Daily News: November 8, 2019

Ankura, Barclays, Macquarie Support Bristow Group Exit from Chapter 11


Bristow Group has emerged from Chapter 11 bankruptcy protection, successfully completing its debt restructuring process and implementing the Chapter 11 reorganization plan confirmed by the U.S. Bankruptcy Court for the Southern District of Texas.

Bristow has reduced its debt significantly and is emerging with $535 million of new capital, which it believes will provide significant financial flexibility to support its global operations. The company also amended and reinstated its $75 million term loan.

“We are beginning this new chapter of Bristow’s proud history having achieved our key restructuring goals: a stronger balance sheet and improved liquidity that will enable us to continue providing industry-leading service to our global client base. I would like to commend our global team for its unwavering focus on delivering safe and efficient service to our clients and passengers as we navigated the restructuring process,” said L. Don Miller, president and chief executive officer of Bristow.

According to a related 8-K filing, the company amended its term loan credit agreement, dated May 10, 2019 with Ankura Trust as administrative agent. The term loan amendment amends the existing term loan agreement to, among other things, (i) increase the applicable margin in respect of all outstanding term loans to 8.00% in the case of Eurodollar Rate loans and 7.00% for base rate loans, (ii) release Bristow Helicopter Group from all guaranty and collateral obligations in respect of the 2019 term loan, (iii) modify certain negative covenants to, among other things, allow for future aircraft-related financings and related liens and investments and (iv) delete certain provisions relating to the Chapter 11 cases.

In addition, the Bankruptcy Court approved a term sheet on October 3, 2019 among the company, as guarantor, Bristow U.S. as borrower and lessee, BriLog Leasing, as lessee, Macquarie Bank, as administrative agent and security agent, Macquarie Leasing as lender and owner participant, and Macquarie Rotorcraft Leasing Holdings as owner participant, pursuant to which, among other matters, the parties agreed to enter into definitive documentation no later than November 1, 2019 for an amendment to the term loan credit agreement dated as of February 1, 2017. Among other things, the amendment extended the maturity date of the loan made under the Macquarie credit agreement by 12 months to March 6, 2023 and adjusted the loan amortization in accordance with the newly extended maturity date.

The company also amended its ABL facilities agreement dated April 17, 2018 with its lenders and Barclays Bank as agent and security trustee. The ABL amendment amends the ABL to, among other things, make permanent certain waivers of defaults or events of default that were previously provided during the pendency of the Chapter 11 cases, confirm the existing maturity date of April 17, 2023, and provide that the maximum amount of the amended ABL may be increased, subject to satisfaction of certain conditions, from time to time to a total of as much as $115 million from its current aggregate of $100 million.

Bristow Group is an industrial aviation solutions provider offering helicopter transportation, search and rescue (SAR) and aircraft support services to government and civil organizations worldwide.