Trailer Bridge, Inc. announced the execution of an amendment to its financing agreement with GE Capital and the addition of four new members to the Company’s Board of Directors.
The amendment with GE Capital waives past non-compliance with certain covenants and establishes new financial covenants that the Company is confident it will remain in compliance with. Trailer Bridge has a $15 million revolving credit facility, with actual draws determined by a borrowing base formula. At March 31, 2002, the amount outstanding under this facility was $4.7 million. The Company also has approximately $10.3 million outstanding under a term loan facility with GE Capital.
The Company also announced that Peter S. Shaerf has joined the board and that Malcom P. McLean, Jr., Greggory B. Mendenhall
and F. Duffield Meyercord will join Trailer Bridge’s Board of Directors effective with the May 29, 2002 meeting. These new directors will join John D. McCown, William G. Gotimer, Jr., Artis E. James and Nickel van Reesema, all of whom are standing for re-election at the Trailer Bridge’s annual shareholders’ meeting on May 29, 2002. Dr. Charles R. Cushing has decided not to stand for re-election at the upcoming annual meeting.
Mr. Shaerf, 47, is Senior Vice President of American Marine Advisors, Inc., an investment bank specializing in the maritime industry. From 1998 until 2002, Mr. Shaerf was Managing Director of Poseidon Capital Corp., an independent maritime consulting and investment company. From 1980 to 2002 he was a partner of The Commonwealth Group, a brokerage and consulting company specializing in the liner shipping industry. Mr. Shaerf presently also serves as a director of two other publicly listed companies, General Maritime Corp. (GMR: NYSE), and MC Shipping, Inc. (MCX: AMEX). He is also a director and member of the executive committee of the Containerization and Intermodal Institute.
Mr. McLean, 50, is President of MPM Properties, Inc., a commercial real estate development company in Alabama. Since 1987, he has owned and managed various businesses in the restaurant and real estate field. From 1978 to 1986, Mr. McLean worked in various capacities at U.S. Lines, Inc., a large international container shipping company, where he was President from 1984 to 1986. He joins the board as part of the previously announced $4 million transaction with an affiliate. Mr. McLean is the son of the late founder of the Trailer Bridge and the brother-in-law of Greggory B. Mendenhall. He is also a director of Kadampanattu Corp., an affiliate that charters two vessels to the Company.
Mr. Mendenhall, 57, is the Managing Partner of the New York office of Schnader, Harrison, Segal & Lewis LLP. Mr. Mendenhall has been involved in the maritime industry for over 20 years. His areas of practice include maritime, asset-based finance, business counseling and legislative and administrative matters. He joins the board as part of the previously announced $4 million transaction with an affiliate. Mr. Mendenhall's wife, Patricia McLean Mendenhall, is a director of Kadampanattu Corporation, an affiliate that charters two vessels to the Company, and he is the brother-in-law of Malcom P. McLean, Jr.
Mr. Meyercord, 55, is a Managing Director of Carl Marks Consulting Group, a leading New York-based turnaround firm. Before joining Carl Marks Consulting, Mr. Meyercord was President and founder of Meyercord Advisors, Inc., established in 1976 to provide financial and operational advisory services to corporate clients. He joins the board as part of the previously announced $4 million transaction with an affiliate. Mr. Meyercord is the co-executor, along with Mr. McCown, of the Estate of M.P. McLean, the holder of 50.6% of the stock of Trailer Bridge and 100% of the stock of Kadampanattu Corp., an affiliate that charters two vessels to the Company.
John D. McCown, Chairman and Chief Executive Officer of Trailer Bridge, said, “The group of professionals joining our board have a broad range of financial and operational expertise that we anticipate utilizing in the best interests of all shareholders. We look forward to their constructive involvement and assistance in reaching the goals that the entire Trailer Bridge team is valiantly striving for. I also want to thank Dr. Charles Cushing for his thoughtful service on the board and his sage advice and analysis.”