Helix Energy Solutions announced today that its secondary offering of 20 million shares in its majority owned subsidiary, Cal Dive International, Inc., was priced at $8.50 per share. Helix also has entered into an agreement with Cal Dive under which, simultaneously with and conditioned upon closing the offering, it will sell to Cal Dive an additional 1,647,058 shares of Cal Dive stock for a purchase price of $14 million (or $8.50 per share, the price per share under the offering). The offering is expected to close on Wednesday, June 10, 2009, subject to customary closing conditions. In addition, Helix has granted the underwriters an option to purchase an additional 3 million shares to cover over-allotments, if any.
After the closing of offering and the Cal Dive repurchase transaction, Helix's ownership interest in Cal Dive will be reduced from approximately 51% to approximately 28% assuming the underwriters' over-allotment option is not exercised, and from approximately 51% to approximately 25% assuming the underwriters' over-allotment option is fully exercised. Helix will use the proceeds from the offering and the Cal Dive repurchase transaction for general corporate purposes.
In connection with the offering, Credit Suisse Securities (USA) LLC and Merrill Lynch & Co. are acting as joint book-running managers and Raymond James & Associates and Johnson Rice & Company L.L.C. are acting as co-managers for the offering.
Cal Dive has filed a registration statement, including a prospectus, with the Securities and Exchange Commission ("SEC") for the offering to which this communication relates. Before investing, investors should read the prospectus in that registration statement, the accompanying prospectus supplement, and other documents Cal Dive has filed with the SEC for more complete information about Cal Dive and this offering.
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