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Registered Number:SC292262 HELIX ENERGY SOLUTIONS (UK) LIMITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
HELIX ENERGY SOLUTIONS (UK) LIMITED
COMPANY INFORMATION
Directors | O Kratz
| S Nairn
| K Neikirk
Company secretary | Pinsent Masons Secretarial Limited
Registered number | SC292262
Registered office | 13 Queen's Road
| Aberdeen
| AB15 4YL
Independent auditor | AAB Audit & Accountancy Limited
| Kingshill View
| Prime Four Business Park
| Kingswells
| Aberdeen
| AB15 8PU
HELIX ENERGY SOLUTIONS (UK) LIMITED
CONTENTS
| Page
Strategic Report | 1 - 3
Directors' Report | 4
Directors' Responsibilities Statement | 5
Independent Auditor's Report | 6 - 9
Statement of Comprehensive Income | 10
Statement of Financial Position | 11
Statement of Changes in Equity | 12
Notes to the Financial Statements | 13 - 23
HELIX ENERGY SOLUTIONS (UK) LIMITED
STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2025
Introduction
The directors present their Strategic Report for the year ended 31 December 2025.
Business review
Net profit for the year of £2,093,000 compared to the prior year loss of £1,698,000. During the year, the investments in Helix Offshore Services Limited and Helix Offshore International Holdings S.a.r.l were impaired to their recoverable amounts. No dividends have been paid and shareholder’s funds have increased by £2,093,000 (2024 - decreased £1,698,000). The key financial and other performance indicators during the year are presented below:
| 2025 | 2024
| £000 | £000
Operating profit/(loss) | 2,091 | (1,700)
Profit/(Loss) for the financial year | 2,093 | (1,698)
Shareholders' funds | 690,529 | 688,436
Principal risks and uncertainties
The Company undertakes an annual management review of its performance and identifies those risks and issues that require to be mitigated and resolved to meet or exceed its year end qualitative and quantitative targets. The review sets performance indicators and objectives for the following year to mitigate risks that have threatened or have affected the Company's performance across previous years. Areas of risk can be diversified into four main categories being commercial, contractual, financial and technical. There are no apparent commercial, contractual, financial or technical risks as the Company is non-trading and has no employees. Page 1
HELIX ENERGY SOLUTIONS (UK) LIMITED
STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Directors' statement of compliance with duty to promote the success of the Company
The Directors recognise their duty to act in a way which they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole in accordance with section 172 of the UK Companies Act 2006. The Directors’ section 172 duties are part of Board discussions. The Directors continue to have regard to the interest of the Company’s key stakeholders and, throughout the year, the Board and management engage with key stakeholders on items relevant to them. We set out below our key stakeholder groups, their material issues and how the Company engages with and considers the interest of each stakeholder group. Investors and lenders The key areas of focus with regards to this stakeholder group is financial performance, strategy and capital allocation. Helix Energy Solutions (U.K.) Limited commits to maximising long-term shareholder value through clearly identifying risks, thorough planning and having effective internal controls in place. It is imperative that risks are understood and effectively managed to ensure that objectives are achieved. Although the Company has no external shareholders, the financial results are consolidated in the group results of the ultimate parent Company, Helix Energy Solutions Group, Inc. The group results are disclosed quarterly to the wider investor market, followed by a conference call with representatives from institutional shareholders to discuss group financial performance and strategy. Changes to the Company’s capital structure in order to optimise group liquidity or capital is ratified by the Company’s board of directors. Employees The Company has no employees. The Company directors' monitor the success of its subsidiaries and views having a diverse, skilled and positive employee group is for the benefit for the Company. Suppliers The Company does not trade thus has no suppliers aside from professional firms. The Company is reliant that subsidiaries adhere to the group anti corruption policy and conducting business only by lawful and ethical means. Compliance with contracts is key to enable long term supplier relationships being built by suppliers. Effective supplier management ensures that services to clients are provided in accordance with contracts, thus not compromising the Company investment in subsidiaries. Page 2
HELIX ENERGY SOLUTIONS (UK) LIMITED
STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025 Customers Although the Company does not trade, the director's monitor the success of the Company by subsidiaries having effective and positive customer relationships. Subsidiaries only conduct business with clients that demonstrate their ability to pay for services through careful and regular financial analysis. Subsidiaries are committed to fulfilling contractual obligations by providing high quality services meeting customer requirements. The creation and evolution of customer relationships is key to the directors preserving their investment in these subsidiaries. This report was approved by the board and signed on its behalf.
S Nairn Director
Date: 9 July 2026
Page 3
HELIX ENERGY SOLUTIONS (UK) LIMITED
DIRECTORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2025 The directors present their report and the financial statements for the year ended 31 December 2025.
Principal activity
The principal activity is to act as a holding company for UK subsea well intervention businesses.
Results and dividends
The profit for the year, after taxation, amounted to £2,093,000 (2024 - loss £1,698,000). The profit for the year has been transferred to the profit and loss reserve. No dividends were paid or received during the year (2024 - £NIL).
Directors
The directors who served during the year were:
O Kratz
S Nairn
K Neikirk
Disclosure of information to auditor
Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that: ∙so far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware, and ∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
Auditor
The auditor, AAB Audit & Accountancy Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the board and signed on its behalf.
S Nairn Director
Date: 9 July 2026
Page 4
HELIX ENERGY SOLUTIONS (UK) LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2025 The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the directors are required to: ∙select suitable accounting policies and then apply them consistently; ∙make judgments and accounting estimates that are reasonable and prudent; ∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; ∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Page 5
HELIX ENERGY SOLUTIONS (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HELIX ENERGY SOLUTIONS (UK) LIMITED
Opinion
We have audited the financial statements of Helix Energy Solutions (UK) Limited (the 'Company') for the year ended 31 December 2025, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’ (United Kingdom Generally Accepted Accounting Practice). In our opinion the financial statements: ∙give a true and fair view of the state of the Company's affairs as at 31 December 2025 and of its profit for the year then ended; ∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and ∙have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's Report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Page 6
HELIX ENERGY SOLUTIONS (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HELIX ENERGY SOLUTIONS (UK) LIMITED (CONTINUED)
Opinion on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit: ∙the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: ∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or ∙the financial statements are not in agreement with the accounting records and returns; or ∙certain disclosures of directors' remuneration specified by law are not made; or ∙we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the Directors' Responsibilities Statement set out on page 5, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so. Page 7
HELIX ENERGY SOLUTIONS (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HELIX ENERGY SOLUTIONS (UK) LIMITED (CONTINUED)
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditor's Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: We considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas: ∙compliance with relevant laws and regulations which may impact on the financial statements and those that the company needs to comply with for the purpose of trading; ∙management judgements applied in calculating impairment charges; ∙management override of controls to manipulate the Company's key performance indicators to meet targets. We discussed these risks with client management, designed audit procedures to address these risk including: ∙reviewed internal documentation and correspondence with regulator for evidence or irregularities; ∙consideration of the assumptions applied whether the judgements applied in calculation of provisions were appropriate; ∙reviewed areas of judgements and tested a sample of journal entries for indicators of management bias; ∙performed analytical procedures to identify any unusual or unexpected relationships which may be an indication of material misstatement due to fraud. Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditor's Report. Page 8
HELIX ENERGY SOLUTIONS (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HELIX ENERGY SOLUTIONS (UK) LIMITED (CONTINUED)
Use of our report
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditor's Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed. Derek Mair (Senior Statutory Auditor) for and on behalf of AAB Audit & Accountancy Limited Statutory Auditor Kingshill View Prime Four Business Park Kingswells Aberdeen AB15 8PU 9 July 2026 Page 9
HELIX ENERGY SOLUTIONS (UK) LIMITED
STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2025
| 2025 | 2024
Note | £000 | £000
Administrative expenses |  | (8) | (9)
Amounts reversed/(written off) investments |  | 2,099 | (1,691)
Operating profit/(loss) | 4 | 2,091 | (1,700)
Tax on profit/(loss) | 6 | 2 | 2
Profit/(loss) for the financial year |  | 2,093 | (1,698)
There was no other comprehensive income for 2025 (2024:£NIL).
The notes on pages 13 to 23 form part of these financial statements.
Page 10
HELIX ENERGY SOLUTIONS (UK) LIMITED REGISTERED NUMBER:SC292262
STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2025
|  | 2025 |  | 2024
Note |  | £000 |  | £000
Fixed assets |  |  |  |  |
Investments | 7 |  | 576,735 |  | 574,636
|  |  | 576,735 |  | 574,636
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 8 | 114,060 |  | 114,060 |
|  | 114,060 |  | 114,060 |
Creditors: amounts falling due within one year | 9 | (266) |  | (260) |
Net current assets |  |  | 113,794 |  | 113,800
Total assets less current liabilities |  |  | 690,529 |  | 688,436
Net assets |  |  | 690,529 |  | 688,436
Capital and reserves |  |  |  |  |
Called up share capital | 11 |  | 44,764 |  | 44,764
Share premium account |  |  | 811,565 |  | 811,565
Profit and loss account |  |  | (165,800) |  | (167,893)
|  |  | 690,529 |  | 688,436
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
S Nairn
Director
Date: 9 July 2026
The notes on pages 13 to 23 form part of these financial statements. Page 11
HELIX ENERGY SOLUTIONS (UK) LIMITED
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
| Called up share capital | Share premium account | Profit and loss account | Total equity
| £000 | £000 | £000 | £000
At 1 January 2024 | 44,764 | 619,815 | (166,195) | 498,384
Comprehensive income for the year |  |  |  |
Loss for the year | - | - | (1,698) | (1,698)
Shares issued during the year | - | 191,750 | - | 191,750
At 1 January 2025 | 44,764 | 811,565 | (167,893) | 688,436
Comprehensive income for the year |  |  |  |
Profit for the year | - | - | 2,093 | 2,093
At 31 December 2025 | 44,764 | 811,565 | (165,800) | 690,529
| The notes on pages 13 to 23 form part of these financial statements.
Page 12
HELIX ENERGY SOLUTIONS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. | General information
Helix Energy Solutions (U.K.) Limited (the “Company”) is a private company incorporated, domiciled and registered in Scotland in the UK. The registered number is SC292262 and the registered address is 13 Queen's Road, Aberdeen, AB15 4YL. The financial statements are presented in Sterling, which is the functional currency, and are rounded to the nearest thousand pounds (£'000). 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework' and the Companies Act 2006. The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3). The following principal accounting policies have been applied:
| 2.2 | Financial Reporting Standard 101 - reduced disclosure exemptions
The Company has taken advantage of the following disclosure exemptions under FRS 101: ∙the requirements of paragraphs 45(b) and 46-52 of IFRS 2 Share-based payment ∙the requirements of paragraph 33(c) of IFRS 5 Non Current Assets Held For Sale and Discontinued Operations ∙the requirements of paragraphs 91-99 of IFRS 13 Fair Value Measurement ∙the requirements of IAS 7 Statement of Cash Flows ∙the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member ∙the requirements of paragraphs 130(f)(ii), 130(f)(iii), 134(d)-134(f) and 135(c)-135(e) of IAS 36 Impairment of Assets. This information is included in the consolidated financial statements of Helix Energy Solutions Group, Inc. as at 31 December 2025 and these financial statements may be obtained from 400 N. Sam Houston Parkway E., Suite 400, Houston Texas, 77060 3500.
| 2.3 | Exemption from preparing consolidated financial statements
The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006. Page 13
HELIX ENERGY SOLUTIONS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.4 | Going concern
At 31 December 2025, the Company has net current assets of £113,794,000 and a profit for the year of £2,093,000 (2024 - loss £1,698,000) following investments being revalued to their recoverable amounts by £2,099,000. The Company maintains net assets of £690,529,000 with no external borrowings, therefore the financial statements have been prepared on a going concern basis. The directors have considered the position of the Company for a period not less than twelve months from the date of approval of these financial statements, and they are not aware of any circumstances that would alter the position of this Company as an intermediary holding company for the Group. The directors have considered the financial position of the group and parent company, and they have considered that the parent company has the ability to continue with this support. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so. Conclusively, the directors are confident that the Company will have sufficient funds to continue to meet its liabilities as they fall due for at least twelve months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.
| 2.5 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is GBP. Transactions and balances Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges. Page 14
HELIX ENERGY SOLUTIONS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.6 | Current and deferred taxation
The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
| 2.7 | Impairment of fixed assets and goodwill
Assets that are subject to depreciation or amortisation are assessed at each reporting date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each reporting date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.
| 2.8 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment.
| 2.9 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.10 | Creditors
Creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Creditors are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method. Page 15
HELIX ENERGY SOLUTIONS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.11 | Impairment of non-financial assets
The carrying amounts of the Company’s non financial assets, other than deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. The recoverable amount of an asset or cash generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the “cash generating unit”). An impairment loss is recognised if the carrying amount of an asset or its CGU exceeds its estimated recoverable amount. Impairment losses are recognised in profit or loss. In respect of other assets, impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised. Page 16
HELIX ENERGY SOLUTIONS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.12 | Financial instruments
The Company recognises financial instruments when it becomes a party to the contractual arrangements of the instrument. Financial instruments are de-recognised when they are discharged or when the contractual terms expire. The Company's accounting policies in respect of financial instruments transactions are explained below: Financial assets and financial liabilities are initially measured at fair value. Financial assets All recognised financial assets are subsequently measured in their entirety at either fair value or amortised cost, depending on the classification of the financial assets. Financial liabilities and equity Financial instruments issued by the Company are treated as equity only to the extent that they meet the following two conditions: (a) they include no contractual obligations upon the Company to deliver cash or other financial assets or to exchange financial assets or financial liabilities with another party under conditions that are potentially unfavourable to the Company; and (b) where the instrument will or may be settled in the Company’s own equity instruments, it is either a non derivative that includes no obligation to deliver a variable number of the Company’s own equity instruments or is a derivative that will be settled by the Company’s exchanging a fixed amount of cash or other financial assets for a fixed number of its own equity instruments. To the extent that this definition is not met, the proceeds of issue are classified as a financial liability. Where the instrument so classified takes the legal form of the Company’s own shares, the amounts presented in these financial statements for called up share capital and share premium account exclude amounts in relation to those shares.
| 2.13 | Dividends
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting. Page 17
HELIX ENERGY SOLUTIONS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
3. | Judgments in applying accounting policies and key sources of estimation uncertainty
The preparation of financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. The following estimate has had the most significant effect on amounts recognised in the financial statements: Impairment of investments The Company includes investments within the financial statements at cost less provision for impairment. The carrying value is reviewed for impairment if events or changes in circumstances indicate that the carrying value may not be recoverable, and is written down immediately to its recoverable amount. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount.
4. | Operating profit/(loss)
| The operating profit/(loss) is stated after charging:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Administrative expenses | 9 | 9
| Impairment charge/(reversal) of investments (note 7) | (2,099) | 1,691
| Exchange differences | (1) | -
5. | Auditor's remuneration
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Fees payable to the Company's auditor for the audit of the Company's financial statements | 3 | 3
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HELIX ENERGY SOLUTIONS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
6. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Corporation tax |  |
| Current tax on profits for the year | (2) | (2)
|  | (2) | (2)
| Total current tax | (2) | (2)
| Deferred tax |  |
| Total deferred tax | - | -
| Tax on profit/(loss) | (2) | (2)
| Factors affecting tax credit for the year
| The tax assessed for the year is the same as (2024 - lower than) the standard rate of corporation tax in the UK of 25% (2025 - 25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Profit/(loss) on ordinary activities before tax | 2,091 | (1,699)
| Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | 523 | (425)
| Effects of: |  |
| Expenses not deductible | - | 423
| Income not taxable | (525) | -
| Total tax credit for the year | (2) | (2)
| Factors that may affect future tax charges
There were no factors that may affect future tax charges. Page 19
HELIX ENERGY SOLUTIONS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
7. | Fixed asset investments
|  | Investments in subsidiary companies
|  | £000
| Cost or valuation |
| At 1 January 2025 | 918,630
| At 31 December 2025 | 918,630
| Impairment |
| At 1 January 2025 | 343,994
| Reversal of impairment losses | (2,099)
| At 31 December 2025 | 341,895
| Net book value |
| At 31 December 2025 | 576,735
| At 31 December 2024 | 574,636
| Subsidiary undertakings
| The following were subsidiary undertakings of the Company:
| Name | Registered office | Class of shares | Holding
| Helix Well Ops (UK) Limited | 13 Queens Road, Aberdeen, Scotland | Ordinary | 100%
| Helix Offshore Services AS * | c/o Intertrust (Norway) AS, P.O. Box 2051 Vika, 0125, Oslo | Ordinary | 100%
| Helix Offshore Crewing Services Pte Limited * | 50 Raffles Place, #32 01 Singapore, Land Tower, Singapore 048623 | Ordinary | 100%
| Helix Offshore Crewing Services Limited * | 13 Queens Road, Aberdeen, Scotland | Ordinary | 100%
| Subsea Technologies Group Limited* | 13 Queens Road, Aberdeen, Scotland | Ordinary | 100%
| Helix Offshore Services Limited | 13 Queens Road, Aberdeen, Scotland | Ordinary | 100%
| Helix Offshore International Holdings S.a r.l | 12c, rue Guillaume Kroll, L 1882, Luxembourg | Ordinary | 100%
| * Indirectly held by subsidiary. During the year, the investments in Helix Offshore Services Limited and Helix Offshore International Holdings S.a.r.l were amended to their recoverable amounts, resulting in an impairment reversal of £2,099,000.
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HELIX ENERGY SOLUTIONS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
8. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Amounts owed by group undertakings | 114,050 | 114,050
| Tax recoverable | 2 | 2
| Deferred taxation | 8 | 8
|  | 114,060 | 114,060
| Included within amounts owed by group understakings is a loan note receivable of £113,965,000. The loan notes are non-interest bearing and a repayable on demand. The carrying amounts of the loan notes at the year end date, are a reasonable approximation of fair value. Other amounts owed by group undertakings are non-interest bearing and have no set repayment terms. The carrying amount of is a reasonable approximation of fair value.
9. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Amounts owed to group undertakings | 254 | 247
| Accruals and deferred income | 12 | 13
|  | 266 | 260
| Amounts owed to group undertakings are non-interest bearing and have no set repayment terms. The carrying amount is a reasonable approximation of fair value.
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HELIX ENERGY SOLUTIONS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
10. | Deferred taxation
|  | 2025
|  | £000
| At beginning of year | 8
| At end of year | 8
| The deferred tax asset is made up as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Tax losses carried forward | 8 | 8
|  | 8 | 8
11. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
|  | Allotted, called up and fully paid |  |
|  | 44,764,248 (2024 - 44,764,248) Ordinary shares of £1.00 each | 44,764 | 44,764
12. | Share premium
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Share premium | 811,565 | 811,565
|  | 811,565 | 811,565
| The share premium account represents the excess of consideration received over and above the nominal of shares issued. The share premium account is non-distributable and may only be applied in accordance with the provisions of the Companies Act 2006.
13. | Related party transactions
| The Company has taken advantage of the exemption under paragraph 17 and 18(a) of IAS 24 not to disclose transactions with fellow wholly owned subsidiaries. There are no other related party transactions.
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HELIX ENERGY SOLUTIONS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
14. | Post balance sheet events
On 23 April 2026, Helix Energy Solutions Group, Inc and Hornbeck Offshore Services, Inc announced both parties entered into an agreement to establish a premier integrated offshore services company. Subject to shareholder approval, Hornbeck and Helix shareholders will own 55% and 45% of the company respectively. The transaction is expected to close later in 2026. The strategic combination will create a recognised leader in offshore operations through a diversified and expanded high specification fleet of specialised vessels, supported by subsea robotics, well intervention and technical service capabilities across several sectors.
15. | Controlling party
The Company’s immediate parent company is Helix International Group Holdings (UK) Limited, a company registered in United Kingdom. The Company's ultimate parent company is Helix Energy Solutions Group, Inc., a company incorporated in the United States. The largest and smallest group in which the results of the Company are consolidated is that headed by Helix Energy Solutions Group, Inc. The consolidated accounts of this company are available to the public and may be obtained from 400 N. Sam Houston Parkway E., Suite 400, Houston Texas, 77060-3500.
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