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):
February 25, 2004 (February 20, 2004)
___________________
TORCH OFFSHORE, INC.
(Exact Name of Registrant as Specified in its Charter)
000-32855
(Commission File Number)
Delaware 74-2982117
(State or Other Jurisdiction of (IRS Employer
Incorporation or Organization) Identification No.)
401 Whitney Avenue, Suite 400
Gretna, Louisiana 70056-2596
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code:
(504) 367-7030
ITEM 5. OTHER EVENTS.
On February 20, 2004, Torch Offshore, Inc. (the
"Company") issued a press release announcing that
the Company has entered into a time charter for
the Midnight Hunter and intends to utilize the
vessel in a diving support capacity. A copy of
this press release is furnished as Exhibit 99.1 to
this report and incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS, PROFORMA FINANCIAL
INFORMATION AND EXHIBITS.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits.
The following exhibits are filed herewith:
Exhibit No. Description
----------- -----------
99.1 Torch Offshore, Inc. Press Release, dated
February 20, 2004.
SIGNATURE
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.
TORCH OFFSHORE, INC.
By: /s/ ROBERT E. FULTON
Date: February 25, 2004 ------------------------
Robert E. Fulton
Chief Financial Officer
INDEX TO EXHIBITS
Exhibit No. Description
----------- -----------
99.1 Torch Offshore, Inc. Press Release, dated
February 20, 2004.
EXHIBIT 99.1
NEWS RELEASE
For immediate release Contact: Bob Fulton (1)504-367-7030
to: Analysts, Financial b.fulton@torchinc.com
Community, Media Bradley Lowe (1)504-367-7030
b.lowe@torchinc.com
Torch Offshore Announces Time Charter of Midnight Hunter
New Orleans, Louisiana USA, February 20, 2004
Torch Offshore, Inc. (NASDAQ: TORC) (the "Company")
announced that it has entered into a time charter for the
Midnight Hunter, a 340-foot DP-2 deepwater capable vessel,
and intends to utilize the vessel in a diving support
capacity.
The time charter for the Midnight Hunter is at a set day
rate and extends through September 2, 2005, with provisions
for extension or outright purchase. The vessel was
previously under charter by the Company, but the Company
cancelled the charter in January 2003 because the vessel did
not meet certain specifications as outlined in the charter
agreement which prevented the Company from performing some
types of work, particularly deepwater pipelay. However, the
Company has re-chartered the vessel at a lesser day rate and
has altered its intentions for use of the vessel. The
Company intends to utilize the DP-2 vessel in a diving
support capacity, which will allow it to perform deepwater
tie-ins with the Company's 1,000-foot saturation system that
has been installed on the vessel.
Lyle G. Stockstill, Torch Offshore, Inc. Chairman and Chief
Executive Officer, commented, "We welcome the Midnight
Hunter back into our fleet. The vessel is very capable for
the role of a diving support vessel in our fleet. With our
saturation system onboard the vessel, we feel there is quite
a bit of work it is capable of performing in various water
depths ranging from the shallow water of the Continental
Shelf to the deepwater regions of the world."
Established in 1978, Torch Offshore, Inc. is involved in
offshore pipeline installation and subsea construction for
the oil and natural gas industry. Torch Offshore, Inc. is
expanding beyond its established shallow water niche market
in order to serve the industry's worldwide growing needs in
the deep waters.
Any statements made in this news release, other than those
of historical fact, about an action, event or development,
which the Company hopes, expects, believes or anticipates
may or will occur in the future, are forward-looking
statements under the Private Securities Litigation Act of
1995. The forward-looking statements in this news release
include statements about the capabilities of the Midnight
Hunter as well as upcoming work to be performed by the
vessel. Such statements are subject to various assumptions,
risks and uncertainties, which are specifically described in
the Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 2002 filed with the Securities and
Exchange Commission, as well as other factors that may not
be within the Company's control, including, specifically,
oil and natural gas commodity prices, weather conditions and
offshore construction activity levels. Although the Company
believes its expectations are based on reasonable
assumptions, it gives no assurance that the Company's
assumptions and projections will prove to be correct. Actual
results may differ materially from those projected.