Helix Energy Solutions Group, Inc. Notifies Holders of Its 3.25% Convertible Senior Notes Due 2032 of Their Repurchase Option

February 14, 2018

HOUSTON–(BUSINESS WIRE)–Helix Energy Solutions Group, Inc. (NYSE:HLX) announced today that it is
notifying holders of its outstanding 3.25% Convertible Senior Notes due
2032 (the “Notes”) that they have the option, pursuant to the terms of
the indenture governing the Notes, to require Helix to purchase on March
15, 2018 (the “Repurchase Date”) all or a portion of such holders’ Notes
(the “Repurchase Option”). The repurchase price is equal to 100% of the
principal amount of such holders’ Notes plus accrued and unpaid interest
thereon (including contingent interest, if any) up to, but not
including, the Repurchase Date (the “Repurchase Price”). As March 15,
2018 is an interest payment date for the Notes, interest accrued up to
the Repurchase Date will be paid to record holders as of the regular
record date immediately preceding this interest payment date. Also,
contingent interest with respect to the Notes will not accrue until
March 20, 2018 at the earliest and then only in limited circumstances.
Accordingly, Helix expects that there will be no accrued and unpaid
interest or contingent interest due as part of the Repurchase Price.
Payment of the Repurchase Price will be made on March 19, 2018. If all
outstanding Notes are surrendered for repurchase, the aggregate cash
repurchase price will be approximately $60,115,000. Helix intends to
fund the Repurchase Price using cash on hand or the proceeds from one or
more debt financings that we may enter into in the future on such terms
as may then be available to us.

The Repurchase Option commences today and expires at 5:00 p.m., New York
City time, on March 15, 2018. Holders may exercise the Repurchase Option
by delivering a repurchase notice to The Bank of New York Mellon Trust
Company, N.A., the paying agent, before 5:00 p.m., New York City time,
on March 15, 2018. Holders may withdraw their election to exercise their
Repurchase Option at any time prior to 5:00 p.m., New York City time, on
March 15, 2018. In order to exercise the Repurchase Option, or withdraw
Notes previously surrendered, a holder must follow the additional
procedures set forth in the notice that is being sent to all registered
holders of the Notes.

The Notes are convertible upon the occurrence of certain conditions into
cash, a number of shares of common stock of Helix determined as
specified in the Notes and related indenture, or a combination thereof.
However, the Notes are not currently convertible because those
conditions have not been satisfied.

Helix will file a Tender Offer Statement on Schedule TO with the
Securities and Exchange Commission (“SEC”) today. Helix will make
available to holders of the Notes, directly or through the Depository
Trust Company, documents specifying the terms, conditions and procedures
for surrendering and withdrawing Notes for repurchase (copies of which
will be attached as exhibits to such Schedule TO). Note holders are
encouraged to read these documents carefully before deciding whether to
exercise their Repurchase Option. Holders of the Notes and other
interested parties may obtain a free copy of these documents at the
SEC’s website, www.sec.gov,
or from the trustee, which is The Bank of New York Mellon Trust Company,
N.A.

The address for The Bank of New York Mellon Trust Company, N.A. is:
By First Class, Registered or Certified Mail	By Express or Overnight Delivery	By Hand or In Person
The Bank of New York Mellon	The Bank of New York Mellon	The Bank of New York Mellon Trust
Trust Company, N.A.	Trust Company, N.A.	Company, N.A.
Global Corporate Trust	Global Corporate Trust	Global Corporate Trust
P.O. Box 396	111 Sanders Creek Parkway	Corporate Trust Window
East Syracuse, New York 13057	East Syracuse, New York 13057	101 Barclay Street, 1st Floor East
New York, New York 10286

Press Release for Informational Purposes Only

This press release is for informational purposes only and does not
constitute an offer to purchase, or solicitation of an offer to sell,
any Notes. None of Helix, its board of directors, or its employees makes
any recommendation to any holder as to whether to exercise or refrain
from exercising the Repurchase Option, and no one has been authorized by
any of them to make such a recommendation.

About Helix

Helix Energy Solutions Group, Inc., headquartered in Houston, Texas, is
an international offshore energy services company that provides
specialty services to the offshore energy industry, with a focus on well
intervention and robotics operations.

Forward-Looking Statements

This press release contains forward-looking statements that involve
risks, uncertainties and assumptions that could cause our results to
differ materially from those expressed or implied by such
forward-looking statements. All 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 statements regarding our strategy; any statements
regarding visibility and future utilization; any projections of
financial items; any statements regarding future operations
expenditures; any statements regarding the plans, strategies and
objectives of management for future operations; any statements regarding
our ability to enter into and/or perform commercial contracts; any
statements concerning developments; any statements regarding future
economic conditions or performance; any statements regarding the timing,
expiration and consummation of the Repurchase Option, interest payments,
the Schedule TO filing, document availability and the availability of
any financing arrangements and the use of proceeds therefrom; any
statements of expectation or belief; and any statements of assumptions
underlying any of the foregoing. The forward-looking statements are
subject to a number of known and unknown risks, uncertainties and other
factors that could cause results to differ materially from those in the
forward-looking statements, including but not limited to the results and
timing of the Repurchase Option; market conditions; the performance of
contracts by suppliers, customers and partners; actions by governmental
and regulatory authorities; operating hazards and delays, which includes
delays in delivery, chartering or customer acceptance of assets or terms
of their acceptance; our ultimate ability to realize current backlog;
employee management issues; 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 SEC, including Helix’s most recently filed Annual Report on Form
10-K and in Helix’s other filings with the SEC, which are available free
of charge on the SEC’s website at www.sec.gov.
We assume no obligation and do not intend to update these
forward-looking statements except as required by the securities laws.