Document And Entity Information - shares	3 Months Ended
Document And Entity Information - shares	Mar. 31, 2017	Apr. 19, 2017
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2017
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2017
Entity Registrant Name	HELIX ENERGY SOLUTIONS GROUP INC
Entity Central Index Key	0000866829
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		147,654,046
Entity Current Reporting Status	Yes
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 537,726	$ 356,647
Accounts receivable:
Trade, net of allowance for uncollectible accounts of $2,984 and $1,778, respectively	50,904	101,825
Unbilled revenue and other	25,821	10,328
Current deferred tax assets	0	16,594
Other current assets	43,439	37,388
Total current assets	657,890	522,782
Property and equipment	2,511,931	2,450,890
Less accumulated depreciation	(824,096)	(799,280)
Property and equipment, net	1,687,835	1,651,610
Other assets, net	86,565	72,549
Total assets	2,432,290	2,246,941
Current liabilities:
Accounts payable	74,714	60,210
Accrued liabilities	58,020	58,614
Current maturities of long-term debt	67,724	67,571
Total current liabilities	200,458	186,395
Long-term debt	541,664	558,396
Deferred tax liabilities	148,187	167,351
Other non-current liabilities	49,942	52,985
Total liabilities	940,251	965,127
Commitments and contingencies
Shareholders’ equity:
Common stock, no par, 240,000 shares authorized, 147,646 and 120,630 shares issued, respectively	1,276,623	1,055,934
Retained earnings	306,439	322,854
Accumulated other comprehensive loss	(91,023)	(96,974)
Total shareholders’ equity	1,492,039	1,281,814
Total liabilities and shareholders’ equity	$ 2,432,290	$ 2,246,941

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Current assets:
Allowance for uncollectible accounts	$ 2,984	$ 1,778
Shareholders’ equity:
Common stock, shares authorized	240,000,000	240,000,000
Common stock, shares issued	147,646,000	120,630,000

Condensed Consolidated Statements Of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Income Statement [Abstract]
Net revenues	$ 104,528	$ 91,039
Cost of sales	105,353	107,969
Gross loss	(825)	(16,930)
Loss on disposition of assets, net	(39)	0
Selling, general and administrative expenses	(16,841)	(13,826)
Loss from operations	(17,705)	(30,756)
Equity in losses of investment	(152)	(123)
Net interest expense	(5,226)	(10,684)
Other income (expense), net	(535)	1,880
Other income – oil and gas	2,602	2,572
Loss before income taxes	(21,016)	(37,111)
Income tax benefit	(4,601)	(9,288)
Net loss	$ (16,415)	$ (27,823)
Loss per share of common stock (in dollars per share)
Basic	$ (0.11)	$ (0.26)
Diluted	$ (0.11)	$ (0.26)
Weighted average common shares outstanding (in shares)
Basic	143,244	105,908
Diluted	143,244	105,908

Condensed Consolidated Statements Of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Statement of Comprehensive Income [Abstract]
Net loss	$ (16,415)	$ (27,823)
Other comprehensive income (loss), net of tax:
Unrealized gain on hedges arising during the period	909	3,376
Reclassification adjustments for loss on hedges included in net loss	3,490	3,440
Income taxes on unrealized gain on hedges	(1,556)	(2,317)
Unrealized gain on hedges, net of tax	2,843	4,499
Foreign currency translation gain (loss) arising during the period	3,108	(6,575)
Reclassification adjustment for translation loss realized upon liquidation	0	289
Foreign currency translation gain (loss)	3,108	(6,286)
Other comprehensive income (loss), net of tax	5,951	(1,787)
Comprehensive loss	$ (10,464)	$ (29,610)

Condensed Consolidated Statements Of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Cash flows from operating activities:
Net loss	$ (16,415)	$ (27,823)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	30,858	31,565
Amortization of debt discount	1,144	1,567
Amortization of debt issuance costs	1,358	3,837
Share-based compensation	2,772	1,408
Deferred income taxes	(4,685)	(8,931)
Equity in losses of investment	152	123
Loss on disposition of assets, net	39	0
Unrealized gain and ineffectiveness on derivative contracts, net	(1,072)	(4,349)
Changes in operating assets and liabilities:
Accounts receivable, net	36,130	31,522
Other current assets	(4,814)	(2,505)
Income tax receivable	(1,148)	(2,815)
Accounts payable and accrued liabilities	6,697	(21,108)
Other non-current, net	(22,167)	(1,684)
Net cash provided by operating activities	28,849	807
Cash flows from investing activities:
Capital expenditures	(48,000)	(22,869)
Distribution from equity investment	0	1,200
Proceeds from sale of equity investment	0	25,000
Proceeds from sale of assets	0	10,887
Net cash provided by (used in) investing activities	(48,000)	14,218
Cash flows from financing activities:
Repayment of Nordea Q5000 Loan	(8,929)	(8,929)
Repayment of Term Loan	(6,409)	(7,500)
Repayment of MARAD Debt	(3,073)	(2,927)
Debt issuance costs	(54)	(1,211)
Net proceeds from issuance of common stock	219,509	0
Payments related to tax withholding for share-based compensation	(1,306)	(173)
Proceeds from issuance of ESPP shares	144	600
Net cash provided by (used in) financing activities	199,882	(20,140)
Effect of exchange rate changes on cash and cash equivalents	348	(893)
Net increase (decrease) in cash and cash equivalents	181,079	(6,008)
Cash and cash equivalents:
Balance, beginning of year	356,647	494,192
Balance, end of period	$ 537,726	$ 488,184

Basis Of Presentation And New Accounting Standards	3 Months Ended
Basis Of Presentation And New Accounting Standards	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis Of Presentation And New Accounting Standards	Basis of Presentation and New Accounting Standards The accompanying condensed consolidated financial statements include the accounts of Helix Energy Solutions Group, Inc. and its subsidiaries (collectively, “Helix” or the “Company”). Unless the context indicates otherwise, the terms “we,” “us” and “our” in this report refer collectively to Helix and its subsidiaries. All material intercompany accounts and transactions have been eliminated. These unaudited condensed consolidated financial statements have been prepared pursuant to instructions for the Quarterly Report on Form 10-Q required to be filed with the Securities and Exchange Commission (the “SEC”), and do not include all information and footnotes normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). The accompanying condensed consolidated financial statements have been prepared in conformity with U.S. GAAP and are consistent in all material respects with those applied in our 2016 Annual Report on Form 10-K (“2016 Form 10-K”). The preparation of these financial statements requires us to make estimates and judgments that affect the amounts reported in the financial statements and the related disclosures. Actual results may differ from our estimates. We have made all adjustments (which were normal recurring adjustments) that we believe are necessary for a fair presentation of the condensed consolidated balance sheets, statements of operations, statements of comprehensive income (loss), and statements of cash flows, as applicable. The operating results for the three-month period ended March 31, 2017 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017. Our balance sheet as of December 31, 2016 included herein has been derived from the audited balance sheet as of December 31, 2016 included in our 2016 Form 10-K. These unaudited condensed consolidated financial statements should be read in conjunction with the annual audited consolidated financial statements and notes thereto included in our 2016 Form 10-K. Certain reclassifications were made to previously reported amounts in the consolidated financial statements and notes thereto to make them consistent with the current presentation format. In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” This ASU provides a single five-step approach to account for revenue arising from contracts with customers. The ASU requires an entity to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This revenue standard was originally effective prospectively for annual reporting periods beginning after December 15, 2016, including interim periods. In August 2015, the FASB issued ASU No. 2015-14 to defer the effective date of ASU No. 2014-09 by one year to annual reporting periods beginning after December 15, 2017. Adoption as of the original effective date is permitted. In March 2016, the FASB issued ASU No. 2016-08, which amends the guidance to clarify the implementation issues on principal versus agent considerations (gross versus net revenue presentation). In April 2016, the FASB issued ASU No. 2016-10, which amends the guidance with respect to certain implementation issues on identifying performance obligations and accounting for licenses of intellectual property. In May 2016, the FASB issued ASU No. 2016-12, which provides certain narrow-scope improvements and practical expedients to the guidance. In December 2016, the FASB issued ASU No. 2016-20, which provides certain technical corrections and improvements to the guidance. The new revenue standard permits companies to either apply the requirements retrospectively to all prior periods presented or apply the requirements in the year of adoption through a cumulative adjustment. We are in the process of assessing differences between the new revenue standard and current accounting practices (gap analysis). Remaining implementation matters include completing the gap analysis, establishing new policies, procedures and controls, and quantifying any adjustments upon adoption. We have not yet determined if we will apply the full retrospective or the modified retrospective method. In November 2015, the FASB issued ASU No. 2015-17, “Balance Sheet Classification of Deferred Taxes.” This ASU requires companies to classify all deferred tax assets and liabilities as non-current on the balance sheet instead of separating deferred taxes into current and non-current amounts. The requirement that deferred tax liabilities and assets of a tax-paying component of an entity be offset and presented as a single amount was not affected by this guidance. We adopted this guidance prospectively in the first quarter of 2017. Prior periods were not retrospectively adjusted. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842).” This ASU amends the existing accounting standards for leases. The amendments are intended to increase transparency and comparability among organizations by requiring recognition of lease assets and lease liabilities on the balance sheet and disclosure of key information about leasing arrangements. The guidance is effective for annual reporting periods beginning after December 15, 2018, including interim periods. Early adoption is permitted. The guidance is required to be adopted at the earliest period presented using a modified retrospective approach. We are currently evaluating the impact these amendments will have on our consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, “Improvements to Employee Share-Based Payment Accounting.” This ASU simplifies several aspects of the accounting for share-based payment transactions, including income tax consequences, forfeitures, classification of awards as either equity or liabilities, and classification in the statement of cash flows. Our restricted stock typically vests in the beginning of each year. Our income tax benefit for the three-month period ended March 31, 2017 was reduced by $0.4 million as a result of the adoption of this guidance in the first quarter of 2017. Otherwise, the adoption of this guidance had no material impact on our consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, “Measurement of Credit Losses on Financial Instruments.” This ASU replaces the current incurred loss model for measurement of credit losses on financial assets including trade receivables with a forward-looking expected loss model based on historical experience, current conditions and reasonable and supportable forecasts. The guidance is effective for annual reporting periods beginning after December 15, 2019, including interim periods. We are currently evaluating the impact this guidance will have on our consolidated financial statements. In October 2016, the FASB issued ASU No. 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory.” This ASU eliminates the exception in current guidance that prohibits the recognition of current and deferred income taxes for an intra-entity asset transfer until the asset has been sold to an outside party. Under the new ASU, an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods. Early adoption is permitted. We are currently evaluating the impact this guidance will have on our consolidated financial statements.

Company Overview	3 Months Ended
Company Overview	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Company Overview	Company Overview We are an international offshore energy services company that provides specialty services to the offshore energy industry, with a focus on well intervention and robotics operations. We seek to provide services and methodologies that we believe are critical to maximizing production economics. We provide services primarily in deepwater in the U.S. Gulf of Mexico, North Sea, Asia Pacific and West Africa regions, and have recently expanded our operations into Brazil with the commencement of operations of the Siem Helix 1. Our “life of field” services are segregated into three reportable business segments: Well Intervention, Robotics and Production Facilities (Note 11). Our Well Intervention segment includes our vessels and equipment used to perform well intervention services primarily in the U.S. Gulf of Mexico, North Sea and Brazil. Our Well Intervention segment also includes intervention riser systems (“IRSs”), some of which we rent out on a stand-alone basis, and subsea intervention lubricators (“SILs”). Our well intervention vessels include the Q4000, the Q5000, the Seawell, the Well Enhancer, and the chartered Siem Helix 1 and Siem Helix 2 vessels to be used in connection with our contracts to provide well intervention services offshore Brazil. We currently have a semi-submersible well intervention vessel under construction, the Q7000. We previously owned the Helix 534, which we sold in December 2016. We returned the Skandi Constructor to its owner in March 2017 upon the expiration of its charter. Our Robotics segment includes remotely operated vehicles (“ROVs”), trenchers and ROVDrills designed to complement offshore construction and well intervention services, and currently operates three chartered ROV support vessels. Another chartered ROV support vessel, the Grand Canyon III, is expected to be in service for us in May 2017. Our Production Facilities segment includes the Helix Producer I (the “HP I”), a ship-shaped dynamic positioning floating production vessel, and the Helix Fast Response System (the “HFRS”), which provides certain operators access to our Q4000 and HP I vessels in the event of a well control incident in the Gulf of Mexico. The HP I has been under contract to process production from the Phoenix field for the field operator since February 2013. We currently operate under a fixed fee agreement for the HP I for service to the Phoenix field until at least June 1, 2023. The agreement providing various operators with access to the HFRS for well control purposes was recently amended effective February 1, 2017 to reduce the retainer fee and to extend the term of the agreement by one year to March 31, 2019. The Production Facilities segment also includes our ownership interest in Independence Hub, LLC (“Independence Hub”) and previously included our former ownership interest in Deepwater Gateway, L.L.C. (“Deepwater Gateway”) that we sold in February 2016 (Note 5).

Details Of Certain Accounts

3 Months Ended

Mar. 31, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Details Of Certain Accounts

Details of Certain Accounts

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



	March 31, 2017		December 31, 2016

Note receivable ⁽¹⁾	$	10,000	$	10,000
Prepaid insurance	4,492		4,426
Other prepaids	8,829		9,547
Deferred costs ⁽²⁾	13,466		7,971
Spare parts inventory	2,482		2,548
Income tax receivable	2,005		880
Value added tax receivable	957		1,345
Other	1,208		671
Total other current assets	$	43,439	$	37,388


(1)	Relates to the balance of the promissory note we received in connection with the sale of our former Ingleside spoolbase in January 2014. Interest on the note is payable quarterly at a rate of 6% per annum. The remaining $10 million principal balance, which was due on December 31, 2016, was not paid when due. We expect to collect the full balance of this note receivable.


(2)	Primarily reflects the associated deferred mobilization costs to be amortized within 12 months from the balance sheet date with respect to certain long-term contracts.

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



	March 31, 2017		December 31, 2016

Note receivable, net ⁽¹⁾	$	3,129	$	2,827
Prepaids	8,262		6,418
Deferred dry dock costs, net	13,413		14,766
Deferred costs ⁽²⁾	44,182		30,738
Deferred financing costs, net ⁽³⁾	3,121		3,745
Charter fee deposit ⁽⁴⁾	12,544		12,544
Other	1,914		1,511
Total other assets, net	$	86,565	$	72,549

(1)

In 2016, we entered into an agreement with one of our customers to defer their payment obligations until June 30, 2018. On March 30, 2017, we entered into a new agreement with this customer, in which we agreed to forgive all but $4.3 million of our outstanding receivables due from the customer, and in exchange we received redeemable convertible bonds that approximated that amount. The bonds are redeemable by the customer at any time and the maturity date of the bonds is December 14, 2019. Interest at a rate of 5% per annum is payable on the bonds annually. Amounts presented, net of allowance of $1.2 million at March 31, 2017 and $4.2 million at December 31, 2016, reflect our estimated fair value of the note receivable.


(2)	Primarily reflects the associated deferred mobilization costs to be amortized after 12 months from the balance sheet date through the end of the applicable term of certain long-term contracts.


(3)	Represents unamortized debt issuance costs related to our Revolving Credit Facility (Note 6).


(4)	Deposit amount will be used to reduce our final charter payments for the Siem Helix 2.

Accrued liabilities consist of the following (in thousands):



	March 31, 2017		December 31, 2016

Accrued payroll and related benefits	$	21,429	$	20,705
Deferred revenue	10,114		8,911
Accrued interest	2,998		3,758
Derivative liability (Note 14)	16,216		18,730
Taxes payable excluding income tax payable	1,941		1,214
Other	5,322		5,296
Total accrued liabilities	$	58,020	$	58,614

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



	March 31, 2017		December 31, 2016

Investee losses in excess of investment (Note 5)	$	10,390	$	10,238
Deferred gain on sale of property ⁽¹⁾	5,751		5,761
Deferred revenue	8,802		8,598
Derivative liability (Note 14)	17,352		20,191
Other	7,647		8,197
Total other non-current liabilities	$	49,942	$	52,985


(1)	Relates to the sale and lease-back of our office and warehouse property located in Aberdeen, Scotland in January 2016. The deferred gain is amortized over a 15-year minimum lease term.

Statement Of Cash Flow Information

3 Months Ended

Mar. 31, 2017

Supplemental Cash Flow Information [Abstract]

Statement Of Cash Flow Information

Statement of Cash Flow Information

We define cash and cash equivalents as cash and all highly liquid financial instruments with original maturities of three months or less. The following table provides supplemental cash flow information (in thousands):



	Three Months Ended March 31,
	2017		2016

Interest paid, net of interest capitalized	$	3,557	$	7,483
Income taxes paid	$	1,233	$	2,593

Our non-cash investing activities include property and equipment capital expenditures that are incurred but not yet paid. These non-cash capital expenditures totaled $19.7 million as of March 31, 2017 and $10.1 million as of December 31, 2016.

Equity Investments	3 Months Ended
Equity Investments	Mar. 31, 2017
Equity Method Investments and Joint Ventures [Abstract]
Equity Investments	Equity Investments We have a 20% ownership interest in Independence Hub, LLC (“Independence Hub”) that we account for using the equity method of accounting. We previously had a 50% ownership interest in Deepwater Gateway, L.L.C., which we sold in February 2016 to a subsidiary of Genesis Energy, L.P., the other owner, for $25 million with no resulting gain or loss. We also received a cash distribution of $1.2 million from Deepwater Gateway in February 2016. Equity investments are included in our Production Facilities segment. Independence Hub owns the “Independence Hub” platform located in Mississippi Canyon Block 920 in a water depth of 8,000 feet. Our share of the losses reported by Independence Hub exceeded the carrying amount of our investment by $10.4 million as of March 31, 2017 and $10.2 million at December 31, 2016 reflecting our share of Independence Hub’s obligations (primarily its estimated asset retirement obligations to decommission the platform), net of remaining working capital. This liability is reflected in “Other non-current liabilities” in the accompanying condensed consolidated balance sheets.

Long-Term Debt

3 Months Ended

Mar. 31, 2017

Debt Disclosure [Abstract]

Long-Term Debt

Scheduled maturities of our long-term debt outstanding as of March 31, 2017 are as follows (in thousands):



	Term Loan			2022 Notes			2032 Notes ⁽¹⁾			MARAD Debt			Nordea Q5000 Loan			Total

Less than one year	$	25,634		$	—		$	—		$	6,375		$	35,715		$	67,724
One to two years	160,215			—			—			6,693			35,714			202,622
Two to three years	—			—			—			7,027			35,714			42,741
Three to four years	—			—			—			7,378			80,357			87,735
Four to five years	—			—			—			7,746			—			7,746
Over five years	—			125,000			60,115			44,930			—			230,045
Total debt	185,849			125,000			60,115			80,149			187,500			638,613
Current maturities	(25,634		)	—			—			(6,375		)	(35,715		)	(67,724		)
Long-term debt, less current maturities	160,215			125,000			60,115			73,774			151,785			570,889
Unamortized debt discount ⁽²⁾	—			(15,873		)	(2,077		)	—			—			(17,950		)
Unamortized debt issuance costs ⁽³⁾	(1,159		)	(2,694		)	(185		)	(4,879		)	(2,358		)	(11,275		)
Long-term debt	$	159,056		$	106,433		$	57,853		$	68,895		$	149,427		$	541,664


(1)	Beginning in March 2018, the holders of our Convertible Senior Notes due 2032 may require us to repurchase these notes or we may at our option elect to repurchase these notes. The notes will mature in March 2032.


(2)	Our Convertible Senior Notes due 2022 will increase to their face amount through accretion of non-cash interest charges through May 2022. Our Convertible Senior Notes due 2032 will increase to their face amount through accretion of non-cash interest charges through March 2018.


(3)	Debt issuance costs are amortized over the term of the applicable debt agreement.

Below is a summary of certain components of our indebtedness:

Credit Agreement

In June 2013, we entered into a credit agreement (the “Credit Agreement”) with a group of lenders pursuant to which we borrowed $300 million under a term loan (the “Term Loan”) and, subject to the terms of the Credit Agreement, may borrow additional amounts (the “Revolving Loans”) and/or obtain letters of credit under a revolving credit facility (the “Revolving Credit Facility”) up to $600 million (reduced to $400 million pursuant to the February 2016 amendment to the Credit Agreement, as described below). At March 31, 2017, we had no borrowings under the Revolving Credit Facility and our available borrowing capacity under that facility, based on the leverage ratio covenant, totaled $56.0 million, net of $2.7 million of letters of credit issued.

The Term Loan and the Revolving Loans (together, the “Loans”) bear interest, at our election, in relation to either the base rate established by Bank of America N.A. or to a LIBOR rate, provided that all Swing Line Loans (as defined in the Credit Agreement) will be base rate loans.

The Loans or portions thereof bearing interest at the base rate currently bear interest at a per annum rate equal to the base rate plus a margin ranging from 1.00% to 3.50%. The Loans or portions thereof bearing interest at a LIBOR rate currently bear interest at the LIBOR rate selected by us plus a margin ranging from 2.00% to 4.50%. A letter of credit fee is payable by us equal to our applicable margin for LIBOR rate Loans multiplied by the daily amount available to be drawn under outstanding letters of credit. Margins on the Loans vary in relation to the consolidated interest coverage ratio, as provided by the Credit Agreement. We also pay a fixed commitment fee of 0.50% on the unused portion of our Revolving Credit Facility. The Term Loan currently bears interest at the one-month LIBOR rate plus 4.50%.

The Term Loan is repayable in scheduled principal installments (currently $25.6 million per year), payable quarterly, with a balloon payment of $160.2 million at maturity. These installment amounts are subject to adjustment for any prepayments on the Term Loan. We may elect to prepay amounts outstanding under the Term Loan without premium or penalty, but may not reborrow any amounts prepaid. We may also prepay amounts outstanding under the Revolving Loans without premium or penalty, and may reborrow any amounts paid up to the amount of the Revolving Credit Facility. The Loans mature on June 19, 2018.

The Credit Agreement and the other documents entered into in connection with the Credit Agreement (together, the “Loan Documents”) include terms and conditions, including covenants and prepayment requirements, that we consider customary for this type of transaction. The covenants include restrictions on our and our subsidiaries’ ability to grant liens, incur indebtedness, make investments, merge or consolidate, sell or transfer assets, pay dividends and incur capital expenditures. In addition, the Credit Agreement obligates us to meet certain financial ratios, including the Consolidated Interest Coverage Ratio and the Consolidated Leverage Ratio (as defined in the Credit Agreement).

In connection with the February 2016 amendment of the Credit Agreement to revise certain coverage ratios and to decrease the lenders’ commitment under the Revolving Credit Facility from $600 million to $400 million, we recorded a $2.5 million interest charge to accelerate the amortization of debt issuance costs in proportion to the reduced commitment.

Pursuant to the February 2016 amendment to the Credit Agreement:


(a)	The minimum permitted Consolidated Interest Coverage Ratio was revised as follows:



Four Fiscal Quarters Ending	Minimum Consolidated Interest Coverage Ratio

December 31, 2016 through and including March 31, 2017	2.75	to 1.00
June 30, 2017 and each fiscal quarter thereafter	3.00	to 1.00


(b)	The maximum permitted Consolidated Leverage Ratio was revised as follows:



Four Fiscal Quarters Ending	Maximum Consolidated Leverage Ratio

March 31, 2017	4.75	to 1.00
June 30, 2017	4.25	to 1.00
September 30, 2017	3.75	to 1.00
December 31, 2017 and each fiscal quarter thereafter	3.50	to 1.00

(c)

A financial covenant was established requiring us to maintain a minimum cash balance if our Consolidated Leverage Ratio is 3.50x or greater, as described below. This minimum cash balance is not required to be maintained in any particular bank account or to be segregated from other cash balances in bank accounts that we use in our ordinary course of business. Because the use of this cash is not legally restricted notwithstanding this maintenance covenant, we present it as cash and cash equivalents on our balance sheet. As of March 31, 2017, we needed to maintain an aggregate cash balance of at least $100 million in order to comply with this covenant.



Consolidated Leverage Ratio	Minimum Cash Balance

Greater than or equal to 4.50x	$150,000,000.00
Greater than or equal to 4.00x but less than 4.50x	$100,000,000.00
Greater than or equal to 3.50x but less than 4.00x	$50,000,000.00
Less than 3.50x	$0.00

We have designated five of our foreign subsidiaries, and may designate any newly established foreign subsidiaries, as subsidiaries that are not generally subject to the Credit Agreement’s covenants (the “Unrestricted Subsidiaries”), provided we meet certain liquidity requirements, in which case EBITDA (net of cash distributions to the parent) of the Unrestricted Subsidiaries is not included in the calculations with respect to our financial covenants. Our obligations under the Credit Agreement are guaranteed by our wholly owned domestic subsidiaries (except Cal Dive I – Title XI, Inc.) and Canyon Offshore Limited, a wholly owned Scottish subsidiary. Our obligations under the Credit Agreement, and of the guarantors under their guaranty, are secured by most of our assets of the parent and our wholly owned domestic subsidiaries (except Cal Dive I – Title XI, Inc.) and Canyon Offshore Limited, plus pledges of up to two-thirds of the shares of certain foreign subsidiaries.

Convertible Senior Notes Due 2022

On November 1, 2016, we completed a public offering and sale of our Convertible Senior Notes due 2022 (the “2022 Notes”) in the aggregate principal amount of $125 million. The net proceeds from the issuance of the 2022 Notes were $121.7 million, after deducting the underwriter’s discounts and commissions and offering expenses. We used net proceeds from the issuance of the 2022 Notes, as well as cash on hand, to repurchase and retire $125 million of aggregate principal amount of the 2032 Notes (see “Convertible Senior Notes Due 2032” below) in separate, privately negotiated transactions.

The 2022 Notes bear interest at a rate of 4.25% per annum, and are payable semi-annually in arrears on November 1 and May 1 of each year, beginning on May 1, 2017. The 2022 Notes mature on May 1, 2022, unless earlier converted, redeemed or repurchased. During certain periods and subject to certain conditions (as described in the Indenture governing the 2022 Notes) the 2022 Notes are convertible by the holders into shares of our common stock at an initial conversion rate of 71.9748 shares of common stock per $1,000 principal amount (which represents an initial conversion price of approximately $13.89 per share of common stock), subject to adjustment in certain circumstances as set forth in the Indenture governing the 2022 Notes. We have the right and the intention to settle any such future conversions in cash.

Prior to November 1, 2019, the 2022 Notes are not redeemable. On or after November 1, 2019, we may redeem all or any portion of the 2022 Notes, at our option, subject to certain conditions, at a redemption price payable in cash equal to 100% of the principal amount to be redeemed, plus accrued and unpaid interest, and a “make-whole premium” with a value equal to the present value of the remaining scheduled interest payments of the 2022 Notes to be redeemed through May 1, 2022. Holders of the 2022 Notes may require us to repurchase the notes following a “fundamental change,” as defined in the 2022 Notes documentation.

The Indenture contains customary terms and covenants, including that upon certain events of default occurring and continuing, either the trustee under the Indenture or the holders of not less than 25% in aggregate principal amount of the 2022 Notes then outstanding may declare the entire principal amount of all the notes, and the interest accrued on such notes, if any, to be immediately due and payable. In the case of certain events of bankruptcy, insolvency or reorganization relating to us or a principal subsidiary, the principal amount of the 2022 Notes together with any accrued and unpaid interest thereon will automatically be and become immediately due and payable.

In connection with the issuance of the 2022 Notes, we recorded a debt discount of $16.9 million as required under existing accounting rules. To arrive at this discount amount, we estimated the fair value of the liability component of the 2022 Notes as of October 26, 2016 using an income approach. To determine this estimated fair value, we used borrowing rates of similar market transactions involving comparable liabilities at the time of pricing and an expected life of 5.5 years. The effective interest rate for the 2022 Notes is 7.3% after considering the effect of the accretion of the related debt discount that represented the equity component of the 2022 Notes at their inception. We recorded $11.0 million, net of tax, related to the carrying amount of the equity component of the 2022 Notes. The remaining unamortized amount of the debt discount of the 2022 Notes was $15.9 million at March 31, 2017 and $16.5 million at December 31, 2016.

Convertible Senior Notes Due 2032

In March 2012, we completed a public offering and sale of our Convertible Senior Notes due 2032 (the “2032 Notes”) in the aggregate principal amount of $200 million, $60 million of which are currently outstanding. The 2032 Notes bear interest at a rate of 3.25% per annum, and are payable semi-annually in arrears on March 15 and September 15 of each year, beginning on September 15, 2012. The 2032 Notes mature on March 15, 2032, unless earlier converted, redeemed or repurchased. The 2032 Notes are convertible in certain circumstances and during certain periods at an initial conversion rate of 39.9752 shares of common stock per $1,000 principal amount (which represents an initial conversion price of approximately $25.02 per share of common stock), subject to adjustment in certain circumstances as set forth in the Indenture governing the 2032 Notes. We have the right and the intention to settle any such future conversions in cash.

Prior to March 20, 2018, the 2032 Notes are not redeemable. On or after March 20, 2018, we, at our option, may redeem some or all of the 2032 Notes in cash, at any time upon at least 30 days’ notice, at a price equal to 100% of the principal amount plus accrued and unpaid interest (including contingent interest, if any) up to but excluding the redemption date. In addition, the holders of the 2032 Notes may require us to purchase in cash some or all of their 2032 Notes at a repurchase price equal to 100% of the principal amount of the 2032 Notes, plus accrued and unpaid interest (including contingent interest, if any) up to but excluding the applicable repurchase date, on March 15, 2018, March 15, 2022 and March 15, 2027, or, subject to specified exceptions, at any time prior to the 2032 Notes’ maturity following a Fundamental Change (either a Change of Control or a Termination of Trading, as those terms are defined in the Indenture governing the 2032 Notes). We elected to repurchase $7.3 million, $7.6 million and $125 million, respectively, in aggregate principal amount of the 2032 Notes in June, July and November of 2016, respectively.

In connection with the issuance of the 2032 Notes, we recorded a debt discount of $35.4 million as required under existing accounting rules. To arrive at this discount amount, we estimated the fair value of the liability component of the 2032 Notes as of March 12, 2012 using an income approach. To determine this estimated fair value, we used borrowing rates of similar market transactions involving comparable liabilities at the time of pricing and an expected life of 6.0 years. In selecting the expected life, we selected the earliest date the holders could require us to repurchase all or a portion of the 2032 Notes (March 15, 2018). The effective interest rate for the 2032 Notes is 6.9% after considering the effect of the accretion of the related debt discount that represented the equity component of the 2032 Notes at their inception. We recorded $22.5 million, net of tax, related to the carrying amount of the equity component of the 2032 Notes. The remaining unamortized amount of the debt discount of the 2032 Notes was $2.1 million at March 31, 2017 and $2.6 million at December 31, 2016.

MARAD Debt

This U.S. government guaranteed financing (the “MARAD Debt”) is pursuant to Title XI of the Merchant Marine Act of 1936 administered by the Maritime Administration, and was used to finance the construction of the Q4000. The MARAD Debt is payable in equal semi-annual installments beginning in August 2002 and matures in February 2027. The MARAD Debt is collateralized by the Q4000, is guaranteed 50% by us, and initially bore interest at a floating rate that approximated AAA Commercial Paper yields plus 20 basis points. As required by the MARAD Debt agreements, in September 2005, we fixed the interest rate on the debt through the issuance of a 4.93% fixed-rate note with the same maturity date.

Nordea Credit Agreement

In September 2014, a wholly owned subsidiary incorporated in Luxembourg, Helix Q5000 Holdings S.à r.l. (“Q5000 Holdings”), entered into a credit agreement (the “Nordea Credit Agreement”) with a syndicated bank lending group for a term loan (the “Nordea Q5000 Loan”) in an amount of up to $250 million. The Nordea Q5000 Loan was funded in the amount of $250 million in April 2015 at the time the Q5000 vessel was delivered to us. The parent company of Q5000 Holdings, Helix Vessel Finance S.à r.l., also a wholly owned Luxembourg subsidiary, guaranteed the Nordea Q5000 Loan. The loan is secured by the Q5000 and its charter earnings as well as by a pledge of the shares of Q5000 Holdings. This indebtedness is non-recourse to Helix.

The Nordea Q5000 Loan bears interest at a LIBOR rate plus a margin of 2.5%. The Nordea Q5000 Loan matures on April 30, 2020 and is repayable in scheduled quarterly principal installments of $8.9 million with a balloon payment of $80.4 million at maturity. Q5000 Holdings may elect to prepay amounts outstanding under the Nordea Q5000 Loan without premium or penalty, but may not reborrow any amounts prepaid. Installment amounts are subject to adjustment for any prepayments on this debt. In June 2015, we entered into various interest rate swap contracts to fix the one-month LIBOR rate on a portion of our borrowings under the Nordea Q5000 Loan (Note 14). The total notional amount of the swaps (initially $187.5 million) decreases in proportion to the reduction in the principal amount outstanding under our Nordea Q5000 Loan. The fixed LIBOR rates are approximately 150 basis points.

The Nordea Credit Agreement and related loan documents include terms and conditions, including covenants and prepayment requirements, that are considered customary for this type of transaction. The covenants include restrictions on Q5000 Holdings’s ability to grant liens, incur indebtedness, make investments, merge or consolidate, sell or transfer assets, and pay dividends. In addition, the Nordea Credit Agreement obligates Q5000 Holdings to meet certain minimum financial requirements, including liquidity, consolidated debt service coverage and collateral maintenance.

Other

In accordance with our Credit Agreement, the 2022 Notes, the 2032 Notes, the MARAD Debt agreements, and the Nordea Credit Agreement, we are required to comply with certain covenants, including certain financial ratios such as a consolidated interest coverage ratio and a consolidated leverage ratio, as well as the maintenance of minimum net worth, working capital and debt-to-equity requirements. As of March 31, 2017, we were in compliance with these covenants.

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



	Three Months Ended March 31,
	2017			2016

Interest expense	$	10,240		$	13,044
Interest income	(346		)	(444		)
Capitalized interest	(4,668		)	(1,916		)
Net interest expense	$	5,226		$	10,684

Income Taxes

3 Months Ended

Mar. 31, 2017

Income Tax Disclosure [Abstract]

Income Taxes

We believe that our recorded deferred tax assets and liabilities are reasonable. However, tax laws and regulations are subject to interpretation and tax litigation is inherently uncertain, and therefore our assessments can involve a series of complex judgments about future events and rely heavily on estimates and assumptions.

The effective tax rates for the three-month periods ended March 31, 2017 and 2016 were 21.9% and 25.0%, respectively. The variance was primarily attributable to the earnings mix between our higher and lower tax rate jurisdictions and the reduced tax benefit resulting from the adoption of the new guidance for share-based payment accounting (Note 1).

We adopted a year-to-date effective tax rate method for recording income taxes for the three-month periods ended March 31, 2017 and 2016. The adoption of this method was based on our expectations at March 31, 2017 and 2016 that a small change in our estimated ordinary income could result in a large change in the estimated annual effective tax rate. We will re-evaluate our use of this method each quarter until such time a return to the annualized effective tax rate method is deemed appropriate.

Income taxes are provided based on the U.S. statutory rate of 35% and at the local statutory rate for each foreign jurisdiction adjusted for items that are allowed as deductions for federal and foreign income tax reporting purposes, but not for book purposes. The primary differences between the U.S. statutory rate and our effective rate are as follows:



	Three Months Ended March 31,
	2017		2016

U.S. statutory rate	35.0	%	35.0	%
Foreign provision	(11.1	)	(9.8	)
Other	(2.0	)	(0.2	)
Effective rate	21.9	%	25.0	%

Shareholders' Equity

3 Months Ended

Mar. 31, 2017

Stockholders' Equity Note [Abstract]

Shareholders' Equity

Shareholders’ Equity

On January 10, 2017, we completed an underwritten public offering (the “Offering”) of 26,450,000 shares of our common stock at a public offering price of $8.65 per share. The net proceeds from the Offering approximated $220 million, after deducting underwriting discounts and commissions and estimated offering expenses. We intend to use the net proceeds from the Offering for general corporate purposes, which may include debt repayment, capital expenditures, working capital, acquisitions or investments in our subsidiaries.

The components of Accumulated Other Comprehensive Income (Loss) (“OCI”) are as follows (in thousands):



	March 31, 2017			December 31, 2016

Cumulative foreign currency translation adjustment	$	(75,845	)	$	(78,953	)
Unrealized loss on hedges, net ⁽¹⁾	(15,178		)	(18,021		)
Accumulated other comprehensive loss	$	(91,023	)	$	(96,974	)


(1)	Relates to foreign currency hedges for the Grand Canyon, Grand Canyon II and Grand Canyon III charters as well as interest rate swap contracts for the Nordea Q5000 Loan, and are net of deferred income taxes totaling $8.2 million at March 31, 2017 and $9.7 million at December 31, 2016 (Note 14).

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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+ Details

Earnings Per Share

3 Months Ended

Mar. 31, 2017

Earnings Per Share [Abstract]

Earnings Per Share

We have shares of restricted stock issued and outstanding that are currently unvested. Holders of shares of unvested restricted stock are entitled to the same liquidation and dividend rights as the holders of our unrestricted common stock and the shares of restricted stock are thus considered participating securities. Under applicable accounting guidance, the undistributed earnings for each period are allocated based on the participation rights of both the common shareholders and holders of any participating securities as if earnings for the respective periods had been distributed. Because both the liquidation and dividend rights are identical, the undistributed earnings are allocated on a proportionate basis. Further, we are required to compute earnings per share (“EPS”) amounts under the two class method in periods in which we have earnings. For periods in which we have a net loss we do not use the two class method as holders of our restricted shares are not obligated to share in such losses.

The presentation of basic EPS amounts on the face of the accompanying condensed consolidated statements of operations is computed by dividing net income or loss by the weighted average shares of our common stock outstanding. The calculation of diluted EPS is similar to basic EPS, except that the denominator includes dilutive common stock equivalents and the income included in the numerator excludes the effects of the impact of dilutive common stock equivalents, if any.

We had net losses for the three-month periods ended March 31, 2017 and 2016. Accordingly, our diluted EPS calculation for these periods was equivalent to our basic EPS calculation since diluted EPS excluded any assumed exercise or conversion of common stock equivalents. These common stock equivalents were excluded because they were deemed to be anti-dilutive, meaning their inclusion would have reduced the reported net loss per share in the applicable periods. Shares that otherwise would have been included in the diluted per share calculations assuming we had earnings are as follows (in thousands):



	Three Months Ended March 31,
	2017	2016

Diluted shares (as reported)	143,244	105,908
Share-based awards	261	7
Total	143,505	105,915

In addition, the following potentially dilutive shares related to the 2022 Notes and the 2032 Notes were excluded from the diluted EPS calculation because we have the right and the intention to settle any such future conversions in cash (Note 6) (in thousands):



	Three Months Ended March 31,
	2017	2016

2022 Notes	8,997	—
2032 Notes	2,403	7,995

Employee Benefit Plans

3 Months Ended

Mar. 31, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Employee Benefit Plans

Long-Term Incentive Stock-Based Plan

As of March 31, 2017, there were 2.4 million shares of our common stock available for issuance under our active long-term incentive stock-based plan, the 2005 Long-Term Incentive Plan, as amended and restated (the “2005 Incentive Plan”). During the three-month period ended March 31, 2017, the following grants of share-based awards were made under the 2005 Incentive Plan:



Date of Grant	Shares	Grant Date Fair Value Per Share		Vesting Period

January 3, 2017 ⁽¹⁾	671,771	$	8.82	33% per year over three years
January 3, 2017 ⁽²⁾	671,771	$	12.64	100% on January 1, 2020
January 3, 2017 ⁽³⁾	9,956	$	8.82	100% on January 1, 2019


(1)	Reflects the grant of restricted stock to our executive officers and select management employees.

(2)

Reflects the grant of performance share units (“PSUs”) to our executive officers and select management employees. The PSUs provide for an award based on the performance of our common stock over a three-year period with the maximum amount of the award being 200% of the original awarded PSUs and the minimum amount being zero. For the 2017 awards, vested PSUs can only be settled in shares of our common stock.


(3)	Reflects the grant of restricted stock to certain independent members of our Board of Directors (the “Board”) who have made an election to take their quarterly fees in stock in lieu of cash.

Compensation cost for restricted stock is the product of grant date fair value of each share and the number of shares granted and is recognized over the applicable vesting periods on a straight-line basis. We elected to account for forfeitures when they occur upon the adoption of the new guidance for employee share-based payment accounting (Note 1). For the three-month periods ended March 31, 2017 and 2016, $2.0 million and $1.4 million, respectively, were recognized as share-based compensation related to restricted stock.

The estimated fair value of PSUs is determined using a Monte Carlo simulation model. Compensation cost for PSUs that are accounted for as equity awards is measured based on the estimated grant date fair value and recognized over the vesting period on a straight-line basis. PSUs that are accounted for as liability awards are measured based on the estimated fair value at the balance sheet date and changes in fair value of the awards are recognized in earnings. Cumulative compensation cost for vested liability PSU awards equals the actual cash payout amount upon vesting. The 2017 awards are accounted for as equity awards whereas awards made prior to 2017 are accounted for as liability awards. For the three-month periods ended March 31, 2017 and 2016, $2.2 million and $1.0 million, respectively, were recognized as share-based compensation related to PSUs. The liability balance for unvested PSUs was $8.0 million at March 31, 2017 and $7.1 million at December 31, 2016. We paid $0.6 million in cash to settle the 2014 grant of PSUs when they vested in January 2017.

Employee Stock Purchase Plan

We have an employee stock purchase plan (the “ESPP”). The ESPP has 1.5 million shares authorized for issuance, of which 0.7 million shares were available for issuance as of March 31, 2017. In February 2016, we suspended ESPP purchases for the January through April 2016 purchase period and indefinitely imposed a purchase limit of 130 shares per employee for subsequent purchase periods.

For more information regarding our employee benefit plans, including our long-term incentive stock-based and cash plans and our employee stock purchase plan, see Note 12 to our 2016 Form 10-K.

- Definition

The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.

+ References + Details

Business Segment Information

3 Months Ended

Mar. 31, 2017

Segment Reporting [Abstract]

Business Segment Information

We have three reportable business segments: Well Intervention, Robotics and Production Facilities. Our U.S., U.K. and Brazil well intervention operating segments are aggregated into the Well Intervention business segment for financial reporting purposes. Our Well Intervention segment includes our vessels and equipment used to perform well intervention services primarily in the U.S. Gulf of Mexico, North Sea and Brazil. Our Well Intervention segment also includes IRSs, some of which we rent out on a stand-alone basis, and SILs. Our well intervention vessels include the Q4000, the Q5000, the Seawell, the Well Enhancer and the chartered Siem Helix 1 and Siem Helix 2 vessels. We previously owned the Helix 534, which we sold in December 2016. We returned the Skandi Constructor to its owner in March 2017 upon the expiration of its charter. Our Robotics segment includes ROVs, trenchers and ROVDrills designed to complement offshore construction and well intervention services, and currently operates three chartered ROV support vessels. Our Production Facilities segment includes the HP I, the HFRS and our investment in Independence Hub that is accounted for under the equity method, and previously included our former ownership interest in Deepwater Gateway that we sold in February 2016 (Note 5). All material intercompany transactions between the segments have been eliminated.

We evaluate our performance primarily based on operating income of each reportable segment. Certain financial data by reportable segment are summarized as follows (in thousands):



	Three Months Ended March 31,
	2017			2016
Net revenues —
Well Intervention	$	74,621		$	46,056
Robotics	21,968			31,994
Production Facilities	16,375			18,482
Intercompany elimination	(8,436		)	(5,493		)
Total	$	104,528		$	91,039

Income (loss) from operations —
Well Intervention	$	1,418		$	(16,688	)
Robotics	(16,306		)	(12,750		)
Production Facilities	6,924			7,183
Corporate and other	(9,962		)	(8,669		)
Intercompany elimination	221			168
Total	$	(17,705	)	$	(30,756	)

Intercompany segment amounts are derived primarily from equipment and services provided to other business segments at rates consistent with those charged to third parties. Intercompany segment revenues are as follows (in thousands):



	Three Months Ended March 31,
	2017		2016

Well Intervention	$	1,373	$	641
Robotics	7,063		4,852
Total	$	8,436	$	5,493

Segment assets are comprised of all assets attributable to each reportable segment. Corporate and other includes all assets not directly identifiable with our business segments, most notably the majority of our cash and cash equivalents. The following table reflects total assets by reportable segment (in thousands):



	March 31, 2017		December 31, 2016

Well Intervention	$	1,678,774	$	1,596,517
Robotics	167,949		186,901
Production Facilities	154,753		158,192
Corporate and other	430,814		305,331
Total	$	2,432,290	$	2,246,941

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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+ Details

Commitments And Contingencies And Other Matters	3 Months Ended
Commitments And Contingencies And Other Matters	Mar. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments And Contingencies And Other Matters	Commitments and Contingencies and Other Matters Commitments We have charter agreements for the Grand Canyon, Grand Canyon II and Grand Canyon III vessels for use in our robotics operations. In February 2016, we amended the charter agreements to reduce the charter rates and, in connection with these reductions, to extend the terms to October 2019 for the Grand Canyon, to April 2021 for the Grand Canyon II and to May 2023 for the Grand Canyon III. We also have a charter agreement for the Deep Cygnus that expires in March 2018. In September 2013, we executed a contract with the same shipyard in Singapore that constructed the Q5000. This contract is for the construction of a newbuild semi-submersible well intervention vessel, the Q7000, which is being built to North Sea standards. This $346.0 million shipyard contract represents the majority of the expected costs associated with the construction of the Q7000. Pursuant to the original contract and subsequent amendments, 20% of the contract price was paid upon the signing of the contract in 2013, 20% was paid in 2016, 20% is to be paid upon issuance of the Completion Certificate, which is to be issued on or before December 31, 2017, and 40% is to be paid upon the delivery of the vessel, which at our option can be deferred until December 30, 2018. We agreed to pay the shipyard incremental costs in connection with the contract amendments to extend the scheduled delivery of the Q7000 and to defer certain payment obligations. Incremental costs are capitalized as they are incurred during the construction of the vessel. At March 31, 2017, our total investment in the Q7000 was $199.5 million, including $138.4 million of installment payments to the shipyard. In February 2014, we entered into agreements with Petróleo Brasileiro S.A. (“Petrobras”) to provide well intervention services offshore Brazil, and in connection with the Petrobras agreements, we entered into charter agreements with Siem Offshore AS (“Siem”) for two newbuild monohull vessels, the Siem Helix 1 and the Siem Helix 2. The initial term of the charter agreements with Siem is for seven years from the respective vessel delivery dates with options to extend. The initial term of the agreements with Petrobras is for four years with Petrobras’s options to extend. As part of Petrobras’s efforts to reduce its costs structure with many of its suppliers, we and Petrobras began discussions in mid-2015 with respect to potentially amending our contracts in a manner that addressed Petrobras’s objectives and was acceptable to us as well. Those negotiations were finalized in early June 2016 such that the contracts for the Siem Helix 1, originally scheduled to begin no later than July 22, 2016, were amended to commence between July 22, 2016 and October 21, 2016, with the day rate reduced to a mutually acceptable level, and the contracts for the Siem Helix 2, originally scheduled to begin no later than January 21, 2017, were amended to commence between October 1, 2017 and December 31, 2017, with no change in the day rate. The Siem Helix 1 vessel was delivered to us and the charter term began on June 14, 2016 and after integration of our topside equipment onboard transited to Brazil. After a prolonged inspection and acceptance process, the vessel was accepted by Petrobras and commenced operations on April 14, 2017. We have agreed with Petrobras to commence operations at reduced day rates as we work through certain items identified in the vessel acceptance process. The Siem Helix 2 was delivered to us and the charter term began on February 10, 2017. We are currently integrating and commissioning our topside equipment onboard the vessel, and we anticipate that the vessel will commence operations for Petrobras late in the fourth quarter of 2017. At March 31, 2017, our total investment in the topside equipment for the two vessels was $247.8 million. Contingencies and Claims We believe that there are currently no contingencies that would have a material adverse effect on our financial position, results of operations or cash flows. Litigation On July 31, 2015, a purported stockholder, Parviz Izadjoo, filed a class action lawsuit styled Parviz Izadjoo v. Owen Kratz and Helix Energy Solutions Group, Inc. against the Company and Mr. Kratz, our President and Chief Executive Officer, in the United States District Court for the Southern District of Texas on behalf of a putative class of all purchasers of shares of our common stock between October 21, 2014, and July 21, 2015, inclusive (the “Class Period”). The lawsuit asserted violations of Section 10(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and SEC Rule 10b-5 as to both us and Mr. Kratz, and Section 20(a) of the Exchange Act against Mr. Kratz, based on alleged misrepresentations and omissions in SEC filings and other public disclosures regarding projections for 2015 dry docks of two of our vessels working in the Gulf of Mexico that allegedly caused the price at which putative class members bought stock during the proposed class period to be artificially inflated. On January 28, 2016, the judge in the case approved a motion for the appointment of lead plaintiff and lead counsel. On March 14, 2016, the plaintiffs filed an amended class action complaint, adding Mr. Tripodo (our Executive Vice President and Chief Financial Officer) and Mr. Chamblee (our former Executive Vice President and Chief Operating Officer) as individual defendants, alleging the same types of claims made in the original complaint (alleged violations during the Class Period of Section 10(b) of the Exchange Act and SEC Rule 10b-5 with respect to all defendants, and Section 20(a) of the Exchange Act against the individual defendants), but asserting that the alleged misrepresentations and omissions in SEC filings and other public disclosures are related to the condition of and repairs to certain equipment aboard the Q4000 vessel. The defendants filed a motion to dismiss on April 28, 2016, and on February 14, 2017, the defendants’ motion to dismiss the complaint was granted. The dismissal was without prejudice, with leave for plaintiff to amend the complaint by no later than March 17, 2017. The plaintiff did not amend the complaint by that deadline. We are involved in various other legal proceedings, some involving claims for personal injury under the General Maritime Laws of the United States and the Jones Act based on alleged negligence. In addition, from time to time we incur other claims, such as contract disputes, in the normal course of business.

Fair Value Measurements

3 Months Ended

Mar. 31, 2017

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value accounting rules establish a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows:


•	Level 1. Observable inputs such as quoted prices in active markets;


•	Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and


•	Level 3. Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions.

Assets and liabilities measured at fair value are based on one or more of three valuation approaches as follows:


(a)	Market Approach. Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities.


(b)	Cost Approach. Amount that would be required to replace the service capacity of an asset (replacement cost).


(c)	Income Approach. Techniques to convert expected future cash flows to a single present amount based on market expectations (including present value techniques, option-pricing and excess earnings models).

Our financial instruments include cash and cash equivalents, receivables, accounts payable, long-term debt and various derivative instruments. The carrying amount of cash and cash equivalents, trade and other current receivables as well as accounts payable approximates fair value due to the short-term nature of these instruments. The net carrying amount of our long-term note receivable also approximates its fair value. The following tables provide additional information relating to other financial instruments measured at fair value on a recurring basis (in thousands):



	Fair Value Measurements at March 31, 2017 Using
	Level 1		Level 2 ⁽¹⁾		Level 3		Total		Valuation Approach
Assets:
Interest rate swaps	$	—	$	569	$	—	$	569	(c)

Liabilities:
Foreign exchange contracts	$	—	$	23,547	$	—	$	23,547	(c)
Interest rate swaps	—		362		—		362		(c)
Total liability	$	—	$	23,340	$	—	$	23,340



	Fair Value Measurements at December 31, 2016 Using
	Level 1		Level 2 ⁽¹⁾		Level 3		Total		Valuation Approach
Assets:
Interest rate swaps	$	—	$	451	$	—	$	451	(c)

Liabilities:
Foreign exchange contracts	—		38,170		—		38,170		(c)
Interest rate swaps	—		751		—		751		(c)
Total net liability	$	—	$	38,470	$	—	$	38,470

(1)

Unless otherwise indicated, the fair value of our Level 2 derivative instruments reflects our best estimate and is based upon exchange or over-the-counter quotations whenever they are available. Quoted valuations may not be available due to location differences or terms that extend beyond the period for which quotations are available. Where quotes are not available, we utilize other valuation techniques or models to estimate market values. These modeling techniques require us to make estimations of future prices, price correlation and market volatility and liquidity based on market data. Our actual results may differ from our estimates, and these differences could be positive or negative. See Note 14 for further discussion on fair value of our derivative instruments.

The carrying values and estimated fair values of our long-term debt are as follows (in thousands):



	March 31, 2017				December 31, 2016
	Carrying Value ⁽¹⁾		Fair Value ⁽²⁾		Carrying Value ⁽¹⁾		Fair Value ⁽²⁾

Term Loan (matures June 2018)	$	185,849	$	187,475	$	192,258	$	192,258
Nordea Q5000 Loan (matures April 2020)	187,500		184,806		196,429		192,746
MARAD Debt (matures February 2027)	80,149		93,644		83,222		92,049
2022 Notes (mature May 2022)	125,000		123,750		125,000		130,156
2032 Notes (mature March 2032)	60,115		60,265		60,115		59,965
Total debt	$	638,613	$	649,940	$	657,024	$	667,174


(1)	Carrying value includes current maturities and excludes the related unamortized debt discount and debt issuance costs. See Note 6 for additional disclosures on our long-term debt.

(2)

The estimated fair value of the 2022 Notes and the 2032 Notes was determined using Level 1 inputs under the market approach. The fair value of the Term Loan, the Nordea Q5000 Loan and the MARAD Debt was estimated using Level 2 fair value inputs under the market approach. The fair value of the Term Loan, the Nordea Q5000 Loan and the MARAD Debt was determined using a third party evaluation of the remaining average life and outstanding principal balance of the indebtedness as compared to other obligations in the marketplace with similar terms.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Derivative Instruments And Hedging Activities

3 Months Ended

Mar. 31, 2017

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments And Hedging Activities

Derivative Instruments and Hedging Activities

Our business is exposed to market risks associated with interest rates and foreign currency exchange rates. Our risk management activities involve the use of derivative financial instruments to hedge the impact of market risk exposure related to variable interest rates and foreign currency exchange rates. To reduce the impact of these risks on earnings and increase the predictability of our cash flows, from time to time we enter into certain derivative contracts, including interest rate swaps and foreign currency exchange contracts. All derivative instruments are reflected in the accompanying condensed consolidated balance sheets at fair value.

We engage solely in cash flow hedges. Hedges of cash flow exposure are entered into to hedge a forecasted transaction or the variability of cash flows to be received or paid related to a recognized asset or liability. Changes in the fair value of derivative instruments that are designated as cash flow hedges are deferred to the extent that the hedges are effective. These fair value changes are recorded as a component of Accumulated OCI (a component of shareholders’ equity) until the hedged transactions occur and are recognized in earnings. The ineffective portion of changes in the fair value of cash flow hedges is recognized immediately in earnings. In addition, any change in the fair value of a derivative instrument that does not qualify for hedge accounting is recorded in earnings in the period in which the change occurs.

For additional information regarding our accounting for derivative instruments, see Notes 2 and 18 to our 2016 Form 10-K.

Interest Rate Risk

From time to time, we enter into interest rate swaps to stabilize cash flows related to our long-term variable interest rate debt. In September 2013, we entered into various interest rate swap contracts to fix the interest rate on $148.1 million of our Term Loan borrowings. These swap contracts, which were settled monthly, expired in October 2016. Additionally, in June 2015 we entered into various interest rate swap contracts to fix the interest rate on $187.5 million of our Nordea Q5000 Loan borrowings (Note 6). These swap contracts, which are settled monthly, began in June 2015 and extend through April 2020. Our interest rate swap contracts qualify for cash flow hedge accounting treatment. Changes in the fair value of interest rate swaps are deferred to the extent the swaps are effective. These changes are recorded as a component of Accumulated OCI until the anticipated interest is recognized as interest expense. The ineffective portion of the interest rate swaps, if any, is recognized immediately in earnings within the line titled “Net interest expense.” The amount of ineffectiveness associated with our interest rate swap contracts was immaterial for all periods presented.

Foreign Currency Exchange Rate Risk

Because we operate in various regions around the world, we conduct a portion of our business in currencies other than the U.S. dollar. We enter into foreign currency exchange contracts from time to time to stabilize expected cash outflows related to our vessel charters that are denominated in foreign currencies.

In January 2013, we entered into foreign currency exchange contracts to hedge through September 2017 the foreign currency exposure associated with the Grand Canyon charter payments ($104.6 million) denominated in Norwegian kroner (NOK591.3 million). In February 2013, we entered into similar foreign currency exchange contracts to hedge our foreign currency exposure with respect to the Grand Canyon II and Grand Canyon III charter payments ($100.4 million and $98.8 million, respectively) denominated in Norwegian kroner (NOK594.7 million and NOK595.0 million, respectively), through July 2019 and February 2020, respectively. In December 2015, we de-designated the foreign currency exchange contracts associated with the charter payment obligations for the Grand Canyon II and Grand Canyon III vessels that no longer qualified for cash flow hedge accounting treatment and we re-designated the hedging relationship between a portion of these contracts and our forecasted Grand Canyon II and Grand Canyon III charter payments of NOK434.1 million and NOK185.2 million, respectively, that were expected to remain highly probable of occurring. Unrealized losses associated with the effective portion of our foreign currency exchange contracts that qualify for hedge accounting treatment are included in our Accumulated OCI (net of tax). Reflected in “Other income (expense), net” in the accompanying condensed consolidated statements of operations are changes in unrealized losses associated with the foreign currency exchange contracts that are no longer designated as cash flow hedges. Hedge ineffectiveness also is reflected in “Other income (expense), net.” There were no gains or losses associated with hedge ineffectiveness for the three-month period ended March 31, 2017. For the three-month period ended March 31, 2016, we recorded unrealized losses of $0.4 million related to the Grand Canyon and Grand Canyon III hedge ineffectiveness.

Quantitative Disclosures Relating to Derivative Instruments

The following table presents the balance sheet location and fair value of our derivative instruments that were designated as hedging instruments (in thousands):



	March 31, 2017			December 31, 2016
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Asset Derivative Instruments:
Interest rate swaps	Other assets, net	$	569	Other assets, net	$	451
		$	569		$	451

Liability Derivative Instruments:
Foreign exchange contracts	Accrued liabilities	$	12,167	Accrued liabilities	$	14,056
Interest rate swaps	Accrued liabilities	362		Accrued liabilities	751
Foreign exchange contracts	Other non-current liabilities	11,380		Other non-current liabilities	13,383
		$	23,909		$	28,190

The following table presents the balance sheet location and fair value of our derivative instruments that were not designated as hedging instruments (in thousands):



	March 31, 2017			December 31, 2016
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Liability Derivative Instruments:
Foreign exchange contracts	Accrued liabilities	$	3,687	Accrued liabilities	$	3,923
Foreign exchange contracts	Other non-current liabilities	5,972		Other non-current liabilities	6,808
		$	9,659		$	10,731

The following tables present the impact that derivative instruments designated as hedging instruments had on our Accumulated OCI (net of tax) and our condensed consolidated statements of operations (in thousands). We estimate that as of March 31, 2017, $8.1 million of losses in Accumulated OCI associated with our derivative instruments is expected to be reclassified into earnings within the next 12 months.



	Gain (Loss) Recognized in OCI on Derivative Instruments, Net of Tax (Effective Portion)
	Three Months Ended March 31,
	2017		2016

Foreign exchange contracts	$	2,530	$	5,822
Interest rate swaps	313		(1,323		)
	$	2,843	$	4,499



	Location of Loss Reclassified from Accumulated OCI into Earnings	Loss Reclassified from Accumulated OCI into Earnings (Effective Portion)
		Three Months Ended March 31,
		2017			2016

Foreign exchange contracts	Cost of sales	$	(3,221	)	$	(2,863	)
Interest rate swaps	Net interest expense	(269		)	(577		)
		$	(3,490	)	$	(3,440	)

The following table presents the impact that derivative instruments not designated as hedging instruments had on our condensed consolidated statements of operations (in thousands):



	Location of Gain Recognized in Earnings on Derivative Instruments	Gain Recognized in Earnings on Derivative Instruments
		Three Months Ended March 31,
		2017		2016

Foreign exchange contracts	Other income (expense), net	$	52	$	2,531
		$	52	$	2,531

- Definition

The entire disclosure for derivative instruments and hedging activities including, but not limited to, risk management strategies, non-hedging derivative instruments, assets, liabilities, revenue and expenses, and methodologies and assumptions used in determining the amounts.

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+ Details

Basis Of Presentation And New Accounting Standards (Policies)	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis Of Presentation	The accompanying condensed consolidated financial statements include the accounts of Helix Energy Solutions Group, Inc. and its subsidiaries (collectively, “Helix” or the “Company”). Unless the context indicates otherwise, the terms “we,” “us” and “our” in this report refer collectively to Helix and its subsidiaries. All material intercompany accounts and transactions have been eliminated. These unaudited condensed consolidated financial statements have been prepared pursuant to instructions for the Quarterly Report on Form 10-Q required to be filed with the Securities and Exchange Commission (the “SEC”), and do not include all information and footnotes normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). The accompanying condensed consolidated financial statements have been prepared in conformity with U.S. GAAP and are consistent in all material respects with those applied in our 2016 Annual Report on Form 10-K (“2016 Form 10-K”). The preparation of these financial statements requires us to make estimates and judgments that affect the amounts reported in the financial statements and the related disclosures. Actual results may differ from our estimates. We have made all adjustments (which were normal recurring adjustments) that we believe are necessary for a fair presentation of the condensed consolidated balance sheets, statements of operations, statements of comprehensive income (loss), and statements of cash flows, as applicable. The operating results for the three-month period ended March 31, 2017 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017. Our balance sheet as of December 31, 2016 included herein has been derived from the audited balance sheet as of December 31, 2016 included in our 2016 Form 10-K. These unaudited condensed consolidated financial statements should be read in conjunction with the annual audited consolidated financial statements and notes thereto included in our 2016 Form 10-K.
Reclassifications	Certain reclassifications were made to previously reported amounts in the consolidated financial statements and notes thereto to make them consistent with the current presentation format.
New Accounting Standards	In November 2015, the FASB issued ASU No. 2015-17, “Balance Sheet Classification of Deferred Taxes.” This ASU requires companies to classify all deferred tax assets and liabilities as non-current on the balance sheet instead of separating deferred taxes into current and non-current amounts. The requirement that deferred tax liabilities and assets of a tax-paying component of an entity be offset and presented as a single amount was not affected by this guidance. We adopted this guidance prospectively in the first quarter of 2017. Prior periods were not retrospectively adjusted. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842).” This ASU amends the existing accounting standards for leases. The amendments are intended to increase transparency and comparability among organizations by requiring recognition of lease assets and lease liabilities on the balance sheet and disclosure of key information about leasing arrangements. The guidance is effective for annual reporting periods beginning after December 15, 2018, including interim periods. Early adoption is permitted. The guidance is required to be adopted at the earliest period presented using a modified retrospective approach. We are currently evaluating the impact these amendments will have on our consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, “Improvements to Employee Share-Based Payment Accounting.” This ASU simplifies several aspects of the accounting for share-based payment transactions, including income tax consequences, forfeitures, classification of awards as either equity or liabilities, and classification in the statement of cash flows. Our restricted stock typically vests in the beginning of each year. Our income tax benefit for the three-month period ended March 31, 2017 was reduced by $0.4 million as a result of the adoption of this guidance in the first quarter of 2017. Otherwise, the adoption of this guidance had no material impact on our consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, “Measurement of Credit Losses on Financial Instruments.” This ASU replaces the current incurred loss model for measurement of credit losses on financial assets including trade receivables with a forward-looking expected loss model based on historical experience, current conditions and reasonable and supportable forecasts. The guidance is effective for annual reporting periods beginning after December 15, 2019, including interim periods. We are currently evaluating the impact this guidance will have on our consolidated financial statements. In October 2016, the FASB issued ASU No. 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory.” This ASU eliminates the exception in current guidance that prohibits the recognition of current and deferred income taxes for an intra-entity asset transfer until the asset has been sold to an outside party. Under the new ASU, an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods. Early adoption is permitted. We are currently evaluating the impact this guidance will have on our consolidated financial statements.

Details Of Certain Accounts (Tables)

3 Months Ended

Mar. 31, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of other current assets

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



	March 31, 2017		December 31, 2016

Note receivable ⁽¹⁾	$	10,000	$	10,000
Prepaid insurance	4,492		4,426
Other prepaids	8,829		9,547
Deferred costs ⁽²⁾	13,466		7,971
Spare parts inventory	2,482		2,548
Income tax receivable	2,005		880
Value added tax receivable	957		1,345
Other	1,208		671
Total other current assets	$	43,439	$	37,388


(1)	Relates to the balance of the promissory note we received in connection with the sale of our former Ingleside spoolbase in January 2014. Interest on the note is payable quarterly at a rate of 6% per annum. The remaining $10 million principal balance, which was due on December 31, 2016, was not paid when due. We expect to collect the full balance of this note receivable.


(2)	Primarily reflects the associated deferred mobilization costs to be amortized within 12 months from the balance sheet date with respect to certain long-term contracts.

Schedule of other assets, net

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



	March 31, 2017		December 31, 2016

Note receivable, net ⁽¹⁾	$	3,129	$	2,827
Prepaids	8,262		6,418
Deferred dry dock costs, net	13,413		14,766
Deferred costs ⁽²⁾	44,182		30,738
Deferred financing costs, net ⁽³⁾	3,121		3,745
Charter fee deposit ⁽⁴⁾	12,544		12,544
Other	1,914		1,511
Total other assets, net	$	86,565	$	72,549

(1)


(2)	Primarily reflects the associated deferred mobilization costs to be amortized after 12 months from the balance sheet date through the end of the applicable term of certain long-term contracts.


(3)	Represents unamortized debt issuance costs related to our Revolving Credit Facility (Note 6).


(4)	Deposit amount will be used to reduce our final charter payments for the Siem Helix 2.

Schedule of accrued liabilities

Accrued liabilities consist of the following (in thousands):



	March 31, 2017		December 31, 2016

Accrued payroll and related benefits	$	21,429	$	20,705
Deferred revenue	10,114		8,911
Accrued interest	2,998		3,758
Derivative liability (Note 14)	16,216		18,730
Taxes payable excluding income tax payable	1,941		1,214
Other	5,322		5,296
Total accrued liabilities	$	58,020	$	58,614

Schedule of other non-current liabilities

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



	March 31, 2017		December 31, 2016

Investee losses in excess of investment (Note 5)	$	10,390	$	10,238
Deferred gain on sale of property ⁽¹⁾	5,751		5,761
Deferred revenue	8,802		8,598
Derivative liability (Note 14)	17,352		20,191
Other	7,647		8,197
Total other non-current liabilities	$	49,942	$	52,985


(1)	Relates to the sale and lease-back of our office and warehouse property located in Aberdeen, Scotland in January 2016. The deferred gain is amortized over a 15-year minimum lease term.

Long-Term Debt (Tables)

3 Months Ended

Mar. 31, 2017

Debt Disclosure [Abstract]

Scheduled maturities of long-term debt outstanding

Scheduled maturities of our long-term debt outstanding as of March 31, 2017 are as follows (in thousands):



	Term Loan			2022 Notes			2032 Notes ⁽¹⁾			MARAD Debt			Nordea Q5000 Loan			Total

Less than one year	$	25,634		$	—		$	—		$	6,375		$	35,715		$	67,724
One to two years	160,215			—			—			6,693			35,714			202,622
Two to three years	—			—			—			7,027			35,714			42,741
Three to four years	—			—			—			7,378			80,357			87,735
Four to five years	—			—			—			7,746			—			7,746
Over five years	—			125,000			60,115			44,930			—			230,045
Total debt	185,849			125,000			60,115			80,149			187,500			638,613
Current maturities	(25,634		)	—			—			(6,375		)	(35,715		)	(67,724		)
Long-term debt, less current maturities	160,215			125,000			60,115			73,774			151,785			570,889
Unamortized debt discount ⁽²⁾	—			(15,873		)	(2,077		)	—			—			(17,950		)
Unamortized debt issuance costs ⁽³⁾	(1,159		)	(2,694		)	(185		)	(4,879		)	(2,358		)	(11,275		)
Long-term debt	$	159,056		$	106,433		$	57,853		$	68,895		$	149,427		$	541,664


(1)	Beginning in March 2018, the holders of our Convertible Senior Notes due 2032 may require us to repurchase these notes or we may at our option elect to repurchase these notes. The notes will mature in March 2032.


(2)	Our Convertible Senior Notes due 2022 will increase to their face amount through accretion of non-cash interest charges through May 2022. Our Convertible Senior Notes due 2032 will increase to their face amount through accretion of non-cash interest charges through March 2018.


(3)	Debt issuance costs are amortized over the term of the applicable debt agreement.

Schedule of debt covenants

Pursuant to the February 2016 amendment to the Credit Agreement:


(a)	The minimum permitted Consolidated Interest Coverage Ratio was revised as follows:



Four Fiscal Quarters Ending	Minimum Consolidated Interest Coverage Ratio

December 31, 2016 through and including March 31, 2017	2.75	to 1.00
June 30, 2017 and each fiscal quarter thereafter	3.00	to 1.00


(b)	The maximum permitted Consolidated Leverage Ratio was revised as follows:



Four Fiscal Quarters Ending	Maximum Consolidated Leverage Ratio

March 31, 2017	4.75	to 1.00
June 30, 2017	4.25	to 1.00
September 30, 2017	3.75	to 1.00
December 31, 2017 and each fiscal quarter thereafter	3.50	to 1.00

(c)



Consolidated Leverage Ratio	Minimum Cash Balance

Greater than or equal to 4.50x	$150,000,000.00
Greater than or equal to 4.00x but less than 4.50x	$100,000,000.00
Greater than or equal to 3.50x but less than 4.00x	$50,000,000.00
Less than 3.50x	$0.00

Components of net interest expense

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



	Three Months Ended March 31,
	2017			2016

Interest expense	$	10,240		$	13,044
Interest income	(346		)	(444		)
Capitalized interest	(4,668		)	(1,916		)
Net interest expense	$	5,226		$	10,684

Shareholders' Equity (Tables)

3 Months Ended

Mar. 31, 2017

Stockholders' Equity Note [Abstract]

Components of Accumulated OCI

The components of Accumulated Other Comprehensive Income (Loss) (“OCI”) are as follows (in thousands):



	March 31, 2017			December 31, 2016

Cumulative foreign currency translation adjustment	$	(75,845	)	$	(78,953	)
Unrealized loss on hedges, net ⁽¹⁾	(15,178		)	(18,021		)
Accumulated other comprehensive loss	$	(91,023	)	$	(96,974	)


(1)	Relates to foreign currency hedges for the Grand Canyon, Grand Canyon II and Grand Canyon III charters as well as interest rate swap contracts for the Nordea Q5000 Loan, and are net of deferred income taxes totaling $8.2 million at March 31, 2017 and $9.7 million at December 31, 2016 (Note 14).

Earnings Per Share (Tables)

3 Months Ended

Mar. 31, 2017

Earnings Per Share [Abstract]

Schedule of shares excluded from diluted per share calculation

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 March 31,
	2017	2016

Diluted shares (as reported)	143,244	105,908
Share-based awards	261	7
Total	143,505	105,915



	Three Months Ended March 31,
	2017	2016

2022 Notes	8,997	—
2032 Notes	2,403	7,995

Employee Benefit Plans (Tables)

3 Months Ended

Mar. 31, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Schedule of share-based awards granted

During the three-month period ended March 31, 2017, the following grants of share-based awards were made under the 2005 Incentive Plan:



Date of Grant	Shares	Grant Date Fair Value Per Share		Vesting Period

January 3, 2017 ⁽¹⁾	671,771	$	8.82	33% per year over three years
January 3, 2017 ⁽²⁾	671,771	$	12.64	100% on January 1, 2020
January 3, 2017 ⁽³⁾	9,956	$	8.82	100% on January 1, 2019


(1)	Reflects the grant of restricted stock to our executive officers and select management employees.

(2)


(3)	Reflects the grant of restricted stock to certain independent members of our Board of Directors (the “Board”) who have made an election to take their quarterly fees in stock in lieu of cash.

Business Segment Information (Tables)

3 Months Ended

Mar. 31, 2017

Segment Reporting [Abstract]

Summary of financial data by reportable segment

Certain financial data by reportable segment are summarized as follows (in thousands):



	Three Months Ended March 31,
	2017			2016
Net revenues —
Well Intervention	$	74,621		$	46,056
Robotics	21,968			31,994
Production Facilities	16,375			18,482
Intercompany elimination	(8,436		)	(5,493		)
Total	$	104,528		$	91,039

Income (loss) from operations —
Well Intervention	$	1,418		$	(16,688	)
Robotics	(16,306		)	(12,750		)
Production Facilities	6,924			7,183
Corporate and other	(9,962		)	(8,669		)
Intercompany elimination	221			168
Total	$	(17,705	)	$	(30,756	)

Summary of intercompany segment revenues

Intercompany segment revenues are as follows (in thousands):



	Three Months Ended March 31,
	2017		2016

Well Intervention	$	1,373	$	641
Robotics	7,063		4,852
Total	$	8,436	$	5,493

Schedule of total assets by reportable segment

The following table reflects total assets by reportable segment (in thousands):



	March 31, 2017		December 31, 2016

Well Intervention	$	1,678,774	$	1,596,517
Robotics	167,949		186,901
Production Facilities	154,753		158,192
Corporate and other	430,814		305,331
Total	$	2,432,290	$	2,246,941

Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2017

Fair Value Disclosures [Abstract]

Schedule of other financial instruments measured at fair value on a recurring basis

The following tables provide additional information relating to other financial instruments measured at fair value on a recurring basis (in thousands):



	Fair Value Measurements at March 31, 2017 Using
	Level 1		Level 2 ⁽¹⁾		Level 3		Total		Valuation Approach
Assets:
Interest rate swaps	$	—	$	569	$	—	$	569	(c)

Liabilities:
Foreign exchange contracts	$	—	$	23,547	$	—	$	23,547	(c)
Interest rate swaps	—		362		—		362		(c)
Total liability	$	—	$	23,340	$	—	$	23,340



	Fair Value Measurements at December 31, 2016 Using
	Level 1		Level 2 ⁽¹⁾		Level 3		Total		Valuation Approach
Assets:
Interest rate swaps	$	—	$	451	$	—	$	451	(c)

Liabilities:
Foreign exchange contracts	—		38,170		—		38,170		(c)
Interest rate swaps	—		751		—		751		(c)
Total net liability	$	—	$	38,470	$	—	$	38,470

(1)

Schedule of carrying values and estimated fair values of long-term debt

The carrying values and estimated fair values of our long-term debt are as follows (in thousands):



	March 31, 2017				December 31, 2016
	Carrying Value ⁽¹⁾		Fair Value ⁽²⁾		Carrying Value ⁽¹⁾		Fair Value ⁽²⁾

Term Loan (matures June 2018)	$	185,849	$	187,475	$	192,258	$	192,258
Nordea Q5000 Loan (matures April 2020)	187,500		184,806		196,429		192,746
MARAD Debt (matures February 2027)	80,149		93,644		83,222		92,049
2022 Notes (mature May 2022)	125,000		123,750		125,000		130,156
2032 Notes (mature March 2032)	60,115		60,265		60,115		59,965
Total debt	$	638,613	$	649,940	$	657,024	$	667,174


(1)	Carrying value includes current maturities and excludes the related unamortized debt discount and debt issuance costs. See Note 6 for additional disclosures on our long-term debt.

(2)

Derivative Instruments And Hedging Activities (Tables)

3 Months Ended

Mar. 31, 2017

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of balance sheet location and fair value of derivative instruments designated as hedging instruments

The following table presents the balance sheet location and fair value of our derivative instruments that were designated as hedging instruments (in thousands):



	March 31, 2017			December 31, 2016
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Asset Derivative Instruments:
Interest rate swaps	Other assets, net	$	569	Other assets, net	$	451
		$	569		$	451

Liability Derivative Instruments:
Foreign exchange contracts	Accrued liabilities	$	12,167	Accrued liabilities	$	14,056
Interest rate swaps	Accrued liabilities	362		Accrued liabilities	751
Foreign exchange contracts	Other non-current liabilities	11,380		Other non-current liabilities	13,383
		$	23,909		$	28,190

Schedule of balance sheet location and fair value of derivative instruments not designated as hedging instruments

The following table presents the balance sheet location and fair value of our derivative instruments that were not designated as hedging instruments (in thousands):



	March 31, 2017			December 31, 2016
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Liability Derivative Instruments:
Foreign exchange contracts	Accrued liabilities	$	3,687	Accrued liabilities	$	3,923
Foreign exchange contracts	Other non-current liabilities	5,972		Other non-current liabilities	6,808
		$	9,659		$	10,731

Schedule of impact of derivative instruments designated as hedging instruments on Accumulated OCI



	Gain (Loss) Recognized in OCI on Derivative Instruments, Net of Tax (Effective Portion)
	Three Months Ended March 31,
	2017		2016

Foreign exchange contracts	$	2,530	$	5,822
Interest rate swaps	313		(1,323		)
	$	2,843	$	4,499

Schedule of loss reclassified from Accumulated OCI into earnings



	Location of Loss Reclassified from Accumulated OCI into Earnings	Loss Reclassified from Accumulated OCI into Earnings (Effective Portion)
		Three Months Ended March 31,
		2017			2016

Foreign exchange contracts	Cost of sales	$	(3,221	)	$	(2,863	)
Interest rate swaps	Net interest expense	(269		)	(577		)
		$	(3,490	)	$	(3,440	)

Schedule of impact of derivative instruments not designated as hedging instruments on consolidated statements of operations

The following table presents the impact that derivative instruments not designated as hedging instruments had on our condensed consolidated statements of operations (in thousands):



	Location of Gain Recognized in Earnings on Derivative Instruments	Gain Recognized in Earnings on Derivative Instruments
		Three Months Ended March 31,
		2017		2016

Foreign exchange contracts	Other income (expense), net	$	52	$	2,531
		$	52	$	2,531

Basis Of Presentation And New Accounting Standards - Basis Of Presentation And New Accounting Standards (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Reduction in income tax benefit	$ (4,601)	$ (9,288)
Accounting Standards Update 2016-09 [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Reduction in income tax benefit	$ 400

Company Overview (Details)		3 Months Ended
Company Overview (Details)	Feb. 01, 2017	Mar. 31, 2017 segment vessel
Segment Reporting Information [Line Items]
Number of reportable segments \| segment		3
Robotics [Member]
Segment Reporting Information [Line Items]
Number of chartered vessels \| vessel		3
HFRS [Member] \| Production Facilities [Member]
Segment Reporting Information [Line Items]
Contract extension period	1 year

Details Of Certain Accounts - Other Current Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Note receivable	$ 10,000	$ 10,000
Prepaid insurance	4,492	4,426
Other prepaids	8,829	9,547
Deferred costs	13,466	7,971
Spare parts inventory	2,482	2,548
Income tax receivable	2,005	880
Value added tax receivable	957	1,345
Other	1,208	671
Total other current assets	$ 43,439	$ 37,388
Current note receivable, interest rate (as a percent)	6.00%

Details Of Certain Accounts - Other Assets, Net (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Note receivable, net	$ 3,129	$ 2,827
Prepaids	8,262	6,418
Deferred dry dock costs, net	13,413	14,766
Deferred costs	44,182	30,738
Deferred financing costs, net	3,121	3,745
Charter fee deposit	12,544	12,544
Other	1,914	1,511
Total other assets, net	$ 86,565	72,549
Noncurrent note receivable, interest rate (as a percent)	5.00%
Redeemable convertible bonds, face amount	$ 4,300
Allowance for note receivable	$ 1,200	$ 4,200

Details Of Certain Accounts - Accrued Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accrued payroll and related benefits	$ 21,429	$ 20,705
Deferred revenue	10,114	8,911
Accrued interest	2,998	3,758
Derivative liability (Note 14)	16,216	18,730
Taxes payable excluding income tax payable	1,941	1,214
Other	5,322	5,296
Total accrued liabilities	$ 58,020	$ 58,614

- Definition

The carrying amount of consideration received or receivable as of the balance sheet date on potential earnings that were not recognized as revenue in conformity with GAAP, and which are expected to be recognized as such within one year or the normal operating cycle, if longer, including sales, license fees, and royalties, but excluding interest income.

+ References + Details

Details Of Certain Accounts - Other Non-Current Liabilities (Details) - USD ($) $ in Thousands	1 Months Ended
	Jan. 31, 2016	Mar. 31, 2017	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Investee losses in excess of investment (Note 5)		$ 10,390	$ 10,238
Deferred gain on sale of property		5,751	5,761
Deferred revenue		8,802	8,598
Derivative liability (Note 14)		17,352	20,191
Other		7,647	8,197
Total other non-current liabilities		$ 49,942	$ 52,985
Term of lease agreement	15 years

- Definition

The noncurrent portion of deferred revenue amount as of balance sheet date. Deferred revenue is a liability related to a revenue producing activity for which revenue has not yet been recognized, and is not expected to be recognized in the next twelve months. Generally, an entity records deferred revenue when it receives consideration from a customer before achieving certain criteria that must be met for revenue to be recognized in conformity with GAAP.

+ References + Details

Statement Of Cash Flow Information - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Supplemental Cash Flow Information [Abstract]
Interest paid, net of interest capitalized	$ 3,557	$ 7,483
Income taxes paid	$ 1,233	$ 2,593

Equity Investments - Narrative (Details) $ in Thousands	1 Months Ended	3 Months Ended
Equity Investments - Narrative (Details) $ in Thousands	Feb. 29, 2016 USD ($)	Mar. 31, 2017 USD ($) ft	Mar. 31, 2016 USD ($)	Dec. 31, 2016 USD ($)
Schedule of Equity Method Investments [Line Items]
Sale of ownership interest for cash		$ 0	$ 25,000
Distribution from equity investment		0	$ 1,200
Investee losses in excess of investment		$ 10,390		$ 10,238
Independence Hub, LLC [Member]
Schedule of Equity Method Investments [Line Items]
Percentage of ownership interest		20.00%
Water depth \| ft		8,000
Investee losses in excess of investment		$ 10,390		$ 10,238
Deepwater Gateway, L.L.C. [Member]
Schedule of Equity Method Investments [Line Items]
Percentage of ownership interest	50.00%
Sale of ownership interest for cash	$ 25,000
Distribution from equity investment	$ 1,200

Long-Term Debt - Maturities Of Long-Term Debt (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended
	Aug. 31, 2002	Mar. 31, 2017	Dec. 31, 2016	Nov. 01, 2016	Mar. 31, 2012
Debt Instrument [Line Items]
Less than one year		$ 67,724
One to two years		202,622
Two to three years		42,741
Three to four years		87,735
Four to five years		7,746
Over five years		230,045
Total debt		638,613
Current maturities		(67,724)	$ (67,571)
Long-term debt, less current maturities		570,889
Unamortized debt discount		(17,950)
Unamortized debt issuance costs		(11,275)
Long-term debt		541,664	558,396
Term Loan Maturing June 2018 [Member]
Debt Instrument [Line Items]
Less than one year		25,634
One to two years		160,215
Two to three years		0
Three to four years		0
Four to five years		0
Over five years		0
Total debt		185,849	192,258
Current maturities		(25,634)
Long-term debt, less current maturities		160,215
Unamortized debt discount		0
Unamortized debt issuance costs		(1,159)
Long-term debt		159,056
Convertible Senior Notes Maturing May 2022 [Member]
Debt Instrument [Line Items]
Less than one year		0
One to two years		0
Two to three years		0
Three to four years		0
Four to five years		0
Over five years		125,000
Total debt		125,000	125,000	$ 125,000
Current maturities		0
Long-term debt, less current maturities		125,000
Unamortized debt discount		(15,873)	(16,500)	$ (16,900)
Unamortized debt issuance costs		(2,694)
Long-term debt		106,433
Convertible Senior Notes Maturing March 2032 [Member]
Debt Instrument [Line Items]
Less than one year		0
One to two years		0
Two to three years		0
Three to four years		0
Four to five years		0
Over five years		60,115
Total debt		60,115	60,115		$ 200,000
Current maturities		0
Long-term debt, less current maturities		60,115
Unamortized debt discount		(2,077)	(2,600)		$ (35,400)
Unamortized debt issuance costs		(185)
Long-term debt		$ 57,853
Maturity date		March 2032
MARAD Debt Maturing February 2027 [Member]
Debt Instrument [Line Items]
Less than one year		$ 6,375
One to two years		6,693
Two to three years		7,027
Three to four years		7,378
Four to five years		7,746
Over five years		44,930
Total debt		80,149	83,222
Current maturities		(6,375)
Long-term debt, less current maturities		73,774
Unamortized debt discount		0
Unamortized debt issuance costs		(4,879)
Long-term debt		68,895
Maturity date	February 2027
Nordea Q5000 Loan Maturing April 2020 [Member]
Debt Instrument [Line Items]
Less than one year		35,715
One to two years		35,714
Two to three years		35,714
Three to four years		80,357
Four to five years		0
Over five years		0
Total debt		187,500	$ 196,429
Current maturities		(35,715)
Long-term debt, less current maturities		151,785
Unamortized debt discount		0
Unamortized debt issuance costs		(2,358)
Long-term debt		$ 149,427

Long-Term Debt - Credit Agreement (Details)	1 Months Ended	3 Months Ended
Long-Term Debt - Credit Agreement (Details)	Feb. 29, 2016 USD ($)	Mar. 31, 2017 USD ($)	Mar. 31, 2016 USD ($)	Jun. 30, 2013 USD ($)
Debt Instrument [Line Items]
Amortization of debt issuance costs		$ 1,358,000	$ 3,837,000
Number of foreign subsidiaries designated as not subject to Credit Agreement covenants		5
Term Loan Maturing June 2018 [Member]
Debt Instrument [Line Items]
Borrowing capacity				$ 300,000,000
Scheduled principal installments		$ 25,600,000
Balloon payment		$ 160,200,000.0
Maturity date		Jun. 19, 2018
Term Loan Maturing June 2018 [Member] \| LIBOR [Member]
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)		4.50%
Term Loan Maturing June 2018 [Member] \| Minimum [Member] \| Base Rate [Member]
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)		1.00%
Term Loan Maturing June 2018 [Member] \| Minimum [Member] \| LIBOR [Member]
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)		2.00%
Term Loan Maturing June 2018 [Member] \| Maximum [Member] \| Base Rate [Member]
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)		3.50%
Term Loan Maturing June 2018 [Member] \| Maximum [Member] \| LIBOR [Member]
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)		4.50%
Revolving Credit Facility Maturing June 2018 [Member]
Debt Instrument [Line Items]
Borrowing capacity	$ 400,000,000			$ 600,000,000
Available borrowing capacity		$ 56,000,000
Letters of credit issued		$ 2,700,000
Commitment fee percentage		0.50%
Amortization of debt issuance costs	$ 2,500,000

Long-Term Debt - Schedule Of Consolidated Interest Coverage Ratio (Details) - February 2016 Amendment [Member] - Line of Credit [Member]	Feb. 29, 2016
December 31, 2016 through and including March 31, 2017 [Member]
Debt Instrument [Line Items]
Minimum Consolidated Interest Coverage Ratio	2.75
June 30, 2017 and each fiscal quarter thereafter [Member]
Debt Instrument [Line Items]
Minimum Consolidated Interest Coverage Ratio	3

Long-Term Debt - Schedule Of Consolidated Leverage Ratio (Details) - Line of Credit [Member] - February 2016 Amendment [Member]	Feb. 29, 2016
March 31, 2017 [Member]
Debt Instrument [Line Items]
Maximum Consolidated Leverage Ratio	4.75
June 30, 2017 [Member]
Debt Instrument [Line Items]
Maximum Consolidated Leverage Ratio	4.25
September 30, 2017 [Member]
Debt Instrument [Line Items]
Maximum Consolidated Leverage Ratio	3.75
December 31, 2017 and each fiscal quarter thereafter [Member]
Debt Instrument [Line Items]
Maximum Consolidated Leverage Ratio	3.50

Long-Term Debt - Schedule Of Consolidated Leverage Ratio Cash Balances (Details) - USD ($)	Mar. 31, 2017	Feb. 29, 2016
Debt Instrument [Line Items]
Minimum Cash Balance	$ 100,000,000
Greater than or equal to 4.50x [Member] \| February 2016 Amendment [Member] \| Line of Credit [Member]
Debt Instrument [Line Items]
Minimum Cash Balance		$ 150,000,000.00
Greater than or equal to 4.00x but less than 4.50x [Member] \| February 2016 Amendment [Member] \| Line of Credit [Member]
Debt Instrument [Line Items]
Minimum Cash Balance		100,000,000.00
Greater than or equal to 3.50x but less than 4.00x [Member] \| February 2016 Amendment [Member] \| Line of Credit [Member]
Debt Instrument [Line Items]
Minimum Cash Balance		50,000,000.00
Less than 3.50x [Member] \| February 2016 Amendment [Member] \| Line of Credit [Member]
Debt Instrument [Line Items]
Minimum Cash Balance		$ 0.00

Long-Term Debt - Convertible Senior Notes Due 2022 (Details) $ / shares in Units, $ in Thousands		1 Months Ended
	Nov. 01, 2016 USD ($) $ / shares	Mar. 31, 2012 USD ($) $ / shares	Mar. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Jul. 31, 2016 USD ($)	Jun. 30, 2016 USD ($)
Debt Instrument [Line Items]
Principal amount			$ 638,613
Unamortized debt discount			17,950
Convertible Senior Notes Maturing May 2022 [Member]
Debt Instrument [Line Items]
Principal amount	$ 125,000		125,000	$ 125,000
Net proceeds from debt issuance	$ 121,700
Interest rate (as a percent)	4.25%
Frequency of periodic payment	semi-annually
Maturity date	May 01, 2022
Initial conversion ratio	0.0719748
Initial conversion price per share (in dollars per share) \| $ / shares	$ 13.89
Redemption price as a percentage of principal amount	100.00%
Minimum percentage in aggregate principal amount	25.00%
Unamortized debt discount	$ 16,900		15,873	16,500
Expected life used to estimate fair value	5 years 6 months
Effective interest rate (as a percent)	7.30%
Carrying amount of equity component	$ 11,000
Convertible Senior Notes Maturing March 2032 [Member]
Debt Instrument [Line Items]
Principal amount		$ 200,000	60,115	60,115
Repurchased principal amount	$ 125,000				$ 7,600	$ 7,300
Interest rate (as a percent)		3.25%
Frequency of periodic payment		semi-annually
Maturity date		Mar. 15, 2032
Initial conversion ratio		0.0399752
Initial conversion price per share (in dollars per share) \| $ / shares		$ 25.02
Redemption price as a percentage of principal amount		100.00%
Unamortized debt discount		$ 35,400	$ 2,077	$ 2,600
Expected life used to estimate fair value		6 years
Effective interest rate (as a percent)		6.90%
Carrying amount of equity component		$ 22,500

Long-Term Debt - Convertible Senior Notes Due 2032 (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended
	Mar. 31, 2012	Mar. 31, 2017	Dec. 31, 2016	Nov. 01, 2016	Jul. 31, 2016	Jun. 30, 2016
Debt Instrument [Line Items]
Principal amount		$ 638,613
Unamortized debt discount		17,950
Convertible Senior Notes Maturing March 2032 [Member]
Debt Instrument [Line Items]
Principal amount	$ 200,000	60,115	$ 60,115
Interest rate (as a percent)	3.25%
Frequency of periodic payment	semi-annually
Maturity date	Mar. 15, 2032
Initial conversion ratio	0.0399752
Initial conversion price per share (in dollars per share)	$ 25.02
Redemption price as a percentage of principal amount	100.00%
Repurchase price as a percentage of principal amount	100.00%
Repurchased principal amount				$ 125,000	$ 7,600	$ 7,300
Expected life used to estimate fair value	6 years
Effective interest rate (as a percent)	6.90%
Carrying amount of equity component	$ 22,500
Unamortized debt discount	$ 35,400	$ 2,077	$ 2,600

Long-Term Debt - MARAD Debt (Details) - MARAD Debt Maturing February 2027 [Member]	1 Months Ended
	Aug. 31, 2002	Sep. 30, 2005
Debt Instrument [Line Items]
Frequency of periodic payment	semi-annual
Maturity date	February 2027
Guarantor obligations (as a percent)	50.00%
Basis spread on variable rate (as a percent)	0.20%
Interest rate (as a percent)		4.93%

Long-Term Debt - Nordea Credit Agreement (Details) - Nordea Q5000 Loan Maturing April 2020 [Member] - USD ($) $ in Millions	1 Months Ended
	Apr. 30, 2015	Sep. 30, 2014	Jun. 30, 2015
Debt Instrument [Line Items]
Borrowing capacity		$ 250.0
Funded amount	$ 250.0
Maturity date		Apr. 30, 2020
Scheduled principal installments		$ 8.9
Frequency of periodic payment		quarterly
Balloon payment		$ 80.4
Interest Rate Swaps [Member]
Debt Instrument [Line Items]
Notional amount			$ 187.5
Fixed LIBOR rate on interest rate swaps (as a percent)			1.50%
LIBOR [Member]
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)		2.50%

Long-Term Debt - Net Interest Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Debt Disclosure [Abstract]
Interest expense	$ 10,240	$ 13,044
Interest income	(346)	(444)
Capitalized interest	(4,668)	(1,916)
Net interest expense	$ 5,226	$ 10,684

Income Taxes - Narrative (Details)	3 Months Ended
Income Taxes - Narrative (Details)	Mar. 31, 2017	Mar. 31, 2016
Income Tax Disclosure [Abstract]
Effective tax rate	21.90%	25.00%
U.S. statutory rate	35.00%	35.00%

Income Taxes - Effective Income Tax Rate Reconciliation (Details)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Effective Income Tax Rate Reconciliation, Percent [Abstract]
U.S. statutory rate	35.00%	35.00%
Foreign provision	(11.10%)	(9.80%)
Other	(2.00%)	(0.20%)
Effective rate	21.90%	25.00%

Shareholders' Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Jan. 10, 2017
Class of Stock [Line Items]
Net proceeds from issuance of common stock	$ 219,509	$ 0
Underwritten Public Equity Offering [Member] \| Common Stock [Member]
Class of Stock [Line Items]
Shares issued			26,450,000
Price per share issued (in dollars per share)			$ 8.65
Net proceeds from issuance of common stock	$ 220,000

Shareholders' Equity - Components Of Accumulated OCI (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Cumulative foreign currency translation adjustment	$ (75,845)	$ (78,953)
Unrealized loss on hedges, net	(15,178)	(18,021)
Accumulated other comprehensive loss	(91,023)	(96,974)
Deferred income taxes	$ 8,200	$ 9,700

Earnings Per Share - Excluded Securities On Diluted Shares Calculation (Details) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Diluted shares (as reported)	143,244	105,908
Total (in shares)	143,505	105,915
Share-based Awards [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	261	7

Earnings Per Share - Potentially Dilutive Shares Excluded From Diluted EPS Calculation (Details) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Convertible Senior Notes Maturing May 2022 [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	8,997	0
Convertible Senior Notes Maturing March 2032 [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	2,403	7,995

Employee Benefit Plans - Narrative (Details) - USD ($) $ in Millions	1 Months Ended	3 Months Ended
	Feb. 29, 2016	Mar. 31, 2017	Mar. 31, 2016	Jan. 31, 2017	Dec. 31, 2016
2005 Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for issuance (in shares)		2,400,000
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation		$ 2.0	$ 1.4
Performance Share Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation		2.2	$ 1.0
Share-based award liability		$ 8.0			$ 7.1
Cash paid to settle share-based award liability				$ 0.6
ESPP [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for issuance (in shares)		700,000
Shares authorized for issuance (in shares)		1,500,000
Purchase limit per employee (in shares)	130

Employee Benefit Plans - Share-Based Awards Granted (Details)	3 Months Ended
	Mar. 31, 2017 $ / shares shares
Performance Share Units [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Vesting Period	3 years
Maximum [Member] \| Performance Share Units [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Vesting Percentage	200.00%
Minimum [Member] \| Performance Share Units [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Vesting Percentage	0.00%
January 3, 2017 - 33% per year over three years [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Date of Grant	Jan. 03, 2017
Shares \| shares	671,771
Grant Date Fair Value Per Share \| $ / shares	$ 8.82
Vesting Percentage	33.00%
Vesting Period	3 years
January 3, 2017 - 100% on January 1, 2020 [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Date of Grant	Jan. 03, 2017
Shares \| shares	671,771
Grant Date Fair Value Per Share \| $ / shares	$ 12.64
Vesting Percentage	100.00%
Vesting Date	Jan. 01, 2020
January 3, 2017 - 100% on January 1, 2019 [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Date of Grant	Jan. 03, 2017
Shares \| shares	9,956
Grant Date Fair Value Per Share \| $ / shares	$ 8.82
Vesting Percentage	100.00%
Vesting Date	Jan. 01, 2019

Business Segment Information - Narrative (Details)	3 Months Ended
Business Segment Information - Narrative (Details)	Mar. 31, 2017 segment vessel
Segment Reporting Information [Line Items]
Number of reportable segments \| segment	3
Robotics [Member]
Segment Reporting Information [Line Items]
Number of chartered vessels \| vessel	3

Business Segment Information - Summary Of Financial Data By Reportable Segment (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Segment Reporting Information [Line Items]
Net revenues	$ 104,528	$ 91,039
Income (loss) from operations	(17,705)	(30,756)
Intercompany Elimination [Member]
Segment Reporting Information [Line Items]
Net revenues	(8,436)	(5,493)
Income (loss) from operations	221	168
Corporate and Other [Member]
Segment Reporting Information [Line Items]
Income (loss) from operations	(9,962)	(8,669)
Well Intervention [Member] \| Reportable Segments [Member]
Segment Reporting Information [Line Items]
Net revenues	74,621	46,056
Income (loss) from operations	1,418	(16,688)
Well Intervention [Member] \| Intercompany Elimination [Member]
Segment Reporting Information [Line Items]
Net revenues	(1,373)	(641)
Robotics [Member] \| Reportable Segments [Member]
Segment Reporting Information [Line Items]
Net revenues	21,968	31,994
Income (loss) from operations	(16,306)	(12,750)
Robotics [Member] \| Intercompany Elimination [Member]
Segment Reporting Information [Line Items]
Net revenues	(7,063)	(4,852)
Production Facilities [Member] \| Reportable Segments [Member]
Segment Reporting Information [Line Items]
Net revenues	16,375	18,482
Income (loss) from operations	$ 6,924	$ 7,183

Business Segment Information - Summary Of Intercompany Segment Revenues (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Segment Reporting Information [Line Items]
Net revenues	$ (104,528)	$ (91,039)
Intercompany Elimination [Member]
Segment Reporting Information [Line Items]
Net revenues	8,436	5,493
Intercompany Elimination [Member] \| Well Intervention [Member]
Segment Reporting Information [Line Items]
Net revenues	1,373	641
Intercompany Elimination [Member] \| Robotics [Member]
Segment Reporting Information [Line Items]
Net revenues	$ 7,063	$ 4,852

Business Segment Information - Total Assets By Reportable Segment (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Segment Reporting Information [Line Items]
Total assets	$ 2,432,290	$ 2,246,941
Corporate and Other [Member]
Segment Reporting Information [Line Items]
Total assets	430,814	305,331
Well Intervention [Member] \| Reportable Segments [Member]
Segment Reporting Information [Line Items]
Total assets	1,678,774	1,596,517
Robotics [Member] \| Reportable Segments [Member]
Segment Reporting Information [Line Items]
Total assets	167,949	186,901
Production Facilities [Member] \| Reportable Segments [Member]
Segment Reporting Information [Line Items]
Total assets	$ 154,753	$ 158,192

Commitments And Contingencies And Other Matters - Narrative (Details) $ in Thousands	1 Months Ended		3 Months Ended
	Feb. 28, 2014 vessel	Sep. 30, 2013 USD ($)	Mar. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)
Commitments And Contingencies [Line Items]
Total investment			$ 2,511,931	$ 2,450,890
Q7000 [Member]
Commitments And Contingencies [Line Items]
Contract amount		$ 346,000
Total investment			199,500
Payment of shipyard costs			$ 138,400
Q7000 [Member] \| Contract Signing [Member]
Commitments And Contingencies [Line Items]
Percentage of contract price paid or to be paid			20.00%
Q7000 [Member] \| Due 2016 [Member]
Commitments And Contingencies [Line Items]
Percentage of contract price paid or to be paid			20.00%
Q7000 [Member] \| Issuance of Completion Certificate [Member]
Commitments And Contingencies [Line Items]
Percentage of contract price paid or to be paid			20.00%
Q7000 [Member] \| Vessel Delivery [Member]
Commitments And Contingencies [Line Items]
Percentage of contract price paid or to be paid			40.00%
Monohull Vessels [Member]
Commitments And Contingencies [Line Items]
Number of chartered vessels \| vessel	2
Topside Equipment [Member]
Commitments And Contingencies [Line Items]
Total investment			$ 247,800
Siem [Member] \| Monohull Vessels [Member]
Commitments And Contingencies [Line Items]
Term of charter agreement	7 years
Petrobras [Member]
Commitments And Contingencies [Line Items]
Term of contract	4 years

Fair Value Measurements - Assets And Liabilities Measured At Fair Value On A Recurring Basis (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total net liability	$ 23,340	$ 38,470
Foreign Exchange Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities	23,547	38,170
Interest Rate Swaps [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities	362	751
Interest Rate Swaps [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	569	451
Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total net liability	0	0
Level 1 [Member] \| Foreign Exchange Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities	0	0
Level 1 [Member] \| Interest Rate Swaps [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities	0	0
Level 1 [Member] \| Interest Rate Swaps [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	0	0
Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total net liability	23,340	38,470
Level 2 [Member] \| Foreign Exchange Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities	23,547	38,170
Level 2 [Member] \| Interest Rate Swaps [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities	362	751
Level 2 [Member] \| Interest Rate Swaps [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	569	451
Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total net liability	0	0
Level 3 [Member] \| Foreign Exchange Contracts [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities	0	0
Level 3 [Member] \| Interest Rate Swaps [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities	0	0
Level 3 [Member] \| Interest Rate Swaps [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	$ 0	$ 0

Fair Value Measurements - Carrying Values And Estimated Fair Values Of Long-Term Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016	Nov. 01, 2016	Mar. 31, 2012
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying value	$ 638,613
Term Loan Maturing June 2018 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying value	185,849	$ 192,258
Fair value	187,475	192,258
Nordea Q5000 Loan Maturing April 2020 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying value	187,500	196,429
Fair value	184,806	192,746
MARAD Debt Maturing February 2027 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying value	80,149	83,222
Fair value	93,644	92,049
Convertible Senior Notes Maturing May 2022 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying value	125,000	125,000	$ 125,000
Fair value	123,750	130,156
Convertible Senior Notes Maturing March 2032 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying value	60,115	60,115		$ 200,000
Fair value	60,265	59,965
Loan Notes [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying value	638,613	657,024
Fair value	$ 649,940	$ 667,174

Derivative Instruments And Hedging Activities - Narrative (Details) NOK in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2017 USD ($)	Mar. 31, 2016 USD ($)	Dec. 31, 2015 NOK	Jun. 30, 2015 USD ($)	Sep. 30, 2013 USD ($)	Feb. 28, 2013 NOK	Feb. 28, 2013 USD ($)	Jan. 31, 2013 NOK	Jan. 31, 2013 USD ($)
Derivative [Line Items]
Losses in Accumulated OCI to be re-classified within twelve months	$ 8.1
Interest Rate Swaps [Member] \| Term Loan Maturing June 2018 [Member]
Derivative [Line Items]
Notional amount					$ 148.1
Interest Rate Swaps [Member] \| Nordea Q5000 Loan Maturing April 2020 [Member]
Derivative [Line Items]
Notional amount				$ 187.5
Grand Canyon [Member]
Derivative [Line Items]
Notional amount								NOK 591.3	$ 104.6
Grand Canyon II [Member]
Derivative [Line Items]
Notional amount			NOK 434.1			NOK 594.7	$ 100.4
Grand Canyon III [Member]
Derivative [Line Items]
Notional amount			NOK 185.2			NOK 595.0	$ 98.8
Grand Canyon and Grand Canyon III [Member] \| Other Income (Expense), Net [Member]
Derivative [Line Items]
Unrealized losses on hedge ineffectiveness		$ 0.4

Derivative Instruments And Hedging Activities - Derivative Instruments Designated As Hedging Instruments (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Derivatives, Fair Value [Line Items]
Asset derivative instruments designated as hedging instruments	$ 569	$ 451
Liability derivative instruments designated as hedging instruments	23,909	28,190
Other Assets, Net [Member] \| Interest Rate Swaps [Member]
Derivatives, Fair Value [Line Items]
Asset derivative instruments designated as hedging instruments	569	451
Accrued Liabilities [Member] \| Interest Rate Swaps [Member]
Derivatives, Fair Value [Line Items]
Liability derivative instruments designated as hedging instruments	362	751
Accrued Liabilities [Member] \| Foreign Exchange Contracts [Member]
Derivatives, Fair Value [Line Items]
Liability derivative instruments designated as hedging instruments	12,167	14,056
Other Noncurrent Liabilities [Member] \| Foreign Exchange Contracts [Member]
Derivatives, Fair Value [Line Items]
Liability derivative instruments designated as hedging instruments	$ 11,380	$ 13,383

Derivative Instruments And Hedging Activities - Derivative Instruments Not Designated As Hedging Instruments (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Derivative [Line Items]
Liability derivative instruments not designated as hedging instruments	$ 9,659	$ 10,731
Accrued Liabilities [Member] \| Foreign Exchange Contracts [Member]
Derivative [Line Items]
Liability derivative instruments not designated as hedging instruments	3,687	3,923
Other Liabilities [Member] \| Foreign Exchange Contracts [Member]
Derivative [Line Items]
Liability derivative instruments not designated as hedging instruments	$ 5,972	$ 6,808

Derivative Instruments And Hedging Activities - Impact Of Derivative Instruments Designated As Hedging Instruments on Accumulated OCI (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Derivative Instruments, Gain (Loss) [Line Items]
Gain (Loss) Recognized in OCI on Derivative Instruments, Net of Tax (Effective Portion)	$ 2,843	$ 4,499
Foreign Exchange Contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain (Loss) Recognized in OCI on Derivative Instruments, Net of Tax (Effective Portion)	2,530	5,822
Interest Rate Swaps [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain (Loss) Recognized in OCI on Derivative Instruments, Net of Tax (Effective Portion)	$ 313	$ (1,323)

Derivative Instruments And Hedging Activities - Loss Reclassified From Accumulated OCI Into Earnings (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Derivative Instruments, Gain (Loss) [Line Items]
Loss Reclassified from Accumulated OCI into Earnings (Effective Portion)	$ (3,490)	$ (3,440)
Foreign Exchange Contracts [Member] \| Cost of Sales [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Loss Reclassified from Accumulated OCI into Earnings (Effective Portion)	(3,221)	(2,863)
Interest Rate Swaps [Member] \| Net Interest Expense [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Loss Reclassified from Accumulated OCI into Earnings (Effective Portion)	$ (269)	$ (577)

Derivative Instruments And Hedging Activities - Impact Of Derivative Instruments Not Designated As Hedging Instruments on Consolidated Statements of Operations (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Derivative Instruments, Gain (Loss) [Line Items]
Gain Recognized in Earnings on Derivative Instruments	$ 52	$ 2,531
Foreign Exchange Contracts [Member] \| Other Income (Expense), Net [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain Recognized in Earnings on Derivative Instruments	$ 52	$ 2,531

Statement Of Cash Flow Information - Narrative (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Supplemental Cash Flow Information [Abstract]
Non-cash capital expenditures	$ 19.7	$ 10.1