HORNBECK OFFSHORE SERVICES, INC., AS ISSUER, EACH OF THE GUARANTORS PARTY HERETO, AS GUARANTORS AND WELLS FARGO BANK, NATIONAL ASSOCIATION, AS TRUSTEE 1.500% Convertible Senior Notes due 2019 INDENTURE Dated as of August 13, 2012Indenture • August 13th, 2012 • Hornbeck Offshore Services Inc /La • Water transportation • New York
INDENTURE dated as of August 13, 2012, among HORNBECK OFFSHORE SERVICES, INC., a Delaware corporation (the “Company”), the Guarantors (as defined below) and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee (the “Trustee”).
JPMorgan Chase Bank, National Association London Branch P.O. Box 161 60 Victoria Embankment London EC4Y 0JP EnglandBase Call Option Transaction • August 13th, 2012 • Hornbeck Offshore Services Inc /La • Water transportation • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Transaction entered into between JPMorgan Chase Bank, National Association, London Branch (“Dealer”), and Hornbeck Offshore Services, Inc. (“Counterparty”) on the Trade Date specified below (the “Transaction”). This Confirmation constitutes a “Confirmation” as referred to in the Agreement specified below.
Wells Fargo Securities, LLC as agent of Wells Fargo Bank, NA 375 Park Avenue New York, NY 10152 Facsimile: (212) 214-5913 Telephone: (212) 214-6101Additional Warrants Confirmation • August 13th, 2012 • Hornbeck Offshore Services Inc /La • Water transportation • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Transaction entered into between Wells Fargo Bank, National Association (“Dealer”), through its agent Wells Fargo Securities, LLC (the “Agent”), and Hornbeck Offshore Services, Inc. (“Company”) on the Trade Date specified below (the “Transaction”). This Confirmation constitutes a “Confirmation” as referred to in the Agreement specified below.
Wells Fargo Securities, LLC as agent of Wells Fargo Bank, NA New York, NY 10152 Facsimile: (212) 214-5913 Telephone: (212) 214-6101Additional Call Option Transaction • August 13th, 2012 • Hornbeck Offshore Services Inc /La • Water transportation
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Transaction entered into between Wells Fargo Bank, National Association (“Dealer”), through its agent Wells Fargo Securities, LLC (the “Agent”), and Hornbeck Offshore Services, Inc. (“Counterparty”) on the Trade Date specified below (the “Transaction”). This Confirmation constitutes a “Confirmation” as referred to in the Agreement specified below.
JPMorgan Chase Bank, National Association London Branch P.O. Box 161 60 Victoria Embankment London EC4Y 0JP EnglandBase Warrants • August 13th, 2012 • Hornbeck Offshore Services Inc /La • Water transportation • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Transaction entered into between JPMorgan Chase Bank, National Association, London Branch (“Dealer”) and Hornbeck Offshore Services, Inc. (“Company”) on the Trade Date specified below (the “Transaction”). This Confirmation constitutes a “Confirmation” as referred to in the Agreement specified below.
Wells Fargo Securities, LLC as agent of Wells Fargo Bank, NA 375 Park Avenue New York, NY 10152 Facsimile: (212) 214-5913 Telephone: (212) 214-6101Base Warrants Confirmation • August 13th, 2012 • Hornbeck Offshore Services Inc /La • Water transportation • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Transaction entered into between Wells Fargo Bank, National Association (“Dealer”), through its agent Wells Fargo Securities, LLC (the “Agent”), and Hornbeck Offshore Services, Inc. (“Company”) on the Trade Date specified below (the “Transaction”). This Confirmation constitutes a “Confirmation” as referred to in the Agreement specified below.
HORNBECK OFFSHORE SERVICES, INC.Purchase Agreement • August 13th, 2012 • Hornbeck Offshore Services Inc /La • Water transportation • New York
Hornbeck Offshore Services, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several initial purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representatives (the “Representatives”), $260,000,000 principal amount of its 1.500% Convertible Senior Notes due 2019 (the “Firm Securities”). The Company also proposes to issue and sell to the Initial Purchasers, not more than an additional $40,000,000 of its 1.500% Convertible Senior Notes due 2019 (the “Additional Securities”) if and to the extent that the Initial Purchasers shall have determined to exercise the right to purchase such additional 1.500% Convertible Senior Notes due 2019 granted to the Initial Purchasers in Section 1(b) hereof. The Firm Securities, the Additional Securities and the Guarantees (defined below) are hereinafter collectively referred to as the “Securities.” The Securities will be convertible into cash, shares of the Company’s common stock, p
