HOUSTON, Nov. 21, 2018 /PRNewswire/ -- Bristow Group
Inc. (NYSE: BRS) (the "Company") announced today that it has
completed the previously announced solicitation of consents (the
"Consent Solicitation") from holders of its outstanding 8.75%
Senior Secured Notes due 2023 (the "Notes"). In connection with the
Consent Solicitation, the Company has entered into a supplemental
indenture with respect to the indenture governing the Notes (the
"Supplemental Indenture") to reflect the proposed amendment (the
"Proposed Amendment") described in the Consent Solicitation
Statement dated November 13, 2018, as
amended by the Amendment No. 1 thereto dated November 15, 2018 (as amended, the "Consent
Solicitation Statement").
The Consent Solicitation expires at 5:00
p.m., New York City time,
on November 21, 2018 (the "Expiration
Date"). Prior to the Expiration Date, the Company had received the
consent of holders of at least a majority in aggregate principal
amount outstanding of the Notes (the "Requisite Consents"), and
revocation rights had been terminated upon receipt of the Requisite
Consents. The Company will pay a consent payment (the "Consent
Payment") in the aggregate amount of $1,750,000, to eligible holders of the Notes as
of 5:00 p.m., New York City time, on November 12, 2018 (the "Record Date") who validly
delivered consents to the Proposed Amendment on or prior to the
Expiration Date and did not revoke consents prior to the receipt of
the Requisite Consents in the manner described in the Consent
Solicitation Statement. The Company expects to deliver the
Consent Payment to such holders substantially concurrently with the
closing of the Company's previously announced acquisition of
Columbia Helicopters, Inc.
The Supplemental Indenture executed in connection with the
completion of the Consent Solicitation became effective upon the
execution and delivery thereof, but will become operative only upon
the payment of the Consent Payment. Upon the Proposed Amendment
becoming effective and operative, all holders of the Notes will be
bound by the terms of the Supplemental Indenture, including those
that did not give their consent. However, holders who did not
deliver consents on or prior to the Expiration Date (or delivered
consents but properly revoked them prior to the receipt of the
Requisite Consents) will not receive the Consent Payment.
Questions concerning the terms of the Consent Solicitation
should be directed to Jefferies, solicitation agent with respect to
the Consent Solicitation, at (888) 708-5831 (toll-free within the
U.S.) or (203) 708-6574; (212) 284-4611; or (203) 708-5967 (direct)
or by email to jpalen@jefferies.com; jhix@jefferies.com; or
atretner@jefferies.com, or Ipreo LLC, the information and
tabulation agent for the Consent Solicitation, at (212) 849-3880
(banks and brokers) and (888) 593-9546 (all others, toll free).
This announcement is not an offer to purchase, a solicitation of
an offer to purchase, or a solicitation of consents with respect to
any securities. The Consent Solicitation was made solely by the
Consent Solicitation Statement and was subject to the terms and
conditions stated therein.
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,
to government and civil organizations worldwide. Bristow has major
transportation 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. For more
information, visit bristowgroup.com.
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
expectations regarding the Acquisition and the Consent
Solicitation, including the timing and amount of the Consent
Payment in connection therewith, the Proposed Amendment and the
Supplemental Indenture. 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
Securities and Exchange Commission, including but not limited to
the Company's Annual Report on Form 10-K for the fiscal year ended
March 31, 2018 and Quarterly Reports
on Form 10-Q for the quarters ended June 30,
2018 and September 30, 2018.
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.