HORNBECK OFFSHORE SERVICES, INC., AS ISSUER, EACH OF THE GUARANTORS PARTY HERETO, AS GUARANTORS AND WELLS FARGO BANK, NATIONAL ASSOCIATION, AS TRUSTEE 1.625% Convertible Senior Notes due 2026 INDENTURE Dated as of November 13, 2006Supplemental Indenture • November 13th, 2006 • Hornbeck Offshore Services Inc /La • Deep sea foreign transportation of freight • New York
INDENTURE dated as of November 13, 2006, 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”).
Hornbeck Offshore Services, Inc.Purchase Agreement • November 13th, 2006 • Hornbeck Offshore Services Inc /La • Deep sea foreign transportation of freight • New York
Hornbeck Offshore Services, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the initial purchasers listed on Schedule I hereto (the “Initial Purchasers”) for whom you are acting as representatives, $220,000,000 principal amount of its 1.625% Convertible Senior Notes due 2026 (the “Firm Securities”) to be issued pursuant to the provisions of an Indenture dated as of November 13, 2006 (the “Indenture”) between the Company, each of the subsidiaries of the Company that are parties to the Indenture (collectively, the “Guarantors”) and Wells Fargo Bank, National Association, as Trustee (the “Trustee”). The Company also proposes to issue and sell to the Initial Purchasers not more than an additional $30,000,000 principal amount of its 1.625% Convertible Senior Notes due 2026 (the “Additional Securities”, and together with the Firm Securities and the Guarantees (defined below), the “Securities”) if and to the extent that the Initial Purchasers shall have determined
Bear, Stearns & Co. Inc. 383 Madison Avenue New York, NY 10179 Tel (212) 272-2000 www.bearstearns.comHornbeck Offshore Services Inc /La • November 13th, 2006 • Deep sea foreign transportation of freight
The purpose of this letter agreement is to confirm the terms and conditions of the Transaction entered into between Bear, Stearns International Limited (“Dealer”) and Hornbeck Offshore Services, Inc. (“Counterparty”) on the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for this Transaction.
Hornbeck Offshore Services, Inc.Registration Rights Agreement • November 13th, 2006 • Hornbeck Offshore Services Inc /La • Deep sea foreign transportation of freight • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of November 13, 2006, by and among Hornbeck Offshore Services, Inc., a Delaware corporation (the “Issuer”), the guarantors named on the signature pages hereof (the “Guarantors”), and Jefferies & Company, Inc. and Bear, Stearns & Co. Inc. acting on behalf of the several parties (the “Initial Purchasers”) named in Schedule I to that certain Purchase Agreement, dated as of November 7, 2006 (the “Purchase Agreement”) among the Issuer, the Guarantors and you, as the Initial Purchasers.
Bear, Stearns & Co. Inc. 383 Madison Avenue New York, NY 10179 Tel (212) 272-2000 www.bearstearns.com November 7, 2006Hornbeck Offshore Services Inc /La • November 13th, 2006 • Deep sea foreign transportation of freight • New York
The purpose of this letter agreement is to confirm the terms and conditions of the Warrants issued by Hornbeck Offshore Services, Inc. (“Company”) to Bear, Stearns International Limited (“Dealer”) on the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for this Transaction.
