UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT: February 7, 2005
(Date of earliest event reported)
Hornbeck Offshore Services, Inc.
(Exact Name of Registrant as Specified in Its Charter)
| Delaware | 001-32108 | 72-1375844 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) | (I.R.S. Employer Identification Number) |
| 103 Northpark Boulevard, Suite 300 Covington, LA |
70433 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(985) 727-2000
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01 – Other Events
On February 7, 2005, Hornbeck Offshore Services, Inc. announced the commencement of its offer to exchange any and all of the $225,000,000 aggregate principal amount of its outstanding 6.125% Series A Senior Notes due 2014, which were sold in accordance with Rule 144A or Regulation S of the Securities Act of 1933 (“Act”), for an equal aggregate principal amount of its 6.125% Series B Senior Notes due 2014 (“New Notes”). The issuance of the New Notes has been registered under the Act.
A copy of the press releases with this announcement is attached as Exhibit 99.1.
Item 9.01 – Financial Statements and Exhibits
| (c) | Exhibit. |
| 99.1 | Press Release, dated February 7, 2005 |
2
EXHIBIT INDEX
| Exhibit No. |
Description | |
| 99.1 | Press Release dated February 7, 2005 |
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: February 8, 2005 | By: | /s/ James O. Harp, Jr. | ||
| James O. Harp, Jr. | ||||
| Vice President and Chief Financial Officer | ||||
4
Exhibit 99.1
Hornbeck Offshore to Commence Exchange Offer of 6.125% Senior Notes Due 2014
[ PR Newswire · 2005-02-07 ]
NEW ORLEANS, Feb. 7 /PRNewswire-FirstCall/ — Hornbeck Offshore Services, Inc. (NYSE: HOS) announced today the commencement of its offer to exchange any and all of the $225,000,000 aggregate principal amount of its outstanding 6.125% Series A Senior Notes due 2014 (CUSIPs 440543 AA 4 and U44070 AA 5) (collectively, the “Old Notes”), which were sold in accordance with Rule 144A or Regulation S of the Securities Act of 1933 (the “Act”) for an equal aggregate principal amount of its 6.125% Series B Senior Notes due 2014 (CUSIP 440543 AB 2) (the “New Notes”). The issuance of the New Notes has been registered under the Act.
Hornbeck Offshore will accept for exchange any and all original notes validly tendered and not validly withdrawn before the expiration time of 5:00 p.m., New York City time on March 7, 2005 (the “Expiration Time”), unless extended. Original notes validly tendered may be withdrawn at any time before the Expiration Time only in accordance with the withdrawal rights set forth in the exchange offer prospectus under the caption “Exchange Offer - Withdrawal of Tenders.”
Copies of the exchange offer prospectus and related transmittal materials governing the exchange offer may be obtained from the exchange agent, Wells Fargo Bank, National Association Wells Fargo Bank, N.A., Corporate Trust Operations, MAC N9303-121, 6th & Marquette Avenue, Minneapolis, Minnesota 55479 or by calling 1-800-344-5128.
This release is not an offer to sell or a solicitation of an offer to purchase the New Notes or an offer to purchase or solicitation of an offer to sell the Old Notes.
Hornbeck Offshore Services, Inc. is a leading provider of technologically advanced, new generation offshore supply vessels in the U.S. Gulf of Mexico and select international markets, and is a leading transporter of petroleum products through its fleet of ocean-going tugs and tank barges, primarily 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.
| Contacts: | Jim Harp, CFO | |
| Hornbeck Offshore Services | ||
| 985-727-6802 | ||
| Ken Dennard, Managing Partner | ||
| Lisa Elliott, Vice President | ||
| DRG&E / 713-529-6600 | ||
SOURCE Hornbeck Offshore Services, Inc.