpted from the preliminary offering circular. Because not all of the information contained in the preliminary offering circular is included herein, certain cross references and defined terms may not appear in such Exhibit.
In accordance with General Instruction B.2 to Form 8-K, the information provided under this Item 7.01 and the information attached to this current report on Form 8-K as Exhibit 99.1, shall be deemed to be furnished and shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.
On December 4, 2012, the Company issued a press release announcing the Offering. A copy of the press release is filed as Exhibit 99.2 hereto and is incorporated herein by reference.
On December 4, 2012, OBriens Response Management, Inc., a wholly-owned subsidiary of the Company, issued a press release, a copy of which is filed as Exhibit 99.3 hereto and is incorporated herein by reference.
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.
Date: December 4, 2012