HELIX ENERGY SOLUTIONS GROUP INC 8-K

What Happened

• On April 23, 2026, Helix Energy Solutions Group, Inc. (the Parent) and Hornbeck Offshore Services, Inc. announced they executed an Agreement and Plan of Merger dated April 22, 2026, to combine the two companies.
• The transaction is structured as two back-to-back mergers: (1) Parent’s Odyssey Sub, Inc. will merge into Hornbeck (the Company) with Hornbeck surviving, then (2) the surviving Hornbeck will merge into Parent’s Hercules Sub LLC, with Hercules Sub continuing as the surviving entity.
• The companies issued a press release and made an investor presentation available on April 23, 2026 (filed as Exhibits 99.1 and 99.2 in the 8-K).

Key Details

• Agreement date: April 22, 2026; announcement and investor materials released April 23, 2026.
• Parties: Helix Energy Solutions Group, Inc. (Minnesota) and Hornbeck Offshore Services, Inc. (Delaware); merger subsidiaries Odyssey Sub, Inc. and Hercules Sub LLC are direct, wholly owned subsidiaries of Helix.
• Structure: Two-step merger (first company merger then second company merger) with Hercules Sub LLC to be the surviving entity.
• Filing type: Item 7.01 Regulation FD disclosure; press release and investor presentation furnished as Exhibits 99.1 and 99.2.

Why It Matters

• This is a definitive merger agreement between Helix and Hornbeck; it signals a planned combination of two offshore services companies and is material news for shareholders of both firms.
• The 8-K furnished the announcement and presentation but did not include detailed financial terms, transaction consideration, or a closing timetable; investors should review the provided investor presentation and watch for future SEC filings (e.g., additional 8-Ks, proxy statements or registration statements) for terms, approvals, and expected impacts.