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: August 28, 2012
(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 August 28, 2012, the Company announced that, on Monday, August 27, 2012, it successfully completed its offer to exchange any and all of the $375,000,000 aggregate principal amount of its outstanding 5.875% Series A Senior Notes due 2020 (CUSIPs 440543 AJ 5 and U44070 AD 9), which were issued in a private placement and sold in accordance with Rule 144A or Regulation S under the Securities Act of 1933, or the Act, for an equal aggregate principal amount of its 5.875% Series B Senior Notes due 2020 (CUSIP 440543 AL 0). The issuance of the Series B Senior Notes was registered under the Act.
A copy of the press release is attached.
Item 9.01 – Financial Statements and Exhibits
| (d) | Exhibits |
| 99.1 | Press Release, dated August 28, 2012. |
2
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: August 28, 2012 | By: | /s/ James O. Harp, Jr. | ||
| James O. Harp, Jr. Executive Vice President and Chief Financial Officer | ||||
EXHIBIT INDEX
| Exhibit No. |
Exhibit Description | |
| 99.1 | Press Release, dated August 28, 2012. | |
Exhibit 99.1
| NEWS RELEASE 12-018 |
Contacts: | Todd Hornbeck, CEO Jim Harp, CFO Hornbeck Offshore Services 985-727-6802 | ||
| For Immediate Release | Ken Dennard, Managing Partner DRG&L / 713-529-6600 | |||
HORNBECK OFFSHORE COMPLETES EXCHANGE OFFER
FOR $375,000,000 OF 5.875% SENIOR NOTES DUE 2020
August 28, 2012 — Covington, Louisiana — Hornbeck Offshore Services, Inc. (NYSE: HOS) announced today that it has successfully completed its offer to exchange $375,000,000 aggregate principal amount of its outstanding 5.875% Series A Senior Notes due 2020 (CUSIPs 440543 AJ 5 and U44070 AD 9) (collectively, the “Old Notes”), which were issued in a private placement and sold in accordance with Rule 144A or Regulation S under the Securities Act of 1933 (the “Act”), for an equal aggregate principal amount of its 5.875% Series B Senior Notes due 2017 (CUSIP 440543 AL 0) (the “New Notes”). The issuance of the New Notes was registered under the Act.
At the scheduled expiration time of 5:00 p.m., New York City time on August 27, 2012, $375,000,000 of aggregate principal amount, or 100%, of the Old Notes were tendered and accepted for exchange for New Notes by Hornbeck Offshore.
The form and terms of the New Notes are substantially the same as the form and terms of the Old Notes issued in March 2012. The primary difference is that the issuance of the New Notes has been registered under the Act and, therefore, the New Notes will be freely tradable by persons who are not affiliated with Hornbeck Offshore and will not contain terms relating to registration rights. The New Notes evidence the same debt as the Old Notes they replace and are issued under and entitled to the benefits of the indenture that governs the Old Notes.
The exchange agent for the exchange offer was Wells Fargo Bank, N.A., Corporate Trust Operations, MAC N9303-121, Sixth & Marquette Avenue, Minneapolis, Minnesota 55479, 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.
| 103 Northpark Boulevard, Suite 300 | Phone: (985) 727-2000 | |
| Covington, Louisiana 70433 | Fax: (985) 727-2006 |
Hornbeck Offshore Services, Inc. is a leading provider of technologically advanced, new generation offshore supply vessels primarily in the U.S. Gulf of Mexico and Latin America, and is a leading short-haul transporter of petroleum products through its coastwise fleet of ocean-going tugs and tank barges primarily in the northeastern U.S. and the U.S. Gulf of Mexico. Hornbeck Offshore currently owns a fleet of 80 vessels primarily serving the energy industry.
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