UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported): June 18,
2009
Helix
Energy Solutions Group, Inc.
(Exact
name of registrant as specified in its charter)
|
Minnesota
(State
or other jurisdiction
of
incorporation)
|
001-32936
(Commission
File Number)
|
95-3409686
(IRS
Employer Identification No.)
|
|
|
400
North Sam Houston Parkway East, Suite 400
Houston,
Texas
(Address
of principal executive offices)
|
281-618-0400
(Registrant’s
telephone number, including area code)
|
77060
(Zip
Code)
|
|
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
|_|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|_|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
|_|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
Item
7.01 Regulation FD Disclosure.
Helix
Energy Solutions Group, Inc. (the “Company”) previously reported in its Current
Report on Form 8-K filed June 10, 2009, that it had consummated a secondary
public offering (the “Offering”) of 20 million shares of the common
stock (“Cal Dive Stock”) of Cal Dive International, Inc. (“Cal
Dive”). The Company also reported that the underwriters of the
Offering had an option to purchase an additional 3.0 million shares to cover
over-allotments, if any (the “Option”).
On June
15, 2009, the underwriters exercised their Option and on June 18, 2009, the
Company consummated the sale of an additional 2.6 million shares of Cal Dive
Stock at a price per share of $8.50. The Company will use the
proceeds of this sale of Cal Dive Stock for general corporate
purposes. Following the sale, the Company owns 23,694,964 shares of
Cal Dive Stock, representing approximately 25.57% of Cal Dive’s issued and
outstanding shares.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
Date: June
18, 2009
HELIX
ENERGY SOLUTIONS GROUP, INC.
By: /s/
Anthony
Tripodo
Anthony Tripodo
Executive Vice President and Chief
Financial Officer
45807810.1