Hornbeck investor reports warrants for 29.6M shares
Two Whitebox entities report significant indirect holdings in Hornbeck Offshore via common stock and Jones Act Warrants subject to a 4.9% ownership cap for non‑U.S. holders.
Rhea-AI Filing Summary
HORNBECK OFFSHORE SERVICES, INC. (HLX) reported that investment manager Whitebox Advisors LLC and Whitebox General Partner LLC, each a ten percent owner, have filed an initial statement of beneficial ownership. The report shows indirect holdings through certain private investment funds in both common stock and Jones Act Warrants.
The private funds hold Jones Act Warrants that are immediately exercisable for up to 29,634,393 shares of Common Stock in total, without giving effect to a Beneficial Ownership Limitation tied to U.S. citizenship requirements. Separately, the private funds also indirectly hold 8,239,303 shares of Common Stock.
The filing notes that the Jones Act Warrants have no expiration date and carry a nominal exercise price of $0.00001 per share. Exercise of these warrants is constrained for non‑U.S. citizens by a 4.9% Beneficial Ownership Limitation based on the issuer’s common shares outstanding, and each reporting person disclaims beneficial ownership beyond its pecuniary interest.
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Insights
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Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
WHITEBOX ADVISORS LLC, WHITEBOX GENERAL PARTNER LLC
Role
10% Owner | 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Warrants (right to buy) F6, F3, F4, F5, F1, F2 | -- | -- | -- |
| holding | Common Stock F1, F2 | -- | -- | -- |
Holdings After Transaction:
Warrants (right to buy) — 29,634,393 contracts (Indirect, See Footnotes);
Common Stock — 8,239,303 shares (Indirect, See Footnotes)
Footnotes (6)
- F1. These securities are directly owned by certain private investment funds (the "Private Funds") and may be deemed to be beneficially owned by (a) Whitebox Advisors LLC by virtue of its role as the investment manager of the Private Funds and (b) Whitebox General Partner LLC by virtue of its role as the general partner of the Private Funds.
- F2. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- F3. These warrants (the "Jones Act Warrants") are immediately exercisable, subject to certain restrictions on ownership of the Issuer's capital stock by non-U.S. citizens, including a beneficial ownership limitation (the "Beneficial Ownership Limitation") that prevents any holder that cannot establish to the Issuer's reasonable satisfaction that it is a "U.S. Citizen" within the meaning of the U.S. citizenship and cabotage laws commonly referred to as the "Jones Act" (principally 46 U.S.C. Section 50501(a), (b), and (d) and 46 U.S.C. Chapters 121 and 551) from exercising the Jones Act Warrants to the extent that, after giving effect to the issuance of shares of Common Stock upon such exercise, the holder would beneficially own more than 4.9% of the shares of Common Stock outstanding.
- F4. These warrants have no expiration date.
- F5. The Private Funds own an aggregate 2,885,061 Jones Act Warrants, each exercisable for 10.27167 shares of Common Stock, without giving effect to the Beneficial Ownership Limitation. Based solely on the application of the Beneficial Ownership Limitation to each Private Fund individually, and based on 222,166,587 shares of Common Stock outstanding as of September 9, 2026, provided by the Issuer, the Jones Act Warrants held by the Private Funds would be exercisable for up to an aggregate 21,435,064 shares of Common Stock.
- F6. The exercise price of these warrants is $0.00001 per share.
Key Figures
Jones Act Warrants held: 2,885,061 warrants
Underlying shares from Jones Act Warrants (unlimited basis): 29,634,393 shares
Underlying shares from Jones Act Warrants (after limitation): 21,435,064 shares
+4 more
7 metrics
Jones Act Warrants held
2,885,061 warrants
Aggregate Jones Act Warrants owned by the private funds
Underlying shares from Jones Act Warrants (unlimited basis)
29,634,393 shares
Total Common Stock initially exercisable without applying the Beneficial Ownership Limitation
Underlying shares from Jones Act Warrants (after limitation)
21,435,064 shares
Maximum aggregate shares exercisable after applying Beneficial Ownership Limitation to each private fund
Indirectly held Common Stock
8,239,303 shares
Indirect Common Stock position reported as of the Form 3 date
Common Stock outstanding
222,166,587 shares
Shares of Common Stock outstanding as of September 9, 2026, provided by the issuer
Warrant exercise price
$0.00001 per share
Exercise price of the Jones Act Warrants
Beneficial Ownership Limitation
4.9%
Cap on beneficial ownership for non‑U.S. citizens exercising Jones Act Warrants
Key Terms
Jones Act Warrants, Beneficial Ownership Limitation, pecuniary interest, U.S. Citizen, +1 more
5 terms
Jones Act Warrants regulatory
"These warrants (the "Jones Act Warrants") are immediately exercisable"
Beneficial Ownership Limitation regulatory
"including a beneficial ownership limitation (the "Beneficial Ownership Limitation")"
A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.
pecuniary interest financial
"disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest"
U.S. Citizen regulatory
"cannot establish to the Issuer's reasonable satisfaction that it is a "U.S. Citizen""
cabotage laws regulatory
"within the meaning of the U.S. citizenship and cabotage laws commonly referred to as the "Jones Act""
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did the new Form 3 disclose about HLX ownership by Whitebox entities?
The Form 3 shows that Whitebox Advisors LLC and Whitebox General Partner LLC, as ten percent owners, indirectly hold 8,239,303 shares of Common Stock and Jones Act Warrants initially exercisable for up to 29,634,393 shares of Hornbeck Offshore common stock through private funds.
What is the Beneficial Ownership Limitation on the HLX Jones Act Warrants?
For holders that cannot demonstrate they are a U.S. Citizen under the Jones Act, a 4.9% Beneficial Ownership Limitation prevents exercising Jones Act Warrants to the extent post‑exercise beneficial ownership would exceed 4.9% of Common Stock outstanding.
What is the exercise price and term of the HLX Jones Act Warrants?
The Jones Act Warrants reported have an exercise price of $0.00001 per share and no expiration date. They are described as immediately exercisable, subject to the Jones Act citizenship‑based Beneficial Ownership Limitation.
Do the Whitebox reporting persons claim full beneficial ownership of the HLX securities?
No. Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest in them, and states that the filing should not be deemed an admission of beneficial ownership for Section 16 or other purposes.
AI-generated analysis. How Rhea-AI works. Not financial advice.
