SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
March 17, 2017
SEACOR Holdings Inc.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
2200 Eller Drive, Fort Lauderdale, Florida
(Address of principal executive offices)
Registrant’s telephone number, including area code:
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:
[ ] 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 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On March 17, 2017, SEACOR Holdings Inc., a Delaware corporation (the “Company”), received a notice from the New York Stock Exchange (the “NYSE”) indicating that the Company is not in compliance with the NYSE’s continued listing requirements under the timely filing criteria established in Section 802.01E of the NYSE Listed Company Manual as a result of its failure to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2016 (the “Form 10-K”).
As reported by the Company in its Form 12b-25 filed with the Securities and Exchange Commission (the “SEC”) on March 1, 2017, the Company was unable to file the Form 10-K by its original deadline without unreasonable effort and expense because the Company has not yet completed its assessment of the effectiveness of its internal controls over financial reporting as of December 31, 2016 due to certain control deficiencies identified related to impairment determinations and the approval of manual journal entries.
The NYSE informed the Company that, under the NYSE’s rules, the Company will have six months from March 17, 2017 to file the Form 10-K with the SEC. The Company currently anticipates that it will file the Form 10-K in the near future. If the Company fails to file the Form 10-K before the NYSE’s compliance deadline, the NYSE may grant, at its discretion, an extension of up to six additional months for the Company to regain compliance, depending on the specific circumstances.
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.
March 22, 2017
/s/ Matthew Cenac
Name: Matthew Cenac
Title: Executive Vice President and Chief Financial Officer