Cal Dive Reports Third Quarter 2009 Results

Cal Dive International, Inc. (NYSE:DVR) reported third quarter 2009 net income of $32.9 million, or $.35 per diluted share compared to $45.9 million and $.43 per diluted share for the same period of 2008, which was a record quarter for the Company. The third quarter of 2009 financial performance was driven primarily by the Company's continued strong project execution offshore. The decrease in net income compared to third quarter of 2008 is primarily due to lower levels of new construction activity in the Gulf of Mexico and a decline in work for a large LNG project located offshore Boston, where a significant portion of the work had been performed during the third quarter of 2008. This decrease was partially offset by increased pipelay activity in Mexico and China and increased hurricane repair activity in the Gulf of Mexico.

Quinn Hébert, President and Chief Executive Officer of Cal Dive, stated, “Through the hard work of our men and women offshore we were able to achieve another quarter of excellent offshore execution that resulted in solid financial performance. We completed our large pipelay project in Mexico during the quarter and we were awarded our second contract in China following the successful completion of our first project there earlier this year. We look forward to continuing to grow our business in these markets. Our international revenues have increased by nearly 40% during the first nine months of 2009 as compared to the same period of 2008.

We were also pleased to announce the successful completion of Helix's secondary public offering of our common stock during the quarter. This offering followed an earlier Helix secondary offering completed in June of this year. Today, Helix owns less than 1% of our common stock. This should prove to be a positive development for Cal Dive's stockholders as it increases the liquidity of our common stock.

As expected, the fourth quarter is shaping up to be slower as our customers look to avoid the winter weather in the Gulf of Mexico and have already spent the majority of their capital budgets for the year. Our backlog as of September 30^th was $213 million and approximately 53% of that will be performed during the fourth quarter of this year, with 38% to be performed in 2010."

Financial Highlights

• Backlog: Contracted backlog was $213 million as of September 30, 2009 compared to a backlog of $284 million at June 30, 2009 and $506 million as of September 30, 2008.
• Revenues: Third quarter 2009 revenues decreased by $64.1 million to $214.6 million as compared to the third quarter of 2008, primarily due to decreased new construction activity. This was partially offset by increased pipelay activity in Mexico and China and hurricane repair activity in the Gulf of Mexico.
• Gross Profit: Third quarter 2009 gross profit decreased by $22.4 million to $70.1 million as compared to the third quarter of 2008 due the same reasons cited above.
• SG&A: Third quarter 2009 SG&A decreased by $2.2 million compared to the third quarter of 2008. SG&A as a percentage of revenue for the third quarter 2009 was 8.2% compared to 7.1% for third quarter of 2008. The percentage increase was primarily due to the decrease in revenues partially offset by the decrease in amount of SG&A.
• Net Interest Expense: Third quarter 2009 net interest expense decreased by $1.8 million over the third quarter of 2008, primarily due to lower variable interest rates associated with outstanding borrowings.
• Income Tax Expense: The effective tax rate for the third quarter of 2009 was 33.2% compared to 32.0% for the third quarter of 2008. The increase is due to a higher percentage of profits being derived from the U.S. tax jurisdiction with a higher tax rate.
• Debt: Total debt was $355.0 million and cash and cash equivalents were $124.6 million for a net debt position of $230.4 million as of September 30, 2009 compared to a net debt position of $288.0 million at June 30, 2009 and $254.4 million at December 31, 2008.

Further details will be provided during Cal Dive's conference call, scheduled for 11 a.m. Central Time on October 29, 2009. The teleconference dial-in numbers are: [phone] (domestic), [phone] (international), passcode 77380544. Investors will be able to obtain the slide presentation and listen to the live conference call broadcast from the Investor Relations page at http://www.caldive.com. A replay will also be available from the Investor Relations-Presentations page.

Cal Dive International, Inc., headquartered in Houston, Texas, is a marine contractor that provides an integrated offshore construction solution to its customers, including manned diving, pipelay and pipe burial, platform installation and platform salvage services to the offshore oil and natural gas industry on the Gulf of Mexico OCS, Northeastern U.S., Latin America, Southeast Asia, Australia, the Middle East, India and the Mediterranean, with a fleet of 31 vessels, including 21 surface and saturation diving support vessels and 10 construction barges.

CAUTIONARY STATEMENT

This press release may include “forward-looking” statements that are generally identifiable through our use of words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” “project” and similar expressions and include any statements that we make regarding our earnings expectations. The forward-looking statements speak only as of the date of this release, and we undertake no obligation to update or revise such statements to reflect new information or events as they occur. Our actual future results may differ materially due to a variety of factors, including current economic and financial market conditions, changes in commodity prices for natural gas and oil and in the level of offshore exploration, development and production activity in the oil and natural gas industry, our inability to obtain contracts with favorable pricing terms if there is a downturn in our business cycle, intense competition in our industry, the operational risks inherent in our business, risks associated with our relationship with Helix Energy Solutions Group, Inc., and other risks detailed in our Annual Report on Form 10-K.

CAL DIVE INTERNATIONAL, INC.
Comparative Condensed Consolidated Statements of Operations
(000's omitted, except per share data)
�	�		�			�			�			�
													�
				Three Months Ended						Nine Months Ended
				September 30,						September 30,
				2009	�		2008	�		2009	�		2008	�
				(unaudited)						(unaudited)
													�
Net revenues				$ 214,597			$ 278,709			$ 681,966			$ 595,250
Cost of sales				144,466	�		186,166	�		502,269	�		430,761	�
Gross profit				70,131			92,543			179,697			164,489
	Gain (loss) on sale of assets			-			(23	)		-			186
	Selling and administrative expenses			17,629			19,801			53,724			54,910
	Provision for doubtful accounts			202	�		-	�		6,477	�		-	�
Income from operations				52,300			72,719			119,496			109,765
	Interest expense, net			(3,234	)		(4,999	)		(10,598	)		(16,509	)
	Other income (expense), net			191	�		(157	)		(394	)		(378	)
Income before income taxes				49,257			67,563			108,504			92,878
	Provision for income taxes			16,349	�		21,630	�		34,717	�		29,475	�
Net income				$ 32,908	�		$ 45,933	�		$ 73,787	�		$ 63,403	�
													�
Other financial data:
	Income from operations			52,300			72,719			119,496			109,765
	Depreciation and amortization			19,403			17,858			57,844			52,160
	EBITDA			73,753			91,875			182,275			165,946
													�
Weighted avg. shares outstanding
	Basic			92,945			105,880			95,083			105,706
	Diluted			93,571			106,087			95,399			105,956
Earnings per share:
	Basic			$ 0.35	�		$ 0.43	�		$ 0.78	�		$ 0.60	�
	Diluted			$ 0.35	�		$ 0.43	�		$ 0.77	�		$ 0.60	�

CAL DIVE INTERNATIONAL, INC.
Comparative Condensed Consolidated Balance Sheet
(000's omitted)
�	�				�
						�
ASSETS				September 30, 2009	�	December 31, 2008
				(unaudited)
Current assets:
	Cash and equivalents			$ 124,586		$ 60,556
	Accounts receivable			162,726		167,714
	Contracts in progress			45,958		56,764
	Affiliated, net			-		54,944
	Deferred income taxes			6,821		5,562
	Other current assets			27,154		23,597
Total current sssets				367,245		369,137
						�
Net property & equipment				615,994		604,242
Goodwill				292,469		292,469
Deferred drydock costs				20,829		24,784
Other assets, net				13,598		18,976
Total assets				$ 1,310,135		$ 1,309,608
						�
						�
LIABILITIES & STOCKHOLDERS' EQUITY
						�
Current liabilities:
	Accounts payable			$ 61,533		$ 77,440
	Advanced billings on contracts			6,370		10,958
	Current maturities of long-term debt			80,000		80,000
	Income tax payable			13,673		14,900
	Accrued liabilities			53,387		58,995
Total current liabilities				214,963		242,293
						�
Long-term debt				275,000		235,000
Long-term payable to affiliate				-		2,695
Deferred income taxes				123,351		116,790
Other long term liabilities				6,286		7,133
Stockholders' equity				690,535		705,697
Total liabilities & equity				$ 1,310,135		$ 1,309,608

Reconciliation of Non-GAAP Financial Measures
For the Periods Ended September 30, 2009 and 2008
(000's omitted, except ratio data)

In addition to net income, one primary measure that we use to evaluate our financial performance is earnings before net interest expense, taxes, depreciation and amortization, or EBITDA. We use EBITDA to measure our operational strengths and the performance of our business and not to measure our liquidity. EBITDA does not reflect the periodic costs of certain capitalized tangible and intangible assets used in generating revenues, and should be considered in addition to, and not as a substitute for, net income and other measures of financial performance we report in accordance with GAAP. Furthermore, EBITDA presentations may vary among companies; thus, our EBITDA may not be comparable to similarly titled measures of other companies.

We believe EBITDA is useful as a measurement tool because it helps investors evaluate and compare our operating performance from period to period by removing the impact of our capital structure (primarily interest charges from our outstanding debt) and asset base (primarily depreciation and amortization of our vessels) from our operating results. Our management uses EBITDA (i) to assess compliance with financial ratios and covenants that will be included in our revolving credit facility; and (ii) in communications with lenders, rating agencies and others, concerning our financial performance.

The following table presents a reconciliation of EBITDA to net income, which is the most directly comparable GAAP financial measure of our operating results:

�	�		�	Three Months Ended				�	Nine Months Ended
				September 30,					September 30,
				2009		�	2008		2009	�	2008
				(unaudited)					(unaudited)
EBITDA				$ 73,753			$ 91,875		$ 182,275		$ 165,946
Less: Depreciation & amortization				19,403			17,858		57,844		52,160
Less: Non-cash stock compensation expense				1,859			1,455		5,329		4,399
Less: Net interest expense				3,234			4,999		10,598		16,509
Less: Provision for income taxes				16,349	�		21,630		34,717		29,475
Net Income				$ 32,908	�		$ 45,933		$ 73,787		$ 63,403
											�
											�
				As of 9/30/09
Total Debt				$ 355,000
Less: Cash				(124,586	)
Net Debt				$ 230,414	�

Contacts:

Cal Dive International
Brent Smith, 713-361-2643
Vice President- Finance