Press Release August 18, 2020

Helix Prices Upsized $200 Million Convertible Offering with Capped Call to Increase Effective Conversion Price

The Derivatives team acted as special product counsel to Helix Energy Solutions Group, Inc. (Helix) on its successful offering of 6.75% Convertible Senior Notes due 2026 and capped call hedge transaction. The deal initially launched at $175 million, but was upsized to $200 million. The initial conversion price of the notes featured a premium up 45% from the reference price of approximately $4.81 per share. In connection with the offering, Helix entered into capped call transactions that mitigates potential equity dilution and/or offset payments due upon conversion of the notes and effectively raises the conversion price of the notes to approximately $8.42 per share, a 75% premium over the reference price. Helix also repurchased approximately $90 million aggregate principal amount of its outstanding 4.25% Convertible Senior Notes due 2022 and approximately $95 million aggregate principal amount of its outstanding 4.125% Convertible Senior Notes due 2023 in privately negotiated transactions.

Helix is an international offshore energy services company that provides specialty services to the offshore energy industry, with a focus on well intervention and robotics operations. Helix provides services and methodologies that are critical to maximizing production economics. Helix’s services cover the lifecycle of an offshore oil or gas field. Helix’s services also include subsea cable burial and seabed clearing services for the offshore renewable energy sector.

The Goodwin team consisted of John Servidio and James Barri.

For more information on Helix’s convertible notes and capped call, please refer to the closing press release and prospectus supplement for the transaction.