8-K

 

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): November 4, 2004

SEABULK INTERNATIONAL, INC.
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	000-28732	65-0966399
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
2200 ELLER DRIVE, P.O. BOX 13038, FT. LAUDERDALE, Florida		33316
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 954 523 2200

Not Applicable
______________________________________________
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 2.02. Results of Operations and Financial Condition.

On November 4, 2004, Seabulk International, Inc. (the "Company") issued a press release announcing its results of operations for the three months and nine months ended September 30, 2004. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

Item 7.01. Regulation FD Disclosure.

The Company held a conference call to discuss third quarter 2004 results at 11:00 a.m. E.D.S.T. on Thursday, November 4, 2004, as previously announced by a press release on October 28, 2004, which included instructions as to when and how to access the presentation and location on the Registrant’s Web site where the information would be available. An audio replay of the presentation is currently available on the Seabulk Web site at www.seabulkinternational.com (click on Investors link) and will continue to be available for the next 90 days.

In addition to the scripted remarks made by the Company, the Company made the following points in the Question and Answer period in response to questions from the audience:

* Asset sales proceeds in the third quarter were $625,000. Net gain from assets sales in the third quarter was $450,000.

* Unrestricted cash on hand at the end of the third quarter was $11.1 million. Restricted and unrestricted cash on hand was $34.2 million.
* Total debt including current liabilities at the end of the third quarter was $577 million. The increase in debt versus the second quarter was due to vessel acquisitions.

Item 9.01. Financial Statements and Exhibits.

99.1 Press Release of Seabulk International, Inc. dated November 4, 2004.
99.2 Script from Seabulk International, Inc. teleconference held on November 4,
2004 to discuss third quarter 2004 results.

This information, including Exhibits 99.1 and 99.2 attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liability of that section, except if the registrant specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Securities Act or the Exchange Act.

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.

	SEABULK INTERNATIONAL, INC.
November 4, 2004	By:	ALAN R. TWAITS
		Name: ALAN R. TWAITS
		Title: SENIOR VICE PRESIDENT & GENERAL COUNSEL

Exhibit Index

Exhibit No.	Description
99.1	Press Release of Seabulk International, Inc. dated November 4, 2004.
99.2	Script from Seabulk International, Inc. teleconference held on November 4,

EX-99.1

EXHIBIT 99.1

SEABULK INTERNATIONAL REPORTS THIRD QUARTER 2004 RESULTS

Fort Lauderdale, FL, November 4, 2004 – Seabulk International, Inc. (Nasdaq: SBLK) today reported net income of $6.8 million or $0.29 per fully diluted share on revenue of $89.4 million for the quarter ended September 30, 2004. In the year-earlier period, the Company had a net loss of $1.9 million or $0.08 per fully diluted share on revenue of $79.7 million. Included in the year-ago loss were charges of approximately $1.7 million or $0.07 per diluted share related to the early extinguishment of debt. In the immediately preceding quarter, ended June 30, 2004, the Company had net income of $2.7 million or $0.12 per fully diluted share on revenue of $87.2 million.

Operating income in the current period was $16.8 million compared to $9.5 million a year ago and $12.5 million in the immediately preceding quarter.

“We had a good quarter with improved results in all three lines of business,” commented Chairman and Chief Executive Officer Gerhard E. Kurz. “Leading the way was Seabulk Tankers, which is benefiting from a high rate environment and had its best quarter ever. Seabulk Offshore, which services offshore oil platforms and terminals, had a small profit in its domestic Gulf of Mexico operations for the first time in nearly three

years – an encouraging development. Seabulk Offshore’s international operations continued their year-to-date strong showing. Seabulk Towing, our third business, registered solid gains in both revenue and operating income as traffic increased in several ports. We expect these positive trends to continue in the fourth quarter as energy consumption grows and the demand for our vessels and services rises.”

For the nine months ended September 30, 2004, the Company had net income of $15.2 million or $0.64 per diluted share on revenue of $259.1 million. In the year-earlier period, the Company had net income of $2.4 million or $0.10 per diluted share on revenue of $236.8 million.

Conference Call Information

Seabulk’s management will hold a conference call and simultaneous online Webcast beginning at 11:00 a.m. EST today to discuss third quarter results. To access the call, dial 800-730-9234 (for international callers, 312-461-0644). To access the Webcast, visit the Seabulk International Web site at www.seabulkinternational.com and click on the Investors link.

A replay of the call will be available until 5:00 p.m. Friday, November

5, by dialing 800-839-6713 (for international callers, 402-220-2306) and using the confirmation number 6704971. A replay of the online Webcast will be available on the Company’s Web site for approximately 90 days.

Results of Operations

Revenue from Seabulk Offshore, the Company’s largest business with a fleet of

111 offshore energy support vessels, totaled $40.7 million in the quarter or 45% of total
Company revenue, down from $42.0 million and 53% of total Company revenue in the third quarter of 2003. Operating income, however, improved to $4.9 million from $3.1 million a year ago as the Company slashed expenses and overhead in its Gulf of Mexico operations. Utilization of the Company’s vessels in the Gulf of Mexico improved over the immediately preceding quarter and was essentially unchanged across the international fleet. Day rates in the quarter for both the domestic and international fleets were essentially unchanged from the immediately preceding quarter. (See the accompanying tables for a complete listing of day rates and utilization by region for the Company’s offshore fleet.)

During the quarter the Company redeployed two of its supply boats to Mexico and sold two small Gulf of Mexico-based crewboats. In October the Company took delivery of the first of two Brazilian-based Platform Supply Vessels, the Seabulk Brasil, which entered service at an attractive rate. As previously announced, the Company last week signed contracts for the construction of four new 7,000-horsepower Anchor Handling Tug Supply vessels, part of its ongoing fleet renewal program, with options for four additional vessels. The vessels are scheduled for delivery in 2006 and will work in the international arena.

Revenue from Seabulk Tankers, the Company’s fleet of 10 Jones Act and two foreign-flag product carriers, rose to $38.1 million or 43% of total Company revenue from $28.0 million or 35% of total Company revenue in the year-ago quarter, when the

Company operated 10 tankers and freight rates were lower. Operating income of $12.3 million was up 61% from the $7.6 million earned in the third quarter of 2003. There were two drydockings in the quarter (the Seabulk Challenge and Brenton Reef) and two in the year-earlier period. There are no drydockings scheduled for the fourth quarter of 2004. In October the Company renewed for two years the time charter on one of its Jones Act vessels at a higher rate.

Seabulk Towing, which operates a fleet of 26 tugs in seven southeastern ports and the offshore Gulf of Mexico, continued its strong year-to-date performance with revenue of $10.7 million or 12% of total Company revenue, up from $9.8 million in the third quarter of 2003. The revenue gain was driven by a number of factors, including increased traffic in certain of the Company’s ports. Operating income improved to $2.6 million from $2.1 million in the third quarter of 2003.

With a fleet of 149 vessels, Seabulk International is a leading provider of marine support and transportation services, primarily to the energy and chemical industries. We provide benchmark quality service to our customers based on innovative technology, the highest safety standards, modern efficient equipment and dedicated, professional employees. Visit us on the Web at www.seabulkinternational.com.

This press release includes “forward-looking” information. Forward-looking

Information includes any statements regarding our expected results of operations,
business strategy, competitive position, growth opportunities, and management plans and
objectives. Like any other business, we are subject to risks and other uncertainties that
could cause our actual results to differ materially from any projections or that could cause other forward-looking information to prove incorrect. In addition to general economic and business risks, some of the specific risks to which our business is subject
are (1) declines in oil or gas prices, (2) increased construction of new offshore support vessels, (3) international political instability, (4) fluctuations in weather, (5) changes in laws and regulations affecting the marine transportation industry, and (6) changes in environmental laws and regulations. Additional information regarding these and other factors affecting our business appears in our Reports on Form 10-K and Form 10-Q that we have filed with the Securities and Exchange Commission.

Seabulk International, Inc.

Highlights of Operations (Unaudited)
($ millions except per share)

	Three Months Ended Sept. 30						Nine Months Ended Sept. 30
	2004			2003			2004 2003
Revenue	$	89.4		$	79.7		$	259.1 $236.8
Vessel & Voyage Expenses		47.0 44.4						144.1128.3
General & Administrative		9.3			9.8			28.1 28.5
Depreciation		10.2			10.6			30.4		32.0
Drydocking		6.5 5.7						19.2		16.7
Gain on Vessel Sales		0.4			0.3			2.4		1.4
Income from Operations		16.8 9.5						39.7 32.7
Net Interest Expense		(8.3	)		(9.0	)		(24.7) (25.1	)
Loss on Early Exiting of Debt (1)		- -			(1.7	)		- -		(1.7	)
Minority Interest/Other Income (2)		(0.2	)		0.6			4.5		0.3
Income (Loss) before Taxes		8.3			(0.6	)		19.5		6.2
Provision for Foreign Taxes		1.5			1.2			4.4		3.8
Net Income (Loss)		6.8			(1.9	)		15.2		2.4
Net Income (Loss) per Share (3)		0.29			(0.08	)		0.64		0.10
Weighted Average Shares Outstanding (000) (3)		23,676			23,199			23,690		23,527

(1) Includes in the third quarter of 2003 (a) the write-off of approximately $1.1 million in capitalized bank fees related to the Company’s restructured credit facility, and (b) a charge of approximately $0.6 million on the early redemption of Title XI debt related to three towing units.

(2) Includes in the first quarter of 2004 a gain of $4.5 million on the settlement of litigation.

(3) All per share and share amounts are stated on a diluted basis.

(more)

Seabulk Offshore Fleet – Average Day Rates & Utilization

Quarter Ended September 30, 2004

	AHTS/		AHT/			Crew/
	Supply		Tugs			Utility			Other
Domestic(1)
Vessels(2)		21		- -			18			2
Laid-Up		- -		- -			- -			1
Effective Utilization (3)68%				- -			73	%		- -
Day Rate	$	4,768		- -		$	2,705			- -
West Africa
Vessels(2)		33		4			3			- -
Effective Utilization (3)78%				67	%		93	%		- -
Day Rate	$	7,300	$	6,196		$	3,620			- -
Middle East
Vessels(2)		6		5			7			4
Effective Utilization (3)83%				75	%		93	%		95	%
Day Rate	$	3,827	$	4,951		$	1,659		$	4,804
Southeast Asia
Vessels(2)		7		- -			- -			1
Effective Utilization (3)88%				- -			- -			- -
Day Rate	$	5,400		- -			- -			- -

(more)

Seabulk Offshore Fleet – Average Day Rates & Utilization

Quarter Ended June 30, 2004

	AHTS/		AHT/			Crew/
	Supply		Tugs			Utility			Other
Domestic (1)
Vessels (2)		21		- -			21			2
Laid-Up		- -		- -			- -			1
Effective Utilization (3)52%				- -			67	%		- -
Day Rate	$	4,879		- -		$	2,442			- -
West Africa
Vessels (2)		33		4			3			- -
Effective Utilization (3)83%				75	%		94	%		- -
Day Rate	$	7,350	$	6,831		$	3,524			- -
Middle East
Vessels (2)		6		5			7			4
Effective Utilization (3)97%				84	%		92	%		78	%
Day Rate	$	3,880	$	4,739		$	1,712		$	5,043
Southeast Asia
Vessels (2)		7		- -			- -			1
Effective Utilization (3)77%				- -			- -			- -
Day Rate	$	5,388		- -			- -			- -

(more)

Seabulk Offshore Fleet – Average Day Rates & Utilization

Quarter Ended September 30, 2003

	AHTS/		AHT/			Crew/
	Supply		Tugs			Utility			Other
Domestic (1)
Vessels (2)		21		- -			24			2
Laid-Up		- -		- -			- -			1
Effective Utilization (3)73%				- -			77	%		- -
Day Rate	$	4,970		- -		$	2,557			- -
West Africa
Vessels (2)		33		4			1			- -
Effective Utilization (3)78%				86	%		- -			- -
Day Rate	$	7,321	$	6,265			- -			- -
Middle East
Vessels (2)		6		6			7			6
Laid-Up		- -		- -			- -			1
Effective Utilization (3)91%				63	%		92	%		71	%
Day Rate	$	3,476	$	5,266		$	1,742		$	5,341
Southeast Asia
Vessels (2)		8		- -			- -			1
Effective Utilization (3)78%				- -			- -			- -
Day Rate	$	5,310		- -			- -			- -

Note: Day rates are based on recorded revenue, vessel count and utilization. Day rates and utilization are not disclosed for categories with a limited number of vessels.

(1) Domestic consists of vessels operating in the United States, the Gulf of Mexico, South America and the Caribbean.

(2) Held-for-sale and bareboat-out vessels are excluded from the vessel count.
(3) Effective utilization excludes laid-up vessels.

# # #

EXHIBIT 99.2

CONFERENCE CALL SCRIPT – Final
Third Quarter 2004
Thursday, November 4, 2004, 11:00 a.m. EST

Conference Host: Denise – Citizens Conferencing

1. WELCOME (Jack O’Connell)

Thank you, Denise, and good morning, everybody. Welcome to the Seabulk International third quarter earnings conference call. I know this is a busy morning for you, and I appreciate your tuning in. With me today are Gerhard Kurz, Chairman and Chief Executive Officer; Vince deSostoa, Senior Vice President and Chief Financial Officer; Alan Twaits, Senior Vice President and General Counsel; and Mike Pellicci, Vice President of Finance and Controller.

Our format is as follows: Gerhard will give a brief overview of operating results in the quarter and nine months ended September 30, which are detailed for you in the press release we issued this morning. He will also discuss the outlook for the quarter ahead as well as certain ongoing strategic initiatives designed to enhance shareholder value. Vince will provide a more detailed review of the numbers and key financial statistics for the quarter just ended, and then we will take your questions.

But first I must make the usual caveat about forward-looking statements, which we will no doubt make in the course of today’s call. Such statements involve risks and uncertainties, which could cause actual results to differ materially from those contained in the forward-looking statements. Additional information regarding these risks and uncertainties can be found in our reports on Form 10-K and 10-Q as filed with the Securities and Exchange Commission.

I would now like to turn the meeting over to our Chairman and CEO, Gerhard Kurz.

2. STRATEGIC AND OPERATIONAL OVERVIEW (Gerhard Kurz) – 10 minutes

Thank you, Jack, and welcome, everybody. I want to start out by reviewing our results for the quarter just ended and the first nine months of 2004. As reported, we had net income of $6.8 million or $0.29 per diluted share for the quarter ended September 30. For the nine months ended September 30, we had net income of $15.2 million or $0.64 per share. This is our best quarterly and nine-month performance since I became CEO four years ago.

Equally encouraging are our revenue numbers. In the quarter just ended we had the highest revenue in three years at $89 million – up 12% from a year ago and 2% from this year’s second quarter. The revenue gain in both cases was driven mainly by Seabulk Tankers, although we had good increases in our Towing division as well.

Growing the top line helps grow the bottom line, and operating income in the quarter just ended, at $16.8 million, was up 77% from a year ago and 38% from the second quarter. Also contributing to the bottom line gain were strong cost-control efforts across the Company.

Let’s review some of the highlights in the quarter just ended:

• First, we broke even in the Gulf of Mexico, where revenue grew for the third consecutive quarter, and expenses were sharply reduced

• Second, we had record results in our Tanker business, which is benefiting from a strong rate environment both domestically and internationally

• Third, operating expenses were reduced compared to the second quarter, and

• Fourth, the impact of four hurricanes in Florida and the Gulf of Mexico was, as previously announced, negligible.

I should also note that the tax bill signed into law by President Bush last month, the American Jobs Creation Act of 2004, will not have a material impact on Seabulk’s tax rate since we have large net operating loss carry-forwards.

Let’s now look at each of our lines of business, beginning with the biggest – Seabulk Offshore – which operates 111 vessels worldwide. As reported, Seabulk Offshore had revenue of $40.7 million in the quarter or 45% of total Company revenue, and operating income of $4.9 million or 25% of total Company operating income.

The big story here is the slow strengthening of the Gulf of Mexico market, where utilization of our supply boat fleet grew to 68% from 52% in the second quarter. While there has not been a comparable increase in day rates, we have seen – on the crewboat side – increases in both utilization and day rates. On the international side, average day rates for our anchor-handling and supply boat fleet in West Africa, our biggest market, were virtually unchanged from both the previous quarter and the year-ago period, holding in the $7,300 per day range.

Last month we took delivery of the Seabulk Brasil, the first of two UT-755L Platform Supply Vessels for the Brazilian market, which has entered service at an attractive rate. The second Brazilian vessel is scheduled for delivery in the first quarter of 2005. We also just last week signed contracts with the Labroy shipyard for the construction of four new AHTSs for our international fleet, with options for four more. These multi-functional, 7,000-horsepower vessels are scheduled for delivery at two-month intervals beginning in February 2006 and will work in West Africa and Southeast Asia. They bring to 15 the number of newbuilds we have ordered over the last two years for our international offshore fleet, seven of which have already been delivered. Labroy, incidentally, is currently building two other vessels for us – the 8,000-horsepower AHT Seabulk Angola, scheduled for delivery in the first quarter of 2005, and the 8,000-horsepower AHTS Seabulk Luanda, scheduled for delivery in the second quarter of 2005.

Our second biggest business, Seabulk Tankers, had revenue of $38.1 million or 43% of total Company revenue in the quarter. Operating income of $12.3 million accounted for 62% of total operating income. The revenue number is up 36% from a year ago, when the Company had ten tankers, compared to twelve today, and freight rates were lower. Similarly, operating income in the third quarter was up 61% from a year ago. There were two drydockings in both the 2004 and 2003 third quarters. No tanker drydockings are scheduled for the current quarter, and this should further boost both revenue and operating income. We recently extended the time charter on one of our Jones Act tankers for an additional two years at a higher rate.

Our third business, Seabulk Towing, had revenue of $10.7 million in the third quarter or 12% of total Company revenue. Operating income of $2.6 million also represented 12% of total Company operating income. Towing is having a very good year as traffic has increased in a number of ports.

In summary, we had a very good quarter with strong top-line growth, effective control of expenses, and encouraging indications of a recovery in the Gulf of Mexico. Given growing energy demand, high commodity prices and persistent supply concerns, we anticipate increased investment in exploration and production activities worldwide, and this should benefit our offshore fleet going forward. On the tanker side, we anticipate further revenue and income growth in the fourth quarter as a result of high freight rates and zero scheduled drydockings. In towing, we see a continuation of its year-to-date strong results. Our forecast for the current quarter, therefore, remains unchanged: We expect results to equal or exceed what we did in the third quarter. That would mean earnings of close to $1.00 per share for the full year.

I will now turn the proceedings over to Vince, who will review some of the key financial statistics with you.

3. FINANCIAL OVERVIEW (Vince deSostoa) – 10 minutes

Q3
Thank you Gerhard & Jack
Let’s begin by reviewing our quarterly performance, then move to a comparison of Q3/04 with Q2/04.

Seabulk International reported net income for the three months ended September 30, 2004 of $6.8 million or $0.29 per fully diluted share on revenue of $89.4 million. Included in the quarter’s results was a gain of approximately $0.4 million or $0.02 per diluted share on the sale of three offshore vessels. In the year-earlier period, the Company had a net loss of $1.9 million or $(0.08) per fully diluted share on revenue of $79.7 million. The year-earlier results included a gain of approximately $0.2 million or $0.01 per diluted share on the sale of vessels and a charge of $1.7 mm or $0.07 per diluted share related to the early extinguishment of debt. For the immediately preceding quarter Seabulk reported net income of $2.7 mm or $0.12 per diluted share on revenue of $87.2 mm.

Now let’s review comparative operating statistics from our divisions.

• The Company revenue increased from $87.2 million in Q2/04 to $89.4 million with gains in our tanker and towing divisions in Q3/04 as follows:

	Q2/04	Q3/04
Tankers Towing Offshore	$36.4 mm $9.8mm $41.2 mm	$38.1 mm $10.7 mm $40.7 mm

Our domestic offshore operation increased as a result of higher utilization and increases in crewboat rates in the Gulf.

	Q2/04	Q3/04
	$8.5 mm	$9.9 mm
	Q2/04	Q3/04
West Africa	$21.7 mm	$20.6 mm

Down as a result of utilization and rates

Middle East $7.4 mm	$6.6 mm
Down as a result of utilization.
Southeast Asia $3.5 mm	$	3.6
Tankers
Doublehull $18.4 mm	$18.9 mm
Single Hull $14.0 mm	$15.6 mm
Foreign Flag
$4.1 mm	$3.5 mm
Average TCE Domestic (in 000s)
Q2/04		Q3/04
$33.4/day	$33.9/day
Average TCE Foreign Flag (in 000s)
$19.5/day	$20.1/day

Forward Bookings continue to look strong

Operating Income in Q2/04 $12.5 mm and Q3/04 $16.8 mm.

Operating Expenses

		2Q04		3Q04	Change
Operating Expenses:					$			%
Crewing Expenses	$	21,697	$	22,066	$	369		2	%
Charter Hire		3,944		3,199		(745	)	(19	)%
M&R		7,974		5,943		(2,031	)	(25	)%	(a)
Insurance		3,704		2,929		(775	)	(21	)%	(b)
Fuel/consumable & supplies		7,795		7,373		(422	)	(5	)%
Port charges & Misc – other		5,080		5,451		371		7(	%)
	$	50,194	$	46,961	$	(3,233	)

Operating expenses declined from $50,194 mm to $46,961 mm a decrease of ($3,233) as a result of strong cost control

Notes: Explain variances from above

M&R Repairs were carried out more in Q2/04 in West Africa (i.e. 47K engine maint. on Cygnet II and Raven and $17k for deck maintenance on Rooster). There were propulsion machinery repairs ($24k) in June 04 for West Africa. Deck maintenance in July was $102k less than June 04 for West Africa.

Insurance – Increase in Q2/04 due to higher P&I employee deductible expenses of $348k in West Africa.

Charter Hire – September towing charter hire was $174k more than August due to an increase in traffic in Port Arthur, Tampa Bay, and Mobile Bay.

Net Income before Corporate G&A

		Q2/04			Q3/04
Offshore	$	(964	)			$	597
Tankers	$	6,011		$	7,365
Towing	$	2,416				$	4,206
Capital Expenditures
		Q2			Q3
Vessel Acq/	$	12,286		$	8,941
Newbuilds
Drydocks	$	5,846		$	7,643

Future 04 Commitments

Vessel Acq/	$	20,090
Newbuilds
Drydocks	$	4,987

Drydock Days– are counted from the day of entry in the dock and allocated to the quarter on the day of entry.

		Q2/04		Q3	Q4/04 (Est)
		460		190		249
USG		35		17		37
WAF		158		79		159
ME/SEA		103		0		43
Tankers		29		43		0
Towing		135		51		10
Cost	$13.0 mm		$19.0 mm		$23.1 mm

Sale of 3 vessels surplus to operations
Gain on sale $0.4 mm EBITDA		Q2/04		Q3/04
Total	$	27,688	$	33,067
Restricted Group	$	18,350	$	23,575

Cash Position as of 11/3/04 (cash & cash equivalent)
Unrestricted Doublehull	$16.6 mm $42.6 mm

Now turn over to questions.