PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED APRIL 13, 2000
3,109,857 SHARES
TRICO MARINE SERVICES, INC.
COMMON STOCK
Trico Marine Services, Inc. is exchanging 3,109,857 shares of common
stock for $32,140,000 face amount, plus accrued interest, of its $280
million of 8-1/2% senior notes due 2005. See "Plan of Distribution."
The common stock trades on the Nasdaq National Market under the
trading symbol "TMAR." On June 12, 2000, the last sale price of our common
stock as reported on the Nasdaq Stock Market was $10.875
INVESTING IN OUR COMMON STOCK INVOLVES RISKS. SEE "RISK FACTORS"
BEGINNING ON PAGE 4 OF THE ACCOMPANYING PROSPECTUS.
Neither the Securities and Exchange Commission nor any state
securities commission has approved or disapproved these securities or
passed on the adequacy or accuracy of this prospectus. Any representation
to the contrary is a criminal offense.
Delivery of the common stock will be made on or about June 16, 2000.
The date of this prospectus supplement is June 13, 2000.
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FORWARD-LOOKING STATEMENTS
THIS PROSPECTUS SUPPLEMENT, THE ACCOMPANYING PROSPECTUS AND OTHER
INFORMATION INCORPORATED BY REFERENCE IN THIS PROSPECTUS CONTAIN FORWARD-
LOOKING STATEMENTS WHICH INVOLVE RISKS AND UNCERTAINTIES. STATEMENTS THAT
ARE NOT HISTORICAL FACTS ARE FORWARD-LOOKING STATEMENTS. FORWARD-LOOKING
STATEMENTS CAN SOMETIMES BE IDENTIFIED BY OUR USE OF FORWARD-LOOKING WORDS
LIKE "ANTICIPATE," "BELIEVE," "ESTIMATE," "EXPECT," "INTEND," "MAY," "PLAN"
AND SIMILAR EXPRESSIONS. THESE STATEMENTS ARE BASED ON THE BELIEFS AND
ASSUMPTIONS OF OUR MANAGEMENT AND ON INFORMATION CURRENTLY AVAILABLE TO US.
FORWARD-LOOKING STATEMENTS ARE NOT GUARANTEES OF FUTURE PERFORMANCE.
THEY INVOLVE RISKS, UNCERTAINTIES AND ASSUMPTIONS. OUR FUTURE RESULTS AND
STOCKHOLDER VALUE MAY DIFFER SIGNIFICANTLY FROM THOSE EXPRESSED IN OR
IMPLIED BY THE FORWARD-LOOKING STATEMENTS CONTAINED IN THIS PROSPECTUS
SUPPLEMENT, THE ACCOMPANYING PROSPECTUS AND IN THE INFORMATION INCORPORATED
BY REFERENCE IN THIS PROSPECTUS. MANY OF THE FACTORS THAT WILL DETERMINE
THESE RESULTS AND VALUES ARE BEYOND OUR ABILITY TO CONTROL OR PREDICT. WE
CAUTION YOU THAT A NUMBER OF IMPORTANT FACTORS COULD CAUSE ACTUAL RESULTS
TO BE VERY DIFFERENT FROM AND WORSE THAN OUR EXPECTATIONS EXPRESSED IN OR
IMPLIED BY ANY FORWARD-LOOKING STATEMENT. SOME OF THESE FACTORS ARE LISTED
UNDER "RISK FACTORS" AND ELSEWHERE IN THE ACCOMPANYING PROSPECTUS. YOU
SHOULD NOT PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH
ARE BASED ONLY ON OUR CURRENT EXPECTATIONS. FORWARD-LOOKING STATEMENTS
SPEAK ONLY AS OF THE DATE THEY ARE MADE, AND WE UNDERTAKE NO OBLIGATION TO
PUBLICLY UPDATE ANY OF THEM IN LIGHT OF NEW INFORMATION OR FUTURE EVENTS.
YOU SHOULD READ THIS PROSPECTUS SUPPLEMENT AND THE ACCOMPANYING
PROSPECTUS, TOGETHER WITH THE MORE DETAILED INFORMATION AND FINANCIAL
STATEMENTS INCORPORATED BY REFERENCE INTO THE ACCOMPANYING PROSPECTUS AS
DESCRIBED UNDER THE HEADING "WHERE YOU CAN FIND MORE INFORMATION." TO
FULLY UNDERSTAND THIS OFFERING, YOU SHOULD READ ALL OF THESE DOCUMENTS.
THE TERMS "TRICO," "WE," "US" AND "OUR" AS USED IN THIS PROSPECTUS REFER TO
TRICO MARINE SERVICES, INC., INCLUDING OUR SUBSIDIARIES.
THE COMPANY
We are a leading provider of marine support vessels to the oil and gas
industry in the U.S. Gulf of Mexico, the North Sea and Latin America. The
services provided by our diversified fleet include:
* the transportation of drilling materials, supplies and crews to
drilling rigs and other offshore facilities;
* towing drilling rigs and equipment from one location to another;
and
* support for the construction, installation, maintenance and
removal of offshore facilities.
Since our initial public offering in May 1996, we have pursued a
strategy of growth through acquisitions. As a result of these
acquisitions, we are now the second largest owner and operator of supply
boats in the U.S. Gulf of Mexico and a leading operator in the North Sea.
We currently have a total fleet of 94 vessels (not including the lift boats
described below), including 54 supply vessels, 11 large capacity platform
supply vessels, seven large anchor handling, towing and supply vessels, 13
crew boats and nine line-handling vessels. We recently sold four lift
boats, and are in the process of selling our two remaining lift boats.
PLAN OF DISTRIBUTION
The Company will exchange an aggregate of 3,109,857 shares of common
stock for $32,140,000 face amount, plus accrued interest, of its $280
million of 8-1/2% senior notes due 2005 with a bondholder group. As a
condition of the exchange each of the bondholders in the group has agreed
to refrain from selling any of the shares of common stock acquired in the
exchange for a period of 30 days after June 16, 2000.
LEGAL MATTERS
Certain legal matters in connection with this exchange will be passed
upon for us by Jones, Walker, Waechter, Poitevent, Carre`re & Dene`gre,
L.L.P.
