GUARANTY AND SECURITY AGREEMENT Dated as of June 28, 2019 HORNBECK OFFSHORE SERVICES, INC., as Borrower EACH OF THE OTHER OBLIGORS, and CIT NORTHBRIDGE CREDIT LLC, as AgentGuaranty and Security Agreement • July 5th, 2019 • Hornbeck Offshore Services Inc /La • Water transportation • New York
THIS GUARANTY AND SECURITY AGREEMENT (this “Agreement”) is dated as of June 28, 2019 and is made by Hornbeck Offshore Services, Inc., a Delaware corporation (the “Borrower”), and each of the signatories identified on the signature pages hereto as Guarantors (together with Borrower, the “Obligors” and each an “Obligor”), in favor of CIT Northbridge LLC, as collateral agent and administrative agent (in such capacity and together with its successors in such capacity, the “Agent”) for certain financial institutions (the “Lenders”) from time to time party to the Senior Credit Agreement dated as of even date herewith (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Borrower, the Lenders, and the Agent.
SUPPLEMENT NO. 2 TO THE FIRST LIEN GUARANTY AND COLLATERAL AGREEMENTFirst Lien Guaranty and Collateral Agreement • July 5th, 2019 • Hornbeck Offshore Services Inc /La • Water transportation • New York
This SUPPLEMENT NO. 2 TO THE FIRST LIEN GUARANTY AND COLLATERAL AGREEMENT (this “Supplement”) is dated as of June 28, 2019 and is entered into by and among Hornbeck Offshore Services, Inc., a Delaware corporation (“HOSI” or the “Parent Borrower”), Hornbeck Offshore Services, LLC, a Delaware limited liability company (the “Co-Borrower” and, together with the Parent Borrower, collectively, the “Borrowers” and each, a “Borrower”), each of the signatories hereto, other than the Collateral Agent, as defined below (the Borrowers and each of the signatories hereto (other than the Collateral Agent), together with any other Restricted Subsidiary of the Parent Borrower that becomes a party hereto from time to time after the date hereof pursuant to an Assumption Agreement or otherwise, the “Obligors”) and Wilmington Trust, National Association, as collateral agent (in such capacity, together with its successors in such capacity, the “Collateral Agent”). Unless otherwise defined herein, terms defi
SENIOR CREDIT AGREEMENT Dated as of June 28, 2019 HORNBECK OFFSHORE SERVICES, INC., as Borrower EACH OF THE OTHER OBLIGORS, CERTAIN FINANCIAL INSTITUTIONS, as Tranche A Lenders CERTAIN FINANCIAL INSTITUTIONS, as Tranche B Lenders CIT NORTHBRIDGE...Senior Credit Agreement • July 5th, 2019 • Hornbeck Offshore Services Inc /La • Water transportation • New York
THIS SENIOR CREDIT AGREEMENT (this “Agreement”) is dated as of June 28, 2019, among HORNBECK OFFSHORE SERVICES, INC. (“Borrower”), the other Persons from time to time party to this Agreement as Guarantors, the financial institutions party to this Agreement from time to time as Lenders, and CIT NORTHBRIDGE CREDIT LLC, a Delaware limited liability company (“CNC”), as collateral agent and administrative agent for the Lenders (in such capacity, “Agent”).
ContractResignation, Appointment and Acceptance • July 5th, 2019 • Hornbeck Offshore Services Inc /La • Water transportation • New York
THIS INSTRUMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE, dated as of May 8, 2019 (this “Instrument”), is by and among HORNBECK OFFSHORE SERVICES, INC., a Delaware corporation (the “Company”), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association duly organized and existing under the laws of the United States of America and having a corporate trust office at 150 East 42nd Street, 40th Floor, New York, New York 10017, as resigning Trustee (the “Resigning Trustee”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association duly organized and existing under the laws of the United States of America and having a corporate trust office at 50 South Sixth Street, Suite 1290, Minneapolis, Minnesota 55402, as successor Trustee (the “Successor Trustee”).
ABL/TERM INTERCREDITOR AGREEMENT Dated as of June 28, 2019 among CIT NORTHBRIDGE CREDIT LLC, as ABL Collateral Agent and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Initial Senior Term Collateral Agent and WILMINGTON TRUST, NATIONAL ASSOCIATION, as...Abl/Term Intercreditor Agreement • July 5th, 2019 • Hornbeck Offshore Services Inc /La • Water transportation • New York
This ABL/TERM INTERCREDITOR AGREEMENT (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), is dated as of June 28, 2019, and entered into by and among CIT NORTHBRIDGE CREDIT LLC (“CIT”), as collateral agent for the holders of the ABL Obligations (as defined below) (in such capacity and together with its successors and assigns from time to time, the “ABL Collateral Agent”), WILMINGTON TRUST, NATIONAL ASSOCIATION (“Wilmington”), as collateral agent for the holders of the initial Senior Term Obligations (as defined below) (in such capacity and together with its successors and assigns from time to time, the “Initial Senior Term Collateral Agent”), Wilmington, as collateral agent for the holders of the initial Junior Lien Term Obligations (as defined below) (in such capacity and together with its successors and assigns from time to time, the “Initial Junior Term Collateral Agent”) and acknowledged and agreed to by HORNBECK OFF
AMENDMENT NO. 2 TO FIRST LIEN TERM LOAN AGREEMENTFirst Lien Term Loan Agreement • July 5th, 2019 • Hornbeck Offshore Services Inc /La • Water transportation • New York
AMENDMENT NO. 2 (this “Amendment”) dated as of June 28, 2019 (the “Amendment Effective Date”) to the First Lien Term Loan Agreement dated as of June 15, 2017 (as amended, supplemented or otherwise modified prior to the date hereof (including pursuant to Amendment No. 1 to First Lien Term Loan Agreement, dated as of March, 27, 2018, Increase Joinder No. 1A, dated as of March 1, 2019, Increase Joinder No. 1B, dated as of March 1, 2019, and Increase Joinder No. 1C, dated as of March 1, 2019), the “Loan Agreement”), among HORNBECK OFFSHORE SERVICES, INC. (the “Parent Borrower”), HORNBECK OFFSHORE SERVICES, LLC (the “Co-Borrower” and, together with the Parent Borrower, collectively, the “Borrowers”), each lender from time to time party thereto (collectively, the “Lenders”) and WILMINGTON TRUST, NATIONAL ASSOCIATION, as administrative agent (in such capacity, the “Administrative Agent”) and collateral agent (in such capacity, the “Collateral Agent”).
