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What changed in HELIX ENERGY SOLUTIONS GROUP INC's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of HELIX ENERGY SOLUTIONS GROUP INC's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+418 added−428 removedSource: 10-K (2026-02-26) vs 10-K (2025-02-27)

Top changes in HELIX ENERGY SOLUTIONS GROUP INC's 2025 10-K

418 paragraphs added · 428 removed · 130 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

84 edited+12 added−194 removed58 unchanged
Biggest changeCoiled tubing (CT) system: A continuous length of steel tubing (CT), typically between 1” and 3.25” in diameter, wound onto a large reel together with an injector head, control console, power supply and well control stack. The CT is run inside a well’s production tubing primarily for debris cleanout, pumping fluids or fishing operations though there are numerous other applications.
Biggest changeIts functions include the development and enforcement of safety and environmental regulations, permitting offshore exploration, development and production, inspections, offshore regulatory programs, oil spill response and newly formed training and environmental compliance programs. 14 Table of Contents Coiled tubing (CT) system: A continuous length of steel tubing (CT), typically between 1” and 3.25” in diameter, wound onto a large reel together with an injector head, control console, power supply and well control stack.
Our Shallow Water Abandonment segment includes Helix Alliance that was acquired in July 2022, a vertically integrated company which offers a diversified fleet of marine assets including nine liftboats, six offshore supply vessels (“OSVs”), three dive support vessels (“DSVs”), a heavy lift derrick barge, a crew boat, 20 P&A systems and six CT systems.
Our Shallow Water Abandonment segment includes Helix Alliance that was acquired in July 2022, a vertically integrated company that offers a diversified fleet of marine assets including nine liftboats, six offshore supply vessels (“OSVs”), three dive support vessels (“DSVs”), a heavy lift derrick barge, a crew boat, 20 P&A systems and six CT systems.
CUSTOMERS Our customers consist primarily of major and independent oil and gas producers and suppliers, pipeline transmission companies, renewable energy companies and offshore engineering and construction firms. The level of services required by any particular customer depends, in part, on the size of that customer’s budget in a particular year.
CUSTOMERS Our customers consist primarily of major, national and independent oil and gas producers and suppliers, pipeline transmission companies, renewable energy companies and offshore engineering and construction firms. The level of services required by any particular customer depends, in part, on the size of that customer’s budget in a particular year.
Our workplace policies and procedures demonstrate our commitment to acting ethically and with integrity in all our business relationships, and to implementing and enforcing effective systems and controls to prevent slavery and human trafficking from taking place anywhere in our supply chains.
Our workplace policies and procedures demonstrate our commitment to acting ethically and with integrity in our business relationships, and to implementing and enforcing effective systems and controls to prevent slavery and human trafficking from taking place anywhere in our supply chains.
Copies of this Annual Report for the year ended December 31, 2024, previous and subsequent copies of our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, and any amendments thereto, are or will be available free of charge at our website as soon as reasonably practicable after they are filed with, or furnished to, the SEC.
Copies of this Annual Report for the year ended December 31, 2025, previous and subsequent copies of our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, and any amendments thereto, are or will be available free of charge at our website as soon as reasonably practicable after they are filed with, or furnished to, the SEC.
Sustainability is reviewed on an ongoing basis in conjunction with environmental, health and safety, and social matters at each Governance Committee meeting. Our Board’s Audit Committee (the “Audit Committee”) oversees Helix’s enterprise risk management processes, including business continuity, and cybersecurity risk and prevention management.
Sustainability is reviewed on an ongoing basis in conjunction with environmental, health and safety, and social matters at each Governance Committee meeting. Our Board’s Audit Committee (the “Audit Committee”) oversees Helix’s compliance program, enterprise risk management processes, including business continuity, and cybersecurity risk and prevention management.
Additionally, our robotics services are used in and complement our well intervention services. Our Robotics segment includes 39 work-class ROVs, six trenchers, two IROV boulder grabs, and robotics support vessels chartered on long-term, short-term, flexible and spot bases to facilitate our ROV and trenching operations.
Additionally, our robotics services are used in and complement our well intervention services. Our Robotics segment includes 39 work-class ROVs, six trenchers, three IROV boulder grabs, and robotics support vessels chartered on long-term, short-term, flexible and spot bases to facilitate our ROV and trenching operations.
As a provider of well control equipment, we are subject to these regulations for operation, maintenance and surface and subsea testing of our equipment during intervention and decommissioning operations. Other Regulatory Impact Additional proposals and proceedings before various international, federal and state regulatory agencies and courts could affect the energy industry, including curtailing production and demand for fossil fuels.
As a provider of well control equipment, we are subject to these regulations for operation, maintenance and surface and subsea testing of our equipment during intervention and decommissioning operations. 11 Table of Contents Other Regulatory Impact Additional proposals and proceedings before various international, federal and state regulatory agencies and courts could affect the energy industry, including curtailing production and demand for fossil fuels.
Our common stock trades on the New York Stock Exchange (“NYSE”) under the ticker symbol “HLX.” Our Chief Executive Officer submitted the annual CEO certification to the NYSE in May 2024 as required under its Listed Company Manual.
Our common stock trades on the New York Stock Exchange (“NYSE”) under the ticker symbol “HLX.” Our Chief Executive Officer submitted the annual CEO certification to the NYSE in May 2025 as required under its Listed Company Manual.
Ongoing and thoughtful employee participation is a vital element in the success of our QHSE processes. While we believe in the strength and effectiveness of our QHSE programs, we continuously review how we can improve our control of QHSE risks through the behavior and feedback of our employees.
Ongoing and thoughtful employee participation is a vital element in the success of our QHSE processes. While we believe in the strength and effectiveness of our QHSE programs, we continuously review how we can improve our control of QHSE risks through our employees’ behavior and feedback.
Our purpose-built well intervention vessels derive competitive advantages from their lower operating costs, with an ability to mobilize quickly and to maximize operational time by efficiently performing a broad range of tasks related to intervention, construction and IRM services. Our services provide cost advantages in the development and management of subsea reservoirs.
Our purpose-built well intervention vessels derive competitive advantages in the development and management of subsea reservoirs from their lower operating costs, with an ability to mobilize quickly and to maximize operational time by more efficiently performing a broad range of tasks related to intervention, construction and IRM services.
We are committed to diversity and inclusion throughout our workforce, and believe that employing people with different backgrounds, experiences and perspectives makes Helix a stronger company. In 2024, our worldwide workforce represented 40 different nationalities. We track tenure and voluntary employee turnover. We then use this data to inform our human capital management strategy.
We are committed to diversity and inclusion throughout our workforce, and believe that employing people with different backgrounds, experiences and perspectives makes Helix a stronger company. In 2025, our worldwide workforce represented 40 different nationalities. We track tenure and voluntary employee turnover and use this data to inform our human capital management strategy.
As discussed below, we maintain insurance policies to cover some of our risk of loss associated with our business. We maintain the amount of insurance we believe is prudent based on our estimated loss potential. However, not all of our business activities can be insured at the levels we desire because of either limited market availability or unfavorable economics.
As discussed below, we maintain insurance policies to cover some of our risk of loss associated with our business. We maintain amounts of insurance we believe prudent based on estimated loss potential. However, not all of our business activities can be insured at the levels we desire because of either limited market availability or unfavorable economics.
In the North Sea, international regulations govern working hours and the working environment, as well as standards for diving procedures, equipment and diver health. 10 Table of Contents Our operations in Brazil are predominantly regulated by the Brazilian National Agency of Petroleum, Natural Gas and Biofuels, the federal government agency responsible for the regulation of the oil sector.
In the North Sea, international regulations govern working hours and the working environment, as well as standards for diving procedures, equipment and diver health. Our operations in Brazil are predominantly regulated by the Brazilian National Agency of Petroleum, Natural Gas and Biofuels, the federal government agency responsible for the regulation of the oil sector.
The Jones Act has been applied to offshore oil and gas and wind farm work in the U.S. through interpretations by the CBP. BOEM and BSEE Our business is affected by laws and regulations as well as changing tax laws and policies relating to the offshore energy industry in general.
The Jones Act has been applied to offshore oil and gas and wind farm work in the U.S. through interpretations by the CBP. Offshore Energy Regulation Our business is affected by laws and regulations as well as changing tax laws and policies relating to the offshore energy industry in general.
As of December 31, 2024, our global voluntary annual turnover rate was 14%. Further, our Board defines diversity expansively and has determined that it is desirable to have diverse viewpoints, professional experiences, backgrounds and skills on our Board, with the principal qualification of a director being the ability to act effectively on behalf of Company shareholders.
As of December 31, 2025, our global voluntary annual turnover rate was 13%. Further, our Board defines diversity expansively and has determined that it is desirable to have diverse viewpoints, professional experiences, backgrounds and skills on our Board, with the principal qualification of a director being the ability to act effectively on behalf of Company shareholders.
As major and independent oil and gas companies develop deepwater reserves, we expect the number of subsea trees to increase, which can improve long-term demand for well intervention services. Drilling rigs have historically been and are still used in subsea well intervention to enhance production and decommission wells.
As major and independent oil and gas companies develop deepwater reserves, we expect the number of subsea trees to increase, which can improve long-term demand for well intervention services. Drilling rigs historically have been and still are used in subsea well intervention.
Our well intervention vessels include the Q4000 , the Q5000 , the Q7000 , the Seawell , the Well Enhancer , and two chartered vessels, the Siem Helix 1 and the Siem Helix 2 .
Our well intervention vessels include the Q4000 , the Q5000 , the Q7000 , the Seawell , the Well Enhancer , and two chartered vessels, the Sea Helix 1 (formerly Siem Helix 1 ) and the Siem Helix 2 .
Our Well Intervention segment provides services primarily in the U.S. Gulf Coast, Brazil, North Sea, Asia Pacific and West Africa regions. We engineer, manage and conduct well intervention operations, which include production enhancement and abandonment, and construction operations in water depths ranging from 100 to 10,000 feet.
Our Well Intervention segment provides services primarily in the Gulf of America, Brazil, North Sea, Asia Pacific and West Africa regions. We engineer, manage and conduct well intervention operations, which include production enhancement and abandonment, and construction operations in water depths ranging from 100 to 10,000 feet.
While the Board and its Committees oversee strategic sustainability initiatives, our Climate Change Action Committee, comprised of key leaders from Quality, Health, Safety, Environmental (“QHSE”), finance, legal, our business units and management, evaluates Helix’s impact on climate change, implements our go-forward strategies and assists in providing comprehensive disclosures.
While the Board and its committees oversee strategic sustainability initiatives with respect to Helix’s strategy surrounding biodiversity and climate change, our Climate Change Action Committee, comprised of key leaders from Quality, Health, Safety, Environmental (“QHSE”), finance, legal, our business units and management, evaluates Helix’s impact on climate change, implements our go-forward strategies and assists in providing comprehensive disclosures.
Information contained on our website is not part of this report and should not be relied upon for investment purposes. Please note that prior to March 6, 2006, the name of the Company was Cal Dive International, Inc.
We make our website content available for informational purposes only. Information contained on our website is not part of this report and should not be relied upon for investment purposes. Please note that prior to March 6, 2006, the name of the Company was Cal Dive International, Inc.
Production Facilities Our Production Facilities segment includes the HP I , the HFRS and our ownership of mature oil and gas properties. All of our current Production Facilities activities are located in the U.S. Gulf Coast.
Production Facilities Our Production Facilities segment includes the HP I , the HFRS and our ownership of mature oil and gas properties. All of our current Production Facilities activities are located in the Gulf of America.
Through our alliance, we and SLB jointly developed a 15K IRS and the ROAM. 6 Table of Contents Robotics Our Robotics segment provides trenching, seabed clearance, offshore construction and IRM services to both the oil and gas and the renewable energy markets globally, thereby assisting the delivery of renewable energy and supporting the responsible transition away from a carbon-based economy.
Through our collaboration, we and SLB jointly developed a 15K IRS and the ROAM. 6 Table of Contents Robotics Our Robotics segment provides trenching, seabed clearance, offshore construction and IRM services to both the oil and gas and the renewable energy markets globally, thereby assisting the delivery of renewable energy and supporting responsible energy transition.
East Coast, Brazil, North Sea, Asia Pacific and West Africa regions, and as such we are subject to numerous laws and regulations, including international treaties, flag state requirements, environmental laws and regulations, requirements for obtaining operating and navigation licenses, local content requirements, and other national, state and local laws and regulations in force in the jurisdictions in which our vessels and other assets operate or are registered, all of which can significantly affect the ownership and operation of our vessels and other assets.
GOVERNMENT REGULATION Overview We provide services primarily in the Gulf of America (deepwater and shelf), Brazil, North Sea, West Africa and Asia Pacific regions, and as such we are subject to numerous laws and regulations, including international treaties, flag state requirements, environmental laws and regulations, requirements for obtaining operating and navigation licenses, local content requirements, and other national, state and local laws and regulations in force in the jurisdictions in which our vessels and other assets operate or are registered, all of which can significantly affect the ownership and operation of our vessels and other assets.
East Coast, Asia Pacific, Brazil and West Africa regions. As global marine construction activity levels increase and as the complexity and water depths of the facilities increase, the use and scope of robotics services has expanded. Our chartered vessels enable us to offer an integrated package to our customers including marine access, ROV services, project management and engineering services.
As global marine construction activity levels increase and as the complexity and water depths of the facilities increase, the scope of robotics services has expanded. Our chartered vessels enable us to offer an integrated package to our customers including marine access, ROV services, project management and engineering services.
In the U.S., we are subject to the Coastwise Merchandise Statute (commonly known as the “Jones Act”), which generally provides that only vessels built in the U.S., owned at least 75% by U.S. citizens, and crewed by U.S. citizen seafarers may transport merchandise between points in the U.S.
In the U.S., we are subject to the Merchant Marine Act of 1920 (commonly referred to as the “Jones Act”), which generally provides that only vessels built in the U.S., owned at least 75% by U.S. citizens, and crewed by U.S. citizen seafarers may transport merchandise between points in the U.S.
Relevant information regarding our talent attraction and retention can be found in our most recent Corporate Sustainability Report, a copy of which is available on the Investor Relations section of our website at www.helixesg.com . 9 Table of Contents Human Rights, Anti-Slavery and Anti-Human Trafficking We are committed to respecting and protecting human rights everywhere we operate and expect similar standards of suppliers, vendors and partners, including requiring periodic assessments and audits to confirm there is no modern slavery or human trafficking in our supply chains or in any part of our business.
Relevant information regarding our talent attraction and retention can be found in the Talent Management section of our Corporate Sustainability Platform available at www.helixesg.com /sustainability/people-communities#talent-management . 9 Table of Contents Human Rights, Anti-Slavery and Anti-Human Trafficking We are committed to respecting and protecting human rights everywhere we operate and expect similar standards of suppliers, vendors and partners, including requiring periodic assessments and audits to confirm there is no modern slavery, human trafficking or underage employees in our supply chains or in any part of our business.
Decommissioning: The process of plugging and abandoning oil and gas wells and removing all associated infrastructure (pipelines, platforms, etc.). This is the final stage of oil and gas operations and typically occurs when all of the associated wells have reached the end of their useful production lives. Deepwater: Water depths exceeding 1,000 feet.
This is the final stage of oil and gas operations and typically occurs when all of the associated wells have reached the end of their useful production lives. Deepwater: Water depths exceeding 1,000 feet.
Our services are provided in hazardous environments where events involving catastrophic damage or loss of life could occur, and claims arising from such an event may result in our being named as a responsible party.
We analyze each claim for its validity, potential exposure and estimated ultimate liability. Our services are provided in hazardous environments where events involving catastrophic damage or loss of life could occur, and claims arising from such an event may result in our being named as a responsible party.
Many states have laws analogous to the Clean Water Act and also require remediation of releases of hazardous substances in state waters. Internationally, the BWM Convention covers mandatory ballast water exchange requirements.
Many states have laws analogous to the Clean Water Act and also require remediation of releases of hazardous substances in state waters.
Our well intervention equipment includes 12 intervention systems consisting of eight intervention riser systems (“IRSs”), three subsea intervention lubricators (“SILs”) and the Riserless Open-water Abandonment Module (“ROAM”), some of which we provide on a stand-alone basis. The Q4000 , a riser-based semi-submersible well intervention vessel, has served customers in the spot market in the U.S. Gulf Coast since 2002.
Our well intervention equipment includes 12 intervention systems consisting of eight intervention riser systems (“IRSs”), three subsea intervention lubricators (“SILs”) and the Riserless Open-water Abandonment Module (“ROAM”), some of which we provide on a stand-alone basis. In the Gulf of America, we operate the Q4000 and Q5000 riser-based semi-submersible well intervention vessels.
INSURANCE MATTERS Our businesses involve a high degree of operational risk. Hazards such as vessels sinking, grounding, colliding and sustaining damage from severe weather conditions and operational hazards such as rigging failures, human error, or accidents are inherent in marine operations.
Hazards such as vessels sinking, grounding, colliding and sustaining damage from severe weather conditions and operational hazards such as rigging failures, human error, or accidents are inherent in marine operations.
Air Pollution and Emissions A variety of regulatory developments, proposals and requirements and legislative initiatives focused on restricting the emissions of carbon dioxide, methane and other greenhouse gases apply to the jurisdictions in which we operate.
Internationally, the BWM Convention covers mandatory ballast water exchange requirements. 12 Table of Contents Air Pollution and Emissions A variety of regulatory requirements, proposals and legislative initiatives focused on restricting the emissions of carbon dioxide, methane and other greenhouse gases apply to the jurisdictions in which we operate.
Our expectations and goals align with the underlying belief that fossil fuels will not be eliminated from consumption, but rather there will be a gradual global transition from relying primarily on fossil fuels to a more balanced approach that includes renewable energy, such as wind farms and other alternative fuels. 8 Table of Contents We emphasize continual improvement by establishing goals to improve our safety record and increase transparency for our stakeholders.
Our expectations and goals align with the underlying belief that fossil fuels will not be eliminated from consumption, but rather there will be a gradual global transition from relying primarily on fossil fuels to a more balanced approach that includes renewable energy, such as wind farms and other alternative fuels.
The percentages of consolidated revenues from major customers (those representing 10% or more of our consolidated revenues) are as follows: 2024 — Shell (12%) and Talos (12%); 2023 — Apache (11%) and Shell (10%); and 2022 — Shell (15%). We provided services to over 90 customers in 2024. COMPETITORS The oilfield services and renewables services markets are highly competitive.
The percentages of consolidated revenues from major customers (those representing 10% or more of our consolidated revenues) are as follows: 2025 — Shell (18%) and Petrobras (10%); 2024 — Shell (12%) and Talos (12%); and 2023 — Apache (11%) and Shell (10%). We provided services to over 80 customers in 2025.
Specifically, our Board’s Corporate Governance and Nominating Committee (the “Governance Committee”) oversees, assesses and reviews the disclosure and reporting of any sustainability matters, including with respect to climate change, regarding the Company’s business and industry, and that committee’s charter formally incorporates oversight of sustainability matters as a stated responsibility.
Each Committee of our Board oversees elements designed to support these priorities. Specifically, as a stated responsibility of its charter, our Board’s Corporate Governance and Nominating Committee (the “Governance Committee”) oversees, assesses and reviews the disclosure and reporting of any sustainability matters impacting the Company’s business and industry, including with respect to climate change.
Directives designed to reduce the emission of nitrogen oxides and sulfur oxides have been issued, and can impact both the fuel and engines that may be used onboard vessels. 12 Table of Contents CERCLA The Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”) requires the remediation of releases of hazardous substances into the environment in the U.S. and imposes liability, without regard to fault or the legality of the original conduct, on certain classes of persons, including owners and operators of contaminated sites where the release occurred and those companies that transport, dispose of or arrange for the disposal of, hazardous substances released at the sites.
CERCLA The Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”) requires the remediation of releases of hazardous substances into the environment in the U.S. and imposes liability, without regard to fault or the legality of the original conduct, on certain classes of persons, including owners and operators of contaminated sites where the release occurred and those companies that transport, dispose of or arrange for the disposal of, hazardous substances released at the sites.
Dynamic Positioning (DP): Computer directed thruster systems that use satellite-based positioning and other positioning technologies to provide the proper counteraction to wind, current and wave forces enabling a vessel to maintain its position without the use of anchors. 14 Table of Contents DP2: Two DP systems on a single vessel providing the redundancy that allows the vessel to maintain position even in the absence of one DP system.
Dynamic Positioning (DP): Computer directed thruster systems that use satellite-based positioning and other positioning technologies to provide the proper counteraction to wind, current and wave forces enabling a vessel to maintain its position without the use of anchors.
Following the Deepwater Horizon incident in April 2010, BSEE implemented enhanced standards for companies engaged in the development of offshore oil and gas wells. As an owner and operator of wells located on the OCS, we maintain a BSEE-approved Oil Spill Response Plan. BSEE also oversees requirements relating to well control equipment utilized during intervention and decommissioning operations.
As an owner and operator of wells located on the OCS, we maintain a BSEE-approved Oil Spill Response Plan. BSEE also oversees requirements relating to well control equipment utilized during intervention and decommissioning operations.
The Siem Helix 2 commenced operations in December 2017 and is under contract with Petrobras through at least December 2027. In the North Sea, the Well Enhancer has performed well intervention, abandonment and CT services since it joined our fleet in 2009. The Seawell has provided well intervention and abandonment services since 1987.
The Siem Helix 2 commenced operations in December 2017 and is under contract with Petrobras through at least January 2028. In the North Sea, we operate the Seawell and Well Enhancer monohull light well intervention vessels. The Seawell has provided well intervention and abandonment services since 1987.
We empower our employees to feel safe and confident that their safety and the safety of those around them are our primary concern. Our QHSE management systems and training programs were developed based on common industry work practices, and by employees with on-site experience who understand the risk and physical challenges of the offshore work environment.
Our QHSE management systems and training programs were developed based on common industry work practices, and by employees with on-site experience who understand the risk and physical challenges of the offshore work environment.
Currently, the HP I is being utilized to process production from the Phoenix field in the U.S. Gulf Coast. ● Fast Response System. Provision of the Helix Fast Response System (the “HFRS”) as a response resource in the U.S.
Currently, the HP I is being utilized to process production from the Phoenix field in the Gulf of America. ● Fast Response System.
Its functions include offshore leasing, resource evaluation, review and administration of oil and gas exploration and development plans, renewable energy development, National Environmental Policy Act analysis and environmental studies.
Bureau of Ocean Energy Management (BOEM): BOEM is responsible for managing environmentally and economically responsible development of U.S. offshore resources. Its functions include offshore leasing, resource evaluation, review and administration of oil and gas exploration and development plans, renewable energy development, National Environmental Policy Act analysis and environmental studies.
Remotely Operated Vehicle (ROV): A robotic vehicle used to complement, support and increase the efficiency of diving and subsea operations and for tasks beyond the capability of manned diving operations.
QHSE: Quality, Health, Safety and Environmental programs designed to protect the environment, safeguard employee health and avoid injuries. Remotely Operated Vehicle (ROV): A robotic vehicle used to complement, support and increase the efficiency of diving and subsea operations and for tasks beyond the capability of manned diving operations.
WEBSITE AND OTHER AVAILABLE INFORMATION We maintain a website on the Internet with the address of www.helixesg.com .
We maintain insurance protection that we believe is adequate for our business operations. WEBSITE AND OTHER AVAILABLE INFORMATION We maintain a website on the Internet with the address of www.helixesg.com .
DP3: DP control system comprising a triple-redundant controller unit and three identical operator stations. The system is designed to withstand fire or flood in any one compartment. Loss of position should not occur from any single failure.
DP2: Two DP systems on a single vessel providing the redundancy that allows the vessel to maintain position even in the absence of one DP system. DP3: DP control system comprising a triple-redundant controller unit and three identical operator stations. The system is designed to withstand fire or flood in any one compartment.
Spot vessels: Vessels not owned or under term charters but contracted on a short-term basis typically to perform specific projects. Subsea Intervention Lubricator (SIL): A riserless subsea system designed to provide access to the well bore while providing well control safety for activities that do not require a riser conduit.
Subsea Intervention Lubricator (SIL): A riserless subsea system designed to provide access to the well bore while providing well control safety for activities that do not require a riser conduit.
East Coast, Brazil, North Sea, Asia Pacific and West Africa regions. Our North Sea operations and our U.S. Gulf Coast shelf operations are usually subject to seasonal changes in demand, which generally peaks in the summer months and declines in the winter months. See Note 14 for revenues as well as property and equipment by geographic location.
Our North Sea operations and our Gulf of America shelf operations are usually subject to seasonal changes in demand, which generally peak in the summer months and decline in the winter months. See Note 14 for disclosures regarding revenues and property and equipment by geographic location.
We cannot predict when or whether any such proposals may become effective, or how they will be interpreted or enforced. 11 Table of Contents ENVIRONMENTAL REGULATION Overview Our operations are subject to a variety of national (including federal, state and local) and international laws and regulations governing the discharge of materials into the environment or otherwise relating to environmental protection.
ENVIRONMENTAL REGULATION Overview Our operations are subject to a variety of national (including federal, state and local) and international laws and regulations governing the discharge of materials into the environment or otherwise relating to environmental protection.
These efforts are published in greater detail in our most recent Corporate Sustainability Report, a copy of which is available on the Investor Relations section of our website at www.helixesg.com . HUMAN CAPITAL MANAGEMENT As of December 31, 2024, we had 2,313 employees. Of our total employees, we had 446 employees covered by collective bargaining agreements or similar arrangements.
These efforts are described in greater detail on our Corporate Sustainability Platform available at www.helixesg.com/sustainability . 8 Table of Contents HUMAN CAPITAL MANAGEMENT As of December 31, 2025, we had 2,212 employees. Of our total employees, we had 441 employees covered by collective bargaining agreements or similar arrangements.
We customarily have agreements with our customers and vendors in which each contracting party is responsible for its respective personnel. Under these agreements we are typically indemnified against third-party claims related to the injury or death of our customers’ or vendors’ personnel, and vice versa.
Under these agreements we are typically indemnified against third-party claims related to the injury or death of our customers’ or vendors’ personnel, and vice versa. With respect to well work contracted to us, the customer is typically contractually responsible for pollution emanating from the well.
East Coast, Brazil, North Sea, Asia Pacific and West Africa regions. Our services are segregated into four reportable business segments: Well Intervention, Robotics, Shallow Water Abandonment and Production Facilities. Services we currently offer to the offshore oil and gas market worldwide include: ● Production.
OUR OPERATIONS We provide a range of services to the oil and gas and renewable energy markets primarily in the Gulf of America (deepwater and shelf), Brazil, North Sea, West Africa and Asia Pacific regions. Our services are segregated into four reportable business segments: Well Intervention, Robotics, Shallow Water Abandonment and Production Facilities.
Continental Shelf in the North Sea is regulated by the North Sea Transition Authority (the “NSTA”) in accordance with the Petroleum Act 1998. The NSTA controls the Petroleum Operations Notices with which we comply for various well intervention and subsea construction projects, as required. The NSTA also regulates the environmental requirements for our operations in the North Sea.
The NSTA controls the Petroleum Operations Notices with which we comply for various well intervention and subsea construction projects, as required. The NSTA also regulates the environmental requirements for our operations in the North Sea. We are subject to the Oil Pollution Prevention and Control Regulations 2005.
Lifting capacities typically range from 500 to over 2,000 tons, compared to construction vessels which generally have less than 250 ton lifting capacity. Intervention Riser System (IRS): A subsea system that establishes a direct connection from a well intervention vessel, through a rigid riser, to a conventional or horizontal subsea tree in depths up to 10,000 feet.
Intervention Riser System (IRS): A subsea system that establishes a direct connection from a well intervention vessel, through a rigid riser, to a conventional or horizontal subsea tree in depths up to 10,000 feet.
We provide periodic Anti-Human Trafficking training for employees to further arm our workforce with the tools to identify and prevent human trafficking. Our Modern Slavery Statement is available on our website, located at www.helixesg.com/modern-slavery-statement . GOVERNMENT REGULATION Overview We provide services primarily in the U.S. Gulf Coast (deepwater and shelf), U.S.
We provide periodic Anti-Human Trafficking training for employees to further arm our workforce with the tools to identify and prevent human trafficking. Our Modern Slavery Statement is available on our website, located at www.helixesg.com/modern-slavery-statement and our Statement on Human Rights, as approved by the Board of Directors is available on our website at www.helixesg.com/about-helix/our-company/ethics-and-compliance .
We maintain Operator Extra Expense coverage that provides certain coverage per each loss occurrence for a well control issue on oil and gas properties where we are the operator. In addition to these liability policies, we currently carry various layers of Umbrella Liability in excess of primary limits as well as OPA insurance for our offshore oil and gas properties.
We maintain Operator Extra Expense coverage that provides certain coverage per each loss occurrence for a well control issue on oil and gas properties where we are the operator.
The HFRS combines our capabilities with certain well control equipment that can be deployed to respond to a well control incident.
We developed the HFRS in 2011 as a culmination of our experience as a responder in the 2010 Macondo well control and containment efforts. The HFRS combines our capabilities with certain well control equipment that can be deployed to respond to a well control incident.
Cable burial via jetting and/or cutting by self-propelled trenching remotely operated vehicles (“ROVs”) ; trenching using our I-plough trencher. ● Site Clearance. Site preparation for construction of offshore wind farms, including boulder relocation and underwater unexploded ordnance identification and disposal. ● Subsea Support.
Cable burial utilizing our jetting, cutting or plough trenchers. ● Site Clearance. Site preparation for construction of offshore wind farms, including boulder relocation and underwater unexploded ordnance identification and disposal. ● Subsea Support. General subsea support of engineering, procurement, construction and installation contractors with remotely operated vehicle (“ROV”) services standalone or with support vessels.
We own and operate the HP I , a ship-shaped dynamically positioned floating production vessel capable of processing up to 45,000 barrels of oil and 80 million cubic feet of natural gas per day.
The HP I , a ship-shaped dynamically positioned floating production vessel capable of processing up to 45,000 barrels of oil and 80 million cubic feet of natural gas per day, has been under contract to the Phoenix field operator since February 2013 and is currently under an agreement through at least June 1, 2027.
In Brazil, we provide well intervention services with the Siem Helix 1 and Siem Helix 2 vessels under long-term charter from Sea1 Offshore (formerly Siem Offshore). The Siem Helix 1 commenced operations in April 2017 and is currently working on a long-term P&A project for Trident Energy do Brasil Ltda. (“Trident Energy”) through November 2025.
In Brazil, we provide well intervention services with the Sea Helix 1 and Siem Helix 2 monohull riser-based well intervention vessels under long-term charter from Sea1 Offshore (formerly Siem Offshore). The Sea Helix 1 commenced operations in April 2017 and is under contract with Petrobras through at least November 2028.
Our principal competitors in the robotics business include Atlantic Marine, Briggs Marine, C-Innovation, DeepOcean, DOF Subsea, Fugro, James Fisher, Oceaneering and UTROV.
Our principal competitors in well intervention are international drilling contractors and also include AKOFS Offshore, Baker Hughes, C-Innovation, Expro, Oceaneering, TechnipFMC, Trendsetter and Well-Safe Solutions. Our principal competitors in the robotics business include Asso Divers, Atlantic Marine, Briggs Marine, C-Innovation, DeepOcean, DOF Subsea, Fugro, James Fisher, Oceaneering and UTROV.
We provide cable burial services related to subsea power cable installations as well as seabed clearance and site preparation services around the world using our chartered vessels, trenchers and ROVs. In 2024, revenues derived from offshore renewable energy contracts accounted for 51% of our global Robotics segment revenues.
As the level of activity for offshore renewable energy projects, including wind farm projects, has increased, so has the need for reliable services and related equipment. We provide cable burial services related to subsea power cable installations as well as seabed clearance and site preparation services around the world using our chartered vessels, trenchers, ROVs and IROV boulder grabs.
ROV also includes ROVDrill, a seabed-based geotechnical investigation system deployed with an ROV system capable of taking cores from the seafloor in water depths up to 6,500 feet. 15 Table of Contents Saturation diving: Divers working from special chambers for extended periods at a pressure equivalent to the pressure at the work site, generally required for work in water depths between 200 and 1,000 feet.
ROV also includes ROVDrill, a seabed-based geotechnical investigation system deployed with an ROV system capable of taking cores from the seafloor in water depths up to 6,500 feet.
We believe that over the long term our robotics business is positioned to continue providing services to a range of clients in the renewable energy market. Shallow Water Abandonment Our Shallow Water Abandonment segment provides services in support of the upstream and midstream ‎industries predominantly in the U.S.
In 2025, revenues derived from offshore renewable energy contracts accounted for 49% of our global Robotics segment revenues. We believe that over the long term our robotics business is positioned to continue providing services to a range of clients in the renewable energy market.
Well intervention; intervention engineering; production enhancement; coiled tubing (“CT”) operations; inspection, repair and maintenance (“IRM”) of production structures, trees, jumpers, risers, pipelines and subsea equipment; and related support services. ● Decommissioning. Reclamation and remediation services; well plug and abandonment (“P&A”) services; pipeline, cable and umbilical abandonment services; and site inspections. ● Development.
Services we currently offer to the offshore oil and gas market worldwide include: ● Production. Well intervention; intervention engineering; production enhancement; coiled tubing (“CT”) operations; inspection, repair and maintenance (“IRM”) of production structures, trees, jumpers, risers, pipelines and subsea equipment; and related support services. ● Decommissioning.
Dive support vessel (DSV): A vessel used as a floating base for commercial diving projects, with the basic requirements to keep station accurately and reliably throughout the diving operation. Heavy lift derrick barge: A vessel with a crane capacity to lift large, heavy objects, primarily used for installation or removal of large offshore structures.
Loss of position should not occur from any single failure. Dive support vessel (DSV): A vessel used as a floating base for commercial diving projects, with the basic requirements to keep station accurately and reliably throughout the diving operation.
Unless otherwise indicated, any reference to Notes herein refers to Notes to Consolidated Financial Statements in Item 8. Financial Statements and Supplementary Data of this Annual Report. OUR OPERATIONS We provide a range of services to the oil and gas and renewable energy markets primarily in the U.S. Gulf Coast (deepwater and shelf), U.S.
Unless otherwise indicated, any reference to Notes herein refers to Notes to Consolidated Financial Statements in Item 8. Financial Statements and Supplementary Data of this Annual Report.
Our services facilitate both the responsible transition from a carbon-based economy and extending the value and therefore the life cycle of underutilized wells, which in turn mitigates the need to drill new wells.
We emphasize continual improvement by establishing goals to improve our safety record and increase transparency for our stakeholders. Our services facilitate both extending the value and therefore the life cycle of underutilized wells, which in turn mitigates the need to drill new wells and the responsible transition to additional energy sources.
Our well intervention operations include the utilization of slickline and electric line services, pumping services, specialized tooling and CT services. ​ Item 1A. Risk Factors Shareholders should carefully consider the following risk factors in addition to the other information contained herein.
Our well intervention operations include the utilization of slickline and electric line services, pumping services, specialized tooling and CT services. ​
Our Subsea Services Alliance with SLB leverages the parties’ capabilities to provide a unique, fully integrated offering to clients, combining marine support with well access and control technologies.
The Q7000 semi-submersible riser-based well intervention vessel commenced operations in January 2020, operates globally with projects conducted in Nigeria, New Zealand and Australia, and is currently performing well intervention work offshore Brazil. Our Subsea Services Alliance with SLB leverages the parties’ capabilities to provide a unique, fully integrated offering to clients, combining marine support with well access and control technologies.
Price and the ability to access specialized vessels, systems and other equipment, attract and retain skilled personnel, and operate safely are important factors to competing in these markets. Our principal competitors in well intervention include AKOFS Offshore, Baker Hughes, C-Innovation, Expro, Oceaneering, TechnipFMC, Trendsetter, Well-Safe Solutions and international drilling contractors.
COMPETITORS The oilfield services and renewables services markets are highly competitive. Price and the ability to access specialized vessels, systems and other equipment, attract and retain skilled personnel, and operate safely are important factors to competing in these markets.
Offshore support vessel (OSV): A specially designed vessel for the logistical servicing of offshore platforms and subsea installations. Plug and Abandonment (P&A): P&A operations usually consist of placing several cement plugs in the well bore to isolate the reservoir and other fluid-bearing formations when a well reaches the end of its lifetime.
Plug and Abandonment (P&A): P&A operations usually consist of placing several cement plugs in the well bore to isolate the reservoir and other fluid-bearing formations when a well reaches the end of its lifetime. 15 Table of Contents P&A system: A set of surface equipment, typically consisting of wireline, pumps, cement blenders and tanks, that is used for placement of mechanical and/or cement plugs in the well bore to P&A a well.
Customs and Border Protection (the “CBP”), as well as classification societies such as the American Bureau of Shipping (the “ABS”). We are also subject to the requirements of the federal Occupational Safety and Health Act and comparable state laws that regulate the protection of employee health and safety for our land-based operations.
We are also subject to the requirements of the federal Occupational Safety and Health Act and comparable state laws that regulate the protection of employee health and safety for our land-based operations. 10 Table of Contents International Overview We provide services globally and accordingly can be subject to local laws and regulations wherever we operate.
We are under agreement through March 31, 2026 with various operators to provide access to the HFRS for well control purposes. 7 Table of Contents Our Production Facilities segment also includes acquired mature deepwater offshore wells and related subsea infrastructure. GEOGRAPHIC AREAS We primarily operate in the U.S Gulf Coast (deepwater and shelf), U.S.
Our Production Facilities segment also includes acquired mature deepwater offshore wells and related subsea infrastructure. 7 Table of Contents GEOGRAPHIC AREAS We primarily operate in the Gulf of America (deepwater and shelf), Brazil, North Sea, West Africa and Asia Pacific regions.
We offer our ROVs, trenchers and IROV boulder grabs on a stand-alone basis or on an integrated basis with chartered robotics support vessels. We have been actively engaged in robotics for over three decades.
We offer our ROVs, trenchers and IROV boulder grabs on a stand-alone basis or on an integrated basis with chartered robotics support vessels. Our robotics business operates globally, with primary operations in the North Sea, the Gulf of America, Asia Pacific, Brazil and West Africa regions.
International Overview We provide services globally and accordingly can be subject to local laws and regulations wherever we operate. Those laws and regulations generally govern environmental, labor, health and safety and other matters. The regulatory regimes of the U.K. and Brazil are of particular importance given the locations of our current operations. The U.K.
Those laws and regulations generally govern environmental, labor, health and safety and other matters. The regulatory regimes of the U.K. and Brazil are of particular importance given the locations of our current operations. The U.K. Continental Shelf in the North Sea is regulated by the North Sea Transition Authority (the “NSTA”) in accordance with the Petroleum Act 1998.
Gulf Coast that can be identified in permit applications to U.S. federal and state agencies and respond to a well control incident. 5 Table of Contents Services we currently offer to the offshore renewable energy market worldwide include: ● Trenching.
Provision of the Helix Fast Response System (the “HFRS”) as a response resource in the Gulf of America that can be identified in permit applications to U.S. federal and state agencies and respond to a well control incident. ● Development.
Installation of flowlines, control umbilicals, manifold assemblies and risers; trenching and burial of pipelines; installation and tie-in of riser and manifold assembly; commissioning, testing and inspection; and cable and umbilical lay and connection. ● Production Facilities. Provision of the Helix Producer I (the “ HP I ”) as an oil and natural gas processing facility.
Installation of flowlines, control umbilicals, manifold assemblies and risers; trenching and burial of pipelines; installation and tie-in of riser and manifold assembly; commissioning, testing and inspection; and cable and umbilical lay and connection. 5 Table of Contents Services we currently offer to the offshore renewable energy market worldwide include: ● Trenching.
Shallow water: Generally, water depths less than 1,000 feet, including the U.S. Gulf Coast shelf. Site clearance: Activities utilizing ROVs for the safe removal of obstructions, such as boulders, unexploded ordnance (UXOs) and debris, that would inhibit the construction of an offshore wind farm.
Site clearance: Activities utilizing ROVs for the safe removal of obstructions, such as boulders, unexploded ordnance (UXOs) and debris, that would inhibit the construction of an offshore wind farm. Spot vessels: Vessels not owned or under term charters but contracted on a short-term basis typically to perform specific projects.
In addition to its end-of-life decommissioning services, our Shallow Water Abandonment segment offers services to support the full life cycle of offshore upstream and midstream industries, including oil and gas production through well intervention, CT and pumping, installations and construction, and IRM.
Shallow Water Abandonment Our Shallow Water Abandonment segment provides services in support of the upstream and midstream ‎industries predominantly in the Gulf of America shelf, including offshore oilfield decommissioning and ‎reclamation, well intervention, IRM, heavy lift and commercial diving services.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeAs of December 31, 2024, our consolidated backlog totaled $1.4 billion, of which $681 million is expected to be performed in 2025. As of December 31, 2024, our various contracts with Shell and ExxonMobil globally, our contracts with Trident Energy and Petrobras in Brazil, our contracts with Talos in the U.S. Gulf Coast represented approximately 90% of our total backlog.
Biggest changeAs of December 31, 2025, backlog for our services supported by written agreements or contracts totaled $1.3 billion, of which $694 million is expected to be performed in 2026.
Demand for our services in the renewable energy market is affected by various factors, including the pace of consumer shift towards renewable energy sources, global electricity demand, technological advancements that increase the generation and/or reduce the cost of renewable energy, expansion of offshore renewable energy projects to deeper water and other regions, and government subsidies for renewable energy projects and/or other governmental regulations supporting or restricting renewable energy developments, for instance, the 2025 Wind Energy Ban.
Demand for our services in the renewable energy market is affected by various factors, including the pace of consumer shift towards renewable energy sources, global electricity demand, technological advancements that increase the generation and/or reduce the cost of renewable energy, and expansion of offshore renewable energy projects to deeper water and other regions.
Gulf Coast), as customers look to reduce their decommissioning obligations and as customers shift resources to renewable energy. We support the energy transition to renewable energy primarily in our Robotics segment through our services in offshore wind farm developments, primarily including subsea cable trenching and burial as well as seabed clearance and preparation services.
Our services to the renewable energy sector and offshore wind farm developments consist primarily of subsea cable trenching and burial as well as seabed clearance and preparation services provided by our Robotics segment.
A period of weak industry activity may make it difficult to comply with the covenants and other restrictions in our debt agreements. Our failure to comply with the covenants and other restrictions could lead to an event of default. Decreases in our borrowing base may limit our ability to fully access the Amended ABL Facility.
A prolonged period of weak economic or industry conditions and other events beyond our control may make it difficult to comply with our covenants and other restrictions in agreements governing our debt.
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Item 1A. Risk Factors and located earlier in this Annual Report. EXECUTIVE SUMMARY Our Business We are an international offshore energy services company that provides specialty services to the offshore energy industry, with a focus on well intervention, robotics and decommissioning operations. We operate through our four business segments: Well Intervention, Robotics, Shallow Water Abandonment and Production Facilities.
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Item 1A. Risk Factors Shareholders should carefully consider the following risk factors in addition to the other information contained herein. We operate globally in challenging and highly competitive markets and thus our business is subject to a variety of risks. The risks and uncertainties described below are not the only ones facing Helix.
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Our services are key in supporting a global energy transition by maximizing production of existing oil and gas reserves, decommissioning end-of-life oil and gas fields and supporting renewable energy developments.
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We are subject to a variety of risks that affect many other companies generally, as well as additional risks and uncertainties not known to us or that, as of the date of this Annual Report, we believe are not as significant as the risks described below.
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Industry Influences and Market Environment Demand for our services is primarily influenced by the condition of the oil and gas and the renewable energy markets and, in particular, the level of spending of offshore energy companies on operational activities and capital projects.
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You should be aware that the occurrence of the events described in these risk factors and elsewhere in this Annual Report could have a material adverse effect on our business, financial position, results of operations and cash flows. 16 Table of Contents MARKET AND INDUSTRY RISKS Our business is adversely affected by low oil and natural gas prices, which occur in a cyclical oil and gas market that continues to experience volatility.
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The performance of our business is largely affected by the prevailing market prices for oil and natural gas, which are impacted by domestic and global economic conditions, hydrocarbon production and capacity, geopolitical issues, weather, global health, and various other factors. Demand for decommissioning is affected by commodity prices as well as governmental regulations and political forces globally.
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Our services are substantially affected by the condition of the oil and gas market, and in particular, the willingness of our oil and gas customers to make capital and other expenditures for offshore exploration, development, drilling and production operations.
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Oil prices continue to be volatile but have generally remained robust during 2024. Global demand for oil continues to experience growth albeit at slower rates, and although we believe the current oil and gas pricing warrants continued customer spending for the industry, higher levels of economic and industry uncertainty may temper such customer spending.
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Although our services are used for other operations during the entire life cycle of a well, when industry conditions are unfavorable, oil and gas companies typically reduce their budgets for expenditures on all types of operations and defer certain activities to the extent possible.
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Factors that could threaten the current commodity price environment persist, including regional conflicts, governmental regulations, geopolitical instability and uncertainty, unrest in the Middle East, OPEC+ decisions, the global economy and the demand for oil and gas in China in particular, various governmental and customer sustainability initiatives and continued shifting of resource allocation to renewable energy.
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The levels of both capital and operating expenditures largely depend on the prevailing view of future oil and natural gas prices, which is influenced by numerous factors, including: ● worldwide economic activity and general economic and business conditions, including the interest rate environment and cost of capital as well as access to capital and capital markets; ● the global supply and demand for oil and natural gas; ● political and economic uncertainty and geopolitical unrest, including regional conflicts and economic and political conditions domestically and in other oil-producing regions; ● actions taken by the Organization of Petroleum Exporting Countries (“OPEC”) and other non-OPEC producer nations (collectively with OPEC members, “OPEC+”) ; ● laws, regulations and policies directly related to the industries in which we provide services, including regulations on decommissioning obligations, restrictions on oil and gas leases, and their interpretation and enforcement; ● the availability and discovery rate of new oil and natural gas reserves in offshore areas; ● the cost of offshore exploration for and production and transportation of oil and natural gas; ● the level of excess production capacity; ● the ability of oil and gas companies to generate funds or otherwise obtain capital for capital projects and production operations; ● the environmental and social sustainability of the oil and gas sector and the perception thereof, including within the investing community; ● the sale and expiration dates of offshore leases globally; ● technological advances affecting energy exploration, production, transportation and consumption; ● the exploration and production of onshore shale oil and natural gas; ● potential acceleration of the development of alternative fuels; ● shifts in end-customer preferences toward fuel efficiency and the use of natural gas or renewable energy alternatives; ● weather conditions and natural disasters, including with respect to marine operations; ● the occurrence or threat of an epidemic or pandemic disease and any related governmental response ; ● environmental and other governmental regulations; and ● tax laws, regulations and policies.
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We expect these factors will continue to contribute to commodity price volatility with the potential to temper customer spending for oil and gas projects. We maximize production of existing oil and gas reserves for our customers primarily in our Well Intervention segment.
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A period of low levels of activity by offshore oil and gas operators may adversely affect demand for our services, the utilization and/or rates we can achieve for our assets and services, and the outlook for our industry in general, all of which could lead to lower utilization of available vessels or similar assets and correspondingly downward pressure on the rates we can charge for our services.
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Historically, drilling rigs have been the asset class used for offshore well intervention work, and rig day rates are a pricing indicator for our services. Our customers have used drilling rigs on existing long-term contracts (rig overhang) to perform well intervention work instead of new drilling activities.
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Given that the oil and gas business is adversely affected by low oil prices, such conditions would negatively impact oil and gas companies’ willingness and ability to make capital and other expenditures.
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Current volumes of work, rig utilization rates, the day rates quoted by drilling rig contractors and existing rig overhang affect the utilization and/or rates we can achieve for our assets and services. 34 Table of Contents In the current market environment, we continue to see oil and gas companies invest in long-cycle offshore exploration projects in addition to maintain and/or increase production from their existing reserves.
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Additionally, our customers, in reaction to negative market conditions, may seek to negotiate contracts at lower rates, both during and at the expiration of the term of our contracts, to cancel earlier work and shift it to later periods, to cancel their contracts with us even if cancellation involves their paying a cancellation fee, or to delay or refuse payment for our services.
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As production enhancement through well intervention is less expensive per incremental barrel of oil than exploration, we expect oil and gas companies to continue to focus on optimizing production of their existing subsea wells in addition to their exploration activities.
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The extent of the impact of these conditions on our results of operations and cash flows depends on the strength of our industry environment and the demand for our services. 17 Table of Contents Our business and financial performance are subject to risks related to global economic conditions, geopolitical developments and international conflict.
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Once end-of-life oil and gas wells have depleted their production, we decommission wells and infrastructure in our Well Intervention and Shallow Water Abandonment segments. Our operations service the life cycle of an oil and gas field and provide P&A and decommissioning services at the end of the life of a field as required by governmental regulations.
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We serve customers in many countries around the world and accordingly our business and operations are subject to the effects of global economic conditions, geopolitical developments and international conflicts. Geopolitical and international instability could lead to sanctions, tariffs, trade wars, embargoes and regional unrest, and related governmental actions could affect the global economy, our customers and our business.
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We believe that our well intervention vessels have a competitive advantage in performing these services efficiently and with our suite of shallow water assets and capabilities, we are the only provider capable of providing all facets of decommissioning services in the U.S. Gulf Coast shelf.
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In addition, shifting geopolitical conditions could affect U.S. or foreign policies and priorities which could adversely impact our customers and our business. For example, in 2022, the U.K. enacted the Energy (Oil and Gas) Profits Levy of 2022 (“Energy Profits Levy”) imposing a windfall tax on profits for oil and gas companies operating in the U.K. and U.K Continental Shelf.
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The demand for P&A services should grow over the mid- to long-term as the subsea tree base expands, as government regulations continue to place stronger emphasis on decommissioning aged wells worldwide (including subsea trees as well as mature dry tree wells in the shallow waters of the U.S.
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In November 2024, the U.K. increased the rate of the Energy Profits Levy on oil and gas companies to 38% and extended the period to which the Energy Profits Levy applies until March 31, 2030. The Energy Profits Levy has and could further adversely affect the operation and capital spending of our customers in the North Sea.
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We expect growth in our renewables services as the global energy market continues offshore renewable energy developments. Business Activity Summary During 2024, our operating results improved significantly as we continued to execute on our energy transition strategy with significant improvements in utilization and rates in our Well Intervention and Robotics segments.
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In January 2025, a Presidential Memorandum was issued in the U.S. temporarily withdrawing wind energy leasing in the U.S. Outer Continental Shelf (“2025 Wind Energy Ban”) and the Department of the Interior has since announced a separate pause on large-scale offshore wind projects.
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During 2024, we also executed significant new contracts on the strength of the market and the demand for our services. These contracts added significant backlog and will provide strong utilization for our vessels and equipment over multiple years.
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Due to ongoing judicial proceedings there is continued uncertainty on projects in the offshore wind industry including our operations on the U.S. East Coast.
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Notable contracts include: ● Six-month contract with options on the Q4000 in Nigeria, which commenced in the fourth quarter 2024 ; ● Trident extension at improved rates on the Siem Helix 1 for one year through 2025; ● New three-year contracts with Petrobras on the Siem Helix 1 and the Siem Helix 2 at improved rates; ● Two-year contract with Shell in the U.S.
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We continue to actively monitor ongoing and potential military hostilities globally including in Ukraine, Israel, Iran, South America, the Red Sea and the Middle East, as well as applicable laws, sanctions and trade control restrictions resulting therefrom.
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Gulf Coast on the Q5000 for a minimum of 175 days per year; ● Extension of the agreement for the HP I for one year until at least June 1, 2026 ; and ● Extension of our contract with Shell in Brazil on the Q7000 to a minimum of 400 days. ​ During 2024, we extended the charters on the Siem Helix 1 , the Siem Helix 2 , the Grand Canyon II and the Shelia Bordelon .
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Any sanctions measures and increased governmental oversight and enforcement activities could adversely affect the global economy and supply chains as well as the oil and gas sector generally.
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We also entered in or extended various facility leases across all regions. We completed the redemption of the Convertible Senior Notes due 2026 (the “2026 Notes”) during the first quarter 2024.
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The extent to which our operations and financial results may be affected by any such hostilities will depend on various factors, including the extent and duration of the conflicts and their related effects on operating and capital spending by our customers. Our renewables business may be adversely affected by industry-specific economic, regulatory and market factors.
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In August 2024, we extended the maturity of the Amended ABL Facility to August 2029 and increased the letter of credit basket size in order to facilitate increased bonding needs on the Q4000 Nigeria campaign and various windfarm projects.
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The offshore renewable energy sector also has country-specific regulations, restrictions, incentives, subsidies and tax credits, that if revised negatively, can affect our customers’ needs for our services. Stagnant or declining economic conditions, which may slow global electricity demand, can negatively affect developer spending towards renewable energy projects.
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We maintain our capital allocation policy of maintaining low levels of Net Debt, maintaining our existing assets, investing in targeted acquisitions that complement and further our strategy, and using Free Cash Flow to return cash to shareholders through share repurchases (See “Results of Operations — Non-GAAP Financial Measures” below for definitions of Net Debt and Free Cash Flow). 35 Table of Contents Backlog Our backlog is represented by signed contracts.
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Finally, the pace of innovation and evolution in the offshore wind market can affect our ability to continue offering services to this segment. We are subject to the effects of changing prices.
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As of December 31, 2023, our consolidated backlog totaled $850 million. Backlog is not necessarily a reliable indicator of revenues derived from our contracts as services are often added but may sometimes be subtracted; contracts may be renegotiated, deferred, canceled and in many cases modified while in progress; and reduced rates, fines and penalties may be imposed by our customers.
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Inflation rates have been relatively low and stable over the previous three decades; however, inflation rates rose significantly between 2021 and 2024 due in part to supply chain disruptions and the effects of the global health pandemic and more recently relating to political and economic turmoil resulting from the proliferation of tariffs and escalation of global trade tensions.
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Furthermore, our contracts are in certain cases cancelable without penalty. If there are cancellation fees, the amount of those fees can be substantially less than amounts reflected in backlog.
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Although inflation rates have stabilized at a moderate level, future economic shocks, such as those due to tariffs and trade wars, could increase inflation levels going forward. We bear the costs of operating and maintaining our assets, including labor and material costs as well as certification and dry dock costs.
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Outlook In 2025, we expect to continue our strong performance, supported by new contracting in 2024 at improved rates that increased backlog and driven by increasing demand for our decommissioning services internationally and continued growth in the offshore renewables trenching market. We expect the demand for shallow water decommissioning services in the U.S.
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Although we may be able to reduce some of our exposure to price increases through the rates we charge, competitive market pressures may affect our ability to pass along price adjustments, which may result in reductions in our operating margins and cash flows in the future . 18 Table of Contents BUSINESS AND OPERATIONAL RISKS Our backlog may not be ultimately realized for various reasons, our contracts may be terminated early, and our call-off work may be terminated earlier than expected.
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Gulf Coast to improve as oil and gas properties revert to former owners due to bankruptcies, who are expected to address their decommissioning obligations.
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We may not be able to perform under our contracts for various reasons giving our customers certain contractual rights under their contracts with us, which ultimately could include termination of a contract.
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RESULTS OF OPERATIONS Non-GAAP Financial Measures A non-GAAP financial measure is generally defined by the SEC as a numerical measure of a company’s historical or future performance, financial position or cash flows that includes or excludes amounts from the most directly comparable measure under U.S. generally accepted accounting principles (“GAAP”).
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In addition, our customers may seek to cancel, terminate, suspend or renegotiate our contracts, or our projects in Helix Alliance subject to call-off orders may be terminated earlier than expected, in the event of our customers’ diminished demand for our services due to global or industry conditions.
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Non-GAAP financial measures should be viewed in addition to, and not as an alternative to, our reported results prepared in accordance with GAAP. Users of this financial information should consider the types of events and transactions that are excluded from these measures.
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Some of these contracts provide for no cancellation fee or a cancellation fee that is substantially less than the expected rates from the contracts.
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We evaluate our operating performance and financial condition based on EBITDA, Adjusted EBITDA, Free Cash Flow and Net Debt. EBITDA, Adjusted EBITDA, Free Cash Flow and Net Debt are non-GAAP financial measures that are commonly used but are not recognized accounting terms under GAAP.
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In addition, some of our customers could experience liquidity issues or could otherwise be unable or unwilling to perform under a contract, in which case a customer may repudiate or seek to cancel or renegotiate the contract.
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We use EBITDA, Adjusted EBITDA, Free Cash Flow and Net Debt to monitor and facilitate internal evaluation of the performance of our business operations, to facilitate external comparison of our business results to those of others in our industry, to analyze and evaluate financial and strategic planning decisions regarding future investments and acquisitions, to plan and evaluate operating budgets, and in certain cases, to report our results to the holders of our debt as required by our debt covenants.
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The repudiation, early cancellation, termination or renegotiation of our contracts by our customers, or the termination or reduction of call-off work, could have a material adverse effect on our financial position, results of operations and cash flows.
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We believe that our measures of EBITDA, Adjusted EBITDA, Free Cash Flow and Net Debt provide useful information to the public regarding our operating performance and ability to service debt and fund capital expenditures and may help our investors understand and compare our results to other companies that have different financing, capital and tax structures.
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Furthermore, we may incur capital costs, we may charter vessels for the purpose of performing these contracts, and/or we may forgo or not seek other contracting opportunities in light of these contracts. A large portion of our current backlog is concentrated in a small number of long-term contracts that we may fail to renew or replace.
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Other companies may calculate their measures of EBITDA, Adjusted EBITDA, Free Cash Flow and Net Debt differently from the way we do, which may limit their usefulness as comparative measures.
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Although historically our service contracts were of relatively short duration, over the past few years we performed a number of long-term contracts. We currently have contracts with six customers that represent approximately 82% of our total backlog as of December 31, 2025.
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EBITDA, Adjusted EBITDA, Free Cash Flow and Net Debt should not be considered in isolation or as a substitute for, but instead are supplemental to, income from operations, net income, cash flows from operating activities, or other data prepared in accordance with GAAP.
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Any cancellation, termination or breach of those contracts would have a larger impact on our operating results and financial condition than of our shorter-term contracts.
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We define EBITDA as earnings before income taxes, net interest expense, gains and losses on equity investments, net other income or expense, and depreciation and amortization expense. Non-cash impairment losses on goodwill and other long-lived assets are also added back if applicable.
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Furthermore, our ability to extend, renew or replace our long-term contracts when they expire or obtain new contracts as alternatives, and the terms of any such contracts, will continue to depend on various factors, including market conditions and the specific needs of our customers.
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To arrive at our measure of Adjusted EBITDA, we exclude gains or losses on disposition of assets, acquisition and integration costs, gains or losses related to convertible senior notes, the change in fair value of contingent consideration and the general provision (release) for current expected credit losses, if any.
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Given the historically cyclical nature of the oil and gas market, as we have experienced, we may not be able to extend, renew or replace such contracts or we may be required to extend, renew or replace expiring contracts or obtain new contracts at rates that are below our existing contract rates, or that have other terms that are less favorable to us than our existing contracts.
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We define Free Cash Flow as cash flows from operating activities less capital expenditures, net of proceeds from asset sales and insurance recoveries (related to property and equipment), if any. Net Debt is calculated as long-term debt including current maturities of long-term debt less cash and cash equivalents.
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Failure to extend, renew or replace expiring contracts or secure new contracts at comparable rates and with favorable terms could have a material adverse effect on our financial position, results of operations and cash flows.
Removed
In the following reconciliations, we provide amounts as reflected in the consolidated financial statements unless otherwise noted. 36 Table of Contents The reconciliation of our net income (loss) to EBITDA and Adjusted EBITDA is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2024 2023 2022 Net income (loss) ​ $ 55,637 ​ $ (10,838) ​ $ (87,784) Adjustments: ​ ​ ​ Income tax provision ​ 26,427 ​ 18,352 ​ 12,603 Net interest expense ​ 22,629 ​ 17,338 ​ 18,950 Other expense, net ​ 3,922 ​ 3,590 ​ 23,330 Depreciation and amortization ​ 173,292 ​ 164,116 ​ 142,686 Gain on equity investment ​ — ​ — ​ (8,262) EBITDA ​ 281,907 ​ 192,558 ​ 101,523 Adjustments: ​ ​ ​ (Gain) loss on disposition of assets, net ​ 479 ​ (367) ​ — Acquisition and integration costs ​ ​ — ​ ​ 540 ​ ​ 2,664 Change in fair value of contingent consideration ​ ​ — ​ ​ 42,246 ​ ​ 16,054 General provision (release) for current expected credit losses ​ (161) ​ 1,149 ​ 781 Losses related to convertible senior notes ​ 20,922 ​ 37,277 ​ — Adjusted EBITDA ​ $ 303,147 ​ $ 273,403 ​ $ 121,022 ​ The reconciliation of our cash flows from operating activities to Free Cash Flow is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2024 2023 2022 Cash flows from operating activities ​ $ 186,028 ​ $ 152,457 ​ $ 51,108 Less: Capital expenditures, net of proceeds from asset sales and insurance recoveries ​ (22,840) ​ (18,659) ​ (33,504) Free Cash Flow ​ $ 163,188 ​ $ 133,798 ​ $ 17,604 ​ The reconciliation of our long-term debt to Net Debt is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2024 2023 Long-term debt including current maturities ​ $ 315,157 ​ $ 361,722 Less: Cash and cash equivalents ​ (368,030) ​ (332,191) Net Debt ​ $ (52,873) ​ $ 29,531 ​ 37 Table of Contents Comparison of Years Ended December 31, 2024 and 2023 We have four reportable business segments: Well Intervention, Robotics, Shallow Water Abandonment and Production Facilities.
Added
Our operations involve numerous risks, which could result in our inability or failure to perform operationally under our contracts and result in reduced revenues, contractual penalties and/or contract termination. Our equipment and services are very technical and the offshore environment poses significant challenges.
Removed
All material intercompany transactions between the segments have been eliminated in our consolidated financial statements, including our consolidated results of operations.
Added
Performing the work we do pursuant to the terms of our contracts can be difficult for various reasons, including equipment failure or reduced performance, human error, third-party failure or other fault, design flaws, weather, water currents or other physical conditions. Operating in new locations may also present incremental complications.
Removed
The following table details various financial and operational highlights for the periods presented (dollars in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Increase/(Decrease) ​ 2024 2023 Amount Percent Net revenues — ​ ​ ​ ​ Well Intervention ​ $ 829,862 ​ $ 707,718 ​ $ 122,144 17 % Robotics ​ 297,678 ​ 257,875 ​ 39,803 15 % Shallow Water Abandonment ​ 186,979 ​ 274,954 ​ (87,975) (32) % Production Facilities ​ 88,709 ​ 87,885 ​ 824 1 % Intercompany eliminations ​ (44,668) ​ (38,704) ​ (5,964) ​ ​ ​ ​ $ 1,358,560 ​ $ 1,289,728 ​ $ 68,832 5 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gross profit (loss) — ​ ​ ​ ​ Well Intervention ​ $ 110,612 ​ $ 47,164 ​ $ 63,448 135 % Robotics ​ 88,287 ​ 60,618 ​ 27,669 46 % Shallow Water Abandonment ​ (777) ​ 71,261 ​ (72,038) (101) % Production Facilities ​ 23,766 ​ 23,494 ​ 272 1 % Corporate, eliminations and other ​ (2,324) ​ (2,181) ​ (143) ​ ​ ​ $ 219,564 ​ $ 200,356 ​ $ 19,208 10 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gross margin — ​ ​ ​ ​ Well Intervention ​ 13 % 7 % ​ Robotics ​ 30 % 24 % ​ Shallow Water Abandonment ​ (0) % 26 % ​ Production Facilities ​ 27 % 27 % ​ Total company ​ 16 % 16 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of vessels, Robotics assets or Shallow Water Abandonment systems (1) / Utilization (2) ​ ​ ​ ​ Well Intervention vessels ​ 7 / 90 % 7 / 88 % ​ Robotics assets (3) ​ 47 / 69 % 46 / 62 % ​ Chartered Robotics vessels ​ 6 / 92 % 6 / 96 % ​ Shallow Water Abandonment vessels (4) ​ 20 / 60 % 20 / 74 % ​ Shallow Water Abandonment systems (5) ​ 26 / 24 % 26 / 70 % ​ (1) Represents the number of vessels, Robotics assets or Shallow Water Abandonment systems as of the end of the period, including spot vessels and those under term charters, and excluding acquired vessels prior to their in-service dates, vessels managed on behalf of third parties and vessels or assets disposed of and/or taken out of service.
Added
Any of these factors could lead to performance concerns as well as disputes with our customers. The nature of offshore operations requires our offshore crew members as well as our customers and vendors to regularly travel to and from the vessels.
Removed
(2) Represents the average utilization rate, which is calculated by dividing the total number of days the vessels, Robotics assets or Shallow Water Abandonment systems generated revenues by the total number of calendar days in the applicable period. Utilization rates of chartered Robotics vessels in 2024 and 2023 included 371 and 310 spot vessel days, respectively, at near full utilization.
Added
The occurrence or threat of an epidemic or pandemic may impede our ability to execute such crewing or crew changes, which could lead to vessel downtime or suspension of operations, which may be beyond our control.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeHelix’s IT department keeps management involved and informed throughout the entire process of any cybersecurity incident from initial monitoring and discovery through the remediation and restoration, all in accordance with the processes outlined in our IRP.
Biggest changeHelix’s IT leadership ensures that senior management is apprised of significant cybersecurity incidents throughout the lifecycle of the event (from initial detection and discovery through remediation and restoration) consistent with the escalation protocols defined in our IRP.
Interim updates are provided to the Audit Committee by the CFO on an as needed basis should an incident warrant immediate notification or escalation. Within Helix’s IT department, several IT management positions are responsible for assessing and managing cybersecurity risk, including the Chief Information Officer, Director of Information Technology and Manager of Information Technology.
Interim updates are provided to the Audit Committee by the CFO on an as needed basis should an incident warrant immediate notification or escalation. Within Helix’s IT department, several IT management positions are responsible for assessing and managing cybersecurity risk, including the Chief Information Officer, Director of Information Technology and Cybersecurity Manager.
Helix’s IT department holds regular quarterly meetings with the CFO, CAO, and Vice President of Internal Audit to recap cybersecurity risks and incidents and to determine any actions required as a result. ​ ​
Helix’s IT department holds regular quarterly meetings with the CFO, CAO, and Vice President of Internal Audit to recap cybersecurity risks and incidents to determine any actions required as a result. ​ ​
Each of the IT department’s management personnel has over 20 years of IT experience. The Director of Information Technology and the Manager of Information Technology positions are tasked with the daily and per incident assessment and management of cybersecurity risks, while the Chief Information Officer is tasked with oversight.
Each of the IT department’s management personnel has over 20 years of IT and information security experience. The Director of Information Technology and the Cybersecurity Manager positions are tasked with the daily and per incident assessment and management of cybersecurity risks, while the Chief Information Officer is tasked with oversight.
Certain members of our management, including the Executive Vice President and Chief Financial Officer (the “CFO”), the Chief Accounting Officer and Corporate Controller (the “CAO”) and the Vice President of Internal Audit, report to the Audit Committee regarding cybersecurity risks. IT management presents an annual update of cybersecurity related activities to the Audit Committee.
Certain members of our management, including the Executive Vice President and Chief Financial Officer (the “CFO”), the Vice President – Finance and Accounting and Chief Accounting Officer (the “CAO”) and the Vice President of Internal Audit, report to the Audit Committee regarding cybersecurity risks. IT management presents an annual update of cybersecurity related activities to the Audit Committee.
Processes implemented and lessons learned involving these third parties are evaluated after each incident to ensure efficiency and replication. We face risks from cybersecurity threats that could have a material adverse effect on our business, financial condition, results of operations, cash flows or reputation.
Notifications and remediation of cyber threats are tracked, reviewed, and archived. Processes implemented and lessons learned involving these third parties are evaluated after each incident to ensure efficiency and replication. We face risks from cybersecurity threats that could have a material adverse effect on our business, financial condition, results of operations, cash flows or reputation.
See “Risk Factors – General Risks – Cybersecurity breaches or business system disruptions may adversely affect our business.” GOVERNANCE Risks relating to cybersecurity are overseen by the Audit Committee.
See “Risk Factors – General Risks – Cybersecurity breaches or business system disruptions may adversely affect our business.” 29 Table of Contents GOVERNANCE Risks relating to cybersecurity are overseen by the Audit Committee.
The IRP uses the six-stage model of the National Institute of Standards and Technology Cybersecurity Framework (Preparation, Detection, Containment, Investigation, Remediation, and Recovery) to outline steps for reporting, responding, and mitigating various aspects of a cybersecurity incident.
We assess, identify and manage material risks from cybersecurity threats and vulnerabilities according to our Cybersecurity Incident Response Plan (the “IRP”). The IRP uses the six-stage model of the National Institute of Standards and Technology (“NIST”) Cybersecurity Framework (Preparation, Detection, Containment, Investigation, Remediation, and Recovery) to outline steps for reporting, responding, and mitigating various aspects of a cybersecurity incident.
Removed
This includes but is not limited to penetration tests of our external network, the utilization of third-party scanning tools to monitor our network, maintenance of software and implementing applicable updates timely, training employees to recognize security risks and encouraging employees to report suspicious activity. Annual cybersecurity awareness training is provided to onshore and offshore users.
Added
This includes, among other things, regular penetration tests of our external network and use of third-party scanning tools to monitor our network; maintaining robust patch management protocols to ensure software updates are implemented on a timely basis; comprehensive employee awareness programs designed to facilitate recognition of security risks and encourage proactive reporting of suspicious activity.
Removed
The training seeks to demonstrate to users the risks in using technology and how to effectively defend against cyber threats. We assess, identify and manage material risks from cybersecurity threats and vulnerabilities according to our Cybersecurity Incident Response Plan (the “IRP”).
Added
The Cybersecurity Incident Response Team coordinates the execution of activities under the IRP, while communications planning is managed cross-functionally through the Helix Crisis Assistance Team and the Cybersecurity Incident Communication Group. There are also separate processes in place for the effective management of cyber incidents involving our offshore assets and certain regional business units.
Removed
Execution of the IRP’s incident response activities are coordinated by the Cybersecurity Incident Response Team, and communications planning via the Helix Crisis Assistance Team and the Cybersecurity Incident Communication Group.
Added
To enhance our cybersecurity posture, we engage a range of external specialists and partners to assist in the identification and management of threats.
Removed
There are also separate processes in place for the effective management of cyber incidents involving our offshore assets and certain regional business units. 28 Table of Contents We engage external parties to aid in processing and managing cybersecurity incidents as needed, including utilization of the services and expertise of local law enforcement and government entities, partnering financial institutions, a third-party security operations center (“SOC”), and managed service providers.
Added
This includes leveraging a third-party Security Operations Center (“SOC”) for continuous network monitoring, as well as collaborating with managed service providers, financial institutions, and government and law enforcement entities to share threat intelligence and coordinate incident response efforts. In addition, we collaborate with our internal auditors to ensure our processes are documented and followed appropriately.
Removed
In addition, we collaborate with our internal auditors to ensure our processes are documented and followed appropriately. In connection with our external SOC and managed service providers, we have implemented change control measures that allow for the continual oversight and assessment of the services provided and threats identified. Notifications and remediation of cyber threats are tracked, reviewed, and archived.
Added
We have processes in place to identify and mitigate cybersecurity risks associated with our use of third-party service providers. Our policy requires that each third-party service provider go through a mandatory IT and Information Security Governance processes review and obtain formal approval from our IT and Information Security Governance groups before it can be used.
Removed
Initial notification regarding a cybersecurity incident may come through our third-party SOC or managed service providers, or from employees reporting internally to our IT helpdesk. Investigations are then performed to determine the appropriate actions per the IRP guidelines. Incidents that warrant further escalation are promptly shared with the CFO and continually updated, as appropriate, until remediation and restoration is achieved.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeOur Seawell and Well Enhancer vessels also have built-in saturation diving systems. 29 Table of Contents Listing of Vessels and Other Assets Related to Operations as of December 31, 2024 (1) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Placed ​ ​ ​ ​ Flag ​ in ​ Length ​ ​ ​ State Service (2) (Feet) DP Floating Production Unit — Helix Producer I Bahamas 4/2009 528 DP2 Well Intervention — ​ Q4000 (3) U.S. 4/2002 312 DP3 Seawell (4) U.K. 7/2002 368 DP2 Well Enhancer (4) U.K. 10/2009 432 DP3 Q5000 Bahamas 4/2015 358 DP3 Siem Helix 1 (5) Bahamas 6/2016 521 DP3 Siem Helix 2 (5) Bahamas 2/2017 521 DP3 Q7000 Bahamas 1/2020 320 DP3 8 IRSs, 3 SILs and the ROAM (6) — Various — — Helix Alliance — ​ EPIC Hedron (heavy lift barge) Vanuatu 7/2022 400 — 9 liftboats, 6 OSVs, 3 DSVs and 1 crew boat U.S. 7/2022 Various DP1 (7) 20 P&A systems and 6 CT systems — Various — — Robotics — ​ 39 ROVs, 6 Trenchers and 2 IROV boulder grabs (4), (8) — Various — — Grand Canyon II (5) Norway 4/2015 419 DP3 Grand Canyon III (5) Norway 5/2017 419 DP3 North Sea Enabler (5) Barbados 5/2022 316 DP2 Shelia Bordelon (5) U.S. 2/2022 257 DP2 Glomar Wave (5) Panama 2/2023 216 DP2 (1) We maintain our vessels in accordance with standards of seaworthiness, safety and health set by governmental regulations and classification organizations.
Biggest changeListing of Vessels and Other Assets Related to Operations as of December 31, 2025 (1) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Placed ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Flag ​ in ​ Length ​ ​ ​ ​ ​ ​ State ​ ​ ​ Service (2) ​ ​ ​ (Feet) ​ ​ ​ DP Floating Production Unit — ​ ​ ​ ​ Helix Producer I Bahamas 4/2009 528 DP2 Well Intervention — ​ ​ ​ ​ Q4000 (3) U.S. 4/2002 312 DP3 Seawell (4) U.K. 7/2002 368 DP2 Well Enhancer (4) U.K. 10/2009 432 DP3 Q5000 Bahamas 4/2015 358 DP3 Sea Helix 1 (5) Bahamas 6/2016 521 DP3 Siem Helix 2 (5) Bahamas 2/2017 521 DP3 Q7000 Bahamas 1/2020 320 DP3 8 IRSs, 3 SILs and the ROAM (6) — Various — — Helix Alliance — ​ ​ ​ ​ EPIC Hedron (heavy lift barge) Vanuatu 7/2022 400 — 9 liftboats, 6 OSVs, 3 DSVs and 1 crew boat U.S. 7/2022 Various DP1 (7) 20 P&A systems and 6 CT systems — Various — — Robotics — ​ ​ ​ ​ 39 ROVs, 6 Trenchers and 3 IROV boulder grabs (4), (8) — Various — — 5 chartered robotics support vessels (5) Various Various 240 - 419 DP2 or DP3 30 Table of Contents (1) We maintain our vessels in accordance with standards of seaworthiness, safety and health set by governmental regulations and classification organizations.
We maintain our fleet to the standards for seaworthiness, safety and health set by the ABS, Bureau Veritas (“BV”), Det Norske Veritas (“DNV”), Lloyds Register of Shipping (“Lloyds”), and the Coast Guard. ABS, BV, DNV and Lloyds are classification societies used by vessel owners to certify that their vessels meet certain structural, mechanical and safety equipment standards.
We maintain our fleet to the standards for seaworthiness, safety and health set by the ABS, Bureau Veritas (“BV”), Det Norske Veritas (“DNV”), Lloyds Register of Shipping (“Lloyds”), and the U.S. Coast Guard. ABS, BV, DNV and Lloyds are classification societies used by vessel owners to certify that their vessels meet certain structural, mechanical and safety equipment standards.
Item 2. Properties VESSELS AND OTHER OPERATING ASSETS As of December 31, 2024, our fleet included 26 owned vessels, eight IRSs, three SILs, the ROAM, 20 P&A systems, six CT systems, 39 ROVs, six trenchers and two IROV boulder grabs. We also had seven vessels under time charter agreements.
Item 2. Properties VESSELS AND OTHER OPERATING ASSETS As of December 31, 2025, our fleet included 26 owned vessels, eight IRSs, three SILs, the ROAM, 20 P&A systems, six CT systems, 39 ROVs, six trenchers and three IROV boulder grabs. We also had seven vessels under time charter agreements.
(8) Average age of our Robotics assets is approximately 12.2 years . ​ We incur routine dry dock, inspection, maintenance and repair costs pursuant to applicable statutory regulations in order to maintain our vessels in accordance with the rules of the applicable class society.
(8) Average age of our Robotics assets is approximately 13.0 years . ​ We incur routine dry dock, inspection, maintenance and repair costs pursuant to applicable statutory regulations in order to maintain our vessels in accordance with the rules of the applicable class society.
Except for one owned property related to Helix Alliance, we currently lease all of our facilities, which are primarily located in Texas, Louisiana, Scotland, Singapore and Brazil. 30 Table of Contents ​
Except for two owned properties related to Helix Alliance, we currently lease all of our facilities, which are primarily located in Texas, Louisiana, Scotland, Singapore and Brazil. ​
All of our chartered vessels and 11 of our owned vessels have DP capabilities specifically designed to meet the needs of our customers’ offshore activities.
All of our chartered vessels and 11 of our owned vessels have DP capabilities specifically designed to meet the needs of our customers’ offshore activities. Our Seawell and Well Enhancer vessels also have built-in saturation diving systems.
(5) Vessel under a time charter agreement. (6) We own a 50% interest in the ROAM and three of the IRSs. One of the two deepwater IRSs has not yet been placed in service. (7) DP capabilities are only applicable to five OSVs.
(5) Vessels under time charter agreements. (6) We own a 50% interest in the ROAM and three of the IRSs. (7) DP capabilities are only applicable to five OSVs.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeNeikirk ​ 49 ​ Executive Vice President, General Counsel and Corporate Secretary ​ Owen Kratz is President and Chief Executive Officer of Helix. He was named Executive Chairman in October 2006 and served in that capacity until February 2008 when he resumed the position of President and Chief Executive Officer.
Biggest changeHe was named Executive Chairman in October 2006 and served in that capacity until February 2008 when he resumed the position of President and Chief Executive Officer. On December 17, 2025, Mr. Kratz informed the Board of his intention to retire and serve as President and CEO until the Board has appointed a successor.
Neikirk has over 24 years of experience practicing law in the corporate and energy sectors, and has been a member of Helix’s legal department since 2007, previously serving as Helix’s Senior Vice President, General Counsel and Corporate Secretary from May 2019 to December 2022, and prior to that as Corporate Counsel, Compliance Officer and Assistant Secretary from February 2016 until April 2019.
Neikirk has over 25 years of experience practicing law in the corporate and energy sectors, and has been a member of Helix’s legal department since 2007, previously serving as Helix’s Senior Vice President, General Counsel and Corporate Secretary from May 2019 to December 2022, and prior to that as Corporate Counsel, Compliance Officer and Assistant Secretary from February 2016 until April 2019.
Staffeldt was also designated as Helix’s “principal accounting officer” for purposes of the Securities Act, the Exchange Act and the rules and regulations promulgated thereunder in July 2015 until December 2021. Mr. Staffeldt served in various financial and accounting capacities prior to joining Helix and has over 29 years of experience in the energy industry. Mr.
Staffeldt was also designated as Helix’s “principal accounting officer” for purposes of the Securities Act, the Exchange Act and the rules and regulations promulgated thereunder in July 2015 until December 2021. Mr. Staffeldt served in various financial and accounting capacities prior to joining Helix and has over 30 years of experience in the energy industry. Mr.
Item 4. Mine Safety Disclosures Not applicable. Information about our Executive Officers Our executive officers are as follows: ​ Name Age Position Owen Kratz ​ 70 ​ President, Chief Executive Officer and Director Erik Staffeldt ​ 53 ​ Executive Vice President and Chief Financial Officer Scott A. Sparks ​ 51 ​ Executive Vice President and Chief Operating Officer Kenneth E.
Item 4. Mine Safety Disclosures Not applicable. Information about our Executive Officers Our executive officers are as follows: ​ Name ​ ​ ​ Age ​ ​ ​ Position Owen Kratz ​ 71 ​ President, Chief Executive Officer and Director Erik Staffeldt ​ 54 ​ Executive Vice President and Chief Financial Officer Scott A.
(formerly known as Canyon Offshore, Inc.), including as Senior Vice President from 2007 to September 2012. Mr. Sparks has over 35 years of experience in the subsea industry, including as Operations Manager and Vessel Superintendent at Global Marine Systems and BT Marine Systems. 31 Table of Contents Kenneth E.
(formerly known as Canyon Offshore, Inc.), including as Senior Vice President from 2007 to September 2012. Mr. Sparks has over 36 years of experience in the subsea industry, including as Operations Manager and Vessel Superintendent at Global Marine Systems and BT Marine Systems. Kenneth E. (“Ken”) Neikirk is Executive Vice President, General Counsel and Corporate Secretary of Helix. Mr.
(“Ken”) Neikirk is Executive Vice President, General Counsel and Corporate Secretary of Helix. Mr.
Sparks ​ 52 ​ Executive Vice President and Chief Operating Officer Kenneth E. Neikirk ​ 50 ​ Executive Vice President, General Counsel and Corporate Secretary ​ 31 Table of Contents Owen Kratz is President and Chief Executive Officer of Helix.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

12 edited+94 added−1 removed3 unchanged
Biggest changeIssuer Purchases of Equity Securities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (c) (d) ​ ​ ​ ​ ​ ​ ​ Total number ​ Approximate dollar ​ ​ ​ ​ ​ ​ ​ of shares ​ value of shares ​ ​ (a) ​ (b) ​ purchased as ​ that may yet be ​ ​ Total number ​ Average ​ part of publicly ​ purchased under the ​ ​ of shares ​ price paid ​ announced plans ​ plans or programs (1) Period purchased (2) per share or programs (1) (in thousands) October 1 to October 31, 2024 — ​ $ — — $ 177,823 November 1 to November 30, 2024 583,057 ​ 10.69 583,057 ​ 171,590 December 1 to December 31, 2024 1,368,422 ​ 9.80 1,346,651 ​ 158,392 ​ 1,951,479 ​ $ 10.07 1,929,708 ​ ​ ​ (1) On February 20, 2023, we announced that our Board authorized a new share repurchase program (the “2023 Repurchase Program”) under which we are authorized to repurchase up to $200 million issued and outstanding shares of our common stock (Note 10).
Biggest changeIssuer Purchases of Equity Securities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (c) ​ ​ ​ (d) ​ ​ ​ ​ ​ ​ ​ Total number ​ Approximate dollar ​ ​ ​ ​ ​ ​ ​ of shares ​ value of shares ​ ​ (a) ​ (b) ​ purchased as ​ that may yet be ​ ​ Total number ​ Average ​ part of publicly ​ purchased under the ​ ​ of shares ​ price paid ​ announced plans ​ plans or programs (2) Period ​ ​ ​ purchased (1) ​ ​ ​ per share ​ ​ ​ or programs (2) ​ ​ ​ (in thousands) October 1 to October 31, 2025 — ​ $ — — $ 128,380 November 1 to November 30, 2025 — ​ — — ​ 128,380 December 1 to December 31, 2025 19,048 ​ 7.25 — ​ 128,380 ​ 19,048 ​ $ 7.25 — ​ ​ ​ (1) Includes shares forfeited in satisfaction of tax obligations upon vesting of share-based awards under our existing long-term incentive plans.
Our Board will review this matter on a regular basis in light of our earnings, financial position and market opportunities. See Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations “— Liquidity and Capital Resources” of this Annual Report.
Our Board will review this matter on a regular basis in light of our earnings and financial forecasts, financial position and market opportunities. See Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations “— Liquidity and Capital Resources” of this Annual Report.
This discussion also contains forward-looking statements that reflect our current views with respect to future events and financial performance. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors, such as those set forth under
This discussion also contains forward-looking statements that reflect our current views with respect to future events and financial performance. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors, such as those set forth under Item 1A.
The returns of each member of the 2024 Performance Peer Group have been weighted according to each individual company’s equity market capitalization as of December 31, 2024 and have been adjusted for the reinvestment of any dividends.
The returns of each member of the 2025 Performance Peer Group have been weighted according to each individual company’s equity market capitalization as of December 31, 2025 and have been adjusted for the reinvestment of any dividends.
We believe that in 2024 the members of the 2024 Performance Peer Group provided services and products more comparable to us than those companies included in the OSX. The graph assumes $100 was invested on December 31, 2019 in our common stock at the closing price on that date price and on December 31, 2019 in the three indices presented.
We believe that in 2025 the members of the 2025 Performance Peer Group provided services and products more comparable to us than those companies included in the OSX. The graph assumes $100 was invested on December 31, 2020 in our common stock at the closing price on that date price and on December 31, 2020 in the three indices presented.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our common stock is traded on the New York Stock Exchange (“NYSE”) under the symbol “HLX.” On February 19, 2025, the closing sale price of our common stock on the NYSE was $8.17 per share.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our common stock is traded on the New York Stock Exchange (“NYSE”) under the symbol “HLX.” On February 17, 2026, the closing sale price of our common stock on the NYSE was $8.39 per share.
Shareholder Return Performance Graph The following graph compares the cumulative total shareholder return on our common stock for the period since December 31, 2019 to the cumulative total shareholder return for (i) the stocks of 500 large-cap corporations maintained by Standard & Poor’s (“S&P 500”), assuming the reinvestment of dividends; (ii) the Philadelphia Oil Service Sector index (the “OSX”), a price-weighted index of leading oil service companies, assuming the reinvestment of dividends; and (iii) a peer group selected by us as of January 2024 (the “2024 Performance Peer Group”) including the following companies: Archrock, Inc., ChampionX Corporation, Core Laboratories N.V., DMC Global Inc., DNOW Inc., Expro Group Holdings N.V., Forum Energy Technologies, Inc., Helmerich & Payne, Inc., Innovex International, Inc.
Shareholder Return Performance Graph The following graph compares the cumulative total shareholder return on our common stock for the period since December 31, 2020 to the cumulative total shareholder return for (i) the stocks of 500 large-cap corporations maintained by Standard & Poor’s (“S&P 500”), assuming the reinvestment of dividends; (ii) the Philadelphia Oil Service Sector index (the “OSX”), a price-weighted index of leading oil service companies, assuming the reinvestment of dividends; and (iii) a peer group selected by us as of January 2025 (the “2025 Performance Peer Group”) including the following companies: Archrock, Inc., Core Laboratories N.V., Expro Group Holdings N.V., Forum Energy Technologies, Inc., Helmerich & Payne, Inc., Nabors Industries Ltd., NPK International Inc.
We paid no cash dividends during the period presented. The cumulative total percentage returns for the period presented are as follows: our stock — (3.2)%; the 2024 Performance Peer Group — 1.5%; the OSX — 1.7%; and S&P 500 — 97.0%.
We paid no cash dividends during the period presented. The cumulative total percentage returns for the period presented are as follows: our stock — 49.3%; the 2025 Performance Peer Group — 71.2%; the OSX — 81.7%; and S&P 500 — 96.2%.
As of February 19, 2025, there were 261 registered shareholders and approximately 83,800 beneficial shareholders of our common stock. We have not declared or paid cash dividends on our common stock in the past nor do we intend to pay cash dividends in the foreseeable future.
As of February 17, 2026, there were 263 registered shareholders and approximately 77,380 beneficial shareholders of our common stock. 32 Table of Contents We have not declared or paid cash dividends on our common stock in the past nor do we intend to pay cash dividends in the foreseeable future.
Concurrent with the authorization of the 2023 Repurchase Program, our Board revoked the prior authorization to repurchase shares of our common stock in an amount equal to any equity granted to our employees, officers and directors under our share-based compensation plans. 33 Table of Contents (2) Includes shares repurchased in open-market transactions pursuant to the 2023 Repurchase Program and shares forfeited in satisfaction of tax obligations upon vesting of share-based awards under our existing long-term incentive plans. ​ Item 6. [Reserved] Not applicable. ​ Item 7.
Concurrent with the authorization of the 2023 Repurchase Program, our Board revoked the prior authorization to repurchase shares of our common stock in an amount equal to any equity granted to our employees, officers and directors under our share-based compensation plans. ​ Item 6. [Reserved] Not applicable. ​ Item 7.
(formerly Dril-Quip, Inc.), Nine Energy Service, Inc., NPK International Inc. (formerly Newpark Resources, Inc.), Oceaneering International, Inc., Oil States International, Inc., Precision Drilling Corporation, ProPetro Holding Corp., RPC, Inc., Select Water Solutions, Inc., TETRA Technologies, Inc. and Tidewater Inc.
(formerly Newpark Resources, Inc.), Noble Corporation plc, NOV Inc., Oceaneering International, Inc., Oil States International, Inc., Patterson-UTI Energy, Inc., Precision Drilling Corporation, ProPetro Holding Corp., RPC, Inc., Select Water Solutions, Inc., TETRA Technologies, Inc., Tidewater Inc., Tranocean Ltd. and Weatherford International plc.
These results are not necessarily indicative of future performance. 32 Table of Contents ​ Comparison of Five Year Cumulative Total Return among Helix, S&P 500, OSX and Peer Group ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, ​ ​ 2019 2020 2021 2022 2023 2024 Helix $ 100.0 $ 43.6 $ 32.4 $ 76.6 $ 106.8 $ 96.8 2024 Performance Peer Group Index ​ $ 100.0 ​ $ 59.0 ​ $ 67.2 ​ $ 101.3 ​ $ 102.9 ​ $ 101.5 Oil Service Index ​ $ 100.0 ​ $ 57.9 ​ $ 69.9 ​ $ 112.9 ​ $ 115.1 ​ $ 101.7 S&P 500 ​ $ 100.0 ​ $ 118.4 ​ $ 152.4 ​ $ 124.8 ​ $ 157.6 ​ $ 197.0 ​ Source: Bloomberg.
These results are not necessarily indicative of future performance. ​ 33 Table of Contents Comparison of Five Year Cumulative Total Return among Helix, S&P 500, OSX and Peer Group ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, ​ ​ 2020 ​ ​ ​ 2021 ​ ​ ​ 2022 ​ ​ ​ 2023 ​ ​ ​ 2024 ​ ​ ​ 2025 Helix ​ ​ ​ $ 100.0 ​ ​ ​ $ 74.3 ​ ​ ​ $ 175.7 ​ ​ ​ $ 244.8 ​ ​ ​ $ 221.9 ​ ​ ​ $ 149.3 2025 Performance Peer Group Index ​ $ 100.0 ​ $ 121.0 ​ $ 197.8 ​ $ 208.4 ​ $ 174.0 ​ $ 171.2 OSX ​ $ 100.0 ​ $ 120.7 ​ $ 195.0 ​ $ 198.7 ​ $ 175.6 ​ $ 181.7 S&P 500 ​ $ 100.0 ​ $ 128.7 ​ $ 105.4 ​ $ 133.1 ​ $ 166.4 ​ $ 196.2 ​ Source: Bloomberg.
Removed
The 2023 Repurchase Program has no set expiration date.
Added
(2) On February 20, 2023, we announced that our Board authorized a share repurchase program (the “2023 Repurchase Program”) under which we are authorized to repurchase up to $200 million issued and outstanding shares of our common stock (Note 10). The 2023 Repurchase Program has no set expiration date.
Added
Risk Factors and located earlier in this Annual Report. 34 Table of Contents EXECUTIVE SUMMARY Our Business We are an international offshore energy services company that provides specialty services to the offshore energy industry, with a focus on well intervention, robotics and decommissioning operations. We operate through our four business segments: Well Intervention, Robotics, Shallow Water Abandonment and Production Facilities.
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Our services are key in supporting a global energy transition by maximizing production of existing oil and gas reserves, decommissioning end-of-life oil and gas fields and supporting renewable energy developments. We maximize production of existing oil and gas reserves for our customers primarily in our Well Intervention segment.
Added
Historically, drilling rigs have been the asset class used for offshore well intervention work, and rig rates are a pricing indicator for our services. Our customers have used drilling rigs on existing long-term contracts (rig overhang) to perform well intervention work instead of new drilling activities.
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Current volumes of work, rig utilization rates, the rates quoted by drilling rig contractors and existing rig overhang affect the utilization and/or rates we can achieve for our well intervention assets and services. Once end-of-life oil and gas wells have depleted their production, we P&A and decommission wells and infrastructure in our Well Intervention and Shallow Water Abandonment segments.
Added
We believe that our well intervention vessels have a competitive advantage in performing these services more efficiently than rigs, and with our suite of shallow water assets and capabilities, we are the only provider capable of providing all facets of decommissioning services in the Gulf of America shelf.
Added
We support renewable energy primarily in our Robotics segment through our services in offshore wind farm developments, including subsea cable trenching and burial as well as seabed clearance and preparation services.
Added
Demand for our services in the renewable energy market is affected by various factors, including the level of offshore wind farm projects, the pace of industry shift towards renewable energy sources, global electricity demand, technological advancements that increase the generation and/or reduce the cost of renewable energy, expansion of offshore renewable energy projects to deeper water and other regions, and government subsidies for renewable energy projects and/or other governmental regulations supporting or restricting renewable energy developments.
Added
Current Market Environment Commodity prices dropped 20% during 2025 and have been volatile throughout the year. The current energy market remains uncertain following the ongoing escalation of tariffs and geopolitical tensions globally and their impact on the global economy and energy demands.
Added
The offshore oil and gas market continues to evaluate governmental regulations and changes thereto, including the ongoing effects of the U.K. government’s Energy Profits Levy, geopolitical instability and uncertainty, regional conflicts and tensions, unrest in the Middle East, Ukraine and Venezuela, and customer spending declines following mergers in the U.K. North Sea.
Added
These factors have shifted spending decisions of our customers into 2026 and prolonged a supply and demand imbalance for offshore vessels, which has negatively impacted activity levels and rates in regions in which we operate. The international wind market continues to be robust, with continued activity and sanctioned work primarily in Europe and Asia Pacific.
Added
U.S. wind farm activity has decreased and remains uncertain following the 2025 Wind Energy Ban, a Presidential Memorandum issued in the U.S. in January 2025 temporarily withdrawing wind energy leasing in the U.S. Outer Continental Shelf.
Added
Business Activity Summary During 2025, we experienced declined activity levels in the North Sea and Gulf of America with lower customer spending due to the uncertain market environment. However, we were able to maintain significant backlog that will provide strong utilization for our vessels and equipment over multiple years.
Added
Notable new contracts executed in 2025 include: ● Four-year trenching agreement with NKT in the North Sea; ● Renewables trenching contract with Seaway 7 for estimated 300 days in the North Sea; ● Three-year framework agreement with ExxonMobil for well decommissioning work in the Gulf of America shelf; 35 Table of Contents ● Well Intervention contract in the Gulf of America for a minimum of 150 days over a three-year period; ● Multi-year riserless P&A contract in the North Sea on up to 34 subsea wells; ● Extension of the agreement with HWCG for the HFRS through March 31, 2027; and ● Extension of the agreement for the HP I for one year until at least June 1, 2027 . ​ During 2025, we executed and/or extended various leases including the charters on the Trym, the North Sea Enabler , and the Patriot , which was delivered to us in January 2026.
Added
We continue to maintain our capital allocation policy of maintaining low levels of Net Debt, maintaining our existing assets, opportunistically targeting markets that complement and further our strategy, and using Free Cash Flow to return cash to shareholders through share repurchases (See “Results of Operations — Non-GAAP Financial Measures” below for definitions of Net Debt and Free Cash Flow).
Added
Outlook Our 2026 performance should be supported by our existing backlog, of which $694 million is for contracts over the next 12 months, as well as expected new contracting and the materialization of work that had been deferred from 2025. We expect to see continued strong market demand for our Robotics services, in particular our trenching and site preparation offerings.
Added
We anticipate an ongoing challenged market for certain of our assets not under long-term contracts, namely in spot markets for our Well Intervention segment, specifically in the North Sea and on the Q4000 and the Q7000 , and in our Shallow Water Abandonment segment, during which time we expect a soft rate environment and uncertain utilization of those vessels and systems.
Added
Beyond 2026, we anticipate increasing energy consumption will continue to place demand for our services in both the oil and gas and renewable energy sectors.
Added
We believe these needs will continue to increase customer operating expenditure budgets and demand for our production enhancement offerings and decommissioning services internationally, which should grow over the mid- to long-term as the subsea tree base expands and as customers discharge their decommissioning obligations.
Added
We expect long-term growth in our renewables services as the global demand for energy increases and the international energy market continues offshore renewable energy developments.
Added
We expect the demand for shallow water decommissioning services in the Gulf of America to also improve over time as former owners address their decommissioning obligations related to oil and gas properties that have reverted to them following bankruptcies. Backlog Our backlog is represented by signed contracts.
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As of December 31, 2025, our consolidated backlog totaled $1.3 billion, of which $694 million is expected to be performed in 2026.
Added
As of December 31, 2025, our various contracts with Shell and Subsea 7 globally, our contracts with Petrobras in Brazil, our contracts with Talos in the Gulf of America, and our new multi-year agreements with NKT and CNR in the North Sea collectively represented approximately 82% of our total backlog.
Added
As of December 31, 2024, our consolidated backlog totaled $1.4 billion.
Added
Backlog is not necessarily a reliable indicator of revenues derived from our contracts as (i) services are often added but may sometimes be subtracted; (ii) contracts may be renegotiated, deferred, canceled and in many cases modified while in progress; and (iii) reduced rates, fines and penalties may be imposed by our customers.
Added
Furthermore, our contracts are in certain cases cancelable without penalty.
Added
If there are cancellation fees, the amount of those fees can be substantially less than amounts reflected in backlog. 36 Table of Contents RESULTS OF OPERATIONS Non-GAAP Financial Measures A non-GAAP financial measure is generally defined by the SEC as a numerical measure of a company’s historical or future performance, financial position or cash flows that includes or excludes amounts from the most directly comparable measure under U.S. generally accepted accounting principles (“GAAP”).
Added
Non-GAAP financial measures should be viewed in addition to, and not as an alternative to, our reported results prepared in accordance with GAAP. Users of this financial information should consider the types of events and transactions that are excluded from these measures.
Added
We evaluate our operating performance and financial condition based on EBITDA, Adjusted EBITDA, Free Cash Flow and Net Debt. EBITDA, Adjusted EBITDA, Free Cash Flow and Net Debt are non-GAAP financial measures that are commonly used but are not recognized accounting terms under GAAP.
Added
We use EBITDA, Adjusted EBITDA, Free Cash Flow and Net Debt to monitor and facilitate internal evaluation of the performance of our business operations, to facilitate external comparison of our business results to those of others in our industry, to analyze and evaluate financial and strategic planning decisions regarding future investments and acquisitions, to plan and evaluate operating budgets, and in certain cases, to report our results to the holders of our debt as required by our debt covenants.
Added
We believe that our measures of EBITDA, Adjusted EBITDA, Free Cash Flow and Net Debt provide useful information to the public regarding our operating performance and ability to service debt and fund capital expenditures and may help our investors understand and compare our results to other companies that have different financing, capital and tax structures.
Added
Other companies may calculate their measures of EBITDA, Adjusted EBITDA, Free Cash Flow and Net Debt differently from the way we do, which may limit their usefulness as comparative measures.
Added
EBITDA, Adjusted EBITDA, Free Cash Flow and Net Debt should not be considered in isolation or as a substitute for, but instead are supplemental to, income from operations, net income, cash flows from operating activities, or other data prepared in accordance with GAAP.
Added
We define EBITDA as earnings before income taxes, net interest expense, net other income or expense, and depreciation and amortization expense.
Added
To arrive at our measure of Adjusted EBITDA, we exclude gains or losses on disposition of assets, long-lived asset impairment losses, acquisition and integration costs, gains or losses related to convertible senior notes, the change in fair value of contingent consideration and the general provision for (release of) current expected credit losses, if any.
Added
We define Free Cash Flow as cash flows from operating activities less capital expenditures, net of proceeds from asset sales and insurance recoveries (related to property and equipment), if any. Net Debt is calculated as long-term debt including current maturities of long-term debt less cash and cash equivalents.
Added
In the following reconciliations, we provide amounts as reflected in the consolidated financial statements unless otherwise noted.
Added
The reconciliation of our net income (loss) to EBITDA and Adjusted EBITDA is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ 2023 Net income (loss) ​ $ 30,827 ​ $ 55,637 ​ $ (10,838) Adjustments: ​ ​ ​ ​ ​ ​ Income tax provision ​ 11,653 ​ 26,427 ​ 18,352 Net interest expense ​ 22,777 ​ 22,629 ​ 17,338 Other expense, net ​ 1,390 ​ 3,922 ​ 3,590 Depreciation and amortization ​ 187,382 ​ 173,292 ​ 164,116 EBITDA ​ 254,029 ​ 281,907 ​ 192,558 Adjustments: ​ ​ ​ ​ ​ ​ (Gain) loss on disposition of assets, net ​ — ​ 479 ​ (367) Long-lived asset impairment ​ 18,064 ​ — ​ — Acquisition and integration costs ​ ​ — ​ ​ — ​ ​ 540 Change in fair value of contingent consideration ​ ​ — ​ ​ — ​ ​ 42,246 General provision for (release of) current expected credit losses ​ (136) ​ (161) ​ 1,149 Losses related to convertible senior notes ​ — ​ 20,922 ​ 37,277 Adjusted EBITDA ​ $ 271,957 ​ $ 303,147 ​ $ 273,403 ​ 37 Table of Contents The reconciliation of our cash flows from operating activities to Free Cash Flow is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ 2023 Cash flows from operating activities ​ $ 136,749 ​ $ 186,028 ​ $ 152,457 Less: Capital expenditures, net of proceeds from asset sales and insurance recoveries ​ (16,342) ​ (22,840) ​ (18,659) Free Cash Flow ​ $ 120,407 ​ $ 163,188 ​ $ 133,798 ​ The reconciliation of our long-term debt to Net Debt is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ ​ ​ ​ 2025 ​ ​ ​ 2024 Long-term debt including current maturities ​ $ 307,995 ​ $ 315,157 Less: Cash and cash equivalents ​ (445,196) ​ (368,030) Net Debt ​ $ (137,201) ​ $ (52,873) ​ Comparison of Years Ended December 31, 2025 and 2024 We have four reportable business segments: Well Intervention, Robotics, Shallow Water Abandonment and Production Facilities.
Added
All material intercompany transactions between the segments have been eliminated in our consolidated financial statements.
Added
The following table details various financial and operational highlights for the periods presented (dollars in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Increase/(Decrease) ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ Amount ​ ​ ​ Percent Net revenues — ​ ​ ​ ​ ​ ​ ​ ​ Well Intervention ​ $ 729,371 ​ $ 829,862 ​ $ (100,491) (12) % Robotics ​ 323,353 ​ 297,678 ​ 25,675 9 % Shallow Water Abandonment ​ 199,633 ​ 186,979 ​ 12,654 7 % Production Facilities ​ 72,693 ​ 88,709 ​ (16,016) (18) % Intercompany eliminations ​ (33,576) ​ (44,668) ​ 11,092 ​ ​ ​ ​ $ 1,291,474 ​ $ 1,358,560 ​ $ (67,086) (5) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gross profit (loss) — ​ ​ ​ ​ ​ ​ ​ ​ Well Intervention ​ $ 40,594 ​ $ 110,612 ​ $ (70,018) (63) % Robotics ​ 81,781 ​ 88,287 ​ (6,506) (7) % Shallow Water Abandonment ​ 17,932 ​ (777) ​ 18,709 2,408 % Production Facilities ​ 21,147 ​ 23,766 ​ (2,619) (11) % Corporate, eliminations and other ​ (2,316) ​ (2,324) ​ 8 ​ ​ ​ ​ $ 159,138 ​ $ 219,564 ​ $ (60,426) (28) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gross margin — ​ ​ ​ ​ ​ ​ ​ ​ Well Intervention ​ 6 % 13 % ​ ​ ​ Robotics ​ 25 % 30 % ​ ​ ​ Shallow Water Abandonment ​ 9 % (0) % ​ ​ ​ Production Facilities ​ 29 % 27 % ​ ​ ​ Total company ​ 12 % 16 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of vessels, Robotics assets or Shallow Water Abandonment systems (1) / Utilization (2) ​ ​ ​ ​ ​ ​ ​ ​ Well Intervention vessels ​ 7 / 72 % 7 / 90 % ​ ​ ​ Robotics assets (3) ​ 48 / 59 % 47 / 69 % ​ ​ ​ Chartered Robotics vessels ​ 7 / 88 % 6 / 92 % ​ ​ ​ Shallow Water Abandonment vessels (4) ​ 20 / 53 % 20 / 60 % ​ ​ ​ Shallow Water Abandonment systems (5) ​ 26 / 28 % 26 / 24 % ​ ​ ​ 38 Table of Contents (1) Represents the number of vessels, Robotics assets or Shallow Water Abandonment systems as of the end of the period, including spot vessels and those under term charters, and excluding acquired vessels prior to their in-service dates, vessels managed on behalf of third parties and vessels or assets disposed of and/or taken out of service.
Added
(2) Represents the average utilization rate, which is calculated by dividing the total number of days the vessels, Robotics assets or Shallow Water Abandonment systems generated revenues by the total number of calendar days (excluding vessel charter off-hire days) in the applicable period. (3) Consists of ROVs, trenchers and IROV boulder grabs.
Added
(4) Consists of liftboats, OSVs, DSVs, a heavy lift derrick barge and a crew boat. (5) Consists of P&A and CT systems. ​ Intercompany segment amounts are derived primarily from equipment and services provided to other business segments.
Added
Intercompany segment revenues are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Increase/ ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ (Decrease) Well Intervention ​ $ — ​ $ 6,390 ​ $ (6,390) Robotics ​ 33,512 ​ 38,039 ​ (4,527) Shallow Water Abandonment ​ 64 ​ 239 ​ (175) ​ ​ $ 33,576 ​ $ 44,668 ​ $ (11,092) ​ The following table sets forth significant financial statement items below the gross profit (loss) line (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ ​ ​ 2025 ​ ​ ​ 2024 Long-lived asset impairment ​ $ 18,064 ​ $ — Selling, general and administrative expenses ​ 75,939 ​ 91,650 Net interest expense ​ 22,777 ​ 22,629 Losses related to convertible senior notes ​ — ​ 20,922 Other expenses, net ​ 1,390 ​ 3,922 Income tax provision ​ 11,653 ​ 26,427 ​ Net Revenues.
Added
Our consolidated net revenues decreased by 5% in 2025 as compared to 2024, reflecting lower revenues in our Well Intervention and Production Facilities business segments, offset in part by higher revenues in our Robotics and Shallow Water Abandonment segments.
Added
Our Well Intervention revenues decreased by 12% in 2025 as compared to 2024, primarily reflecting overall lower utilization, offset in part by higher rates during 2025. Utilization declined primarily due to the stacking of the Seawell in the North Sea during the entirety of 2025 whereas the vessel had 86% utilization during 2024.
Added
Utilization also declined as the Q4000 , the Q5000 and the Q7000 collectively underwent 131 docking days during 2025 as compared to 10 days on the Sea Helix 1 during 2024. Additionally, revenues in 2024 included $14 million of contract cancellation fees related to work that had been planned for 2025.
Added
Revenue decreases were offset in part by higher rates on the Well Enhancer , and in Brazil in 2025. Our Robotics revenues increased by 9% in 2025 as compared to 2024, primarily reflecting increased trenching on third party vessels and higher project rates on our vessel activities, offset in part by lower overall vessel and ROV utilization during 2025.
Added
Robotics generated 483 days of trenching on third-party vessels during 2025 as compared to 167 days during 2024. However, vessel utilization decreased to 1,808 days (including 75 spot vessel days at full utilization) during 2025 as compared to 1,901 days (including 371 spot vessel days at full utilization) during 2024.
Added
Included in vessel days are integrated vessel trenching days, which decreased to 635 days in 2025 as compared to 835 days in 2024, and site clearance vessel days, which increased to 503 days as compared to 325 days in 2024.
Added
Overall ROV utilization decreased to 59% during 2025 as compared to 69% during 2024. 39 Table of Contents Our Shallow Water Abandonment revenues increased by 7% in 2025 as compared to 2024. The increase in revenues was primarily due to higher utilization on our systems and on the Epic Hedron heavy lift barge.
Added
P&A systems and CT systems achieved 2,686 days of utilization, or 28%, during 2025 as compared to 2,281 days of utilization, or 24%, during 2024. Utilization on the Epic Hedron heavy lift barge was 58% during 2025 as compared to 44% during 2024. Vessel utilization (excluding heavy lift) declined to 53% during 2025 as compared to 61% during 2024.
Added
Our Production Facilities revenues decreased by 18% in 2025 as compared to 2024, primarily reflecting lower oil and gas production volumes with the Thunder Hawk field being shut in during 2025 after having had approximately seven months of production in 2024.
Added
The Droshky field had lower production in 2025 as compared to 2024 and realized oil prices were lower by 12% year over year. Gross Profit (Loss).
Added
Our consolidated 2025 gross profit decreased by $60.4 million as compared to 2024, primarily reflecting reduced profitability from our Well Intervention, Robotics and Production Facilities business segments, offset in part by increased profitability from our Shallow Water Abandonment segment.
Added
Our Well Intervention gross profit decreased by $70.0 million in 2025 as compared to 2024, primarily reflecting lower overall revenues, offset in part by lower vessel costs on the Seawell due to the vessel being warm-stacked in 2025 and higher cost deferrals related to the dockings during 2025.
Added
Our Robotics gross profit decreased by $6.5 million in 2025 as compared to 2024, primarily reflecting lower margins on certain projects due to the mix of contracting, offset in part by higher revenues during 2025.
Added
Our Shallow Water Abandonment gross profit was $17.9 million in 2025 as compared to a gross loss of $0.8 million in 2024, primarily reflecting higher overall revenues and higher margin contracting during 2025.
Added
Our Production Facilities gross profit decreased by $2.6 million in 2025 as compared to 2024, primarily due to lower revenues, offset in part by lower workover costs on the Thunder Hawk field during 2025. Long-Lived Asset Impairment.
Added
The $18.1 million non-cash impairment loss in 2025 was attributable to the impairment of the remaining net book value of the Thunder Hawk field (Note 5). Selling, General and Administrative Expenses. Our selling, general and administrative expenses were $75.9 million in 2025 as compared to $91.7 million in 2024, primarily reflecting decreases in employee compensation-related costs during 2025.
Added
Net Interest Expense. Our net interest expense totaled $22.8 million in 2025 as compared to $22.6 million in 2024, primarily reflecting lower interest income on our invested cash (Note 7). Losses Related to Convertible Senior Notes. The losses during 2024 were associated with the redemption of our Convertible Senior Notes due 2026 (the “2026 Notes”) (Note 7). Other Expense, Net.
Added
Net other expense was $1.4 million in 2025 as compared to $3.9 million in 2024, primarily reflecting a $2.4 million charge in 2024 associated with the increase in the value of incentive credits issued to the seller of P&A equipment acquired in 2023. Income Tax Provision.
Added
Income tax provision was $11.7 million for 2025 as compared to $26.4 million for 2024. The effective tax rate for 2025 was impacted by certain discrete items, additional foreign tax credit benefits and the jurisdictional mix of earnings.
Added
The effective rate for 2024 was impacted by the non-deductibility of certain losses associated with the 2026 Notes Redemptions, which was characterized as a discrete event.
Added
Comparison of Years Ended December 31, 2024 and 2023 Various financial and operational highlights for the years ended December 31, 2024 and 2023 were previously presented in our 2024 Annual Report on Form 10-K. 40 Table of Contents LIQUIDITY AND CAPITAL RESOURCES Financial Condition and Liquidity The following table presents certain information useful in the analysis of our financial condition and liquidity (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ ​ ​ ​ 2025 ​ ​ ​ 2024 Net working capital ​ $ 525,314 ​ $ 405,266 Long-term debt (excluding current maturities) ​ 298,351 ​ 305,971 Liquidity ​ 553,550 ​ 429,586 ​ Net Working Capital Net working capital is equal to current assets minus current liabilities and includes cash and cash equivalents, current maturities of long-term debt and current operating lease liabilities.
Added
Net working capital measures short-term liquidity and is important for predicting cash flow and debt requirements. Long-Term Debt Long-term debt in the table above, presented net of unamortized debt discount and debt issuance costs, includes the 2029 Notes and the MARAD Debt, excluding current maturities of $9.6 million and $9.2 million, respectively, at December 31, 2025 and 2024.
Added
For information relating to our long-term debt, see Note 7 to our consolidated financial statements included in Item 8 . Financial Statements and Supplementary Data of this Annual Report. Liquidity We define liquidity as cash and cash equivalents plus available capacity under our credit facility, but excluding cash pledged as collateral toward the Amended ABL Facility.
Added
Our liquidity at December 31, 2025 included $445.2 million of cash and cash equivalents and $110.9 million of available borrowing capacity under the Amended ABL Facility (Note 7) and excluded $2.5 million of pledged cash.

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Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeFinancial Statements and Supplementary Data 45 ​ Report of Independent Registered Public Accounting Firm (KPMG LLP, Houston, Texas, Auditor Firm ID 185) 45 ​ Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting 47 ​ Consolidated Balance Sheets as of December 31, 2024 and 2023 48 ​ Consolidated Statements of Operations for the Years Ended December 31, 2024, 2023 and 2022 49 ​ Consolidated Statements of Comprehensive Income (Loss) for the Years Ended December 31, 2024, 2023 and 2022 49 ​ Consolidated Statements of Shareholders’ Equity for the Years Ended December 31, 2024, 2023 and 2022 50 ​ Consolidated Statements of Cash Flows for the Years Ended December 31, 2024, 2023 and 2022 51 ​ Notes to Consolidated Financial Statements 52
Biggest changeFinancial Statements and Supplementary Data 45 ​ Report of Independent Registered Public Accounting Firm (KPMG LLP, Houston, Texas, Auditor Firm ID 185) 45 ​ Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting 47 ​ Consolidated Balance Sheets as of December 31, 2025 and 2024 48 ​ Consolidated Statements of Operations for the Years Ended December 31, 2025, 2024 and 2023 49 ​ Consolidated Statements of Comprehensive Income (Loss) for the Years Ended December 31, 2025, 2024 and 2023 49 ​ Consolidated Statements of Shareholders’ Equity for the Years Ended December 31, 2025, 2024 and 2023 50 ​ Consolidated Statements of Cash Flows for the Years Ended December 31, 2025, 2024 and 2023 51 ​ Notes to Consolidated Financial Statements 52
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 34 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 43 Item 8.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 34 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 44 Item 8.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeIn addition, a substantial portion of our contracts are denominated, and provide for collections from our customers, in U.S. dollars. 43 Table of Contents Assets and liabilities of our subsidiaries that do not have the U.S. dollar as their functional currency are translated using the exchange rates in effect at the balance sheet date, and changes in the exchange rates can result in translation adjustments that are reflected in “Accumulated other comprehensive loss” in the shareholders’ equity section of our consolidated balance sheets.
Biggest changeAssets and liabilities of our subsidiaries that do not have the U.S. dollar as their functional currency are translated using the exchange rates in effect at the balance sheet date, and changes in the exchange rates can result in translation adjustments that are reflected in “Accumulated other comprehensive loss” in the shareholders’ equity section of our consolidated balance sheets.
Prices are volatile and unpredictable and are dependent on many factors beyond our control. See Item 1A. Risk Factors for a list of factors affecting oil and natural gas prices. ​ 44 Table of Contents
Prices are volatile and unpredictable and are dependent on many factors beyond our control. See Item 1A. Risk Factors for a list of factors affecting oil and gas prices. ​ 44 Table of Contents
For the year ended December 31, 2023, we recorded foreign currency transaction losses of $4.4 million, primarily reflecting foreign currency losses of $15.7 million related to the devaluation of the Nigerian naira on our naira cash holdings, offset in part by foreign currency gains related to U.S. dollar denominated intercompany debt in our U.K. entities.
For the year ended December 31, 2023, we recorded foreign currency transaction losses of $4.4 million, primarily reflecting foreign currency losses of $15.7 million related to the devaluation of the Nigerian naira on our naira cash holdings, offset in part by foreign currency gains related to U.S. dollar denominated intercompany debt in our U.K. entities. Interest Rate Risk.
At December 31, 2024, approximately 54% of our net assets were impacted by changes in foreign currencies (primarily the British pound) in relation to the U.S. dollar. For the years ended December 31, 2024, 2023 and 2022, we recorded foreign currency translation gains (losses) of $(17.6) million, $22.3 million and $(49.2) million, respectively, to accumulated other comprehensive loss.
At December 31, 2025, approximately 57% of our net assets were impacted by changes in foreign currencies (primarily the British pound) in relation to the U.S. dollar. For the years ended December 31, 2025, 2024 and 2023, we recorded foreign currency translation gains (losses) of $63.1 million, $(17.6) million and $22.3 million, respectively, to accumulated other comprehensive loss.
When currencies other than the functional currency are to be paid or received, the resulting transaction gain or loss associated with changes in the applicable foreign currency exchange rate is recognized in the consolidated statements of operations as a component of “Other income (expense), net.” Foreign currency gains or losses from the remeasurement of monetary assets and liabilities as well as unsettled foreign currency transactions, including intercompany transactions that are not of a long-term investment nature, are also recognized as a component of “Other income (expense), net.” For the years ended December 31, 2024, we recorded foreign currency transaction losses of $1.5 million, primarily related to U.S. dollar denominated intercompany debt in our U.K. and Brazil entities.
When currencies other than the functional currency are to be paid or received, the resulting transaction gain or loss associated with changes in the applicable foreign currency exchange rate is recognized in the consolidated statements of operations as a component of “Other income (expense), net.” Foreign currency gains or losses from the remeasurement of monetary assets and liabilities as well as unsettled foreign currency transactions, including intercompany transactions that are not of a long-term investment nature, are also recognized as a component of “Other income (expense), net.” For the year ended December 31, 2025, we recorded net foreign currency losses of $1.7 million, primarily related to our international subsidiaries’ foreign currency positions.
In order to mitigate the effects of exchange rate risk in areas outside the U.S., we endeavor to pay a portion of our expenses in local currencies to partially offset revenues that are denominated in the same local currencies.
In order to mitigate the effects of exchange rate risk in areas outside the U.S., we endeavor to pay a portion of our expenses in local currencies to partially offset revenues that are denominated in the same local currencies. In addition, a substantial portion of our contracts are denominated, and provide for collections from our customers, in U.S. dollars.
For the years ended December 31, 2022, we recorded foreign currency transaction losses of $23.4 million, primarily related to U.S. dollar denominated intercompany debt in our U.K. entities. Interest Rate Risk.
For the year ended December 31, 2024, we recorded foreign currency transaction losses of $1.5 million, primarily related to U.S. dollar denominated debt in our U.K. and Brazil entities.

Other HLX 10-K year-over-year comparisons