Bristow Group Reports Fourth Quarter And Full Fiscal Year 2021 Results
Bristow Group Inc. (NYSE: VTOL) reported a net loss of $42.6 million, or $1.47 per diluted share, for Q4 FY21, with operating revenues of $281.5 million. This is an improvement compared to a net loss of $57.1 million in Q3 FY21. Adjusted EBITDA was $30.5 million, down from $47.7 million in the previous quarter. The company's unrestricted cash balance stood at $228.0 million as of March 31, 2021. Additionally, Bristow closed a $400 million offering of senior secured notes, using proceeds for debt repayment and to strengthen liquidity.
- Generated $54.9 million in adjusted free cash flow in Q4 FY21.
- Unrestricted cash balance increased to $228.0 million, enhancing liquidity.
- Reported a net loss of $42.6 million in Q4 FY21, largely due to debt extinguishment losses.
- Operating revenues declined by $18.8 million sequentially, driven by lower oil and gas operations.
- Adjusted EBITDA decreased from $47.7 million in Q3 FY21 to $30.5 million.
HOUSTON, May 26, 2021 /PRNewswire/ --
- Net loss of
$42.6 million , or$1.47 per diluted share, in Q4 FY21 - EBITDA adjusted to exclude special items and asset dispositions was
$30.5 million in Q4 - Adjusted Free Cash Flow was
$54.9 million in Q4 FY21 - As of March 31, 2021, unrestricted cash balance was
$228.0 million with total liquidity of$284.1 million - During Q4, the Company closed a private offering of
$400 million aggregate principal amount of6.875% senior secured notes and used a portion of the net proceeds, together with cash on hand, to repay certain term loans and to redeem its7.750% senior unsecured notes (the "Refinancing")
Bristow Group Inc. (NYSE: VTOL) today reported net loss attributable to the Company of
Earnings before interest, taxes, depreciation and amortization ("EBITDA") was
Three Months Ended | |||||||
December 31, 2020 | March 31, 2021 | ||||||
Successor | |||||||
EBITDA | $ | (12,679) | $ | (32,168) | |||
Special items: | |||||||
Loss on impairment | 53,249 | 1,182 | |||||
PBH intangible amortization | 5,641 | 3,964 | |||||
Merger-related costs | 4,450 | 16,475 | |||||
Organizational restructuring costs | 1,547 | 7,887 | |||||
Loss on early extinguishment of debt | 229 | 28,515 | |||||
Government grants | (1,075) | (375) | |||||
Bankruptcy related costs | (1,758) | 407 | |||||
Insurance proceeds | — | (2,614) | |||||
$ | 62,283 | $ | 55,441 | ||||
Adjusted EBITDA | $ | 49,604 | $ | 23,273 | |||
(Gains) losses on asset dispositions, net | (1,951) | 7,199 | |||||
Adjusted EBITDA excluding asset dispositions | $ | 47,653 | $ | 30,472 | |||
"In addition to challenging market conditions related to the pandemic and depressed offshore oil and gas customer activity, the Company's current quarter results also reflect the typical seasonality in our business, as the March quarter has historically been the period of lowest flight activity due to fewer daylight hours and more inclement weather days," said Chris Bradshaw, President and Chief Executive Officer of Bristow. "Despite the challenging conditions, Bristow generated a substantial amount of free cash flow in the quarter, further demonstrating the resiliency of our business model."
Bristow reported net loss attributable to the Company of
Sequential Quarter Results
Operating revenues were
Operating revenues from oil and gas operations were
Operating revenues from U.K. SAR services were
Operating expenses were
General and administrative expenses were
Merger-related costs of
Restructuring costs of
During the current quarter, the Company recognized a loss on impairment of
During the current quarter, the Company disposed of five S-76C++ helicopters via sales-type lease agreements and disposed of three fixed wing aircraft for cash proceeds of
During the current quarter, in connection with the Refinancing, the Company repaid existing term loans and redeemed its
During the current quarter, the Company recognized an expense of
Other income, net of
Income tax benefit was
Calendar Quarter Results
Operating revenues were
Operating revenues from oil and gas operations were
Operating revenues from U.K. SAR services were
Operating revenues from fixed wing services were
Operating revenues from other services were
Operating expenses were
General and administrative expenses were
Merger-related costs of
Restructuring costs of
During the current quarter, the Company recognized a loss on impairment of
During the current quarter, the Company disposed of five S-76C++ helicopters via sales-type lease agreements and disposed of three fixed wing aircraft, resulting in losses of
During the current quarter, the Company recognized losses of
During the current quarter, in connection with the Refinancing, the Company repaid existing term loans and redeemed its
During the current quarter, the Company recognized an expense of
During the prior year quarter, the Company recognized a benefit of
Other income, net of
Income tax benefit was
Liquidity and Capital Allocation
As of March 31, 2021, the Company had
During the current quarter, the Company closed a private offering of
In the current quarter, cash proceeds from dispositions of property and equipment were
Conference Call
Management will conduct a conference call starting at 10:00 a.m. ET (9:00 a.m. CT) on Thursday, May 27, 2021, to review the results for the fiscal fourth quarter ended March 31, 2021. The conference call can be accessed as follows:
All callers will need to reference the access code 8912072
Within the U.S.: Operator Assisted Toll-Free Dial-In Number: (800) 353-6461
Outside the U.S.: Operator Assisted International Dial-In Number: (334) 323-0501
Replay
A telephone replay will be available through June 10, 2021 by dialing 888-203-1112 and utilizing the access code above. An audio replay will also be available on the Company's website at www.bristowgroup.com shortly after the call and will be accessible through June 10, 2021. The accompanying investor presentation will be available on May 27, 2021 on Bristow's website at www.bristowgroup.com.
For additional information concerning Bristow, contact Jennifer Whalen at (713) 369-4636 or visit Bristow Group's website at https://ir.bristowgroup.com/.
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 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.
Forward-Looking Statements Disclosure
This press release contains "forward-looking statements." Forward-looking statements represent Bristow Group Inc.'s (the "Company") 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. The Company's actual results may vary materially from those anticipated in forward-looking statements. The Company cautions investors not to place undue reliance on any forward-looking statements.
Forward-looking statements speak only as of the date of the document in which they are made. 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. Risks that may affect forward-looking statements include, but are not necessarily limited to, those relating to: the COVID-19 pandemic and related economic repercussions have resulted, and may continue to result, in a decrease in the price of and demand for oil, which has caused, and may continue to cause, a decrease in the demand for our services; expected cost synergies and other benefits of the merger (the "Merger") of the entity formerly known as Bristow Group Inc. ("Old Bristow") and Era Group Inc. ("Era") might not be realized within the expected time frames, might be less than projected or may not be realized at all; the ability to successfully integrate the operations, accounting and administrative functions of Era and Old Bristow; managing a significantly larger company than before the completion of the Merger; diversion of management time on issues related to integration of the companies; the increase in indebtedness as a result of the Merger; operating costs, customer loss and business disruption following the Merger, including, without limitation, difficulties in maintaining relationships with employees and customers, may be greater than expected; our reliance on a limited number of customers and the reduction of our customer base as a result of bankruptcies or consolidation; the possibility that we may be unable to maintain compliance with covenants in our financing agreements; fluctuations in worldwide prices of and demand for oil and natural gas; fluctuations in levels of oil and natural gas exploration, development and production activities; fluctuations in the demand for our services; the possibility that we may impair our long-lived assets, including goodwill, inventory, property and equipment and investments in unconsolidated affiliates; our ability to implement operational improvement efficiencies with the objective of rightsizing our global footprint and further reducing our cost structure; the possibility of significant changes in foreign exchange rates and controls, including as a result of the U.K. having exited from the European Union ("E.U.") ("Brexit"); the impact of continued uncertainty surrounding the effects Brexit will have on the British, E.U. and global economies and demand for oil and natural gas; potential effects of increased competition; the risk of future material weaknesses we may identify while we work to align policies, principles, and practices of the combined company following the Merger or any other failure by us to maintain effective internal controls; the possibility that we may be unable to re-deploy our aircraft to regions with greater demand; the possibility of changes in tax and other laws and regulations, and policies, including, without limitation, actions of the Biden Administration that impact oil and gas operations or favor renewable energy projects in the U.S.; the possibility that we may be unable to dispose of older aircraft through sales into the aftermarket; general economic conditions, including the capital and credit markets; the possibility that segments of our fleet may be grounded for extended periods of time or indefinitely; the existence of operating risks inherent in our business, including the possibility of declining safety performance; the possibility of political instability, war or acts of terrorism in any of the countries where we operate; the possibility that reductions in spending on aviation services by governmental agencies could lead to modifications of our search and rescue ("SAR") contract terms with the U.K. government, our contracts with the Bureau of Safety and Environmental Enforcement ("BSEE") or delays in receiving payments under such contracts; and our reliance on a limited number of helicopter manufacturers and suppliers. 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 Annual Report on Form 10-K for the fiscal year ended March 31, 2021, 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 United States Securities and Exchange Commission (the "SEC"), all of which are accessible on the SEC's website at www.sec.gov.
BRISTOW GROUP INC CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except share and per share amounts)
| |||||||||||
Three Months Ended | |||||||||||
December 31, 2020 | March 31, 2021 | Favorable/ (Unfavorable) | |||||||||
Successor | |||||||||||
Revenue: | (unaudited) | ||||||||||
Operating revenue | $ | 300,275 | $ | 281,519 | $ | (18,756) | |||||
Reimbursable revenue | 9,622 | 11,813 | 2,191 | ||||||||
Total revenues | 309,897 | 293,332 | (16,565) | ||||||||
Costs and expenses: | |||||||||||
Operating expense | 227,031 | 218,295 | 8,736 | ||||||||
Reimbursable expense | 9,525 | 11,697 | (2,172) | ||||||||
General and administrative | 37,599 | 40,678 | (3,079) | ||||||||
Merger-related costs | 4,450 | 16,475 | (12,025) | ||||||||
Restructuring costs | 1,547 | 7,887 | (6,340) | ||||||||
Depreciation and amortization | 17,931 | 17,254 | 677 | ||||||||
Total costs and expenses | 298,083 | 312,286 | (14,203) | ||||||||
Loss on impairment | (53,249) | (1,182) | 52,067 | ||||||||
Gain (loss) on disposal of assets | 1,951 | (7,199) | (9,150) | ||||||||
Earnings (loss) from unconsolidated affiliates, net | 896 | (440) | (1,336) | ||||||||
Operating loss | (38,588) | (27,775) | 10,813 | ||||||||
Interest income | 359 | 238 | (121) | ||||||||
Interest expense | (13,203) | (12,108) | 1,095 | ||||||||
Loss on extinguishment of debt | (229) | (28,515) | (28,286) | ||||||||
Reorganization items, net | 1,984 | (407) | (2,391) | ||||||||
Other, net | 5,864 | 7,037 | 1,173 | ||||||||
Total other income (expense) | (5,225) | (33,755) | (28,530) | ||||||||
Loss before benefit (expense) for income taxes | (43,813) | (61,530) | (17,717) | ||||||||
Benefit (expense) for income taxes | (13,447) | 19,092 | 32,539 | ||||||||
Net loss | (57,260) | (42,438) | 14,822 | ||||||||
Net (income) loss attributable to noncontrolling interests | 139 | (152) | (291) | ||||||||
Net loss attributable to Bristow Group Inc | $ | (57,121) | $ | (42,590) | $ | 14,531 | |||||
Basic loss per common share | $ | (1.97) | $ | (1.47) | |||||||
Diluted loss per common share | $ | (1.97) | $ | (1.47) | |||||||
Weighted average common shares outstanding, basic | 28,944,908 | 28,946,945 | |||||||||
Weighted average common shares outstanding, diluted | 28,944,908 | 28,946,945 | |||||||||
EBITDA | $ | (12,679) | $ | (32,168) | |||||||
Adjusted EBITDA | $ | 49,604 | $ | 23,273 | |||||||
Adjusted EBITDA excluding asset dispositions | $ | 47,653 | $ | 30,472 | |||||||
BRISTOW GROUP INC CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except share and per share amounts)
| |||||||||||
Three Months Ended | |||||||||||
March 31, 2020 | March 31, 2021 | Favorable/ (Unfavorable) | |||||||||
Successor | |||||||||||
Revenue: | |||||||||||
Operating revenue | $ | 274,403 | $ | 281,519 | $ | 7,116 | |||||
Reimbursable revenue | 10,436 | 11,813 | 1,377 | ||||||||
Total revenues | 284,839 | 293,332 | 8,493 | ||||||||
Costs and expenses: | |||||||||||
Operating expense | 211,797 | 218,295 | (6,498) | ||||||||
Reimbursable expense | 9,976 | 11,697 | (1,721) | ||||||||
General and administrative | 39,620 | 40,678 | (1,058) | ||||||||
Restructuring costs | 204 | 7,887 | (7,683) | ||||||||
Merger-related costs | 6,012 | 16,475 | (10,463) | ||||||||
Depreciation and amortization | 16,312 | 17,254 | (942) | ||||||||
Total costs and expenses | 283,921 | 312,286 | (28,365) | ||||||||
Loss on impairment | (9,591) | (1,182) | 8,409 | ||||||||
Loss on disposal of assets | (297) | (7,199) | (6,902) | ||||||||
Earnings (loss) from unconsolidated affiliates, net | 5,763 | (440) | (6,203) | ||||||||
Operating loss | (3,207) | (27,775) | (24,568) | ||||||||
Interest income | 460 | 238 | (222) | ||||||||
Interest expense | (13,290) | (12,108) | 1,182 | ||||||||
Loss on extinguishment of debt | — | (28,515) | (28,515) | ||||||||
Reorganization items, net | (7,232) | (407) | 6,825 | ||||||||
Change in fair value of preferred stock derivative liability | 317,455 | — | (317,455) | ||||||||
Other income (expense), net | (13,685) | 7,037 | 20,722 | ||||||||
Total other income (expense) | 283,708 | (33,755) | (317,463) | ||||||||
Income (loss) before benefit for income taxes | 280,501 | (61,530) | (342,031) | ||||||||
Benefit for income taxes | 11,118 | 19,092 | 7,974 | ||||||||
Net income (loss) | 291,619 | (42,438) | (334,057) | ||||||||
Net (income) loss attributable to noncontrolling interests | 121 | (152) | (273) | ||||||||
Net income (loss) attributable to Bristow Group Inc | $ | 291,740 | $ | (42,590) | $ | (334,330) | |||||
Basic loss per common share | $ | 24.59 | $ | (1.47) | |||||||
Diluted loss per common share | $ | (1.26) | $ | (1.47) | |||||||
Weighted average common shares outstanding, basic(1) | 14,533,123 | 28,946,945 | |||||||||
Weighted average common shares outstanding, diluted(1) | 14,533,123 | 28,946,945 | |||||||||
EBITDA | $ | 310,103 | $ | (32,168) | |||||||
Adjusted EBITDA | $ | 21,166 | $ | 23,273 | |||||||
Adjusted EBITDA excluding asset dispositions | $ | 21,463 | $ | 30,472 | |||||||
(1) For the three months ended March 31, 2020, the weighted average number of common shares outstanding, basic and diluted, take into account the conversion ratio applied to Old Bristow shares upon close of the Merger. | |||||||||||
BRISTOW GROUP INC CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except share and per share amounts) | |||||||||||||||||||||||
Seven Months Ended October 31, 2019 | Five Months Ended March 31, 2020 | Twelve Months Ended March 31, 2020 | Fiscal Year Ended March 31, 2021 | Favorable (Unfavorable) | |||||||||||||||||||
Predecessor | Successor | Combined | Successor | ||||||||||||||||||||
Revenue: | |||||||||||||||||||||||
Operating revenue | $ | 722,919 | $ | 467,725 | $ | 1,190,644 | $ | 1,139,024 | $ | (51,620) | |||||||||||||
Reimbursable revenue | 34,304 | 18,038 | 52,342 | 39,038 | (13,304) | ||||||||||||||||||
Total revenues | 757,223 | 485,763 | 1,242,986 | 1,178,062 | (64,924) | ||||||||||||||||||
Costs and expense: | |||||||||||||||||||||||
Operating expense | 569,840 | 370,637 | 940,477 | 851,173 | 89,304 | ||||||||||||||||||
Reimbursable expense | 33,023 | 17,683 | 50,706 | 38,789 | 11,917 | ||||||||||||||||||
Pre-petition restructuring charges | 13,476 | — | 13,476 | — | 13,476 | ||||||||||||||||||
General and administrative | 88,392 | 64,960 | 153,352 | 153,270 | 82 | ||||||||||||||||||
Restructuring costs | 4,539 | 227 | 4,766 | 25,773 | (21,007) | ||||||||||||||||||
Merger-related costs | — | 6,330 | 6,330 | 42,842 | (36,512) | ||||||||||||||||||
Depreciation and amortization | 70,864 | 28,238 | 99,102 | 70,078 | 29,024 | ||||||||||||||||||
Total costs and expenses | 780,134 | 488,075 | 1,268,209 | 1,181,925 | 86,284 | ||||||||||||||||||
Loss on impairment | (62,101) | (9,591) | (71,692) | (91,260) | (19,568) | ||||||||||||||||||
Loss on disposal of assets | (3,768) | (451) | (4,219) | (8,199) | (3,980) | ||||||||||||||||||
Earnings from unconsolidated affiliates, net | 6,589 | 7,262 | 13,851 | 426 | (13,425) | ||||||||||||||||||
Operating loss | (82,191) | (5,092) | (87,283) | (102,896) | (15,613) | ||||||||||||||||||
Interest income | 822 | 662 | 1,484 | 1,293 | (191) | ||||||||||||||||||
Interest expense | (128,658) | (22,964) | (151,622) | (51,259) | 100,363 | ||||||||||||||||||
Loss on extinguishment of debt | — | — | — | (29,359) | (29,359) | ||||||||||||||||||
Reorganization items, net | (617,973) | (7,232) | (625,205) | 1,577 | 626,782 | ||||||||||||||||||
Loss on sale of subsidiaries | (55,883) | — | (55,883) | — | 55,883 | ||||||||||||||||||
Change in fair value of preferred stock derivative liability | — | 184,140 | 184,140 | 15,416 | (168,724) | ||||||||||||||||||
Bargain purchase gain | — | — | — | 81,093 | 81,093 | ||||||||||||||||||
Other income (expense), net | (3,501) | (9,956) | (13,457) | 27,495 | 40,952 | ||||||||||||||||||
Total other income (expense) | (805,193) | 144,650 | (660,543) | 46,256 | 706,799 | ||||||||||||||||||
Income (loss) before benefit (expense) for income taxes | (887,384) | 139,558 | (747,826) | (56,640) | 691,186 | ||||||||||||||||||
Benefit (expense) for income taxes | 51,178 | (482) | 50,696 | 355 | (50,341) | ||||||||||||||||||
Net income (loss) | (836,206) | 139,076 | (697,130) | (56,285) | 640,845 | ||||||||||||||||||
Net (income) loss attributable to noncontrolling interests | (208) | 152 | (56) | 191 | 247 | ||||||||||||||||||
Net income (loss) attributable to Bristow Group Inc | $ | (836,414) | $ | 139,228 | $ | (697,186) | $ | (56,094) | $ | 641,092 | |||||||||||||
Basic loss per common share | $ | (23.29) | $ | 20.11 | NA(1) | $ | 3.12 | ||||||||||||||||
Diluted loss per common share | $ | (23.29) | $ | (1.51) | NA(1) | $ | 2.32 | ||||||||||||||||
Weighted average common shares outstanding, basic(2) | 35,918,916 | 5,641,320 | NA(1) | 24,601,168 | |||||||||||||||||||
Weighted average common shares outstanding, diluted(2) | 35,918,916 | 29,805,981 | NA(1) | 31,675,938 | |||||||||||||||||||
EBITDA | $ | (687,862) | $ | 190,760 | $ | (497,102) | $ | 64,697 | $ | 561,799 | |||||||||||||
Adjusted EBITDA | $ | 76,953 | $ | 45,503 | $ | 122,456 | $ | 168,932 | $ | 46,476 | |||||||||||||
Adjusted EBITDA excluding asset dispositions | $ | 80,721 | $ | 45,954 | $ | 126,675 | $ | 177,131 | 50,456 | ||||||||||||||
(1) Weighted average common shares outstanding and loss per common share unavailable for "Combined" period due to the emergence from Chapter 11 Cases during this period. | |||||||||||||||||||||||
(2) For the five months ended March 31, 2020, the weighted average number of common shares outstanding, basic and diluted, take into account the conversion ratio applied to Old Bristow shares upon close of the Merger. | |||||||||||||||||||||||
BRISTOW GROUP INC REVENUES BY LINE OF SERVICE (unaudited, in thousands)
| |||||||||||
Three Months Ended | |||||||||||
March 31, 2020 | December 31, | March 31, 2021 | |||||||||
Successor | |||||||||||
Oil and gas: | |||||||||||
Europe Caspian | $ | 105,195 | $ | 93,383 | $ | 94,214 | |||||
Americas | 57,921 | 97,435 | 79,862 | ||||||||
Africa | 35,032 | 23,055 | 18,975 | ||||||||
Asia Pacific | 3,027 | 3,383 | 2,825 | ||||||||
Total oil and gas | 201,175 | 217,256 | 195,876 | ||||||||
UK SAR Services | 53,753 | 56,470 | 59,258 | ||||||||
Fixed Wing Services | 19,246 | 20,054 | 21,916 | ||||||||
Other | 229 | 6,495 | 4,469 | ||||||||
$ | 274,403 | $ | 300,275 | $ | 281,519 | ||||||
FLIGHT HOURS BY LINE OF SERVICE (unaudited)
| ||||||||
Three Months Ended | ||||||||
March 31, 2020 | December 31, | March 31, 2021 | ||||||
Successor | ||||||||
Oil and gas: | ||||||||
Europe Caspian | 13,121 | 11,956 | 11,431 | |||||
Americas | 7,014 | 10,990 | 9,576 | |||||
Africa | 3,426 | 2,353 | 2,180 | |||||
Asia Pacific | 206 | 241 | 110 | |||||
Total oil and gas | 23,767 | 25,540 | 23,297 | |||||
UK SAR Services | 2,153 | 2,321 | 2,287 | |||||
Fixed Wing Services | 3,085 | 3,494 | 3,458 | |||||
29,005 | 31,355 | 29,042 | ||||||
BRISTOW GROUP INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands)
| |||||||
Successor | |||||||
March 31, 2021 | March 31, 2020 | ||||||
ASSETS | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 231,079 | $ | 199,121 | |||
Accounts receivable | 215,620 | 180,683 | |||||
Inventories | 92,180 | 82,419 | |||||
Assets held for sale | 14,750 | 32,401 | |||||
Prepaid expenses and other current assets | 32,119 | 29,527 | |||||
Total current assets | 585,748 | 524,151 | |||||
Investment in unconsolidated affiliates | 37,530 | 110,058 | |||||
Property and equipment | 1,090,094 | 901,314 | |||||
Accumulated depreciation | (85,535) | (24,560) | |||||
Net property and equipment | 1,004,559 | 876,754 | |||||
Right-of-use assets | 246,667 | 305,962 | |||||
Other assets | 117,766 | 128,336 | |||||
Total assets | $ | 1,992,270 | $ | 1,945,261 | |||
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS' EQUITY | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 69,542 | $ | 52,110 | |||
Accrued liabilities | 219,613 | 200,129 | |||||
Short-term borrowings and current maturities of long-term debt | 15,965 | 45,739 | |||||
Total current liabilities | 305,120 | 297,978 | |||||
Long-term debt, less current maturities | 527,528 | 515,385 | |||||
Preferred stock embedded derivative | — | 286,182 | |||||
Deferred taxes | 42,430 | 22,775 | |||||
Long-term operating lease liabilities | 167,718 | 224,595 | |||||
Deferred credits and other liabilities | 50,831 | 22,345 | |||||
Total liabilities | 1,093,627 | 1,369,260 | |||||
Redeemable noncontrolling interests | 1,572 | — | |||||
Mezzanine equity | — | 149,785 | |||||
Stockholders' investment | |||||||
Common stock | 303 | 1 | |||||
Additional paid-in capital | 687,715 | 295,897 | |||||
Retained earnings | 227,011 | 139,228 | |||||
Treasury shares, at cost | (10,501) | — | |||||
Accumulated other comprehensive income | (6,915) | (8,641) | |||||
Total Bristow Group Inc. stockholders' investment | 897,613 | 426,485 | |||||
Noncontrolling interests | (542) | (269) | |||||
Total stockholders' investment | 897,071 | 426,216 | |||||
Total liabilities, mezzanine equity and stockholders' investment | $ | 1,992,270 | $ | 1,945,261 | |||
Reconciliation of Non-GAAP Metrics
The Company's management uses EBITDA and Adjusted EBITDA to assess the performance and operating results of its business. EBITDA is defined as Earnings before Interest expense, Taxes, Depreciation and Amortization. Adjusted EBITDA is defined as EBITDA further adjusted for certain special items that occurred during the reported period, as noted below. The Company includes EBITDA and Adjusted EBITDA to provide investors with a supplemental measure of its operating performance. Neither EBITDA nor Adjusted EBITDA is a recognized term under generally accepted accounting principles in the U.S. ("GAAP"). Accordingly, they should not be used as an indicator of, or an alternative to, net income as a measure of operating performance. In addition, EBITDA and Adjusted EBITDA are not intended to be measures of free cash flow available for management's discretionary use, as they do not consider certain cash requirements, such as debt service requirements. Because the definitions of EBITDA and Adjusted EBITDA (or similar measures) may vary among companies and industries, they may not be comparable to other similarly titled measures used by other companies.
The following tables provide a reconciliation of net income, the most directly comparable GAAP measure, to EBITDA and Adjusted EBITDA (in thousands).
Three Months Ended | |||||||||||
March 31, 2020 | December 31, 2020 | March 31, 2021 | |||||||||
Successor | |||||||||||
Net loss | $ | 291,619 | $ | (57,260) | (42,438) | ||||||
Depreciation and amortization | 16,312 | 17,931 | 17,254 | ||||||||
Interest expense | 13,290 | 13,203 | 12,108 | ||||||||
Income tax (benefit) expense | (11,118) | 13,447 | (19,092) | ||||||||
EBITDA | $ | 310,103 | $ | (12,679) | $ | (32,168) | |||||
Special items (1) | (288,937) | 62,283 | 55,441 | ||||||||
Adjusted EBITDA | $ | 21,166 | $ | 49,604 | $ | 23,273 | |||||
(Gains) losses on asset dispositions, net | 297 | (1,951) | 7,199 | ||||||||
Adjusted EBITDA excluding asset dispositions | $ | 21,463 | $ | 47,653 | $ | 30,472 | |||||
(1) Special items include the following: | ||||||||||||
Three Months Ended | ||||||||||||
March 31, 2020 | December 31, 2020 | March 31, 2021 | ||||||||||
Successor | ||||||||||||
Loss on impairment | $ | 9,591 | $ | 53,249 | $ | 1,182 | ||||||
PBH intangible amortization | 5,478 | 5,641 | 3,964 | |||||||||
Merger-related costs | 6,012 | 4,450 | 16,475 | |||||||||
Organizational restructuring costs | 205 | 1,547 | 7,887 | |||||||||
Loss on early extinguishment of debt | — | 229 | 28,515 | |||||||||
Government grants(2) | — | (1,075) | (375) | |||||||||
Bankruptcy related costs | 7,232 | (1,758) | 407 | |||||||||
Insurance proceeds | — | — | (2,614) | |||||||||
Change in fair value of preferred stock derivative liability | (317,455) | — | — | |||||||||
$ | (288,937) | $ | 62,283 | $ | 55,441 | |||||||
(2) COVID-19 related government relief grants | ||||||||||||
Reconciliation of Non-GAAP Metrics
The following tables provide a reconciliation of net income, the most directly comparable GAAP measure, to EBITDA and Adjusted EBITDA (in thousands).
Seven Months Ended October 31, 2019 | Five Months Ended March 31, 2020 | Twelve Months Ended March 31, 2020 | Fiscal Year Ended March 31, 2021 | |||||||||||||||
Predecessor | Successor | Combined | Successor | |||||||||||||||
Net loss | $ | (836,206) | $ | 139,076 | $ | (697,130) | $ | (56,285) | ||||||||||
Depreciation and amortization | 70,864 | 28,238 | 99,102 | 70,078 | ||||||||||||||
Interest expense | 128,658 | 22,964 | 151,622 | 51,259 | ||||||||||||||
Income tax (benefit) expense | (51,178) | 482 | (50,696) | (355) | ||||||||||||||
EBITDA | $ | (687,862) | $ | 190,760 | $ | (497,102) | $ | 64,697 | ||||||||||
Special items (1) | 764,815 | (145,257) | 619,558 | 104,235 | ||||||||||||||
Adjusted EBITDA | $ | 76,953 | $ | 45,503 | $ | 122,456 | $ | 168,932 | ||||||||||
(Gains) losses on asset dispositions, net | 3,768 | 451 | 4,219 | 8,199 | ||||||||||||||
Adjusted EBITDA excluding asset dispositions | $ | 80,721 | $ | 45,954 | $ | 126,675 | $ | 177,131 | ||||||||||
(1) Special items include the following: | ||||||||||||||||||
Seven Months Ended October 31, 2019 | Five Months Ended March 31, 2020 | Twelve Months Ended March 31, 2020 | Fiscal Year Ended March 31, 2021 | |||||||||||||||
Predecessor | Successor | Combined | Successor | |||||||||||||||
Loss on impairment | $ | 62,101 | $ | 9,591 | $ | 71,692 | $ | 91,260 | ||||||||||
Merger related costs | — | 6,330 | 6,330 | 42,842 | ||||||||||||||
Involuntary separation programs | 4,538 | 228 | 4,766 | 25,773 | ||||||||||||||
PBH intangible amortization | — | 15,502 | 15,502 | 20,386 | ||||||||||||||
Early extinguishment of debt | — | — | — | 29,359 | ||||||||||||||
Post-petition reorganization items, net | 617,973 | 7,232 | 625,205 | (850) | ||||||||||||||
Insurance proceeds | — | — | — | (2,614) | ||||||||||||||
Government grants(2) | — | — | — | (5,412) | ||||||||||||||
Change in fair value of preferred stock derivative liability | — | (184,140) | (184,140) | (15,416) | ||||||||||||||
Bargain purchase gain | — | — | — | (81,093) | ||||||||||||||
Loss on sale of subsidiaries | 55,883 | — | 55,883 | — | ||||||||||||||
Pre-petition costs | 13,476 | — | 13,476 | — | ||||||||||||||
H225 lease return | 10,844 | — | 10,844 | — | ||||||||||||||
$ | 764,815 | $ | (145,257) | $ | 619,558 | $ | 104,235 | |||||||||||
(2) COVID-19 related government relief grants | ||||||||||||||||||
Pro Forma Q4 FY20 Reconciliation
Pro Forma EBITDA and Pro Forma Adjusted EBITDA reflect EBITDA and Adjusted EBITDA of Old Bristow and Era Group Inc. before the Merger. The following table provides a reconciliation of net income, the most directly comparable GAAP measure, to Pro Forma EBITDA and Pro Forma Adjusted EBITDA for the three months ended March 31, 2020 (in thousands).
Old Bristow | Era Group Inc. | Pro Forma | ||||||||||
Net loss | $ | 291,619 | $ | (7,289) | $ | 284,330 | ||||||
Depreciation and amortization | 16,312 | 9,507 | 25,819 | |||||||||
Interest expense | 13,290 | 3,439 | 16,729 | |||||||||
Income tax benefit | (11,118) | (831) | (11,949) | |||||||||
EBITDA | $ | 310,103 | $ | 4,826 | $ | 314,929 | ||||||
Special items (1) | (288,937) | 4,425 | (284,512) | |||||||||
Adjusted EBITDA | $ | 21,166 | $ | 9,251 | $ | 30,417 | ||||||
Gains on asset dispositions, net | 297 | 34 | 331 | |||||||||
Adjusted EBITDA excluding asset dispositions | $ | 21,463 | $ | 9,285 | $ | 30,748 | ||||||
(1) Special items include the following: | ||||||||||||
Old Bristow | Era Group Inc. | Pro Forma | ||||||||||
Loss on impairment | $ | 9,591 | $ | — | $ | 9,591 | ||||||
Bankruptcy related costs | 7,232 | — | 7,232 | |||||||||
Merger-related costs | 6,012 | 4,211 | 10,223 | |||||||||
PBH intangible amortization | 5,478 | 214 | 5,692 | |||||||||
Organizational restructuring costs | 205 | — | 205 | |||||||||
Change in fair value of preferred stock derivative liability | (317,455) | — | (317,455) | |||||||||
$ | (288,937) | 4,425 | $ | (284,512) | ||||||||
Pro Forma LTM Reconciliation
Pro Forma EBITDA and Pro Forma Adjusted EBITDA reflect EBITDA and Adjusted EBITDA of Old Bristow and Era Group Inc. before the Merger for the period beginning April 1, 2020 through June 11, 2020, plus EBITDA and Adjusted EBITDA for the post-Merger period through March 31, 2021. The following table provides a reconciliation of net income, the most directly comparable GAAP measure, to Pro Forma EBITDA and Pro Forma Adjusted EBITDA for the twelve months ended March 31, 2021 (in thousands).
Old Bristow | Era Group Inc. | Legacy Era | Bristow Group Inc. | Pro Forma | ||||||||||||||||
April 1, 2020 - June 30, 2020 | April 1, 2020 - June 11, 2020 | June 12 - 30, 2020 | July 1, 2020 - March 31, 2021 | LTM March 31, 2021 | ||||||||||||||||
Net income (loss) | $ | 75,708 | $ | (18,059) | $ | (4,305) | $ | (127,689) | $ | (74,345) | ||||||||||
Depreciation and amortization | 15,914 | 7,818 | 443 | 53,722 | 77,897 | |||||||||||||||
Interest expense | 11,754 | (402) | 749 | 38,756 | 50,857 | |||||||||||||||
Income tax (benefit) expense | (3,798) | 2,650 | 508 | 2,933 | 2,293 | |||||||||||||||
EBITDA | $ | 99,578 | $ | (7,993) | $ | (2,605) | $ | (32,278) | $ | 56,702 | ||||||||||
Special items (1) | (49,446) | 13,743 | 2,502 | 151,176 | 117,975 | |||||||||||||||
Adjusted EBITDA | $ | 50,132 | $ | 5,750 | $ | (103) | $ | 118,898 | $ | 174,677 | ||||||||||
(Gains) losses on asset dispositions, net | (5,527) | 141 | 5 | 13,721 | 8,340 | |||||||||||||||
Adjusted EBITDA excluding asset dispositions | $ | 44,605 | $ | 5,891 | $ | (98) | $ | 132,619 | $ | 183,017 | ||||||||||
(1) Special items include the following: | ||||||||||||||||||||
Old Bristow | Era Group Inc. | Legacy Era | Bristow Group Inc. | Pro Forma | ||||||||||||||||
April 1, 2020 - June 30, 2020 | April 1, 2020 - June 11, 2020 | June 12 - 30, 2020 | July 1, 2020 - March 31, 2021 | LTM March 31, 2021 | ||||||||||||||||
Loss on impairments | $ | 19,233 | $ | — | $ | — | $ | 72,027 | $ | 91,260 | ||||||||||
Merger-related costs | 15,103 | 13,575 | 2,317 | 25,422 | 56,417 | |||||||||||||||
PBH intangible amortization | 4,951 | 168 | 185 | 15,249 | 20,553 | |||||||||||||||
Bankruptcy related costs | 250 | — | — | (1,101) | (851) | |||||||||||||||
Organizational restructuring costs | 3,011 | — | — | 22,760 | 25,771 | |||||||||||||||
Loss on early extinguishment of debt | 615 | — | — | 28,744 | 29,359 | |||||||||||||||
Government grants(2) | (1,760) | — | — | (3,651) | (5,411) | |||||||||||||||
Bargain purchase gain | (75,433) | — | — | (5,660) | (81,093) | |||||||||||||||
Change in fair value of preferred stock derivative liability | (15,416) | — | — | — | (15,416) | |||||||||||||||
Insurance proceeds | — | — | — | (2,614) | (2,614) | |||||||||||||||
$ | (49,446) | $ | 13,743 | $ | 2,502 | $ | 151,176 | $ | 117,975 | |||||||||||
(2) COVID-19 related government relief grants | ||||||||||||||||||||
Adjusted Free Cash Flow Reconciliation
Free Cash Flow represents the Company's net cash provided by operating activities plus proceeds from disposition of property and equipment, less expenditures related to purchases of property and equipment. Adjusted Free Cash Flow is Free Cash Flow adjusted to exclude professional services fees and other costs paid in relation to the Merger, fresh-start accounting and the Chapter 11 Cases. Management believes that the use of Adjusted Free Cash Flow is meaningful as it measures the Company's ability to generate cash from its business after excluding cash payments for special items. Management uses this information as an analytical indicator to assess the Company's liquidity and performance. However, investors should note numerous methods may exist for calculating a company's free cash flow. As a result, the method used by management to calculate Adjusted Free Cash Flow may differ from the methods used by other companies to calculate their free cash flow.
The following table provides a reconciliation of net cash provided by operating activities, the most directly comparable GAAP measure, to Free Cash Flow and Adjusted Free Cash Flow (in thousands).
Three Months Ended | |||||||
December 31, 2020 | March 31, 2021 | ||||||
Successor | |||||||
Net cash provided by operating activities | $ | 25,078 | $ | 36,776 | |||
Plus: Proceeds from disposition of property and equipment | 14,361 | 1,381 | |||||
Less: Purchases of property and equipment | (3,860) | (3,612) | |||||
Free Cash Flow | $ | 35,579 | $ | 34,545 | |||
Plus: Organizational restructuring costs | 1,547 | 1,939 | |||||
Plus: Merger-related costs | 1,247 | 18,827 | |||||
Less: Government grants | (1,075) | (375) | |||||
Adjusted Free Cash Flow | $ | 37,298 | $ | 54,936 | |||
Net (proceeds from)/purchases of property and equipment ("Net Capex") | (10,501) | 2,231 | |||||
Adjusted Free Cash Flow excluding Net Capex | $ | 26,797 | $ | 57,167 | |||
BRISTOW GROUP INC FLEET COUNT (unaudited)
| ||||||||||||||||||
Number of Aircraft | ||||||||||||||||||
Type | Owned Aircraft | Leased Aircraft | Aircraft Held For Sale | Consolidated Aircraft | Max Pass Capacity | Average | ||||||||||||
Heavy Helicopters: | ||||||||||||||||||
S-92 | 35 | 28 | — | 63 | 19 | 12 | ||||||||||||
S-92 U.K. SAR | 3 | 7 | — | 10 | 19 | 7 | ||||||||||||
H225 | — | — | 2 | 2 | 19 | 10 | ||||||||||||
AW189 | 6 | 1 | — | 7 | 16 | 6 | ||||||||||||
AW189 U.K. SAR | 11 | — | — | 11 | 16 | 5 | ||||||||||||
55 | 36 | 2 | 93 | |||||||||||||||
Medium Helicopters: | ||||||||||||||||||
AW139 | 52 | 7 | — | |||||||||||||||
FAQ
What were Bristow Group's earnings for Q4 FY21?
How did Bristow Group's Q4 FY21 revenue compare to Q3 FY21?
What is Bristow Group's outlook following the recent financial results?
What were the primary drivers of the net loss in Q4 FY21?
What is Bristow Group's current liquidity position?
