COVINGTON, La., May 13, 2020 /PRNewswire/ -- Hornbeck Offshore Services, Inc. (OTCQB:HOSS) (the "Company") announced today that it has launched a solicitation of votes from its lenders and unsecured noteholders in support of a prepackaged chapter 11 plan of reorganization (the "Plan").  As previously announced, pursuant to a restructuring support agreement, the Company has the support of secured lenders holding approximately 83% of the Company's aggregate secured indebtedness and unsecured noteholders holding approximately 79% of the Company's aggregate unsecured notes outstanding for the Plan.  The Company intends to commence a voluntary prepackaged chapter 11 filing in the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the "Court") within the coming days, and to seek a hearing on June 19, 2020 for confirmation of the Plan following the conclusion of the solicitation period.  

As previously reported, the Company will have access to a $75 million debtor-in-possession term loan facility provided by existing creditors and permitted use of existing cash on hand and cash generated from operations to support the business during the financial restructuring process, which will enable the Company to operate in the ordinary course of business without disruption to its customers, vendors and workforce.  The Plan provides for payment in full of all vendors and employees.

The Plan and related disclosure statement are available at http://cases.stretto.com/Hornbeck.  Upon the chapter 11 filing, more information about the Company's restructuring, including access to Court documents, will be available at http://cases.stretto.com/hornbeck. For further information regarding the restructuring, please contact the Company's solicitation agent, Stretto, at 1-(855)-258-1004 (toll-free domestic), or email them at teamhornbeck@stretto.com.

Kirkland & Ellis LLP, Winstead PC and Jackson Walker LLP are serving as legal counsel to the Company, Guggenheim Securities, LLC is acting as financial advisor, Portage Point Partners, LLC is serving as restructuring advisor and Stretto is serving as claims and noticing agent.

Hornbeck Offshore Services, Inc. is a leading provider of technologically advanced, new generation offshore service vessels primarily in the Gulf of Mexico and Latin America.

Forward-Looking Statements

In accordance with the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995, the Company cautions that statements in this communication which are forward-looking, and provide other than historical information, involve risks, contingencies and uncertainties. These forward-looking statements include, among other things, statements about improving the Company's capital structure, the Company's ability to effect its restructuring Plan as expected, or at all, and strengthening of the Company's balance sheet.  Although we believe that the expectations reflected in those forward-looking statements are reasonable, we can give no assurance that those expectations will prove to have been correct. Those statements are made by using various underlying assumptions and are subject to numerous risks, contingencies and uncertainties, including, among others: negotiations with third parties; regulatory and other approvals; adverse changes in the markets in which the Company operates or credit or capital markets; and actions by lenders, other creditors, customers and other business counterparties of the Company. If one or more of these risks materialize, or if underlying assumptions prove incorrect, actual results may vary materially from those expected. You should not place undue reliance on forward-looking statements. For a more complete discussion of these and other risk factors, please see each of the Company's annual and quarterly filings with the U.S. Securities and Exchange Commission, including the Company's annual report on Form 10-K for the year ended December 31, 2018 and subsequent quarterly reports on Form 10-Q. This communication reflects the views of the Company's management as of the date hereof. Except to the extent required by applicable law, the Company undertakes no obligation to update or revise any forward-looking statement.

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SOURCE Hornbeck Offshore Services, Inc.

COVINGTON, La., April 14, 2020 /PRNewswire/ -- Hornbeck Offshore Services, Inc. (NYSE:HOS, OTCQB:HOSS) (the "Company") announced today that the Company and certain of its subsidiaries have entered into a restructuring support agreement (the "Restructuring Support Agreement") with secured lenders holding approximately 83% of the Company's aggregate secured indebtedness and unsecured noteholders holding approximately 79% of the Company's aggregate unsecured notes outstanding related to a balance sheet restructuring of the Company expected to be implemented through a voluntary pre-packaged Chapter 11 case in the United States Bankruptcy Court for the Southern District of Texas in the coming weeks with a targeted completion date prior to the end of the second quarter of 2020.

The Restructuring Support Agreement contemplates a $75 million debtor-in-possession term loan facility provided by existing creditors and permitted use of existing cash on hand and cash generated from operations to support the business during the financial restructuring process, which will enable the Company to operate in the ordinary course of business without disruption to its customers, vendors and workforce.  The Restructuring Support Agreement provides for payment in full of all vendors and employees.

In addition, pursuant to the reorganization contemplated by the Restructuring Support Agreement, the Company will achieve long term enterprise benefits including (i) a significant de-levering of its capital structure; (ii) post-emergence access to $100 million of new equity capital through a common stock rights offering, fully-backstopped by existing creditors and (iii) the ability to arrange additional post-emergence financings for certain purposes, including strategic initiatives. 

The parties to the Restructuring Support Agreement agreed to other customary terms and conditions including certain transfer restrictions, releases of all claims and interests that are treated in the plan of reorganization, and termination rights upon the occurrence of certain events, including the failure of the Company to achieve certain milestones, which milestones may be extended with the consent of the holders of a requisite amount of secured and unsecured indebtedness and the Company.

The Company expects the pre-packaged Chapter 11 reorganization to be completed very quickly with the support of its creditors.  Both prior to and subsequent to the expected Chapter 11 filing, the Company will have sufficient liquidity to continue operations, meet all operational payment obligations and support its business, and will continue to operate in the ordinary course of business without disruption to its customers, vendors and workforce. The Company remains focused on executing on its strategic priorities and is committed to maintaining safe, efficient and responsive operations during the reorganization with its vessels available and service delivery continuing as normal.

Commenting on the Company's plans, Todd M. Hornbeck, Chairman, President and CEO stated, "The COVID-19 pandemic and the recent drop in oil prices due to an acute global supply-demand imbalance have significantly impacted the industries we serve, making an already challenging environment for the Company even more difficult.  The shared objectives of the Company and our creditors are to meaningfully reduce the Company's financial leverage on a consensual basis and source new capital to position the Company for future growth.  I want to thank our secured lenders and unsecured noteholders for joining together with us on a game plan for an expedited court-supervised financial restructuring process.  This consensual approach to reorganization and recapitalization is in the best long-term interest of our Company, as it will enable us to take advantage of new opportunities while continuing to support our customers, retain our employees and pay our vendors."

As previously reported, on March 31, 2020, the Company entered into agreements pursuant to which requisite majorities of the Company's secured lenders and unsecured noteholders agreed to forbear from exercising certain of their rights and remedies with respect to certain defaults by the Company.  Pursuant to the Restructuring Support Agreement, these forbearances are extended contemporaneously to the relevant dates in the Restructuring Support Agreement.

Kirkland & Ellis LLP, Winstead PC and Jackson Walker LLP are serving as legal counsel to the Company, Guggenheim Securities, LLC is acting as financial advisor, Portage Point Partners, LLC is serving as restructuring advisor and Stretto is serving as claims and noticing agent.

Hornbeck Offshore Services, Inc. is a leading provider of technologically advanced, new generation offshore service vessels primarily in the Gulf of Mexico and Latin America.

Forward-Looking Statements

This news release contains forward-looking statements, including, in particular, statements about the Restructuring Support Agreement, the contemplated pre-packaged Chapter 11 reorganization, the offshore oilfield service vessel industry and ongoing discussions with the Company's stakeholders. These statements are based on the Company's current assumptions, expectations and projections about future events and are subject to a number of uncertainties, factors and risks, many of which are outside the control of the Company, which could cause results to differ materially from those expected by the Company's management. Such risks and uncertainties include, but are not limited to, the ability of the Company to negotiate, develop, confirm and consummate the transactions contemplated in the Restructuring Support Agreement; the effects of the Restructuring Support Agreement on the Company's liquidity or results of operations or business prospects; the effects of the Restructuring Support Agreement on the Company's business and the interests of various constituents; oil and natural gas prices and the overall level of offshore exploration and production activity, particularly in light of the continued uncertainties posed by the ongoing effect of the COVID-19 pandemic; and the factors set forth under the heading "Risk Factors" in the Company's filings with the U.S. Securities and Exchange Commission, including its most recently filed Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.  Readers should not place undue reliance on these forward-looking statements, which speak only as of the date of this news release.  Unless legally required, the Company undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.  Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, the Company can give no assurance that the expectations will prove to be correct.

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SOURCE Hornbeck Offshore Services, Inc.

COVINGTON, La., Feb. 14, 2020 /PRNewswire/ -- Hornbeck Offshore Services, Inc. (NYSE:HOS, OTCQB:HOSS) (the "Company") announced today that with the support of a super-majority of the holders of the Company's Existing Notes (defined below) and a majority of the Company's stockholders, it has commenced private offers to exchange (the "Exchange Offers") any and all of its outstanding 5.875% Senior Notes due 2020 (the "2020 Notes") and 5.000% Senior Notes due 2021 (the "2021 Notes" and, together with the 2020 Notes, the "Existing Notes") for a combination of its newly issued 10.000% Senior Notes due 2023 (the "2023 Senior Notes") and 5.500% Senior Notes due 2025 (the "2025 Senior Notes" and, together with the 2023 Senior Notes, the "New Notes") and a private offer to purchase (the "Cash Tender Offer" and, together with the Exchange Offers, the "Offers") for cash up to $66.7 million in aggregate principal amount (the "Tender Cap") of Existing Notes upon the terms and conditions set forth in a confidential Offering Memorandum and Consent Solicitation Statement dated February 14, 2020 (the "Offering Memorandum").

The Company has also entered into a Transaction Support Agreement, dated February 14, 2020 (the "Transaction Support Agreement") with holders (the "Supporting Holders") of approximately 80% of the $224.3 million aggregate principal amount of outstanding 2020 Notes and 89% of the $450.0 million aggregate principal amount of outstanding 2021 Notes.  Pursuant to the Transaction Support Agreement, the Supporting Holders have agreed to (i) validly tender their Existing Notes in the Exchange Offers, (ii) deliver their consents and agreed waiver and releases in connection with the consent solicitation (the "Consent Solicitations" and such consents, the "Consents") described below, (iii) not to withdraw or revoke any Existing Notes tendered and any Consents delivered in the Exchange Offers and the Consent Solicitations; and (iv) cooperate with and support the Company's efforts to consummate the Offers and Consent Solicitations.

In connection therewith, the Company has also received advance stockholder support agreements from approximately 52% of the holders of its outstanding common stock to vote in favor of certain proposals contained in a proxy solicitation required as a condition to the Exchange Offers.  The proposals will require approval of 66 2/3% of the Company's stockholders.

In addition to extending the Company's upcoming debt maturities, if the Exchange Offers are consummated, the Company will contribute certain vessels and related assets to one or more "unrestricted subsidiaries" that are not subject to most of the restrictions under the indentures governing the New Notes or the Company's existing credit facilities. The Company and certain Supporting Holders (the "Backstop Lenders") have entered into a Letter Agreement Regarding Proposed Backstop Financing, pursuant to which, subject to the terms and conditions thereof, the Backstop Lenders have agreed to pursue in good faith a financing described therein to a to-be-formed unrestricted subsidiary of the Company (the "Borrower") in the form of a senior secured loan (the "New Secured Loan") in a principal amount of not less than $200,000,000, the proceeds of the which are intended to fund the acquisition of certain assets. The Borrower is not required to draw on the New Secured Loan, and this structure will permit the Company to immediately seek separate financings through these unrestricted subsidiaries, increasing liquidity and providing flexibility for the Company to pursue acquisition opportunities.  As of the date hereof, there are no agreements or arrangements with respect to the acquisition of any specific assets.

The following table sets forth the consideration to be offered to Eligible Holders (defined below) of the Existing Notes in the Exchange Offers and the Cash Tender Offer:

Eligible Holders who tender Existing Notes in the Exchange Offers will be eligible to receive for each $1,000 principal amount of Existing Notes validly tendered, the consideration set forth in the tables above and cash in an amount equal to accrued and unpaid interest, if any, to, but not including, the Settlement Date (as defined herein) at or prior to February 28, 2020 (the "Early Tender Time") and after the Early Tender Time but at or prior to the Expiration Time.

Eligible Holders other than Supporting Holders are eligible to tender Existing Notes for cash and receive for each $1,000 principal amount of Existing Notes validly tendered (and not validly withdrawn) the consideration set forth in the table above and cash in an amount equal to accrued and unpaid interest, if any, to, but not including, the Settlement Date at or prior to the Early Tender Time (the "Early Tender Consideration") and after the Early Tender Time but at or prior to the Expiration Time (the "Late Tender Consideration"), subject to proration due to application of the Tender Cap. Additionally, Supporting Holders who acquire Existing Notes after the initial date of this Offering Memorandum (the "After Acquired Existing Notes"), are eligible to tender such After Acquired Existing Notes and receive the Early Tender Consideration or Late Tender Consideration, as applicable, subject to proration due to application of the Tender Cap.

If at the Early Tender Time, the aggregate principal amount of Existing Notes validly tendered in the Cash Tender Offer (and not validly withdrawn) exceeds the Tender Cap, subject to the terms and conditions set forth herein, (i) an aggregate principal amount of Existing Notes tendered at or prior to the Early Tender Time equal to the Tender Cap will be accepted for purchase on a pro rata basis and (ii) any Existing Notes validly tendered at or prior to the Early Tender Time and not accepted for purchase due to application of the Tender Cap, along with any Existing Notes Tendered after the Early Tender Time and at or prior to Expiration Time will be deemed to be tendered in the Exchange Offers as described above.

If at the Early Tender Time, the aggregate principal amount of Existing Notes validly tendered in the Cash Tender Offer (and not validly withdrawn) does not exceed the Tender Cap, subject to the terms and conditions set forth herein, (i) all Existing Notes tendered in the Cash Tender Offer at or prior to the Early Tender Time will be accepted for purchase, (ii) an aggregate principal amount of Existing Notes tendered after the Early Tender Time and at or prior to the Expiration Time equal to the amount remaining under the Tender Cap after the application of clause (i) will be accepted for purchase on a pro rata basis, and (iii) any Existing Notes not accepted for purchase due to application of the Tender Cap will be deemed to be tendered in the Exchange Offers as described above.

The Offers will expire at 11:59 p.m., New York City time, on March 23, 2020, unless extended (as it may be extended, the "Expiration Time"). Tenders of Existing Notes in the Offers may be validly withdrawn at any time prior to 5:00 p.m., New York City time, on February 28, 2020, unless extended, but will thereafter be irrevocable, even if the Company otherwise extends the Early Tender Time or extends the Offers beyond the Expiration Time, subject to limited exceptions or unless required by law. The Company currently expects the settlement date to be on or about March 25, 2020 (such date, the "Settlement Date").

In conjunction with the Offers, the Company commenced the Consent Solicitation through which it is soliciting Consents from Eligible Holders to (i) eliminate substantially all of the restrictive covenants and certain of the default provisions in the indenture, dated as of March 16, 2012 (the "2020 Notes Indenture"), among the Company, each of the Guarantors named therein, and Wilmington Trust, National Association, as trustee (the "Trustee") (as successor to Wells Fargo Bank, National Association), and the indenture, dated as of March 28, 2013 (the "2021 Notes Indenture" and, together with the 2020 Notes Indentures, the "Existing Notes Indentures"), among the Company, each of the subsidiary guarantors party thereto and the Trustee, (ii) acknowledge, agree and confirm that the exchange offer (the "2019 Exchange Offer") related to the Second Lien Term Loan, which was commenced on January 7, 2019 and settled on February 7, 2019, together with all related transactions, are and were permitted under the Existing Notes Indentures and (iii) constitute a waiver by all Eligible Holders of any Default (as such term is defined in the Existing Notes Indentures, whether alleged or otherwise, under the Existing Notes Indentures as a result of the 2019 Exchange Offer (collectively, the "Proposed Amendments"). Eligible Holders may not tender Existing Notes without delivering the related Consents, and Eligible Holders may not deliver Consents without tendering the related Existing Notes. Eligible Holders will not receive any additional consideration for their Consents. The Company must receive Consents by Eligible Holders representing a majority of the outstanding principal amount of the Existing Notes to adopt the Proposed Amendments.

For as long as any of the New Notes remain outstanding, upon the occurrence of certain events of default that have not, in certain cases, been permanently cured or permanently waived under the New Notes or any of the Company's existing or future debt instruments, at the election of holders of a majority of the outstanding principal amount of the New Notes voting as a single class (i) the Company will issue to the holders of the New Notes shares of the Company's preferred stock $0.00001 par value per share that on a post-issuance basis represents 98% of the economics of the Company and the right to vote 98% of the voting interests of the Company, and/or (ii) the New Notes will convert into shares of the Common Stock after giving effect to an amendment and restatement of the Company's Certificate of Incorporation, representing 98% post-issuance of the then outstanding shares of Common Stock.

The consummation of the Offers is conditioned upon (i) holders of at least 99% in principal amount of each of the 2020 Notes and the 2021 Notes tendering Existing Notes for New Notes or cash at or prior to the Expiration Time and (ii) approval by 66 2/3% of the Company's stockholders of (A) the issuance of the New Notes as well as the Company's common stock, issuable pursuant to the terms of the New Notes, the securities underlying the New Notes and certain warrants issuable in connection with or coincident with the Exchange Offers as required by the New York Stock Exchange and (B) an amendment to the Company's certificate of incorporation (the "Certificate of Incorporation") to amend certain provisions of the Certificate of Incorporation as set forth in the Offering Memorandum at a special meeting of stockholders of the Company in connection with the Offers. Subject to applicable law and agreements with certain of the Eligible Holders, the Offers and Consent Solicitations may be amended, extended or terminated.

The Offers are being made, and the New Notes are being offered and issued, only to holders of Existing Notes who are reasonably believed to be (a) "qualified institutional buyers" (as defined in Rule 144A under the Securities Act of 1933, as amended (the "Securities Act")), (b) "accredited investors" as that term is defined in Rule 501(a) of Regulation D under the Securities Act or (c) non-U.S. persons in compliance with Regulation S under the Securities Act, in a private placement in reliance upon an exemption from the registration requirements of the Securities Act. The holders of Existing Notes who are eligible to participate in the Offers pursuant to the foregoing conditions are referred to as "Eligible Holders." Eligible Holders of the Existing Notes who desire to obtain and complete an eligibility form should contact the information agent and exchange agent, Global Bondholder Services Corporation, the tender, information and exchange agent in connection with the Offer, at (866) 794-2200 (toll-free) or (212) 430-3774 (banks and brokers) or by visiting the information and exchange agent's website at http://gbsc-usa.com/Hornbeck.

The New Notes and the Offers have not been and will not be registered with the U.S. Securities and Exchange Commission under the Securities Act, or any state or foreign securities laws. The New Notes may not be offered or sold in the United States or for the account or benefit of any U.S. persons except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Offers are not being made to Eligible Holders of Existing Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. This press release is for informational purposes only and is not an offer to purchase or a solicitation of an offer to purchase or sell any securities, nor shall there be any sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Hornbeck Offshore Services, Inc. is a leading provider of technologically advanced, new generation offshore service vessels primarily in the Gulf of Mexico and Latin America.

Forward-Looking Statements

This news release contains forward-looking statements, including, in particular, statements about the Company's plans and intentions with regard to the Offers. These statements are based on the Company's current assumptions, expectations and projections about future events. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, the Company can give no assurance that the expectations will prove to be correct.

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SOURCE Hornbeck Offshore Services, Inc.

COVINGTON, La., Dec. 23, 2019 /PRNewswire/ -- Hornbeck Offshore Services, Inc. (NYSE:HOS) announced today that it expects its common stock to commence trading on the OTC Pink marketplace ("OTC Pink"), effective December 23, 2019.  OTC Markets Group Inc. operates the world's largest electronic marketplace for broker-dealers to trade unlisted stocks, including the OTC Pink. 

The transition to the OTC Pink comes after the New York Stock Exchange ("NYSE" or "Exchange") announced that trading of the Company's common stock was suspended after the market closed on December 20, 2019.  Trading was suspended because the Company did not maintain an average global market capitalization of at least $15 million over a consecutive 30-trading-day period, as required by NYSE continued listing standards.

The Company intends to appeal the NYSE's determination to commence proceedings to delist the Company's common stock on the NYSE and will request a review of its appeal by a Committee of the Board of Directors of the Exchange (the "Committee").  The Company's timely appeal will stay the delisting but will not stay the suspension of trading of its shares on the NYSE pending completion of the Committee review process.  Meanwhile, the Company intends to apply for the trading of its stock on the OTCQX Marketplace and, upon commencement of trading on such marketplace, it is anticipated that the shares of its common stock would continue trading under the symbol "HOSS".

The transition to the OTC Pink, and upon trading thereon, the OTCQX Marketplace, does not change the Company's obligation to file periodic and other reports with the Securities and Exchange Commission under applicable federal securities laws.  In addition, the transition of the Company's stock to the OTC Pink, and upon trading thereon, to the OTCQX Marketplace, will have no effect on its shares of common stock.  The Company's stockholders remain owners of the common stock and are expected to be able to trade the common stock on the OTC Pink as of December 23, 2019 and, subsequently, on the OTCQX Marketplace, pending the Company's appeal of its delisting on the NYSE.

Hornbeck Offshore Services, Inc. is a leading provider of technologically advanced, new generation offshore service vessels primarily in the Gulf of Mexico and Latin America. 

Forward-Looking Statements

This news release contains forward-looking statements, including, in particular, statements about the Company's plans and intentions regarding its appeal of the delisting determination and suspension of trading of its common stock on the NYSE, whether or not such appeal will be successful and expected trading on the OTC Pink and the OTCQX Marketplace.  These statements are based on the Company's current assumptions, expectations and projections about future events, which it believes to be reasonable. However, the Company can provide no assurance that its common stock will maintain its listing on the NYSE or commence or continue to trade on any OTC marketplace.

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SOURCE Hornbeck Offshore Services, Inc.

COVINGTON, La., Oct. 30, 2019 /PRNewswire/ -- Hornbeck Offshore Services, Inc. (NYSE:HOS) announced today results for the third quarter ended September 30, 2019.  Following is an executive summary for this period and the Company's future outlook:

• 3Q2019 revenues were $52.8 million, a decrease of $4.0 million, or 7%, from 2Q2019 revenues of $56.8 million
• 3Q2019 diluted EPS was $(1.09), a decrease of $0.25, or 30%, from 2Q2019 diluted EPS of $(0.84)
• 3Q2019 net loss was $(41.4) million, an increase of $9.5 million, or 30%, from 2Q2019 net loss of $(31.9) million
• 3Q2019 EBITDA was $(1.9) million, a decrease of $5.5 million, or 153%, from 2Q2019 EBITDA of $3.6 million
• 3Q2019 average new gen OSV dayrates were $19,750, a sequential increase of $1,552, or 9%
• 3Q2019 effective (utilization-adjusted) new gen OSV dayrates were $4,622, a sequential decrease of $1,256, or 21%
• 3Q2019 utilization of the Company's new gen OSV fleet was 23.4%, down from 32.3% sequentially
• 3Q2019 effective utilization of the Company's active new gen OSVs was 49.9%, down from 70.4% sequentially
• The Company has 35 OSVs and two MPSVs stacked, but plans to reactivate one OSV and one MPSV in 4Q2019 and 1Q2020, respectively
• Quarter-end cash and cash equivalents were $136 million, down from $143 million sequentially

The Company recorded a net loss for the third quarter of 2019 of $(41.4) million, or $(1.09) per diluted share, compared to a net loss of $(31.2) million, or $(0.83) per diluted share, for the third quarter of 2018; and a net loss of $(31.9) million, or $(0.84) per diluted share, for the second quarter of 2019.  Diluted common shares for the third quarter of 2019 were 38.0 million compared to 37.6 million and 37.9 million for the third quarter of 2018 and the second quarter of 2019, respectively.  GAAP requires the use of basic shares outstanding for diluted EPS when reporting a net loss.  EBITDA for the third quarter of 2019 was $(1.9) million compared to $5.2 million for the third quarter of 2018 and $3.6 million for the second quarter of 2019.  For additional information regarding EBITDA as a non-GAAP financial measure, please see Note 10 to the accompanying data tables.

Revenues.  Revenues were $52.8 million for the third quarter of 2019, a decrease of $5.7 million, or 9.7%, from $58.5 million for the third quarter of 2018; and a decrease of $4.0 million, or 7.0%, from $56.8 million for the second quarter of 2019.  The year-over-year decrease in revenues resulted from continuing soft market conditions for the Company's vessels.  The sequential decrease in revenues resulted from a decline in revenues from the Company's OSVs, partially offset by improved market conditions for the Company's MPSVs.  As of September 30, 2019, the Company had 37 vessels stacked, comprised of 35 OSVs and two MPSVs.  For the three months ended September 30, 2019, the Company had an average of 37.0 vessels stacked compared to 40.7 vessels stacked in the prior-year quarter and 37.8 vessels stacked in the sequential quarter.  Operating loss was $(30.2) million, or (57.2)% of revenues, for the third quarter of 2019 compared to an operating loss of $(22.4) million, or (38.3)% of revenues, for the prior-year quarter; and an operating loss of $(24.8) million, or (43.6)% of revenues, for the second quarter of 2019.  Average new generation OSV dayrates for the third quarter of 2019 were $19,750 compared to $19,446 for the same period in 2018 and $18,198 for the second quarter of 2019.  New generation OSV utilization was 23.4% for the third quarter of 2019 compared to 26.1% for the year-ago quarter and 32.3% for the sequential quarter.  Excluding stacked vessel days, the Company's new generation OSV effective utilization was 49.9%, 65.4% and 70.4% for the same periods, respectively.  Utilization-adjusted, or effective, new generation OSV dayrates for the third quarter of 2019 were $4,622 compared to $5,075 for the same period in 2018 and $5,878 for the second quarter of 2019. 

Operating Expenses.  Operating expenses were $41.1 million for the third quarter of 2019, an increase of $2.9 million, or 7.6%, from $38.2 million for the third quarter of 2018; and an increase of $0.9 million, or 2.2%, from $40.2 million for the second quarter of 2019.  The year-over-year and sequential increases in operating expenses was primarily due to a higher number of active vessels in the Company's fleet during the three months ended September 30, 2019.

General and Administrative ("G&A").  G&A expense was $13.4 million for the third quarter of 2019 compared to $15.1 million for the third quarter of 2018, and $13.0 million for the second quarter of 2019.  The year-over-year decrease was due to lower long-term incentive compensation expense during the three months ended September 30, 2019.  Long-term incentive compensation expense was higher in the prior-year quarter primarily due to a "mark-to-market" adjustment on cash-settled stock-based awards to reflect the increase in the Company's stock price during such quarter.  Nearly all of these cash-settled share-based awards were modified to settle in stock during the second quarter of 2019 at a price that was lower than such awards were valued during the three months ended September 30, 2018.  This favorable variance was partially offset by higher bad debt reserves. 

Depreciation and Amortization.  Depreciation and amortization expense was $28.6 million for the third quarter of 2019, or $1.0 million higher than the year-ago quarter and $0.2 million higher than the sequential quarter.  Depreciation expense was in-line with the year-ago and sequential quarters. The year-over-year increase in amortization expense of $1.3 million is primarily due to costs associated with the initial special surveys for vessels that were placed in service under the Company's fifth OSV newbuild program and costs associated with the drydocking of two vessels that were acquired in the second quarter of 2018.  Amortization expense is expected to increase temporarily whenever market conditions warrant reactivation of currently stacked vessels, which will then require the Company to drydock such vessels and, thereafter, to revert to historical average levels.

Interest Expense.  Interest expense was $22.3 million during the third quarter of 2019, which was $5.8 million higher than the same period in 2018 and $2.3 million higher than the sequential quarter.  The year-over-year increase was primarily due to additional interest expense associated with the issuance of additional first-lien and second-lien term loans, as well as loans under the Senior Credit Facility, since September 30, 2018.

Nine Month Results

Revenues for the first nine months of 2019 increased 3.3% to $163.7 million compared to $158.5 million for the same period in 2018.  Operating loss was $(81.7) million, or (49.9)% of revenues, for the first nine months of 2019 compared to an operating loss of $(71.8) million, or (45.3)% of revenues, for the prior-year period.  Net loss for the first nine months of 2019 increased $15.1 million to a net loss of $(110.0) million, or $(2.90) per diluted share, compared to a net loss of $(94.9) million, or $(2.53) per diluted share, for the first nine months of 2018.  EBITDA for the first nine months of 2019 decreased 65.2% to $3.2 million compared to $9.2 million for the first nine months of 2018.  The year-over-year increase in vessel revenues is attributable to modestly improved market conditions for the Company's OSVs.  For the nine months ended September 30, 2019, the Company had an average of 36.2 active vessels compared to 29.8 active vessels in the prior-year period.

Recent Developments

Outcome of Shipyard Arbitration Proceedings.  On January 22, 2016, the Company initiated an arbitration demand in accordance with the vessel construction agreement dated November 14, 2011 with VT Halter Marine, Inc. ("Halter") to construct ten 300 class OSVs as part of the Company's fifth OSV newbuild program.  On October 21, 2019, the arbitration panel awarded damages in the amount of $18.0 million related to the Company's claims, offset by $2.1 million awarded to Halter for its counterclaims.  Terms for the award require payment to be made within 60 days to avoid interest charges.  Limited appeal rights are available to the parties.

Future Outlook

Based on the key assumptions outlined below and in the attached data tables, the following statements reflect management's current expectations regarding future operating results and certain events during the Company's guidance period as set forth on pages 11 and 12 of this press release.  These statements are forward-looking and actual results may differ materially, particularly given the volatility inherent in, and the currently depressed market conditions of, the Company's industry.  Other than as expressly stated, these statements do not include the potential impact of any significant further change in commodity prices for oil and natural gas; any additional future repositioning voyages; any additional stacking or reactivation of vessels; unexpected vessel repairs or shipyard delays; or future capital transactions, such as vessel acquisitions, modifications or divestitures, business combinations, possible share or note repurchases or financings that may be commenced after the date of this disclosure.  Additional cautionary information concerning forward-looking statements can be found on page 8 of this news release.

Forward Guidance

The Company's forward guidance for selected operating and financial data, outlined below and in the attached data tables, reflects the current state of commodity prices and the Company's expectations related to the planned capital spending budgets of its customers. 

Vessel Counts.  As of September 30, 2019, the Company's fleet of owned vessels consisted of 66 new generation OSVs and eight MPSVs.  The forecasted vessel counts presented in this press release reflect the two MPSV newbuilds now projected to be delivered during fiscal 2021, as discussed further below.  With an average of 35.3 new generation OSVs and 2.1 MPSVs projected to be stacked during fiscal 2019, the Company's active fleet for 2019 is expected to be comprised of an average of 30.7 new generation OSVs and 5.9 MPSVs.  With an assumed average of 34.0 new generation OSVs and 1.0 MPSV projected to be stacked during fiscal 2020, the Company's active fleet for fiscal 2020 is expected to be comprised of an average of 32.0 new generation OSVs and 7.0 MPSVs. 

Operating Expenses.  Aggregate cash operating expenses are projected to be in the range of $40.0 million to $45.0 million for the fourth quarter of 2019, and $161.7 million to $166.7 million for the full-year 2019.  Reflected in the cash opex guidance ranges above are the anticipated continuing results of several cost containment measures initiated by the Company since the fourth quarter of 2014 due to prevailing market conditions, including, among other actions, the stacking of vessels on various dates from October 1, 2014 through September 30, 2019, as well as company-wide headcount reductions and across-the-board pay-cuts for shoreside and vessel personnel.  The Company plans to reactivate one 265 class OSV during the fourth quarter of 2019 and one MPSV during the first quarter of 2020.  The Company may choose to stack or reactivate additional vessels as market conditions warrant.  The cash operating expense estimate above is exclusive of any additional repositioning expenses the Company may incur in connection with the potential relocation of more of its vessels into international markets or back to the GoM, and any customer-required cost-of-sales related to future contract fixtures that are typically recovered through higher dayrates.

G&A Expense.  G&A expense is expected to be in the approximate range of $12.0 million to $14.0 million for the fourth quarter of 2019; and $50.4 million to $52.4 million for the full fiscal year 2019. 

Other Financial Data.  Quarterly depreciation, amortization, net interest expense, cash income tax refunds, cash interest expense, weighted-average basic shares outstanding and weighted-average diluted shares outstanding for the fourth quarter of 2019 are projected to be $24.3 million, $4.7 million, $18.6 million, $(4.0) million, $19.2 million, 38.0 million and 40.9 million, respectively.  As a reminder, please note that GAAP requires the use of basic shares outstanding for diluted EPS when reporting a net loss.  Guidance for depreciation, amortization, net interest expense, cash income taxes and cash interest expense for the full fiscal years 2019 and 2020 is provided on page 12 of this press release.  The Company's annual effective tax benefit rate is expected to be between 20.0% and 25.0% for fiscal years 2019 and 2020. 

Capital Expenditures Outlook

Update on OSV Newbuild Program #5.  During the first quarter of 2018, the Company notified the shipyard that was constructing the remaining two vessels in the Company's nearly completed 24-vessel domestic newbuild program that it was terminating the construction contracts for such vessels.  The Company has worked with the performance bond surety and will select and contract with a shipyard that can finish construction and deliver such vessels.  On October 2, 2018, the shipyard filed suit against the Company in the 22nd Judicial District Court for the Parish of St. Tammany in the State of Louisiana.  The Company has responded to the suit and has alleged counter-claims.  The Company intends to vigorously defend the shipyard's claims and considers them to be without merit.  The surety has authorized the Company to select a completion yard and, subject to a reservation of rights, has offered to fund the cost to complete the vessels in excess of their contract price of up to the full amount of the performance bond.  However, the surety's offer is not in compliance with the terms of the performance bond as the surety has offered to indemnify the Company for payments it makes in excess of the contract price, rather than to pay the completion yard directly.  Consequently, the Company has initiated legal proceedings against the surety as a third-party claim in the shipyard litigation.

As of the date of the contract termination, the two remaining vessels, both of which are domestic 400 class MPSVs, were projected to be delivered in the second and third quarters of 2019, respectively.  These projected delivery dates were subsequently amended, for guidance purposes, to be the second and third quarters of 2020.  Due to the continued uncertainty of the timing and location of future construction activities, the Company is now updating its forward guidance for the delivery dates related to these vessels to be the second and third quarters of 2021, respectively.  For guidance purposes, the Company has tentatively projected to incur the remaining cash outlays associated with this program during fiscal 2020 and fiscal 2021, as set forth below.  However, the timing of the remaining construction draws remains subject to change commensurate with any further changes in the delivery dates of such vessels. 

As noted above, the Company owns 66 new generation OSVs and eight MPSVs as of September 30, 2019.  Based on the projected MPSV in-service dates, the Company expects to own eight MPSVs as of December 31, 2019 and December 31, 2020, respectively, and ten MPSVs as of December 31, 2021. These vessel additions result in a projected average MPSV fleet complement of 8.0, 8.0, 9.0 and 10.0 vessels for the fiscal years 2019, 2020, 2021 and 2022, respectively.  The aggregate cost of the Company's fifth OSV newbuild program, excluding construction period interest, is expected to be approximately $1,335.0 million, of which $2.2 million and $22.9 million are currently expected to be incurred in the fiscal years 2019 and 2020, respectively.  However, the timing of these remaining construction draws remains subject to change commensurate with any potential further changes in the delivery dates of the final two newbuild vessels, as discussed above.  From the inception of this program through September 30, 2019, the Company has incurred $1,276.3 million, or 95.6%, of total project costs.  The Company does not expect to incur any newbuild project costs during the fourth quarter of 2019.

Update on Maintenance Capital Expenditures.  Please refer to the attached data table on page 11 of this press release for a summary, by period and by vessel type, of historical and projected data for drydock downtime (in days) and maintenance capital expenditures for each of the quarterly and/or annual periods presented for the fiscal years 2018, 2019 and 2020.  Maintenance capital expenditures, which are recurring in nature, primarily include regulatory drydocking charges incurred for the recertification of vessels and other vessel capital improvements that extend or maintain a vessel's economic useful life.  The Company expects that its maintenance capital expenditures for its fleet of vessels will be approximately $35.5 million and $16.1 million for the full fiscal years 2019 and 2020, respectively.  These cash outlays are expected to be incurred over 750 and 228 days of aggregate commercial downtime in 2019 and 2020, respectively, during which the applicable vessels will not earn revenue. 

Update on Other Capital Expenditures.  Please refer to the attached data tables on page 11 of this press release for a summary, by period, of historical and projected data for other capital expenditures for each of the quarterly and/or annual periods presented for the fiscal years 2018, 2019 and 2020.  Other capital expenditures, which are generally non-recurring, are comprised of the following: (i) commercial-related capital expenditures, including vessel improvements, such as the addition of cranes, ROVs, helidecks, living quarters and other specialized vessel equipment, or the modification of vessel capacities or capabilities, such as DP upgrades and mid-body extensions, which costs are typically included in and offset, in whole or in part, by higher dayrates charged to customers; and commercial-related intangibles; and (ii) non-vessel related capital expenditures, including costs related to the Company's shore-based facilities, leasehold improvements and other corporate expenditures, such as information technology or office furniture and equipment.  The Company expects miscellaneous commercial-related capital expenditures and non-vessel capital expenditures to be approximately $2.8 million and $2.6 million, respectively, for the full fiscal years 2019 and 2020, respectively. 

Liquidity Outlook

As of September 30, 2019, the Company had an unrestricted cash balance of $136.4 million, which represents a sequential decrease of $6.3 million.  The Company also had a restricted cash balance of $56.5 million. The Company projects that, even with the currently depressed operating levels, cash generated from operations together with cash on hand should be sufficient to fund its operations and commitments through at least March 31, 2020.  However, absent the combination of a significant recovery of market conditions such that cash flow from operations were to increase materially from currently projected levels, coupled with the refinancing and/or further management of its funded debt obligations, the Company does not currently expect to have sufficient liquidity to fully repay the remaining balance of its 5.875% Senior Notes and its 5.000% Senior Notes as they mature in fiscal years 2020 and 2021, respectively.  The Company remains fully cognizant of the challenges currently facing the offshore oil and gas industry and continues to review its capital structure and assess its strategic options.

Conference Call

The Company will hold a conference call to discuss its third quarter 2019 financial results and recent developments at 10:00 a.m. Eastern (9:00 a.m. Central) tomorrow, October 31, 2019. To participate in the call, dial (412) 902-0030 and ask for the Hornbeck Offshore call at least 10 minutes prior to the start time. To access it live over the Internet, please log onto the web at http://www.hornbeckoffshore.com, on the "Investors" homepage of the Company's website at least fifteen minutes early to register, download and install any necessary audio software.  Please call the Company's investor relations firm, Dennard Lascar, at (713) 529-6600 to be added to its e-mail distribution list for future Hornbeck Offshore news releases. An archived version of the web cast will be available shortly after the call for a period of 60 days on the "Investors" homepage of the Company's website. Additionally, a telephonic replay will be available through November 14, 2019, and may be accessed by calling (201) 612-7415 and using the pass code 13694949#.

Attached Data Tables

The Company has posted an electronic version of the following four pages of data tables, which are downloadable in Microsoft Excel™ format, on the "Investors" homepage of the Hornbeck Offshore website for the convenience of analysts and investors.

In addition, the Company uses its website as a means of disclosing material non-public information and for complying with disclosure obligations under SEC Regulation FD.  Such disclosures will be included on the Company's website under the heading "Investors."  Accordingly, investors should monitor that portion of the Company's website, in addition to following the Company's press releases, SEC filings, public conference calls and webcasts.

Hornbeck Offshore Services, Inc. is a leading provider of technologically advanced, new generation offshore service vessels primarily in the Gulf of Mexico and Latin America.  Hornbeck Offshore currently owns a fleet of 74 vessels primarily serving the energy industry and expects to add two ultra high-spec MPSV newbuilds to its fleet in fiscal 2021.

Forward-Looking Statements

This Press Release contains "forward-looking statements," as contemplated by the Private Securities Litigation Reform Act of 1995, in which the Company discusses factors it believes may affect its performance in the future. Forward-looking statements are all statements other than historical facts, such as statements regarding assumptions, expectations, beliefs and projections about future events or conditions. You can generally identify forward-looking statements by the appearance in such a statement of words like "anticipate," "believe," "continue," "could," "estimate," "expect," "forecast," "intend," "may," "might," "plan," "potential," "predict," "project," "remain," "should," "will," or other comparable words or the negative of such words. The accuracy of the Company's assumptions, expectations, beliefs and projections depends on events or conditions that change over time and are thus susceptible to change based on actual experience, new developments and known and unknown risks. The Company gives no assurance that the forward-looking statements will prove to be correct and does not undertake any duty to update them. The Company's actual future results might differ from the forward-looking statements made in this Press Release for a variety of reasons, including impacts from changes in oil and natural gas prices in the U.S. and worldwide; continued weakness in demand and/or pricing for the Company's services through and beyond the maturity of any of the Company's long-term debt; unplanned customer suspensions, cancellations, rate reductions or non-renewals of vessel charters or vessel management contracts or failures to finalize commitments to charter or manage vessels; continued weakness in capital spending by customers on offshore exploration and development; the inability to accurately predict vessel utilization levels and dayrates; sustained weakness in the number of deepwater and ultra-deepwater drilling units operating in the GoM or other regions where the Company operates; the Company's inability to successfully complete the final two vessels of its current vessel newbuild program on-budget, including any failure or refusal by the issuer of performance bonds to honor the bond contract or to cover cost overruns that may result at a completion shipyard; the inability to successfully market the vessels that the Company owns, is constructing or might acquire; the U.S. government's cancellation or non-renewal of the management, operations and maintenance contracts for non-owned vessels; an oil spill or other significant event in the United States or another offshore drilling region that could have a broad impact on deepwater and other offshore energy exploration and production activities, such as the suspension of activities or significant regulatory responses; the imposition of laws or regulations that result in reduced exploration and production activities or that increase the Company's operating costs or operating requirements; environmental litigation that impacts customer plans or projects; disputes with customers; disputes with vendors; bureaucratic, administrative, operating or court-imposed barriers that prevent or delay vessels in foreign markets from going or remaining on-hire; administrative, judicial or political barriers to exploration and production activities in Mexico, Brazil or other foreign locations; disruption in the timing and/or extent of Mexican offshore activities or changes in law or governmental policy in Mexico that restricts or slows the pace of further development of its offshore oilfields; changes in law or governmental policy or judicial action in Mexico affecting the Company's Mexican registration of vessels; administrative or other legal changes in Mexican cabotage laws; other legal or administrative changes in Mexico that adversely impact planned or expected offshore energy development; unanticipated difficulty in effectively competing in or operating in international markets; less than anticipated subsea infrastructure and field development demand in the Greater GoM Operating Region and other markets affecting the Company's MPSVs; sustained vessel over-capacity for existing demand levels in the markets in which the Company competes; economic and geopolitical risks; weather-related risks; upon a return to improved operating conditions, the shortage of or the inability to attract and retain qualified personnel, when needed, including vessel personnel for active vessels or vessels the Company may reactivate or acquire; any success in unionizing any of the Company's U.S. fleet personnel; regulatory risks; the repeal or administrative weakening of the Jones Act or adverse changes in the interpretation of the Jones Act; drydocking delays and cost overruns and related risks; vessel accidents, pollution incidents, or other events resulting in lost revenue, fines, penalties or other expenses that are unrecoverable from insurance policies or other third parties; unexpected litigation and insurance expenses; other industry risks; fluctuations in foreign currency valuations compared to the U.S. dollar and risks associated with expanded foreign operations, such as non-compliance with or the unanticipated effect of tax laws, customs laws, immigration laws, or other legislation that result in higher than anticipated tax rates or other costs; the inability to repatriate foreign-sourced earnings and profits; the possible loss or material limitation of the Company's tax net operating loss carryforwards and other attributes due to a change in control, as defined in Section 382 of the Internal Revenue Code; or the inability of the Company to refinance or otherwise retire certain funded debt obligations that come due in 2020 and 2021; the potential for any impairment charges that could arise in the future and that would reduce the Company's consolidated net tangible assets which, in turn, would further limit the Company's ability to grant certain liens, make certain investments, and incur certain debt permitted under the Company's senior notes indentures and term loan agreements; or an adverse decision in any potential dispute involving the permissibility of the exchange of 2020 senior notes for second-lien term loans due February 2025. In addition, the Company's future results may be impacted by adverse economic conditions, such as inflation, deflation, lack of liquidity in the capital markets or an increase in interest rates, that may negatively affect it or parties with whom it does business resulting in their non-payment or inability to perform obligations owed to the Company, such as the failure of customers to fulfill their contractual obligations, if and when required.  Should one or more of the foregoing risks or uncertainties materialize in a way that negatively impacts the Company, or should the Company's underlying assumptions prove incorrect, the Company's actual results may vary materially from those anticipated in its forward-looking statements, and its business, financial condition and results of operations could be materially and adversely affected and, if sufficiently severe, could result in noncompliance with certain covenants of the Company's existing indebtedness. Additional factors that you should consider are set forth in detail in the "Risk Factors" section of the Company's most recent Annual Report on Form 10-K as well as other filings the Company has made and will make with the Securities and Exchange Commission which, after their filing, can be found on the Company's website www.hornbeckoffshore.com. 

Regulation G Reconciliation

This Press Release also contains references to the non-GAAP financial measures of earnings, or net income, before interest, income taxes, depreciation and amortization, or EBITDA, and Adjusted EBITDA. The Company views EBITDA and Adjusted EBITDA primarily as liquidity measures and, therefore, believes that the GAAP financial measure most directly comparable to such measure is cash flows provided by operating activities. Reconciliations of EBITDA and Adjusted EBITDA to cash flows provided by operating activities are provided in the table below. Management's opinion regarding the usefulness of EBITDA to investors and a description of the ways in which management uses such measure can be found in the Company's most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission, as well as in Note 10 to the attached data tables.