GulfMark Offshore secures forebearance agreementCompany News // April 20, 2017
On 14 April 2017, GulfMark Offshore entered into a forbearance agreement with certain beneficial owners and/or investment advisors or managers of discretionary accounts for the holders or beneficial owners of in excess of 50 per cent of the aggregate principal amount of the company’s 6.375% senior notes due 2022 outstanding.
The Senior Notes were issued pursuant to an indenture dated 12 March 2012 between the company and US Bank National Association, a national banking association, as trustee.
Pursuant to the agreement, among other provisions, each holder agrees that during the forbearance period, subject to certain conditions precedent and continuing conditions, it will not enforce, or otherwise take any action to direct enforcement of, any of the rights and remedies available to the holders or the trustee under the indenture or the senior notes or otherwise, including, without limitation, any action to accelerate, or join in any request for acceleration of, the senior notes under the indenture or the senior notes, with respect to the company’s failure to make the interest payment due on March 15, 2017 on the senior notes.
As defined in the agreement, the forbearance period ends on the earlier of 28 April 2017 and the occurrence of any of the specified early termination events described therein.
As previously reported, on March 14, 2017, the company entered into a support agreement with Royal Bank of Scotland plc as agent for the lenders, relating to a multicurrency facility agreement dated as of 26 September 2014.
Pursuant to the RBS support agreement, the agent agreed to waive the defaults and events of default specified in the RBS Support Agreement and to forbear from exercising any rights or remedies under the RBS facility agreement as a result of any such defaults and events of default specified in the agreement until the earlier of 14 April 2017 and the occurrence any of the early termination events specified in the agreement.
On April 14, 2017, the company entered into an extension agreement with the agent that extends the forbearance period until the earlier of 28 April 2017 and the occurrence of any of the specified early termination events.
The RBS extension agreement also amended the list of defaults and events of default to include certain additional forbearance defaults and events of default.
A copy of the RBS Extension Agreement is filed as Exhibit 10.2 hereto and is incorporated herein by reference. The above description of the RBS Extension Agreement is qualified in its entirety by the full text of such exhibit.