Helix Energy Solutions Group recast its 2025 financial statements to treat the sold Helix Alliance Shallow Water Abandonment business as discontinued operations, as required for incorporation into an effective S-4 registration related to its pending merger with Hornbeck Offshore Services.
From continuing operations in 2025, Helix generated net revenues of about $1.09 billion, net income of $17.9 million and total net income, including discontinued operations, of $30.8 million. Adjusted EBITDA was $238.1 million from continuing operations and $271.9 million including discontinued operations, reflecting weaker Well Intervention margins and a long-lived asset impairment of $18.1 million on the Thunder Hawk field.
Free Cash Flow was $120.4 million and liquidity remained strong, with year-end 2025 cash and cash equivalents of $445.2 million, Net Debt of $(137.2) million and total liquidity of $553.6 million. Backlog totaled $1.3 billion, including $676 million expected to be performed in 2026, providing multi‑year visibility across Well Intervention, Robotics and Production Facilities.
Helix Energy Solutions Group reported stronger results for the quarter ended June 30, 2026. Net revenues from continuing operations were $304.0 million, up 21% year over year, with gross profit of $56.2 million and income from continuing operations of $15.3 million versus a loss in 2025. Including discontinued operations, net income was $22.7 million or $0.15 per share.
Helix completed the sale of its Helix Alliance shallow-water decommissioning business for an estimated $104.2 million cash, recording a $16.1 million pre-tax gain and sharpening its focus on deepwater well intervention, robotics and production facilities. Operating cash flow from continuing operations reached $101.5 million in the first half, supporting Free Cash Flow of $105.7 million and a cash balance of $652.2 million against total debt of $304.3 million, resulting in a net cash position. Backlog was about $1.1 billion, with $421 million expected to be performed during the remainder of 2026. Helix also agreed to merge with Hornbeck Offshore Services; on a fully diluted basis, existing Helix and Hornbeck securityholders are expected to own approximately 45% and 55% of the combined company, respectively, subject to shareholder approval and closing conditions.
Helix Energy Solutions Group, Inc. furnished information on its financial results for the second quarter 2026. The company issued a press release and related earnings presentation, which are provided as Exhibits 99.1 and 99.2 and made available on its investor relations website.
Because of a pending merger with Hornbeck Offshore Services, Inc., Helix will not host a conference call or webcast to discuss the quarter. The information in Items 2.02 and 7.01, including Exhibits 99.1 and 99.2, is furnished rather than filed and is not incorporated into Securities Act filings unless specifically identified.
Helix Energy Solutions Group, Inc. plans a stock-for-stock business combination with Hornbeck Offshore Services, Inc. under an Agreement and Plan of Merger. Helix will first convert from a Minnesota to a Delaware corporation, after which its name will change to Hornbeck Offshore Services, Inc. and its common stock will trade on the NYSE under ticker HOS.
In the first merger, each share of Hornbeck common stock will be converted into the right to receive 10.27167 shares of Converted Helix Common Stock, with cash paid in lieu of fractional shares. Hornbeck will then merge into a Helix subsidiary, becoming an indirect wholly owned subsidiary. Existing Helix shareholders will see their current shares automatically become Converted Helix Common Stock on a one-for-one basis in the Conversion.
Immediately following closing, Helix and Hornbeck securityholders are expected to own approximately 65% and 35%, respectively, of the issued and outstanding common stock, and on a fully diluted, as-converted basis approximately 45% and 55%, respectively. A special meeting of Helix shareholders on August 31, 2026 will vote on multiple required merger proposals, governance and charter changes, and related matters; completion of the mergers depends on approval of all required merger proposals.
Helix Energy Solutions Group, Inc. plans a stock-for-stock business combination with Hornbeck Offshore Services, Inc. via a two‑step merger, preceded by Helix converting from a Minnesota to a Delaware corporation and being renamed Hornbeck Offshore Services, Inc.
Each share of Hornbeck common stock will be exchanged for 10.27167 shares of Converted Helix Common Stock. Based on current assumptions, prior Helix and Hornbeck securityholders are expected to hold about 65% and 35% of the issued and outstanding common stock post‑closing, and about 45% and 55% on a fully diluted, as‑converted basis.
Helix shareholders must approve several proposals, including share issuance, an authorized share increase, the second merger, the conversion to Delaware, and Jones Act–related charter provisions; these are all conditions to closing. The combined company’s stock is expected to remain listed on the NYSE under the new name and ticker “HOS.” The transaction is intended to qualify as a tax‑free reorganization for U.S. holders of Hornbeck stock and will be accounted for as a reverse acquisition, with Hornbeck treated as the accounting acquirer.
Helix Energy Solutions Group, Inc. is seeking shareholder approval for a stock-for-stock business combination with Hornbeck Offshore Services, Inc., documented in a Form S-4/A proxy statement/prospectus. Before closing, Helix will convert from a Minnesota to a Delaware corporation and be renamed Hornbeck Offshore Services, Inc.; its common stock will continue to trade on the NYSE under the new ticker HOS.
In the first merger, each share of Hornbeck common stock will be exchanged for 10.27167 shares of Converted Helix Common Stock. Immediately afterward, Hornbeck will merge into a Helix subsidiary, leaving the combined company as a single Delaware entity. Existing Helix shareholders are expected to own about 65% and Hornbeck securityholders about 35% of the issued and outstanding common stock at closing, and roughly 45%/55% on a fully diluted, as-converted basis including options and Jones Act Warrants.
The transaction includes detailed treatment of Hornbeck options, RSUs, Creditor Warrants and Jones Act Warrants, and Helix equity awards, all largely converting into or settling in shares of the combined company. The deal is intended to qualify as a tax-free reorganization for U.S. holders and will be accounted for as a reverse acquisition under ASC 805, with Hornbeck as the accounting acquirer. A Helix special meeting will vote on multiple required merger proposals (share issuance, authorized share increase, second merger, plan of conversion, Jones Act and D&O citizenship provisions) and several governance and compensation-related optional proposals.
Helix Energy Solutions Group, Inc. (HLX) reported that it and certain subsidiaries entered into an Agreement and Plan of Merger to combine with Hornbeck Offshore Services, Inc. The filing states the Federal Trade Commission granted early termination of the 30‑day Hart‑Scott‑Rodino waiting period on June 11, 2026, and the Mergers are expected to close in the second half of 2026, subject to shareholder approval, remaining regulatory approvals and customary closing conditions. Parent has filed a registration statement on Form S-4 that will include a proxy statement/prospectus for Parent shareholders.
Helix Energy Solutions Group reported a key regulatory step for its planned acquisition of Hornbeck Offshore Services. On June 11, 2026, the U.S. Federal Trade Commission granted early termination of the required 30-day waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, allowing the antitrust review phase to conclude sooner than the standard timeline.
Helix, through wholly owned subsidiaries, plans a two-step merger in which an initial merger with Hornbeck will be followed by a second merger into an LLC subsidiary that will be the surviving entity. The companies expect the transaction to close in the second half of 2026, subject to approval by Helix shareholders, remaining regulatory clearances and other customary closing conditions. The filing also highlights extensive forward-looking statement disclaimers and directs investors to a Form S-4 registration statement and proxy statement/prospectus for detailed information about the proposed transaction and associated risks.
Helix Energy Solutions Group and Hornbeck Offshore Services proposed an all-stock merger to form an integrated offshore services company to be named Hornbeck Offshore Services, expected to trade on the NYSE under the ticker HOS. Pre-merger Helix shareholders would own 45% and Hornbeck securityholders 55% pro forma. The transaction is structured as an all-stock merger, has been approved by both boards and certain Hornbeck principal stockholders, and is expected to close in the second half of 2026, subject to regulatory and Helix shareholder approvals. The presentation discloses at least $75 million of projected annual synergies within three years and shows pro forma scale: >85 total vessels, $2.0bn total backlog (YE 2025) and pro forma net debt of 0.1x LTM Adjusted EBITDA.