UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Seal Holdings Corporation
(Name of Issuer)
Class A Common Stock, Par Value $.20 Per Share
(Title of Class of Securities)
812070 10 0
(CUSIP Number)
Robert B. Lamm
Senior Vice President, General Counsel and Secretary
Hvide Marine Incorporated
2200 Eller Drive, P.O. Box 13038
Fort Lauderdale, Florida 33316
(954) 523-2300
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
November 30, 1998
(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. See ss.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 prior 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 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.)
Page 1 of 10 Pages
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Schedule 13D
CUSIP No. 812070 10 0
1. Name of Reporting Person
I.R.S. Identification No. of Reporting Person
Hvide Marine Incorporated
65-0524593
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) / /
(b) / /
3. SEC Use Only
4. Source of Funds (See Instructions)
OO
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items
2(d) or 2(e). / /
6. Citizenship or Place or Organization
State of Florida
Number of Shares Beneficially Owned by Each Reporting Person with:
7. Sole Voting Power
87,525
8. Shared Voting Power
0
9. Sole Dispositive Power
87,525
10. Shared Dispositive Power
0
11. Aggregate Amount Beneficially Owned by Each Reporting Person
87,525
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)
/ /
13. Percent of Class Represented by Amount in Row (11) 7.3%
14. Type of Reporting Person (See Instructions)
CO
Page 2 of 10 Pages
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This Amendment No. 1 to Schedule 13D is being filed by the Reporting Person
(as defined below) to report the disposition of the Common Stock (as defined
below) described in Item 4.
Item 1. Security and Issuer
Item 1 is amended to read in its entirety the following:
This Statement relates to the Class A Common Stock, par value $.20 per
share (the "Common Stock"), of Seal Holdings Corporation (the "Issuer"). The
Issuer's principal executive offices are located at 125 Worth Avenue, Suite 314,
Palm Beach, Florida 33480.
Item 2. Identity and Background
Item 2 is amended to read in its entirety the following:
Pursuant to Rule 13d-2(a) of Regulation 13D of the General Rules and
Regulations under the Securities Exchange Act of 1934 (the "Act"), this
Amendment No. 1 to Schedule 13D is being filed by Hvide Marine Incorporated (the
"Reporting Person"). The Reporting Person is a Florida corporation with its
principal executive offices located at 2200 Eller Drive, Fort Lauderdale,
Florida 33316. The principal business of the Reporting Person is the provision
of marine support and transportation services in the U.S. domestic and
international trades, principally to the energy and chemical industries. The
attached Schedule I is a list of the executive officers and directors of the
Reporting Person; each of the named persons is a U.S. citizen.
The following paragraphs provide certain information about shareholders
of the Reporting Person that may be deemed to be control persons within the
meaning of Instruction C of the General Instructions to Schedule 13D.
Hvide Trust Limited, L.P. ("Hvide Trust Limited") is a Delaware limited
partnership with its principal business address at 2200 Eller Drive, Fort
Lauderdale, Florida 33316. Hvide Trust Limited was formed for the sole purpose
of holding certain shares of the Reporting Person's Class B Common Stock. The
limited partners of Hvide Trust Limited are Mr. J. Erik Hvide, the president and
chief executive officer of the Reporting Person, and three trusts, the trustee
of which is Mr. Hvide. Mr. Hvide is also the sole stockholder of Hvide Holdings,
Inc. ("Hvide Holdings"), a Delaware corporation, which is the general partner of
Hvide Trust Limited. The business address of Hvide Holdings is 2200 Eller Drive,
Fort Lauderdale, Florida 33316. At present, the business of Hvide Holdings
consists of performing the function of, and serving as, the general partner of
Hvide Trust Limited. The attached Schedule II is a list of the executive
officers and directors of Hvide Holdings; each of the named persons is a U.S.
citizen.
Clipper Capital Associates, Inc. ("Clipper") is a Delaware corporation
with its principal executive offices located at 650 Madison Avenue, 9th Floor,
New York, New York 10022. At present, the business of Clipper consists of
performing the function of, and serving as, the general partner of Clipper
Capital Associates, L.P., a Delaware limited partnership ("Clipper L.P."), which
in turn is the general partner of certain private investment funds. Clipper L.P.
directly owns certain of the shares of the Reporting Person's Class B Common
Stock and is the general partner of certain limited partnerships (collectively
with Clipper L.P., the "Clipper Partnerships"), including Clipper/Merchant HMI,
L.P., Clipper/Merban, L.P. and Clipper/Park HMI, L.P., each of which owns
certain of the shares of the
Page 3 of 10 Pages
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Reporting Person's Class B Common Stock. Mr. Robert B. Calhoun, Jr., a director
of the Reporting Person and a U.S. citizen whose business address is the same as
Clipper's, owns all of the outstanding stock of Clipper. The attached Schedule
III is a list of the executive officers and directors of Clipper; each of the
named persons is a U.S. citizen.
During the last five years, neither the Reporting Person nor, to the
knowledge of the Reporting Person, any of the persons named in this Item 2 or in
the related Schedules, has been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors) or has been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction and as
a result of such proceeding was or is subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any violation with
respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration
Item 3 is amended to read in its entirety the following:
No cash consideration was paid in connection with the transaction
described in Item 4 below.
Item 4. Purpose of Transaction
Item 4 is amended to read in its entirety the following:
On March 10, 1998, the Reporting Person's broker (the "Broker")
effected in the open market the sale of 25,250 shares of Common Stock that were
held in the Reporting Person's account with the Broker at a price of $0.563 per
share (exclusive of commissions). This sale was not authorized. In November
1998, the Reporting Person and the Broker agreed to settle the Reporting
Person's claim with respect to the unauthorized sale in considerdation for the
payment of $8,000 to the Reporting Person by the Broker.
The Reporting Person acquired the shares of Common Stock as an
investment and may from time to time acquire additional shares or dispose of
shares through open market or privately negotiated transactions, depending on
existing market and economic conditions. The Reporting Person intends to review
its investment in the Issuer on a continuing basis and, depending on the price
and availability of shares, subsequent developments affecting the Issuer, the
Issuer's business and prospects, other investment and business opportunities
available to the Reporting Person, and other factors considered relevant, may
decide to increase or decrease the size of its investment in the Issuer.
Item 5. Interest in the Securities of the Issuer
The aggregate number of shares of Common Stock beneficially owned by
the Reporting Person is 87,525. The percentage of shares of Common Stock
beneficially owned by the Reporting Person is 7.3%.
The Reporting Person has sole voting power with respect to 87,525
shares of Common Stock; has shared voting power with respect to none of the
shares of Common Stock; has sole dispositive power with respect to 87,525 shares
of Common Stock; and has shared dispositive power with respect to none
Page 4 of 10 Pages
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of the shares of Common Stock. There have been no transactions effected by the
Reporting Person in the Common Stock during the past sixty days.
Item 6. Contacts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
Not applicable.
Item 7. Material to Be Filed as Exhibits
Not applicable.
Page 5 of 10 Pages
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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.
HVIDE MARINE INCORPORATED
By: /s/ ROBERT B. LAMM
Robert B. Lamm
Senior Vice President, General Counsel and
Secretary
DATE: February 22, 1999
Page 6 of 10 Pages
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SCHEDULE I
Executive Officers and Directors
of Hvide Marine Incorporated
Executive Officers
J. Erik Hvide
Chairman of the Board, President
and Chief Executive Officer
2200 Eller Drive
Fort Lauderdale, Florida 33316
John H. Blankley
Executive Vice President, Chief Financial Officer
and Director
2200 Eller Drive
Fort Lauderdale, Florida 33316
Eugene F. Sweeney
Executive Vice President, Chief Operating Officer
and Director
2200 Eller Drive
Fort Lauderdale, Florida 33316
Andrew W. Brauninger
Senior Vice President-Offshore Division
2200 Eller Drive
Fort Lauderdale, Florida 33316
Robert B. Lamm
Senior Vice President, General Counsel and Secretary
2200 Eller Drive
Fort Lauderdale, Florida 33316
Walter S. Zorkers
Senior Vice President-Development
2200 Eller Drive
Fort Lauderdale, Florida 33316
William R. Ludt
Vice President-Inland Services Division
2200 Eller Drive
Fort Lauderdale, Florida 33316
Page 7 of 10 Pages
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Directors
J. Erik Hvide
Chairman of the Board, President
and Chief Executive Officer
2200 Eller Drive
Fort Lauderdale, Florida 33316
John H. Blankley
Executive Vice President, Chief Financial
Officer and Director
2200 Eller Drive
Fort Lauderdale, Florida 33316
Eugene F. Sweeney
Executive Vice President, Chief Operating
Officer and Director
2200 Eller Drive
Fort Lauderdale, Florida 33316
Robert B. Calhoun, Jr.
President
Clipper Asset Management Corporation
650 Madison Avenue, 9th Floor
New York, New York 10022
Gerald Farmer
6711 N. Ocean Boulevard #8
Ocean Ridge, Florida 33435
Jean Fitzgerald
Chairman
Florida Alliance, Inc.
2200 Eller Drive
Fort Lauderdale, Florida 33316
John J. Lee
Chairman and Chief Executive Officer
Hexcel Corporation
281 Tresser Boulevard, 16th Floor
Two Stamford Place
Stamford, Connecticut 06901
Walter C. Mink
President, Walter C. Mink & Associates
8928 Rainbow Ridge Drive
Las Vegas, Nevada 89117
Robert Rice
3322 Wildcat Point
Johns Island, South Carolina 29455
Dr. Raymond B. Vickers
Attorney
811 Lake Ridge Drive
Tallahassee, Florida 32312
Josiah O. Low, III
Managing Director, Donaldson, Lufkin &
Jenrette Securities Corporation
277 Park Avenue
New York, New York 10172
Page 8 of 10 Pages
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SCHEDULE II
Executive Officers and Directors of
Hvide Holdings Corp.
Name Business Address
Gerald Farmer Hvide Marine Incorporated
President, Treasurer and Director 2200 Eller Drive, P.O. Box 13038
Ft. Lauderdale, Florida 33316
Denison H. Hatch, Jr. Morris, Nichols, Arsht & Tunnell
Vice President, Secretary and Director 1201 North Market Street
Wilmington, Delaware 19899-1347
Page 9 of 10 Pages
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SCHEDULE III
Directors and Executive Officers of
Clipper Capital Associates, Inc.
Name Business Address
Robert B. Calhoun, Jr. Clipper Capital Associates
President and Director 650 Madison Avenue
New York, New York 10022
Eugene P. Lynch Clipper Capital Associates
Treasurer, Secretary and Director 650 Madison Avenue
New York, New York 10022
Page 10 of 10 Pages
