UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 3, 2014

Cal Dive International, Inc.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation)
001-33206
(Commission File Number)
61-1500501
(IRS Employer Identification No.)
 
 
 
2500 CityWest Boulevard, Suite 2200
Houston, Texas
(Address of principal executive offices)
 
77042
(Zip Code)
 
 
 
 
(713) 361-2600
(Registrant's telephone number, including area code)
 


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


Item 7.01 Regulation FD Disclosure.

The following information is being provided under Form 8-K, Item 7.01, and should not be deemed incorporated by reference by any general statement incorporating by reference this Current Report into any filing under the Securities Act of 1933 or under the Securities Exchange Act of 1934, except to the extent that the Registrant specifically incorporates this information by reference, and none of this information should be deemed "filed" under such acts.

On June 3, 2014, the Company issued a press release announcing the sale of its U.S. Gulf of Mexico Surface Diving Fleet.  The press release is attached hereto as Exhibit 99.1.
 
Item 9.01                          Financial Statements and Exhibits.

   (d)            Exhibits.

The exhibits to this Current Report on Form 8-K are listed in the Exhibit Index, which appears at the end of this report and are incorporated by reference herein.
 
 



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.

CAL DIVE INTERNATIONAL, INC.
 
 
 
 
By:
/s/ Lisa M. Buchanan
 
Lisa M. Buchanan
Executive Vice President,
Chief Administrative Officer,
General Counsel and Secretary


Date:   June 3, 2014
 
 




Exhibit Index


Exhibit No.
Description
99.1
Press Release by Cal Dive International, Inc. dated June 3, 2014, announcing the sale of its U.S. Gulf of Mexico Surface Diving Fleet.

 
 
 

 





Exhibit 99.1
 
 

 
 
2500 CityWest Boulevard
Suite 2200
Houston, TX  77042
(713) 361-2600
 
FOR IMMEDIATE RELEASE
 
June 3, 2014
 
Contact:
Brent Smith
Executive Vice President,
Chief Financial Officer and
Treasurer
(713) 361-2634


Cal Dive Announces Sale of its U.S. Gulf of Mexico Surface Diving Fleet

HOUSTON, TX – (June 3, 2014) Cal Dive International, Inc. (NYSE:DVR) announced today the sale of its U.S. Gulf of Mexico shallow water surface diving fleet to a privately held company for cash of $18.5 million and a 19.9% minority interest in the entity acquiring the assets.  The assets sold are comprised of eight surface diving vessels and miscellaneous inventory and equipment. The Company anticipates recording a gain during the second quarter as a result of the transaction.  Net proceeds from the sale were used to repay a portion of the Company's revolving credit facility.  The Company also entered into a multi-year alliance agreement with the buyer under which the buyer will have the exclusive right to provide any surface diving services required by the Company in the U.S. Gulf of Mexico to support pipelay, decommissioning, platform installation and other integrated services. This transaction is part of the Company's strategic plan to divest non-core assets, strengthen the balance sheet and pursue opportunities that enhance shareholder value.

In connection with the assets sold, the Company implemented cost reductions in the first quarter 2014 and will realize additional overhead cost reductions going forward as a result of the sale.  The assets sold represent less than 5% of the net book value of the Company's property and equipment and this transaction is expected to have a minimal impact relative to consolidated financial results expected for 2014.

Quinn Hébert, Chairman, President and Chief Executive Officer of Cal Dive, stated, "This transaction is part of our ongoing efforts to concentrate our financial and other resources on key strategic initiatives.  These include our U.S. Gulf of Mexico saturation diving, pipelay and decommissioning and salvage operations and our construction and diving services in key international markets such as Mexico, Australia, Southeast Asia and the North Sea."

About Cal Dive International, Inc.

Cal Dive International, Inc., headquartered in Houston, Texas, is a marine contractor that provides manned diving, pipelay and pipe burial, platform installation and salvage, and light well intervention services to the offshore oil and natural gas industry on the Gulf of Mexico OCS, Northeastern U.S., Latin America, Southeast Asia, China, Australia, West Africa, the Middle East, and Europe, with a diversified fleet of dive support vessels and construction barges.


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