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425 ·Filed Aug 24, 2026

HLX

HELIX ENERGY SOLUTIONS GROUP INC
NEUTRAL
Impact 5/10
Horizondays Processed2mo ago SEC0001140361-26-034175
Rule 425 M&A communications
Actionable Insight • Neutral

Monitor shareholder vote outcome on August 31 — if Proposal 2 fails, the Hornbeck deal cannot close, creating downside risk. If all proposals pass, the deal proceeds and the combined company's scale and synergies become the next catalyst.

DirectionNeutral
Confidencemedium
Horizondays
Latest settled — T+5d
HLX ▲ +3.31% at T+5d
NEUTRAL call +3.31% · α vs SPY +2.84% · entry $9.97 → $10.30
Next anchor: T+20d due 5w ago
Entry = T+0 close
Aug 24, 2026
via day close
T+1d
+0.30%
call +0.30% · α -0.02%
$10.00
settled 2mo ago
T+5d
+3.31%
call +3.31% · α +2.84%
$10.30
settled 8w ago
T+20d
Pending
due 5w ago
T+60d
Pending
in 21d

Price Chart

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Executive Summary

Helix Energy Solutions Group filed a 425 communication urging shareholders to vote FOR all three proposals at the August 31 special meeting, including the Authorized Share Increase Proposal (Proposal 2). ISS recommended FOR the share issuance and merger proposals but AGAINST the authorized share increase, citing concerns over blank-check preferred shares. Helix's board argues the share increase is a necessary condition to close the Hornbeck Offshore transaction and that Glass Lewis and Egan-Jones both support it.

Key Financial Metrics

Deal Type
merger

Key Facts

  • Special meeting scheduled for August 31, 2026.
  • ISS recommends FOR Proposal 1 (share issuance) and Proposal 3 (merger), but AGAINST Proposal 2 (authorized share increase).
  • Glass Lewis and Egan-Jones recommend FOR the Authorized Share Increase Proposal.
  • Helix board states the authorized share increase is a condition to consummate the Hornbeck Offshore transaction.
  • Helix board commits not to use blank-check preferred shares for anti-takeover purposes without prior shareholder approval.

Financial Impact

No financial figures provided in the filing.

Risk Factors

  • Shareholder rejection of Proposal 2 could block the Hornbeck transaction.
  • ISS opposition may sway institutional votes against the authorized share increase.

Market Snapshot

Exchange
NYSE
Sector
Oil & Gas Field Services, NEC
Analyst Consensus
78% bullish (9 analysts)

Investment Themes

Traditional Energy

Documents Analyzed

This report is based on 4 SEC documents filed with EDGAR.

DocumentAccession Number
425 Filing (Primary)0001140361-26-034175
Document: 0001140361-26-034175-index-headers.html0001140361-26-034175
Document: 0001140361-26-034175-index.html0001140361-26-034175
Document: 0001140361-26-034175.txt0001140361-26-034175
14 reports for HLX
Performance horizon
67% Hit rate @ T+5 4 of 6 directional calls Went positive at some point 4 of 6 best @ T+60▲ +11.47%Jun 5, 2026
Filters
Rows
Reports for HLX — sortable, filterable
TypeNow
Sep 4, 2026
7w ago
8-K
NEUTRAL ★ 3/10
$10.75awaiting T+5——
Sep 3, 2026
7w ago
8-K
NEUTRAL ★ 5/10
$10.75awaiting T+5——
Aug 24, 2026
9w ago
425
NEUTRAL ★ 5/10
$9.97 $10.30▲ +3.31%▲ +2.84%—
Aug 6, 2026
11w ago
8-K
MIXED ★ 6/10
$9.81 $10.12▲ +3.16%▲ +1.95%—
Jun 12, 2026
19w ago
425
BULLISH ★ 6/10
$9.74 $8.69▼ −10.78%▼ −11.45%—
Jun 12, 2026
19w ago
8-K
BULLISH ★ 5/10
$9.74 $8.69▼ −10.78%▼ −11.45%—
Jun 5, 2026
20w ago
425
BULLISH ★ 6/10
$9.24 $9.74▲ +5.41%▲ +4.84%—
Jun 4, 2026
20w ago
S-4
MIXED ★ 6/10
$9.24 $9.74▲ +5.41%▲ +4.84%—
Jun 2, 2026
20w ago
425
NEUTRAL ★ 3/10
$9.54 $9.63▲ +0.94%▲ +4.76%—
Jun 2, 2026
20w ago
425
NEUTRAL ★ 3/10
$9.54 $9.63▲ +0.94%▲ +4.76%—
Showing 10 of 14

US Market Status

Market Closed — Opens Wed (13h 22m)

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Report published Aug 24, 2026