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What changed in HELIX ENERGY SOLUTIONS GROUP INC's 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of HELIX ENERGY SOLUTIONS GROUP INC's 2023 and 2024 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 2024 report.

+313 added−347 removedSource: 10-K (2025-02-27) vs 10-K (2024-02-29)

Top changes in HELIX ENERGY SOLUTIONS GROUP INC's 2024 10-K

313 paragraphs added · 347 removed · 252 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

157 edited+28 added−47 removed151 unchanged
Biggest changeThe 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 in oil-producing regions; ● actions taken by the Organization of Petroleum Exporting Countries (“OPEC”) and other non-OPEC producer nations (collectively with OPEC members, “OPEC+”) ; ● the occurrence or threat of an epidemic or pandemic disease and any related governmental response ; ● 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; 17 Table of Contents ● 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 with respect to marine operations; ● laws, regulations and policies directly related to the industries in which we provide services, including restrictions on oil and gas leases, and their interpretation and enforcement; ● environmental and other governmental regulations; and ● tax laws, regulations and policies.
Biggest changeThe 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+”) ; 16 Table of Contents ● 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.
Our Well Intervention segment provides services enabling our customers to safely access subsea offshore wells for the purpose of performing production enhancement or decommissioning operations, thereby mitigating the need to drill new wells by extending the useful lives of existing wells and preserving the environment by preventing uncontrolled releases of oil and natural gas.
Well Intervention Our Well Intervention segment provides services enabling our customers to safely access subsea offshore wells for the purpose of performing production enhancement or decommissioning operations, thereby mitigating the need to drill new wells by extending the useful lives of existing wells and preserving the environment by preventing uncontrolled releases of oil and natural gas.
These regimes are applicable in most countries where we operate; however, the vessel’s flag state and the country where we operate may impose additional requirements, as described below. In addition, these conventions impose liability for certain environmental discharges, including strict liability in some cases. U.S. Overview In the U.S., we are subject to the jurisdiction of the U.S.
These regimes are applicable in most countries where we operate; however, the vessel’s flag state and the country where we operate may impose additional requirements, including as described below. In addition, these conventions impose liability for certain environmental discharges, including strict liability in some cases. U.S. Overview In the U.S., we are subject to the jurisdiction of the U.S.
We also carry Protection and Indemnity insurance, which covers liabilities arising from the operation of vessels, and General Liability insurance, which covers liabilities arising from general operations. Onshore employees are covered by Workers’ Compensation. Offshore employees and marine crews are covered by a Maritime Employers Liability (“MEL”) insurance policy, which covers Jones Act exposures.
We also carry Protection and Indemnity insurance, which covers liabilities arising from the operation of vessels, and General Liability insurance, which covers liabilities arising from general operations. Onshore employees are covered by Workers’ Compensation, and offshore employees and marine crews are covered by a Maritime Employers Liability (“MEL”) insurance policy, which covers Jones Act exposures.
As discussed below, we maintain insurance policies to cover some of our risk of loss associated with our operations. 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 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.
The offshore renewable energy sector also has country-specific regulations, 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.
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.
Any of these entities or persons can be “responsible parties” and are strictly liable for removal costs and damages arising from facility and vessel oil spills or threatened spills. Failure to comply with OPA may result in the assessment of civil, administrative and criminal penalties.
Any of these entities or persons can be “responsible parties” which are strictly liable for removal costs and damages arising from facility and vessel oil spills or threatened spills. Failure to comply with OPA may result in the assessment of civil, administrative and criminal penalties.
A SIL can be utilized for wireline, logging, light perforating, zone isolation, plug setting and removal, and decommissioning, and it facilitates access to subsea wells from a monohull vessel to provide safe, efficient and cost effective riserless well intervention and abandonment solutions.
A SIL can be utilized for wireline, logging, light perforating, zone isolation, plug setting and removal, and decommissioning, and it facilitates access to subsea wells from a vessel to provide safe, efficient and cost effective riserless well intervention and abandonment solutions.
Production Facilities 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.
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.
Copies of this Annual Report for the year ended December 31, 2023, 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, 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.
In addition, OPA requires owners and operators of vessels over 300 gross tons to provide the Coast Guard with evidence of financial responsibility to cover the cost of cleaning up oil spills from those vessels. A number of foreign jurisdictions also require us to present satisfactory evidence of financial responsibility. We satisfy these requirements through appropriate insurance coverage.
In addition, OPA requires owners and operators of vessels over 300 gross tons to provide the Coast Guard with evidence of financial responsibility to cover the cost of cleaning up oil spills from those vessels. A number of foreign jurisdictions also require us to present satisfactory evidence of financial responsibility. We address these requirements through appropriate insurance coverage.
Our principal competitors in the robotics business include Atlantic Marine, Briggs Marine, C-Innovation, DeepOcean, DOF Subsea, Fugro, James Fisher, Oceaneering, ROVOP and UTROV.
Our principal competitors in the robotics business include Atlantic Marine, Briggs Marine, C-Innovation, DeepOcean, DOF Subsea, Fugro, James Fisher, Oceaneering and UTROV.
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 full-field decommissioning operations. 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 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. 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.
The HP I has been under contract to the Phoenix field operator since February 2013 and is currently under an agreement through at least June 1, 2025. 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 HP I has been under contract to the Phoenix field operator since February 2013 and is currently under an agreement through at least June 1, 2026. We developed the HFRS in 2011 as a culmination of our experience as a responder in the 2010 Macondo well control and containment efforts.
Our principal executive officer and our principal financial officer have made the certifications required under Section 302 of the Sarbanes-Oxley Act, which are included as exhibits to this Annual Report. Please refer to the subsection “Certain Definitions” on page 15 for definitions of additional terms commonly used in this Annual Report.
Our principal executive officer and our principal financial officer have made the certifications required under Section 302 of the Sarbanes-Oxley Act, which are included as exhibits to this Annual Report. Please refer to the subsection “Certain Definitions” on page 14 for definitions of additional terms commonly used in this Annual Report.
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 Gulf of Mexico (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 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.
However, changes in environmental laws and regulations, changes in the ways such laws and regulations are interpreted or enforced, or claims for damages to persons, property, natural resources or the environment, could result in substantial costs and liabilities, and thus there can be no assurance that we will not incur significant environmental compliance costs or liabilities in the future.
However, changes in environmental laws and regulations, changes in the ways such laws and regulations are interpreted or enforced, or claims for damages to persons, property, natural resources or the environment, could result in substantial costs and liabilities, and accordingly there can be no assurance that we will not incur significant environmental compliance costs or liabilities in the future.
Industry uncertainty and domestic and global economic conditions, including the financial condition of our customers, suppliers, lenders, insurers and other financial institutions generally, could jeopardize the ability of such parties to perform their obligations to us, including obligations to pay amounts owed to us and to deliver goods and/or services to us in a timely matter.
Industry uncertainty and domestic and global economic conditions, including the financial condition of our customers, suppliers, lenders, insurers and other financial institutions generally, could jeopardize the ability of such parties to perform their obligations to us, including obligations to pay amounts owed to us and to deliver goods and/or services to us in a timely manner.
Specifically, the Corporate Governance and Nominating Committee of our Board (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.
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.
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 reduce our environmental impact, 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. 8 Table of Contents We emphasize continual improvement by establishing goals to improve our safety record and increase transparency for our stakeholders.
We may execute a strategic transaction that may not achieve intended results, could increase our debt or the number of our shares outstanding, or result in a change of control. We have executed acquisitions and divestitures in the past, and in the future we may evaluate and potentially enter into additional strategic transactions.
GENERAL RISKS We may execute a strategic transaction that may not achieve intended results, could increase our debt or the number of our shares outstanding, or result in a change of control. We have executed acquisitions and divestitures in the past, and in the future we may evaluate and potentially enter into additional strategic transactions.
Our well intervention vessels include the Q4000 , the Q5000 , the Q7000 , the Seawell , the Well Enhancer , and the two chartered monohull 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 Siem Helix 1 and the Siem Helix 2 .
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 2023 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 2024 as required under its Listed Company Manual.
We separately maintain additional coverage designed to cover us under certain circumstances against any such third-party claims associated with well control events. We receive Workers’ Compensation, MEL and other insurance claims in the normal course of business. We analyze each claim for its validity, potential exposure and estimated ultimate liability.
We separately maintain additional coverage designed to cover us under certain circumstances against any such third-party claims associated with well control events. 13 Table of Contents We receive Workers’ Compensation, MEL and other insurance claims in the normal course of business. We analyze each claim for its validity, potential exposure and estimated ultimate liability.
GENERAL RISKS The loss of the services of one or more of our key employees, or our failure to attract and retain other highly qualified personnel and other skilled workers in the future, could disrupt our operations and adversely affect our financial results.
The loss of the services of one or more of our key employees, or our failure to attract and retain other highly qualified personnel and other skilled workers in the future, could disrupt our operations and adversely affect our financial results.
We may also face supply chain issues such as loss of access to spares and equipment, which could cause operational delays and loss of revenue. 19 Table of Contents Although we assess the creditworthiness of our counterparties, a variety of conditions and factors could lead to changes in a counterparty’s liquidity and increase our exposure to credit risk and bad debts.
We may also face supply chain issues such as loss of access to spares and equipment, which could cause operational delays and loss of revenue. Although we assess the creditworthiness of our counterparties, a variety of conditions and factors could lead to changes in a counterparty’s liquidity and increase our exposure to credit risk and bad debts.
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.
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. 18 Table of Contents 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.
We operate robotics assets to support offshore energy projects for the renewable energy market and to complement offshore construction, maintenance and well intervention services for the oil and gas market. We often integrate our services with chartered vessels. Our robotics business operates globally, with primary operations in the North Sea, Gulf of Mexico, U.S.
We operate robotics assets to support offshore energy projects for the renewable energy market and to complement offshore construction, maintenance and well intervention services for the oil and gas market. We often integrate our services with chartered vessels. Our robotics business operates globally, with primary operations in the North Sea, U.S Gulf Coast, U.S.
The operation of oil and gas properties located on the OCS is regulated primarily by BOEM and BSEE. Among other requirements, BOEM requires lessees of OCS properties to post bonds or provide other adequate financial assurance in connection with the P&A of wells located offshore and the removal of production facilities.
The operation of oil and gas properties located on the OCS is regulated primarily by BOEM and BSEE. Among other requirements, BOEM may require lessees of OCS properties to post bonds or provide other adequate financial assurance in connection with the P&A of wells located offshore and the removal of production facilities.
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 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. ● Production Facilities. Provision of the Helix Producer I (the “ HP I ”) as an oil and natural gas processing facility.
Furthermore, we may also experience increased cybersecurity risk as some of our onshore personnel may periodically work remotely. In addition to our own systems and networks, we use third-party service providers to process certain data or information on our behalf.
Furthermore, we may also experience increased cybersecurity risk as some of our onshore personnel may periodically work remotely. 26 Table of Contents In addition to our own systems and networks, we use third-party service providers to process certain data or information on our behalf.
We satisfy the requirement under Item 5.05 of Form 8-K to disclose any amendments to our Code of Business Conduct and Ethics and our Code of Ethics for Chief Executive Officer and Senior Financial Officers and any waiver from any provision of those codes by posting that information in the “For the Investor” section of our website at www.helixesg.com .
We satisfy the requirement under Item 5.05 of Form 8-K to disclose any amendments to our Code of Business Conduct and Ethics and our Code of Ethics for Chief Executive Officer and Senior Financial Officers and any waiver from any provision of those codes by posting that information in the Investor Relations section of our website at www.helixesg.com .
We utilize and rely on a variety of advanced assets and other tools, such as our vessels, DP systems, intervention systems, ROVs and trenchers, to provide customers with services designed to meet the technological challenges of their subsea activities worldwide. In some instances we hold intellectual property (“IP”) rights related to our business.
Our industry is highly technical. We utilize and rely on a variety of advanced assets and other tools, such as our vessels, DP systems, intervention systems, ROVs and trenchers, to provide customers with services designed to meet the technological challenges of their subsea activities worldwide. In some instances we hold intellectual property (“IP”) rights related to our business.
We can provide no assurance, however, that we will obtain such contractual indemnification or that our customers will be willing or financially able to meet their indemnification obligations. Our operations outside of the U.S. subject us to additional risks.
We can provide no assurance, however, that we will obtain such contractual indemnification or that our customers will be willing or financially able to meet their indemnification obligations. 21 Table of Contents Our operations outside of the U.S. subject us to additional risks.
In Brazil, we provide well intervention services with the Siem Helix 1 and Siem Helix 2 vessels under long-term charter from Siem Offshore AS (“Siem”). 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 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.
Certain areas in which we operate experience unfavorable weather conditions including hurricanes and extreme storms on a relatively frequent basis. Substantially all of our facilities and assets offshore and along the Gulf of Mexico and the North Sea are susceptible to damage and/or total loss by these weather conditions.
Certain areas in which we operate experience unfavorable weather conditions including hurricanes and extreme storms on a relatively frequent basis. Substantially all of our facilities and assets offshore and along the U.S. Gulf Coast and the North Sea are susceptible to damage and/or total loss by these weather conditions.
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 2023, revenues derived from offshore renewable energy contracts accounted for 42% of our global Robotics segment revenues.
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.
We could also face fines, sanctions and other penalties from authorities, including prohibition of our participating in or curtailment of business operations in certain jurisdictions and the seizure of vessels or other assets.
We could also face fines, sanctions and other penalties from 25 Table of Contents authorities, including prohibition of our participating in or curtailment of business operations in certain jurisdictions and the seizure of vessels or other assets.
The level of indebtedness may have an adverse effect on our future operations, including: ● limiting our ability to refinance maturing debt or to obtain additional financing on satisfactory terms to fund our working capital requirements, capital expenditures, acquisitions, investments, debt service requirements and other general corporate requirements; ● increasing our vulnerability to a general economic downturn, competition and industry conditions, which could place us at a disadvantage compared to our competitors that are less leveraged; ● increasing our exposure to potential rising interest rates for any portion of our borrowings that may be at variable interest rates or at risk to be refinanced at rising rates; ● reducing the availability of our cash flows to fund our working capital requirements, capital expenditures, acquisitions, investments and other general corporate requirements for that portion of our cash flows that may be needed to service debt obligations; ● limiting our flexibility in planning for, or reacting to, changes in our business and the industry in which we operate; ● limiting our ability to expand our business through capital expenditures or pursuit of acquisition opportunities due to negative covenants in credit facilities that place limitations on the types and amounts of investments that we may make; ● limiting our ability to use, or post security for, bonds or similar instruments required under the laws of certain jurisdictions with respect to, among other things, the temporary importation of vessels, systems and other equipment and the decommissioning of offshore oil and gas properties; and ● limiting our ability to sell or pledge assets or use proceeds from certain asset sales for purposes other than debt repayment. 23 Table of Contents 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.
The level of indebtedness may have an adverse effect on our future operations, including: ● limiting our ability to refinance maturing debt or to obtain additional financing on satisfactory terms to fund our working capital requirements, capital expenditures, acquisitions, investments, debt service requirements and other general corporate requirements; ● increasing our vulnerability to a general economic downturn, competition and industry conditions, which could place us at a disadvantage compared to our competitors that are less leveraged; ● increasing our exposure to potential rising interest rates for any portion of our borrowings that may be at variable interest rates or at risk to be refinanced at rising rates; ● reducing the availability of our cash flows to fund our working capital requirements, capital expenditures, acquisitions, investments and other general corporate requirements for that portion of our cash flows that may be needed to service debt obligations; ● limiting our flexibility in planning for, or reacting to, changes in our business and the industry in which we operate; ● limiting our ability to expand our business through capital expenditures or pursuit of acquisition opportunities due to negative covenants in credit facilities that place limitations on the types and amounts of investments that we may make; ● limiting our ability to use, or post security for, bonds or similar instruments required under the laws of certain jurisdictions with respect to, among other things, the temporary importation of vessels, systems and other equipment and the decommissioning of offshore oil and gas properties; and ● limiting our ability to sell or pledge assets or use proceeds from certain asset sales for purposes other than debt repayment.
Water Pollution For operations in the U.S., the Clean Water Act imposes controls on the discharge of pollutants into the navigable waters of the U.S. and imposes potential liability for the costs of remediating releases of petroleum and other substances. Permits must be obtained to discharge pollutants into state and federal waters.
Water Pollution For operations in the U.S., the Clean Water Act imposes controls on the discharge of pollutants into the navigable waters of the U.S. and imposes potential liability for the costs of remediating releases of petroleum and other substances. Permits may be obtained to discharge certain types of pollutants into state and federal waters.
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 five customers that represent approximately 55% of our total backlog as of December 31, 2023.
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 five customers that represent approximately 90% of our total backlog as of December 31, 2024.
We also have entered into long-term charter agreements for the Siem Helix 1 and Siem Helix 2 vessels. Should our contracts with customers be canceled, terminated or breached and/or if we do not secure work for the chartered vessels, we are still required to make charter payments.
Further, we charter our robotics support vessels under time charter agreements. We also have entered into long-term charter agreements for the Siem Helix 1 and Siem Helix 2 vessels. Should our contracts with customers be canceled, terminated or breached and/or if we do not secure work for the chartered vessels, we are still required to make charter payments.
In addition, the “For the Investor” section of our website contains copies of our Code of Business Conduct and Ethics and our Code of Ethics for Chief Executive Officer and Senior Financial Officers and our Corporate Sustainability Report. We make our website content available for informational purposes only.
In addition, the Investor Relations section of our website contains copies of our Code of Business Conduct and Ethics and our Code of Ethics for Chief Executive Officer and Senior Financial Officers and our Corporate Sustainability Report. We make our website content available for informational purposes only.
Historically, this work was performed by barges and other similar vessels, but these types of services are increasingly being contracted to vessels more suitable for harsh offshore weather conditions, especially in the North Sea where offshore wind farm activity is currently concentrated.
Historically, this work was performed by barges and other similar vessels, but these types of services are increasingly being contracted to vessels more suitable for harsh offshore weather conditions where offshore wind farm activity is currently concentrated.
Our operations outside of the U.S. are subject to risks inherent in foreign operations, including: ● the loss of revenue, property and equipment from expropriation, nationalization, war, insurrection, acts of terrorism and other political risks; ● increases in taxes and governmental royalties; ● laws and regulations affecting our operations, including with respect to customs, assessments and procedures, and similar laws and regulations that may affect our ability to move our assets and/or personnel in and out of foreign jurisdictions; ● renegotiation or abrogation of contracts with governmental and quasi-governmental entities; ● changes in laws and policies governing operations of foreign-based companies; ● currency exchange restrictions and exchange rate fluctuations; ● global economic cycles; ● restrictions or quotas on production and commodity sales; ● limited market access; ● trade and labor unions as well as local content requirements; and ● other uncertainties arising out of foreign government sovereignty over our international operations. 22 Table of Contents Certain countries have in place or are in the process of developing complex laws for foreign companies doing business in these countries.
Our operations outside of the U.S. are subject to risks inherent in foreign operations, including: ● the loss of revenue, property and equipment from expropriation, nationalization, war, insurrection, acts of terrorism and other political risks; ● increases in taxes and governmental royalties; ● laws and regulations affecting our operations, including with respect to customs, assessments and procedures, and similar laws and regulations that may affect our ability to move our assets and/or personnel in and out of foreign jurisdictions; ● renegotiation or abrogation of contracts with governmental and quasi-governmental entities; ● changes in laws and policies governing operations of foreign-based companies; ● currency exchange restrictions and exchange rate fluctuations; ● global economic cycles; ● restrictions or quotas on production and commodity sales; ● limited market access; ● trade and labor unions as well as local content requirements; and ● other uncertainties arising out of foreign government sovereignty over our international operations.
The Siem Helix 2 commenced operations in December 2017 and is under contract with Petrobras through at least December 2024. 6 Table of Contents 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 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.
We are committed to attracting and retaining high-performing employees through this diverse talent base and evaluating and promoting throughout our organization based on skills and performance.
Attraction and Retention of Talent We are committed to attracting and retaining high-performing employees through our diverse talent base and evaluating and promoting throughout our organization based on skills and performance.
The percentages of consolidated revenues from major customers (those representing 10% or more of our consolidated revenues) are as follows: 2023 — Apache (11%) and Shell (10%); 2022 — Shell (15%); and 2021 — Petrobras (23%) and Shell (17%). We provided services to over 90 customers in 2023. 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: 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.
While the Board and its Committees oversee strategic sustainability initiatives, our Climate Change Action Committee, comprised of key leaders from QHSE, 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, 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.
The extent to which our operations and financial results may be affected by any such ongoing 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 oil and gas production customers. Our renewables business may be adversely affected by industry-specific economic and market factors.
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. 17 Table of Contents Our renewables business may be adversely affected by industry-specific economic, regulatory and market factors.
A prolonged period of difficult industry conditions, the failure of our customers to expend funds on our services or a longer period of lower rates for our services, coupled with certain fixed obligations that we have related to debt repayment, long-term vessel time charter contracts and certain other commitments related to ongoing operational activities, could lead to a material adverse effect on our liquidity and financial position.
A prolonged period of difficult industry conditions, the failure of our customers to expend funds on our services or a longer period of lower rates for our services, coupled with certain fixed obligations that we have related to debt repayment, long-term vessel time charter contracts and certain other commitments related to ongoing operational activities, could lead to a material adverse effect on our liquidity and financial position. 23 Table of Contents Lack of access to the financial markets could negatively impact our ability to operate our business.
On January 1, 2021, the National Defense Authorization Act for fiscal year 2021 came into force which, among other things, extended federal law, including the Jones Act, to U.S. offshore wind farm projects, making it more difficult and/or costly to provide for U.S. renewables customers the services that we currently provide for renewables customers in the North Sea and Asia Pacific.
The National Defense Authorization Act for fiscal year 2021, among other things, extends federal law, including the Jones Act, to U.S. offshore wind farm projects, making it more difficult and/or costly to provide for U.S. renewables customers the services that we currently provide for renewables customers in the North Sea and Asia Pacific.
In the event of termination or modification of a contract due to late delivery, we may not be able to secure a replacement contract on favorable terms, if at all, which could have a material adverse effect on our business, financial position, results of operations and cash flows. 20 Table of Contents We may not be able to compete successfully against current and future competitors.
In the event of termination or modification of a contract due to late delivery, we may not be able to secure a replacement contract on favorable terms, if at all, which could have a material adverse effect on our business, financial position, results of operations and cash flows.
Lastly, the Compensation Committee of our Board (the “Compensation Committee”) oversees executive management performance and compensation, including sustainability key performance indicators and human capital resources.
Lastly, our Board’s Compensation Committee (the “Compensation Committee”) oversees executive management performance and compensation, including sustainability key performance indicators and human capital management.
In addition to its end-of-life decommissioning services, Helix Alliance 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.
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.
In the U.S., the Coast Guard sets safety standards and is authorized to investigate marine incidents, recommend safety standards, and inspect vessels at will. We also adhere to manning requirements implemented by the Coast Guard for operations on the U.S.
In the U.S., the Coast Guard sets safety standards and is authorized to investigate marine incidents, recommend safety standards, and inspect vessels at will. We are also bound by manning requirements implemented by the Coast Guard for operations on the U.S. Outer Continental Shelf (“OCS”).
Violations can result in substantial civil and criminal penalties, as well as potential court injunctions that could curtail operations and cancel leases. 13 Table of Contents Current Compliance and Potential Impact We believe that we are in compliance in all material respects with the applicable environmental laws and regulations to which we are subject.
Violations can result in substantial civil and criminal penalties, as well as potential court injunctions that could curtail operations and cancel leases. Current Compliance and Potential Impact We believe we are in compliance in all material respects with applicable environmental laws and regulations.
The Organization for Economic Co-operation and Development, the EU and individual taxing jurisdictions are focused on tax base erosion and profit shifting as well as minimum tax directives (including Pillar Two). These initiatives and directives continue to evolve with country specific implementation legislation forthcoming.
The Organization for Economic Co-operation and Development, the European Union and individual taxing jurisdictions are focused on tax base erosion and profit shifting as well as minimum tax directives (including Pillar Two). These initiatives and directives continue to evolve with country specific implementation legislation forthcoming. We anticipate increased disclosure and reporting to facilitate compliance with these directives.
The vessel underwent major capital upgrades in 2015 to extend its estimated useful economic life by approximately 15 years. The Q7000 semi-submersible well intervention vessel commenced operations in January 2020 performing various integrated well intervention operations offshore Nigeria and is currently performing decommissioning campaigns in the Asia Pacific region.
The vessel underwent major capital upgrades in 2015 to extend its estimated useful economic life by approximately 15 years. The Q7000 semi-submersible well intervention vessel commenced operations in January 2020 performing various integrated well intervention operations offshore Nigeria and is currently in the mobilization phase for well intervention work offshore Brazil.
Marine operations conducted in the North Sea and the Gulf of Mexico shelf are seasonal and depend, in part, on weather conditions.
Marine operations conducted in the North Sea and the U.S. Gulf Coast shelf are seasonal and depend, in part, on weather conditions.
Being an owner and operator of wells subjects us to additional regulatory oversight from the Bureau of Ocean Energy Management (“BOEM”) and the Bureau of Safety and Environmental Enforcement (“BSEE”). 10 Table of Contents International Conventions Our vessels are subject to applicable international maritime convention requirements, which include, but are not limited to, the International Convention for the Prevention of Pollution from Ships (“MARPOL”), the International Convention on Civil Liability for Oil Pollution Damage of 1969, the International Convention on Civil Liability for Bunker Oil Pollution Damage of 2001 (ratified in 2008), the International Convention for the Safety of Life at Sea of 1974 (“SOLAS”), the International Safety Management Code for the Safe Operation of Ships and for Pollution Prevention (the “ISM Code”), the Code for the Construction and Equipment of Mobile Offshore Drilling Units (the “MODU Code”), and the International Convention for the Control and Management of Ships’ Ballast Water and Sediments (the “BWM Convention”).
International Conventions Our vessels are subject to applicable international maritime convention requirements, which include, but are not limited to, the International Convention for the Prevention of Pollution from Ships (“MARPOL”), the International Convention on Civil Liability for Oil Pollution Damage of 1969, the International Convention on Civil Liability for Bunker Oil Pollution Damage of 2001 (ratified in 2008), the International Convention for the Safety of Life at Sea of 1974 (“SOLAS”), the International Safety Management Code for the Safe Operation of Ships and for Pollution Prevention (the “ISM Code”), the Code for the Construction and Equipment of Mobile Offshore Drilling Units (the “MODU Code”), and the International Convention for the Control and Management of Ships’ Ballast Water and Sediments (the “BWM Convention”).
The industries in which we operate are highly competitive. An oversupply of offshore drilling rigs coupled with a significant slowdown in industry activities results in increased competition from drilling rigs as well as substantially lower rates on work that is being performed.
We may not be able to compete successfully against current and future competitors. The industries in which we operate are highly competitive. An oversupply of offshore drilling rigs coupled with a significant slowdown in industry activities results in increased competition from drilling rigs as well as substantially lower rates on work that is being performed.
The U.S. Foreign Corrupt Practices Act and similar anti-bribery laws in other jurisdictions, including the United Kingdom Bribery Act 2010 and Brazil’s Clean Company Act, generally prohibit companies and their intermediaries from making improper payments to foreign officials for the purpose of obtaining or retaining business.
Foreign Corrupt Practices Act and similar anti-bribery laws in other jurisdictions, including the United Kingdom Bribery Act 2010 and Brazil’s Clean Company Act, generally prohibit companies and their intermediaries from making improper payments to foreign officials for the purpose of obtaining or retaining business. We operate in many parts of the world that have experienced corruption to some degree.
Our hiring managers and human resources departments in all regions partner to find the best candidates without regard to factors such as race, religion, color, national origin, age, sex, gender, sexual orientation, gender identity, disability, marital status, veteran status, genetic information or any other basis that would be in violation of any applicable federal, state, local or international law.
We seek the best candidates without regard to factors such as race, religion, color, national origin, age, sex, gender, sexual orientation, gender identity, disability, marital status, veteran status, genetic information, socioeconomic background or any other basis that would be in violation of any applicable federal, state, local or international law.
Moreover, even if we do not experience direct damage from any of these weather conditions, we may experience disruptions in our operations if our personnel is adversely impacted, or because customers may adjust their activities due to damage to their assets, platforms, pipelines and other related facilities. 21 Table of Contents The operation of marine vessels is risky, and we do not have insurance coverage for all risks.
Moreover, even if we do not experience direct damage from any of these weather conditions, we may experience disruptions in our operations if our personnel is adversely impacted, or because customers may adjust their activities due to damage to their assets, platforms, pipelines and other related facilities.
We have employment and other long-term incentive arrangements with all of our executive officers that could require cash and/or equity payments and covenants in our asset-based credit agreement (the “ABL Facility”) that could put us in breach, in the event of a “change of control.” Any or all of these provisions or factors may discourage a takeover proposal or tender offer not approved by management and our Board and could result in shareholders who may wish to participate in such a proposal or tender offer receiving less in return for their shares than otherwise might be available in the event of a takeover attempt. ​ 29 Table of Contents Item 1B.
We have employment and other long-term incentive arrangements with all of our executive officers that could require cash and/or equity payments and covenants in our asset-based credit agreement (the “Amended ABL Facility”) that could put us in breach, in the event of a “change of control.” Any or all of these provisions or factors may discourage a takeover proposal or tender offer not approved by management and our Board and could result in shareholders who may wish to participate in such a proposal or tender offer receiving less in return for their shares than otherwise might be available in the event of a takeover attempt. 27 Table of Contents Our ability to repurchase shares through any share repurchase program is subject to certain considerations, including availability of Free Cash Flow, and any repurchases could affect the price of our common stock and increase volatility.
We acquire insurance protection that we believe is adequate for our business operations, although there can be no assurance that the amount of insurance we carry is sufficient to protect us fully in all events to which we may be liable or that such insurance will continue to be available at current levels of cost or coverage. 14 Table of Contents WEBSITE AND OTHER AVAILABLE INFORMATION We maintain a website on the Internet with the address of www.helixesg.com .
We acquire insurance protection that we believe is adequate for our business operations, although there can be no assurance that the amount of insurance we carry is sufficient to protect us fully in all events to which we may be liable or that such insurance will continue to be available at current levels of cost or coverage.
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 .
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.
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 are required to maintain a BSEE-approved Oil Spill Response Plan.
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.
In tandem with such disclosures and targets, we continued to support renewable energy developments. 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.
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.
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.
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.
These efforts are published in greater detail in our most recent Corporate Sustainability Report, a copy of which is available on our website at www.helixesg.com/about-helix/our-company/corporate-sustainability . HUMAN CAPITAL RESOURCES Labor Practices As of December 31, 2023, we had 2,531 employees. Of our total employees, we had 480 employees covered by collective bargaining agreements or similar arrangements.
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.
For example, insurance carriers require broad exclusions for losses due to war risk and terrorist acts, and limitations for wind storm damage. The current insurance on our assets is in amounts approximating replacement value.
In some instances, certain insurance could become unavailable or available only for reduced amounts of coverage. For example, insurance carriers require broad exclusions for losses due to war risk and terrorist acts, and limitations for wind storm damage. The current insurance on our assets is in amounts approximating replacement value.
Each of our vessels must also maintain its “in-class” status with a classification society, evidencing that the vessel has been built and maintained in accordance with the rules of the classification society and complies with applicable flag state rules and international conventions. Our vessels generally must undergo a class survey once every five years.
Each of our vessels is subject to a “class” status with a classification society, with respect to whether the vessel has been built and maintained in accordance with the rules of the classification society and complies with applicable flag state rules and international conventions. Our vessels generally undergo a class survey once every five years.
The HFRS combines the HP I , the Q4000 and the Q5000 with certain well control equipment that can be deployed to respond to a well control incident.
The HFRS combines our capabilities with certain well control equipment that can be deployed to respond to a well control incident.
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.
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.
In addition, concern about climate change and greenhouse gases may result in new or additional legal, legislative, and/or regulatory requirements designed to reduce or mitigate the effects of climate change on the environment. Any such new requirements could increase our operating costs and impede our ability to provide services to our customers.
In addition, concern about climate change and greenhouse gases may result in new or additional legal, legislative, and/or regulatory requirements designed to reduce or mitigate the effects of climate change on the environment.
Services we currently offer to the offshore renewable energy market worldwide include: ● Trenching. Cable burial via jetting and/or cutting by self-propelled trenching 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 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.
We may also experience challenges in connection with our offshore crew changes due to health and travel restrictions, or a decline in the available offshore workforce, whether due to the pandemic, considerations related to our protocols, attrition from our industry, or a combination of the foregoing. 27 Table of Contents Cybersecurity breaches or business system disruptions may adversely affect our business.
We may also experience challenges in connection with our offshore crew changes due to health and travel restrictions, or a decline in the available offshore workforce, whether due to the pandemic, considerations related to our protocols, attrition from our industry, or a combination of the foregoing. ​ Item 1B. Unresolved Staff Comments None. ​
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.
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.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeThe reconciliation of our net loss to EBITDA and Adjusted EBITDA is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2023 2022 2021 Net loss ​ $ (10,838) ​ $ (87,784) ​ $ (61,684) Adjustments: ​ ​ ​ Income tax provision (benefit) ​ 18,352 ​ 12,603 ​ (8,958) Net interest expense ​ 17,338 ​ 18,950 ​ 23,201 Other expense, net ​ 3,590 ​ 23,330 ​ 1,490 Depreciation and amortization ​ 164,116 ​ 142,686 ​ 141,514 Gain on equity investment ​ — ​ (8,262) ​ — EBITDA ​ 192,558 ​ 101,523 ​ 95,563 Adjustments: ​ ​ ​ (Gain) loss on disposition of assets, net ​ (367) ​ — ​ 631 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 ​ 1,149 ​ 781 ​ (54) Loss on extinguishment of long-term debt ​ 37,277 ​ — ​ 136 Adjusted EBITDA ​ $ 273,403 ​ $ 121,022 ​ $ 96,276 ​ The reconciliation of our cash flows from operating activities to Free Cash Flow is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2023 2022 2021 Cash flows from operating activities ​ $ 152,457 ​ $ 51,108 ​ $ 140,117 Less: Capital expenditures, net of proceeds from asset sales and insurance recoveries ​ (18,659) ​ (33,504) ​ (8,271) Free Cash Flow ​ $ 133,798 ​ $ 17,604 ​ $ 131,846 ​ The reconciliation of our long-term debt to Net Debt is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2023 2022 Long-term debt including current maturities ​ $ 361,722 ​ $ 264,075 Less: Cash and cash equivalents and restricted cash ​ (332,191) ​ (189,111) Net Debt ​ $ 29,531 ​ $ 74,964 ​ 38 Table of Contents Comparison of Years Ended December 31, 2023 and 2022 We have four reportable business segments: Well Intervention, Robotics, Shallow Water Abandonment and Production Facilities.
Biggest changeIn 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.
We are entitled to receive $30.0 million (undiscounted) from Marathon Oil as certain decommissioning obligations associated with Droshky oil and gas properties are fulfilled. Regulatory certification and dry dock. Our vessels and systems are subject to certain regulatory recertification requirements that must be satisfied in order for the vessels and systems to operate.
We are entitled to receive $30.0 million (undiscounted) from Marathon Oil Corporation as certain decommissioning obligations associated with Droshky oil and gas properties are fulfilled. Regulatory certification and dry dock. Our vessels and systems are subject to certain regulatory recertification requirements that must be satisfied in order for the vessels and systems to operate.
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 and restricted cash.
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.
We expect the sources of funds to satisfy our material cash requirements to primarily come from our ongoing operations and existing cash on hand, but may also come from availability under the Amended ABL Facility and access to capital markets. 44 Table of Contents CRITICAL ACCOUNTING ESTIMATES AND POLICIES Our discussion and analysis of our financial condition and results of operations, as reflected in the consolidated financial statements and related footnotes included in Item 8 .
We expect the sources of funds to satisfy our material cash requirements to primarily come from our ongoing operations and existing cash on hand, but may also come from availability under the Amended ABL Facility and access to capital markets. 42 Table of Contents CRITICAL ACCOUNTING ESTIMATES AND POLICIES Our discussion and analysis of our financial condition and results of operations, as reflected in the consolidated financial statements and related footnotes included in Item 8 .
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 full-field decommissioning operations. We operate through our four business segments: Well Intervention, Robotics, Shallow Water Abandonment and Production Facilities.
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.
Those obligations, which are presented on a discounted basis on the consolidated balance sheets, approximate $80.9 million (undiscounted) for Thunder Hawk Field oil and gas properties and $37.1 million (undiscounted) for Droshky oil and gas properties as of December 31, 2023, none of which is expected to be paid during the next 12 months.
Those obligations, which are presented on a discounted basis on the consolidated balance sheets, approximate $80.9 million (undiscounted) for Thunder Hawk Field oil and gas properties and $37.1 million (undiscounted) for Droshky oil and gas properties as of December 31, 2024, none of which is expected to be paid during the next 12 months.
Comparison of Years Ended December 31, 2022 and 2021 Various financial and operational highlights for the years ended December 31, 2022 and 2021 were previously presented in our 2022 Annual Report on Form 10-K.
Comparison of Years Ended December 31, 2023 and 2022 Various financial and operational highlights for the years ended December 31, 2023 and 2022 were previously presented in our 2023 Annual Report on Form 10-K.
(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 2023 and 2022 included 310 and 420 spot vessel days, respectively, at near full utilization.
(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.
Long-term debt and other contractual commitments The following table summarizes (in thousands) the principal amount of our long-term debt and related debt service costs as well as other contractual commitments, which include commitments for property and equipment, operating lease obligations and Alliance earn-out consideration, as of December 31, 2023 and the portions of those amounts that are short-term (due in less than one year) and long-term (due in one year or greater) based on their stated maturities.
Long-term debt and other contractual commitments The following table summarizes (in thousands) the principal amount of our long-term debt and related debt service costs as well as other contractual commitments, which include commitments for property and equipment and operating lease obligations, as of December 31, 2024 and the portions of those amounts that are short-term (due in less than one year) and long-term (due in one year or greater) based on their stated maturities.
(3) Consists of ROVs, trenchers and the IROV boulder grab. (4) Consists of liftboats, OSVs, DSVs, a heavy lift derrick barge and a crew boat. (5) Consists of P&A and CT systems. ​ 39 Table of Contents Intercompany segment amounts are derived primarily from equipment and services provided to other business segments.
(3) Consists of ROVs, trenchers and IROV boulder grabs. (4) Consists of liftboats, OSVs, DSVs, a heavy lift derrick barge and a crew boat. (5) Consists of P&A and CT systems. ​ 38 Table of Contents Intercompany segment amounts are derived primarily from equipment and services provided to other business segments.
As historically 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.
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.
Financing Activities Net cash inflows from financing activities for 2023 primarily reflect proceeds from the issuance of $300.0 million 2029 Notes and the proportionate settlement of the 2026 Capped Calls, offset in part by cash outflows of $230.7 million related to the 2026 Notes, $30.4 million related to Convertible Senior Notes due 2023, the principal repayment of $8.3 million related to the MARAD Debt and $12.0 million in repurchases of our common stock under the 2023 Repurchase Program.
These outflows were offset in part by $4.4 million of cash inflows from the proportionate settlement of the 2026 Capped Calls. 41 Table of Contents Net cash inflows from financing activities for 2023 primarily reflect net proceeds of $292.0 million from the issuance of $300.0 million 2029 Notes and of $15.6 million from the proportionate settlement of the 2026 Capped Calls, offset in part by cash outflows of $230.7 million related to the repurchase of the 2026 Notes, $30.4 million related to the maturity of the Convertible Senior Notes due 2023, the principal repayment of $8.3 million related to the MARAD Debt and $12.0 million in repurchases of our common stock under the 2023 Repurchase Program.
We believe that our cash on hand, internally generated cash flows and availability under the Amended ABL Facility will be sufficient to fund our operations and service our debt and other obligations over at least the next 12 months.
We believe that our cash on hand, internally generated cash flows and availability under the Amended ABL Facility will be sufficient to fund our operations and expected capital spending, service our debt and other obligations, and execute our share repurchase program over at least the next 12 months.
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.
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.
To arrive at our measure of Adjusted EBITDA, we exclude gains or losses on disposition of assets, acquisition and integration costs, gains or losses on extinguishment of long-term debt, the change in fair value of contingent consideration and the general provision (release) for current expected credit losses, if any.
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.
We believe that the most critical accounting estimates are described below. See Note 2 to our consolidated financial statements for a detailed discussion on the application of our accounting policies. Business Acquisition We account for business acquisitions under the acquisition method of accounting.
We believe that the most critical accounting estimates are described below. See Note 2 to our consolidated financial statements for a detailed discussion on the application of our accounting policies.
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, excluding restricted cash, plus available capacity under our credit facility.
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. 40 Table of Contents 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.
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.
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.
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. Furthermore, our contracts are in certain cases cancelable without penalty.
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.
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. We are seeing oil and gas companies continue to invest in long-cycle exploration projects in addition to maintaining and/or increasing production from their existing reserves.
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.
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, ​ 2023 2022 Net working capital ​ $ 249,223 ​ $ 162,634 Long-term debt (excluding current maturities) ​ 313,430 ​ 225,875 Liquidity ​ 431,471 ​ 284,729 ​ 41 Table of Contents Net Working Capital Net working capital is equal to current assets minus current liabilities and includes cash and cash equivalents and restricted cash, current maturities of long-term debt and current operating lease liabilities.
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, ​ 2024 2023 Net working capital ​ $ 405,266 ​ $ 249,223 Long-term debt (excluding current maturities) ​ 305,971 ​ 313,430 Liquidity ​ 429,586 ​ 431,471 ​ 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.
The demand for P&A services should grow 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 Gulf of Mexico), and as customers shift resources to renewable energy.
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.
Because there usually is a lack of quoted market prices for long-lived assets, the fair value of impaired assets is typically determined based on the present values of expected future cash flows using discount rates believed to be consistent with those used by principal market participants or based on a multiple of operating cash flows validated with historical market transactions of similar assets where possible. 45 Table of Contents The review of property and equipment for impairment indicators, the projection of future cash flows of property and equipment, and the estimated fair value of any property and equipment that may be deemed unrecoverable involve significant judgment and estimation by our management.
Because there usually is a lack of quoted market prices for long-lived assets, the fair value of impaired assets is typically determined based on the present values of expected future cash flows using discount rates believed to be consistent with those used by principal market participants or based on a multiple of operating cash flows validated with historical market transactions of similar assets where possible.
We support the energy transition to renewable energy through our services in offshore wind farm developments, primarily including subsea cable trenching and burial as well as seabed clearance and preparation services.
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.
If there are cancellation fees, the amount of those fees can be substantially less than amounts reflected in backlog.
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.
See Note 3 to our consolidated financial statements for further discussion on our acquisition of Alliance during 2022. Property and Equipment We review our property and equipment for impairment indicators at least quarterly or whenever changes in facts and circumstances indicate that the carrying amount of the asset or asset group may not be recoverable.
Property and Equipment We review our property and equipment for impairment indicators at least quarterly or whenever changes in facts and circumstances indicate that the carrying amount of the asset or asset group may not be recoverable.
Regulatory recertification spend on our vessels and systems amounted to $62.5 million and $35.1 million, respectively, during the comparable year over year periods. Investing Activities Cash flows used in investing activities for 2023 decreased as compared to 2022.
Regulatory recertification spend on our vessels and systems amounted to $35.4 million and $62.5 million, respectively, during the comparable year over year periods. Investing Activities Cash flows used in investing activities for 2024 increased as compared to 2023 primarily due to higher capital expenditures with increased activity in our Robotics segment.
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. 37 Table of Contents 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.
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.
Our net interest expense totaled $17.3 million in 2023 as compared to $19.0 million in 2022, primarily reflecting higher interest income on our invested cash reserves and the repayment of certain indebtedness, offset in part by interest expense on our $300 million Senior Notes due 2029 (the “2029 Notes”) during the fourth quarter 2023 (Note 7).
Our net interest expense totaled $22.6 million in 2024 as compared to $17.3 million in 2023, primarily reflecting higher debt levels and rates on our $300 million Senior Notes due 2029 (the “2029 Notes”) in 2024 as compared to our 2026 Notes in 2023, offset in part by higher interest income on our invested cash (Note 7).
We maintain our capital allocation policy of maintaining low levels of Net Debt, 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). 36 Table of Contents We also executed a number of transactions during 2023 that demonstrate our commitment to our strategy and outlook for the markets we serve.
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.
Changes to those judgments and estimations could require us to recognize impairment charges in the future. New Accounting Standards For discussion on the potential impact of new accounting standards issued but not yet adopted, see Note 2 to our consolidated financial statements. ​
New Accounting Standards For discussion on the potential impact of new accounting standards issued but not yet adopted, see Note 2 to our consolidated financial statements. ​
(2) Operating leases include vessel charters and facility and equipment leases. At December 31, 2023, our commitment related to long-term vessel charters totaled approximately $306.4 million, of which $119.0 million was related to the non-lease (services) components that are not included in operating lease liabilities in the consolidated balance sheet as of December 31, 2023 .
At December 31, 2024, our commitment related to long-term vessel charters totaled approximately $835.5 million, of which $434.3 million was related to the non-lease (services) components that are not included in operating lease liabilities in the consolidated balance sheet as of December 31, 2024 . ​ Other material cash requirements Other material cash requirements include the following: Decommissioning.
Our consolidated 2023 gross profit increased by $149.7 million as compared to 2022, primarily reflecting increases in our Well Intervention, Robotics and Shallow Water Abandonment segments in 2023, offset in part by lower profitability in our Production Facilities segment.
Our consolidated net revenues increased by 5% in 2024 as compared to 2023, reflecting higher revenues in our Well Intervention, Robotics and Production Facilities business segments, offset in part by lower revenues in our Shallow Water Abandonment segment. Our Well Intervention revenues increased by 17% in 2024 as compared to 2023, primarily reflecting higher overall utilization and rates.
During 2023, pursuant to the 2023 Repurchase Program we repurchased a total of 1,584,045 shares of our common stock for approximately $12.0 million. 42 Table of Contents Cash Flows The following table provides summary data from our consolidated statements of cash flows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2023 2022 ​ 2021 Cash provided by (used in): ​ ​ ​ ​ ​ Operating activities ​ $ 152,457 ​ $ 51,108 ​ $ 140,117 Investing activities ​ (18,659) ​ (138,289) ​ ​ (8,271) Financing activities ​ 25,109 ​ (44,844) ​ ​ (95,997) ​ Operating Activities The increase in our operating cash flows for 2023 as compared to 2022 primarily reflects higher earnings, offset in part by higher regulatory recertification costs for our vessels and systems and higher working capital outflows.
Cash Flows The following table provides summary data from our consolidated statements of cash flows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2024 2023 ​ 2022 Cash provided by (used in): ​ ​ ​ ​ ​ Operating activities ​ $ 186,028 ​ $ 152,457 ​ $ 51,108 Investing activities ​ (22,840) ​ (18,659) ​ ​ (138,289) Financing activities ​ (125,310) ​ 25,109 ​ ​ (44,844) ​ Operating Activities The increase in our operating cash flows for 2024 as compared to 2023 primarily reflects higher operating income, lower regulatory recertification costs for our vessels and systems and working capital inflows.
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. We believe that we have a competitive advantage in performing these services efficiently.
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.
Although the amount and timing of these costs may vary and are dependent on the timing of the certification renewal period, they generally range between $3.0 million to $15.0 million per Well Intervention vessel and $0.5 million to $5.0 million per system or Helix Alliance asset.
Recertification may require dry dock and other compliance costs on a periodic basis, usually every 30 months. Although the amount and timing of these costs may vary and are dependent on the timing of the certification renewal period, they generally range between $0.2 million to $15.0 million per vessel and $0.5 million to $5.0 million per system.
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. 35 Table of Contents 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 willingness of offshore energy companies to spend on operational activities and capital projects.
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.
Global demand for oil continues to experience growth, and we expect the current market conditions will maintain continued customer spending for the industry. Despite the current commodity price environment, uncertainties to commodity price stability persist, including regional conflicts, unrest in the Middle East, OPEC+ decisions, various governmental and customer sustainability initiatives and continued shifting of resource allocation to renewable energy.
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.
The following table details various financial and operational highlights for the periods presented (dollars in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Increase/(Decrease) ​ 2023 2022 Amount Percent Net revenues — ​ ​ ​ ​ Well Intervention ​ $ 732,761 ​ $ 524,241 ​ $ 208,520 40 % Robotics ​ 257,875 ​ 191,921 ​ 65,954 34 % Shallow Water Abandonment ​ 274,954 ​ 124,810 ​ 150,144 120 % Production Facilities ​ 87,885 ​ 82,315 ​ 5,570 7 % Intercompany eliminations ​ (63,747) ​ (50,187) ​ (13,560) ​ ​ ​ ​ $ 1,289,728 ​ $ 873,100 ​ $ 416,628 48 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gross profit (loss) — ​ ​ ​ ​ Well Intervention ​ $ 47,164 ​ $ (40,107) ​ $ 87,271 218 % Robotics ​ 60,618 ​ 37,507 ​ 23,111 62 % Shallow Water Abandonment ​ 71,261 ​ 23,919 ​ 47,342 198 % Production Facilities ​ 23,494 ​ 30,666 ​ (7,172) (23) % Corporate, eliminations and other ​ (2,181) ​ (1,369) ​ (812) ​ ​ ​ $ 200,356 ​ $ 50,616 ​ $ 149,740 296 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gross margin — ​ ​ ​ ​ Well Intervention ​ 6 % (8) % ​ Robotics ​ 24 % 20 % ​ Shallow Water Abandonment ​ 26 % 19 % ​ Production Facilities ​ 27 % 37 % ​ Total company ​ 16 % 6 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of vessels, Robotics assets or Shallow Water Abandonment systems (1) / Utilization (2) ​ ​ ​ ​ Well Intervention vessels ​ 7 / 88 % 7 / 80 % ​ Robotics assets (3) ​ 46 / 62 % 48 / 53 % ​ Chartered Robotics vessels ​ 6 / 96 % 5 / 95 % ​ Shallow Water Abandonment vessels (4) ​ 20 / 74 % 21 / 73 % ​ Shallow Water Abandonment systems (5) ​ 26 / 70 % 21 / 62 % ​ (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.
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.
Net other expense was $3.6 million in 2023, primarily reflecting losses from the devaluation of our Nigerian naira holdings and conversion of naira into U.S. dollars during 2023, offset in part by foreign currency gains due to the strengthening of the British pound in 2023.
Net other expense during 2023 primarily reflects foreign currency losses related to the devaluation of the Nigerian naira on our naira cash holdings, offset in part by foreign currency gains due to the strengthening of the British pound in 2023. Income Tax Provision. Income tax provision was $26.4 million for 2024 as compared to $18.4 million for 2023.
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 is net of unamortized debt discount and debt issuance costs and excludes current maturities of $48.3 million and $38.2 million, respectively, at December 31, 2023 and 2022.
Long-Term Debt Long-term debt in the table above, presented net of unamortized debt discount and debt issuance costs, includes our MARAD Debt, the 2026 Notes and the 2029 Notes and excludes current maturities of $9.2 million and $48.3 million, respectively, at December 31, 2024 and 2023.
Non-cash impairment losses on goodwill and other long-lived assets are also added back if applicable.
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.
As of December 31, 2023, our various contracts with Shell globally, our contracts with Trident Energy and Petrobras in Brazil, our contracts with Repsol globally, and our agreement for the HP I in the Gulf of Mexico represented approximately 55% of our total backlog. As of December 31, 2022, our consolidated backlog totaled $847 million.
As 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.
Chartered vessel days increased to 1,699 days during 2023 as compared to 1,401 days during 2022. Integrated vessel trenching days increased to 807 days in 2023 as compared to 483 days in 2022. ROV and trencher utilization increased to 62% in 2023 from 53% in 2022.
Overall ROV and trencher utilization increased to 69% in 2024 from 62% during 2023 and included 835 days of integrated vessel trenching in 2024 as compared to 807 days in 2023. Our Shallow Water Abandonment revenues in 2024 decreased by 32% in 2024 as compared to 2023.
Material Cash Requirements Our material cash requirements include our obligations to repay our long-term debt, including additional funds needed to settle the conversion and/or redemption of the remaining 2026 Notes, satisfy other contractual cash commitments and fund other obligations, including the payment of the earn-out consideration to the seller in the Alliance transaction.
Material Cash Requirements Our material cash requirements include our obligations to repay our long-term debt, satisfy other contractual cash commitments and fund other obligations.
Net cash outflows from financing activities for 2022 primarily reflect the repayment of $7.9 million related to the MARAD Debt and $35.0 million related to Convertible Senior Notes due 2022.
Financing Activities Net cash outflows from financing activities for 2024 primarily reflect cash outflows of $60.7 million related to the 2026 Notes, $26.7 million of the $85.0 million earnout payment, the principal repayment of $8.7 million related to the MARAD Debt and $29.6 million in repurchases of our common stock under the 2023 Repurchase Program.
In November 2023, we extended the agreement for the HP 1 for one year until at least June 1, 2025. Outlook In 2024, despite a backdrop of a somewhat uncertain macro environment globally, we expect to experience another strong year of performance driven by increasing demand for our decommissioning services internationally and continued growth in the offshore renewables trenching market.
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.
Intercompany segment revenues are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Increase/ ​ 2023 2022 (Decrease) Well Intervention ​ $ 28,396 ​ $ 16,545 ​ $ 11,851 Robotics ​ 35,263 ​ 33,642 ​ 1,621 Shallow Water Abandonment ​ 88 ​ — ​ 88 ​ ​ $ 63,747 ​ $ 50,187 ​ $ 13,560 ​ Net Revenues.
Intercompany segment revenues are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ Increase/ ​ 2024 2023 (Decrease) Well Intervention ​ $ 6,390 ​ $ 3,353 ​ $ 3,037 Robotics ​ 38,039 ​ 35,263 ​ 2,776 Shallow Water Abandonment ​ 239 ​ 88 ​ 151 ​ ​ $ 44,668 ​ $ 38,704 ​ $ 5,964 ​ Net Revenues.
Our liquidity at December 31, 2023 included $332.2 million of cash and cash equivalents and $99.3 million of available borrowing capacity under the ABL Facility (Note 7). In December 2023, we issued $300.0 million of the 2029 Notes with proceeds of approximately $291.1 million, net of debt discount and issuance costs.
Our liquidity at December 31, 2024 included $368.0 million of cash and cash equivalents and $66.6 million of available borrowing capacity under the Amended ABL Facility (Note 7) and excluded $5.0 million of pledged cash.
Business Activity Summary During 2023, we continued to reap the benefits of our energy transition strategy with significant improvements in our results as compared to 2022. Utilization and rates improved across all of our operating segments in 2023, benefitting from a strong oil and gas market, continued customer demand for our renewables offerings and robust decommissioning demand across the globe.
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.
Our Well Intervention gross profit was $47.2 million in 2023 as compared to a gross loss of $40.1 million in 2022, primarily reflecting higher revenues in 2023. Our Robotics gross profit increased by $23.1 million in 2023 as compared to 2022, primarily reflecting higher revenues in 2023 due to increased activities.
Our Well Intervention gross profit increased by $63.4 million in 2024 as compared to 2023, primarily reflecting higher segment revenues and increased activity levels and included a contract cancellation fee of approximately $14 million. Our Robotics gross profit increased by $27.7 million in 2024 as compared to 2023, primarily reflecting higher revenues and higher profit margin projects during 2024.
Our property and equipment commitments include contractually committed amounts to purchase and service certain property and equipment (inclusive of commitments related to regulatory recertification and dry dock as discussed below) but do not include expected capital spending that is not contractually committed as of December 31, 2023.
Our property and equipment commitments include contractually committed amounts to purchase and service certain property and equipment (inclusive of commitments related to regulatory recertification and dry dock as discussed below) but do not include expected capital spending that is not contractually committed as of December 31, 2024. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Short-Term Long-Term MARAD debt ​ $ 23,831 ​ $ 9,186 ​ $ 14,645 2029 Notes ​ 300,000 ​ — ​ 300,000 Interest related to debt ​ 124,627 ​ 31,038 ​ 93,589 Property and equipment ​ 13,842 ​ 13,842 ​ — Operating leases (1) ​ 870,984 ​ 154,324 ​ 716,660 Total cash obligations ​ $ 1,333,284 ​ $ 208,390 ​ $ 1,124,894 (1) Operating leases include vessel charters and facility and equipment leases, including commitments related to leases executed but not yet commenced.
Our liquidity at December 31, 2022 included $186.6 million of cash and cash equivalents and $98.1 million of available borrowing capacity under the ABL Facility and excluded $2.5 million of restricted cash. The increase in cash and cash equivalents, excluding the impact of our debt refinancing activities, was primarily attributable to strong operating cash flows during 2023.
Our liquidity at December 31, 2023 included $332.2 million of cash and cash equivalents and $99.3 million of available borrowing capacity under the Amended ABL Facility. The reduction in availability on the facility at December 31,2024 was attributable to higher letter of credit usage in order to support the Nigeria project on the Q4000 .
Our Production Facilities revenues increased by 7% in 2023 as compared to 2022, primarily reflecting higher oil and gas production volumes, offset in part by lower oil and natural gas prices during 2023 as compared to 2022. Gross Profit (Loss).
Our Production Facilities revenues increased slightly in 2024 as compared to 2023, primarily reflecting higher oil and gas production and lower number of shut-in days on our owned oil and gas wells, offset in part by lower rates on the HFRS, which were reduced in the second half 2024 when the Q4000 left the U.S.
These variances were primarily attributable to the earnings mix between our higher and lower tax rate jurisdictions, non-deductible losses on the extinguishment of long-term debt as well as losses for which no financial statement benefits have been recognized (Note 8).
The effective tax rates for 2024 and 2023 were 32.2% and 244.2%, respectively. These variances were primarily attributable to the increase in income before taxes as well as the earnings mix between our higher and lower tax rate jurisdictions.
Our selling, general and administrative expenses were $94.4 million in 2023 as compared to $76.8 million in 2022, primarily reflecting higher employee incentive and share-based compensation costs and the addition of Helix Alliance. Equity in Earnings of Investment.
Our selling, general and administrative expenses were $91.7 million in 2024 as compared to $94.4 million in 2023, primarily reflecting a net decrease in compensation related costs offset partially by an increase in other facilities and professional fees in 2024. Net Interest Expense.
Our consolidated net revenues increased by 48% in 2023 as compared to 2022, reflecting the addition of Shallow Water Abandonment segment in the third quarter 2022 and higher revenues from all of our segments.
Gulf Coast to execute the Nigeria project. Gross Profit (Loss). Our consolidated 2024 gross profit increased by $19.2 million as compared to 2023, primarily reflecting increased profits from our Well Intervention, Robotics and Production Facilities business segments, offset in part by losses from our Shallow Water Abandonment segment.
Net other expense was $23.3 million in 2022, primarily reflecting foreign currency losses due to the weakening of the British pound in 2022. Income Tax Provision. Income tax provision was $18.4 million for 2023 as compared to $12.6 million for 2022. The effective tax rates for 2023 and 2022 were 244.2% and (16.8)%, respectively.
Net other expense during 2024 primarily reflects a $2.4 million increase in the value of incentive credits granted to the seller of P&A equipment acquired in 2023 (Note 4) and foreign currency losses due to the weakening of the British pound and Brazilian real in 2024.
Removed
Demand for decommissioning, which has been an area of growth for us in recent years, is affected by commodity prices as well as governmental regulations and political forces globally. Oil prices came down from their highs in 2022 but have remained robust during 2023.
Added
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.
Removed
We expect growth in our renewables services as the energy market transitions to continued renewable energy developments. 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.
Added
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.
Removed
We made significant improvements in our balance sheet in 2023, extending the maturity of our debt to 2029, removing the dilution overhang associated with 22.9 million shares underlying the Convertible Senior Notes due 2026 (the “2026 Notes”) repurchased in December 2023, and simplifying our capital structure.
Added
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.
Removed
During 2023, we extended the charters on two of our robotics vessels in support of our trenching and site clearance operations. In January 2023, we entered into a three-year charter agreement for the Glomar Wave in the North Sea with options to extend.
Added
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.
Removed
In July 2023, we entered into a new agreement to extend the Horizon Enabler charter until December 2025, with further options to extend. In September 2023, we acquired assets primarily consisting of five operable P&A systems to be used in our shallow water decommissioning operations in the Gulf of Mexico.
Added
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.
Removed
The Gulf of Mexico shallow water decommissioning demands are expected to experience volatility as customers balance their spending between decommissioning obligations and production needs. Backlog Our backlog is represented by signed contracts. As of December 31, 2023, our consolidated backlog totaled $850 million, of which $700 million is expected to be performed in 2024.
Added
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 .
Removed
In the following reconciliations, we provide amounts as reflected in the consolidated financial statements unless otherwise noted.
Added
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.
Removed
Our Well Intervention revenues increased by 40% in 2023 as compared to 2022, primarily reflecting higher vessel utilization and rates in Brazil and the North Sea and higher rates in the Gulf of Mexico.
Added
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.
Removed
Revenues in Brazil increased primarily due to both the Siem Helix 1 and the Siem Helix 2 working a full year on their long-term contracts with improved rates as compared to 2022. Revenues in the North Sea and Gulf of Mexico both benefitted from improved spot rates in 2023 as compared to 2022.
Added
Gulf Coast to improve as oil and gas properties revert to former owners due to bankruptcies, who are expected to address their decommissioning obligations.
Removed
Revenues on the Q7000 were also higher, despite the vessel incurring a higher number of transit and docking days in 2023 as compared to 2022, as the vessel’s operations in New Zealand were on an integrated project with higher project revenues and costs.
Added
Utilization increased on the Q4000 and the Q5000 during 2024 as both vessels underwent their regulatory dry docks in 2023. The Q7000 had higher utilization and higher integrated project rates during 2024 as compared to 2023.
Removed
The increase in revenues was offset in part by lower utilization in the Gulf of Mexico due to a higher number of regulatory docking days during 2023 as compared to 2022. Our Robotics revenues increased by 34% in 2023 as compared to 2022, primarily reflecting higher utilization and rates on vessels, ROVs and trenchers.
Added
The Seawell ‘s contract in the western Mediterranean, which completed in June 2024, has provided higher rates and utilization during 2024 as compared to 2023.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeWe 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. In addition, we collaborate with our internal auditors to ensure our processes are documented and followed appropriately.
Biggest changeThere 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.
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.
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.
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. 30 Table of Contents Helix’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.
Helix’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.
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. There are also separate processes in place for the effective management of cyber incidents involving our offshore assets and certain regional business units.
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.
Each of the IT department’s management personnel has over 20 years of IT experience.
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.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeListing of Vessels and Other Assets Related to Operations as of December 31, 2023 (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 (7) U.S. 7/2022 Various DP1 20 P&A systems and 6 CT systems — Various — — Robotics — ​ 39 ROVs, 7 Trenchers and the IROV boulder grab (4), (8) — Various — — Grand Canyon II (5) Norway 4/2015 419 DP3 Grand Canyon III (5) Norway 5/2017 419 DP3 Horizon 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 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.
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. ​
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 ​
Item 2. Properties VESSELS AND OTHER OPERATING ASSETS As of December 31, 2023, our fleet included 26 owned vessels, eight IRSs, three SILs, the ROAM, 20 P&A systems, six CT systems, 39 ROVs, seven trenchers and the IROV boulder grab. We also had seven vessels under time charter agreements.
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.
(2) Represents the date we placed our owned vessels in service (rather than the date of commissioning) or the date the charters for our chartered vessels commenced, as applicable. 31 Table of Contents (3) Subject to a vessel mortgage securing our MARAD Debt described in Note 7. (4) Serves as security for the ABL Facility described in Note 7.
(2) Represents the date we placed our owned vessels in service (rather than the date of commissioning) or the date the original charters for our chartered vessels commenced, as applicable. (3) Subject to a vessel mortgage securing our MARAD Debt described in Note 7. (4) Serves as security for the Amended ABL Facility described in Note 7.
(5) Vessel under 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. (8) Average age of our Robotics assets is approximately 11.4 years .
(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.
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.
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.
One of the trenchers has not yet been placed in service. ​ 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 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.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest change(formerly known as Canyon Offshore, Inc.), including as Senior Vice President from 2007 to September 2012. Mr. Sparks has over 34 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.
Biggest change(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.
Neikirk has over 23 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 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.
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 28 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 29 years of experience in the energy industry. Mr.
Neikirk ​ 48 ​ 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.
Neikirk ​ 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.
Item 4. Mine Safety Disclosures Not applicable. Information about our Executive Officers Our executive officers are as follows: ​ Name Age Position Owen Kratz ​ 69 ​ President, Chief Executive Officer and Director Erik Staffeldt ​ 52 ​ Executive Vice President and Chief Financial Officer Scott A. Sparks ​ 50 ​ 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 ​ 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.
Staffeldt has served as Director — Corporate Accounting from August 2011 until March 2013, Director of Finance from March 2013 until February 2014, Finance and Treasury Director from February 2014 until July 2015, and Vice President — Finance and Accounting from July 2015 until June 2017. Mr.
Since joining Helix in July 2009 as Assistant Corporate Controller, Mr. Staffeldt has served as Director — Corporate Accounting from August 2011 until March 2013, Director of Finance from March 2013 until February 2014, Finance and Treasury Director from February 2014 until July 2015, and Vice President — Finance and Accounting from July 2015 until June 2017. Mr.
Kratz has a Bachelor of Science degree from State University of New York. 32 Table of Contents Erik Staffeldt is Executive Vice President and Chief Financial Officer of Helix. Prior thereto he was Senior Vice President and Chief Financial Officer beginning in June 2017 until February 2019. Mr.
Kratz has a Bachelor of Science degree from State University of New York. Erik Staffeldt is Executive Vice President and Chief Financial Officer of Helix. Prior thereto he was Senior Vice President and Chief Financial Officer beginning in June 2017 until February 2019. Mr. Staffeldt oversees Helix’s finance, treasury, accounting, tax, information technology and corporate planning functions.
Removed
Staffeldt oversees Helix’s finance, treasury, accounting, tax, information technology and corporate planning functions. Since joining Helix in July 2009 as Assistant Corporate Controller, Mr.
Added
(“Ken”) Neikirk is Executive Vice President, General Counsel and Corporate Secretary of Helix. Mr.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeManagement’s Discussion and Analysis of Financial Condition and Results of Operations “— Liquidity and Capital Resources” of this Annual Report. 33 Table of Contents Shareholder Return Performance Graph The following graph compares the cumulative total shareholder return on our common stock for the period since December 31, 2018 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 2023 (the “2023 Performance Peer Group”) including the following companies: Archrock, Inc., ChampionX Corporation, Core Laboratories N.V., Dril-Quip, Inc., Expro Group Holdings N.V., Forum Energy Technologies, Inc., Helmerich & Payne, Inc., Nabors Industries Ltd., Newpark Resources, Inc., Oceaneering International, Inc., Oil States International, Inc., Patterson-UTI Energy, Inc., Precision Drilling Corporation, ProPetro Holding Corp., RPC, Inc., Select Energy Services, Inc., TETRA Technologies, Inc., Tidewater Inc. and USA Compression Partners, LP.
Biggest changeShareholder 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.
The returns of each member of the 2023 Performance Peer Group have been weighted according to each individual company’s equity market capitalization as of December 31, 2023 and have been adjusted for the reinvestment of any dividends.
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.
We believe that in 2023 the members of the 2023 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, 2018 in our common stock at the closing price on that date price and on December 31, 2018 in the three indices presented.
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.
In addition, our financing arrangements may place certain limitations on the payment of cash dividends on our common stock. We currently intend to reinvest any retained earnings, if any, for the future operation and growth of our business, or to use for potential acquisition opportunities or share repurchases.
In addition, our financing arrangements may place certain limitations on the payment of cash dividends on our common stock. We currently intend to reinvest any retained earnings, if any, for the future operation and growth of our business, to repay maturing debt that is not refinanced, or to use for potential acquisition opportunities or share repurchases.
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 21, 2024, the closing sale price of our common stock on the NYSE was $9.85 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 19, 2025, the closing sale price of our common stock on the NYSE was $8.17 per share.
We paid no cash dividends during the period presented. The cumulative total percentage returns for the period presented are as follows: our stock — 90.0%; the 2023 Performance Peer Group — 11.7%; the OSX — 14.5%; and S&P 500 — 107.2%.
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%.
As of February 21, 2024, there were 268 registered shareholders and approximately 80,660 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 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.
Our Board will review this matter on a regular basis in light of our earnings, financial position and market opportunities. See Item 7.
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.
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.
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.
Removed
These results are not necessarily indicative of future performance. ​ Comparison of Five Year Cumulative Total Return among Helix, S&P 500, OSX and Peer Group ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, ​ ​ 2018 2019 2020 2021 2022 2023 Helix $ 100.0 $ 178.0 $ 77.6 $ 57.7 $ 136.4 $ 190.0 2023 Performance Peer Group Index ​ $ 100.0 ​ $ 93.1 ​ $ 54.7 ​ $ 72.6 ​ $ 107.6 ​ $ 111.7 Oil Service Index ​ $ 100.0 ​ $ 99.4 ​ $ 57.6 ​ $ 69.5 ​ $ 112.3 ​ $ 114.5 S&P 500 ​ $ 100.0 ​ $ 131.5 ​ $ 155.7 ​ $ 200.4 ​ $ 164.1 ​ $ 207.2 ​ Source: Bloomberg. 34 Table of Contents Issuer 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 (3) Period purchased (1) per share or programs (2) (in thousands) October 1 to October 31, 2023 — ​ $ — — $ 188,012 November 1 to November 30, 2023 — ​ — — ​ 188,012 December 1 to December 31, 2023 39,450 ​ 9.06 — ​ 188,012 ​ 39,450 ​ $ 9.06 — ​ ​ ​ (1) Includes shares repurchased in open-market transactions pursuant to the 2023 Repurchase Program as described in footnote (3) below and shares forfeited in satisfaction of tax obligations upon vesting of share-based awards under our existing long-term incentive plans.
Added
(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.
Removed
(2) Represents shares repurchased under the 2023 Repurchase Program. (3) On February 20, 2023, we announced that our Board authorized a new share 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
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.
Added
Issuer 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).
Added
The 2023 Repurchase Program has no set expiration date.

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 47 ​ Report of Independent Registered Public Accounting Firm (KPMG LLP, Houston, Texas, Auditor Firm ID 185) 47 ​ Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting 49 ​ Consolidated Balance Sheets as of December 31, 2023 and 2022 50 ​ Consolidated Statements of Operations for the Years Ended December 31, 2023, 2022 and 2021 51 ​ Consolidated Statements of Comprehensive Income (Loss) for the Years Ended December 31, 2023, 2022 and 2021 51 ​ Consolidated Statements of Shareholders’ Equity for the Years Ended December 31, 2023, 2022 and 2021 52 ​ Consolidated Statements of Cash Flows for the Years Ended December 31, 2023, 2022 and 2021 53 ​ Notes to Consolidated Financial Statements 54
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
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 35 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 46 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 43 Item 8.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeWhen 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, 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.
Biggest changeWhen 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.
For the years ended December 31, 2022 and 2021, we recorded foreign currency transaction losses of $23.4 million and $1.5 million, respectively, primarily related to U.S. dollar denominated intercompany debt in our U.K. entities. Interest Rate Risk.
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.
At December 31, 2023, approximately 42% 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, 2023, 2022 and 2021, we recorded foreign currency translation gains (losses) of $22.3 million, $(49.2) million and $(4.5) million, respectively, to accumulated other comprehensive loss.
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.
We currently have no amounts outstanding under our ABL Facility or other debt subject to floating rates. Commodity Price Risk. We are exposed to market price risks related to oil and natural gas with respect to offshore oil and gas production in our Production Facilities business. Prices are volatile and unpredictable and are dependent on many factors beyond our control.
We currently have no amounts outstanding under the Amended ABL Facility or other debt subject to floating rates. Commodity Price Risk. We are exposed to market price risks related to oil and natural gas with respect to offshore oil and gas production in our Production Facilities business.
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.
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.
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.
In 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.
See Item 1A. Risk Factors for a list of factors affecting oil and natural gas prices. ​ 46 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 natural gas prices. ​ 44 Table of Contents
Added
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.

Other HLX 10-K year-over-year comparisons