On June 28, 2019 (the “Amendment Date”), Helix Energy Solutions Group, Inc., a Minnesota corporation (the “Company”), amended its existing term loan facility (the “Term Loan Facility”, and the loans made thereunder, collectively the “Term Loan”) and revolving credit facility (the “Revolving Credit Facility”, and the loans made thereunder, collectively the “Revolving Loan”) by and among the Company, certain of its subsidiaries, the lenders party thereto, and Bank of America, N.A., as administrative agent (the “Amendment”). In order to effectuate the Amendment, the Company entered into that certain Amendment No. 2 to Amended and Restated Credit Agreement (“Amendment No. 2”), which amends in part that certain Amended and Restated Credit Agreement dated as of June 30, 2017 (as heretofore amended by that certain Amendment No. 1 to Amended and Restated Credit Agreement, dated as of January 18, 2019, the “Existing Credit Agreement”, and as amended by Amendment No. 2 and as the same may be further amended, restated, supplemented or otherwise modified from time to time, the “Amended Credit Agreement”) by and among the Company, as borrower, the guarantors listed therein, the lenders party thereto, and Bank of America, N.A., as administrative agent, swing line lender and letters of credit issuer (the “Administrative Agent”), in order to, among other things:

The Amended Credit Agreement requires the Company to maintain: (i) a consolidated interest coverage ratio, measured as of the end of any fiscal quarter, of no less than 2.50 to 1.00; (ii) a consolidated secured leverage ratio, measured at any time during any period of four fiscal quarters, of no greater than 2.50 to 1.00; and (iii) a consolidated total leverage ratio, measured at any time during any period of four fiscal quarters, of no greater than 4.00 to 1.00 for the period from March 31, 2019 through and including March 31, 2020, and of no greater than 3.50 to 1.00 for the fiscal quarter ending June 30, 2020 and each fiscal quarter thereafter. Such financial covenants are subject to customary cure rights.

The Amended Credit Agreement and the other documents entered into in connection with the Amended Credit Agreement include terms and conditions, including covenants, which the Company considers customary for this type of transaction. The covenants include certain restrictions on the Company’s and certain of its subsidiaries’ ability to grant liens, incur indebtedness, make investments, merge or consolidate, sell or transfer assets, pay dividends and make capital expenditures. In addition, the Amended Credit Agreement obligates the Company to meet minimum financial ratio requirements of EBITDA to interest charges, funded debt to EBITDA and secured funded debt to EBITDA. Such covenants are materially similar to those contained in the Existing Credit Facility.

The Amended Credit Agreement has amended only those aspects of the Existing Credit Agreement specifically covered by Amendment No. 2. The above description of the material terms and conditions of the Amended Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended Credit Agreement attached as Annex I to Amendment No. 2, which is filed as Exhibit 4.1 hereto.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information described above under “Item 1.01 Entry into a Material Definitive Agreement” is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

HELIX ENERGY SOLUTIONS GROUP INC Exhibit
EX-4.1 2 hlx06282019-ex41.htm AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENT Exhibit EXHIBIT 4.1AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENTThis Amendment No. 2 to Amended and Restated Credit Agreement (this “Amendment”),…
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About Helix Energy Solutions Group, Inc. (NYSE:HLX)

Helix Energy Solutions Group, Inc. is an international offshore energy services company. The Company provides services to the offshore energy industry, with a focus on well intervention and robotics operations. The Company operates in three segments: Well Intervention, Robotics and Production Facilities. Its Well Intervention segment includes the Company’s vessels and equipment used to perform well intervention services primarily in the Gulf of Mexico and North Sea regions. Its Robotics segment includes remotely operated vehicles (ROVs), trenchers and ROVDrills designed to complement offshore construction and well intervention services, and operates over four chartered ROV support vessels. Its Production Facilities segment includes the Helix Producer I (the HP I), a floating production vessel, the Helix Fast Response System (the HFRS), and its ownership interest in Independence Hub, LLC (Independence Hub).