AMENDMENT NO. 5 TO CREDIT AGREEMENTCredit Agreement • March 7th, 2012 • Helix Energy Solutions Group Inc • Oil & gas field services, nec • New York
This Amendment No. 5 to Credit Agreement, dated as of November 11, 2011, (this "Amendment"), is entered into by HELIX ENERGY SOLUTIONS GROUP, INC., a Minnesota corporation (the "Borrower"), the lenders party to the Credit Agreement described below, and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the "Administrative Agent"), Swing Line Lender and L/C Issuer.
HELIX ENERGY SOLUTIONS GROUP, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • March 7th, 2012 • Helix Energy Solutions Group Inc • Oil & gas field services, nec • New York
Helix Energy Solutions Group, Inc., a Minnesota corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), $200,000,000 aggregate principal amount of its 3.25% Convertible Senior Notes due 2032 (the “Notes”). The Notes shall be convertible into 39.9752 shares of common stock, no par value, of the Company (the “Common Stock”), per $1,000 principal amount of Notes, as described in the Prospectus, defined below. The shares of Common Stock into which the Notes may be converted are referred to herein as the “Conversion Shares.” The Notes and the Conversion Shares hereinafter are referred to collectively as the “Securities.” The Notes will be issued under an indenture dated as of March 12, 2012 the “Indenture”) between the Company and The Bank of New York Mellon Trust Co., N.A., as trustee (the “Trustee”). The Notes are described more fully in the Prospectus, re
