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): February 28, 2012
Helix Energy Solutions Group, Inc.
(Exact name of registrant as specified in its charter)
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Minnesota
(State or other jurisdiction
of incorporation)
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001-32936
(Commission File Number)
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95-3409686
(IRS Employer Identification No.)
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400 N. Sam Houston Parkway E., Suite 400
Houston, Texas
(Address of principal executive offices)
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281-618-0400
(Registrant’s telephone number, including area code)
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77060
(Zip Code)
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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.
Helix Energy Solutions Group, Inc. (the “Company”) announced today that Company representatives will make presentations to attendees at the Raymond James 33rd Annual Institutional Investors Conference in Orlando, Florida on March 6, 2012 at 9:50 a.m., EST, as well as the DNB Markets Oil, Offshore & Shipping Conference in Oslo, Norway on March 8, 2012. The press release announcing the presentations is attached hereto as Exhibit 99.1 and the presentation materials to be delivered at the conferences are attached hereto as Exhibit 99.2. Each of the exhibits is incorporated by reference herein. The presentation materials have also been posted in the Presentations section under Investor Relations of Helix’s website, www.HelixESG.com.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Number Description
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99.1
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Press Release dated February 28, 2012 announcing upcoming conference presentations.
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99.2
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Materials to be presented at the conferences.
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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: February 28, 2012
HELIX ENERGY SOLUTIONS GROUP, INC.
By: /s/ Anthony Tripodo
Anthony Tripodo
Executive Vice President and Chief Financial Officer
Index to Exhibits
Exhibit No. Description
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99.1
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Press Release dated February 28, 2012 announcing upcoming conference presentations.
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99.2
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Materials to be presented at the conferences.
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PRESSRELEASE
www.HelixESG.com
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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 12-004
Date: February 28, 2012 Contact: Terrence Jamerson
Director, Finance & Investor Relations
Helix to Present at Upcoming Conferences
HOUSTON, TX – Helix Energy Solutions Group, Inc. (NYSE: HLX) announced that it is making presentations to attendees at the Raymond James 33rd Annual Institutional Investors Conference in Orlando, Florida on Monday, March 5, 2012 at 9:50 a.m. Eastern Standard Time and the DNB Markets Oil, Offshore & Shipping Conference in Oslo, Norway on Thursday, March 8, 2012.
Live audio feeds of the Raymond James conference presentation and replay will also be publicly available. Both presentations may be accessed on the Investor Relations page of Helix’s website, www.HelixESG.com.
About Helix
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 energy market as well as to its own oil and gas business unit. For more information about Helix, please visit our website at www.HelixESG.com.
March 2012 Company Update
2
Forward-Looking Statements
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; projections of contracting services activity; future production volumes, results of
exploration, exploitation, development, acquisition and operations expenditures, and prospective reserve levels of properties
or wells; projections of utilization; any statements of the plans, strategies and objectives of management for future
operations; any statements concerning developments; 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; actions by governmental and regulatory
authorities; operating hazards and delays; 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 most recently filed Annual Report on Form 10-K and in the Company’s other filings with the SEC. Free copies of
the reports can be found at the SEC’s website, www.SEC.gov. 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.
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; projections of contracting services activity; future production volumes, results of
exploration, exploitation, development, acquisition and operations expenditures, and prospective reserve levels of properties
or wells; projections of utilization; any statements of the plans, strategies and objectives of management for future
operations; any statements concerning developments; 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; actions by governmental and regulatory
authorities; operating hazards and delays; 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 most recently filed Annual Report on Form 10-K and in the Company’s other filings with the SEC. Free copies of
the reports can be found at the SEC’s website, www.SEC.gov. 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 most recently filed Annual Report on Form 10-K and any subsequent Quarterly Reports
on Form 10-Q.
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 most recently filed Annual Report on Form 10-K and any subsequent Quarterly Reports
on Form 10-Q.
3
WHO IS HELIX ESG?
v Deepwater service provider to
the offshore energy industry
the offshore energy industry
v Focused on subsea
infrastructure services
with
infrastructure services
with
v Entirely dynamically positioned
fleet
fleet
plus
v An emerging offshore
renewable energy services
capability
renewable energy services
capability
and
v Gulf of Mexico oil and gas
exploration and production
exploration and production
Offshore Production Facilities
Helix Producer I
Helix Fast Response System
Independence Hub Semi (20%)
Marco Polo TLP (50%)
Deepwater Contracting
Robotics
45 ROVs
2 ROV Drill Units
4 Trenchers (200 - 2000hp)
5 Chartered Vessels (variable)
Robotics
45 ROVs
2 ROV Drill Units
4 Trenchers (200 - 2000hp)
5 Chartered Vessels (variable)
Pipelay
Intrepid
Express
Caesar
Intrepid
Express
Caesar
Well Intervention
Q4000
Seawell
Well Enhancer
Normand Clough (JV)
Mobile VDS/SILs
4
Business Segments
Oil and Gas Production
GOM shelf and deepwater
PV-10 $1.5 billion ($1.3 billion oil)*
Estimated proved reserves - 38,860 Mboe*
Estimated probable reserves - 19,951 Mboe*
* Reserve data as of 12/31/2011
5
CONTRACTING
SERVICES
SERVICES
Dynamically
Positioned for
Growth
Positioned for
Growth
Strategically Differentiated Fleet
HFRS backstops 60+
Gulf of Mexico
drilling permits
Gulf of Mexico
drilling permits
Q4000 is world’s only
Cat B Semi on open market
HPI is the Gulf of
Mexico’s first DP Floating
Production Unit
Mexico’s first DP Floating
Production Unit
iTrencher is one of the
world’s largest trenchers
world’s largest trenchers
ROV fleet plays role in
offshore windfarms
offshore windfarms
Well Enhancer sets
intervention depth records
intervention depth records
Express deploys globally
for field developments
for field developments
Full spread of assets in
APAC market
APAC market
Positioned for Growth
7
Grand Canyon
T1200 Trenching ROV
Work-class ROVs
Cat B Semisub
Well Intervention Assets
8
MODU DP3 Q4000
MSV DP3 Well Enhancer
MSV DP2 Normand Clough
MSV DP2 Seawell
The Helix ROV fleet consists of
50+ vehicles, covering the
spectrum of subsea construction
services.
50+ vehicles, covering the
spectrum of subsea construction
services.
Chartered vessels such as the
Deep Cygnus are being utilized to
support the growing alternative
energy industry in the North Sea.
Deep Cygnus are being utilized to
support the growing alternative
energy industry in the North Sea.
The state of the art iTrencher system
trenches, lays pipe up to 16” in
diameter, and backfills in a single
operation.
trenches, lays pipe up to 16” in
diameter, and backfills in a single
operation.
Robotics
9
DP Reel Lay Vessel Express
DP S-Lay Vessel Caesar
DP Reel Lay Vessel Intrepid
Caesar’s onboard pipe welding and testing capability
allows the vessel to lay large diameter pipe.
allows the vessel to lay large diameter pipe.
Helix’s dual-reel pipelay and subsea construction
vessel has established an extensive track record of
field installation projects around the world.
vessel has established an extensive track record of
field installation projects around the world.
Intrepid has the flexibility to be deployed as a pipelay,
installation or saturation diving vessel.
installation or saturation diving vessel.
Subsea Construction Vessels
10
Offshore Renewable Energy Support
11
v 2012 non-oilfield revenues of $42 million on power
cable burial projects
cable burial projects
v Provide trenching, cable burial and ROV support for
offshore wind farm development
offshore wind farm development
o Current focus on export lines (field to shore)
o Future opportunities in-field (inter-array cable
installation)
installation)
v Adding additional capacity to meet short- and long-
term growth opportunities
term growth opportunities
o New chartered vessel, Grand Canyon, under
construction with 2012 delivery
construction with 2012 delivery
o Building new trencher, T1200, to be paired with the
Grand Canyon
Grand Canyon
Deep Cygnus performing trenching and cable burial operations at
the Greater Gabbard Offshore Wind Farm in the North Sea
the Greater Gabbard Offshore Wind Farm in the North Sea
12
v Utilizes vessels and subsea systems
proven in Gulf of Mexico spill response
and containment efforts
proven in Gulf of Mexico spill response
and containment efforts
v Capability to capture and process up to
55,000 bpd in water depths to 10,000
feet at 15,000 psi
55,000 bpd in water depths to 10,000
feet at 15,000 psi
Helix Fast Response System (HFRS)
v 24 independent E&P operators have signed on to include HFRS in
drilling permit applications
drilling permit applications
v Cited as spill response and containment plan in 60+ approved
deepwater permits as of February 2012
deepwater permits as of February 2012
Production Facilities
13
Independence Hub Semi (20%)
v Location: Mississippi Canyon 920
v Depth: 8,000 ft.
v Production capacity:
o 1 BCFD
Marco Polo TLP (50%)
v Location: Green Canyon 608
v Depth: 4,300 ft.
v Production capacity:
o 120,000 BOPD
o 300 MMCFD
Helix Producer I FPU
v Location: Helix’s Phoenix field (GC 237)
v Production capacity:
o 45,000 BOPD
o 55,000 BLPD
o 72 MMCFD
14
OIL & GAS
Gulf of Mexico
Oil and Gas
Producer
Oil and Gas
Producer
15
12/31/2011 Reserve Profile
v 38,860 Mboe Estimated Proved Reserves
v 19,951 Mboe Estimated Probable Reserves
v 44% Deepwater Gulf of Mexico (Proved)
v 58% Oil (Proved)
v 58% proved developed
v PV-10 $1.5 billion ($1.3 billion oil)
Year-to-Date Average Production Profile
v ~24 Mboe/d*
v ~68% of production is oil
v ~71% of production is deepwater
* As of February 21, 2012
Oil and Gas
Oil and Gas - Reserve Highlights
16
|
|
Proved
Developed
|
Proved
Undeveloped |
Total
|
|
Total Estimated Reserves
(Mboe) |
22,731
|
16,129
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38,860
|
|
− Shelf
|
12,881
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8,687
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21,568
|
|
− Deepwater
|
9,850
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7,441
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17,291
|
|
− Oil (Mbbls)
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12,754
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9,935
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22,689
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|
− Gas (MMcf)
|
59,859
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37,162
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97,021
|
|
SEC Case PV-10
(pre-tax, in millions) |
$ 964
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$ 508
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$ 1,472
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At December 31, 2011
17
KEY BALANCE
SHEET METRICS
SHEET METRICS
Strong Financial
Condition
Condition
18
Liquidity of approximately $1.1 billion at 12/31/2011
⃰ Liquidity, as we define it, is equal to cash and cash equivalents ($546 million), plus available capacity under
our revolving credit facility ($559 million).
our revolving credit facility ($559 million).
Debt and Liquidity Profile
Pro Forma Debt Maturity Profile
v Pro forma total debt of approximately $1.2 billion
at end of Q1 2012 consisting of:
at end of Q1 2012 consisting of:
o $300 million Convertible Notes - 3.25% (1)
o $379 million Term Loans -
LIBOR + 3.50% on $279 million, and
LIBOR + 2.75% on $100 million (used to partially redeem
senior unsecured notes during Q1 2012)
senior unsecured notes during Q1 2012)
o $275 million Senior Unsecured Notes - 9.5%
o $108 million MARAD Debt - 4.93%
v $600 million Revolving Credit Facility
o LIBOR + 2.75% on borrowings
o $100 million to be drawn during Q1 2012 to
partially redeem Senior Unsecured Notes
partially redeem Senior Unsecured Notes
o Approximately $41 million of LCs in place
19
§ Convertible Notes
§ Term Loans / Revolver
§ Senior Unsecured Notes
§ MARAD Debt
(1) Stated maturity 2025. First put / call date in December 2012.
20
2012 OUTLOOK
Positive
Market Outlook
Market Outlook
21
|
Broad Metrics
|
2012 Forecast
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2011 Actual
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2010 Actual
|
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Oil and Gas Production
|
7,523 MBoe
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8,694 MBoe
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7,870 MBoe
|
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EBITDAX
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~$600 million
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$669 million
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$430 million
|
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CAPEX
|
~$445 million
|
$229 million
|
$179 million
|
|
Commodity Price Deck
|
2012 Forecast
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2011 Actual
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2010 Actual
|
|
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Hedged
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Oil
|
$104.80 / Bbl
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$100.91 / Bbl
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$75.27 / Bbl
|
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Gas
|
$4.56 / Mcf
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$6.04 / Mcf
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$6.01 / Mcf
|
|
2012 Outlook
22
v Contracting Services
o Strong backlog for the Q4000, Well Enhancer and Seawell through 2012
• Q4000 building backlog into 2013
o Well Enhancer working in West Africa and transits back to the North Sea late first quarter
o Intrepid deployed to California performing field development projects and expected to arrive back in the
Gulf of Mexico end of Q1
Gulf of Mexico end of Q1
o Express working through a full backlog in Gulf of Mexico for Q1 and is scheduled to work in the
Mediterranean and North Sea in Q2 and Q3 of 2012 before returning back to the Gulf of Mexico
Mediterranean and North Sea in Q2 and Q3 of 2012 before returning back to the Gulf of Mexico
o Caesar deployed to Mexico’s Bay of Campeche for accommodations project through April
o Continued focus on trenching and cable burial business with non-oilfield projects growing
o Continued recovery anticipated in global Robotics market, particularly in the Gulf of Mexico
o Four vessels scheduled for regulatory drydocks in 2012, approximately $25 million impact on EBITDA
• Intrepid - April
• Q4000 - March
• Seawell - April
• Well Enhancer - August
2012 Outlook
23
v Oil and Gas
o Forecasted 2012 overall production of 7.5 MMboe, including Wang (Phoenix field) and Danny 2
(Bushwood field) exploration wells; or Head and Neck (Phoenix Field) PUD conversion
(Bushwood field) exploration wells; or Head and Neck (Phoenix Field) PUD conversion
• Assumes Wang or Head and Neck production commences Q4
• Assumes Danny 2 production commences mid-year
o Approximately 90% of 2012 revenues from oil and NGLs
o Anticipated 67% of production volume is oil and 64% of total production from deepwater
o 61% hedged for the year (76% of estimated PDP production)
o Assumes no significant storm disruptions
v Balance Sheet
o Amended credit agreement to allow for new $100 million term loan expected to fund late March
o Terms and conditions same as revolving credit facility
o Proceeds from new term loan together with $100 million of existing liquidity will be used to repay $200
million in principal of senior unsecured notes in late March
million in principal of senior unsecured notes in late March
2012 Outlook
24
v Capital Expenditures
o Contracting Services ($250 million)
• Announced new build semi submersible intervention vessel (approximately $130 million of capex
in 2012)
in 2012)
• Regulatory dry docks for four vessels
• Continued incremental investment in robotics business, with a focus on adding trenching spread
capacity
capacity
o Oil and Gas ($195 million)
• Focus capital investment on shelf oil developments/opportunistic workovers with relatively fast
payback
payback
• Two major deepwater well projects planned this year
− Danny 2 - 1H activity
− Wang or Head and Neck - 2H activity
2012 Outlook - CAPEX
25
Summary of Hedging Positions *
* As of February 22, 2012
26
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