SEC Filings

8-K
HORNBECK OFFSHORE SERVICES INC /LA filed this Form 8-K on 08/07/2003
Entire Document
 
<PAGE>

included in the definition of "Asset" that are set forth in Schedule 1.1(b)
shall not be purchased by Buyer and are referred to herein as the "Excluded
Assets." If, upon the execution of this Agreement, the Manager is a party to any
contract constituting an Asset or Manager owns or possesses any assets or
property constituting any of the Assets, Manager shall properly assign its
rights under such contract or convey title to and deliver possession of such
assets or properties, as applicable, to Seller immediately prior to the Closing.
For purposes hereof, "Permitted Liens" shall mean the charter agreements listed
in Schedule 1.1(c), copies of which have been provided to Buyer, which list
shall be updated as of the Closing Time to account for charter agreements
entered into through the Closing Time; provided, however, that any such
additional charter agreements shall contain terms substantially similar to and
not significantly more burdensome than the terms contained in the charter
agreements listed in Schedule 1.1(c) on the execution date hereof, are
commercially reasonable and are entered into consistent with past practice,
unless otherwise approved in advance and in writing by Buyer.

         1.2 PURCHASE PRICE. In exchange for the Business and the Assets, Buyer
shall pay to Seller the aggregate purchase price (the "Purchase Price") of NINE
MILLION AND NO/100 DOLLARS ($9,000,000.00), payable as set forth in Section 1.3
below.

         1.3 CLOSING.

         (a) Subject to the terms and conditions hereof, the consummation of the
sale and purchase of the Business and the Assets provided for herein (the
"Closing") shall take place as soon as practicable after consummation of the
Predicate Transaction (as defined herein) and the transactions contemplated in
the Purchase Agreement but in any event by no later than July 31, 2003, unless
such date is extended at the sole discretion of Buyer (the date of the Closing
being referred to herein as the "Closing Date") at the business offices of Buyer
in Mandeville, Louisiana, or at such other place or on such other date upon
which Buyer and Seller may mutually agree in writing, and such Closing shall for
purposes of this Agreement be deemed effective as of 12:01 a.m. on the Closing
Date (the "Closing Time"), except that risk of loss for a Vessel shall be
determined as set forth in Section 13.7. At the option of the parties to this
Agreement, executed documents to be delivered at the Closing may be delivered to
the place of Closing by facsimile transmission on the Closing Date, with
original executed documents to be delivered to the place of Closing on the next
business day after the Closing Date. The Buyer, Seller, Manager and Stockholder
shall further deliver such other documents, certificates and opinions required
to be delivered by such party pursuant to Articles 7 and 8 hereof, and shall
provide proof or indication of the satisfaction or waiver of each of the
conditions set forth in Articles 7 and 8 hereof to the extent such party is
required to satisfy or obtain a waiver of such condition.

         (b) At the Closing, Buyer shall pay an aggregate amount equal to the
Purchase Price as follows:

                  (i) to Seller by wire transfer the amount of NINE MILLION AND
         NO/100 DOLLARS ($9,000,000.00) in immediately available federal funds
         to one or more accounts specified by Seller in a notice of wire
         instructions provided to Buyer within a reasonable time before the
         Closing Date; and



                                       3