Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
- Peter Lynch
What is insider trading>>
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UNITED
STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington,
D.C. 20549
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OMB APPROVAL
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OMB Number:3235-0145
Expires: February 28, 2009
Estimated average burden
hours per response… 10.4
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SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No. 3)*
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Helix
Energy Solutions Group, Inc.
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(Name of
Issuer)
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Common
Stock, no par value
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(Title of
Class of Securities)
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42330P107
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(CUSIP
Number)
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December
31, 2009
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(Date
of Event which Requires Filing of this
Statement)
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Check the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
[ ] Rule
13d-1(b)
[x] Rule
13d-1(c)
[ ] Rule
13d-1(d)
* The
remainder of this cover page shall be filled out for a reporting person’s
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page. Beneficial ownership
information contained herein is given as of the date listed above.
The information required in the
remainder of this cover page shall not be deemed to be “filed” for the purpose
of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise
subject to the liabilities of that section of the Act but shall be subject to
all other provisions of the Act (however, see the Notes).
CUSIP No.
42330P107
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1
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Names
of Reporting Persons.
Greenlight
Capital, L.L.C.
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2
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Check
the Appropriate Box if a Member of a Group (See
Instructions)
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(a) [
]
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|||
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(b)
; [
]
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|||
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3
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SEC
Use Only
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4
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Citizenship
or Place of Organization.
Delaware
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Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
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5 Sole
Voting Power
0
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6 Shared
Voting Power
0
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|||
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7 Sole
Dispositive Power
0
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|||
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8 Shared
Dispositive Power
0
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9
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Aggregate
Amount Beneficially Owned by Each Reporting Person
0
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10
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ]
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11
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Percent
of Class Represented by Amount in Row (9)
0.0%
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12
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Type
of Reporting Person (See Instructions)
OO
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CUSIP No.
42330P107
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1
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Names
of Reporting Persons.
Greenlight
Capital, Inc.
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2
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Check
the Appropriate Box if a Member of a Group (See
Instructions)
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(a) [
]
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|||
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(b) [
]
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|||
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3
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SEC
Use Only
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4
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Citizenship
or Place of Organization.
Delaware
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||
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Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
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5 Sole
Voting Power
0
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||
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6 Shared
Voting Power
0
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|||
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7 Sole
Dispositive Power
0
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|||
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8 Shared
Dispositive Power
0
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9
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Aggregate
Amount Beneficially Owned by Each Reporting Person
0
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10
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ]
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11
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Percent
of Class Represented by Amount in Row (9)
0.0%
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12
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Type
of Reporting Person (See Instructions)
CO
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CUSIP No.
42330P107
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1
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Names
of Reporting Persons.
DME
Advisors, L.P.
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2
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Check
the Appropriate Box if a Member of a Group (See
Instructions)
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(a) [
]
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|||
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(b) [
]
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|||
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3
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SEC
Use Only
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4
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Citizenship
or Place of Organization.
Delaware
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Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
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5 Sole
Voting Power
0
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||
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6 Shared
Voting Power
0
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|||
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7 Sole
Dispositive Power
0
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|||
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8 Shared
Dispositive Power
0
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9
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Aggregate
Amount Beneficially Owned by Each Reporting Person
0
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||
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10
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ]
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11
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Percent
of Class Represented by Amount in Row (9)
0.0%
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12
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Type
of Reporting Person (See Instructions)
PN
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CUSIP No.
42330P107
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1
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Names
of Reporting Persons.
DME
Advisors GP, L.L.C.
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2
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Check
the Appropriate Box if a Member of a Group (See
Instructions)
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(a) [
]
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|||
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(b) [
]
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|||
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3
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SEC
Use Only
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4
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Citizenship
or Place of Organization.
Delaware
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Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
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5 Sole
Voting Power
0
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6 Shared
Voting Power
0
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7 Sole
Dispositive Power
0
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8 Shared
Dispositive Power
0
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9
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Aggregate
Amount Beneficially Owned by Each Reporting Person
0
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10
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ]
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11
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Percent
of Class Represented by Amount in Row (9)
0.0%
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12
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Type
of Reporting Person (See Instructions)
OO
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CUSIP No.
42330P107
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1
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Names
of Reporting Persons.
David
Einhorn
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2
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Check
the Appropriate Box if a Member of a Group (See
Instructions)
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(a) [
]
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|||
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(b) [
]
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|||
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3
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SEC
Use Only
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4
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Citizenship
or Place of Organization.
U.S.
Citizen
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Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
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5 Sole
Voting Power
0
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||
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6 Shared
Voting Power
0
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7 Sole
Dispositive Power
0
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8 Shared
Dispositive Power
0
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9
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Aggregate
Amount Beneficially Owned by Each Reporting Person
0
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10
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ]
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11
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Percent
of Class Represented by Amount in Row (9)
0.0%
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12
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Type
of Reporting Person (See Instructions)
IN
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CUSIP No.
42330P107
AMENDMENT
NO. 3 TO SCHEDULE 13G
This
Amendment No. 3 (this “Amendment”) to the Schedule 13G relating to the
shares of common stock, no par value (the “Common Stock”) of Helix Energy
Solutions Group, Inc., a Minnesota corporation (the “Issuer”), is being filed
with the Securities and Exchange Commission (the “SEC”) as an amendment to the
Schedule 13G filed with the SEC on March 13, 2008, as amended by Amendment No. 1
filed with the SEC on September 12, 2008 and Amendment No. 2 filed with the SEC
on February 13, 2009. This Amendment is being filed on behalf of
Greenlight Capital, L.L.C., a Delaware limited liability company (“Greenlight
LLC”), Greenlight Capital, Inc., a Delaware corporation (“Greenlight Inc.”), DME
Advisors, L.P., a Delaware limited partnership (“Advisors”), DME Advisors GP,
L.L.C., a Delaware limited liability company that serves as general partner to
Advisors (“DME GP” and together with Greenlight LLC, Greenlight Inc. and
Advisors, “Greenlight”), and Mr. David Einhorn, the principal of Greenlight
(collectively with Greenlight, the “Reporting Persons”).
This
Amendment relates to Common Stock of the Issuer purchased by Greenlight for the
account of (i) Greenlight Capital, L.P., of which Greenlight LLC is the
general partner and for which Greenlight Inc. acts as investment manager,
(ii) Greenlight Capital Qualified, L.P., of which Greenlight LLC is the
general partner and for which Greenlight Inc. acts as investment manager,
(iii) Greenlight Capital Offshore, Ltd. for which Greenlight Inc. acts as
investment manager, and (iv) the managed account for which Advisors acts as
investment manager.
This
Amendment is being filed to amend and restate Items 4 and 5 as
follows:
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Item 4
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Ownership:
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Item
4(a)
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Amount
Beneficially Owned:
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None
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Item
4(b)
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Percent
of Class:
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0.0%
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Item
4(c) Number of shares as to which each such person has voting
and dispositive power:
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None
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Item 5
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Ownership
of Five Percent or Less of a Class
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If
this statement is being filed to report the fact that as of the date
hereof the Reporting Persons have ceased to be the beneficial owners of
more than five percent of the class of securities, check the following
þ.
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CUSIP No.
42330P107
SIGNATURE
After reasonable inquiry and to the
best of my knowledge and belief, I certify that the information set forth in
this statement is true, complete and correct.
Date: February
16, 2010
Greenlight
Capital, L.L.C.
By: /s/DANIEL
ROITMAN
Daniel
Roitman
Chief
Operating Officer
Greenlight
Capital, Inc.
By: /s/DANIEL
ROITMAN
Daniel
Roitman
Chief
Operating Officer
DME
Advisors, L.P.
By: DME
Advisors GP, L.L.C.
its
general partner
By: /s/DANIEL
ROITMAN
Daniel
Roitman
Chief
Operating Officer
DME
Advisors GP, L.L.C.
By: /s/DANIEL
ROITMAN
Daniel
Roitman
Chief
Operating Officer
/s/DANIEL
ROITMAN**
Daniel
Roitman, on behalf of David Einhorn
* The
Joint Filing Agreement, executed by and among the Reporting Persons, filed with
the Schedule 13G filed with the Securities and Exchange Commission on March 13,
2008 by the Reporting Persons with respect to the Issuer, is hereby incorporated
by reference.
** The
Power of Attorney, executed by David Einhorn authorizing Harry Brandler and
Daniel Roitman to sign and file this Schedule 13G on David Einhorn’s behalf,
which was filed with a Schedule 13G filed with the Securities and Exchange
Commission on July 18, 2005 by the Reporting Persons with respect to the
Ordinary Shares of Flamel Technologies S.A., is hereby incorporated by
reference.