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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): June 22,
2009
Helix
Energy Solutions Group, Inc.
(Exact
name of registrant as specified in its charter)
|
Minnesota
(State
or other jurisdiction
of
incorporation)
|
001-32936
(Commission
File Number)
|
95-3409686
(IRS
Employer Identification No.)
|
|
400
N. Sam Houston Parkway E., Suite 400
Houston,
Texas
(Address
of principal executive offices)
|
281-618-0400
(Registrant’s
telephone number, including area code)
|
77060
(Zip
Code)
|
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 (see General Instruction A.2. below):
|_|
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))
Item
7.01 Regulation FD Disclosure.
On June 22, 2009, Helix Energy
Solutions Group, Inc. (“Helix”) issued a press release announcing that it
intends to purchase up to 1.5 million shares of Helix's common
stock. The press release is attached hereto as Exhibit 99.1 and
incorporated by reference herein.
This
information is not deemed to be “filed” for the purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise
subject to the liabilities of that section, and such information is not
incorporated by reference into any registration statements or other document
filed under the Securities Act of 1933, as amended (“Securities Act”), or the
Exchange Act, regardless of the general incorporation language contained in such
filing, except as shall be expressly set forth by specific reference to this
filing.
Item
9.01 Financial Statements and Exhibits.
(c) Exhibits.
Number Description
---------- --------------
|
99.1
|
Press
release announcing Helix’s Share Repurchase
Plan.
|
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: June
23, 2009
HELIX ENERGY
SOLUTIONS GROUP, INC.
By: /s/
Anthony
Tripodo
Anthony
Tripodo
Executive
Vice President and Chief Financial Officer
Index
to Exhibits
Exhibit
No. Description
|
99.1
|
Press
release announcing Helix’s Share Repurchase
Plan.
|
|
[]
|
PRESSRELEASE
www.HelixESG.com
|
Helix
Energy Solutions Group, Inc. · 400 N. Sam
Houston Parkway E., Suite 400 · Houston,
TX 77060-3500 ·
281-618-0400 · fax:
281-618-0505
For
Immediate Release 09-014
Contact: Tony
Tripodo
Date: June
22, 2009 Title: Chief Financial Officer
Helix
Announces Share Repurchase Plan
Helix
Energy Solutions Group (NYSE: HLX) announced today that it intends to purchase
up to 1.5 million shares of the Company's common stock as permitted by the
Company’s principal credit facility. The Company’s Board of Directors
has previously granted the Company the authority to repurchase shares of its
common stock in an amount equal to any equity grants pursuant to the Company’s
equity compensation plans. The Company may continue to make purchases
pursuant to this authority from time to time as additional equity grants are
made under such plans.
The size,
scope and timing of any purchases will be based on business, market and other
conditions and factors, including price, regulatory and contractual requirements
or consents, and capital availability. The 1.5 million shares to be
repurchased reflect prior equity awards made by the Company.
The share
repurchase program is intended to be implemented through purchases made from
time to time using a variety of methods, which may include open market
purchases, privately negotiated transactions or block trades, or by any
combination of such methods, in accordance with applicable insider trading and
other securities laws and regulations.
The
repurchase program does not require the Company to acquire any particular amount
of common stock, and the program may be suspended, modified or discontinued at
any time at the Company's discretion without prior notice. Shares of
stock repurchased under the program will be cancelled.
Helix
Energy Solutions, headquartered in Houston, Texas, is an international offshore
energy company that provides development solutions and other key life of field
services to the open energy market as well as to our own oil and gas business
unit. That business unit is a prospect generation, exploration,
development and production company. Employing our own key services
and methodologies, we seek to lower finding and development costs, relative to
industry norms.
This
press release contains forward-looking statements that involve risks,
uncertainties and assumptions that could cause our results to differ materially
from those expressed or implied by such forward-looking
statements. All statements, other than statements of historical fact,
are statements that could be deemed "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995, including,
without limitation, any projections of revenue, gross margin, expenses, earnings
or losses from operations, or other financial items; future production volumes,
results of exploration, exploitation, development, acquisition and operations
expenditures, and prospective reserve levels of property or wells; any
statements of the plans, strategies and objectives of management for future
operations; any statement concerning developments, performance or industry
rankings; any statements regarding future economic conditions or performance;
any statements of expectation or belief; and any statements of assumptions
underlying any of the foregoing. The risks, uncertainties and
assumptions referred to above include the performance of contracts by suppliers,
customers and partners; employee management issues; complexities of global
political and economic developments; geologic risks and other risks described
from time to time in our reports filed with the Securities and Exchange
Commission ("SEC"), including the company's Annual Report on Form 10-K for the
year ending December 31, 2008. We assume no obligation and do not
intend to update these forward-looking statements.