HOUSTON, Feb. 23, 2018 /PRNewswire/ -- Bristow Group Inc.
(NYSE: BRS) announced today the pricing of its previously announced
private offering to eligible purchasers pursuant to Rule 144A and
Regulation S under the Securities Act of 1933, as amended (the
"Securities Act"), of $350 million
aggregate principal amount of 8.75% senior secured notes due 2023
(the "notes"). The offering was upsized from a previously announced
amount of $300 million. The
closing of the offering is expected to occur on March 6, 2018 and is subject to the satisfaction
of customary closing conditions.
The notes will mature on March 1,
2023, subject to earlier mandatory redemption if more than
$125 million principal amount of the
company's existing senior notes due 2022 remains outstanding as of
June 30, 2022. The notes will be
fully and unconditionally guaranteed, jointly and severally, on a
senior secured basis, by the company's U.S. subsidiaries that
currently provide guarantees of its existing senior notes due 2022
and its convertible notes due 2023, as well as certain future
subsidiaries. The notes will be secured by first priority liens,
subject to limited exceptions, on collateral that will consist of
substantially all of the tangible and intangible property assets of
the company and the subsidiary guarantors (other than certain
excluded assets), including approximately 77 pledged aircraft.
The company intends to use a portion of the net proceeds from
the offering of the notes to repay all of its outstanding
borrowings under its term loan and to cash collateralize letters of
credit outstanding under its revolving credit facility, with the
remainder of the net proceeds from this offering to be used for
general corporate purposes. In connection with the closing of the
offering, the company intends to terminate its term loan and its
revolving credit facility.
The notes are being offered and sold to persons reasonably
believed to be qualified institutional buyers in the United States pursuant to Rule 144A under
the Securities Act, and outside the
United States to non-U.S. persons pursuant to Regulation S
under the Securities Act. The offer and sale of the notes and the
related subsidiary guarantees have not been and will not be
registered under the Securities Act or any state securities laws
and may not be offered or sold in the
United States absent registration or an applicable exemption
from, or in a transaction not subject to, the registration
requirements of the Securities Act and applicable state laws.
This news release shall not constitute an offer to sell or a
solicitation of an offer to purchase these notes nor shall there be
any sale of the notes in any state or jurisdiction in which such
offer, solicitation or sale would be unlawful. Any offers of the
notes shall be made in the United
States only by means of a private offering circular pursuant
to Rule 144A under the Securities Act, and outside the United States to non-U.S. persons pursuant
to Regulation S under the Securities Act.
ABOUT BRISTOW GROUP INC.
Bristow Group Inc. is the leading global industrial aviation
services provider offering helicopter transportation, search and
rescue (SAR) and aircraft support services, including maintenance
and training, to government and civil organizations worldwide.
Bristow has major operations in the North Sea, Nigeria and the U.S. Gulf of Mexico, and in most of the other major
offshore oil and gas producing regions of the world, including
Australia, Brazil, Canada, Russia and Trinidad. Bristow provides SAR services to the
private sector worldwide and to the public sector for all of the
U.K. on behalf of the Maritime and Coastguard Agency.
FORWARD-LOOKING STATEMENTS
Statements contained in this news release that state the
company's or management's intentions, hopes, beliefs, expectations
or predictions of the future are forward-looking statements.
Without limiting the generality of the foregoing, such
forward-looking statements include statements regarding the
company's intention to issue new notes, the anticipated timing of
the closing of the offering, the intention to use offering proceeds
to repay all of its outstanding borrowings under its term loan and
to cash collateralize letters of credit outstanding under its
revolving credit facility and the intention to terminate its term
loan and its revolving credit facility in connection with the
closing of the offering. Actual results could differ materially
from those projected in such forward-looking statements. Additional
information concerning factors that could cause actual results to
differ materially from those in the forward-looking statements is
contained from time to time in the company's filings with the
Commission, including but not limited to the company's Annual
Report on Form 10-K for the fiscal year ended March 31, 2017 and Quarterly Reports on Form 10-Q
for the quarters ended June 30, 2017,
September 30, 2017 and December 31, 2017. Bristow Group Inc. disclaims
any intention or obligation to revise any forward-looking
statements, including financial estimates, whether as a result of
new information, future events or otherwise.
Linda McNeill
Investor Relations
(713) 267-7622
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SOURCE Bristow Group Inc.