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Helix Energy Solutions Group, Inc. entered into a definitive agreement to combine with Hornbeck Offshore Services in an all‑stock merger to form a single integrated offshore services company.
Under the agreement Hornbeck shareholders would own approximately 55% and Helix shareholders approximately 45% of the combined company on a fully diluted basis. The parties expect the transaction to close in the second half of 2026, subject to shareholder and regulatory approvals, and estimate $75 million+ of annual revenue and cost synergies within three years following close. The combined company is expected to operate under the Hornbeck Offshore Services name and trade on the NYSE under the ticker HOS.
Helix Energy Solutions Group is combining with Hornbeck Offshore Services in an all-stock merger to create a premier integrated offshore services company. Hornbeck shareholders are expected to own about 55% and Helix shareholders about 45% of the combined company on a fully diluted basis.
Each Hornbeck share will be exchanged for 10.27167 shares of Helix, in a transaction expected to be tax-free to both shareholder groups and targeted to close in the second half of 2026, subject to Helix shareholder and regulatory approvals. The combined business, to be named Hornbeck Offshore Services and listed on the NYSE under “HOS”, will feature a large deepwater-focused fleet and is expected to generate at least $75 million in annual revenue and cost synergies within three years of closing.
Helix Energy Solutions Group reported first quarter 2026 revenue of $287.9 million, up slightly from a year ago, but posted a net loss of $13.4 million, or $(0.09) per diluted share, versus net income in both Q4 2025 and Q1 2025.
Adjusted EBITDA was $32.3 million, down from $73.9 million in Q4 2025 and $52.0 million in Q1 2025 as seasonal slowdowns, higher project costs and vessel reactivations weighed on margins. Despite lower earnings, Helix generated $59.0 million of Free Cash Flow and ended the quarter with $501.3 million in cash and negative Net Debt of $197.5 million, giving it substantial liquidity to pursue future opportunities in offshore well intervention, robotics and decommissioning.
Helix Energy Solutions Group is asking shareholders to vote at its 2026 Annual Meeting on May 13, 2026 at 8:30 a.m. in Houston. Items include electing three Class III directors, ratifying KPMG LLP as auditor for 2026, and an advisory vote on 2025 executive pay.
Shareholders of record at the close of business on March 17, 2026, when 147,296,092 common shares were outstanding, are entitled to one vote per share. Helix highlights that 86% of its seven-member Board is independent under NYSE rules, with an independent Chairman and fully independent committees, and emphasizes sustainability and risk oversight as core governance priorities.
Helix Energy Solutions Group Inc: The Vanguard Group filed an amendment to its Schedule 13G/A reporting 0 shares of common stock and 0% beneficial ownership following an internal realignment. The filing cites SEC Release No. 34-39538 (January 12, 1998) and is signed on 03/27/2026.
The amendment states certain Vanguard subsidiaries will report holdings separately after the realignment and that The Vanguard Group no longer is deemed to beneficially own the shares held by those subsidiaries.
HELIX ENERGY SOLUTIONS GROUP INC EVP & CFO Erik Staffeldt exercised 132,995 Performance Share Units granted under the company’s long‑term incentive plan. These 2023 PSUs vested at 151% of the original grant based on total shareholder return and free cash flow performance, and the Compensation Committee elected to settle the vested PSUs in cash rather than issuing common stock.
HELIX ENERGY SOLUTIONS GROUP INC EVP & COO Scott Andrew Sparks reported the cash settlement of performance share units (PSUs). On the reported date, he exercised 140,667 2023 PSUs, a derivative security, at a stated price of $0.0000 per unit.
According to the award terms, each 2023 PSU represented a contingent right to one share of common stock under the company’s long-term incentive plan, with payout ranging from 0–200% based on total shareholder return and free cash flow performance over the three-year period beginning January 1, 2023 and ending December 31, 2025. The amount earned and vested was 151% of the original 2023 PSU grant, and the Compensation Committee elected to pay the value of the vested 2023 PSUs in cash rather than issuing common shares, leaving zero 2023 PSUs outstanding following the transaction.
HELIX ENERGY SOLUTIONS GROUP INC executive Kenneth English Neikirk reported the vesting and exercise of Performance Share Units granted on January 3, 2023 under the company’s Long-Term Incentive Plan. These units represented a contingent right to receive common stock based on three-year performance ending December 31, 2025.
The award could pay out from 0% to 200% of the original grant depending equally on relative total shareholder return and free cash flow generation versus benchmarks. The final payout level was 151% of the 2023 PSUs granted, but the Compensation Committee elected to pay the value of the vested units in cash rather than deliver shares, so no common stock remained from this derivative position after the transaction.
HELIX ENERGY SOLUTIONS GROUP INC President and CEO Owen E. Kratz reported a transaction involving performance-based equity compensation. On this Form 4, he exercised or converted 368,292 Performance Share Units (2023 PSUs) granted under the company’s long-term incentive plan.
Each 2023 PSU represented a contingent right to receive one share of common stock, with the actual payout tied equally to total shareholder return versus a peer group and free cash flow generation versus benchmarks over a three-year period beginning January 1, 2023 and ending December 31, 2025. The award ultimately vested at 151% of the original 2023 PSUs granted. However, instead of issuing shares, the Compensation Committee elected to settle the vested PSUs in cash based on their value, so no common stock remained from this grant after the transaction.