Converted StateTrueConverted Date24-Aug-2001WPClean Version2.0.0.21CW Macr
Package IntegrationSOFTWISE_AdHocReviewCycleID-921309885_EmailSubjectDraft
Schedule 13D_AuthorEmailPYeh@ropesgray.com_AuthorEmailDisplayNameYeh, Peggy L.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
Seabulk International Inc.
--------------------------------------------------
(Name of Issuer)
Seabulk International Inc. Common Stock, par
value $.01 per share, and Warrants exercisable
for Common Stock
--------------------------------------------------
(Title of Class of Securities)
81169P101 (Common
Stock)
81169P127 (144A
Warrants)
81169P119 (Warrants)
--------------------------------------------------
(CUSIP Numbers)
Copy to:
Sandra P. Tichenor, Esq.
Christopher A. Klem, Esq.
Loomis, Sayles & Company, L.P. Ropes & Gray
One Financial Center
One International Place
Boston, MA 02111
Boston, MA 02110-2624
(617)
482-2450
(617) 951-7410
--------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 19, 2002
--------------------------------------------------
(Date of Event which Requires Filing of this
Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box. [ ]
Note: Schedules filed in paper format shall include a signed original and five
copies of
the schedule, including all exhibits. Seess.240.13d-7 for other parties to whom
copies are
to be sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial
filing on this form with respect to the subject class of securities, and for any
subsequent
amendment containing information which would alter disclosures provided in a
cover page.
The information required on the remainder of this cover page shall not be deemed
to be
"filed" for the purpose of Section 18 of the Securities Exchange Act of 1934
("Act") or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).
SCHEDULE 13D
CUSIP Nos.
81169P101 (Common Stock)
81169P127 (144A Warrants)
81169P119 (Warrants)
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Loomis, Sayles & Company, L.P.
Employer ID No. 04-3200030
2. (a)
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(b)
3. SEC USE ONLY
4. SOURCE OF FUNDS*
OO
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
5. REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
7. SOLE VOTING POWER
NUMBER OF 0
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
8. SHARED VOTING POWER
0
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
none
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
12. CERTAIN SHARES*
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%
14. TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
SCHEDULE 13D
CUSIP Nos.
81169P101 (Common
Stock)
81169P127 (144A
Warrants)
81169P119 (Warrants)
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Loomis, Sayles Voting, Inc.
Employer ID No. 04-3200391
2. (a)
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(b)
3. SEC USE ONLY
4. SOURCE OF FUNDS*
OO
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
5. REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts
7. SOLE VOTING POWER
NUMBER OF 0
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
8. SHARED VOTING POWER
0
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
none
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
12. CERTAIN SHARES*
13. PERCENT 0%
14. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
SCHEDULE 13D
Seabulk International, Inc.
Item 1. Security and Issuer
This Schedule 13D pertains to shares of Common Stock, par value $.01
("Common Stock") and Common Stock issuable upon the exercise of Class A warrants
and Rule 144A warrants (collectively, the "Warrants") of Seabulk International
Inc. (the "Issuer").
The Issuer's address is Seabulk International Inc., 2200 Eller Drive, PO Box
13038, Fort Lauderdale, FL 33316.
Item 2. Identity and Background
This Schedule 13D is being filed by Loomis, Sayles & Company, L.P., a
Delaware limited partnership ("Loomis"), and its general partner, Loomis, Sayles
Voting,
Inc.,
a Delaware corporation ("LS Inc." and, together with Loomis, the
"Loomis Entities").
The address of the principal executive offices and the principal business of
the
Loomis Entities is One Financial Center, Boston, Massachusetts 02111.
Loomis is an investment adviser registered under the Investment Advisers Act
of
1940, as amended.
LS Inc. is a single purpose entity that acts as a special-purpose general
partner
of Loomis.
Item 3. Source and Amount of Funds or Other Consideration
Loomis acts as investment adviser to certain managed accounts (the "Managed
Accounts"), which received the Common Stock and the Warrants (the Common Stock
and the Warrants together being referred to as the "Account Shares"). Pursuant
to a plan of reorganization under Chapter 11 of the Bankruptcy Code (the
"Plan"), the Managed Accounts received the Account Shares in exchange for (i)
certain securities of the Issuer previously held by the Managed Accounts and
(ii) additional consideration
paid
by Loomis for certain debt securities of the Issuer and Warrants exercisable for
a
total of 171,226 shares of Common Stock. The effective date of the Plan (the
"Effective Date") was December 15, 1999.
Item 4. Purpose of the Transaction
As described in Item 3, the Managed Accounts received the Account Shares in
exchange for certain securities of the Issuer pursuant to the Plan. The Account
Shares and the securities of the Issuer that the Managed Accounts previously
held were acquired for investment purposes and not with the purpose of changing
or influencing control of the issuer.
The Loomis Entities have no present plan or proposal to acquire additional
shares of Common Stock, whether on behalf of the Managed Accounts or otherwise.
In the ordinary course of business, however, the Loomis Entities may purchase or
acquire additional shares of Common Stock (or warrants or other securities
exercisable for or convertible into Common Stock) or sell, transfer, or
otherwise dispose of Common
Stock
currently held in the Managed Accounts or Common Stock (or warrants or
securities exercisable for or convertible into Common Stock) subsequently
acquired by the Loomis Entities, whether on behalf of the Managed Accounts or
otherwise.
On June 13, 2002, Loomis entered into a Securities Purchase Agreement with
DLJ Merchant Banking Partners III, L.P., a CSFB Private Equity fund, and
affiliated entities, and Carlyle/Riverstone Global Energy and Power Fund I, L.P.
(together,
the
"Purchasers") to sell (i) all of the shares of Common Stock for $8.00 per share;
(ii)
all of the Common Stock Purchase Warrants for $7.99 per share; and (ii) all of
the Class A Common Stock Purchase Warrants for $.01 per share, and pursuant to
which Loomis has agreed to exercise certain voting authority to approve upon the
Issuer's solicitation of shareholder approval (a) the issuance and sale by the
Issuer of 12.5 million shares of newly issued Issuer Common Stock at a cash
price of $8.00 per share to the Purchasers and (b) related amendments to the
Issuer's Certificate of Incorporation, subject to approvals and certain other
conditions customary for transactions of this type.
Item 5. Interest in Securities of the Issuer
The Account Shares consist of 0 shares of Common Stock and a total of 0
shares of Common Stock issuable upon exercise of the Warrants. The Account
Shares comprise 0% of the issued and outstanding Common Stock.
The Account Shares have the following characteristics:
Sole voting power: 0 shares
Shared voting power: 0 shares
Sole dispositive power: 0 shares
Shared dispositive power: none
Each of the Managed Accounts has the sole right to receive and direct the
receipt of dividends in respect of, and to receive proceeds from the sale of,
the Account Shares owned by such Managed Accounts. Owners of the Managed
Accounts have given Loomis discretion to manage the Managed Accounts through
advisory agreements.
Item 6. Contracts, Arrangements, Understandings or Relationships with
--------------------------------------------------------------
Respect to
-----------
Securities of the Issuer
On June 13, 2002, Loomis entered into a Securities Purchase Agreement with
DLJ Merchant Banking Partners III, L.P., a CSFB Private Equity fund, and
affiliated entities, and Carlyle/Riverstone Global Energy and Power Fund I, L.P.
(together,
the
"Purchasers") to sell (i) all of the shares of Common Stock for $8.00 per share;
(ii)
all of the Common Stock Purchase Warrants for $7.99 per share; and (ii) all of
the Class A Common Stock Purchase Warrants for $.01 per share, and pursuant to
which Loomis has agreed to exercise certain voting authority to approve upon the
Issuer's solicitation of shareholder approval (a) the issuance and sale by the
Issuer of 12.5 million shares of newly issued Issuer Common Stock at a cash
price of $8.00 per share to the Purchasers and (b) required amendments to the
Issuer's Certificate of Incorporation, subject to approvals and certain other
conditions customary for transactions of this type. Additionally, a shareholder
vote will be required to approve the amendments to the Certificate of
Incorporation to ensure independent director oversight of affiliated party
transactions and to provide protective rights to minority shareholders.
Item 7. Material to be filed as Exhibits: N/A
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: September 19, 2002
LOOMIS, SAYLES & COMPANY, L.P.
By: /s/Peter Giannakoulis
Name: Peter Giannakoulis
Title: Personal Trading Compliance Manager
LOOMIS, SAYLES & COMPANY, INC.
By: /s/Peter Giannakoulis
Name: Peter Giannakoulis
Title: Personal Trading Compliance Manager