Horizon Offshore Completes Private Placement

Horizon Offshore, Inc. (OTC BB: HOFF.OB) has completed a private placement of restricted shares of common stock with several accredited investors. The Company issued 52,650,000 common shares at $0.38 per share raising $20,007,000 before deducting commissions and other expenses. The net proceeds from the private placement will be used for working capital and general corporate purposes. Energy Capital Solutions acted as the Company's placement agent in connection with this private placement.

The Company also announced that it had contemporaneously exchanged $8,000,000 in aggregate principal amount of its 8% subordinated notes for non-interest bearing convertible notes that are convertible into shares of the Company's common stock at $0.38 per share until December 31, 2005. The Company also has offered those holders of its 8% subordinated notes who did not participate in the exchange and hold approximately $5.2 million the opportunity to convert their notes into common stock on the same terms as the private placement.

The Company has agreed to file a registration statement with the Securities and Exchange Commission within the next 30 days covering the resale by the investors of the privately placed common stock and any shares of common stock acquired as a result of the exchange transaction.

The Company also updated its previously announced guidance for 2005 that it expects to generate earnings before interest, taxes, depreciation and amortization (EBITDA), as calculated, of $45 million to $50 million for the year, stating that it expects to generate EBITDA at the high end of that range.

"We are very pleased investors have shown confidence in Horizon, allowing us to strengthen our balance sheet by raising additional equity to provide additional working capital and position ourselves to take advantage of the improved conditions in the marine construction industry,'' said David W. Sharp, President and Chief Executive Officer of Horizon Offshore, Inc.

The shares of common stock have not been registered under the Securities Act of 1933, or any state securities laws, and were sold in a private transaction. The shares of common stock may not be reoffered or resold in the United States unless the re-offer or resale is registered or unless exemptions from the registration requirements of the Securities Act of 1933 and applicable state laws are available. This press release shall not constitute an offer to sell or an offer to buy the securities in any jurisdiction in which such offer or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

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