Helix Energy Solutions Group, Inc. (HLX) and Hornbeck Offshore Services, Inc. Thursday announced a definitive agreement to combine in an all-stock transaction.
The combined company will operate under the Hornbeck Offshore Services name and trade on the NYSE under the ticker symbol 'HOS.'
Upon closing of the transaction, Hornbeck shareholders will own approximately 55% and Helix shareholders will own approximately 45% of the combined company on a fully diluted basis.
Hornbeck stockholders would receive a fixed exchange ratio of 10.27167 shares of Helix common stock for each share of Hornbeck common stock owned. The merger is expected to be tax-free to shareholders.
The combined company will provide innovative and integrated subsea and marine transportation solutions to customers across deepwater energy, defense and renewables. Helix and Hornbeck together will have a multi-faceted service portfolio that spans the entire life-cycle of deepwater fields, improves macro resilience and increases exposure to specialty non-oilfield markets.
The combination is expected to create attractive earnings profile with low leverage and strong free cash flow generation. Further, the transaction is expected to generate $75 million or more in annual revenue and cost synergies within three years following the transaction close.
Upon completion of the transaction, Todd M. Hornbeck will serve as President and Chief Executive Officer of the combined company. Three of the directors will be from Helix and four from Hornbeck. William L. Transier will serve as Chairman.
The combined company's headquarters will be in Houston, Texas, andCovington, Louisiana.
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