8-K

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): October 27, 2011

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 N. Sam Houston Parkway E., 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”) announced that it is publishing an updated Company presentation on its website today to be used in communications with investors as well as upcoming investor conferences.  The presentation includes updates to the Company’s current oil and gas production profile, debt position, liquidity profile, commodity hedging positions and the composition of planned 2011 capital expenditures.

The Company will make presentations to attendees at the Stephens Fall Investment Conference in New York, New York on Tuesday, November 15, 2011 at 1:00 pm Eastern Time; Jefferies Global Energy Conference in Houston, Texas on Thursday, December 1, 2011 at 3:30 pm Central Time and the Capital One Southcoast 6th Annual Energy Conference in New Orleans, Louisiana on Tuesday, December 6, 2011 at 9:00 am Central Time.Live audio feeds of the conference presentations and replays will be publicly available.  These materials may be accessed on the Investor Relations page of Helix’s website, www.HelixESG.com.

The press release announcing the presentations is attached hereto as Exhibit 99.1 and the presentation materials to be delivered at the conferences are attached hereto as Exhibit 99.2.   Each of the exhibits is incorporated by reference herein. The presentation materials have also been posted in the Presentations section under Investor Relations of Helix’s website, www.HelixESG.com.

Item 9.01   Financial Statements and Exhibits.

(d)           Exhibits.

Number                      Description

----------                      --------------

99.1   Press Release dated October 27, 2011 announcing upcoming conference presentations.

99.2   Materials to be presented at the conferences.

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:           October 27, 2011

HELIX ENERGY SOLUTIONS GROUP, INC.

 By:              /s/ Anthony Tripodo                               

 Anthony Tripodo

 Executive Vice President and Chief Financial Officer

Index to Exhibits

Exhibit No.                                Description

99.1   Press Release dated October 27, 2011 announcing upcoming conference presentations.

99.2   Materials to be presented at the conferences.

EX-99.1

PRESSRELEASE www.HelixESG.com  

Helix Energy Solutions Group, Inc. ·  400 N. Sam Houston Parkway E., Suite 400  ·  Houston, TX  77060-3500  · 281-618-0400  ·  fax: 281-618-0505

For Immediate Release                                                                                                                                          11-017

Date:  October 27, 2011                                                                Contact:                  Stephen Powers

Director, Finance & Investor Relations

Helix to Present at Upcoming Conferences with Updated Company Presentation

HOUSTON, TX – Helix Energy Solutions Group, Inc. (NYSE: HLX) announced that it is publishing an updated company presentation on its website today to be used in communications with investors as well as upcoming investor conferences.  The presentation can be accessed from the Presentations section under Investor Relations of Helix’s website, www.HelixESG.com.

Helix will make presentations to attendees at the Stephens Fall Investment Conference in New York, New York on Tuesday, November 15, 2011 at 1:00 pm Eastern Time,Jefferies Global Energy Conference in Houston, Texas on Thursday, December 1, 2011 at 3:30 pm Central Time and the Capital One Southcoast 6th Annual Energy Conference in New Orleans, Louisiana on Tuesday, December 6, 2011 at 9:00 am Central Time.

Live audio feeds of the conference presentations and replays will also be publicly available.  These materials may be accessed on the Investor Relations page of Helix’s website, www.HelixESG.com.

Helix Energy Solutions Group, headquartered in Houston, Texas, is an international offshore energy company that provides development solutions and other key life of field services to the open energy market as well as to its own oil and gas business unit.

EX-99.2

Company Update

November 2011

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Forward-Looking Statements

This presentation contains forward-looking statements within the meaning of Section 27A of the Securities Act of
1933 and Section 21E of the Securities Exchange Act of 1934.All such statements, other than statements of
historical fact, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of
1995, including, without limitation, any projections of financial items; projections of contracting services activity; future
production volumes, results of exploration, exploitation, development, acquisition and operations expenditures, and
prospective reserve levels of properties or wells; projections of utilization; any statements of the plans, strategies and
objectives of management for future operations; any statements concerning developments; and any statements of
assumptions underlying any of the foregoing.These statements involve certain assumptions we made based on our
experience and perception of historical trends, current conditions, expected future developments and other factors
we believe are reasonable and appropriate under the circumstances.The forward-looking statements are subject to
a number of known and unknown risks, uncertainties and other factors that could cause our actual results to differ
materially.The risks, uncertainties and assumptions referred to above include the performance of contracts by
suppliers, customers and partners; actions by governmental and regulatory authorities; operating hazards and
delays; employee management issues; local, national and worldwide economic conditions; uncertainties inherent in
the exploration for and development of oil and gas and in estimating reserves; complexities of global political and
economic developments; geologic risks, volatility of oil and gas prices and other risks described from time to time in
our reports filed with the Securities and Exchange Commission (“SEC”), including the Company’s most recently filed
Annual Report on Form 10-K and in the Company’s other filings with the SEC.Free copies of the reports can be
found at the SEC’s website, www.SEC.gov.You should not place undue reliance on these forward-looking
statements which speak only as of the date of this presentation and the associated press release.We assume no
obligation or duty and do not intend to update these forward-looking statements except as required by the securities
laws.

References to quantities of oil or gas include amounts we believe will ultimately be produced, and may include
“proved reserves” and quantities of oil or gas that are not yet classified as “proved reserves” under SEC definitions.
Statements of oil and gas reserves are estimates based on assumptions and may be imprecise.Investors are urged
to consider closely the disclosure regarding reserves in our most recently filed Annual Report on Form 10-K and any
subsequent Quarterly Reports on Form 10-Q.

Services for Each Stage of the Field Life Cycle

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Drilling

Field Development

Production

Decommissioning

• Seabed Evaluation /

Coring

• Wellbore Drilling

• Wellhead Installation

• Pipeline, Flowline and

Umbilical Installation

• PLET / Manifold Fabrication

and Installation

• Jumper Installation

• Trenching and Burial

• ROV Services

• Coiled Tubing, Wireline,

Slickline, and Drillstring-

based Intervention

• Floating Production

Facilities

• Spill Containment

• Field Decommissioning

• Plug & Abandonment

• Wellhead and Tree Recovery

Offshore

Production Facilities

Helix Producer I

Helix Fast Response System

Marco Polo TLP (50%)

Independence Hub Semi (20%)

Deepwater
Contracting

Pipelay
Intrepid
Express

Caesar

Robotics
41 ROVs
2 ROV Drill Units
3 Trenchers (200 - 2000hp)*

5 Chartered Vessels (variable)

Well Intervention

Q4000

Seawell

Well Enhancer

Normand Clough (JV)

Mobile VDS/SILs

Oil & Gas Production

GOM shelf and deepwater

PV-10 $1.3 billion @
12/31/2010

Proved reserves = 376 bcfe
(12/31/2010)

2011 projected production
50 bcfe

Business Segments

4

* New 1200hp trencher currently under construction with 2012 expected delivery

Strategically Differentiated Fleet

•Helix Producer I is the only DP FPU in
the Gulf of Mexico

•Q4000 is the world’s only category B
semisubmersible intervention vessel
available to the open market

•Saturation diving deployed globally
(Seawell, Well Enhancer, Intrepid,
Normand Clough)

•Well Enhancer is the North Sea’s only
monohull coiled tubing intervention
vessel

•iTrencher is the world’s largest
deepwater trenching system

•The Helix Fast Response System stands
ready to respond to any Gulf of Mexico oil
or gas spill

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iTrencher being deployed off of the Island Pioneer in the North Sea

MODU DP3 Q4000

MSV DP3 Well Enhancer

MSV DP2 Normand Clough

MSV DP2 Seawell

Well Intervention Assets

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Helix provides well operation and decommissioning services with the flagship Q4000
semisubmersible, the Seawell riserless well intervention vessel, the Well Enhancer coiled tubing /
wireline / slickline intervention vessel, and the Normand Clough (JV) with our Subsea Intervention
Lubricator and Vessel Deployment systems.

Production Facilities

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Independence Hub Semi (20%)

•Location: Mississippi Canyon 920

•Depth: 8,000 ft.

•Production capacity:

•1 BCFD

Marco Polo TLP (50%)

•Location: Green Canyon 608

•Depth: 4,300 ft.

•Production capacity:

•120,000 BOPD

•300 MMCFD

Helix Producer I FPU

•Location: Helix’s Phoenix field (GC 237)

•Production capacity:

•45,000 BOPD

•55,000 BLPD

•72 MMCFD

The Helix ROV fleet consists of
40+ vehicles, covering the
spectrum of deepwater
construction services.

The T-1200 jet trencher is
currently under construction (1H
2012 delivery) to support
offshore renewable energy
development projects.

The state of the art I-Trencher
system trenches, lays pipe up to 16”
in diameter, and backfills in a single
operation.

Robotics

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Helix charters support vessels as needed, which allows us to adjust the size
and capability of our fleet to cost-effectively meet industry demands.

DP Reel Lay Vessel
Express

DP S-Lay Vessel
Caesar

DP Reel Lay Vessel
Intrepid

Caesar’s onboard pipe welding and testing
capability allows the vessel to lay large diameter
pipe.

Helix’s dual-reel pipelay and subsea construction
vessel has established an extensive track record
of field installation projects around the world.

Intrepid has the flexibility to be deployed as a
pipelay, installation or saturation diving vessel.

Subsea Construction Vessels

9

10

Helix Fast Response System (HFRS)

•Utilizes vessels and subsea
systems proven in Gulf of
Mexico spill response and
containment efforts

•Capability to capture and
process up to 55,000 bpd in
water depths to 10,000 feet at
15,000 psi

•24 independent E&P operators
have signed on to include HFRS
in drilling permit applications

•Cited as spill response and
containment plan in 38+
approved deepwater permits as
of October 23, 2011

Offshore Renewable Energy Support

11

•Projected 2011 non-oilfield revenues of ~$54
million on power cable burial projects

•Provide trenching, cable burial and ROV support
for offshore wind farm development

•Current focus on export lines (field to
shore)

•Future opportunities in-field (inter-array
cable installation)

•Adding additional capacity to meet short- and
long- term growth opportunities

•New chartered vessel, Grand Canyon,
under construction with 2012 delivery

•Building new trencher, T-1200, to be paired
with the Grand Canyon

Deep Cygnus performing trenching and cable burial operations at
the Greater Gabbard Offshore Wind Farm in the North Sea

Helix Oil and Gas

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12/31/2010 Reserve Profile

•376 Bcfe

•≈ 55% Deepwater GOM

•≈ 40% proved developed

•≈ 40% Oil

•PV-10 $1.3 billion

Mid-October Average Production Profile

•≈ 128 mmcfe/d*

•≈ 70% of production is oil

•≈ 65% of production is deepwater

•Phoenix ≈ 12,000 boe/d, net*

* As of October 23, 2011

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Key Balance
Sheet Metrics

14

Debt and Liquidity Profile

Liquidity of approximately $933 million at 9/30/2011

(A) Includes impact of unamortized debt discount under our Convertible Senior Notes.

(B) Liquidity, as we define it, is equal to cash and cash equivalents ($375 million), plus available
capacity under our revolving credit facility ($558 million).

Debt Profile

Credit Facilities, Commitments and Amortization

December 2012 (Potential Put by Holders, Actual Maturity December 2025):

•$300 Million Convertible Notes - Interest only until put by noteholders or called by Helix.
First put/call date is December 2012, although noteholders have the right to convert prior to
that date if certain stock price triggers are met ($38.56).

July 2015:

•$600 Million Revolving Credit Facility - UNDRAWN.

•Facility extended to July 2015 (or January 2016 if certain unsecured debt is
refinanced of paid in full by July 1, 2015).

•$43 million of LCs in place.

July 2015:

•$299 Million Term Loan B

•Committed facility through July 2015 (or July 2016 if certain unsecured debt is
refinanced or repaid in full by July 1, 2015).

•$3.0 million principal payments annually.

15

Debt Profile (continued)

Credit Facilities, Commitments and Amortization

January 2016:

•$475 Million Senior Unsecured Notes

•Interest only until maturity (January 2016) or called by Helix.First Helix call
date is January 2012 (first call price of 104.75).

•Repurchased $75 million in Q3 at an average price of 103.14 at a discount to
first call in January 2012.

February 2027:

•$110 Million MARAD - Original 25 year term; matures February 2027.$4.9 million principal
payments annually.

16

17

2011 Outlook

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2011 Outlook

We expect to continue to improve our liquidity position in 2011.

Broad Metrics	2011 Forecast (revised)	2011 Forecast (original)	2010 Actual
Oil and Gas Production	50 Bcfe	49 Bcfe	47 Bcfe
EBITDAX	$625+ million	$475 million	$430 million
CAPEX	$275 million	$225 million	$179 million

Commodity Price Deck		2011 Forecast (revised)	2011 Forecast (original)	2010 Actual
Hedged	Oil	$95.89 / bbl	$87.11 / bbl	$75.27 / bbl
	Gas	$5.82/ mcf	$4.80/ mcf	$6.01 / mcf

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2011 Outlook

•Contracting Services

oStrong backlog for the Q4000, Well Enhancer and Seawell in 2011 and building well into
2012

oWell Enhancer to work in West Africa this winter

oIntrepid deployed to California performing field development projects through early 2012

oExpress working through a full backlog for the remainder of 2011 and is scheduled to work
in the North Sea in the second half of 2012

oCaesar deployed to Mexico’s Bay of Campeche in mid-October for accommodations project

oContinued focus on trenching and cable burial business with non-oilfield projects growing

oFive vessels scheduled for regulatory drydocks in 2012; will provide some headwind next
year

•Production Facilities

oHP I continues production at Phoenix field

•Oil and Gas

oForecasted 2011 overall production of 50 Bcfe

§67% oil and 64% deepwater

§Assumes no further significant storm disruptions

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2011 Outlook

•Capital Expenditures

oContracting Services ($110 million)

§Continued incremental investment in robotics business, with a focus on adding
trenching spread capacity

§Seeking to deploy capital in well intervention business

§Caesar thruster upgrade completion

oOil and Gas ($165 million)

§Focus capital investment on oil development with relatively fast payback

§Two major planned well projects in the 2nd half of the year

§Nancy (completion) - commenced in Q3

§Kathleen (development drill) - expected to commence in Q4 / Q1 2012

§Shelf platform construction and opportunistic workovers

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Summary of Oct 2011 - Dec 2013 Hedging Positions *

* As of October 23, 2011.

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