What changed in this filing

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Item 1. Financial Statements

2025-10-23 compared with 2025-07-24 · 134 added, 119 removed, 522 unchanged (33% of the section changed)

4 unchanged sentences

(in thousands)

September 30,

Current assets:

36 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

Cost of sales

Loss on disposition of assets, net

Gain (loss) on disposition of assets, net

Selling, general and administrative expenses

Income (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

Income (loss) before income taxes

Income tax provision (benefit)

Net income (loss)

Earnings (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

Net income (loss)

Nine Months Ended

September 30,

Other comprehensive income (loss) - foreign currency translation gain (loss), net of tax

Comprehensive income (loss)

Comprehensive income

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

5 unchanged sentences

Shareholders’

Balance, March 31, 2025

Balance, June 30, 2025

Foreign currency translation adjustments

2 unchanged sentences

Share-based compensation

Balance, September 30, 2025

Balance, June 30, 2024

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, September 30, 2024

Comprehensive

5 unchanged sentences

Share-based compensation

Balance, June 30, 2025

Balance, September 30, 2025

Balance, December 31, 2023

5 unchanged sentences

Share-based compensation

Balance, June 30, 2024

Balance, September 30, 2024

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

3 unchanged sentences

(in thousands)

Six Months Ended

Nine Months Ended

September 30,

Cash flows from operating activities:

10 unchanged sentences

Losses related to convertible senior notes

Unrealized foreign currency (gain) loss

Unrealized foreign currency gains

Changes in operating assets and liabilities:

3 unchanged sentences

Accounts payable and accrued liabilities

Net cash provided by (used in) operating activities

Net cash provided by operating activities

Cash flows from investing activities:

Capital expenditures

Proceeds from sale of assets

Proceeds from insurance recoveries

29 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- and six-month periods ended June 30, 2025 are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.

The operating results for the three- and nine-month periods ended September 30, 2025 are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.

Our balance sheet as of December 31, 2024 included herein has been derived from the audited balance sheet as of December 31, 2024 included in our 2024 Annual Report on Form 10-K (our “2024 Form 10-K”).

40 unchanged sentences

Our Shallow Water Abandonment segment provides services in support of the upstream and midstream ‎industries predominantly in the Gulf of America shelf, including offshore oilfield decommissioning and ‎reclamation, well intervention, IRM, heavy lift and commercial diving services.

Our Shallow Water Abandonment segment includes Helix Alliance that was acquired in July 2022, a vertically integrated company 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 Shallow Water Abandonment segment includes Helix Alliance that was acquired in July 2022, a vertically integrated company that 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 our capabilities 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.

2 unchanged sentences

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

September 30,

Income tax receivable

3 unchanged sentences

Other assets, net consist of the following (in thousands):

September 30,

Prepaid charter (1)

6 unchanged sentences

Accrued liabilities consist of the following (in thousands):

September 30,

Accrued payroll and related benefits

3 unchanged sentences

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

September 30,

Deferred revenue (Note 8)

5 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

Operating lease cost

3 unchanged sentences

Net lease cost

Maturities of our operating lease liabilities as of June 30, 2025 are as follows (in thousands):

Maturities of our operating lease liabilities as of September 30, 2025 are as follows (in thousands):

Facilities and

26 unchanged sentences

The following table presents the weighted average remaining lease term and discount rate:

September 30,

Weighted average remaining lease term

1 unchanged sentence

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

Six Months Ended

Nine Months Ended

September 30,

Cash paid for operating lease liabilities

Right-of-use assets related to new operating lease liabilities (1)

(1) Our operating lease additions are primarily related to the charter for the Trym during the six-month period ended June 30, 2025, and the charter extensions for the Siem Helix 1 , the Siem Helix 2 , the Grand Canyon II and the Shelia Bordelon during the six-month period ended June 30, 2024 (Note 13).

(1) Our operating lease additions are primarily related to the charter for the Trym during the nine-month period ended September 30, 2025, and the charter extensions for the Siem Helix 1 , the Siem Helix 2 , the Grand Canyon II and the Shelia Bordelon during the nine-month period ended September 30, 2024 (Note 13).

Note 5 — Long-Term Debt

Scheduled maturities of our long-term debt outstanding as of June 30, 2025 are as follows (in thousands):

Scheduled maturities of our long-term debt outstanding as of September 30, 2025 are as follows (in thousands):

Less than one year

18 unchanged sentences

customer accounts receivable and cash and provides for a $ 55 million sub-limit for the issuance of letters of credit.

As of June 30, 2025, we had no borrowings under the Amended ABL Facility, and our available borrowing capacity, based on the borrowing base, totaled $ 70.5 million, net of $ 1.5 million of letters of credit issued.

As of September 30, 2025, we had no borrowings under the Amended ABL Facility, and our available borrowing capacity, based on the borrowing base, totaled $ 94.3 million, net of $ 1.5 million of letters of credit issued and includes $ 2.5 million of cash pledged to the facility.

We and certain of our U.S.

45 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 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 nine-month period ended September 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.

In connection with the 2026 Notes offering, we entered into capped call transactions (the “2026 Capped Calls”) with three separate counterparties to hedge the dilution risk of the 2026 Notes.

1 unchanged sentence

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 June 30, 2025, we were in compliance with these covenants.

As of September 30, 2025, we were in compliance with these covenants.

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

September 30,

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- and six-month periods ended June 30, 2025, we recognized income tax benefit of $ 6.0 million and $ 5.5 million, respectively, resulting in effective tax rates of 69.8 % and 109.3 % respectively.

The effective tax rates for these periods were impacted by certain non-U.S.

discrete items and the jurisdictional mix of earnings.

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 rate for the three-month period ended June 30, 2024 was impacted by certain non-deductible expenses and non-creditable foreign income taxes.

The effective rate for the six-month period ended June 30, 2024 was impacted by the non-deductibility of certain losses associated with the 2026 Notes Redemptions, which was characterized as a discrete event.

On July 4, 2025, the One Big Beautiful Bill Act was passed into law.

The legislation provides us with benefits that are temporary in nature with no material impact on our income tax expense or effective tax rate for the three- and nine-month periods ended September 30, 2025.

For the three- and nine-month periods ended September 30, 2025, we recorded income tax provision of $ 19.2 million and $ 13.6 million, respectively, resulting in effective tax rates of 46.5 % and 37.7 % respectively.

The effective tax rates for these periods were impacted by certain discrete items and the jurisdictional mix of earnings.

For the three- and nine-month periods ended September 30, 2024, we recorded income tax provision of $ 9.5 million and $ 22.5 million, respectively, resulting in effective tax rates of 24.4 % and 38.8 %, respectively.

The effective rate for the three-month period ended September 30, 2024 was impacted by certain non-deductible expenses and non-creditable foreign income taxes.

The effective rate for the nine-month period ended September 30, 2024 was impacted by the non-deductibility of certain losses associated with the 2026 Notes Redemptions, which was characterized as a discrete event.

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”).

As of June 30, 2025, approximately $ 128.4 million remained authorized for the repurchase of shares under the 2023 Repurchase Program.

During the six-month period ended June 30, 2025, we repurchased a total of 4,643,060 shares of our common stock pursuant to the 2023 Repurchase Program for approximately $ 30.0 million.

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.

As of September 30, 2025, approximately $ 128.4 million remained authorized for the repurchase of shares under the 2023 Repurchase Program.

During the nine-month period ended September 30, 2025, we repurchased a total of 4,643,060 shares of our common stock pursuant to the 2023 Repurchase Program for approximately $ 30.0 million.

During the nine-month period ended September 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.

The 2023 Repurchase Program has no set expiration date.

14 unchanged sentences

Shallow Water

Three months ended June 30, 2025

Three months ended June 30, 2024 (1)

Six months ended June 30, 2025

Six months ended June 30, 2024 (1)

Three months ended September 30, 2025

Three months ended September 30, 2024 (1)

Nine months ended September 30, 2025

Nine months ended September 30, 2024 (1)

Shallow Water

Three months ended June 30, 2025

Three months ended September 30, 2025

Production maximization

Decommissioning

Three months ended June 30, 2024 (1)

Three months ended September 30, 2024 (1)

Production maximization

Decommissioning

Six months ended June 30, 2025

Nine months ended September 30, 2025

Production maximization

Decommissioning

Six months ended June 30, 2024 (1)

Nine months ended September 30, 2024 (1)

Production maximization

Decommissioning

(1) For the three- and six-month periods ended June 30, 2024, $ 6.9 million and $ 12.1 million, respectively, have been removed from Well Intervention segment revenues and related intersegment eliminations.

(1) For the three- and nine-month periods ended September 30, 2024, $ 8.1 million and $ 20.1 million, respectively, have been removed from Well Intervention segment revenues and related intersegment eliminations.

See Note 11 regarding this change in prior year reported segment information .

Contract Balances

Net contract assets were $ 13.2 million as of June 30, 2025 and $ 12.2 million as of December 31, 2024 and are reflected in “Other current assets” in the accompanying condensed consolidated balance sheets (Note 3).

The increase in net contract assets was primarily attributable to more revenue recognized in excess of the amount billed to the customer for lump sum contracts, offset in part by less revenue recognized for demobilization fees.

We had no credit losses on our contract assets for the three- and six-month periods ended June 30, 2025 and 2024.

Net contract liabilities totaled $ 38.6 million as of June 30, 2025 and $ 15.6 million as of December 31, 2024 and are reflected as “Deferred revenue,” a component of “Accrued liabilities” and ‘Other non-current liabilities” in the accompanying condensed consolidated balance sheets (Note 3).

The increase was primarily attributable to an increase in deferred mobilization revenue.

Revenue recognized for the three- and six-month periods ended June 30, 2025 included $ 13.8 million and $ 19.0 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, 2024 included $ 18.2 million and $ 31.0 million, respectively, that were included in the contract liability balance at the beginning of each period.

Net contract assets were $ 8.8 million as of September 30, 2025 and $ 12.2 million as of December 31, 2024 and are reflected in “Other current assets” in the accompanying condensed consolidated balance sheets (Note 3).

The decrease in net contract assets was primarily attributable to less accrued revenues related to lump sum demobilization fees.

We had no credit losses on our contract assets for the three- and nine-month periods ended September 30, 2025 and 2024.

Net contract liabilities totaled $ 31.1 million as of September 30, 2025 and $ 15.6 million as of December 31, 2024 and are reflected as “Deferred revenue,” a component of “Accrued liabilities” and “Other non-current liabilities” in the accompanying condensed consolidated balance sheets (Note 3).

The increase was primarily attributable to a larger amount of deferred mobilization fees for work that has not yet been completed as well as more prepayments on work not yet performed.

Revenue recognized for the three- and nine-month periods ended September 30, 2025 included $ 19.8 million and $ 19.4 million, respectively, that were included in the contract liability balance at the beginning of each period.

Revenue recognized for the three- and nine-month periods ended September 30, 2024 included $ 12.6 million and $ 34.4 million, respectively, that were included in the contract liability balance at the beginning of each period.

Performance Obligations

As of June 30, 2025, $ 1.3 billion related to unsatisfied performance obligations was expected to be recognized as revenue in the future, with $ 424.7 million, $ 450.4 million and $ 407.5 million in 2025 , 2026 , 2027 and beyond, respectively.

As of September 30, 2025, $ 1.3 billion related to unsatisfied performance obligations was expected to be recognized as revenue in the future, with $ 207.6 million, $ 542.0 million and $ 559.9 million in 2025 , 2026 and 2027 and beyond, 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 June 30, 2025.

For the three- and six-month periods ended June 30, 2025 and 2024, revenues recognized from performance obligations satisfied (or partially satisfied) in previous periods were immaterial.

For the three- and nine-month periods ended September 30, 2025 and 2024, revenues recognized from performance obligations satisfied (or partially satisfied) in previous periods were immaterial.

Contract Fulfillment Costs

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 $ 43.4 million as of June 30, 2025 and $ 37.2 million as of December 31, 2024.

For the three- and six-month periods ended June 30, 2025, we recorded $ 16.8 million and $ 33.2 million, respectively, related to amortization of these deferred contract costs.

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.

Our deferred contract costs totaled $ 29.1 million as of September 30, 2025 and $ 37.2 million as of December 31, 2024.

For the three- and nine-month periods ended September 30, 2025, we recorded $ 20.5 million and $ 53.7 million, respectively, related to amortization of these deferred contract costs.

For the three- and nine-month periods ended September 30, 2024, we recorded $ 9.9 million and $ 41.1 million, respectively, related to amortization of these deferred contract costs.

There were no associated impairment losses for any period presented.

1 unchanged sentence

Note 9 — Earnings Per Share

The computations of the numerator (earnings or loss) and denominator (shares) to derive the basic and diluted earnings per share (“EPS”) amounts presented on the face of the accompanying condensed consolidated statements of operations are as follows (in thousands, except per share amounts):

The computations of the numerator (earnings) and denominator (shares) to derive the basic and diluted earnings per share (“EPS”) amounts presented on the face of the accompanying condensed consolidated statements of operations are as follows (in thousands, except per share amounts):

Three Months Ended

June 30, 2025

June 30, 2024

Net income (loss)

September 30, 2025

September 30, 2024

Undistributed earnings allocated to participating securities

Net income (loss) available to common shareholders, basic

Earnings (loss) per share, basic

Net income (loss) available to common shareholders, basic

Net income available to common shareholders, basic

Earnings per share, basic

Net income available to common shareholders, basic

Effect of dilutive securities:

1 unchanged sentence

Undistributed earnings reallocated to participating securities

Net income (loss) available to common shareholders, diluted

Earnings (loss) per share, diluted

Six Months Ended

June 30, 2025

June 30, 2024

Net income available to common shareholders, diluted

Earnings per share, diluted

Nine Months Ended

September 30, 2025

September 30, 2024

Undistributed earnings allocated to participating securities

7 unchanged sentences

Earnings per share, diluted

We had a net loss for the three-month period ended June 30, 2025.

Accordingly, our diluted EPS calculation for this period 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 period.

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

June 30, 2025

Diluted shares (as reported)

Share-based awards

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

Six Months Ended

Nine Months Ended

September 30,

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.

3 unchanged sentences

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

As of June 30, 2025, there were approximately 8.1 million shares of our common stock available for issuance under the 2005 Incentive Plan, assuming outstanding performance share units (“PSUs”) vest in shares of our common stock at 100 % of the original awards and outstanding RSUs are settled in cash.

During the six-month period ended June 30, 2025, the following grants of share-based awards were made under the 2005 Incentive Plan:

As of September 30, 2025, there were approximately 8.1 million shares of our common stock available for issuance under the 2005 Incentive Plan, assuming outstanding performance share units (“PSUs”) vest in shares of our common stock at 100 % of the original awards and outstanding RSUs are settled in cash.

During the nine-month period ended September 30, 2025, the following grants of share-based awards were made under the 2005 Incentive Plan:

Date of Grant

12 unchanged sentences

We have restricted stock outstanding granted to members of our Board.

For the three- and six-month periods ended June 30, 2025, we recognized $ 0.2 million and $ 0.5 million, respectively, as share-based compensation related to restricted stock.

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

For the three- and nine-month periods ended September 30, 2025, we recognized $ 0.2 million and $ 0.7 million, respectively, as share-based compensation related to restricted stock.

For the three- and nine-month periods ended September 30, 2024, we recognized $ 0.1 million and $ 0.7 million, respectively, as share-based compensation related to restricted stock.

Our outstanding PSUs can be settled in either cash or shares of our common stock, or a combination thereof, at the discretion of the Compensation Committee of our Board upon vesting and generally have been accounted for as equity awards.

3 unchanged sentences

Our PSUs cliff vest at the end of the three-year period with the maximum amount of the award being 200 % of the original PSU awards and the minimum amount being zero .

For the three- and six-month periods ended June 30, 2025, $ 1.3 million and $ 2.6 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 nine-month periods ended September 30, 2025, $ 1.3 million and $ 3.8 million, respectively, were recognized as share-based compensation related to PSUs.

For the three- and nine-month periods ended September 30, 2024, $ 1.6 million and $ 4.4 million, respectively, were recognized as share-based compensation related to PSUs.

In the first quarter 2025, 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, 1,065,705 PSUs granted in 2022 vested at 200 %, resulting in 1,958,334 shares of our common stock with a total market value of $ 18.3 million and $ 1.6 million of cash.

Our outstanding RSUs can be settled in either cash or shares of our common stock, or a combination thereof, at the discretion of the Compensation Committee of our Board upon vesting and generally have been accounted for as liability awards.

For the three- and six-month periods ended June 30, 2025, $ 0.5 million and $ 1.5 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.

During the six-month period ended June 30, 2025 and the year ended December 31, 2024, we granted fixed-value cash awards of $ 6.7 million and $ 6.1 million, respectively, to select management employees under the 2005 Incentive Plan.

For the three- and nine-month periods ended September 30, 2025, $ 0.8 million and $ 2.3 million, respectively, were recognized as compensation cost.

For the three- and nine-month periods ended September 30, 2024, $ 1.5 million and $ 5.2 million, respectively, were recognized as compensation cost.

During the nine-month period ended September 30, 2025 and the year ended December 31, 2024, we granted fixed-value cash awards of $ 6.7 million and $ 6.1 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- and six-month periods ended June 30, 2025, $ 1.4 million and $ 2.9 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 nine-month periods ended September 30, 2025, $ 1.3 million and $ 4.2 million, respectively, were recognized as compensation cost.

For the three- and nine-month periods ended September 30, 2024, $ 1.4 million and $ 4.1 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- and six-month periods ended June 30, 2025, we made contributions to our defined contribution plans totaling $ 1.4 million and $ 2.9 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 nine-month periods ended September 30, 2025, we made contributions to our defined contribution plans totaling $ 1.3 million and $ 4.2 million, respectively.

For the three- and nine-month periods ended September 30, 2024, we made contributions to our defined contribution plans totaling $ 1.3 million and $ 4.1 million, respectively.

Employee Stock Purchase Plan (“ESPP”)

As of June 30, 2025, 0.8 million shares were available for issuance under the ESPP.

As of September 30, 2025, 0.7 million shares were available for issuance under the ESPP.

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

13 unchanged sentences

Shallow Water

Three months ended June 30, 2025

Three months ended September 30, 2025

External revenues

7 unchanged sentences

Segment operating income

Shallow Water

Three months ended June 30, 2024

Three months ended September 30, 2024

External revenues

6 unchanged sentences

Selling, general and administrative expenses

Other segment items (3)

Segment operating income

Six months ended June 30, 2025

Shallow Water

Nine months ended September 30, 2025

External revenues

6 unchanged sentences

Selling, general and administrative expenses

Segment operating income (loss)

Six months ended June 30, 2024

Segment operating income

Nine months ended September 30, 2024

External revenues

10 unchanged sentences

Beginning with the full-year 2024, certain intersegment revenues of Well Intervention are no longer evaluated by the CODM in his assessment of the segment’s results as those revenues are pass-through amounts related to non-core services.

Accordingly, for the three- and six-month periods ended June 30, 2024, $ 6.9 million and $ 12.1 million, respectively, have been removed from Well Intervention segment revenues and related intersegment eliminations.

Accordingly, for the three- and nine-month periods ended September 30, 2024, $ 8.1 million and $ 20.1 million, respectively, have been removed from Well Intervention segment revenues and related intersegment eliminations.

This change has no impact on our segment profit or our consolidated revenues and operating income (loss).

2 unchanged sentences

(3) Other segment items relate to gain (loss) on disposition of assets, net.

The table below provides a reconciliation of segment profit to income (loss) before income taxes (in thousands):

The table below provides a reconciliation of segment profit to income before income taxes (in thousands):

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

Reconciliation of segment profit —

3 unchanged sentences

Losses related to convertible senior notes

Other non-operating expense, net

Income (loss) before income taxes

Other non-operating income (expense), net

Income before income taxes

The following items are also regularly provided to the CODM (in thousands):

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

Capital expenditures (1) —

15 unchanged sentences

AROs at January 1,

Revisions in estimates

Accretion expense

AROs at June 30,

AROs at September 30,

Note 13 — Commitments and Contingencies and Other Matters

Our Well Intervention segment has long-term charter agreements with Sea1 Offshore (formerly Siem Offshore) for the Siem Helix 1 and Siem Helix 2 vessels, whose terms expire in December 2030 and December 2031, respectively.

Our Robotics segment has long-term vessel charters for the Grand Canyon II , the Grand Canyon III , the Shelia Bordelon , the North Sea Enabler and the Glomar Wave , which charter terms expire in December 2030, May 2028, June 2026, December 2025 and December 2025, respectively.

Our Well Intervention segment has long-term charter agreements with Sea1 Offshore (formerly Siem Offshore) for the Siem Helix 1 and Siem Helix 2 vessels, whose charter terms expire in December 2030 and December 2031, respectively.

Our Robotics segment has long-term vessel charters for the Grand Canyon II , the Grand Canyon III , the Shelia Bordelon , the North Sea Enabler and the Glomar Wave , whose charter terms expire in December 2030, May 2028, June 2026, December 2025 and December 2025, respectively.

In February 2025, our Robotics segment took delivery of the Trym with a three-year charter that expires in February 2028.

On April 1, 2025, we extended the Trym charter by one year .

On April 1, 2025, we extended the Trym charter by one year to April 1, 2029.

Contingencies and Claims

1 unchanged sentence

While we believe we maintain appropriate accruals for such matters, the actual cost to us may be more or less than the amounts reserved.

We are involved in various legal proceedings in the normal course of business, including claims under the General Maritime Laws of the United States and the Merchant Marine Act of 1920 (commonly referred to as the Jones Act), contract-related disputes, employee-related disputes and legacy issues related to Alliance.

We recognize losses for lawsuits when the probability of an unfavorable outcome is probable and we can reasonably estimate the amount of the loss.

We are involved in various legal proceedings and other matters in the normal course of business, including claims under the General Maritime Laws of the United States and the Merchant Marine Act of 1920 (commonly referred to as the Jones Act), contract-related disputes and employee-related disputes.

We recognize losses for contingencies when the probability of an unfavorable outcome is probable and we can reasonably estimate the amount of the loss.

For insured claims, we recognize such losses to the extent they exceed applicable insurance coverage.

Although we can give no assurance about the outcome of litigation, claims or other proceedings, we do not currently believe that any loss resulting from litigation, claims or other proceedings, to the extent not otherwise covered by insurance, will have a material adverse impact on our consolidated financial statements.

Although we can give no assurance about the outcome of litigation, claims or other proceedings, we do not currently believe that any loss resulting from litigation, claims or other proceedings, to the extent not otherwise accrued for or covered by insurance, will have a material adverse impact on our consolidated financial statements.

Note 14 — Statement of Cash Flow Information

1 unchanged sentence

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

Six Months Ended

Nine Months Ended

September 30,

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 $ 0.4 million at June 30, 2025 and $ 0.1 million at December 31, 2024.

These non-cash capital additions were $ 1.4 million at September 30, 2025 and $ 0.1 million at December 31, 2024.

Note 15 — Allowance for Credit Losses

3 unchanged sentences

Additions (1)

Balance at June 30,

Balance at September 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):

June 30, 2025

September 30, 2025

December 31, 2024

5 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