form8k.htm
 
 

 


 
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): July 28, 2010
 
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 North Sam Houston Parkway East, 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 2.02 Results of Operations and Financial Condition.
 
On July 28, 2010, Helix Energy Solutions Group, Inc. (“Helix”) issued a press release announcing its second quarter results of operations for the period ended June 30, 2010.  Attached hereto as Exhibit 99.1, and incorporated by reference herein, is the press release.
 
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 7.01 Regulation FD Disclosure.
 
 
On July 28, 2010, Helix issued a press release announcing its second quarter results of operations for the period ended June 30, 2010.  In addition, on July 29, 2010, Helix is making a presentation (with slides) to analysts and investors regarding its financial and operating results.  Attached hereto as Exhibits 99.1 and 99.2, respectively, and incorporated by reference herein are the press release and the slides for the Second Quarter 2010 Conference Call Presentation issued by Helix. The presentation materials will also be posted beginning on July 28, 2010 in the Presentations section under Investor Relations of Helix’s website, www .HelixESG.com.
 
 
 
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
 
 
99.2
 
 
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:           July 28, 2010
 
 
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
 
99.2
 
 

 
 

 

exh99-1.htm
 
EXHIBIT  99.1
 
 
 

 

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                                                                                                                                &# 160;         10-010
 
                Contact:                      Tony Tripodo (Chief Financia l Officer)
Date:July 28, 2010                                      Cameron Wallace (Investor Relations)
 

Helix Reports Second Quarter 2010 Results

 
HOUSTON, TX – Helix Energy Solutions Group, Inc. (NYSE: HLX) reported a net loss of $85.6 million, or $(0.82) per diluted share, for the second quarter of 2010 compared with net income of $100.2 million, or $0.94 per diluted share, for the same period in 2009, and a net loss of $17.9 million, or $(0.17) per diluted share, in the first quarter of 2010.  The net loss for the six months ended June 30, 2010 was $103.4 million, or $(1.00) per diluted share, compared with net income of $153.7 million, or $1.44 per diluted share, for the six months ended June 30, 2009.
 
 
Second quarter 2010 results included non-cash impairment charges of $159.9 million reflecting a reduction in carrying values of oil and gas properties following reductions of reserve estimates primarily associated with the reassessment of certain fields’ economics. The net impact of the impairments in the second quarter, after income taxes, was $1.00 per diluted share.
 
 
In addition, we recorded incremental depletion expense of $18.8 million in the second quarter of 2010 associated with the mid-year proved reserve reductions in our Bushwood field.
 
 
Owen Kratz, President and Chief Executive Officer of Helix, stated, “Aside from the impairment charges associated with our oil and gas properties, our second quarter results reflected a sharp sequential improvement in operating income reflecting improved market activity. Three of our vessels, the Q4000, the Express and the Helix Producer I (“HP I”) have been contracted by BP to participate in the coordinated response to the oil spill in the Gulf of Mexico. Ho wever, the operating results and utilization are fairly consistent with what we expected from these assets based on existing contracts with other customers. With the HP I on hire to BP, oil and gas production from the Phoenix field was deferred from its anticipated start up in the second quarter and we now expect Phoenix production to start up late in the third quarter. Strategically, we are continuing to actively pursue potential alternatives to exit the exploration and production business although the uncertainties brought about by the oil spill will likely have an impact on our efforts.”
 
 
 

 
 
First quarter 2010 results included the following items on a pre-tax basis:
 
 
·  
A $17.5 million settlement of litigation related to the termination of a 2007 international construction contract.
 
 
·  
A net reduction of $5.2 million in the carrying values of certain oil and gas properties due primarily to the deterioration of field economics resulting from a decrease in natural gas prices.
 
 
The net impact of these items in the first quarter, after income taxes, was $0.14 per diluted share.
 
 
Second quarter 2009 results included the following items on a pre-tax basis:
 
·  
A $59.4 million gain from sale of 24.2 million shares of Cal Dive common stock.
·  
A $43.0 million net gain associated with insurance recoveries in connection with damage caused by Hurricane Ike in September 2008, which reflected net proceeds of $102.6 million, offset by hurricane-related expenses, impairments and additional asset retirement costs.
·  
A reduction of $11.5 million in the carrying values of certain oil and gas properties due primarily to reserve revisions.
·  
An $8.8 million gain from the sale of Helix RDS, our former reservoir consulting business.
 
The net impact of these items in the second quarter of 2009, after income taxes, was $0.63 per diluted share.
 
 
* * * * *
 
Summary of Results (1) (2)
 
 
(in thousands, except per share amounts and percentages, unaudited)
 
 
 
 
   
Quarter Ended
   
Six Months Ended
 
   
June 30
   
March 31
   
June 30
 
   
2010
   
2009
   
2010
   
2010
   
2009
 
Revenues
  $ 299,262     $ 494,639     $ 201,570     $ 500,832     $ 1,065,614  
                                         
Gross Profit (Loss):
                                       
Operating (3)
  $ 66,216     $ 200,312     $ 37,134     $ 103,350     $ 361,998  
      22 %     40 %     18 %     21 %     34 %
Oil and Gas
    Impairments (4)
    (159,862 )     (63,073 )     (11,112 )     (170,974 )     (63,073 )
                                         
Exploration
   Expense
    (1,172 )     (1,483 )     (166 )     (1,338 )     (1,959 )
Total
  $ (94,818 )   $ 135,756     $ 25,856     $ (68,962 )   $ 296,966  
                                         
Net Income (Loss) Applicable to Common Shareholders
  $ (85,551 )   $ 100,219     $ (17,891 )   $ (103,442 )   $ 153,669  
                                         
Diluted Earnings (Loss) Per Share
  $ (0.82 )   $ 0.94     $ (0.17 )   $ (1.00 )   $ 1.44  
                                         
Adjusted EBITDAX (5)
  $ 130,539     $ 147,909     $ 61,405     $ 191,944     $ 393,214  
 
 
 
 

 
 
Segment Information, Operational and Financial Highlights (1)
(in thousands, unaudited)
   
Three Months Ended 
 
   
June 30,
   
March 31,
 
   
2010
   
2009
   
2010
 
Revenues:
                 
  Contracting Services
  $ 202,317     $ 239,476     $ 154,200  
  Shelf Contracting (2)
    -       197,656       -  
  Production Facilities
    21,391       1,120       1,320  
  Oil and Gas
    102,586       89,992       90,715  
  Intercompany Eliminations
    (27,032 )     (33,605 )     (44,665 )
    Total
  $ 299,262     $ 494,639     $ 201,570  
                         
Income (Loss) from Operations:
                       
  Contracting Services
  $ 43,781     $ 34,636     $ 27,486  
  Shelf Contracting (2)
    -       38,145       -  
  Production Facilities
    12,977       (1,018 )     (37 )
  Oil and Gas (3)
    3,609       103,380       10,614  
  Gain on Oil and Gas DerivativeCommodity Contracts
    2,482       4,121       -  
  Oil and Gas Impairments (4)
    (159,862 )     (63,073 )     (11,112 )
  Exploration Expense
    (1,172 )     (1,483 )     (166 )
  Corporate (5)
    (12,597 )     (11,253 )     (22,878 )
  Intercompany Eliminations
    (6,114 )     (1,631 )     (12,305 )
    Total
  $ (116,896 )   $ 101,824     $ (8,398 )
Equity in Earnings of Equity Investments
  $ 1,656     $ 6,264     $ 5,055  
 
Note: Footnotes listed at end of press release.
 
 
Contracting Services
 
o  
Subsea Construction and Robotics revenues increased in the second quarter of 2010 compared to the first quarter of 2010 attributable to the Caesar being placed in service and an additional two vessels chartered by our Robotics division for ROV support operations. Overall our utilization rate for our owned and chartered vessels decreased to 74% in the second quarter of 2010 from 83% in the first quarter of 2010. Further, Robotics utilization was essentially flat in the second quarter of 2010 compared to the first quarter of 2010, 61% versus 59%. Finally, intercompany revenue eliminations associated with internal vessel utilization was significantly lower in the second quarter as compared to the first quarter of 2010 as we substantially completed our own oil and gas deve lopment projects.
 
o  
Well Operations revenues in the second quarter of 2010 increased significantly due to near full utilization of our vessels. The Q4000 continues on hire with BP in response to the Macondo oil spill, while our North Sea vessels had nearly 100% utilization in the second quarter following the cessation of typical winter seasonality factors in the North Sea as well as out of service days in the first quarter of 2010 for the scheduled regulatory drydock of the Seawell.
 
 
 
 

 
 
Production Facilities
 
o  
The HP I, our dynamically positioned floating production unit, reached mechanical completion in early June 2010. Shortly thereafter, the HP I was contracted by BP to assist in the oil spill containment operations in the Gulf of Mexico. Once the HP I completes its contract with BP, the HP I will mobilize back to our Phoenix field and we expect to commence production late in the third quarter of 2010.
 
Oil and Gas
 
o  
Oil and Gas revenues increased $11.9 million to $102.6 million in the second quarter of 2010 as production increased to 11.9 Bcfe in the second quarter of 2010 compared to 11.3 Bcfe in the first quarter of 2010.
 
o  
The average prices realized for natural gas, including the effect of settled natural gas hedge contracts, totaled $6.10 per thousand cubic feet of gas (Mcf) in the second quarter of 2010 compared to $5.75 per Mcf in the first quarter of 2010. For oil, including the effects of settled hedge contracts, we realized $72.59 per barrel in the second quarter of 2010 compared to $71.82 per barrel in the first quarter of 2010.
 
o  
We finalized our Gulf of Mexico (“GOM”) proved reserves estimate as of June 30, 2010 in conjunction with our regular mid-year review as well as our evaluation of our oil and gas assets in preparation for a potential divestment of the oil and gas business. GOM proved reserves of oil and natural gas totaled 400 Bcfe as compared with 543 Bcfe at December 31, 2009, adjusted for year to date 2010 production. The average prices used in our mid-year proved reserve estimates were $73.15 per barrel of oil and $4.07 per Mcf of natural gas as compared to $58.05 per barrel and $3.72 per Mcf at December 31, 2009. The present value of our total estimated GOM proved reserves using the SEC mandated PV-10 standardized measure was approximately $1.3 billion at both June 30, 2010 and December 31, 2009.
 
o  
Our July oil and gas production rate averaged 110 million cubic feet of natural gas equivalent per day (MMcfe/d) through July 27, 2010 compared to an average of 131 MMcfe/d in the second quarter of 2010 and an average of 125 MMcfe/d in the first quarter of 2010.
 
o  
At June 30, 2010, we have oil and gas hedge contracts in place for approximately 12 Bcf of natural gas and 1.7 million barrels of oil representing a substantial portion of our forecasted production for the remainder of 2010. We also have put oil and gas hedge contracts in place for 2011 totaling 7.2 Bcfe (450,000 barrels of oil and 4.5 Bcf of gas).
 
Other Expenses
 
o  
Selling, general and administrative expenses were 8.2% of revenue in the second quarter of 2010, 11.4% in the first quarter of 2010 (excluding the $17.5 million pre-tax charge related to the settlement of litigation associated with the termination of a 2007 international construction contract), and 8.0% in the second quarter of 2009.
 
o  
Net interest expense and other increased to $22.2 million in the second quarter of 2010 from $21.2 million in the first quarter of 2010. Net interest expense increased to $20.5 million in the second quarter of 2010 compared with $15.6 million in the first quarter of 2010. The increase in net interest expense resulted from a reduction of $4.6 million in capitalized interest from the first quarter of 2010 to the second quarter of 2010, which was attributable to the substantial completion of our capital projects. Also, we incurred foreign exchange losses related to declines in our non U.S. dollar functional currencies and currency contracts totaling $1.7 million in the second quarter of 2010 compared to $5.6 million in the first quarter of 2010.
 
Financial Condition and Liquidity
 
o  
Consolidated net debt at June 30, 2010 decreased to $1.09 billion from $1.15 billion as of March 31, 2010. We had no borrowings under our revolver. Our total liquidity at June 30, 2010 was approximately $647 million, consisting of cash on hand of $270 million and revolver availability of $377 million. Net debt to book capitalization as of June 30, 2010 was 45%.  (Net debt to book capitalization is a non-GAAP measure.  See reconciliation attached hereto.)
 
 
 

 
o  
As of June 30, 2010, we were in compliance with our covenants under our various loan agreements.
 
o  
We incurred capital expenditures (including capitalized interest) totaling $37 million in the second quarter of 2010, compared to $75 million in the first quarter of 2010 and $57 million in the second quarter of 2009 (excluding amounts related to Cal Dive in second quarter 2009).
 
 
Footnotes to “Summary of Results”:
 
(1) 
Results of Helix RDS Limited, our former reservoir consulting business, included as discontinued operations for all periods presented in our comparative condensed consolidated statements of operations.
 (2) 
Results of Cal Dive, our former Shelf Contracting business, were consolidated through June 10, 2009, at which time our ownership interest dropped below 50%. Our remaining interest was accounted for under the equity method of accounting through September 23, 2009. Subsequent to September 23, 2009 our investment in Cal Dive was accounted for as an available for sale security.
(3)  
Included insurance recoveries of $102.6 million offset by hurricane-related costs of $8.1 million in the second quarter of 2009.
(4)  
Second quarter 2010 oil and gas impairments of $159.9 million related to reduction of the carrying values of certain oil and gas properties due to reserve revisions. First quarter 2010 impairments on our U.S. oil and gas properties ($7.0 million) were due primarily to the deterioration of certain fields’ economics following a significant decrease in natural gas prices during the period. We also impaired our U.K. offshore property ($4.1 million) during the first quarter. The U.K. impairment was offset by a gain on the reacquisition of our 50% partner’s interest in the U.K. field. Second quarter 2009 oil and gas impairments included $51.5 million of additional asset retirement and impairment costs resulting from Hurricane Ike, and $11.5 million in the reduction of the carrying values of certain oil and gas properties due to reserve revisions.
(5)  
Non-GAAP measure.  See reconciliation attached hereto.
 
Footnotes to “Segment Information, Operational and Financial Highlights”:
 
(1)  
Results of Helix RDS Limited, our former reservoir consulting business, were included as discontinued operations for all periods presented in our comparative condensed consolidated statements of operations.
(2)  
Results of Cal Dive, our former Shelf Contracting business, were consolidated through June 10, 2009, at which time our ownership interest dropped below 50%. Our remaining interest was accounted for under the equity method of accounting through September 23, 2009. Subsequent to September 23, 2009 our investment in Cal Dive was accounted for as an available for sale security.
(3)  
Included insurance recoveries of $97.7 million offset by hurricane-related costs of $7.4 million in the second quarter of 2009.
(4)  
Second quarter 2010 oil and gas impairments of $159.9 million related to reduction of the carrying values of certain oil and gas properties due to reserve revisions. First quarter 2010 impairments on our U.S. oil and gas properties ($7.0 million) were due primarily to the deterioration of certain fields’ economics following a significant decrease in natural gas prices during the period. We also impaired our U.K. offshore property ($4.1 million) during the first quarter. The U.K. impairment was offset by a gain on the reacquisition of our 50% partner’s interest in the U.K. field. Second quarter 2009 oil and gas impairments included $51.5 million of additional asset retirement and impairment costs resulting from Hurricane Ike, and $11.5 million in the reduction of the carrying values of certain oil and gas properties due to reserve revisions.
(5)  
First quarter of 2010 included litigation settlement related to the termination of a 2007 international construction contract.
 
* * * * *
 
Further details are provided in the presentation for Helix’s quarterly conference call to review its second quarter 2010 results (see the “Investor Relations” page of Helix’s website, www.HelixESG.com).  The call, scheduled for 9:00 a.m. Central Daylight Time on Thursday, July 29, 2010, will be audio webcast live from the “Investor Relations” page of Helix’s website. Investors and other interested parties wishing to listen to the call via telephone may join the call by dialing 800 741 5804 (Domestic) or 1 212 231 2907 (International).  The pass code is Tripodo.  A replay wil l be available from the Audio Archives page on Helix’s website until October 28, 2010.
 
 
Helix Energy Solutions Group, 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.
 
 
 
 

 
Management evaluates Company performance and financial condition using certain non-GAAP metrics, primarily Adjusted EBITDAX, net debt and net debt to book capitalization.  We calculate Adjusted EBITDAX as earnings before net interest expense, taxes, depreciation and amortization and exploration expense.  Further, we do not include earnings from our interest in Cal Dive in any periods presented in our Adjusted EBITDAX calculation.  Net debt is calculated as the sum of financial debt less cash and equivalents on hand.  Net debt to book capitalization is calculated by dividing net debt by the sum of net debt, convertible preferred stock and shareholders’ equity.  These non-GAAP measures are useful to investors and other internal and external users of our financial statements in evaluating our operating performance because they are widely used by investors in our industry to measure a company’s operating performance without regard to items which can vary substantially from company to company, and help investors meaningfully compare our results from period to period.  Adjusted EBITDAX should not be considered in isolation or as a substitute for, but instead is supplemental to, income from operations, net income or other income data prepared in accordance with GAAP.  Non-GAAP financial measures should be viewed in addition to, and not as an alternative to our reported results prepared in accordance with GAAP.  Users of this financial information should consider the types of events and transactions which are excluded.
 
 
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 "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, any projections of 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 forward looking statements are subject to a number of known and unknown risks, uncertainties and other factors including the performance of contracts by suppliers, customers and partners; employee management issues; uncertainties inherent in the exploration for and development of oil and gas and in estimating reserves; complexities of global political and economic developments; geologic risks, volatility of oil and gas prices 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, 2009 and any subsequent Quarterly Report on Form 10-Q.  We assume no obligation and do not intend to update these forward-looking statements except as required by the securities laws.
 
 
 
 

 
 

 

 
 

 

HELIX ENERGY SOLUTIONS GROUP, INC.
                           
                                                            Comparative Condensed Consolidated Statements of Operations
     
                           
   
 
       
Three Months Ended Jun. 30,
Six Months Ended Jun. 30,
 
(in thousands, except per share data)
2010
 
2009
 
2010
 
2009
             
(unaudited)
(unaudited)
                           
 
Net revenues:
                   
   
Contracting services
   
 $      196,676
 
 $      404,647
 
 $      307,531
 
 $       815,441
   
Oil and gas
     
         102,586
 
          89,992
 
         193,301
 
          250,173
             
         299,262
 
         494,639
 
         500,832
 
       1,065,614
 
Cost of sales:
                   
   
Contracting services
   
         140,126
 
         312,502
 
         226,374
 
          638,200
   
Oil and gas
     
          94,092
 
         (16,692)
 
         172,446
 
            67,375
   
Oil and gas impairments
   
         159,862
 
          63,073
 
         170,974
 
            63,073
             
         394,080
 
         358,883
 
         569,794
 
          768,648
                           
 
Gross profit (loss)
     
         (94,818)
 
         135,756
 
          (68,962)
 
          296,966
   
Gain on oil and gas derivative commodity contracts
            2,482
 
            4,121
 
            2,482
 
            78,730
   
Gain (loss) on sale of assets, net
                (14)
 
            1,319
 
            6,233
 
             1,773
   
Selling and administrative expenses
         (24,546)
 
         (39,372)
 
          (65,047)
 
           (80,725)
 
Income (loss) from operations
   
        (116,896)
 
         101,824
 
        (125,294)
 
          296,744
   
Equity in earnings of investments
            1,656
 
            6,264
 
            6,711
 
            13,767
   
Gain on subsidiary equity transaction
                 -
 
          59,442
 
                 -
 
            59,442
   
Net interest expense and other
         (22,182)
 
           (7,468)
 
          (43,375)
 
           (29,663)
 
Income (loss) before income taxes
        (137,422)
 
         160,062
 
        (161,958)
 
          340,290
   
Provision (benefit) for income taxes
         (52,366)
 
          56,809
 
          (59,927)
 
          121,728
 
Income (loss) from continuing operations
         (85,056)
 
         103,253
 
        (102,031)
 
          218,562
   
Discontinued operations, net of tax
                (17)
 
            9,836
 
                (44)
 
             7,282
 
Net income (loss), including noncontrolling interests
         (85,073)
 
         113,089
 
        (102,075)
 
          225,844
   
Less: net income applicable to noncontrolling interests
              (444)
 
         (12,620)
 
           (1,273)
 
           (18,173)
 
Net income (loss) applicable to Helix
         (85,517)
 
         100,469
 
        (103,348)
 
          207,671
   
Preferred stock dividends
   
                (34)
 
              (250)
 
                (94)
 
               (563)
   
Preferred stock beneficial conversion charges
                 -
 
                 -
 
                 -
 
           (53,439)
 
Net income (loss) applicable to Helix common shareholders
 $       (85,551)
 
 $      100,219
 
 $     (103,442)
 
 $       153,669
                           
 
Weighted Avg. Common Shares Outstanding:
           
   
Basic
       
104,125
 
96,936
 
103,610
 
96,077
   
Diluted
       
104,125
 
105,995
 
103,610
 
106,000
                           
 
Basic earnings (loss) per share of common stock:
           
   
Continuing operations
   
($0.82)
 
$0.92
 
($1.00)
 
$1.50
   
Discontinued operations
   
$0.00
 
$0.10
 
$0.00
 
$0.08
   
Net income (loss) per share of common stock
($0.82)
 
$1.02
 
($1.00)
 
$1.58
                           
 
Diluted earnings (loss) per share of common stock:
           
   
Continuing operations
   
($0.82)
 
$0.85
 
($1.00)
 
$1.37
   
Discontinued operations
   
$0.00
 
$0.09
 
$0.00
 
$0.07
   
Net income (loss) per share of common stock
($0.82)
 
$0.94
 
($1.00)
 
$1.44
                           
                           
Comparative Condensed Consolidated Balance Sheets
                           
ASSETS
       
LIABILITIES & SHAREHOLDERS' EQUITY
(in thousands)
Jun. 30, 2010
Dec. 31, 2009
(in thousands)
 
Jun. 30, 2010
Dec. 31, 2009
       
(unaudited)
         
(unaudited)
Current Assets:
     
    Current Liabilities:
       
 
Cash and equivalents
 $       270,001
 
 $        270,673
        Accounts payable
 $      163,975
 
 $       155,457
 
Accounts receivable
          204,377
 
           172,678
        Accrued liabilities
         202,154
 
200,607
 
Other current assets
          120,670
 
           122,209
        Current mat of L-T debt (1)
           11,396
 
12,424
                           
Total Current Assets
          595,048
 
           565,560
       Total Current Liabilities
 
         377,525
 
          368,488
                           
                           
Net Property & Equipment:
   
    Long-term debt (1) (2)
 
      1,347,994
 
       1,348,315
 
Contracting Services
       1,482,576
 
        1,470,582
    Deferred income taxes
 
         383,652
 
          442,607
 
Oil and Gas
       1,182,984
 
        1,393,124
    Asset retirement obligations
         165,799
 
          182,399
Equity investments
          187,694
 
           189,411
   Other long-term liabilities
            5,109
 
             4,262
Goodwill
 
            76,134
 
            78,643
   Convertible preferred stock (1)
            1,000
 
             6,000
Other assets, net
            82,137
 
            82,213
   Shareholders' equity (1)
      1,325,494
 
       1,427,462
Total Assets
 
 $     3,606,573
 
 $     3,779,533
     Total Liabilities & Equity
 $   3,606,573
 
 $    3,779,533
                           
(1)
Net debt to book capitalization - 45% at June 30, 2010. Calculated as total debt less cash and equivalents ($1,089,389)
 
divided by sum of total net debt, convertible preferred stock and shareholders' equity ($2,415,883).
(2)
Reflects impact of retrospective adoption of accounting standard which required bifurcation of Helix's convertible senior notes
 
between debt and equity components.  Impact on June 30, 2010 and December 31, 2009 was a reduction in debt totaling
 
$22.8 million and $26.9 million, respectively.
           

 
 
 
 

 

Helix Energy Solutions Group, Inc.
 
Reconciliation of Non GAAP Measures
 
Three and Six Months Ended June 30, 2010
 
                   
                   
Earnings Release:
             
                   
Reconciliation From Net Income to Adjusted EBITDAX:
         
                   
                   
       
2Q10
2Q09
1Q10
2010
2009
 
       
(in thousands)
 
                   
Net income (loss) applicable to common shareholders
 $       (85,551)
 $      100,219
 $       (17,891)
 $     (103,442)
 $      153,669
 
Non-cash impairment
         159,862
          19,261
          11,112
         170,974
          19,261
 
(Gain) loss on asset sales
                 41
         (69,569)
           (6,247)
           (6,206)
         (70,023)
 
Preferred stock dividends
                 34
               250
                 60
                 94
          54,002
 
Income tax provision (benefit)
         (52,366)
          50,072
           (7,563)
         (59,929)
         114,866
 
Net interest expense and other
          22,144
            5,776
          21,179
          43,323
          26,369
 
Depreciation and amortization
          85,203
          68,221
          60,589
         145,792
         142,198
 
Exploration expense
            1,172
            1,483
               166
            1,338
            1,959
 
                   
Adjusted EBITDAX (including Cal Dive)
 $      130,539
 $      175,713
 $        61,405
 $      191,944
 $      442,301
 
                   
Less: Previously reported contribution from Cal Dive
$              -
 $       (27,804)
 $              -
 $              -
 $       (49,087)
 
                   
Adjusted EBITDAX
 
 $      130,539
 $      147,909
 $        61,405
 $      191,944
 $      393,214
 
                   
                   
 
We calculate adjusted EBITDAX as earnings before net interest expense, taxes, depreciation and amortization, and exploration
 
expense. Further, we do not include earnings from our interest in Cal Dive in any periods presented in our adjusted EBITDAX calculation.
 
These non-GAAP measures are useful to investors and other internal and external users of our financial statements in evaluating
 
our operating performance because they are widely used by investors in our industry to measure a company's operating performance
 
without regard to items which can vary substantially from company to company and help investors meaningfully
 
compare our results from period to period.  Adjusted EBITDAX should not be considered in isolation or as a substitute
 
for, but instead is supplemental to,  income from operations, net income or other income data prepared in
 
accordance with GAAP.  Non-GAAP financial measures should be viewed in addition to, and not as an alternative
 
to our reported results prepared in accordance with GAAP.  Users of this financial information should consider
 
the types of events and transactions which are excluded.
         
                   
                   
                   
                   

 
 
 

Helix Energy Solutions Group, Inc.
 
Reconciliation of Non GAAP Measures
 
Three Months Ended June 30, 2010
 
                     
                     
Earnings Release:
               
                     
Reconciliation of unusual items:
             
                     
                     
       
2Q10
 
2Q09
 
1Q10
   
       
(in thousands, except per share data)
   
                     
Non-cash property impairments and other charges:
             
 
Property impairments
 $         159,862
 
 $           11,524
 
 $           11,112
   
 
Settlement of litigation
                    -
 
                    -
 
              17,455
   
 
Gain on acquisition or asset sales
                    -
 
             (68,250)
 
              (5,960)
   
 
Insurance gains
 
                    -
 
             (42,969)
 
                    -
   
 
Tax (benefit) provision associated with above
             (55,952)
 
              32,265
 
              (7,860)
   
Non-cash property impairments and other charges, net:
 $         103,910
 
 $          (67,430)
 
 $           14,747
   
                     
Diluted shares
 
            104,125
 
            105,995
 
            103,090
   
Net after income tax effect per share
 $              1.00
 
 $             (0.63)
 
 $              0.14
   
                     
                     
                     
                     

 
 

 



exh99-2.htm
July 29, 2010
Second Quarter 2010 Conference Call
Helix Producer I operating at BP Macondo spill site
 
 

 
Changing the way you succeed.
Forward-Looking Statements
2
This presentation contains forward-looking statements within the meaning of Section 27A of the Securities Act of
1933 and Section 21E of the Securities Exchange Act of 1934. All such statements, other than statements of
historical fact, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of
1995, including, without limitation, any projections of financial items; future production volumes, results of
exploration, exploitation, development, acquisition and operations expenditures, and prospective reserve levels of
properties or wells; any statements of the plans, strategies and objectives of management for future operations; any
statements concerning developments, performance or industry rankings; and any statements of assumptions
underlying any of the foregoing. These statements involve certain assumptions we made based on our experience
and perception of historical trends, current conditions, expected future developments and other factors we believe
are reasonable and appropriate under the circumstances. The forward-looking statements are subject to a number
of known and unknown risks, uncertainties and other factors that could cause our actual results to differ materially.
The risks, uncertainties and assumptions referred to above include the performance of contracts by suppliers,
customers and partners; employee management issues; local, national and worldwide economic conditions;
uncertainties inherent in the exploration for and development of oil and gas and in estimating reserves; complexities
of global political and economic developments; geologic risks, volatility of oil and gas prices 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 ended December 31, 2009, and any subsequent quarterly report on Form
10-Q. You should not place undue reliance on these forward-looking statements which speak only as of the date of
this presentation and the associated press release. We assume no obligation or duty and do not intend to update
these forward-looking statements except as required by the securities laws.
References to quantities of oil or gas include amounts we believe will ultimately be produced, and may include
“proved reserves” and quantities of oil or gas that are not yet classified as “proved reserves” under SEC definitions.
Statements of oil and gas reserves are estimates based on assumptions and may be imprecise. Investors are urged
to consider closely the disclosure regarding reserves in our 2009 Form 10-K.
 
 
 

 
Changing the way you succeed.
Presentation Outline
3
 Executive Summary
 Summary of Q2 2010 Results (pg. 4)
 2010 Outlook (pg. 8)
 Operational Highlights by Segment
 Contracting Services (pg. 11)
 Oil & Gas (pg. 17)
 Key Balance Sheet Metrics (pg. 20)
 Non-GAAP Reconciliations (pg. 22)
 Questions & Answers
Q4000 flaring oil and gas at BP Macondo spill site
 
 

 
Changing the way you succeed.
Executive Summary
4
($ in millions, except per share data)
(A) Results of Cal Dive, our former Shelf Contracting business, were consolidated through June 10, 2009, at which time our ownership interest dropped below 50%; thereafter, our remaining
 interest was accounted for under the equity method of accounting until September 23, 2009, when we reduced our holdings with the sale of a substantial portion of our remaining interest in
 Cal Dive. Revenues from our Shelf Contracting business totaled $197.7 million and $404.7 million in the three and six months ended June 30, 2009.
(B) Included revenues of $73.5 million of previously disputed accrued royalties in first quarter 2009.
(C) After $53.4 million of non-cash charges related to convertible preferred stock in first quarter 2009.
(D) See non-GAAP reconciliations on slides 22-23.
(E) EBITDAX excludes Cal Dive contribution in all periods presented.
(B)
(C)
(A)
 
 

 
Changing the way you succeed.
Executive Summary
5
 Second quarter results included the following matters:
  Non-cash impairment charges of $159.9 million ($1.00 per diluted share, after taxes) primarily
 associated with a reduction in carrying values of 15 Gulf of Mexico (“GOM”) shelf oil and gas
 properties due to a revision in mid-year proved reserve estimates resulting from the
 reassessment of field economics.
  In addition, we recorded incremental depletion expense of $18.8 million as a result of a reduction
 in mid-year proved reserves for our deepwater Bushwood field.
 
 

 
Changing the way you succeed.
Executive Summary
6
 Contracting Services
 o High utilization of Well Ops vessels; Well Enhancer and Seawell in the North Sea and Q 4000 in
 the Gulf of Mexico
 o Helix Producer I placed into service and contracted to BP
 o Caesar placed into service and commenced GOM pipeline installation
 Oil and Gas
 o Mid-year GOM reserve report finalized, with proved reserves of approximately 400 Bcfe
 o Estimated PV-10 value of approximately $1.3 billion
 o Downward revision of approximately 140 Bcfe from year end
 o Proved developed- 43%
 o Proved undeveloped- 57%
 o Oil- 40%, Gas- 60%
 o Second quarter average production rate of approximately 131 Mmcfe/d
 o July average production rate of approximately 110 Mmcfe/d through the 27th
 o Phoenix production to start upon return of Helix Producer I from BP spill containment operations
 
 

 
Changing the way you succeed.
Executive Summary
7
 Oil and gas production totaled 11.9 Bcfe for Q2 2010 versus 11.3 Bcfe in Q1 2010
 o Avg realized price for oil of $72.59 / bbl ($71.82 / bbl in Q1 2010), inclusive of hedges
 o Avg realized price for gas of $6.10 / Mcf ($5.75 / Mcf in Q1 2010), inclusive of hedges
 Balance sheet remains strong (see slide 20)
 o Net debt balance of $1.09 billion at June 30, 2010
 o Liquidity* of $647 million at June 30, 2010
*Liquidity as we define it is equal to cash and cash equivalents ($270 million), plus available capacity under our revolving credit facility ($377 million).
Oil and Gas (continued)
 
 

 
Changing the way you succeed.
2010 Outlook
8
 Contracting Services activity in Q3 2010 expected to stay consistent with Q2
 o Q4 activity forecasted to decline due to seasonal and other factors
 o Well intervention activity particularly robust
 Oil and gas revised downward
 o Deferred start-up of Phoenix production due to HPI / BP operations
 o Higher DD&A rates due to Bushwood reserve revisions; DD&A rates comparable to
 Q2, 2010
 Capital expenditures of approximately $190 million expected for 2010
 o $80 million relates to completion of major vessel projects
 o Oil and Gas capital expenditures of approximately $70 million, excluding P&A of
 approximately $60 million
 
 

 
Changing the way you succeed.
2010 Outlook
9
Broad Metrics
2010 Higher End
2010 Lower End
2009
Production Range
45 Bcfe
40 Bcfe
44 Bcfe
EBITDA
$450 million
$400 million
$490 million
CAPEX
$190 million
$190 million
$328 million
Commodity Price
Deck
2010 Higher End
2010 Lower End
2009
Hedged
Oil
$75.43/ bbl
$75.51 / bbl
$67.11 / bbl
Gas
$5.82 / mcf
$5.94 / mcf
$7.75 / mcf
 
 

 
Changing the way you succeed.
10
Operations Highlights
 
 

 
Changing the way you succeed.
11
($ in millions, except percentages)
(A) Results of Cal Dive, our former
 Shelf Contracting business, were
 consolidated through June 10,
 2009, at which time our ownership
 interest dropped below 50%;
 thereafter, our remaining interest
 was accounted for under the equity
 method of accounting until
 September 23, 2009, when we
 reduced our holdings with the sale
 of a substantial portion of our
 remaining interest in Cal Dive.
(B) See non-GAAP reconciliation on
 slides 22-23. Amounts are prior to
 intercompany eliminations.
(C) Includes both charter fee to Phoenix
 field and BP.
(D) Amounts primarily represent equity
 in earnings of Marco Polo and
 Independence Hub investments, net
 of our share of losses ($4.3 million
 and $1.4 million in the second
 quarter and first quarter of 2010,
 respectively) associated with the
 startup of the CloughHelix JV in
 Australia.
Contracting Services
 
 

 
Changing the way you succeed.
Contracting Services Q2 2010 Utilization
Intrepid
Express
Caesar (placed in service end of May)
Olympic Canyon
Olympic Triton
Island Pioneer
Seawell
Well Enhancer
Q4000
40 ROVs
2 ROV Drill Units
5 Trenchers
Deep Cygnus
Normand Fortress
12
 
 

 
Changing the way you succeed.
13
Macondo Containment (MC252)
Helix Containment Vessels
 
 

 
Changing the way you succeed.
14
Q4000 as command vessel for top kill operations
Q4000 burning oil & gas
New buoy for HPI under construction
HPI in MC252 processing Macondo production
Helix vessels at work in MC252
Helix is well positioned to support GOM Producers
 
 

 
Changing the way you succeed.
15
Contracting Services - Subsea Construction
Subsea Construction
 Caesar commenced installation
 of 46 mile / 20 inch pipeline in
 GOM
 Express and Intrepid enjoyed
 high utilization in the quarter
 Expect third quarter utilization
 for subsea construction fleet to
 be >90%
ROV - Robotics
 Enjoyed high utilization for five chartered ROV support
 vessels. 
Seacor Canyon has been returned to owners
 Island Pioneer and Deep Cygnus with Canyon trenchers
 T750 and I-Trencher active in North Sea and offshore
 Norway
 Olympic Triton worked for Technip on the Jubilee project
 offshore Ghana
 All ROV support vessels operated outside of the GOM in Q2
 Canyon ROV working on Jubilee project offshore Ghana
 
 

 
Changing the way you succeed.
16
Contracting Services - Well Ops
North America
 Q4000 worked for Newfield on deepwater well
 intervention job in April and on BP Macondo
 containment, top kill and burn-off in May and June
 Healthy backlog for remainder of 2010
North Sea
 Seawell and Well Enhancer enjoyed 99% utilization in
 the quarter with strong performance on well intervention
 projects in the North Sea
 Progressing Statoil Cat B FEED study for new well
 intervention semi-submersible for offshore Norway
 Healthy backlog for remainder of 2010
Asia Pacific
 Executed contract with China National Offshore Oil
 Company (CNOOC) for Lufeng well intervention project
 in South China Sea using the
Normand Clough
 Work commenced in Q3, 2010
Well Ops APAC Subsea Intervention Lubricator being
tested for Well Ops Lufeng project
 
 

 
Changing the way you succeed.
17
(A) Reflects hurricane insurance
 proceeds less related costs. In
 Q2 2009 proceeds totaled $97.7
 million, offset by $7.4 million of
 hurricane-related repair costs
 and $51.5 million of additional
 hurricane-related impairment
 charges, including an estimated
 $43.8 million increase to our
 asset retirement obligations for
 hurricane-affected properties.
(B) Second quarter 2010
 impairments primarily associated
 with the reduction in carrying
 values of 15 GOM properties due
 to a revision in mid-year
 reserves. Second quarter 2009
 impairments related to reduction
 in carrying values of certain oil
 and gas properties due to
 reserve revisions. First quarter
 2010 impairments related to
 deterioration in certain field
 economics due to lower natural
 gas prices in the period.
(C) Including effect of settled hedges
 and mark-to-market derivative
 contracts.
Oil & Gas
 
 

 
Changing the way you succeed.
Oil & Gas
18
(A) Included accretion expense and an incremental $18.8 million in the quarter ended June 30, 2010 for our Bushwood field.
(B) Excluded hurricane-related repairs of $1.6, $(90.3) and $2.1 million, net of insurance recoveries, for the quarters ended June 30, 2010, June 30, 2009 and
 March 31, 2010, respectively.
(C) Excluded exploration expenses of $1.2, $1.5 and $0.2 million, and abandonment costs of $0.4, $0.8 and $0.8 million for the quarters ended June 30, 2010,
 June 30, 2009 and March 31, 2010, respectively.
Operating Costs ($ in millions, except per Mcfe data)
 
 

 
Changing the way you succeed.
Summary of July 2010 - Dec 2011 Hedging Positions
19
 
 

 
Changing the way you succeed.
Key Balance Sheet Metrics
20
Debt (A)
 Liquidity (B) of $647 million at 6/30/10

 
 (A) Includes impact of unamortized debt discount under our Convertible Senior Notes.
 (B) Liquidity as we define it is equal to cash and cash equivalents ($270 million), plus
 available capacity under our revolving credit facility ($377 million).
 
 

 
Changing the way you succeed.
21
Non-GAAP
Reconciliations
 
 

 
Changing the way you succeed.
Non GAAP Reconciliations
22
Adjusted EBITDAX ($ in millions)
We calculate adjusted EBITDAX as earnings before net interest expense, taxes, depreciation and amortization,   
and exploration expense. Further, we do not include earnings from our former interest in Cal Dive in any periods presented in our adjusted
EBITDAX calculation. These non-GAAP measures are useful to investors and other internal and external users of our financial statements in
evaluating our operating performance because they are widely used by investors in our industry to measure a company's operating 
performance without regard to items which can vary substantially from company to company and help investors meaningfully compare our results
from period to period. Adjusted EBITDAX should not be considered in isolation or as a substitute for, but instead is supplemental to, income from
operations, net income or other income data prepared in accordance with GAAP. Non-GAAP financial measures should be viewed in addition to,
and not as an alternative to our reported results prepared in accordance with GAAP. Users of this financial information should consider the types
of events and transactions which are excluded.     
  
 
 

 
Changing the way you succeed.
Revenue and Gross Profit As Reported ($ in millions)
23
Non GAAP Reconciliations
 
 

 
Changing the way you succeed.