================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT: JUNE 24, 2002 (Date of earliest event reported) HORNBECK OFFSHORE SERVICES, INC. (Exact Name of Registrant as Specified in Its Charter) DELAWARE 333-69286 72-1375844 (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) File Number) Identification Number) 414 NORTH CAUSEWAY BLVD MANDEVILLE, LA 70448 (Address of Principal (Zip Code) Executive Offices) (985) 727-2000 (Registrant's Telephone Number, Including Area Code) HORNBECK-LEEVAC MARINE SERVICES, INC. (Former Name of Registrant) ================================================================================
ITEM 4 - CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT Effective June 24, 2002, Hornbeck Offshore Services, Inc. (the "Company") dismissed Arthur Andersen LLP ("Andersen") as the Company's independent public accountants and auditors and engaged Ernst & Young LLP ("Ernst & Young") as its new independent public accountants and auditors. The decision to change the Company's independent public accountants and auditors was approved by the Company's Board of Directors upon the recommendation of the Company's Audit Committee. The Company's stockholders gave the Board of Directors the authority to change independent public accountants and auditors at the Company's annual meeting of stockholders held on May 28, 2002. Andersen's reports on the Company's consolidated financial statements for the years ended December 31, 2001 and 2000, respectively, did not contain an adverse opinion or disclaimer of opinion, nor were such reports qualified or modified as to uncertainty, audit scope, or accounting principles. During the two years ended December 31, 2001 and the subsequent interim period preceding the decision to change independent public accountants and auditors, there were no disagreements with Andersen on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement(s), if not resolved to the satisfaction of Andersen, would have caused it to make a reference to the subject matter of the disagreement(s) in connection with its reports covering such periods. During the two years ended December 31, 2001 and the subsequent interim period preceding the decision to change independent public accountants and auditors, there were no "reportable events" (hereinafter defined) requiring disclosure pursuant to Item 304(a)(1)(v) of Regulation S-K. As used herein, the term "reportable event" means any of the items listed in paragraphs (a)(1)(v)(A)-(D) of Item 304 of Regulation S-K. The Company has provided Andersen with a copy of the foregoing statements and Andersen has furnished the Company a letter addressed to the Securities and Exchange Commission stating that it has found no basis for disagreement with such statements. A copy of such letter is filed as Exhibit 16 to this Form 8-K. During the two years ended December 31, 2001 and the subsequent interim period preceding the decision to change independent public accountants and auditors, neither the Company nor anyone on its behalf consulted Ernst & Young regarding either the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's consolidated financial statements, nor has Ernst & Young provided to the Company a written report or oral advice regarding such principles or audit opinion. 2
ITEM 7 - FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits: EXHIBIT NUMBER DESCRIPTION ------ ----------- 16 Letter from Arthur Andersen LLP pursuant to Item 304(a)(3) of Regulation S-K. 99 Press Release dated June 26, 2002. 3
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 thereunto duly authorized. HORNBECK OFFSHORE SERVICES, INC. Date: June 26, 2002 By: /s/ JAMES O. HARP, JR. ------------------------------------- James O. Harp, Jr. Vice President and Chief Financial Officer 4
EXHIBIT NUMBER DESCRIPTION ------ ----------- 16 Letter from Arthur Andersen LLP pursuant to Item 304(a)(3) of Regulation S-K. 99 Press Release dated June 26, 2002.
EXHIBIT 16 Office of the Chief Accountant SECPS Letter File Securities and Exchange Commission Mail Stop 11-3 450 Fifth Street, N.W. Washington, DC 20549 June 25, 2002 R: Hornbeck Offshore Services, Inc. Dear Sir/Madam: The representations made in this letter are based solely on discussions with and representations from the engagement partner on the audits of the financial statements of this registrant for the two most recent fiscal years. That individual is no longer with Arthur Andersen LLP. We have read Item 4 in the Form 8-K dated June 24, 2002 of Hornbeck Offshore Services, Inc. to be filed with the Securities and Exchange Commission and have found no basis for disagreement with the statements contained therein. Very truly yours, /s/ ARTHUR ANDERSEN LLP Copy to: Mr. James O. Harp Vice President and Chief Financial Officer Hornbeck Offshore Services, Inc. 414 North Causeway Mandeville, Louisiana 70441
EXHIBIT 99 [LOGO] HORNBECK OFFSHORE SERVICES, INC. Service with Energy ---NEWS RELEASE--- TO: BUSINESS WIRE, DAILY PAPERS, TRADE PRESS, FOR: IMMEDIATE RELEASE FINANCIAL AND SECURITIES ANALYSTS CONTACTS: TODD HORNBECK, CEO (985) 727-2000, EXT. 206 JIM HARP, CFO (985) 727-2000, EXT. 203 HORNBECK CHANGES AUDITORS NEW ORLEANS, LOUISIANA - (BUSINESS WIRE) -- JUNE 26, 2002. Hornbeck Offshore Services, Inc. announced today that it has dismissed Arthur Andersen LLP ("Andersen") as the Company's independent public accountants and auditors and engaged Ernst & Young LLP as its new independent public accountants and auditors effective June 24, 2002. The decision to change the Company's independent public accountants and auditors was approved by the Company's Board of Directors upon the recommendation of the Audit Committee. The Company's stockholders gave the Board of Directors the authority to change independent public accountants and auditors at the Company's annual meeting of stockholders held on May 28, 2002. Andersen had served as the Company's independent public accountants and auditors since 1997. The Company's decision to change independent public accountants and auditors was not the result of any disagreement between the Company and Andersen on any matter of accounting principles or practices, financial statement disclosures or auditing scope or procedure. The Company appreciates the services provided by Andersen during its tenure as the Company's independent public accountants and auditors. Hornbeck Offshore Services, Inc. is a leading provider of marine transportation services through the operation of newly constructed deepwater offshore supply vessels in the Gulf of Mexico and ocean-going tugs and tank barges in the northeastern U.S. and in Puerto Rico. FORWARD-LOOKING STATEMENTS This news release contains forward-looking statements, including, in particular, statements about Hornbeck Offshore's plans and intentions. These have been based on the Company's current assumptions, expectations and projections about future events. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, the Company can give no assurance that the expectations will prove to be correct. #### 02-008 ================================================================================ 414 North Causeway Boulevard Phone: (985) 727-2000 Mandeville, Louisiana 70448 Fax: (985) 727-2006