Helix-HOS Merger: Who Gets the Better Deal
June 2026
Background
In April 2026, Helix Energy Solutions Group (“Helix”) (NYSE: HLX) and Hornbeck Offshore Services (“HOS”) announced plans to combine through a reverse stock merger. Upon completion of the transaction, existing Hornbeck shareholders will own approximately 55% of the combined company on a fully diluted basis, while Helix shareholders will own the remaining 45%.
The combined company will operate under the Hornbeck Offshore Services name and is expected to trade on the New York Stock Exchange under the ticker symbol HOS.
The transaction combines two complementary offshore energy service providers. Helix brings well intervention, robotics, decommissioning and production assets, while Hornbeck contributes one of the industry’s largest fleets of high-specification offshore support vessels serving the U.S. Gulf Coast and broader Western Hemisphere markets.
The key question for investors is whether the negotiated ownership split appropriately reflects the relative value of the two businesses.
Figure 1 - As of June 22, 2026, Helix shares closed at $8.85
Operating Performance
Helix
Helix generated $1.29 billion of revenue and $271 million of adjusted EBITDA in 2025, representing an EBITDA margin of approximately 21%. (1)
Several developments affected recent performance. Production from the Thunder Hawk field was interrupted following a mechanical blockage in late 2025 but resumed after a successful workover in early 2026. In addition, the Seawell well intervention vessel returned to service in the first quarter of 2026 after being stacked throughout 2025.
Offsetting these positives, Helix completed the sale of its Shallow Water Abandonment business during the second quarter of 2026. While the transaction reduces future revenue and EBITDA contribution, it significantly improves liquidity.
Based on management guidance and Lido Advisory’s projections, Helix is expected to generate approximately $247 million of adjusted EBITDA during 2026.
Hornbeck Offshore Services
Hornbeck generated $719 million of revenue and $288 million of adjusted EBITDA during 2025, representing an EBITDA margin of approximately 40%.
The company actively managed fleet utilization during 2025, stacking four 280 class platform supply vessels (PSV) and two 240 class multi-purpose support vessels (MPSV). However, the company has since reactivated at least one 280 class in the first half of 2026 as market conditions improved.
Additionally, Hornbeck took delivery of its construction service operation vessel (CSOV), which entered service supporting offshore wind operations on the U.S. East Coast in late 2025. The company is also scheduled to add two additional newbuild MPSVs to its active fleet beginning in 2027.
These investments support Hornbeck’s long-term growth outlook, although they require substantial capital expenditures in the near term.
Lido Advisory projects approximately $269 million of adjusted EBITDA for Hornbeck in 2026.
Figure 2 - Helix and HOS historical and forecast adjusted EBITDA
Valuation Analysis
Lido Advisory’s discounted cash flow (DCF) analysis estimates:
Company | Enterprise Value | Equity Value |
Helix | $1.65 billion | $1.85 billion |
Hornbeck | $1.56 billion | $1.18 billion |
The disparity between enterprise value and equity value reflects the companies’ differing balance sheets. (2,3)
As of March 31, 2026, Helix held approximately $501 million of cash against $303 million of debt, while Hornbeck held approximately $86 million of cash and $470 million of debt. Helix’s stronger liquidity position and lower net leverage contribute significantly to its higher standalone equity valuation. (4)
Evaluating the Ownership Split
At first glance, the negotiated ownership structure appears broadly consistent with operating earnings.
Using 2025 adjusted EBITDA, Hornbeck contributed approximately 52% of combined EBITDA while Helix contributed 48%. The same relationship exists in Lido Advisory’s 2026 forecast.
Viewed solely through the lens of EBITDA contribution, the agreed ownership structure of 55% for Hornbeck and 45% for Helix provides Hornbeck with a modest premium.
The picture changes when examining standalone equity values. Based on Lido Advisory’s DCF analysis, Helix accounts for approximately 61% of combined equity value while Hornbeck accounts for approximately 39%.
Supporters of the transaction may argue that enterprise value and future earnings potential are more relevant measures than current equity value. Under that framework, the two businesses appear much closer in value. Hornbeck’s recently delivered CSOV, newbuild MPSV program, and stronger long-term EBITDA growth profile may justify a premium ownership position relative to current earnings.
However, Helix contributes substantially greater liquidity to the combined company. Its significant cash balance and proceeds from the recent divestiture of its Shallow Water Abandonment business strengthen the combined balance sheet and provide financial flexibility for future growth initiatives.
Conclusion
The negotiated 55% ownership stake for Hornbeck exceeds its contribution based on both historical and projected EBITDA, which is closer to a 52/48 split. At the same time, Hornbeck’s ownership percentage is substantially higher than its implied share of standalone equity value under Lido Advisory’s valuation analysis.
Whether that premium is justified depends on the weight investors assign to future growth opportunities versus current balance-sheet strength. Hornbeck enters the merger with a stronger long-term fleet growth profile, while Helix contributes greater liquidity and a stronger equity position.
Overall, the transaction appears somewhat more favorable to Hornbeck shareholders than to Helix shareholders, though not to the extent suggested by a simple comparison of equity values alone. The final outcome will ultimately depend on management’s ability to realize anticipated synergies and convert future vessel investments into sustainable earnings growth.
Notes:
Adjusted EBITDA is a non-GAAP financial measure. Lido Advisory matches each respective company’s methodology in calculating adjusted EBITDA.
Key DCF model assumptions include terminal growth using 12% WACC, Helix management's 2026 forward looking guidance, 3% escalation on costs and revenue starting after 2026, interest expense and depreciation and amortization in line with historical. Model start is starting March 31, 2026.
DCF cash flows reflect $89 million in planned capital expenditures by Hornbeck and $107.5 in proceeds to Helix relating to the sale of its Shallow Water Abandonment business.
Total debt includes current and long-term maturities on interest bearing debt and finance lease liabilities.
This report is provided for informational purposes only and does not constitute financial, investment, or other professional advice. The data and information contained herein are based on sources believed to be reliable, but their accuracy or completeness is not guaranteed. Any opinions expressed reflect the judgment of the authors at the time of publication and are subject to change without notice. Readers are advised to conduct their own research and consult with a qualified financial professional before making any investment or business decisions.
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