What changed in this filing

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Item 1. Financial Statements

2024-07-25 compared with 2024-04-26 · 125 added, 70 removed, 516 unchanged (27% of the section changed)

42 unchanged sentences

Three Months Ended

Six Months Ended

Cost of sales

3 unchanged sentences

Selling, general and administrative expenses

Loss from operations

Income from operations

Net interest expense

Losses related to convertible senior notes

Other income (expense), net

Other expense, net

Royalty income and other

Loss before income taxes

Income tax benefit

Loss per share of common stock:

Income before income taxes

Income tax provision

Earnings per share of common stock:

Weighted average common shares outstanding:

5 unchanged sentences

Three Months Ended

Six Months Ended

Other comprehensive income (loss), net of tax:

9 unchanged sentences

Shareholders’

Balance, March 31, 2024

Foreign currency translation adjustments

Repurchases of common stock

Activity in company stock plans, net and other

Share-based compensation

Balance, June 30, 2024

Balance, March 31, 2023

Foreign currency translation adjustments

Repurchases of common stock

Activity in company stock plans, net and other

Share-based compensation

Balance, June 30, 2023

Comprehensive

Shareholders’

Balance, December 31, 2023

5 unchanged sentences

Share-based compensation

Balance, March 31, 2024

Balance, June 30, 2024

Balance, December 31, 2022

3 unchanged sentences

Share-based compensation

Balance, March 31, 2023

Balance, June 30, 2023

The accompanying notes are an integral part of these condensed consolidated financial statements.

3 unchanged sentences

(in thousands)

Three Months Ended

Six Months Ended

Cash flows from operating activities:

Adjustments to reconcile net loss to net cash provided by operating activities:

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

5 unchanged sentences

Losses related to convertible senior notes

Unrealized foreign currency (gain) loss

Unrealized foreign currency loss

Change in fair value of contingent consideration

1 unchanged sentence

Accounts receivable, net

Income tax receivable, net of income tax payable

Other current assets

Income tax payable, net of income tax receivable

Accounts payable and accrued liabilities

Deferred recertification and dry dock costs, net

Net cash provided by (used in) operating activities

Net cash provided by operating activities

Cash flows from investing activities:

11 unchanged sentences

Proceeds from issuance of ESPP shares

Payment of earn-out consideration

Net cash used in financing activities

19 unchanged sentences

We have made all adjustments, which, unless otherwise disclosed, are of normal recurring nature, that we believe are necessary for a fair presentation of the condensed consolidated balance sheets, statements of operations, statements of comprehensive loss, statements of shareholders’ equity and statements of cash flows, as applicable.

The operating results for the three-month period ended March 31, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024.

The operating results for the three- and six-month periods ended June 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024.

Our balance sheet as of December 31, 2023 included herein has been derived from the audited balance sheet as of December 31, 2023 included in our 2023 Annual Report on Form 10-K (our “2023 Form 10-K”).

37 unchanged sentences

Our Shallow Water Abandonment segment includes Helix Alliance that was acquired in July 2022, which offers a diversified fleet of marine assets including liftboats, offshore supply vessels (“OSVs”), dive support vessels (“DSVs”), a heavy lift derrick barge, a crew boat, P&A systems and coiled tubing (“CT”) systems.

Our Production Facilities segment includes the Helix Producer I (the “ HP I ”), a ship-shaped dynamically positioned floating production vessel, the Helix Fast Response System (the “HFRS”), which combines the HP 1 , the Q4000 and the Q5000 with certain well control equipment that can be deployed to respond to a well control incident, and our ownership of mature oil and gas properties.

Our Production Facilities segment includes the Helix Producer I (the “ HP I ”), a ship-shaped dynamically positioned floating production vessel, the Helix Fast Response System (the “HFRS”), which combines the HP I , the Q4000 and the Q5000 with certain well control equipment that can be deployed to respond to a well control incident, and our ownership of mature oil and gas properties.

All of our current Production Facilities activities are located in the Gulf of Mexico.

1 unchanged sentence

Other current assets consist of the following (in thousands):

Income tax receivable

Contract assets (Note 8)

17 unchanged sentences

(1) Represents the final amount of the earn-out consideration associated with the acquisition of the Alliance group of companies (collectively “Alliance”) on July 1, 2022, which was paid to the seller of Alliance in cash on April 3, 2024.

(2) Amounts as of March 31, 2024 and December 31, 2023 included $ 11.6 million and $ 9.0 million, respectively, of credits towards future services that we granted for the purchase of five P&A systems and other assets .

(2) Amounts as of June 30, 2024 and December 31, 2023 included $ 11.6 million and $ 9.0 million, respectively, of credits towards future services that we granted for the purchase of five P&A systems and other assets .

Other non-current liabilities consist of the following (in thousands):

6 unchanged sentences

Three Months Ended

Six Months Ended

Operating lease cost

3 unchanged sentences

Net lease cost

Maturities of our operating lease liabilities as of March 31, 2024 are as follows (in thousands):

Maturities of our operating lease liabilities as of June 30, 2024 are as follows (in thousands):

Facilities and

29 unchanged sentences

The following table presents other information related to our operating leases (in thousands):

Three Months Ended

Six Months Ended

Cash paid for operating lease liabilities

Right-of-use assets obtained in exchange for new operating lease liabilities (1)

(1) Our operating lease additions during the three-month period ended March 31, 2024 are primarily related to the charter extensions for the Siem Helix 1 , the Siem Helix 2 , the Grand Canyon II and the Shelia Bordelon (Note 13).

Our operating lease additions during the three-month period ended March 31, 2023 are primarily related to the vessel charter for the Glomar Wave .

(1) Our operating lease additions during the six-month period ended June 30, 2024 are primarily related to the charter extensions for the Siem Helix 1 , the Siem Helix 2 , the Grand Canyon II and the Shelia Bordelon (Note 13).

Our operating lease additions during the six-month period ended June 30, 2023 are primarily related to the vessel charter for the Glomar Wave .

Note 5 — Long-Term Debt

Scheduled maturities of our long-term debt outstanding as of March 31, 2024 are as follows (in thousands):

Scheduled maturities of our long-term debt outstanding as of June 30, 2024 are as follows (in thousands):

Less than one year

20 unchanged sentences

customer accounts receivable and cash, and provides for a $ 20 million sub-limit for the issuance of letters of credit.

As of March 31, 2024, we had no borrowings under the Amended ABL Facility, and our available borrowing capacity, based on the borrowing base, totaled $ 95.6 million, net of $ 3.4 million of letters of credit issued.

As of June 30, 2024, we had no borrowings under the Amended ABL Facility, and our available borrowing capacity, based on the borrowing base, totaled $ 95.1 million, net of $ 3.3 million of letters of credit issued.

We and certain of our U.S.

53 unchanged sentences

The 2026 Notes had a coupon interest rate of 6.75 % per annum and an effective interest rate of 7.6 %.

For the three-month periods ended March 31, 2024 and 2023, total interest expense related to the 2026 Notes was $ 0.4 million and $ 3.7 million, respectively, with coupon interest expense of $ 0.3 million and $ 3.4 million, respectively, and the amortization of debt issuance costs of $ 0.1 million and $ 0.3 million, respectively.

For the six-month period ended June 30, 2024, total interest expense related to the 2026 Notes was $ 0.4 million with coupon interest expense of $ 0.3 million and the amortization of debt issuance costs of $ 0.1 million.

For the three- and six-month periods ended June 30, 2023, total interest expense related to the 2026 Notes was $ 3.7 million and $ 7.4 million, respectively, with coupon interest expense of $ 3.4 million and $ 6.8 million, respectively, and the amortization of debt issuance costs of $ 0.3 million and $ 0.6 million, respectively.

2026 Capped Calls

3 unchanged sentences

In accordance with the Amended ABL Facility, the MARAD Debt and the 2029 Notes, we are required to comply with certain covenants, including minimum liquidity and a springing fixed charge coverage ratio (applicable under certain conditions that are currently not applicable) with respect to the Amended ABL Facility and the maintenance of net worth, working capital and debt-to-equity requirements with respect to the MARAD Debt.

As of March 31, 2024, we were in compliance with these covenants.

As of June 30, 2024, we were in compliance with these covenants.

The Convertible Senior Notes due 2023 (the “2023 Notes”) matured on September 15, 2023.

3 unchanged sentences

The 2023 Notes had a coupon interest rate of 4.125 % per annum and an effective interest rate of 4.8 %.

For the three-month period ended March 31, 2023, total interest expense related to the 2023 Notes was $ 0.4 million, primarily from coupon interest expense.

For the three- and six-month periods ended June 30, 2023, total interest expense related to the 2023 Notes was $ 0.3 million and $ 0.7 million, respectively, primarily from coupon interest expense.

The following table details the components of our net interest expense (in thousands):

Three Months Ended

Six Months Ended

Interest expense

4 unchanged sentences

We believe that our application of such laws and the tax impact thereof are reasonable and fairly presented in our condensed consolidated financial statements.

For the three-month periods ended March 31, 2024 and 2023, we recognized income tax benefit of $ 1.7 million and $ 2.0 million, respectively, resulting in effective tax rates of 6.1 % and 28.1 %, respectively.

The effective tax rate for the three-month period ended March 31, 2024 was lower than the U.S.

statutory rate primarily due to the non-deductibility of certain losses associated with the 2026 Notes Redemptions, which was characterized as a discrete event and reported in the current quarter.

The effective tax rate for the three-month period ended March 31, 2023 was higher than the U.S.

For the three- and six-month periods ended June 30, 2024, we recognized income tax provision of $ 14.7 million and $ 13.0 million, respectively, resulting in effective tax rates of 31.3 % and 68.5 %, respectively.

The effective tax rate for the three-month period ended June 30, 2024 was higher than the U.S.

statutory rate primarily due to certain non-deductible expenses and non-creditable foreign income taxes.

The effective rate for the six-month period ended June 30, 2024 was higher than the U.S.

statutory rate primarily due to the non-deductibility of certain losses associated with the 2026 Notes Redemptions, which was characterized as a discrete event and reported in the first quarter.

For the three- and six-month periods ended June 30, 2023, we recognized income tax expense of $ 3.3 million and $ 1.3 million, respectively, resulting in effective tax rates of 31.8 % and 40.1 %, respectively.

The effective tax rates for these periods were higher than the U.S.

statutory rate primarily due to certain non-deductible expenses and non-creditable foreign income taxes.

Note 7 — Share Repurchase Programs

In February 2023, our Board of Directors (our “Board”) authorized a share repurchase program to repurchase issued and outstanding shares of our common stock up to $ 200 million (the “2023 Repurchase Program”).

During the three-month period ended March 31, 2024, we repurchased a total of 462,585 shares of our common stock pursuant to the 2023 Repurchase Program for approximately $ 5.0 million or an average of $ 10.88 per share, of which approximately $ 0.9 million was accrued as of March 31, 2024.

During the six-month period ended June 30, 2024, we repurchased a total of 937,585 shares of our common stock pursuant to the 2023 Repurchase Program for approximately $ 10.2 million or an average of $ 10.87 per share.

The 2023 Repurchase Program has no set expiration date.

12 unchanged sentences

Shallow Water

Three months ended March 31, 2024

Three months ended March 31, 2023

Three months ended June 30, 2024

Three months ended June 30, 2023

Six months ended June 30, 2024

Six months ended June 30, 2023

We provide services to our customers in the following markets that are key to our energy transition strategy:

2 unchanged sentences

Shallow Water

Three months ended March 31, 2024

Three months ended June 30, 2024

Production maximization

Decommissioning

Three months ended March 31, 2023

Three months ended June 30, 2023

Production maximization

Decommissioning

Six months ended June 30, 2024

Production maximization

Decommissioning

Six months ended June 30, 2023

Production maximization

Decommissioning

Contract Balances

2 unchanged sentences

Contract assets are reflected in “Other current assets” in the accompanying condensed consolidated balance sheets (Note 3).

Contract assets were $ 5.5 million as of March 31, 2024 and $ 5.8 million as of December 31, 2023.

We had no credit losses on our contract assets for the three-month periods ended March 31, 2024 and 2023.

Contract assets were $ 10.0 million as of June 30, 2024 and $ 5.8 million as of December 31, 2023.

We had no credit losses on our contract assets for the three- and six-month periods ended June 30, 2024 and 2023.

Contract liabilities are obligations to provide future services to a customer for which we have already received, or have the unconditional right to receive, the consideration for those services from the customer.

1 unchanged sentence

Contract liabilities are reflected as “Deferred revenue,” a component of “Accrued liabilities” in the accompanying condensed consolidated balance sheets (Note 3).

Contract liabilities totaled $ 20.9 million as of March 31, 2024 and $ 32.8 million as of December 31, 2023.

Revenue recognized for the three-month periods ended March 31, 2024 and 2023 included $ 16.4 million and $ 3.9 million, respectively, that were included in the contract liability balance at the beginning of each period.

Contract liabilities totaled $ 17.1 million as of June 30, 2024 and $ 32.8 million as of December 31, 2023.

Revenue recognized for the three- and six-month periods ended June 30, 2024 included $ 18.2 million and $ 31.0 million, respectively, that were included in the contract liability balance at the beginning of each period.

Revenue recognized for the three- and six-month periods ended June 30, 2023 included $ 9.4 million and $ 8.0 million, respectively, that were included in the contract liability balance at the beginning of each period.

We report the net contract asset or contract liability position on a contract-by-contract basis at the end of each reporting period.

Performance Obligations

As of March 31, 2024, $ 996.6 million related to unsatisfied performance obligations was expected to be recognized as revenue in the future, with $ 663.4 million, $ 309.7 million and $ 23.5 million in 2024 , 2025 and 2026 , respectively.

As of June 30, 2024, approximately $ 873.3 million related to unsatisfied performance obligations was expected to be recognized as revenue in the future, with $ 443.4 million, $ 403.8 million and $ 26.0 million in 2024 , 2025 and 2026 , respectively.

These amounts include fixed consideration and estimated variable consideration for both wholly and partially unsatisfied performance obligations, including mobilization and demobilization fees.

These amounts are derived from the specific terms of our contracts, and the expected timing for revenue recognition is based on the estimated start date and duration of each contract according to the information known at March 31, 2024.

For the three-month periods ended March 31, 2024 and 2023, revenues recognized from performance obligations satisfied (or partially satisfied) in previous periods were immaterial.

For the three- and six-month periods ended June 30, 2024 and 2023, revenues recognized from performance obligations satisfied (or partially satisfied) in previous periods were immaterial.

Contract Fulfillment Costs

4 unchanged sentences

Deferred contract costs are reflected as “Deferred costs,” a component of “Other current assets” and “Other assets, net” in the accompanying condensed consolidated balance sheets (Note 3).

Our deferred contract costs totaled $ 24.0 million as of March 31, 2024 and $ 36.6 million as of December 31, 2023.

For the three-month periods ended March 31, 2024 and 2023, we recorded $ 20.3 million and $ 4.7 million, respectively, related to amortization of these deferred contract costs.

Our deferred contract costs totaled $ 24.1 million as of June 30, 2024 and $ 36.6 million as of December 31, 2023.

For the three- and six-month periods ended June 30, 2024, we recorded $ 11.0 million and $ 31.3 million, respectively, related to amortization of these deferred contract costs.

For the three- and six-month periods ended June 30, 2023, we recorded $ 14.4 million and $ 19.1 million, respectively, related to amortization of these deferred contract costs.

There were no associated impairment losses for any period presented.

12 unchanged sentences

Three Months Ended

March 31, 2024

March 31, 2023

Basic and Diluted:

Net loss available to common shareholders

Loss per share

We had net losses for the three-month periods ended March 31, 2024 and 2023.

Accordingly, our diluted EPS calculation for these periods excluded the dilutive effect of share-based awards because they were deemed to be anti-dilutive, meaning their inclusion would have reduced the reported net loss per share in the applicable periods.

Shares that otherwise would have been included in the diluted per share calculations assuming we had earnings are as follows (in thousands):

Three Months Ended

Diluted shares (as reported)

Share-based awards

June 30, 2024

June 30, 2023

Undistributed earnings allocated to participating securities

Net income available to common shareholders, basic

Effect of dilutive securities:

Share-based awards other than participating securities

Undistributed earnings reallocated to participating securities

Net income available to common shareholders, diluted

Earnings per share, basic and diluted

Six Months Ended

June 30, 2024

June 30, 2023

Undistributed earnings allocated to participating securities

Net income available to common shareholders, basic

Effect of dilutive securities:

Share-based awards other than participating securities

Net income available to common shareholders, diluted

Earnings per share, basic and diluted

The following potentially dilutive shares related to the 2023 Notes and the 2026 Notes were excluded from the diluted EPS calculation as they were anti-dilutive (in thousands):

Three Months Ended

Six Months Ended

We have outstanding restricted stock units (“RSUs”) (Note 10) that can be settled in either cash or shares of our common stock or a combination thereof, which are not included in the computation of diluted EPS as cash settlement is assumed.

1 unchanged sentence

Long-Term Incentive Plan

As of March 31, 2024, there were approximately 2.5 million shares of our common stock available for issuance under our 2005 Long-Term Incentive Plan, as amended and restated (the “2005 Incentive Plan”).

During the three-month period ended March 31, 2024, the following grants of share-based awards were made under the 2005 Incentive Plan:

We currently have one active long-term incentive plan:

the 2005 Long-Term Incentive Plan, as amended and restated (the “2005 Incentive Plan”).

On May 15, 2024, our shareholders approved an amendment to and restatement of the 2005 Incentive Plan, which, among other things, authorizes 7.0 million additional shares for issuance pursuant to our equity incentive compensation strategy.

As of June 30, 2024, there were approximately 9.5 million shares of our common stock available for issuance under the 2005 Incentive Plan.

During the six-month period ended June 30, 2024, the following grants of share-based awards were made under the 2005 Incentive Plan:

Date of Grant

8 unchanged sentences

100 % on January 1, 2026

April 1, 2024 (2)

Restricted stock

100 % on January 1, 2026

(1) Reflects grants to our executive officers.

4 unchanged sentences

No restricted stock awards have been granted to our executive officers or other employees since 2020.

For each of the three-month periods ended March 31, 2024 and 2023, we recognized $ 0.3 million as share-based compensation related to restricted stock.

For each of the three- and six-month periods ended June 30, 2024 and 2023, we recognized $ 0.3 million and $ 0.6 million, respectively, as share-based compensation related to restricted stock.

Our performance share units (“PSUs”) granted beginning in January 2021 may be settled in either cash or shares of our common stock upon vesting at the discretion of the Compensation Committee of our Board and have been accounted for as equity awards.

6 unchanged sentences

Cumulative compensation cost is subsequently adjusted at the end of each reporting period to reflect the current estimation of achieving the performance condition.

For the three-month periods ended March 31, 2024 and 2023, $ 1.3 million and $ 1.2 million, respectively, were recognized as share-based compensation related to PSUs.

For the three- and six-month periods ended June 30, 2024, $ 1.5 million and $ 2.8 million, respectively, were recognized as share-based compensation related to PSUs.

For the three- and six-month periods ended June 30, 2023, $ 1.2 million and $ 2.4 million, respectively, were recognized as share-based compensation related to PSUs.

In the first quarter 2024, based on the performance of our common stock price as compared to our performance peer group and our cumulative total Free Cash Flow, in each case over a three-year performance period, 452,381 PSUs granted in 2021 vested at 181 %, representing 818,812 shares of our common stock with a total market value of $ 8.4 million.

2 unchanged sentences

Cumulative compensation cost for vested liability RSUs equals the actual payout value upon vesting.

For the three-month periods ended March 31, 2024 and 2023, $ 1.5 million and $ 1.2 million, respectively, were recognized as compensation cost.

For the three- and six-month periods ended June 30, 2024, $ 2.1 million and $ 3.7 million, respectively, were recognized as compensation cost.

For the three- and six-month periods ended June 30, 2023, $ 1.2 million and $ 2.4 million, respectively, were recognized as compensation cost.

In 2024 and 2023, we granted fixed-value cash awards of $ 6.1 million and $ 6.0 million, respectively, to select management employees under the 2005 Incentive Plan.

The value of these cash awards is recognized on a straight-line basis over a vesting period of three years .

For the three-month periods ended March 31, 2024 and 2023, $ 1.4 million and $ 1.2 million, respectively, were recognized as compensation cost.

For the three- and six-month periods ended June 30, 2024, $ 1.3 million and $ 2.7 million, respectively, were recognized as compensation cost.

For the three- and six-month periods ended June 30, 2023, $ 1.2 million and $ 2.4 million, respectively, were recognized as compensation cost.

Defined Contribution Plans

1 unchanged sentence

We also contribute to various other defined contribution plans globally.

For the three-month periods ended March 31, 2024 and 2023, we made contributions to our defined contribution plans totaling $ 1.4 million and $ 1.1 million, respectively.

For the three- and six-month periods ended June 30, 2024, we made contributions to our defined contribution plans totaling $ 1.4 million and $ 2.8 million, respectively.

For the three- and six-month periods ended June 30, 2023, we made contributions to our defined contribution plans totaling $ 1.0 million and $ 2.1 million, respectively.

Employee Stock Purchase Plan (“ESPP”)

As of March 31, 2024, 1.1 million shares were available for issuance under the ESPP.

As of June 30, 2024, 1.0 million shares were available for issuance under the ESPP.

The ESPP currently has a purchase limit of 260 shares per employee per purchase period.

10 unchanged sentences

Three Months Ended

Six Months Ended

Net revenues —

7 unchanged sentences

Production Facilities

Segment operating income (loss)

Segment operating income

Change in fair value of contingent consideration

2 unchanged sentences

Losses related to convertible senior notes

Other non-operating income (expense), net

Loss before income taxes

Other non-operating expense, net

Income before income taxes

Intercompany segment amounts are derived primarily from equipment and services provided to other business segments.

1 unchanged sentence

Three Months Ended

Six Months Ended

Well Intervention

16 unchanged sentences

Accretion expense

AROs at March 31,

AROs at June 30,

Note 13 — Commitments and Contingencies and Other Matters

16 unchanged sentences

The following table provides supplemental cash flow information (in thousands):

Three Months Ended

Six Months Ended

Interest paid

2 unchanged sentences

Our capital additions include the acquisition of property and equipment for which payment has not been made.

These non-cash capital additions were $ 0.2 million at March 31, 2024 and $ 1.1 million at December 31, 2023.

These non-cash capital additions were $ 0.2 million at June 30, 2024 and $ 1.1 million at December 31, 2023.

Note 15 — Allowance for Credit Losses

3 unchanged sentences

Additions (1)

Balance at March 31,

Balance at June 30,

(1) Additions reflect reserves for expected credit losses during the respective periods.

3 unchanged sentences

The principal amount and estimated fair value of our long-term debt are as follows (in thousands):

March 31, 2024

June 30, 2024

December 31, 2023

6 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements