SEC Filings

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

         4.7 TAXES. From the date of this Agreement to and including the Closing
Date, Seller and Stockholder shall (and Stockholder shall cause Seller to)
continue to timely file all Tax Returns with the appropriate governmental
agencies in all jurisdictions in which such returns and reports are required to
be filed, and insure that all Taxes have been properly accrued or paid when due.

         4.8 REQUIRED FINANCIAL STATEMENTS. Immediately after the closing of the
transactions contemplated in the Purchase Agreement, Seller, Manager and
Stockholder shall cooperate with HOSI, Buyer and HOSI's independent public
accountant as and when requested by HOSI from time to time. Such cooperation
shall include, without limitation, providing comfort that the necessary
information to complete an audit will be available from Seller, Manager and All
the Vessel Owning Companies and providing appropriate responses, requested
information and representation letters to the auditors and otherwise
facilitating the ability of the auditors to issue their audit opinion without
qualification in connection with the preparation of such audited balance sheets,
income statements and statements of cash flows with respect to All the Vessel
Owning Companies, all to the extent necessary to provide the above audited
financial statements with respect to the Business and the Five Vessel
Businesses, for the years ended December 31, 2001 and 2002, and of unaudited
financial statements for any quarters and other interim periods during the
fiscal periods ending December 31 2002 and in 2003, as may be determined and
requested by HOSI, upon the advice of its counsel and the independent public
accountant, to be (a) useful in the business of HOSI or its affiliates; (b)
necessary to assist HOSI and its affiliates in complying with certain covenants
contained in HOSI's indenture agreement or (c) required by the rules and
regulations of the Securities and Exchange Commission in connection with filings
that may be made or may be required to be made by HOSI under the Securities Act,
the Securities Exchange Act of 1934, as amended, and any related rules,
regulations or state statutes, rules or regulations. As soon as reasonably
practicable after the Closing Date, Seller shall deliver to Buyer copies of (i)
the unaudited interim balance sheets of All the Vessel Owning Companies as of
the Closing Date and (ii) the unaudited interim statements of income and cash
flows of All the Vessel Owning Companies for the period from April 1, 2003
through the Closing Date, if the closing occurs during June 2003, or if
occurring after the end of such month, through June 30, 2003 and for the period
from July 1, 2003 through the Closing Date, and with respect to each of the
Optioned-Vessel Owning Companies, the financial statements referenced in (i) and
(ii) above after the Closing Date until the earlier of (a) the expiration of all
the options set forth in Section 5.13 for the purchase of the Optioned-Vessels
or (b) the exercise of all the options to purchase the Optioned-Vessels. The
statements referenced in (i) and (ii) above shall only reflect the results of
operations for the relevant time period, in accordance with generally accepted
accounting principles. Manager and Seller expressly acknowledge and agree that
if HOSI's independent public accountant requests that Manager and/or Seller
provide financial data and supporting documentation in order to successfully
perform or facilitate its audit and review procedures applicable to the Business
and the Five Vessel Businesses and the Optioned-Vessel Businesses, for the
purpose of allowing the presentation of financial information on a combined
basis with respect to All the Vessel Owning Companies, the Business, Five Vessel
Businesses and the Optioned-Vessel Businesses, Manager and Seller shall
cooperate fully with such accountant and shall provide (and Stockholder shall
cause Manager and Seller to so cooperate and provide) such financial data and
supporting documentation to such accountant.