HOUSTON, Feb. 25, 2021 /PRNewswire/ -- Bristow Group Inc.
(NYSE: VTOL) (the "Company") announced today the closing of its
private offering of $400 million
aggregate principal amount of 6.875% senior secured notes due 2028
(the "notes"). The notes were issued under an indenture, dated
February 25, 2021, among the Company,
the subsidiary guarantors party thereto and U.S. Bank National
Association, as trustee and collateral agent.
"We are very pleased with this important transaction, which
strengthens Bristow's financial position and enhances our strategic
and operational flexibility," said Chris
Bradshaw, President and Chief Executive Officer of Bristow.
"This new financing, along with the use of cash on hand, results in
a much cleaner capital structure, significantly extends our debt
maturities, reduces mandatory amortization requirements, and
eliminates operational friction costs related to the former credit
facilities, all of which we believe enhances Bristow's credit
profile and future access to capital."
The Company used the net proceeds from the offering of the
notes, together with cash on hand, to repay approximately
$153.4 million with respect to the
Company's secured equipment term loan with Macquarie Bank Limited
and approximately $206.2 million with
respect to the Company's term loans with PK AirFinance S.à r.l.
(collectively, the "Term Loans"). The Company also intends to use a
portion of such net proceeds and cash on hand to fund the
previously announced redemption of all of its outstanding 7.750%
Senior Notes due 2022 with an aggregate principal amount of
approximately $132.0 million
outstanding (the "7.750% Senior Notes"), which 7.750% Senior Notes
were satisfied and discharged on the closing date of the offering
of the notes. In connection with the closing of the offering, the
Company terminated the term loan credit agreements relating to the
Term Loans.
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 of 1933, as amended (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
Bristow Group Inc. is the leading global provider of vertical
flight solutions. Bristow primarily provides aviation services to a
broad base of major integrated, national and independent offshore
energy companies. Bristow provides commercial search and rescue
(SAR) services in several countries and public sector SAR services
in the United Kingdom (U.K.) on
behalf of the Maritime & Coastguard Agency (MCA). Additionally,
the Company also offers ad hoc helicopter and fixed wing
transportation services. Bristow currently has customers in
Australia, Brazil, Canada, Chile, Colombia, Guyana, India, Mexico, Nigeria, Norway, Spain, Suriname, Trinidad, the U.K. and the U.S. To learn more,
visit our website at www.bristowgroup.com.
Forward-Looking Statements Disclosure
This news release contains "forward-looking statements."
Forward-looking statements give the Company's current expectations
or forecasts of future events. Forward-looking statements generally
can be identified by the use of forward-looking terminology such as
"may," "will," "expect," "intend," "estimate," "anticipate,"
"believe," "project," or "continue," or other similar words. These
statements are made under the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995, reflect management's
current views with respect to future events and therefore are
subject to significant risks and uncertainties, both known and
unknown. Without limiting the generality of the foregoing, such
forward-looking statements include statements regarding the use of
proceeds from the offering and the redemption of the 7.750% Senior
Notes. The Company's actual results may vary materially from those
anticipated in forward-looking statements.
The Company disclaims any obligation or undertaking to provide
any updates or revisions to any forward-looking statement to
reflect any change in the Company's expectations or any change in
events, conditions or circumstances on which the forward-looking
statement is based that occur after the date hereof. You should not
place undue reliance on our forward-looking statements because the
matters they describe are subject to known and unknown risks,
uncertainties and other unpredictable factors, many of which are
beyond our control. Our forward-looking statements are based on the
information currently available to us and speak only as of the date
hereof. New risks and uncertainties arise from time to time, and it
is impossible for us to predict these matters or how they may
affect us. We have included important factors in the section
entitled "Risk Factors" in the Company's joint proxy and consent
solicitation statement/prospectus (File No. 333-237557) filed with
the United States Securities and Exchange Commission (the "SEC") on
May 5, 2020 (the "Proxy Statement")
and the Company's Quarterly Report on Form 10-Q for the quarter
ended December 31, 2020, which we
believe, over time, could cause our actual results, performance or
achievements to differ from the anticipated results, performance or
achievements that are expressed or implied by our forward-looking
statements. You should consider all risks and uncertainties
disclosed in the Proxy Statement and in our filings with the SEC,
all of which are accessible on the SEC's website at
www.sec.gov.
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SOURCE Bristow Group