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Hornbeck Offshore appoints EY as new auditor

Following its merger and name change, the company replaced KPMG with Ernst & Young as its independent auditor without reporting any disagreements or reportable events.

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

HELIX ENERGY SOLUTIONS GROUP INC (symbol HLX), which has converted to a Delaware corporation and changed its name to Hornbeck Offshore Services, Inc., reported an auditor change following completion of its business combination with legacy Hornbeck Offshore Services, Inc. on September 1, 2026. On September 2, 2026, the board’s Audit Committee dismissed KPMG LLP as independent registered public accounting firm and approved the engagement of Ernst & Young LLP. KPMG’s audit reports for the years ended December 31, 2025 and 2024 contained no adverse opinions or qualifications, and the company states there were no disagreements or reportable events with KPMG, nor any such matters in consultations with EY.

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Item 4.01 Changes in Registrant's Certifying Accountant Governance
The company changed its independent auditing firm, which may involve disagreements on accounting matters.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Merger completion date September 1, 2026 Completion of business combination with legacy Hornbeck Offshore Services, Inc.
Auditor dismissal and appointment date September 2, 2026 KPMG dismissed and Ernst & Young engaged as independent auditor
Fiscal years audited by KPMG cited 2025 and 2024 KPMG’s reports on consolidated financial statements referenced in the disclosure
Commission File Number 001-32936 SEC registration identifier for the company
Common stock par value $0.00001 per share Par value of common stock listed on the New York Stock Exchange
independent registered public accounting firm financial
"KPMG served as the independent registered public accounting firm of Helix"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
business combination financial
"completed its business combination with legacy Hornbeck Offshore Services, Inc."
A business combination happens when two or more companies join together to operate as one, like two friends merging their teams into a single group. This is important because it can change how companies grow, compete, and make money, often making them bigger and more powerful in the market.
Agreement and Plan of Merger financial
"pursuant to that certain Agreement and Plan of Merger, dated as of April"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
reportable events regulatory
"there were no reportable events within the meaning of Item 304(a)(1)(v)"
Reportable events are significant incidents or changes a company is legally required to disclose to regulators and the public, such as major safety problems, legal actions, financial irregularities, or management changes. They matter to investors because these events can alter a company’s risk profile or future performance, much like a dashboard warning light signals a problem that could affect a car’s safety or reliability. Timely disclosure helps investors make informed decisions and maintain market fairness.
Item 304(a)(1)(iv) of Regulation S-K regulatory
"no disagreements within the meaning of Item 304(a)(1)(iv) of Regulation S-K"

FAQ

What auditor change did HLX (now Hornbeck Offshore Services, Inc.) announce?

The company’s Audit Committee dismissed KPMG LLP as its independent registered public accounting firm and approved Ernst & Young LLP as the new independent auditor, both actions effective September 2, 2026.

Did HLX report any disagreements with KPMG in connection with the auditor change?

No. The company states there were no disagreements with KPMG on accounting principles, financial statement disclosure, or auditing scope or procedure, and no reportable events as defined in Item 304(a)(1) of Regulation S-K.

What were KPMG’s opinions on HLX’s past financial statements?

KPMG’s audit reports on the company’s consolidated financial statements for the years ended December 31, 2025 and December 31, 2024 contained no adverse opinion, disclaimer of opinion, or qualifications related to uncertainty, audit scope, or accounting principles.

Did HLX consult Ernst & Young before appointing it as auditor?

The company states that, during the years ended 2025 and 2024 and through September 2, 2026, it and its representatives did not consult EY on specific accounting transactions, potential audit opinions, or any matters involving disagreements or reportable events.

What documentation did HLX file regarding KPMG’s response to the disclosures?

The company provided KPMG with its disclosures and requested a response letter. KPMG’s letter, dated September 2, 2026, is filed as Exhibit 16.1 addressed to the U.S. Securities and Exchange Commission.

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Learn about SEC filing dates
false 0000866829 0000866829 2026-09-02 2026-09-02
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 2, 2026

 

 

HORNBECK OFFSHORE SERVICES, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-32936   95-3409686

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

103 Northpark Boulevard  
Suite 300  
Covington, Louisiana   70433
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (985) 727-2000

NOT APPLICABLE

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.00001 per share   HOS   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 


Introductory Note

As previously reported, on September 1, 2026, Hornbeck Offshore Services, Inc. (f/k/a Helix Energy Solutions Group, Inc.), a Delaware corporation (the “Company”), completed its business combination with legacy Hornbeck Offshore Services, Inc., a Delaware corporation (“Legacy Hornbeck”), pursuant to that certain Agreement and Plan of Merger, dated as of April 22, 2026, by and among Helix Energy Solutions Group, Inc., a Minnesota corporation (prior to the completion of the Conversion (as defined below), Merger (as defined below) and name change (as discussed below), “Helix”), Legacy Hornbeck, Odyssey Sub, Inc., a Delaware corporation and direct, wholly owned subsidiary of Helix, and Hercules Sub LLC, a Delaware limited liability company and direct, wholly owned subsidiary of Helix (the “Merger”). In connection with the completion of the Merger, Helix converted from a Minnesota corporation to a Delaware corporation (the “Conversion”) and changed its name from “Helix Energy Solutions Group, Inc.” to “Hornbeck Offshore Services, Inc.”

 

Item 4.01

Changes in Registrant’s Certifying Accountant.

(a) Dismissal of Independent Registered Public Accounting Firm

KPMG LLP (“KPMG”) served as the independent registered public accounting firm of Helix prior to completion of the Merger. On September 2, 2026, the audit committee (the “Audit Committee”) of the Company’s board of directors approved the dismissal of KPMG as the Company’s independent registered public accounting firm, effective as of September 2, 2026.

KPMG’s audit reports on Helix’s consolidated financial statements as of and for the years ended December 31, 2025 and 2024 did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles.

During the fiscal years ended December 31, 2025 and 2024 and the subsequent interim period through September 2, 2026, (i) there were no disagreements within the meaning of Item 304(a)(1)(iv) of Regulation S-K with KPMG on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, any of which that, if not resolved to KPMG’s satisfaction, would have caused KPMG to make reference to the subject matter of any such disagreement in connection with its reports for such years and interim period, and (ii) there were no reportable events within the meaning of Item 304(a)(1)(v) of Regulation S-K.

The Company provided KPMG with a copy of the above disclosures and requested that KPMG furnish it with a letter addressed to the U.S. Securities and Exchange Commission stating whether KPMG agrees with the statements made herein. A copy of KPMG’s letter dated September 2, 2026 is filed as Exhibit 16.1 to this Current Report on Form 8-K.

(b) Appointment of the Incoming Independent Registered Public Accounting Firm

On September 2, 2026, the Audit Committee approved the engagement of Ernst & Young LLP (“EY”) as the Company’s independent registered public accounting firm.

During the fiscal years ended December 31, 2025 and 2024 and the subsequent interim period through September 2, 2026, neither the Company nor anyone on the Company’s behalf consulted with EY regarding (i) the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Company’s financial statements, and no written report or oral advice was provided to the Company by EY that EY concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement, as that term is described in Item 304(a)(1)(iv) of Regulation S-K, or a reportable event, as that term is defined in Item 304(a)(1)(v) of Regulation S-K.


Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit
No.
  

Description

16.1    Letter from KPMG LLP addressed to the Securities and Exchange Commission dated September 2, 2026
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: September 2, 2026  
    HORNBECK OFFSHORE SERVICES, INC.
    By:  

/s/ Samuel A. Giberga

      Samuel A. Giberga
      Executive Vice President, General Counsel and Corporate Secretary

Filing Exhibits & Attachments

4 documents