Item 2.01 Completion of Acquisition or Disposition of Assets.

Helix Energy Solutions Group, Inc. (the "Company") previously reported in its Current Report on Form 8-K filed June 1, 2009, that it had commenced a secondary public offering of 20 million shares of the common stock of Cal Dive International, Inc. ("Cal Dive"), its majority owned subsidiary (the "Offering"). The Company also reported that, on May 29, 2009, it had entered into a definitive stock repurchase agreement with Cal Dive to sell to Cal Dive that number of shares of Cal Dive's common stock equal to $14 million divided by the price per share at which the Company sold shares in the Offering (the "Stock Repurchase Transaction").

On June 10, 2009, the Offering was consummated at a price per share of $8.50. Simultaneously with that closing, the Company consummated the Stock Repurchase Transaction, and in connection therewith, sold 1,647,058 shares of its common stock at a price per share of $8.50. The Company will use the proceeds of the Offering and the Stock Repurchase Transaction for general corporate purposes. Following the Offering and the Stock Repurchase Transaction, the Company owns 26,294,964 shares, representing approximately 28.38% of Cal Dive's issued and outstanding shares. The underwriters of the Offering have an option to purchase an additional 3.0 million shares to cover over-allotments, if any.