Hornbeck Offshore offers $450M senior-notes exchange

Hornbeck Offshore Services Inc.

Hornbeck Offshore Services Inc. (NYSE: HOS) is offering to exchange any and all of the $450 million aggregate principal amount of its outstanding 5.000% Series A Senior Notes due 2021 (CUSIPs 440543 AP 1 and U44070 AE 7) (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 5.000% Series B Senior Notes due 2021 (CUSIP 440543 AQ 9) (the "New Notes"). The issuance of the New Notes has been registered under the Act.

The form and terms of the New Notes are substantially the same as the form and terms of the Old Notes issued in March 2013. 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.

Hornbeck Offshore will accept for exchange any and all original notes validly tendered in principal amounts equal to the minimum denomination of $2,000 and integral multiples of $1,000 in excess thereof and not validly withdrawn before the expiration time of 5 p.m., New York City time on September 24, unless extended.

Hornbeck Offshore Services Inc. supplies offshore supply vessels primarily in the US Gulf of Mexico and Latin America. Hornbeck Offshore currently owns a fleet of 58 vessels primarily serving the energy industry and has 23 additional high-spec Upstream vessels under construction for delivery on various dates through 2016.

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