Dec 7 - Standard & Poor's Ratings Services today assigned its 'BB' issue rating to SEACOR Holdings Inc.'s $350 million convertible notes due 2027. We have assigned a '3' recovery rating to this debt, indicating our expectation of meaningful (50% to 70%) recovery, in the event of a payment default. Our 'BB' corporate credit rating and negative outlook on the company remains unchanged. SEACOR plans to use $125 million of the proceeds to repay borrowings on its $360 million credit facility, resulting in pro forma availability of $245 million as of Sept. 30, 2012. It will use the remaining balance for general corporate purposes, including share repurchases or dividend payments. Pro forma for this transaction and the spin-off of its Era Group segment, Seacor's debt on Sept. 30, 2012 (inclusive of operating leases and excluding its 5.875% note that matured Oct. 1, 2012) was more than $1 billion. The ratings on SEACOR reflect our view of the company's "fair" business risk and "significant" financial risk. The ratings also incorporate the company's diversified business profile as an operator of marine vessels serving the offshore oil and gas exploration and production (E&P) and oilfield services industries and its position in dry bulk inland barges. We consider SEACOR's liquidity to be strong. Partially buffering these strengths, ratings reflect the company's currently aggressive leverage measures, its exposure to the volatile marine services business, and the expected spin-off of its aviation business (Era Group), which we consider to be a stable source of cash flows. RELATED RESEARCH AND CRITERIA -- Criteria Guidelines For Recovery Ratings, Aug. 10, 2009 -- Corporate Ratings Criteria 2008, published April 15, 2008. Temporary telephone contact numbers: Stephen Scovotti (347-839-0615); Marc Bromberg (347-573-0897); Vishal Merani 347 844 2273 RATINGS LIST SEACOR Holdings Inc. Corporate credit rating BB/Negative/-- New Rating $300 mil convertible notes due 2027 BB Recovery rating 3 Complete ratings information is available to subscribers of RatingsDirect on the Global Credit Portal at www.globalcreditportal.com. All ratings affected by this rating action can be found on Standard & Poor's public Web site at www.standardandpoors.com. Use the Ratings search box located in the left column.