UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 27, 2005
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SEACOR Holdings Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
1-12289 13-3542736
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(Commission File Number) (IRS Employer Identification No.)
11200 Richmond, Suite 400
Houston, Texas 77082
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(Address of Principal Executive Offices) (Zip Code)
(281) 899-4800
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(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):
|X| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events
On June 27, 2005, SEACOR Holdings Inc. and Seabulk International,
Inc. issued a joint press release announcing approval by Seabulk International,
Inc. ("Seabulk") stockholders of the previously announced merger of Seabulk with
a wholly owned subsidiary of SEACOR Holdings Inc. ("SEACOR"), as well as
approval by the SEACOR stockholders of the issuance of SEACOR common stock in
the merger. Stockholders of SEACOR also elected 10 directors, ratified the
appointment of Ernst & Young LLP as independent auditor and approved an increase
in the number of authorized shares of SEACOR common stock.
A copy of the press release is attached hereto as Exhibit 99.1 and is
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits.
99.1 Press Release, dated June 27, 2005
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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.
By: /s/ Randall Blank
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Name: Randall Blank
Title: Chief Financial Officer, Executive
Vice President and Secretary
Date: June 27, 2005
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release, dated June 27, 2005
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