SEC Filings

8-K
HORNBECK OFFSHORE SERVICES INC /LA filed this Form 8-K on 08/07/2003
Entire Document
 
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                       ASSET PURCHASE AND OPTION AGREEMENT


         THIS ASSET PURCHASE AND OPTION AGREEMENT, dated as of June 20, 2003
(together with the exhibits and schedules attached hereto, the "Agreement") is
by and among HOS-IV, LLC, a Delaware limited liability company (the "Buyer"),
Candy Marine Investment Corporation, a Louisiana corporation (the "Seller"), and
Kenneth I. Nelkin, the holder of all of the outstanding shares of capital stock
of Seller ("Stockholder"), and Candy Fleet Corporation, a Louisiana corporation
("Manager").

                                  WITNESSETH:

         WHEREAS, Hornbeck Offshore Services, LLC, a Delaware limited liability
company ("Company"), Buyer, Seller, Manager and Stockholder have executed an
Asset Purchase Agreement of even date herewith ("Purchase Agreement") to
purchase five (5) vessels and the assets and businesses ("Five Vessel
Businesses") relating to such vessels (such vessels, assets and businesses
collectively referred to as the "Five Vessel Assets and Related Businesses");

         WHEREAS, at the time of the execution of the Purchase Agreement and
this Agreement in order to accommodate Seller's timetable, the cash balances,
cash from operations, credit under existing lines of credit and immediate
sources of equity financing available to Buyer and its parent company were
sufficient to fund only the purchase of the Five Vessel Assets and Related
Businesses;

         WHEREAS, Buyer intends, subject to obtaining appropriate funding and
satisfaction of the other conditions set forth herein, to purchase a sixth
vessel from Seller and the business and assets relating to such vessel;

         WHEREAS, in connection with Buyer's desire to purchase the above
referenced sixth vessel and related assets and business and to receive options
to purchase certain vessels from Seller, Company, Seller, Manager and
Stockholder have executed and delivered a letter of intent (the "Letter") dated
April 25, 2003, pursuant to which such parties intend that Buyer purchase the
Business and certain Assets of Seller (as such terms are herein defined), as
more specifically set forth in Section 1.1 below, and Buyer receives the grant
of options to purchase the Optioned-Vessels Businesses (as herein defined), as
more specifically described below;

         WHEREAS, the Letter contemplates the negotiation and execution of a
legally binding, written "Definitive Agreement" setting forth the terms and
conditions of the sale and the grant of the vessel options described in the
Letter;

         WHEREAS, Company, Buyer, Seller, Manager and Stockholder intend that
this Agreement constitute the Definitive Agreement;

         WHEREAS, Seller and Stockholder desire that Seller sell to Buyer, and
Buyer desires to purchase from Seller, the Business and Assets of Seller for the
purchase price, upon and subject to the terms and conditions set forth herein;