10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

þ	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended September 30, 2017

OR

o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from              to

Commission File Number 001-31617

Bristow Group Inc.

(Exact name of registrant as specified in its charter)

Delaware	72-0679819
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification Number)
2103 City West Blvd., 4th Floor Houston, Texas	77042 (Zip Code)
(Address of principal executive offices)

Registrant’s telephone number, including area code:

(713) 267-7600

None

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  þ    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  þ    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o	Accelerated filer þ	Non-accelerated filer o	Smaller reporting company o	Emerging growth company o
		(Do not check if a smaller reporting company)
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
o  Yes    þ  No

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate the number shares outstanding of each of the issuer’s classes of Common Stock, as of November 3, 2017.

35,365,418 shares of Common Stock, $.01 par value

BRISTOW GROUP INC.

INDEX — FORM 10-Q

		Page
PART I
Item 1.	Financial Statements	1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	42
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	72
Item 4.	Controls and Procedures	72
PART II
Item 1.	Legal Proceedings	73
Item 1A.	Risk Factors	73
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	73
Item 3.	Defaults Upon Senior Securities	73
Item 4.	Mine Safety Disclosures	73
Item 5.	Other Information	73
Item 6.	Exhibits	74
Signatures		75

PART I — FINANCIAL INFORMATION

Item 1.     Financial Statements.

BRISTOW GROUP INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
	(Unaudited) (In thousands, except per share amounts)
Gross revenue:
Operating revenue from non-affiliates	$	340,593		$	325,315		$	662,711		$	663,990
Operating revenue from affiliates	17,399			18,347			35,010			35,856
Reimbursable revenue from non-affiliates	15,684			13,805			28,064			27,019
	373,676			357,467			725,785			726,865
Operating expense:
Direct cost	284,713			281,630			570,264			571,173
Reimbursable expense	15,414			13,276			27,640			25,890
Depreciation and amortization	31,381			28,592			62,437			63,286
General and administrative	48,622			51,274			95,329			103,869
	380,130			374,772			755,670			764,218
Loss on impairment	—			(7,572		)	(1,192		)	(7,572		)
Loss on disposal of assets	(8,526		)	(2,186		)	(7,827		)	(12,203		)
Earnings from unconsolidated affiliates, net of losses	2,063			181			1,398			4,011
Operating loss	(12,917		)	(26,882		)	(37,506		)	(53,117		)
Interest expense, net	(18,563		)	(11,468		)	(34,584		)	(22,354		)
Other income (expense), net	2,558			3,003			913			(3,186		)
Loss before provision for income taxes	(28,922		)	(35,347		)	(71,177		)	(78,657		)
Benefit (provision) for income taxes	(2,474		)	5,240			(15,965		)	7,478
Net loss	(31,396		)	(30,107		)	(87,142		)	(71,179		)
Net loss attributable to noncontrolling interests	187			310			658			610
Net loss attributable to Bristow Group	$	(31,209	)	$	(29,797	)	$	(86,484	)	$	(70,569	)
Loss per common share:
Basic	$	(0.88	)	$	(0.85	)	$	(2.45	)	$	(2.02	)
Diluted	$	(0.88	)	$	(0.85	)	$	(2.45	)	$	(2.02	)
Cash dividends declared per common share	$	—		$	0.07		$	0.07		$	0.14

The accompanying notes are an integral part of these condensed consolidated financial statements.

1

BRISTOW GROUP INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Comprehensive Loss

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
	(Unaudited) (In thousands)
Net loss	$	(31,396	)	$	(30,107	)	$	(87,142	)	$	(71,179	)
Other comprehensive loss:
Currency translation adjustments	10,691			(5,439		)	20,451			(12,574		)
Total comprehensive loss	(20,705		)	(35,546		)	(66,691		)	(83,753		)
Net loss attributable to noncontrolling interests	187			310			658			610
Currency translation adjustments attributable to    noncontrolling interests	237			(523		)	547			(4,965		)
Total comprehensive (income) loss attributable to        noncontrolling interests	424			(213		)	1,205			(4,355		)
Total comprehensive loss attributable to Bristow Group	$	(20,281	)	$	(35,759	)	$	(65,486	)	$	(88,108	)

The accompanying notes are an integral part of these condensed consolidated financial statements.

2

BRISTOW GROUP INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

	September 30,   2017			March 31,    2017
	(Unaudited)
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	97,343		$	96,656
Accounts receivable from non-affiliates	225,940			198,129
Accounts receivable from affiliates	11,932			8,786
Inventories	131,616			124,911
Assets held for sale	34,934			38,246
Prepaid expenses and other current assets	44,089			41,143
Total current assets	545,854			507,871
Investment in unconsolidated affiliates	211,499			210,162
Property and equipment – at cost:
Land and buildings	243,355			231,448
Aircraft and equipment	2,617,835			2,622,701
	2,861,190			2,854,149
Less – Accumulated depreciation and amortization	(664,450		)	(599,785		)
	2,196,740			2,254,364
Goodwill	20,364			19,798
Other assets	114,066			121,652
Total assets	$	3,088,523		$	3,113,847
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS’ INVESTMENT
Current liabilities:
Accounts payable	$	97,762		$	98,215
Accrued wages, benefits and related taxes	51,390			59,077
Income taxes payable	14,064			15,145
Other accrued taxes	9,610			9,611
Deferred revenue	21,889			19,911
Accrued maintenance and repairs	29,651			22,914
Accrued interest	12,456			12,909
Other accrued liabilities	55,837			46,679
Deferred taxes	—			830
Short-term borrowings and current maturities of long-term debt	113,519			131,063
Total current liabilities	406,178			416,354
Long-term debt, less current maturities	1,198,587			1,150,956
Accrued pension liabilities	57,928			61,647
Other liabilities and deferred credits	31,873			28,899
Deferred taxes	154,927			154,873
Commitments and contingencies (Note 5)
Redeemable noncontrolling interest	6,002			6,886
Stockholders’ investment:
Common stock, $.01 par value, authorized 90,000,000; outstanding: 35,361,536 as of September 30 and 35,213,991 as of March 31 (exclusive of 1,291,441 treasury shares)	381			379
Additional paid-in capital	815,990			809,995
Retained earnings	902,957			991,906
Accumulated other comprehensive loss	(307,279		)	(328,277		)
Treasury shares, at cost (2,756,419 shares)	(184,796		)	(184,796		)
Total Bristow Group stockholders’ investment	1,227,253			1,289,207
Noncontrolling interests	5,775			5,025
Total stockholders’ investment	1,233,028			1,294,232
Total liabilities, redeemable noncontrolling interest and stockholders’ investment	$	3,088,523		$	3,113,847

The accompanying notes are an integral part of these condensed consolidated financial statements.

3

BRISTOW GROUP INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

	Six Months Ended   September 30,
	2017			2016
	(Unaudited) (In thousands)
Cash flows from operating activities:
Net loss	$	(87,142	)	$	(71,179	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	62,437			63,286
Deferred income taxes	1,197			(20,060		)
Write-off of deferred financing fees	621			—
Discount amortization on long-term debt	101			989
Loss on disposal of assets	7,827			12,203
Loss on impairment	1,192			7,572
Stock-based compensation	6,542			6,244
Equity in earnings from unconsolidated affiliates in excess of dividends received	(1,190		)	(3,528		)
Increase (decrease) in cash resulting from changes in:
Accounts receivable	(25,222		)	24,395
Inventories	(1,848		)	(797		)
Prepaid expenses and other assets	7,320			(4,910		)
Accounts payable	(4,581		)	18,169
Accrued liabilities	(2,635		)	1,939
Other liabilities and deferred credits	47			(5,528		)
Net cash provided by (used in) operating activities	(35,334		)	28,795
Cash flows from investing activities:
Capital expenditures	(24,317		)	(101,866		)
Proceeds from asset dispositions	42,244			11,819
Net cash provided by (used in) investing activities	17,927			(90,047		)
Cash flows from financing activities:
Proceeds from borrowings	338,018			195,954
Debt issuance costs	(6,695		)	(2,925		)
Repayment of debt	(318,130		)	(120,966		)
Partial prepayment of put/call obligation	(23		)	(25		)
Payment of contingent consideration	—			(10,000		)
Common stock dividends paid	(2,465		)	(4,910		)
Repurchases for tax withholdings on vesting of equity awards	(548		)	(757		)
Net cash provided by financing activities	10,157			56,371
Effect of exchange rate changes on cash and cash equivalents	7,937			1,239
Net increase (decrease) in cash and cash equivalents	687			(3,642		)
Cash and cash equivalents at beginning of period	96,656			104,310
Cash and cash equivalents at end of period	$	97,343		$	100,668
Cash paid during the period for:
Interest	$	33,669		$	24,240
Income taxes	$	13,237		$	8,401

The accompanying notes are an integral part of these condensed consolidated financial statements.

4

BRISTOW GROUP INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Changes in Equity and Redeemable Noncontrolling Interest

(Unaudited)

(In thousands, except share amounts)

				Total Bristow Group Stockholders’ Investment
	Redeemable Noncontrolling Interest			Common Stock		Common Stock (Shares)	Additional Paid-in Capital		Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock			Noncontrolling Interests			Total Stockholders’ Investment
March 31, 2017	$	6,886		$	379	35,213,991	$	809,995	$	991,906		$	(328,277	)	$	(184,796	)	$	5,025		$	1,294,232
Issuance of common stock	—			2		147,545	5,995		—			—			—			—			5,997
Distributions paid to noncontrolling interests	—			—		—	—		—			—			—			(23		)	(23		)
Common stock dividends ($0.07 per share)	—			—		—	—		(2,465		)	—			—			—			(2,465		)
Currency translation adjustments	452			—		—	—		—			—			—			95			95
Net loss	(1,336		)	—		—	—		(86,484		)	—			—			678			(85,806		)
Other comprehensive income	—			—		—	—		—			20,998			—			—			20,998
September 30, 2017	$	6,002		$	381	35,361,536	$	815,990	$	902,957		$	(307,279	)	$	(184,796	)	$	5,775		$	1,233,028

The accompanying notes are an integral part of these condensed consolidated financial statements.

5

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1 — BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The condensed consolidated financial statements include the accounts of Bristow Group Inc. and its consolidated entities (“Bristow Group”, the “Company”, “we”, “us”, or “our”) after elimination of all significant intercompany accounts and transactions. Our fiscal year ends March 31, and we refer to fiscal years based on the end of such period. Therefore, the fiscal year ending March 31, 2018 is referred to as “fiscal year 2018”. Pursuant to the rules and regulations of the U.S. Securities and Exchange Commission, the information contained in the following notes to condensed consolidated financial statements is condensed from that which would appear in the annual consolidated financial statements; accordingly, the condensed consolidated financial statements included herein should be read in conjunction with the consolidated financial statements and related notes thereto contained in our fiscal year 2017 Annual Report (the “fiscal year 2017 Financial Statements”). Operating results for the interim period presented are not necessarily indicative of the results that may be expected for the entire fiscal year.

The condensed consolidated financial statements included herein are unaudited; however, they include all adjustments of a normal recurring nature which, in the opinion of management, are necessary for a fair presentation of the consolidated balance sheet of the Company as of September 30, 2017, the consolidated statements of operations and comprehensive loss for the three and six months endedSeptember 30, 2017 and 2016, the consolidated cash flows for the six months endedSeptember 30, 2017 and 2016, and the consolidated statements of changes in equity and redeemable noncontrolling interest for the six months endedSeptember 30, 2017.

6

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Foreign Currency

During the three and six months endedSeptember 30, 2017 and 2016, our primary foreign currency exposure was to the British pound sterling, the euro, the Australian dollar, the Norwegian kroner and the Nigerian naira. The value of these currencies has fluctuated relative to the U.S. dollar as indicated in the following table:

	Three Months Ended   September 30,		Six Months Ended   September 30,
	2017	2016	2017	2016
One British pound sterling into U.S. dollars
High	1.36	1.34	1.36	1.48
Average	1.31	1.31	1.29	1.37
Low	1.28	1.29	1.24	1.29
At period-end	1.34	1.30	1.34	1.30
One euro into U.S. dollars
High	1.20	1.13	1.20	1.15
Average	1.17	1.12	1.14	1.12
Low	1.13	1.10	1.06	1.10
At period-end	1.18	1.12	1.18	1.12
One Australian dollar into U.S. dollars
High	0.81	0.77	0.81	0.78
Average	0.79	0.76	0.77	0.75
Low	0.76	0.74	0.74	0.72
At period-end	0.78	0.77	0.78	0.77
One Norwegian kroner into U.S. dollars
High	0.1294	0.1251	0.1294	0.1251
Average	0.1257	0.1201	0.1216	0.1206
Low	0.1190	0.1163	0.1152	0.1163
At period-end	0.1256	0.1251	0.1256	0.1251
One Nigerian naira into U.S. dollars
High	0.0032	0.0036	0.0033	0.0050
Average	0.0029	0.0032	0.0031	0.0040
Low	0.0027	0.0029	0.0027	0.0029
At period-end	0.0028	0.0032	0.0028	0.0032

_____________ 

Source: FactSet

Other income (expense), net, in our condensed consolidated statements of operations includes foreign currency transaction gains of $2.5 million and $2.9 million for the three months endedSeptember 30, 2017 and 2016, respectively, and foreign currency transaction gains of $0.8 million and foreign currency transaction losses of $3.4 million for the six months endedSeptember 30, 2017 and 2016, respectively. Transaction gains and losses represent the revaluation of monetary assets and liabilities from the currency that will ultimately be settled into the functional currency of the legal entity holding the asset or liability. The gains for the three and six months ended September 30, 2017 were primarily driven by U.S. dollar net assets on Nigerian naira legal entities while the naira weakened against the U.S. dollar. The gains recorded for the three months ended September 30, 2016 were primarily driven by amounts owed in British pound sterling on U.S. dollar legal entities while the pound sterling depreciated against the U.S. dollar, which was in excess of U.S. dollar liabilities revalued on pound sterling legal entities. The losses for the six months ended September 30, 2016 were primarily driven by U.S. dollar net liabilities on Nigerian naira legal entities while the naira devalued against the U.S. dollar.

7

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Our earnings from unconsolidated affiliates, net of losses, are also affected by the impact of changes in foreign currency exchange rates on the reported results of our unconsolidated affiliates. During the three months endedSeptember 30, 2017 and 2016, earnings from unconsolidated affiliates, net of losses, increased $0.3 million and decreased $1.3 million, respectively, and during the six months endedSeptember 30, 2017 and 2016, earnings from unconsolidated affiliates, net of losses, decreased by $0.9 million and $1.3 million, respectively, as a result of the impact of changes in foreign currency exchange rates on the earnings of our unconsolidated affiliates, primarily the impact of changes in the Brazilian real to U.S. dollar exchange rate on earnings for our affiliate in Brazil. The value of the Brazilian real has fluctuated relative to the U.S. dollar as indicated in the following table:

	Three Months Ended   September 30,		Six Months Ended   September 30,
	2017	2016	2017	2016
One Brazilian real into U.S. dollars
High	0.3244	0.3191	0.3244	0.3191
Average	0.3162	0.3083	0.3138	0.2966
Low	0.3009	0.2991	0.2995	0.2702
At period-end	0.3161	0.3078	0.3161	0.3078

_____________ 

Source: FactSet

We estimate that the fluctuation of currencies versus the same period in the prior fiscal year had the following effect on our financial condition and results of operations (in thousands):

	Three Months Ended   September 30, 2017			Six Months Ended   September 30, 2017
Revenue	$	3,129		$	(15,675	)
Operating expense	(4,090		)	9,621
Earnings from unconsolidated affiliates, net of losses	1,514			424
Non-operating expense	(332		)	4,247
Income before provision for income taxes	221			(1,383		)
Provision for income taxes	673			1,874
Net income	894			491
Cumulative translation adjustment	10,928			20,998
Total stockholders’ investment	$	11,822		$	21,489

Revenue Recognition

In general, we recognize revenue when it is both realized or realizable and earned. We consider revenue to be realized or realizable and earned when the following conditions exist: there is persuasive evidence of an arrangement (generally a client contract exists); the services or products have been performed or delivered to the client; the sales price is fixed or determinable; and collection has occurred or is probable.

Revenue from helicopter services, including search and rescue (“SAR”) services, is recognized based on contractual rates as the related services are performed. The charges under these contracts are generally based on a two-tier rate structure consisting of a daily or monthly fixed fee plus additional fees for each hour flown. These contracts are for varying periods and generally permit the client to cancel the contract before the end of the term. We also provide services to clients on an “ad hoc” basis, which usually entails a shorter contract notice period and duration. The charges for ad hoc services are based on an hourly rate or a daily or monthly fixed fee plus additional fees for each hour flown. In order to offset potential increases in operating costs, our long-term contracts may provide for periodic increases in the contractual rates charged for our services. We recognize the impact of these rate increases when the criteria outlined above have been met. This generally includes written recognition from the clients that they are in agreement with the amount of the rate escalation. Cost reimbursements from clients are recorded as reimbursable revenue with the related reimbursed costs recorded as reimbursable expense on our condensed consolidated statements of operations.

8

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Eastern Airways International Limited (“Eastern Airways”) and Capiteq Limited, operating under the name Airnorth, primarily earn revenue through charter and scheduled airline services and provision of airport services (Eastern Airways only). Both chartered and scheduled airline service revenue is recognized net of passenger taxes and discounts. Revenue is recognized at the earlier of the period in which the service is provided or the period in which the right to travel expires, which is determined by the terms and conditions of the ticket. Ticket sales are recorded within deferred revenue in accordance with the above policy. Airport services revenue is recognized when earned.

Bristow Academy, our helicopter training unit, primarily earns revenue from military training, flight training provided to individual students and ground school courses. We recognize revenue from these sources using the same revenue recognition principles described above as services are provided.

Interest Expense, Net

During the three and six months endedSeptember 30, 2017 and 2016, interest expense, net consisted of the following (in thousands):

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Interest income	$	154		$	235		$	368		$	469
Interest expense	(18,717		)	(11,703		)	(34,952		)	(22,823		)
Interest expense, net	$	(18,563	)	$	(11,468	)	$	(34,584	)	$	(22,354	)

Accounts Receivable

As of both September 30 and March 31, 2017, the allowance for doubtful accounts for non-affiliates was $4.5 million. There were no allowances for doubtful accounts related to accounts receivable due from affiliates as of September 30 and March 31, 2017. The allowance for doubtful accounts for non-affiliates as of September 30, 2017 primarily relates to amounts due from clients in Nigeria for which we no longer believe collection is probable.

Inventories

As of September 30 and March 31, 2017, inventories were net of allowances of $22.8 million and $21.5 million, respectively. During the six months endedSeptember 30, 2017, as a result of changes in expected future utilization of aircraft within our training fleet we recorded a $1.2 million charge to impair inventory used on our training fleet, which is included in loss on impairment on our condensed consolidated statement of operations.

Prepaid Expenses and Other Current Assets

As of September 30 and March 31, 2017, prepaid expenses and other current assets included the short-term portion of contract acquisition and pre-operating costs totaling $11.3 million and $9.7 million, respectively, related to the SAR contracts in the U.K. and two client contracts in Norway, which are recoverable under the contracts and will be expensed over the terms of the contracts. For the three months endedSeptember 30, 2017 and 2016, we expensed $2.8 million and $3.5 million, respectively, and for both the six months endedSeptember 30, 2017 and 2016, we expensed $5.7 million, related to these contracts.

Goodwill

Goodwill is recorded when the cost of acquired businesses exceeds the fair value of the identifiable net assets acquired. Goodwill has an indefinite useful life and is not amortized, but is assessed for impairment annually or when events or changes in circumstances indicate that a potential impairment exists.

Goodwill of $20.4 million and $19.8 million as of September 30 and March 31, 2017, respectively, related to our Asia Pacific reporting unit was as follows (in thousands):

	Asia Pacific		Total
March 31, 2017	$	19,798	$	19,798
Foreign currency translation	566		566
September 30, 2017	$	20,364	$	20,364

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BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Accumulated goodwill impairment of $50.9 million as of both September 30 and March 31, 2017 related to our reporting units were as follows (in thousands):

	Europe Caspian			Africa			Americas			Corporate and other			Total
March 31, 2017	$	(33,883	)	$	(6,179	)	$	(576	)	$	(10,223	)	$	(50,861	)
Impairments	—			—			—			—			—
September 30, 2017	$	(33,883	)	$	(6,179	)	$	(576	)	$	(10,223	)	$	(50,861	)

Other Intangible Assets

Intangible assets with finite useful lives are amortized over their respective estimated useful lives to their estimated residual values. Intangible assets by type were as follows (in thousands):

	Client contracts			Client relationships			Trade name and trademarks			Internally developed software			Licenses			Total
	Gross Carrying Amount
March 31, 2017	$	8,169		$	12,752		$	4,483		$	1,062		$	746		$	27,212
Foreign currency translation	1			56			245			28			7			337
September 30, 2017	$	8,170		$	12,808		$	4,728		$	1,090		$	753		$	27,549
	Accumulated Amortization
March 31, 2017	$	(8,155	)	$	(11,071	)	$	(908	)	$	(685	)	$	(657	)	$	(21,476	)
Amortization expense	(10		)	(152		)	(146		)	(110		)	(30		)	(448		)
September 30, 2017	$	(8,165	)	$	(11,223	)	$	(1,054	)	$	(795	)	$	(687	)	$	(21,924	)
Weighted average remaining contractual life, in years	0.1			3.6			13.1			1.8			1.6			5.2

Future amortization expense of intangible assets for each of the years ending March 31 is as follows (in thousands):

2018	$	440
2019	762
2020	467
2021	467
2022	467
Thereafter	3,022
	$	5,625

The Bristow Norway AS and Eastern Airways acquisitions, included in our Europe Caspian region, resulted in intangible assets for client contracts, client relationships, trade names and trademarks, internally developed software and licenses. The Airnorth acquisition, included in our Asia Pacific region, resulted in intangible assets for client contracts, client relationships and trade name and trademarks.

Other Assets

In addition to the other intangible assets described above, other assets included the long-term portion of contract acquisition and pre-operating costs totaling $53.5 million and $51.1 million, respectively, as of September 30 and March 31, 2017, related to the SAR contracts in the U.K. and two client contracts in Norway, which are recoverable under the contracts and will be expensed over the terms of the contracts.

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BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Property and Equipment and Assets Held for Sale

During the three and six months endedSeptember 30, 2017 and 2016, we made capital expenditures as follows:

	Three Months Ended   September 30,				Six Months Ended   September 30,
	2017		2016		2017		2016
Number of aircraft delivered:
Medium	2		5		5		5
SAR aircraft	—		1		—		1
Total aircraft	2		6		5		6
Capital expenditures (in thousands):
Aircraft and equipment (1)	$	5,679	$	78,087	$	16,489	$	95,574
Land and buildings	6,085		2,716		7,828		6,292
Total capital expenditures	$	11,764	$	80,803	$	24,317	$	101,866

_____________ 

⁽¹⁾ During the three months ended September 30, 2017 and 2016, we spent $1.0 million and $63.7 million, respectively, and during the six months endedSeptember 30, 2017 and 2016, we spent $2.3 million and $66.8 million, respectively, on progress payments for aircraft to be delivered in future periods.

The following table presents details on the aircraft sold or disposed of and impairments on assets held for sale during the three and six months endedSeptember 30, 2017 and 2016:

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017		2016
	(In thousands, except for number of aircraft)
Number of aircraft sold or disposed of	—			—			6		6
Proceeds from sale or disposal of assets	$	269		$	329		$	42,244	$	11,819
Gain (loss) from sale or disposal of assets (1)	$	(343	)	$	(1,175	)	$	1,920	$	(1,043	)
Number of aircraft impaired	2			6			4		13
Impairment charges on assets held for sale (1)(2)	$	8,183		$	1,011		$	9,747	$	11,160

_____________ 

⁽¹⁾  Included in gain (loss) on disposal of assets on our condensed consolidated statements of operations.

⁽²⁾  Includes a $6.5 million impairment of the Bristow Academy disposal group for the three and six months ended September 30, 2017.

On November 1, 2017, we sold our 100% interest in Bristow Academy. As of September 30, 2017, we concluded the disposal group, comprised of the Bristow Academy, assets and liabilities met the assets held for sale criteria under ASC 360, but did not meet the requirements for classification as discontinued operations. We evaluated the carrying value of the Bristow Academy disposal group and determined an impairment of $6.5 million, recorded within loss on disposal of assets on our condensed consolidated statement of operations, was necessary to record the disposal group at fair value based on the terms of the sale. The condensed consolidated balance sheet as of September 30, 2017, includes amounts attributable to the Bristow Academy disposal group of current assets of $1.4 million, $1.2 million and $0.3 million included within Accounts Receivable from non-affiliates, Inventories, and Prepaid expenses and other current assets, respectively, and $1.4 million and $0.4 million included within Other accrued liabilities and Accounts payable, respectively. The Bristow Academy disposal group is included in Corporate and other in Note 9 - Segment Information.

During the three and six months endedSeptember 30, 2016, we recorded accelerated depreciation of $1.3 million and $8.2 million on six and 11 aircraft, respectively, as our management decided to exit these model types earlier than originally anticipated.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Recent Accounting Pronouncements

We consider the applicability and impact of all accounting standard updates (“ASUs”). ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial position or results of operations.

In May 2014, the Financial Accounting Standards Board (the “FASB”) issued accounting guidance on revenue recognition for revenue from contracts with customers. This accounting guidance requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers and will replace most existing revenue recognition guidance when it becomes effective. This new standard is effective for annual reporting periods beginning after December 15, 2016. However, in July 2015, the FASB approved the deferral of the effective date of the revenue recognition standard permitting public entities to apply the new revenue standard to annual reporting periods beginning after December 15, 2017. Early application is permitted, but not before the original effective date of December 15, 2016. The standard is required to be adopted using either the full retrospective approach, with all prior periods presented adjusted, or the modified retrospective approach, with a cumulative adjustment to retained earnings on the balance sheet. We have not adopted this standard yet but expect to adopt the new revenue standard using the modified retrospective transition approach. We are continuing to evaluate the effect this accounting guidance will have on our financial statements and related disclosures and are still assessing the differences between the new revenue standard and current accounting practices.

In November 2015, the FASB issued accounting guidance that changed how deferred taxes are classified on an entity’s balance sheet. The accounting guidance requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as noncurrent on the balance sheet. The new guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016 and early adoption is permitted. The guidance may be applied either prospectively, for all deferred tax assets and liabilities, or retrospectively. If applied prospectively, entities are required to include a statement that prior periods were not retrospectively adjusted. If applied retrospectively, entities are also required to include quantitative information about the effects of the change on prior periods. We adopted this accounting guidance using the prospective adjustment option effective April 1, 2017 and prior periods were not retrospectively adjusted. As of March 31, 2017, we had $0.1 million in current deferred tax assets and $0.8 million in current deferred tax liabilities. As a result of this adoption, as of April 1, 2017 and going forward we will classify all current deferred taxes as non-current.

In February 2016, the FASB issued accounting guidance which amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. This accounting guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, with early adoption permitted. Additionally, this accounting guidance requires a modified retrospective transition approach for all leases existing at, or entered into after the date of initial application, with an option to use certain transition relief. We have not yet adopted this standard and are currently evaluating the effect this standard will have on our financial statements.

In March 2016, the FASB issued accounting guidance related to accounting for employee share-based payments. The accounting guidance is intended to simplify several aspects of accounting for share-based payment award transactions including income tax consequences, classification of awards as either equity or liabilities and classification on the statements of cash flows. This accounting guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016 and early adoption is permitted. We adopted this standard effective April 1, 2017. The requirements related to the tax consequences of share-based payments were applied prospectively and resulted in $2.2 million recorded as an increase to the income tax provision during the six months endedSeptember 30, 2017. We elected to record forfeitures of share-based awards based on actual forfeitures which did not have a material effect on our financial statements. The provisions related to the presentation of excess tax benefits on the condensed consolidated statements of cash flows did not impact our financial statements as there was no excess tax benefit recorded for the periods presented. The provisions related to employee taxes paid for withheld shares are presented as a cash flow financing activity required us to revise our prior period condensed consolidated statement of cash flows by $0.8 million as a decrease in net cash used in operating activities and a corresponding decrease in net cash provided by financing activities for the six months endedSeptember 30, 2016. None of the other provisions of the pronouncement had a material effect on our consolidated financial statements.

In October 2016, the FASB issued accounting guidance related to current and deferred income taxes for intra-entity transfer of assets other than inventory. This accounting guidance requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs and eliminates the exception for an intra-entity transfer of an asset other than inventory. This accounting guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017, and early adoption is permitted. We have not yet adopted this accounting guidance and are currently evaluating the effect this accounting guidance will have on our financial statements.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

In January 2017, the FASB issued accounting guidance which clarifies the definition of a business with the objective of adding guidance to assist in evaluating whether transactions should be accounted for as acquisitions of assets or businesses. The amendment provides criteria for determining when a transaction involves the acquisition of a business. If substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, then the transaction does not involve the acquisition of a business. If the criteria are not met, then the amendment requires that to be considered a business, the operation must include at a minimum an input and a substantive process that together significantly contribute to the ability to create an output. The guidance may reduce the number of transactions accounted for as business acquisitions. This accounting guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017, and early adoption is permitted. The amendments should be applied prospectively, and no disclosures are required at the effective date. We have not yet adopted this accounting guidance and are currently evaluating the effect this accounting guidance will have on our financial statements.

In March 2017, the FASB issued accounting guidance related to the presentation of net periodic pension cost and net periodic postretirement benefit cost. The accounting guidance requires employers to disaggregate the service cost component from the other components of net benefit cost and disclose the amount of net benefit cost that is included in the statement of operations or capitalized in assets, by line item. The accounting guidance requires employers to report the service cost component in the same line item(s) as other compensation costs and to report other pension-related costs (which include interest costs, amortization of pension-related costs from prior periods, and the gains or losses on plan assets) separately and exclude them from the subtotal of operating income. The accounting guidance also allows only the service cost component to be eligible for capitalization when applicable. This accounting guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017, and early adoption is permitted as of the first interim period of an annual period for which interim or annual financial statements have not been issued. The accounting guidance requires application on a retrospective basis for the presentation of the service cost component and the other components of net periodic pension cost and net periodic postretirement benefit cost in the statement of operations and on a prospective basis for the capitalization of the service cost component of net periodic pension cost and net periodic postretirement benefit in assets. We have not yet adopted this accounting guidance and are currently evaluating the effect this accounting guidance will have on our financial statements.

In May 2017, the FASB issued accounting guidance on determining which changes to the terms or conditions of share-based payment awards require an entity to apply modification accounting. This pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017, with early adoption permitted, and is applied prospectively to changes in terms or conditions of awards occurring on or after the adoption date. We have not yet adopted this accounting guidance and are currently evaluating the effect this accounting guidance will have on our financial statements.

In August 2017, the FASB issued new accounting guidance on derivatives and hedging, which amends and simplifies existing guidance in order to allow companies to more accurately present the economic effects of risk management activities in the financial statements. This accounting guidance is effective for public business entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, and earlier adoption is permitted. We have not yet adopted this accounting guidance and are currently evaluating the effect this accounting guidance will have on our financial statements.

13

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Note 2 — VARIABLE INTEREST ENTITIES

A VIE is an entity that either (i) has insufficient equity to permit the entity to finance its activities without additional subordinated financial support or (ii) has equity investors who lack the characteristics of a controlling financial interest. A VIE is consolidated by its primary beneficiary. The primary beneficiary has both the power to direct the activities that most significantly impact the entity’s economic performance and the obligation to absorb losses or the right to receive benefits from the entity that could potentially be significant to the VIE. If we determine that we have operating power and the obligation to absorb losses or receive benefits, we consolidate the VIE as the primary beneficiary, and if not, we do not consolidate.

As of September 30, 2017, we had interests in four VIEs of which we were the primary beneficiary, which are described below, and had no interests in VIEs of which we were not the primary beneficiary. See Note 3 to the fiscal year 2017 Financial Statements for a description of other investments in significant affiliates.

Bristow Aviation Holdings Limited — We own 49% of Bristow Aviation Holdings Limited’s (“Bristow Aviation”) common stock and a significant amount of its subordinated debt. Bristow Aviation is incorporated in England and holds all of the outstanding shares in Bristow Helicopters Limited (“Bristow Helicopters”). Bristow Aviation’s subsidiaries provide industrial aviation services to clients primarily in the U.K., Norway, Australia, Nigeria and Trinidad and fixed wing services primarily in the U.K. and Australia. Bristow Aviation is organized with three different classes of ordinary shares having disproportionate voting rights. The Company, Caledonia Investments plc (“Caledonia”) and a European Union investor (the “E.U. Investor”) own 49%, 46% and 5%, respectively, of Bristow Aviation’s total outstanding ordinary shares, although Caledonia has voting control over the E.U. Investor’s shares.

In addition to our ownership of 49% of Bristow Aviation’s outstanding ordinary shares, in May 2004, we acquired eight million shares of deferred stock, essentially a subordinated class of stock with no voting rights, from Bristow Aviation for £1 per share ($14.4 million in total). We also have £91.0 million ($122.1 million) principal amount of subordinated unsecured loan stock (debt) of Bristow Aviation bearing interest at an annual rate of 13.5% and payable semi-annually. Payment of interest on such debt has been deferred since its incurrence in 1996. Deferred interest accrues at an annual rate of 13.5% and aggregated $2.0 billion as of September 30, 2017.

The Company, Caledonia, the E.U. Investor and Bristow Aviation have entered into a shareholder agreement respecting, among other things, the composition of the board of directors of Bristow Aviation. On matters coming before Bristow Aviation’s board, Caledonia’s representatives have a total of three votes and the two other directors have one vote each. In addition, Caledonia has the right to nominate two persons to our board of directors and to replace any such directors so nominated.

Caledonia, the Company and the E.U. Investor also have entered into a put/call agreement under which, upon giving specified prior notice, we have the right to buy all the Bristow Aviation shares held by Caledonia and the E.U. Investor, who, in turn, each have the right to require us to purchase such shares. Under current English law, we would be required, in order for Bristow Aviation to retain its operating license, to find a qualified E.U. investor to own any Bristow Aviation shares we have the right to acquire under the put/call agreement. The only restriction under the put/call agreement limiting our ability to exercise the put/call option is a requirement to consult with the Civil Aviation Authority (the “CAA”) in the U.K. regarding the suitability of the new holder of the Bristow Aviation shares. The put/call agreement does not contain any provisions should the CAA not approve the new E.U. investor. However, we would work diligently to find an E.U. investor suitable to the CAA. The amount by which we could purchase the shares of the other investors holding 51% of the equity of Bristow Aviation is fixed under the terms of the call option, and we have reflected this amount on our condensed consolidated balance sheets as noncontrolling interest.

Furthermore, the call option provides a mechanism whereby the economic risk for the other investors is limited should the financial condition of Bristow Aviation deteriorate. The call option price is the nominal value of the ordinary shares held by the noncontrolling shareholders (£1.0 million as of September 30, 2017) plus an annual guaranteed rate of return less any prepayments of such call option price and any dividends paid on the shares concerned. We can elect to pre-pay the guaranteed return element of the call option price wholly or in part without exercising the call option. No dividends have been paid by Bristow Aviation. We have accrued the annual return due to the other shareholders at a rate of sterling LIBOR plus 3% (prior to May 2004, the rate was fixed at 12%) by recognizing noncontrolling interest expense on our condensed consolidated statements of operations, with a corresponding increase in noncontrolling interest on our condensed consolidated balance sheets. Prepayments of the guaranteed return element of the call option are reflected as a reduction in noncontrolling interest on our condensed consolidated balance sheets. The other investors have an option to put their shares in Bristow Aviation to us. The put option price is calculated in the same way as the call option price except that the guaranteed rate for the period to April 2004 was 10% per annum. If the put option is exercised, any pre-payments of the call option price are set off against the put option price.

14

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Bristow Aviation and its subsidiaries are exposed to similar operational risks and are therefore monitored and evaluated on a similar basis by management. Accordingly, the financial information reflected on our condensed consolidated balance sheets and statements of operations for Bristow Aviation and subsidiaries is presented in the aggregate, including intercompany amounts with other consolidated entities, as follows (in thousands):

	September 30,   2017		March 31,    2017
Assets
Cash and cash equivalents	$	94,068	$	92,409
Accounts receivable	296,145		222,560
Inventories	98,460		90,190
Prepaid expenses and other current assets	57,008		50,016
Total current assets	545,681		455,175
Investment in unconsolidated affiliates	3,476		3,513
Property and equipment, net	316,980		306,831
Goodwill	20,364		19,798
Other assets	205,483		203,228
Total assets	$	1,091,984	$	988,545
Liabilities
Accounts payable	$	275,440	$	146,841
Accrued liabilities	137,719		122,130
Accrued interest	2,004,408		1,891,305
Current maturities of long-term debt	20,296		18,578
Total current liabilities	2,437,863		2,178,854
Long-term debt, less current maturities	480,835		501,782
Accrued pension liabilities	57,928		61,647
Other liabilities and deferred credits	7,907		8,138
Deferred taxes	14,195		20,264
Redeemable noncontrolling interest	6,002		6,886
Total liabilities	$	3,004,730	$	2,777,571

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Revenue	$	321,956		$	310,325		$	623,926		$	628,779
Operating loss	(2,978		)	(20,773		)	(22,632		)	(40,516		)
Net loss	(62,081		)	(80,794		)	(141,250		)	(169,337		)

15

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Bristow Helicopters Nigeria Ltd. — Bristow Helicopters Nigeria Ltd. (“BHNL”) is a joint venture in Nigeria in which Bristow Helicopters owned a 48% interest, a Nigerian company owned 100% by Nigerian employees owned a 50% interest and an employee trust fund owned the remaining 2% interest as of September 30, 2017. BHNL provides industrial aviation services to clients in Nigeria.

In order to be able to bid competitively for our services in the Nigerian market, we were required to identify local citizens to participate in the ownership of entities domiciled in the region. However, these owners do not have extensive knowledge of the aviation industry and have historically deferred to our expertise in the overall management and day-to-day operation of BHNL (including the establishment of operating and capital budgets and strategic decisions regarding the potential expansion of BHNL’s operations). We have also historically provided subordinated financial support to BHNL and will need to continue to do so unless and until BHNL acquires sufficient equity to permit itself to finance its activities without that additional support from us. As we have the power to direct the most significant activities affecting the economic performance and ongoing success of BHNL and hold a variable interest in the entity in the form of our equity investment and working capital infusions, we consolidate BHNL as the primary beneficiary. The employee-owned Nigerian entity referenced above purchased a 19% interest in BHNL in December 2013 with proceeds from a loan received from BGI Aviation Technical Services Nigeria Limited (“BATS”). In July 2014, the employee-owned Nigerian entity purchased an additional 29% interest with proceeds from a loan received from Bristow Helicopters (International) Limited (“BHIL”). In April 2015, Bristow Helicopters purchased an additional 8% interest in BHNL and the employee-owned Nigerian entity purchased an additional 2% interest with proceeds from a loan received from BHIL. Both BATS and BHIL are wholly-owned subsidiaries of Bristow Aviation. The employee-owned Nigerian entity is also a VIE that we consolidate as the primary beneficiary and we eliminate the loans discussed above in consolidation.

BHNL is an indirect subsidiary of Bristow Aviation; therefore, financial information for this entity is included within the amounts for Bristow Aviation and its subsidiaries presented above.

Pan African Airlines Nigeria Ltd. — Pan African Airlines Nigeria Ltd. (“PAAN”) is a joint venture in Nigeria with local partners in which we own a 50.17% interest. PAAN provides industrial aviation services to clients in Nigeria.

The activities that most significantly impact PAAN’s economic performance relate to the day-to-day operation of PAAN, setting the operating and capital budgets and strategic decisions regarding the potential expansion of PAAN’s operations. Throughout the history of PAAN, our representation on the board and our secondment to PAAN of its managing director has enabled us to direct the key operational decisions of PAAN (without objection from the other board members). We have also historically provided subordinated financial support to PAAN. As we have the power to direct the most significant activities affecting the economic performance and ongoing success of PAAN and hold a variable interest in the form of our equity investment and working capital infusions, we consolidate PAAN as the primary beneficiary. However, as long as we own a majority interest in PAAN, the separate presentation of financial information in a tabular format for PAAN is not required.

16

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Note 3 — DEBT

Debt as of September 30 and March 31, 2017 consisted of the following (in thousands):

	September 30,   2017			March 31,    2017
6¼% Senior Notes due 2022	$	401,535		$	401,535
Term Loan	150,835			261,907
Term Loan Credit Facility	28,929			45,900
Revolving Credit Facility	89,100			139,100
Lombard Debt	207,153			196,832
Macquarie Debt	192,028			200,000
PK Air Debt	230,000			—
Airnorth Debt	15,193			16,471
Eastern Airways Debt	14,597			15,326
Other Debt	—			16,293
Unamortized debt issuance costs	(17,264		)	(11,345		)
Total debt	1,312,106			1,282,019
Less short-term borrowings and current maturities of long-term debt	(113,519		)	(131,063		)
Total long-term debt	$	1,198,587		$	1,150,956

Term Loan and Revolving Credit Facility — During the six months endedSeptember 30, 2017, we had borrowings of $107.8 million and made payments of $157.8 million under our $400 million revolving credit facility (the “Revolving Credit Facility”). Additionally, we paid $111.2 million to reduce our borrowings under the $350 million term loan (the “Term Loan”). As of September 30, 2017, we had $18.9 million in letters of credit outstanding under the Revolving Credit Facility.

Term Loan Credit Facility — During the six months endedSeptember 30, 2017, we paid $17.0 million under our $200 million of term loan commitments (the “Term Loan Credit Facility”). Additionally, in October 2017, we paid off the remaining $28.9 million of the Term Loan Credit Facility and terminated the facility.

PK Air Debt — On July 17, 2017, a wholly-owned subsidiary entered into a term loan credit agreement with PK AirFinance S.à r.l., as agent, and PK Transportation Finance Ireland Limited, as lender, and other lenders from time to time party thereto, which provided for commitments in an aggregate amount of up to $230 million to make up to 24 term loans, each of which shall be made in respect of an aircraft to be pledged as collateral for all of the term loans. The term loans are also secured by a pledge of all shares of the borrower and any other assets of the borrower, and will be guaranteed by the Company. The financing funded in two tranches in September 2017 and proceeds were used to repay $17.0 million of the Term Loan Credit Facility, $93.7 million of the Term Loan and $103.0 million of the Revolving Credit Facility.

Each term loan bears interest at an interest rate equal to, at the borrower’s option, a floating rate of one-month LIBOR plus a margin of 5% per annum (the “Margin”), subject to certain costs of funds adjustments, determined two business days before the borrowing date of each term loan, or a fixed rate based on a notional interest rate swap of twelve 30-day months in respect of such term loan with a floating rate of interest based on one-month LIBOR, plus the Margin.

The borrower is required to repay each term loan on an annuity basis, payable monthly in arrears starting on the seventh month following the date of the borrowing of such term loan, with a final payment of 53% of the initial amount of such term loan due on the 70th month following the date of the borrowing of such term loan.

In connection with the credit agreement, the borrower will guarantee certain of its direct parent’s obligations under existing aircraft operating leases up to a capped amount.

Other Debt — Other Debt as of March 31, 2017 primarily included amounts payable relating to the third year earn-out payment of $16.0 million for our investment in Cougar Helicopters Inc. (“Cougar”), which was paid in April 2017.

17

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Note 4 — FAIR VALUE DISCLOSURES

Assets and liabilities subject to fair value measurement are categorized into one of three different levels depending on the observability of the inputs employed in the measurement, as follows:

• Level 1 – observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

• Level 2 – inputs that reflect quoted prices for identical assets or liabilities in markets which are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the asset or liability; or inputs that are derived principally from or corroborated by observable market data by correlation or other means.

• Level 3 – unobservable inputs reflecting the Company’s own assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available.

Non-recurring Fair Value Measurements

The majority of our non-financial assets, which include inventories, property and equipment, assets held for sale, goodwill and other intangible assets, are not required to be carried at fair value on a recurring basis. However, if certain triggering events occur such that a non-financial asset is required to be evaluated for impairment and deemed to be impaired, the impaired non-financial asset is recorded at its fair value.

The following table summarizes the assets as of September 30, 2017, valued at fair value on a non-recurring basis (in thousands):

	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Balance as of September 30, 2017		Total Loss for the Three Months Ended September 30, 2017			Total Loss for the Six Months Ended September 30, 2017
Inventories	$	—	$	1,218	$	—	$	1,218	$	—		$	(1,192	)
Assets held for sale	—		36,167		—		36,167		(8,183		)	(9,747		)
Total assets	$	—	$	37,385	$	—	$	37,385	$	(8,183	)	$	(10,939	)

The following table summarizes the assets as of September 30, 2016, valued at fair value on a non-recurring basis (in thousands):

	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Balance as of September 30, 2016		Total Loss for the Three Months Ended September 30, 2016			Total Loss for the Six Months Ended September 30, 2016
Inventories	$	—	$	56,355	$	—	$	56,355	$	(7,572	)	$	(7,572	)
Assets held for sale	—		40,338		—		40,338		(1,011		)	(11,160		)
Total assets	$	—	$	96,693	$	—	$	96,693	$	(8,583	)	$	(18,732	)

The fair value of inventories using Level 2 inputs is determined by evaluating the current economic conditions for sale and disposal of spare parts, which includes estimates as to the recoverability of the carrying value of the parts based on historical experience with sales and disposal of similar spare parts, the expected time frame of sales or disposals, the location of the spare parts to be sold and the condition of the spare parts to be sold or otherwise disposed of.

The fair value of assets held for sale using Level 2 inputs is determined through evaluation of expected sales proceeds for aircraft. This analysis includes estimates based on historical experience with sales, recent transactions involving similar assets, quoted market prices for similar assets and condition and location of aircraft to be sold or otherwise disposed of. The loss for the three and six months endedSeptember 30, 2017 related to two and four aircraft held for sale, respectively, and the loss for the three and six months endedSeptember 30, 2016 related to six and 13 aircraft held for sale, respectively. Additionally, the loss for the three and six months ended September 30, 2017 includes a $6.5 million impairment relating to the Bristow Academy disposal group. For further details on Bristow Academy disposal group, see Note 1.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Recurring Fair Value Measurements

The following table summarizes the financial instruments we had as of September 30, 2017, valued at fair value on a recurring basis (in thousands):

	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Balance as of September 30, 2017		Balance  Sheet Classification
Rabbi Trust investments	$	2,695	$	—	$	—	$	2,695	Other assets
Total assets	$	2,695	$	—	$	—	$	2,695

The following table summarizes the financial instruments we had as of March 31, 2017, valued at fair value on a recurring basis (in thousands):

	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Balance as of March 31, 2017		Balance  Sheet Classification
Rabbi Trust investments	$	3,075	$	—	$	—	$	3,075	Other assets
Total assets	$	3,075	$	—	$	—	$	3,075

The rabbi trust investments consist of cash and mutual funds whose fair value are based on quoted prices in active markets for identical assets, and are designated as Level 1 within the valuation hierarchy. The rabbi trust holds investments related to our non-qualified deferred compensation plan for our senior executives.

Fair Value of Debt

The fair value of our debt has been estimated in accordance with the accounting standard regarding fair value. The fair value of our fixed rate long-term debt is estimated based on quoted market prices. The carrying and fair value of our long-term debt, including the current portion and excluding unamortized debt issuance costs, are as follows (in thousands):

	September 30, 2017				March 31, 2017
	Carrying Value		Fair Value		Carrying Value		Fair Value
6¼% Senior Notes	$	401,535	$	281,075	$	401,535	$	323,236
Term Loan	150,835		150,835		261,907		261,907
Term Loan Credit Facility	28,929		28,929		45,900		45,900
Revolving Credit Facility	89,100		89,100		139,100		139,100
Lombard Debt	207,153		207,153		196,832		196,832
Macquarie Debt	192,028		192,028		200,000		200,000
PK Air Debt	230,000		230,000		—		—
Airnorth Debt	15,193		15,193		16,471		16,471
Eastern Airways Debt	14,597		14,597		15,326		15,326
Other Debt	—		—		16,293		16,293
	$	1,329,370	$	1,208,910	$	1,293,364	$	1,215,065

Other

The fair values of our cash and cash equivalents, accounts receivable and accounts payable approximate their carrying values due to the short-term nature of these items.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Note 5 — COMMITMENTS AND CONTINGENCIES

Aircraft Purchase Contracts — As shown in the table below, we expect to make additional capital expenditures over the next seven fiscal years to purchase additional aircraft. As of November 8, 2017, we had 27 aircraft on order and options to acquire an additional four aircraft. Although a similar number of our existing aircraft may be sold during the same period, the additional aircraft on order will provide incremental fleet capacity in terms of revenue and operating income.

	Six Months Ending March 31, 2018		Fiscal Year Ending March 31,
			2019		2020		2021		2022 and thereafter(1)		Total
Commitments as of November 8, 2017: (2)
Number of aircraft:
Large	—		1		—		4		18		23
U.K. SAR	—		—		4		—		—		4
	—		1		4		4		18		27
Related commitment expenditures (in thousands) (2)(3)
Medium and large	$	—	$	19,820	$	25,140	$	77,507	$	280,876	$	403,343
U.K. SAR	3,192		—		61,994		—		—		65,186
	$	3,192	$	19,820	$	87,134	$	77,507	$	280,876	$	468,529
Options as of November 8, 2017: (2)
Number of aircraft:
Large	—		2		2		—		—		4
	—		2		2		—		—		4
Related option expenditures (in thousands) (3)	$	—	$	44,181	$	31,536	$	—	$	—	$	75,717

_____________ 

⁽¹⁾  Includes $86.0 million for five aircraft orders that can be cancelled prior to delivery dates. As of September 30, 2017, we made non-refundable deposits of $4.5 million related to these aircraft.

⁽²⁾  In October and November 2017, through discussions with helicopter manufacturers we: (i) reached an agreement to defer payments of approximately $130 million in capital expenditures out of fiscal years 2019 and 2020 and into future periods and (ii) have a non-binding letter of understanding to defer payment of approximately $62 million in capital expenditures out of fiscal year 2018 and into future periods. These agreements are reflected in the table above.

⁽³⁾  Includes progress payments on aircraft scheduled to be delivered in future periods only if options are exercised.

The following chart presents an analysis of our aircraft orders and options during fiscal year 2018:

	Three Months Ended
	September 30, 2017			June 30, 2017
	Orders		Options	Orders		Options
Beginning of period	29		4	32		4
Aircraft delivered	(2	)	—	(3	)	—
End of period	27		4	29		4

We periodically purchase aircraft for which we have no orders.

Operating Leases — We have non-cancelable operating leases in connection with the lease of certain equipment, including leases for aircraft, and land and facilities. Rent expense incurred under all operating leases was $57.2 million and $51.9 million for the three months endedSeptember 30, 2017 and 2016, respectively, and $115.9 million and $103.2 million for the six months endedSeptember 30, 2017 and 2016, respectively. Rent expense incurred under operating leases for aircraft was $49.7 million and $46.1 million for the three months endedSeptember 30, 2017 and 2016, respectively, and $101.4 million and $90.8 million for the six months endedSeptember 30, 2017 and 2016, respectively.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

The aircraft leases range from base terms of up to 180 months with renewal options of up to 240 months in some cases, include purchase options upon expiration and some include early purchase options. The leases contain terms customary in transactions of this type, including provisions that allow the lessor to repossess the aircraft and require us to pay a stipulated amount if we default on our obligations under the agreements. The following is a summary of the terms related to aircraft leased under operating leases with original or remaining terms in excess of one year as of September 30, 2017:

End of Lease Term	Number of Aircraft
Six months ending March 31, 2018 to fiscal year 2019	26
Fiscal year 2020 to fiscal year 2022	48
Fiscal year 2023 to fiscal year 2024	17
	91

We lease six S-92 model aircraft and one AW139 model aircraft from VIH Aviation Group, which is a related party due to common ownership of Cougar; we paid lease fees of $5.2 million and $9.7 million during the three and six months endedSeptember 30, 2017, respectively. Additionally, in July 2016, we began leasing a facility in Galliano, Louisiana from VIH Helicopters USA, Inc., another related party due to common ownership of Cougar; we paid $0.1 million in lease fees during the six months endedSeptember 30, 2017.

Employee Agreements — Approximately 51% of our employees are represented by collective bargaining agreements and/or unions with 85% of these employees being represented by collective bargaining agreements and/or unions that have expired or will expire in one year. These agreements generally include annual escalations of up to 3%. Periodically, certain groups of our employees who are not covered by a collective bargaining agreement consider entering into such an agreement. We also have employment agreements with members of senior management.

Separation Programs — In March 2015 and May 2016, we offered voluntary separation programs (“VSPs”) to certain employees as part of our ongoing efforts to improve efficiencies and reduce costs. Additionally, beginning in March 2015, we initiated involuntary separation programs (“ISPs”) in certain regions. Also, during June 2017, two named executive officers and the principal operating officer, and during fiscal year 2018 other employees across various regions, departed from the Company as part of an organizational restructuring. In April 2016, one named executive officer, along with other employees across various regions, departed from the Company as part of a previous restructuring. We recognized compensation expense related to the departure of these officers and other employees included in the table below. The expense related to the VSPs and ISPs for the three and six months endedSeptember 30, 2017 and 2016 is as follows (in thousands):

	Three Months Ended   September 30,				Six Months Ended   September 30,
	2017		2016		2017		2016
VSP:
Direct cost	$	—	$	590	$	—	$	1,445
General and administrative	—		—		—		23
Total	$	—	$	590	$	—	$	1,468
ISP:
Direct cost	$	1,477	$	4,398	$	2,547	$	4,896
General and administrative	933		4,565		8,542		8,595
Total	$	2,410	$	8,963	$	11,089	$	13,491

Environmental Contingencies — The U.S. Environmental Protection Agency (the “EPA”), has in the past notified us that we are a potential responsible party (“PRP”) at three former waste disposal facilities that are on the National Priorities List of contaminated sites. Under the federal Comprehensive Environmental Response, Compensation and Liability Act, also known as the Superfund law, persons who are identified as PRPs may be subject to strict, joint and several liability for the costs of cleaning up environmental contamination resulting from releases of hazardous substances at National Priorities List sites. Although we have not yet obtained a formal release of liability from the EPA with respect to any of the sites, we believe that our potential liability in connection with the sites is not likely to have a material adverse effect on our business, financial condition or results of operations.

Other Purchase Obligations — As of September 30, 2017, we had $41.1 million of other purchase obligations representing unfilled purchase orders for aircraft parts, commitments associated with upgrading facilities at our bases and non-cancelable power-by-the-hour maintenance commitments.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Other Matters — Although infrequent, aircraft accidents have occurred in the past, and the related losses and liability claims have been covered by insurance subject to deductible, self-insured retention and loss sensitive factors.

As previously reported, on April 29, 2016, another company’s EC 225LP (also known as a H225LP) model helicopter crashed near Turøy outside of Bergen, Norway resulting in the European Aviation Safety Agency (“EASA”) issuing airworthiness directives prohibiting flight of H225LP and AS332L2 model aircraft. On July 20, 2017, the U.K. CAA and NCAA issued safety and operational directives which detail the conditions to apply for safe return to service of H225LP and AS332L2 model aircraft, where operators wish to do so. We continue not to operate for commercial purposes our sole H225LP model aircraft in Norway, our thirteen H225LP model aircraft in the U.K. or our six H225LP model aircraft in Australia, or for search and rescue purposes, including training and missions, any of our other four H225LP model aircraft in Norway or our other three H225LP model aircraft in Australia. We are carefully evaluating next steps and demand for the H225LP model aircraft in our oil and gas and search and rescue operations worldwide, with the safety of passengers and crews remaining our highest priority.

Separately, our efforts to successfully integrate AW189 aircraft into service for the U.K. SAR contract have been delayed due to a product improvement plan with the aircraft. As a result, the delivery of four AW189 aircraft will be pushed to later dates. We continue to meet our contractual obligations under the U.K. SAR contract through the utilization of other aircraft.

Subsequent to September 30, 2017, we reached agreement with an original equipment manufacturer and have a non-binding letter of understanding with another to recover $130 million during the second half of fiscal year 2018 related to ongoing aircraft issues mentioned above.

We operate in jurisdictions internationally where we are subject to risks that include government action to obtain additional tax revenue. In a number of these jurisdictions, political unrest, the lack of well-developed legal systems and legislation that is not clear enough in its wording to determine the ultimate application, can make it difficult to determine whether legislation may impact our earnings until such time as a clear court or other ruling exists. We operate in jurisdictions currently where amounts may be due to governmental bodies that we are not currently recording liabilities for as it is unclear how broad or narrow legislation may ultimately be interpreted. We believe that payment of amounts in these instances is not probable at this time, but is reasonably possible.

A loss contingency is reasonably possible if the contingency has a more than remote but less than probable chance of occurring. Although management believes that there is no clear requirement to pay amounts at this time and that positions exist suggesting that no further amounts are currently due, it is reasonably possible that a loss could occur for which we have estimated a maximum loss at September 30, 2017 to be approximately $4 million to $6 million.

We are a defendant in certain claims and litigation arising out of operations in the normal course of business. In the opinion of management, uninsured losses, if any, will not be material to our financial position, results of operations or cash flows.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Note 6 — TAXES

In accordance with GAAP, we estimate the full-year effective tax rate from continuing operations and apply this rate to our year-to-date income from continuing operations. In addition, we separately calculate the tax impact of unusual or infrequent items, if any. The tax impacts of such unusual or infrequent items are treated discretely in the quarter in which they occur. During the three months endedSeptember 30, 2017 and 2016, our effective tax rate was (8.6)% and 14.8%, respectively, and (22.4)% and 9.5% during the six months endedSeptember 30, 2017 and 2016, respectively. The effective tax rate for the three and six months endedSeptember 30, 2017 and 2016 were both impacted by valuation allowances against future realization of foreign tax credits. For the three and six months endedSeptember 30, 2017, our effective tax rate also includes the impact of $4.7 million of unrecognized tax benefits in certain foreign jurisdictions. Additionally, we continue to value against net operating losses in certain foreign jurisdictions.

The relationship between our provision for or benefit from income taxes and our pre-tax book income can vary significantly from period to period considering, among other factors, (a) the overall level of pre-tax book income, (b) changes in the blend of income that is taxed based on gross revenues or at high effective tax rates versus pre-tax book income or at low effective tax rates and (c) our geographical blend of pre-tax book income. Consequently, our income tax expense does not change proportionally with our pre-tax book income. Significant decreases in our pre-tax book income typically result in higher effective tax rates, while significant increases in pre-tax book income can lead to lower effective tax rates, subject to the other factors impacting income tax expense noted above. The increase in our effective tax rate excluding discrete items for the three months endedSeptember 30, 2017 compared to the three months endedSeptember 30, 2016 primarily related to an increase in the blend of earnings taxed in relatively high taxed jurisdictions versus low taxed jurisdictions. Additionally, we increased our valuation allowance by $0.2 million and $2.5 million for the three months endedSeptember 30, 2017 and 2016, respectively, and $11.3 million and $15.7 million for the six months endedSeptember 30, 2017 and 2016, respectively, which also increased our effective tax rate.

As of September 30, 2017, there were $6.0 million of unrecognized tax benefits, all of which would have an impact on our effective tax rate if recognized.

Note 7 — EMPLOYEE BENEFIT PLANS

Pension Plans

The following table provides a detail of the components of net periodic pension cost (in thousands):

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Service cost for benefits earned during the period	$	157		$	1,794		$	311		$	3,754
Interest cost on pension benefit obligation	3,838			4,377			7,589			9,158
Expected return on assets	(5,432		)	(5,920		)	(10,741		)	(12,391		)
Amortization of unrecognized losses	1,819			1,793			3,597			3,755
Net periodic pension cost	$	382		$	2,044		$	756		$	4,276

The current estimates of our cash contributions to our defined benefit pension plans to be paid in fiscal year 2018 are $15.3 million, of which $8.2 million was paid during the six months endedSeptember 30, 2017. The weighted-average expected long-term rate of return on assets for our U.K. pension plans as of March 31, 2017 was 4.4%.

Incentive Compensation

Stock-based awards are currently made under the Bristow Group Inc. 2007 Long-Term Incentive Plan (the “2007 Plan”). A maximum of 10,646,729 shares of common stock, par value $0.01 per share (“Common Stock”), are reserved. Awards granted under the 2007 Plan may be in the form of stock options, stock appreciation rights, shares of restricted stock, other stock-based awards (payable in cash or Common Stock) or performance awards, or any combination thereof, and may be made to outside directors, employees or consultants. As of September 30, 2017, 2,309,469 shares remained available for grant under the 2007 Plan.

We have a number of other incentive and stock option plans which are described in Note 9 to our fiscal year 2017 Financial Statements.

23

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Total stock-based compensation expense, which includes stock options and restricted stock, totaled $2.4 million and $2.0 million for the three months endedSeptember 30, 2017 and 2016, respectively, and $6.5 million and $6.2 million for the six months endedSeptember 30, 2017 and 2016. Stock-based compensation expense has been allocated to our various regions.

During the six months endedSeptember 30, 2017, we awarded 600,618 shares of restricted stock at an average grant date fair value of $7.15 per share. Also during the six months endedSeptember 30, 2017, 1,256,043 stock options were granted. The following table shows the assumptions used to compute the stock-based compensation expense for stock options granted during the six months endedSeptember 30, 2017:

Risk free interest rate	1.78	%
Expected life (years)	5
Volatility	56.1	%
Dividend yield	3.98	%
Weighted average exercise price of options granted	$7.03 per option
Weighted average grant-date fair value of options granted	$2.53 per option

During June 2017, we awarded certain members of management phantom restricted stock which will be paid out in cash after three years. We account for these awards as liability awards. As of September 30, 2017, we had $0.4 million included in other liabilities and deferred credits on our condensed consolidated balance sheet and recognized $0.4 million in general and administrative expense on our condensed consolidated statement of operations during the six months endedSeptember 30, 2017 related to these awards.

Performance cash awards granted in June 2017 have two components. One half of each performance cash award will vest and pay out in cash three years after the date of grant at varying levels depending on our performance in Total Shareholder Return against a peer group of companies. The other half of each performance cash award will be earned based on absolute performance in respect of improved average adjusted earnings per share for the Company over the three-year performance period beginning on April 1, 2017. Performance cash awards granted in June 2015 and June 2016 vest and pay out in cash three years after the date of grant at varying levels depending on our performance in Total Shareholder Return against a peer group of companies. These awards were designed to tie a significant portion of total compensation to performance. One of the effects of this type of compensation is that it requires liability accounting which can result in volatility in earnings. The liability recorded for these awards as of September 30 and March 31, 2017 was $7.7 million and $14.2 million, respectively, and represents an accrual based on the fair value of the awards on those dates. The decrease in the liability during the six months endedSeptember 30, 2017 resulted from the payout in June 2017 of the awards granted in June 2014, partially offset by the value of the new awards granted in June 2017. Any changes in fair value of the awards in future quarters will increase or decrease the liability and impact results in those periods. The effect, either positive or negative, on future period earnings can vary based on factors including changes in our stock price or the stock prices of the peer group companies, as well as changes in other market and company-specific assumptions that are factored into the calculation of fair value of the performance cash awards.

Compensation expense related to the performance cash awards recorded during the three months ended September 30, 2017 and 2016 was $4.4 million and $3.6 million, respectively, and during the six months endedSeptember 30, 2017 and 2016 was $1.4 million and $2.5 million, respectively.

24

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Note 8 — EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME

Earnings per Share

Basic earnings per common share is computed by dividing income available to common stockholders by the weighted average number of shares of Common Stock outstanding during the period. Diluted earnings per common share excludes options to purchase shares and restricted stock awards, which were outstanding during the period but were anti-dilutive, as follows:

	Three Months Ended   September 30,				Six Months Ended   September 30,
	2017		2016		2017		2016
Options:
Outstanding	3,761,830		1,950,289		2,688,049		1,522,304
Weighted average exercise price	$	29.89	$	30.07	$	41.27	$	36.23
Restricted stock awards:
Outstanding	735,648		442,217		567,396		577,737
Weighted average price	$	15.07	$	26.81	$	18.88	$	24.59

The following table sets forth the computation of basic and diluted earnings per share:

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Earnings (in thousands):
Loss available to common stockholders	$	(31,209	)	$	(29,797	)	$	(86,484	)	$	(70,569	)
Shares:
Weighted average number of common shares outstanding – basic	35,317,935			35,070,047			35,253,688			35,012,014
Net effect of dilutive stock options and restricted stock awards based on the treasury stock method	—			—			—			—
Weighted average number of common shares outstanding – diluted	35,317,935			35,070,047			35,253,688			35,012,014
Basic loss per common share	$	(0.88	)	$	(0.85	)	$	(2.45	)	$	(2.02	)
Diluted loss per common share	$	(0.88	)	$	(0.85	)	$	(2.45	)	$	(2.02	)

Accumulated Other Comprehensive Income

The following table sets forth the changes in the balances of each component of accumulated other comprehensive income:

	Currency Translation Adjustments			Pension Liability Adjustments (1)			Total
Balance as of March 31, 2017	$	(149,721	)	$	(178,556	)	$	(328,277	)
Other comprehensive income before reclassification	20,998			—			20,998
Reclassified from accumulated other comprehensive income	—			—			—
Net current period other comprehensive income	20,998			—			20,998
Foreign exchange rate impact	16,431			(16,431		)	—
Balance as of September 30, 2017	$	(112,292	)	$	(194,987	)	$	(307,279	)

_____________ 

⁽¹⁾  Reclassification of amounts related to pension liability adjustments are included as a component of net periodic pension cost.

25

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Note 9 — SEGMENT INFORMATION

We conduct our business in one segment: industrial aviation services. The industrial aviation services global operations are conducted primarily through two hubs that include four regions as follows: Europe Caspian, Africa, Americas and Asia Pacific. The Europe Caspian region comprises all our operations and affiliates in Europe and Central Asia, including Norway, the U.K. and Turkmenistan. The Africa region comprises all our operations and affiliates on the African continent, including Nigeria and Egypt. The Americas region comprises all our operations and affiliates in North America and South America, including Brazil, Canada, Guyana, Trinidad and the U.S. Gulf of Mexico. The Asia Pacific region comprises all our operations and affiliates in Australia and Southeast Asia, including Malaysia and Sakhalin. Additionally, as of September 30, 2017, we operated a training unit, Bristow Academy, which is included in Corporate and other.

The following tables show region information for the three and six months endedSeptember 30, 2017 and 2016 and as of September 30 and March 31, 2017, where applicable, reconciled to consolidated totals, and prepared on the same basis as our condensed consolidated financial statements (in thousands):

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Region gross revenue from external clients:
Europe Caspian	$	203,923		$	191,834		$	395,322		$	386,658
Africa	49,787			51,644			100,577			105,906
Americas	59,201			56,092			114,963			114,289
Asia Pacific	59,284			55,255			111,730			114,399
Corporate and other	1,481			2,642			3,193			5,613
Total region gross revenue	$	373,676		$	357,467		$	725,785		$	726,865
Intra-region gross revenue:
Europe Caspian	$	1,483		$	1,891		$	2,519		$	4,030
Africa	—			—			—			—
Americas	1,950			1,115			4,244			1,962
Asia Pacific	—			1			—			1
Corporate and other	—			34			22			279
Total intra-region gross revenue	$	3,433		$	3,041		$	6,785		$	6,272
Consolidated gross revenue:
Europe Caspian	$	205,406		$	193,725		$	397,841		$	390,688
Africa	49,787			51,644			100,577			105,906
Americas	61,151			57,207			119,207			116,251
Asia Pacific	59,284			55,256			111,730			114,400
Corporate and other	1,481			2,676			3,215			5,892
Intra-region eliminations	(3,433		)	(3,041		)	(6,785		)	(6,272		)
Total consolidated gross revenue	$	373,676		$	357,467		$	725,785		$	726,865

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Earnings from unconsolidated affiliates, net of losses – equity method investments:
Europe Caspian	$	61		$	65		$	91		$	116
Americas	2,150			260			1,615			4,123
Corporate and other	(148		)	(187		)	(308		)	(271		)
Total earnings from unconsolidated affiliates, net of losses – equity method investments	$	2,063		$	138		$	1,398		$	3,968
Consolidated operating loss:
Europe Caspian	$	9,891		$	5,741		$	14,298		$	18,771
Africa	7,835			7,942			17,883			9,513
Americas	7,483			2,643			6,227			3,564
Asia Pacific	(5,903		)	(9,575		)	(18,433		)	(15,468		)
Corporate and other	(23,697		)	(31,447		)	(49,654		)	(57,294		)
Loss on disposal of assets	(8,526		)	(2,186		)	(7,827		)	(12,203		)
Total consolidated operating loss	$	(12,917	)	$	(26,882	)	$	(37,506	)	$	(53,117	)
Depreciation and amortization:
Europe Caspian	$	12,196		$	11,220		$	24,018		$	22,409
Africa	3,590			3,220			6,666			8,673
Americas	6,998			7,228			13,997			18,609
Asia Pacific	5,058			4,377			10,868			8,613
Corporate and other	3,539			2,547			6,888			4,982
Total depreciation and amortization (1)	$	31,381		$	28,592		$	62,437		$	63,286

	September 30,   2017		March 31,    2017
Identifiable assets:
Europe Caspian	$	1,060,635	$	1,091,536
Africa	431,588		325,719
Americas	869,584		809,071
Asia Pacific	360,157		433,614
Corporate and other (2)	366,559		453,907
Total identifiable assets	$	3,088,523	$	3,113,847

Investments in unconsolidated affiliates – equity method investments:
Europe Caspian	$	309	$	257
Americas	201,737		200,362
Corporate and other	3,167		3,257
Total investments in unconsolidated affiliates – equity method investments	$	205,213	$	203,876

_____________ 

⁽¹⁾  Includes accelerated depreciation expense of $1.3 million during the three months ended September 30, 2016 related to aircraft where management made the decision to exit these model types earlier than originally anticipated in our Europe Caspian and Africa regions of $0.2 million and $1.1 million, respectively. Includes accelerated depreciation expense of $8.2 million during the six months endedSeptember 30, 2016 related to aircraft where management made the decision to exit these model types earlier than originally anticipated in our Europe Caspian, Americas and Africa regions of $0.4 million, $3.9 million and $3.9 million, respectively. For further details, see Note 1.

⁽²⁾  Includes $68.4 million and $199.3 million ofconstruction in progress within property and equipment on our condensed consolidated balance sheets as of September 30 and March 31, 2017, respectively, which primarily represents progress payments on aircraft to be delivered in future periods.

27

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Note 10 — SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION

In connection with the issuance of the 6¹/4% Senior Notes due 2022 (the “6¹/4% Senior Notes”), certain of our U.S. subsidiaries (the “Guarantor Subsidiaries”) fully, unconditionally, jointly and severally guaranteed the payment obligations under these notes. The following supplemental financial information sets forth, on a consolidating basis, the balance sheet, statement of operations, comprehensive income and cash flow information for Bristow Group Inc. (“Parent Company Only”), for the Guarantor Subsidiaries and for our other subsidiaries (the “Non-Guarantor Subsidiaries”). We have not presented separate financial statements and other disclosures concerning the Guarantor Subsidiaries because management has determined that such information is not material to investors.

The supplemental condensed consolidating financial information has been prepared pursuant to the rules and regulations for condensed financial information and does not include all disclosures included in annual financial statements, although we believe that the disclosures made are adequate to make the information presented not misleading. The principal eliminating entries eliminate investments in subsidiaries, intercompany balances and intercompany revenue and expense.

The allocation of the consolidated income tax provision was made using the with and without allocation method.

28

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Supplemental Condensed Consolidating Statement of Operations

Three Months Ended September 30, 2017

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue:
Gross revenue	$	—		$	46,952		$	326,724		$	—		$	373,676
Intercompany revenue	—			31,719			—			(31,719		)	—
	—			78,671			326,724			(31,719		)	373,676
Operating expense:
Direct cost and reimbursable expense	3,263			45,955			250,909			—			300,127
Intercompany expenses	—			—			31,719			(31,719		)	—
Depreciation and amortization	3,016			13,237			15,128			—			31,381
General and administrative	17,880			5,623			25,119			—			48,622
	24,159			64,815			322,875			(31,719		)	380,130
Gain (loss) on disposal of assets	—			10,597			(19,123		)	—			(8,526		)
Earnings from unconsolidated affiliates, net of losses	9,642			—			2,063			(9,642		)	2,063
Operating income (loss)	(14,517		)	24,453			(13,211		)	(9,642		)	(12,917		)
Interest expense, net	(10,636		)	(6,023		)	(1,904		)	—			(18,563		)
Other income (expense), net	(97		)	(399		)	3,054			—			2,558
Income (loss) before (provision) benefit for income taxes	(25,250		)	18,031			(12,061		)	(9,642		)	(28,922		)
Allocation of consolidated income taxes	(5,946		)	(1,945		)	5,417			—			(2,474		)
Net income (loss)	(31,196		)	16,086			(6,644		)	(9,642		)	(31,396		)
Net (income) loss attributable to noncontrolling interests	(13		)	—			200			—			187
Net income (loss) attributable to Bristow Group	$	(31,209	)	$	16,086		$	(6,444	)	$	(9,642	)	$	(31,209	)

29

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Supplemental Condensed Consolidating Statement of Operations

Three Months Ended September 30, 2016

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue:
Gross revenue	$	—		$	42,543		$	314,924		$	—		$	357,467
Intercompany revenue	—			24,323			—			(24,323		)	—
	—			66,866			314,924			(24,323		)	357,467
Operating expense:
Direct cost and reimbursable expense	(374		)	47,858			247,422			—			294,906
Intercompany expenses	—			—			24,323			(24,323		)	—
Depreciation and amortization	2,223			10,805			15,564			—			28,592
General and administrative	17,487			6,490			27,297			—			51,274
	19,336			65,153			314,606			(24,323		)	374,772
Loss on impairment	—			(4,761		)	(2,811		)	—			(7,572		)
Loss on disposal of assets	—			(1,348		)	(838		)	—			(2,186		)
Earnings from unconsolidated affiliates, net of losses	(9,647		)	—			138			9,690			181
Operating loss	(28,983		)	(4,396		)	(3,193		)	9,690			(26,882		)
Interest expense, net	(10,347		)	(371		)	(750		)	—			(11,468		)
Other income (expense), net	206			411			2,386			—			3,003
Loss before (provision) benefit for income taxes	(39,124		)	(4,356		)	(1,557		)	9,690			(35,347		)
Allocation of consolidated income taxes	9,339			(1,510		)	(2,589		)	—			5,240
Net loss	(29,785		)	(5,866		)	(4,146		)	9,690			(30,107		)
Net (income) loss attributable to noncontrolling interests	(12		)	—			322			—			310
Net loss attributable to Bristow Group	$	(29,797	)	$	(5,866	)	$	(3,824	)	$	9,690		$	(29,797	)

30

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Supplemental Condensed Consolidating Statement of Operations

Six Months Ended September 30, 2017

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue:
Gross revenue	$	—		$	92,727		$	633,058		$	—		$	725,785
Intercompany revenue	—			63,910			—			(63,910		)	—
	—			156,637			633,058			(63,910		)	725,785
Operating expense:
Direct cost and reimbursable expense	3,269			98,289			496,346			—			597,904
Intercompany expenses	—			—			63,910			(63,910		)	—
Depreciation and amortization	5,933			25,720			30,784			—			62,437
General and administrative	36,987			11,385			46,957			—			95,329
	46,189			135,394			637,997			(63,910		)	755,670
Loss on impairment	—			(1,192		)	—			—			(1,192		)
Gain (loss) on disposal of assets	—			11,013			(18,840		)	—			(7,827		)
Earnings from unconsolidated affiliates, net of losses	(11,003		)	—			1,398			11,003			1,398
Operating income (loss)	(57,192		)	31,064			(22,381		)	11,003			(37,506		)
Interest expense, net	(19,694		)	(11,803		)	(3,087		)	—			(34,584		)
Other income (expense), net	(126		)	(756		)	1,795			—			913
Income (loss) before (provision) benefit for income taxes	(77,012		)	18,505			(23,673		)	11,003			(71,177		)
Allocation of consolidated income taxes	(9,448		)	(6,105		)	(412		)	—			(15,965		)
Net income (loss)	(86,460		)	12,400			(24,085		)	11,003			(87,142		)
Net (income) loss attributable to noncontrolling interests	(24		)	—			682			—			658
Net income (loss) attributable to Bristow Group	$	(86,484	)	$	12,400		$	(23,403	)	$	11,003		$	(86,484	)

31

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Supplemental Condensed Consolidating Statement of Operations

Six Months Ended September 30, 2016

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue:
Gross revenue	$	—		$	87,856		$	639,009		$	—		$	726,865
Intercompany revenue	—			48,614			—			(48,614		)	—
	—			136,470			639,009			(48,614		)	726,865
Operating expense:
Direct cost and reimbursable expense	(631		)	96,476			501,218			—			597,063
Intercompany expenses	—			—			48,614			(48,614		)	—
Depreciation and amortization	4,316			27,786			31,184			—			63,286
General and administrative	37,746			13,080			53,043			—			103,869
	41,431			137,342			634,059			(48,614		)	764,218
Loss on impairment	—			(4,761		)	(2,811		)	—			(7,572		)
Loss on disposal of assets	—			(11,575		)	(628		)	—			(12,203		)
Earnings from unconsolidated affiliates, net of losses	(22,423		)	—			3,968			22,466			4,011
Operating income (loss)	(63,854		)	(17,208		)	5,479			22,466			(53,117		)
Interest expense, net	(20,232		)	(1,028		)	(1,094		)	—			(22,354		)
Other income (expense), net	752			1,646			(5,584		)	—			(3,186		)
Loss before (provision) benefit for income taxes	(83,334		)	(16,590		)	(1,199		)	22,466			(78,657		)
Allocation of consolidated income taxes	12,792			(3,732		)	(1,582		)	—			7,478
Net loss	(70,542		)	(20,322		)	(2,781		)	22,466			(71,179		)
Net (income) loss attributable to noncontrolling interests	(27		)	—			637			—			610
Net loss attributable to Bristow Group	$	(70,569	)	$	(20,322	)	$	(2,144	)	$	22,466		$	(70,569	)

32

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Supplemental Condensed Consolidating Statement of Comprehensive Income (Loss)

Three Months Ended September 30, 2017

	Parent Company Only			Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net loss	$	(31,196	)	$	16,086	$	(6,644	)	$	(9,642	)	$	(31,396	)
Other comprehensive loss:
Currency translation adjustments	—			306		14,218			(3,833		)	10,691
Total comprehensive loss	(31,196		)	16,392		7,574			(13,475		)	(20,705		)
Net (income) loss attributable to noncontrolling interests	(13		)	—		200			—			187
Currency translation adjustments attributable to noncontrolling interests	—			—		237			—			237
Total comprehensive (income) loss attributable to noncontrolling interests	(13		)	—		437			—			424
Total comprehensive loss attributable to Bristow Group	$	(31,209	)	$	16,392	$	8,011		$	(13,475	)	$	(20,281	)

33

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Supplemental Condensed Consolidating Statement of Comprehensive Income (Loss)

Three Months Ended September 30, 2016

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations		Consolidated
	(In thousands)
Net loss	$	(29,785	)	$	(5,866	)	$	(4,146	)	$	9,690	$	(30,107	)
Other comprehensive loss:
Currency translation adjustments	—			—			(9,558		)	4,119		(5,439		)
Total comprehensive loss	(29,785		)	(5,866		)	(13,704		)	13,809		(35,546		)
Net (income) loss attributable to noncontrolling interests	(12		)	—			322			—		310
Currency translation adjustments attributable to noncontrolling interests	—			—			(523		)	—		(523		)
Total comprehensive income attributable to noncontrolling interests	(12		)	—			(201		)	—		(213		)
Total comprehensive loss attributable to Bristow Group	$	(29,797	)	$	(5,866	)	$	(13,905	)	$	13,809	$	(35,759	)

34

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Supplemental Condensed Consolidating Statement of Comprehensive Income (Loss)

Six Months Ended September 30, 2017

	Parent Company Only			Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net loss	$	(86,460	)	$	12,400	$	(24,085	)	$	11,003		$	(87,142	)
Other comprehensive loss:
Currency translation adjustments	—			644		28,570			(8,763		)	20,451
Total comprehensive loss	(86,460		)	13,044		4,485			2,240			(66,691		)
Net (income) loss attributable to noncontrolling interests	(24		)	—		682			—			658
Currency translation adjustments attributable to noncontrolling interests	—			—		547			—			547
Total comprehensive (income) loss attributable to noncontrolling interests	(24		)	—		1,229			—			1,205
Total comprehensive loss attributable to Bristow Group	$	(86,484	)	$	13,044	$	5,714		$	2,240		$	(65,486	)

35

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Supplemental Condensed Consolidating Statement of Comprehensive Income (Loss)

Six Months Ended September 30, 2016

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net loss	$	(70,542	)	$	(20,322	)	$	(2,781	)	$	22,466		$	(71,179	)
Other comprehensive income (loss):
Currency translation adjustments	—			—			208,234			(220,808		)	(12,574		)
Total comprehensive income (loss)	(70,542		)	(20,322		)	205,453			(198,342		)	(83,753		)
Net (income) loss attributable to noncontrolling interests	(27		)	—			637			—			610
Currency translation adjustments attributable to noncontrolling interests	—			—			(4,965		)	—			(4,965		)
Total comprehensive income attributable to noncontrolling interests	(27		)	—			(4,328		)	—			(4,355		)
Total comprehensive income (loss) attributable to Bristow Group	$	(70,569	)	$	(20,322	)	$	201,125		$	(198,342	)	$	(88,108	)

36

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Supplemental Condensed Consolidating Balance Sheet

As of September 30, 2017

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	591		$	771		$	95,981		$	—		$	97,343
Accounts receivable	159,210			457,131			367,921			(746,390		)	237,872
Inventories	—			33,156			98,460			—			131,616
Assets held for sale	—			29,692			5,242			—			34,934
Prepaid expenses and other current assets	2,248			5,827			39,422			(3,408		)	44,089
Total current assets	162,049			526,577			607,026			(749,798		)	545,854
Intercompany investment	2,399,726			104,435			135,507			(2,639,668		)	—
Investment in unconsolidated affiliates	—			—			211,499			—			211,499
Intercompany notes receivable	263,032			36,358			26,265			(325,655		)	—
Property and equipment—at cost:
Land and buildings	4,806			62,128			176,421			—			243,355
Aircraft and equipment	157,311			1,138,701			1,321,823			—			2,617,835
	162,117			1,200,829			1,498,244			—			2,861,190
Less: Accumulated depreciation and amortization	(35,027		)	(256,871		)	(372,552		)	—			(664,450		)
	127,090			943,958			1,125,692			—			2,196,740
Goodwill	—			—			20,364			—			20,364
Other assets	8,584			2,147			103,356			(21		)	114,066
Total assets	$	2,960,481		$	1,613,475		$	2,229,709		$	(3,715,142	)	$	3,088,523
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS’ INVESTMENT
Current liabilities:
Accounts payable	$	440,137		$	163,449		$	219,558		$	(725,382	)	$	97,762
Accrued liabilities	52,547			17,534			147,947			(23,131		)	194,897
Short-term borrowings and current maturities of long-term debt	66,973			19,050			27,496			—			113,519
Total current liabilities	559,657			200,033			395,001			(748,513		)	406,178
Long-term debt, less current maturities	599,973			281,587			317,027			—			1,198,587
Intercompany notes payable	62,532			209,840			54,385			(326,757		)	—
Accrued pension liabilities	—			—			57,928			—			57,928
Other liabilities and deferred credits	13,272			7,156			11,445			—			31,873
Deferred taxes	110,900			44,048			—			(21		)	154,927
Redeemable noncontrolling interest	—			—			6,002			—			6,002
Stockholders’ investment:
Common stock	381			20,028			131,317			(151,345		)	381
Additional paid-in-capital	815,990			46,234			284,048			(330,282		)	815,990
Retained earnings	902,957			803,517			683,482			(1,486,999		)	902,957
Accumulated other comprehensive loss	78,306			1,032			284,608			(671,225		)	(307,279		)
Treasury shares	(184,796		)	—			—			—			(184,796		)
Total Bristow Group stockholders’ investment	1,612,838			870,811			1,383,455			(2,639,851		)	1,227,253
Noncontrolling interests	1,309			—			4,466			—			5,775
Total stockholders’ investment	1,614,147			870,811			1,387,921			(2,639,851		)	1,233,028
Total liabilities, redeemable noncontrolling interest and stockholders’ investment	$	2,960,481		$	1,613,475		$	2,229,709		$	(3,715,142	)	$	3,088,523

37

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Supplemental Condensed Consolidating Balance Sheet

As of March 31, 2017

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	3,382		$	299		$	92,975		$	—		$	96,656
Accounts receivable	76,383			288,235			212,900			(370,603		)	206,915
Inventories	—			34,721			90,190			—			124,911
Assets held for sale	—			30,716			7,530			—			38,246
Prepaid expenses and other current assets	3,237			4,501			43,856			(10,451		)	41,143
Total current assets	83,002			358,472			447,451			(381,054		)	507,871
Intercompany investment	2,491,631			104,435			126,296			(2,722,362		)	—
Investment in unconsolidated affiliates	—			—			210,162			—			210,162
Intercompany notes receivable	306,641			37,633			39,706			(383,980		)	—
Property and equipment—at cost:
Land and buildings	4,806			62,114			164,528			—			231,448
Aircraft and equipment	151,005			1,199,073			1,272,623			—			2,622,701
	155,811			1,261,187			1,437,151			—			2,854,149
Less: Accumulated depreciation and amortization	(29,099		)	(258,225		)	(312,461		)	—			(599,785		)
	126,712			1,002,962			1,124,690			—			2,254,364
Goodwill	—			—			19,798			—			19,798
Other assets	18,770			2,139			100,743			—			121,652
Total assets	$	3,026,756		$	1,505,641		$	2,068,846		$	(3,487,396	)	$	3,113,847
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS’ INVESTMENT
Current liabilities:
Accounts payable	$	231,841		$	70,434		$	151,382		$	(355,442	)	$	98,215
Accrued liabilities	61,791			17,379			132,704			(25,628		)	186,246
Current deferred taxes	(1,272		)	2,102			—			—			830
Short-term borrowings and current maturities of long-term debt	79,053			17,432			34,578			—			131,063
Total current liabilities	371,413			107,347			318,664			(381,070		)	416,354
Long-term debt, less current maturities	763,325			284,710			102,921			—			1,150,956
Intercompany notes payable	70,689			226,091			87,200			(383,980		)	—
Accrued pension liabilities	—			—			61,647			—			61,647
Other liabilities and deferred credits	11,597			6,229			11,073			—			28,899
Deferred taxes	112,716			40,344			1,813			—			154,873
Redeemable noncontrolling interest	—			—			6,886			—			6,886
Stockholders’ investment:
Common stock	379			20,028			115,317			(135,345		)	379
Additional paid-in-capital	809,995			29,387			284,048			(313,435		)	809,995
Retained earnings	991,906			791,117			819,987			(1,611,104		)	991,906
Accumulated other comprehensive loss	78,306			388			255,491			(662,462		)	(328,277		)
Treasury shares	(184,796		)	—			—			—			(184,796		)
Total Bristow Group stockholders’ investment	1,695,790			840,920			1,474,843			(2,722,346		)	1,289,207
Noncontrolling interests	1,226			—			3,799			—			5,025
Total stockholders’ investment	1,697,016			840,920			1,478,642			(2,722,346		)	1,294,232
Total liabilities, redeemable noncontrolling interest and stockholders’ investment	$	3,026,756		$	1,505,641		$	2,068,846		$	(3,487,396	)	$	3,113,847

38

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Supplemental Condensed Consolidating Statement of Cash Flows

Six Months Ended September 30, 2017

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net cash provided by (used in) operating activities	$	(78,756	)	$	32,581		$	10,841		$	—		$	(35,334	)
Cash flows from investing activities:
Capital expenditures	(6,306		)	(5,814		)	(89,677		)	77,480			(24,317		)
Proceeds from asset dispositions	—			80,210			39,514			(77,480		)	42,244
Net cash provided by (used in) investing activities	(6,306		)	74,396			(50,163		)	—			17,927
Cash flows from financing activities:
Proceeds from borrowings	107,800			—			230,218			—			338,018
Debt issuance costs	—			(552		)	(6,143		)	—			(6,695		)
Repayment of debt	(285,946		)	(9,073		)	(23,111		)	—			(318,130		)
Dividends paid	110,637			—			(113,102		)	—			(2,465		)
Increases (decreases) in cash related to intercompany advances and debt	150,351			(96,880		)	(53,471		)	—			—
Partial prepayment of put/call obligation	(23		)	—			—			—			(23		)
Repurchases for tax withholdings on vesting of equity awards	(548		)	—			—			—			(548		)
Net cash provided by (used in) financing activities	82,271			(106,505		)	34,391			—			10,157
Effect of exchange rate changes on cash and cash equivalents	—			—			7,937			—			7,937
Net increase (decrease) in cash and cash equivalents	(2,791		)	472			3,006			—			687
Cash and cash equivalents at beginning of period	3,382			299			92,975			—			96,656
Cash and cash equivalents at end of period	$	591		$	771		$	95,981		$	—		$	97,343

39

BRISTOW GROUP INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(Unaudited)

Supplemental Condensed Consolidating Statement of Cash Flows

Six Months Ended September 30, 2016

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net cash provided by (used in) operating activities	$	(35,861	)	$	56,788		$	8,499		$	(631	)	$	28,795
Cash flows from investing activities:
Capital expenditures	(11,958		)	(20,411		)	(69,497		)	—			(101,866		)
Proceeds from asset dispositions	—			10,374			1,445			—			11,819
Net cash used in investing activities	(11,958		)	(10,037		)	(68,052		)	—			(90,047		)
Cash flows from financing activities:
Proceeds from borrowings	191,501			—			4,453			—			195,954
Debt issuance costs	(2,925		)	—			—			—			(2,925		)
Repayment of debt	(116,051		)	—			(4,915		)	—			(120,966		)
Dividends paid	(4,554		)	4			(360		)	—			(4,910		)
Increases (decreases) in cash related to intercompany advances and debt	(54,611		)	(49,136		)	103,747			—			—
Partial prepayment of put/call obligation	(25		)	—			—			—			(25		)
Payment of contingent consideration	—			—			(10,000		)	—			(10,000		)
Repurchases for tax withholdings on vesting of equity awards	(757		)	—			—			—			(757		)
Net cash provided by (used in) financing activities	12,578			(49,132		)	92,925			—			56,371
Effect of exchange rate changes on cash and cash equivalents	—			—			1,239			—			1,239
Net increase (decrease) in cash and cash equivalents	(35,241		)	(2,381		)	34,611			(631		)	(3,642		)
Cash and cash equivalents at beginning of period	35,241			3,393			65,676			—			104,310
Cash and cash equivalents at end of period	$	—		$	1,012		$	100,287		$	(631	)	$	100,668

40

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Stockholders

Bristow Group Inc.:

We have reviewed the condensed consolidated balance sheets of Bristow Group Inc. and subsidiaries as of September 30, 2017, the related condensed consolidated statements of operations, and comprehensive loss, for the three-month and six-month periods ended September 30, 2017 and 2016, and the related condensed consolidated statements of cash flows for the six-month periods ended September 30, 2017 and 2016, and the condensed consolidated statements of changes in equity and redeemable noncontrolling interest for the six-month period ended September 30, 2017. These condensed consolidated financial statements are the responsibility of the Company’s management.

We conducted our reviews in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should be made to the condensed consolidated financial statements referred to above for them to be in conformity with U.S. generally accepted accounting principles.

We have previously audited, in accordance with standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of Bristow Group Inc. and subsidiaries as of March 31, 2017, and the related consolidated statements of operations, comprehensive loss, cash flows and stockholders’ investment and redeemable noncontrolling interests for the year then ended (not presented herein); and in our report dated May 23, 2017, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of March 31, 2017 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

/s/ KPMG LLP

Houston, Texas

November 8, 2017

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Item 2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations

Management’s Discussion and Analysis of Financial Condition and Results of Operations, or MD&A, should be read in conjunction with the accompanying unaudited condensed consolidated financial statements and the notes thereto as well as our Annual Report on Form 10-K for the fiscal year ended March 31, 2017 (the “fiscal year 2017 Annual Report”) and the MD&A contained therein. In the discussion that follows, the terms “Current Quarter” and “Comparable Quarter” refer to the three months ended September 30, 2017 and 2016, respectively, and the terms “Current Period” and “Comparable Period” refer to the six months endedSeptember 30, 2017 and 2016, respectively. Our fiscal year ends March 31, and we refer to fiscal years based on the end of such period. Therefore, the fiscal year ending March 31, 2018 is referred to as “fiscal year 2018”.

Forward-Looking Statements

This Quarterly Report contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”). Forward-looking statements are statements about our future business, strategy, operations, capabilities and results; financial projections; plans and objectives of our management; expected actions by us and by third parties, including our clients, competitors, vendors and regulators; and other matters. Some of the forward-looking statements can be identified by the use of words such as “believes”, “belief”, “expects”, “plans”, “anticipates”, “intends”, “projects”, “estimates”, “may”, “might”, “would”, “could” or other similar words; however, all statements in this Quarterly Report, other than statements of historical fact or historical financial results, are forward-looking statements.

Our forward-looking statements reflect our views and assumptions on the date we are filing this Quarterly Report regarding future events and operating performance. We believe that they are reasonable, but they involve known and unknown risks, uncertainties and other factors, many of which may be beyond our control, that may cause actual results to differ materially from any future results, performance or achievements expressed or implied by the forward-looking statements. Accordingly, you should not put undue reliance on any forward-looking statements.

You should consider the following key factors when evaluating these forward-looking statements:

• fluctuations in levels of oil and natural gas exploration, development and production activities;

• fluctuations in the demand for our services;

• the possibility that the major oil companies do not continue to expand internationally and offshore;

• the possibility that we may be unable to obtain financing or draw on our credit facilities on terms that are favorable to us;

• the possibility that we may lack sufficient liquidity or access to additional financing sources to continue to finance contractual commitments;

• the possibility that we may be unable to dispose of older aircraft through sales into the aftermarket;

• the possibility that we may be unable to re-deploy our aircraft to regions with greater demand;

• general economic conditions, including the capital and credit markets;

• fluctuations in worldwide prices of and demand for oil and natural gas;

• the possibility that segments of our fleet may be grounded for extended periods of time or indefinitely;

• the possibility that we may impair our long-lived assets, including goodwill, property and equipment and investments in unconsolidated affiliates;

• the possibility of significant changes in foreign exchange rates and controls, including as a result of Brexit;

• the possibility that we may be unable to maintain compliance with debt covenants;

• the possibility that we may be unable to obtain recoveries from original equipment manufacturers, defer payment on certain aircraft into future fiscal years or take delivery of certain aircraft later than initially scheduled;

• the existence of competitors;

• the existence of operating risks inherent in our business, including the possibility of declining safety performance;

42

• the possibility of political instability, war or acts of terrorism in any of the countries where we operate;

• the possibility of changes in tax and other laws and regulations;

• the possibility that reductions in spending on aviation services by governmental agencies could lead to modifications of search and rescue (“SAR”) contract terms or delays in receiving payments;

• the possibility that we or our suppliers may be unable to deliver new aircraft on time or on budget;

• the possibility that we may be unable to acquire additional aircraft due to limited availability or unable to exercise aircraft purchase options;

• the possibility that clients may reject our aircraft due to late delivery or unacceptable aircraft design or operability; and

• the possibility that we do not achieve the anticipated benefits from the addition of new-technology aircraft to our fleet.

The above description of risks and uncertainties is by no means all-inclusive, but is designed to highlight what we believe are important factors to consider. For a more detailed description of risk factors, please see the risks and uncertainties described under Item 1A. “Risk Factors” included in the fiscal year 2017 Annual Report.

All forward-looking statements in this Quarterly Report are qualified by these cautionary statements and are only made as of the date of this Quarterly Report. We do not undertake any obligation, other than as required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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Executive Overview

This Executive Overview only includes what management considers to be the most important information and analysis for evaluating our financial condition and operating performance. It provides the context for the discussion and analysis of the financial information that follows and does not disclose every item impacting our financial condition and operating performance.

General

We are the leading global industrial aviation services provider based on the number of aircraft operated. We have a long history in industrial aviation services through Bristow Helicopters Ltd. (“Bristow Helicopters”) and Offshore Logistics, Inc., which were founded in 1955 and 1969, respectively. We have major transportation operations in the North Sea, Nigeria and the U.S. Gulf of Mexico, and in most of the other major offshore energy producing regions of the world, including Australia, Brazil, Canada, Russia and Trinidad. We provide private sector SAR services in Australia, Canada, Norway, Russia, Trinidad and the United States. We provide public sector SAR services in the U.K. on behalf of the Maritime & Coastguard Agency. We also provide regional fixed wing scheduled and charter services in the U.K., Nigeria and Australia through our consolidated affiliates, Eastern Airways International Limited (“Eastern Airways”) and Capiteq Limited, operating under the name of Airnorth, respectively. These operations support our primary industrial aviation services operations in those markets, creating a more integrated logistics solution for our clients.

In fiscal year 2013, Bristow Helicopters was awarded a contract with the U.K. Department for Transport (the “DfT”) to provide public sector SAR services for all of the U.K. (the “U.K. SAR contract”). The U.K. SAR contract has a phased-in transition period that began in April 2015 and continued to July 2017 and a contract length of approximately ten years. We are currently operational at all ten bases as follows: Humberside and Inverness (April 2015), Caernarfon (July 2015), Lydd (August 2015), St. Athan (October 2015), Prestwick and Newquay (January 2016), Lee-on-Solent (March 2017), and two previously awarded Gap SAR bases of Sumburgh (June 2013) and Stornoway (July 2013). One Gap SAR base transitioned to the U.K. SAR contract on March 31, 2017 and the remaining Gap SAR base transitioned to the U.K. SAR contract on July 1, 2017.

During the Current Period, we generated approximately 69% of our consolidated operating revenue from external clients from oil and gas operations, approximately 16% from SAR operations and approximately 15% from fixed wing services that support our global helicopter operations.

We conduct our business in one segment: industrial aviation services. The industrial aviation services segment operations are conducted primarily through two hubs that includes four regions:

• Europe Caspian,

• Africa,

• Americas, and

• Asia Pacific.

We primarily provide industrial aviation services to a broad base of major integrated, national and independent offshore energy companies. Our clients charter our helicopters primarily to transport personnel between onshore bases and offshore production platforms, drilling rigs and other installations. To a lesser extent, our clients also charter our helicopters to transport time-sensitive equipment to these offshore locations. These clients’ operating expenditures in the production sector are the principal source of our revenue, while their exploration and development capital expenditures provide a lesser portion of our revenue. The clients for SAR services include both the oil and gas industry, where our revenue is primarily dependent on our clients’ operating expenditures, and governmental agencies, where our revenue is dependent on a country’s desire to privatize SAR and enter into long-term contracts. In addition to our primary industrial aviation services operations, as of September 30, 2017 we also operated a training unit, Bristow Academy. On November 1, 2017, we sold Bristow Academy. As of September 30, 2017, we operated 344 aircraft (including 224 owned aircraft and 120 leased aircraft; 15 of the owned aircraft are held for sale) and our unconsolidated affiliates operated 116 aircraft in addition to those aircraft leased from us.

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The chart below presents (1) the number of aircraft in our fleet and their distribution among the regions of our industrial aviation services segment as of September 30, 2017; (2) the number of helicopters which we had on order or under option as of September 30, 2017; and (3) the percentage of operating revenue which each of our regions provided during the Current Period. For additional information regarding our commitments and options to acquire aircraft, see Note 5 in the “Notes to Condensed Consolidated Financial Statements” included elsewhere in this Quarterly Report.

	Percentage of Current Period Operating Revenue		Aircraft in Consolidated Fleet
			Helicopters				Fixed Wing (1)		Unconsolidated Affiliates (4)
			Small	Medium	Large	Training		Total(2)(3)		Total
Europe Caspian	54	%	—	16	80	—	32	128	—	128
Africa	14	%	9	32	5	—	5	51	48	99
Americas	17	%	14	42	16	—	—	72	68	140
Asia Pacific	15	%	—	10	23	—	14	47	—	47
Corporate and other (5)	—	%	—	—	—	45	1	46	—	46
Total	100	%	23	100	124	45	52	344	116	460
Aircraft not currently in fleet: (6)
On order			—	—	27	—	—	27
Under option			—	—	4	—	—	4

_____________ 

⁽¹⁾  Eastern Airways operates a total of 32 fixed wing aircraft in the Europe Caspian region and provides technical support for three fixed wing aircraft in the Africa region. Additionally, Airnorth operates a total of 14 fixed wing aircraft, which are included in the Asia Pacific region.

⁽²⁾  Includes 15 aircraft held for sale and 120 leased aircraft as follows:

	Held for Sale Aircraft in Consolidated Fleet
	Helicopters
	Small	Medium	Large	Training(7)	Fixed Wing	Total
Europe Caspian	—	2	—	—	—	2
Africa	—	5	—	—	—	5
Americas	—	5	—	—	—	5
Asia Pacific	—	—	—	—	1	1
Corporate and other	—	—	—	2	—	2
Total	—	12	—	2	1	15
	Leased Aircraft in Consolidated Fleet
	Helicopters
	Small	Medium	Large	Training	Fixed Wing	Total
Europe Caspian	—	6	41	—	14	61
Africa	—	1	2	—	2	5
Americas	1	14	6	—	—	21
Asia Pacific	—	3	9	—	4	16
Corporate and other	—	—	—	17	—	17
Total	1	24	58	17	20	120

⁽³⁾  The average age of our commercial helicopter fleet, which excludes training aircraft, was approximately nine years as ofSeptember 30, 2017.

⁽⁴⁾  The 116 aircraft operated by our unconsolidated affiliates do not include those aircraft leased from us. Includes 44 helicopters (primarily medium) and 24 fixed wing aircraft owned and managed by Líder Táxi Aéreo S.A. (“Líder”), our unconsolidated affiliate in Brazil included in the Americas region, and 41 helicopters and seven fixed wing aircraft owned by Petroleum Air Services (“PAS”), our unconsolidated affiliate in Egypt included in the Africa region.

⁽⁵⁾  The aircraft presented for Corporate and other represent the aircraft operated by Bristow Academy as of September 30, 2017. On November 1, 2017, we sold Bristow Academy including all of their aircraft.

⁽⁶⁾  This table does not reflect aircraft which our unconsolidated affiliates may have on order or under option.

⁽⁷⁾  This table does not include the Bristow Academy aircraft as held for sale which are part of the Bristow Academy disposal group.

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The commercial aircraft in our consolidated fleet represented in the above chart are our primary source of revenue. To normalize the consolidated operating revenue of our commercial helicopter fleet for the different revenue productivity and cost, we developed a common weighted factor that combines large, medium and small commercial helicopters into a combined standardized number of revenue producing commercial aircraft assets. We call this measure Large AirCraft Equivalent (“LACE”). Our commercial large, medium and small helicopters, including owned and leased helicopters, are weighted as 100%, 50%, and 25%, respectively, to arrive at a single LACE number, which excludes Bristow Academy aircraft, fixed wing aircraft, unconsolidated affiliate aircraft, aircraft held for sale and aircraft construction in progress. We divide our operating revenue from commercial contracts relating to LACE aircraft, which excludes operating revenue from affiliates and reimbursable revenue, by LACE to develop a LACE rate, which is a standardized rate. Our historical LACE and LACE rate is as follows:

	Current Period (1)		Fiscal Year Ended March 31,
			2017		2016		2015		2014		2013
LACE	174		174		162		166		158		158
LACE Rate (in millions)	$	6.76	$	6.63	$	8.85	$	9.33	$	9.34	$	8.35

_____________ 

⁽¹⁾  LACE rate is annualized.

The following table presents the distribution of LACE helicopters owned and leased, and the percentage of LACE leased as of September 30, 2017. The percentage of LACE leased is calculated by taking the total LACE for leased commercial helicopters divided by the total LACE for all commercial helicopters we operate, including both owned and leased.

	LACE
	Owned Aircraft	Leased Aircraft	Percentage of LACE leased
Europe Caspian	43	44	51	%
Africa	18	3	12	%
Americas	25	13	35	%
Asia Pacific	18	11	38	%
Total	104	70	40	%

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Our Strategy

Our goal is to strengthen our position as the leading industrial aviation services provider to the offshore energy industry and a leading industrial aviation services provider for civilian SAR and to pursue additional business opportunities that leverage our strengths in these markets. Our vision is to be a safe, financially strong, diversified global leader, succeeding no matter how challenging market conditions may be. To achieve this goal and vision, we intend to employ our “STRIVE” strategy as follows:

• Sustain Target Zero Safety Culture. Safety will always be our number one focus. The best approach to be Target Zero is continuously improve our safety systems and processes to allow us to become even safer and to build confidence in our industry and among our regulators with respect to the safety of helicopter transportation globally.

• Train and Develop our People. We continue to invest in employee training to ensure that we have the best workforce in the industry. We believe that the skills, talent and dedication of our employees are our most important assets, and we plan to continue to invest in them, especially in entry level learning, the continued control and ownership of our training assets, and creation of leadership programming.

• Renew Commercial Strategy and Operational Excellence. We are in the process of renewing both our commercial strategy to improve revenue productivity across our global markets and our operational strategy to serve our clients safely, reliably and efficiently. We believe that we need to renew these strategies in order to thrive in an economy that is undergoing long-term structural change.

• Improve Balance Sheet and Return on Capital. We seek to continue to improve our balance sheet and liquidity and reduce our capital costs, with a near term goal of debt reduction and profitability. To achieve this we have historically practiced the principal of prudent balance sheet management and have proactively managed our liquidity position with cash flows from operations, as well as external financings. These external financings have included the use of operating leases for a target of approximately 35% of our LACE. The target recognizes that we will have variability above or below the target of approximately 5% of our LACE due to timing of leases, purchases, disposals and lease terminations. As of September 30, 2017, commercial helicopters under operating leases accounted for 40% of our LACE. See “Liquidity and Capital Resources —Financial Condition and Sources of Liquidity” included elsewhere in this Quarterly Report for further discussion of our capital structure and liquidity. In August 2017, we suspended our quarterly dividend as part of a broader plan of reducing costs and improving liquidity. By suspending what has been a $0.07 per share quarterly dividend, we will preserve approximately $10 million of cash annually.

• Value Added Acquisitions and Divestitures. We intend to pursue value-added acquisitions that not just make us bigger but better; that improve our competitive posture to thrive in an economy that is undergoing long-term structural change. We may also divest portions of our business or assets to narrow our product lines and reduce our operational footprint to reduce leverage and improve return on capital.

• Execute on Bristow Transformation. We intend to sustain our strategy and the effective transformation of our business by focusing on execution globally.

Fiscal year 2018 STRIVE priorities — During fiscal year 2018, we will employ the following priorities in furtherance of the STRIVE strategy: (1) maintaining safety as the Company’s first priority; (2) achieving cost efficiencies, including reduced corporate general and administrative expenses to approximately 12% of revenues, while also implementing lean processes and improving productivity; (3) utilizing portfolio and fleet optimization, combined with pursuing original equipment manufacturers (“OEM”) cost recoveries and capital expenditure reduction to improve liquidity and reduce debt; and (4) achieving revenue growth through contract wins in our primary geographical hubs with a focus on delivering greater efficiencies to our core oil and gas clients.

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Market Outlook

Our core business is providing industrial aviation services to the worldwide oil and gas industry. We also provide public and private sector SAR services and fixed wing transportation services. Our global operations and critical mass of helicopters provide us with geographic and client diversity which helps mitigate risks associated with a single market or client.

The oil and gas business environment experienced a significant downturn beginning during fiscal year 2015. Brent crude oil prices declined from approximately $106 per barrel at July 1, 2014 to a low of approximately $26 per barrel in February 2016 with an increase to approximately $52 per barrel as of September 30, 2017. The decrease in oil prices was driven by increased global supply and forecasts of reduced demand for crude oil resulting from weaker global economic growth in many regions of the world. The oil price decline negatively impacted the cash flow of our clients and resulted in their implementation of measures to reduce operational and capital costs in calendar years 2015 and 2016 compared to 2014 levels, negatively impacting activity during fiscal years 2015, 2016 and 2017. These cost reductions have continued into calendar year 2017 and have impacted both the offshore production and the offshore exploration activity of our clients, with offshore production activity being impacted to a lesser extent, continuing to negatively impact activity during fiscal year 2018. Although the largest share of our revenue relates to oil and gas production and our largest contract, the U.K. SAR contract, is not directly impacted by declining oil prices, the significant drop in the price of crude oil resulted in the rescaling, delay or cancellation of planned offshore projects which has negatively impacted our operations and could continue to negatively impact our operations in future periods. The oil price environment is beginning to show signs of stabilizing, but we are uncertain as to when a recovery in offshore spending will occur. An extended period of reduced crude oil prices and related offshore spending may have a material impact on our financial position, cash flow and results of operations.

The SAR market is continuing to evolve and we believe further outsourcing of public SAR services to the private sector will continue in the future, although the timing of these opportunities is uncertain. The clients for our SAR services include both the oil and gas industry and governmental agencies. We are pursuing other public and oil and gas SAR opportunities for multiple aircraft in various jurisdictions around the globe and other non-SAR government aircraft logistics opportunities.

As discussed above, we continue to seek ways to operate more efficiently and work with our clients to improve the efficiency of their operations within our STRIVE strategy. We have achieved savings during fiscal years 2016, 2017 and 2018 by implementing operating cost reduction initiatives. Further cost reductions and cash savings are anticipated across our business through the remainder of fiscal year 2018.

Recent Events

Bristow Academy sale — On November 1, 2017, we sold our 100% interest in Bristow Academy, as we continue to execute on our priority to optimize our business portfolio to improve its competitive position during the market downturn. The sales price will be a minimum of $1.5 million to be received over a maximum of four years with potential additional consideration based on Bristow Academy’s financial performance.

The sale includes Bristow Academy’s entire operation, including training facilities, helicopters and related personnel, at Titusville, Florida, and Minden, Nevada. The sale does not impact recurrent training of Bristow flight crews for ongoing commercial operations. Initial type rating and recurrent pilot training for commercial operations will continue at Bristow’s flight-simulator training facilities located in Aberdeen, Scotland, and New Iberia, Louisiana, supplemented with the use of other globally located training centers.

The sale of this non-core business resulted in an impairment of assets of $6.5 million, included in loss on disposal of assets on our condensed consolidated statement of operations, for the Current Quarter and Current Period.

With the completion of this sale and similar dispositions of non-core assets in prior fiscal years, we have streamlined our business to focus on our core oil and gas, SAR and fixed wing businesses globally. No significant non-core assets outside of these key areas of concentration remain upon completion of this sale.

Aircraft incident — As previously reported, on April 29, 2016, another company’s EC 225LP (also known as a H225LP) model helicopter crashed near Turøy outside of Bergen, Norway resulting in the European Aviation Safety Agency (“EASA”) issuing airworthiness directives prohibiting flight of H225LP and AS332L2 model aircraft. On July 20, 2017, the U.K. CAA and NCAA issued safety and operational directives which detail the conditions to apply for safe return to service of H225LP and AS332L2 model aircraft, where operators wish to do so. We continue not to operate for commercial purposes our sole H225LP model aircraft in Norway, our thirteen H225LP model aircraft in the U.K. or our six H225LP model aircraft in Australia, or for search and rescue purposes, including training and missions, any of our other four H225LP model aircraft in Norway or our other three H225LP model aircraft in Australia. We are carefully evaluating next steps and demand for the H225LP model aircraft in our oil and gas and search and rescue operations worldwide, with the safety of passengers and crews remaining our highest priority.

48

Separately, our efforts to successfully integrate AW189 aircraft into service for the U.K. SAR contract have been delayed due to a product improvement plan with the aircraft. As a result, the delivery of four AW189 aircraft will be pushed to later dates. We continue to meet our contractual obligations under the U.K. SAR contract through the utilization of other aircraft.

Subsequent to September 30, 2017, we reached agreement with an original equipment manufacturer and have a non-binding letter of understanding with another to recover $130 million during the second half of fiscal year 2018 related to ongoing aircraft issues mentioned above.

PK Air Debt — On July 17, 2017, a wholly-owned subsidiary entered into a term loan credit agreement with PK AirFinance S.à r.l., as agent, and PK Transportation Finance Ireland Limited, as lender, and other lenders from time to time party thereto, which provided for commitments in an aggregate amount of up to $230 million to make up to 24 term loans, each of which term loans shall be made in respect of an aircraft to be pledged as collateral for all of the term loans. The term loans also will be secured by a pledge of all shares of the borrower and any other assets of the borrower, and will be guaranteed by the Company. The financing funded in September 2017 and proceeds from the financing were used to repay $17.0 million of the $200 million of term loan commitments (“Term Loan Credit Facility”), $93.7 million of the $350 million term loan and $103 million of the $400 million revolving credit facility (“Revolving Credit Facility”). Additionally, in October 2017, we paid off the remaining $28.9 million of the Term Loan Credit Facility.

Structural and leadership changes — On June 8, 2017, we announced structural and leadership changes intended to create a strategically realigned and profitable company in an unprecedented downturn. The new Bristow will have two primary geographical hubs in key areas of business, Europe and the Americas, resulting in a more regionally focused, cost efficient and competitive business positioned to win more contracts. We believe these changes will result in a smaller, more nimble company, with the same intense focus on delivering safe, reliable service to customers, and positioned for future growth and profitability.

Our Europe hub includes Africa, Asia, Australia, Norway, U.K., Turkmenistan and the Middle East. Our Americas hub includes Bristow Academy, U.S. Gulf of Mexico, Guyana, Trinidad, Canada and Brazil. Despite these structural changes, we are still operating primarily out of the four operating regions previously discussed and therefore have not made any changes to the regional disclosure of results for our industrial aviation services segment operations in this Quarterly Report.

The structural change into two primary hubs is expected to generate significant cost savings, in part through lower general and administrative costs. In conjunction with this announcement, we also announced a number of leadership changes, which included the elimination of certain management roles and other corporate positions.

Brexit — In a referendum held on June 23, 2016, voters in the U.K. approved the exit of the U.K. (“Brexit”) from the E.U. On March 29, 2017, the U.K. government commenced the exit process under Article 50 of the Treaty of the European Union by notifying the European Council of the U.K.’s intention to leave the E.U. This notification starts a two-year time period for the U.K. and the remaining E.U. Member States to negotiate a withdrawal agreement.

For the Current Period and the year ended March 31, 2017, approximately 36% of our revenue was derived from contracts with customers in the U.K. and approximately 18% and 16% of our revenue was derived from contracts with customers in other European markets, respectively.

The consequences of Brexit, together with what may be protracted negotiations around the terms of Brexit, could introduce significant uncertainties into global financial markets and adversely impact the regions in which we and our customers operate. In the long term, Brexit could also create uncertainty with respect to the legal and regulatory requirements to which we and our customers in the U.K. are subject and lead to divergent national laws and regulations as the U.K. government determines which E.U. laws to modify or replace. Brexit also exacerbates the potential for additional referendums within the U.K., such as Scotland, which could lead to a breakup of the U.K., creating further legal and regulatory uncertainty.

The Brexit vote has resulted in a significant decline in the value of British pound sterling and volatility in exchange rates is expected to continue as the terms of Brexit are negotiated. If the British pound sterling remains weak or continues to weaken, revenue under contracts denominated in British pound sterling will translate into fewer U.S. dollars. For the Current Period, revenue denominated in British pound sterling represented 34% of our revenue. The uncertainties surrounding Brexit and risks associated with the commencement of Brexit could have a material adverse effect on our current business and future growth. For discussion of the impact of changes in foreign currency exchange rates, including the British pound sterling, on our results, see “— Results of Operations — Current Quarter Compared to Comparable Quarter” and “— Results of Operations — Current Period Compared to Comparable Period” included elsewhere in this Quarterly Report.

49

The decision by Nigeria’s central bank to move to market-driven foreign currency trading — On June 20, 2016, Nigeria’s central bank abandoned its 16-month peg to the U.S. dollar, which resulted in a 38% devaluation of the naira versus the U.S. dollar from June 20 to June 30, 2016 and an additional 21% devaluation of the naira versus the U.S. dollar from June 30, 2016 to September 30, 2017. For discussion of the impact of changes in foreign currency exchange rates, including the naira, on our results, see “— Results of Operations — Current Quarter Compared to Comparable Quarter” and “— Results of Operations — Current Period Compared to Comparable Period” included elsewhere in this Quarterly Report.

Impact of fleet changes — The management of our global aircraft fleet involves a careful evaluation of the expected demand for industrial aviation services across global energy markets, including the type of aircraft needed to meet this demand. As offshore oil and gas drilling and production globally moves to deeper water, more medium and large aircraft and newer technology aircraft may be required. As older aircraft models come off of current contracts and are replaced by new aircraft, our management evaluates our future needs for these aircraft models and ultimately the ability to recover our remaining investments in these aircraft through sales into the aftermarket. We depreciate our aircraft over their expected useful life to the expected salvage value to be received for the aircraft at the end of that life. Depending on the market for aircraft or changes in the expected future use of aircraft within our fleet, we may record gains or losses on aircraft sales, impairment charges for aircraft operating or held for sale, or accelerate or increase depreciation on aircraft used in our operations. In certain instances where a cash return can be made on newer aircraft in excess of the expected return available through the provision of industrial aviation services, we may sell newer aircraft. The number of aircraft sales and the amount of gains and losses recorded on these sales is unpredictable. While aircraft sales are common in our business and are reflected in our operating results, gains and losses on aircraft sales may result in our operating results not reflecting the ordinary operating performance of our primary business, which is providing industrial aviation services to our clients. The gains and losses on aircraft sales and any impairment charges are not included in the calculation of adjusted EBITDA, adjusted net income (loss) or adjusted earnings per share.

Selected Regional Perspectives

Brazil represents a significant part of our long term helicopter growth outlook due to its concentration and size of its offshore oil reserves. However, in the short term, Brazil and specifically, Petrobras, continues to evidence uncertainty as the price of oil and Petrobras’ restructuring efforts have impacted the helicopter industry. Petrobras did not release any new tenders for multiple medium and large aircraft that were expected to commence in calendar year 2016. While this represents a contraction in short-term demand, Brazil’s impact on long-term helicopter demand is expected to be material. Petrobras represented 62% of Líder’s operating revenue in fiscal year 2017. As of September 30, 2017, we have no aircraft on lease to Líder.

The Brazilian government has revisited the regulations on the oil and gas industry and made significant changes to the Brazilian market, including removing the requirement that Petrobras have 30% participation on all exploratory blocks, removing the requirement that Petrobras be the operator of all pre-salt blocks and approving the next round of licensing for new exploration blocks (six years after the last successful round). In addition, the Brazilian government is currently reviewing local content requirements, which has led other operators to request information and/or proposals. Petrobras’ new management has implemented a five-year business and management plan focused on divestment, mostly of its non-core businesses. Overall, the Brazilian market outlook has improved compared to the prior year for Líder with opportunities for growth.

Currency fluctuations continue to make it difficult to predict the earnings from our Líder investment. These currency fluctuations, which primarily do not impact Líder’s cash flow from operations, had a significant negative impact on Líder’s results in fiscal years 2015, 2016 and 2017, impacting our earnings from unconsolidated affiliates. Earnings from unconsolidated affiliates, net of losses, on our consolidated statements of operations, is included in calculating adjusted EBITDA, adjusted net income (loss) and adjusted diluted earnings (loss) per share.

We are subject to competition and the political environment in the countries where we operate. In Nigeria, we have seen an increase in competitive pressure and the application of existing local content regulations that could impact our ability to win future work at levels previously anticipated. In order to properly and fully embrace new regulations, we have made a number of key changes to our operating model in Nigeria, while maintaining safety as our number one priority at all times. The objectives of these changes being (a) enhancing the level of continued compliance by each of Bristow Helicopters Nigeria Ltd. (“BHNL”) and Pan African Airlines Nigeria Ltd. (“PAAN”) with local content regulations, (b) providing technical aviation maintenance services through a wholly-owned Bristow Group entity, BGI Aviation Technical Services Nigeria Limited (“BATS”), and (c) each of BHNL, PAAN and BATS committing to continue to apply and use all key Bristow Group standards and policies, including without limitation our Target Zero safety program, our Code of Business Integrity and our Operations Manuals. As a result of these changes, our ability to continue to consolidate BHNL and PAAN under the current accounting requirements could change.

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We conduct business in various foreign countries, and as such, our cash flows and earnings are subject to fluctuations and related risks from changes in foreign currency exchange rates. During the Current Period, our primary foreign currency exposure was related to the British pound sterling, the euro, the Australian dollar, the Norwegian kroner and the Nigerian naira and our unconsolidated affiliates foreign currency exposure is primarily related to the Brazilian real. The Brexit event discussed elsewhere in this Quarterly Report is an example of this exposure and possible impact on our results of operations.

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Results of Operations

The following table presents our operating results and other statement of operations information for the applicable periods:

	Three Months Ended   September 30,						Favorable (Unfavorable)
	2017			2016
	(In thousands, except per share amounts, percentages and flight hours)
Gross revenue:
Operating revenue	$	357,992		$	343,662		$	14,330		4.2	%
Reimbursable revenue	15,684			13,805			1,879			13.6	%
Total gross revenue	373,676			357,467			16,209			4.5	%
Operating expense:
Direct cost	284,713			281,630			(3,083		)	(1.1	)%
Reimbursable expense	15,414			13,276			(2,138		)	(16.1	)%
Depreciation and amortization	31,381			28,592			(2,789		)	(9.8	)%
General and administrative	48,622			51,274			2,652			5.2	%
Total operating expense	380,130			374,772			(5,358		)	(1.4	)%
Loss on impairment	—			(7,572		)	7,572			100.0	%
Loss on disposal of assets	(8,526		)	(2,186		)	(6,340		)	(290.0	)%
Earnings from unconsolidated affiliates, net of losses	2,063			181			1,882			*
Operating loss	(12,917		)	(26,882		)	13,965			51.9	%
Interest expense, net	(18,563		)	(11,468		)	(7,095		)	(61.9	)%
Other income (expense), net	2,558			3,003			(445		)	(14.8	)%
Loss before provision for income taxes	(28,922		)	(35,347		)	6,425			18.2	%
Benefit (provision) for income taxes	(2,474		)	5,240			(7,714		)	(147.2	)%
Net loss	(31,396		)	(30,107		)	(1,289		)	(4.3	)%
Net loss attributable to noncontrolling interests	187			310			(123		)	(39.7	)%
Net loss attributable to Bristow Group	$	(31,209	)	$	(29,797	)	$	(1,412	)	(4.7	)%
Diluted loss per common share	$	(0.88	)	$	(0.85	)	$	(0.03	)	(3.5	)%
Operating margin (1)	(3.6		)%	(7.8		)%	4.2		%	53.8	%
Flight hours (2)	46,449			42,604			3,845			9.0	%
Non-GAAP financial measures: (3)
Adjusted EBITDA	$	32,378		$	25,399		$	6,979		27.5	%
Adjusted EBITDA margin (1)	9.0		%	7.4		%	1.6		%	21.6	%
Adjusted net loss	$	(11,607	)	$	(12,314	)	$	707		5.7	%
Adjusted diluted loss per share	$	(0.33	)	$	(0.35	)	$	0.02		5.7	%

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	Six Months Ended   September 30,						Favorable (Unfavorable)
	2017			2016
	(In thousands, except per share amounts, percentages and flight hours)
Gross revenue:
Operating revenue	$	697,721		$	699,846		$	(2,125	)	(0.3	)%
Reimbursable revenue	28,064			27,019			1,045			3.9	%
Total gross revenue	725,785			726,865			(1,080		)	(0.1	)%
Operating expense:
Direct cost	570,264			571,173			909			0.2	%
Reimbursable expense	27,640			25,890			(1,750		)	(6.8	)%
Depreciation and amortization	62,437			63,286			849			1.3	%
General and administrative	95,329			103,869			8,540			8.2	%
Total operating expense	755,670			764,218			8,548			1.1	%
Loss on impairment	(1,192		)	(7,572		)	6,380			84.3	%
Loss on disposal of assets	(7,827		)	(12,203		)	4,376			35.9	%
Earnings from unconsolidated affiliates, net of losses	1,398			4,011			(2,613		)	(65.1	)%
Operating loss	(37,506		)	(53,117		)	15,611			29.4	%
Interest expense, net	(34,584		)	(22,354		)	(12,230		)	(54.7	)%
Other income (expense), net	913			(3,186		)	4,099			128.7	%
Loss before provision for income taxes	(71,177		)	(78,657		)	7,480			9.5	%
Benefit (provision) for income taxes	(15,965		)	7,478			(23,443		)	(313.5	)%
Net loss	(87,142		)	(71,179		)	(15,963		)	(22.4	)%
Net loss attributable to noncontrolling interests	658			610			48			7.9	%
Net loss attributable to Bristow Group	$	(86,484	)	$	(70,569	)	$	(15,915	)	(22.6	)%
Diluted loss per common share	$	(2.45	)	$	(2.02	)	$	(0.43	)	(21.3	)%
Operating margin (1)	(5.4		)%	(7.6		)%	2.2		%	28.9	%
Flight hours (2)	90,172			85,741			4,431			5.2	%
Non-GAAP financial measures: (3)
Adjusted EBITDA	$	47,581		$	44,479		$	3,102		7.0	%
Adjusted EBITDA margin (1)	6.8		%	6.4		%	0.4		%	6.3	%
Adjusted net loss	$	(40,746	)	$	(24,322	)	$	(16,424	)	(67.5	)%
Adjusted diluted loss per share	$	(1.16	)	$	(0.69	)	$	(0.47	)	(68.1	)%

_____________ 

* percentage change too large to be meaningful or not applicable.

⁽¹⁾  Operating margin is calculated as operating income divided by operating revenue. Adjusted EBITDA margin is calculated as adjusted EBITDA divided by operating revenue.

⁽²⁾  Excludes flight hours from Bristow Academy and unconsolidated affiliates. Includes flight hours from Eastern Airways and Airnorth fixed wing operations in the U.K., Nigeria and Australia for the three months ended September 30, 2017 and 2016 totaling 11,298 and 10,430, respectively, and 21,677 and 20,764, respectively, for the six months endedSeptember 30, 2017 and 2016.

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⁽³⁾  These financial measures have not been prepared in accordance with generally accepted accounting principles (“GAAP”) and have not been audited or reviewed by our independent registered public accounting firm. These financial measures are therefore considered non-GAAP financial measures. Adjusted EBITDA is calculated by taking our net income and adjusting for interest expense, depreciation and amortization, benefit (provision) for income taxes, gain (loss) on disposal of assets and any special items during the reported periods. See further discussion of our use of the adjusted EBITDA metric below. Adjusted net income (loss) and adjusted diluted earnings (loss) per share are each adjusted for gain (loss) on disposal of assets and any special items during the reported periods. As discussed below, management believes these non-GAAP financial measures provide meaningful supplemental information regarding our results of operations. A description of the adjustments to and reconciliations of these non-GAAP financial measures to the most comparable GAAP financial measures is as follows:

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
	(In thousands, except percentages and per share amounts)
Net loss	$	(31,396	)	$	(30,107	)	$	(87,142	)	$	(71,179	)
Loss on disposal of assets	8,526			2,186			7,827			12,203
Special items (i)	2,676			18,265			13,542			24,824
Depreciation and amortization	31,381			28,592			62,437			63,286
Interest expense	18,717			11,703			34,952			22,823
Provision (benefit) for income taxes	2,474			(5,240		)	15,965			(7,478		)
Adjusted EBITDA	$	32,378		$	25,399		$	47,581		$	44,479
(Provision) benefit for income taxes	$	(2,474	)	$	5,240		$	(15,965	)	$	7,478
Tax provision (benefit) on loss on disposal of    assets	5,618			(699		)	10,191			(3,905		)
Tax provision (benefit) on special items	2,782			(3,554		)	14,178			4,972
Adjusted benefit for income taxes	$	5,926		$	987		$	8,404		$	8,545
Effective tax rate (ii)	(8.6		)%	14.8		%	(22.4		)%	9.5		%
Adjusted effective tax rate (ii)	33.4		%	7.3		%	16.9		%	25.5		%
Net loss attributable to Bristow Group	$	(31,209	)	$	(29,797	)	$	(86,484	)	$	(70,569	)
Loss on disposal of assets (iii)	14,144			1,487			18,018			8,298
Special items (i) (iii)	5,458			15,996			27,720			37,949
Adjusted net loss	$	(11,607	)	$	(12,314	)	$	(40,746	)	$	(24,322	)
Diluted loss per share	$	(0.88	)	$	(0.85	)	$	(2.45	)	$	(2.02	)
Loss on disposal of assets (iii)	0.40			0.04			0.51			0.24
Special items (i) (iii)	0.15			0.46			0.79			1.08
Adjusted diluted loss per share (iv)	(0.33		)	(0.35		)	(1.16		)	(0.69		)

_____________ 

⁽ⁱ⁾  See information about special items during the Current Quarter and Comparable Quarter under “— Current Quarter Compared to Comparable Quarter” and Current Period and Comparable Period under “— Current Period Compared to Comparable Period” below.

⁽ⁱⁱ⁾  Effective tax rate is calculated by dividing benefit (provision) for income tax by pretax net loss. Adjusted effective tax rate is calculated by dividing adjusted benefit (provision) for income tax by adjusted pretax net loss. Tax expense (benefit) on loss on disposal of asset and tax expense (benefit) on special items is calculated using the statutory rate of the entity recording the loss on disposal of asset or special item.

⁽ⁱⁱⁱ⁾  These amounts are presented after applying the appropriate tax effect to each item and dividing by the weighted average shares outstanding during the related period to calculate the earnings per share impact.

^(iv)  Adjusted diluted earnings per share is calculated using the diluted weighted average number of shares outstanding of 35,317,935 and 35,070,047 during the Current Quarter and Comparable Quarter, respectively, and of 35,253,688 and 35,012,014 during the Current Period and the Comparable Period, respectively.

Management believes that adjusted EBITDA, adjusted benefit for income taxes, adjusted net loss and adjusted diluted loss per share (collectively, the “Non-GAAP measures”) provide relevant and useful information, which is widely used by analysts, investors and competitors in our industry as well as by our management in assessing both consolidated and regional performance.

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Adjusted EBITDA provides us with an understanding of one aspect of earnings before the impact of investing and financing transactions and income taxes. Adjusted EBITDA should not be considered a measure of discretionary cash available to us for investing in the growth of our business. In prior periods we presented adjusted EBITDAR, which was calculated by taking our net income and adjusting for interest expense, depreciation and amortization, rent expense (included as a component of direct cost and general and administrative expense), provision for income taxes, gain (loss) on disposal of assets and any special items during the reported periods. We believed that adjusted EBITDAR provided us with a useful supplemental measure of our operational performance by excluding the financing decisions we make regarding aircraft purchases or leasing.  However, we have revised our disclosures to present adjusted EBITDA rather than adjusted EBITDAR consistent with recent interpretations regarding Non-GAAP measures issued by the Securities and Exchange Commission.

Adjusted net loss and adjusted diluted loss per share present our consolidated results excluding asset dispositions and special items that do not reflect the ordinary earnings of our operations. Adjusted benefit (provision) for income taxes excludes the tax impact of these items. We believe that these measures are useful supplemental measures because net loss and diluted loss per share include asset disposition effects and special items and benefit (provision) for income taxes include the tax impact of these items, and inclusion of these items does not reflect the ongoing operational earnings of our business.

The Non-GAAP measures are not calculated or presented in accordance with GAAP and other companies in our industry may calculate these measures differently than we do. As a result, these financial measures have limitations as analytical and comparative tools and you should not consider these measures in isolation, or as a substitute for analysis of our results as reported under GAAP. In calculating these financial measures, we make certain adjustments that are based on assumptions and estimates that may prove to be inaccurate. In addition, in evaluating these financial measures, you should be aware that in the future we may incur expenses similar to those eliminated in this presentation. Our presentation of the Non-GAAP measures should not be construed as an inference that our future results will be unaffected by unusual or special items.

Some of the additional limitations of adjusted EBITDA are:

• Adjusted EBITDA does not reflect our current or future cash requirements for capital expenditures;

• Adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs;

• Adjusted EBITDA does not reflect the significant interest expense or the cash requirements necessary to service interest or principal payments on our debts; and

• Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and adjusted EBITDA does not reflect any cash requirements for such replacements.

The following tables present region adjusted EBITDA and adjusted EBITDA margin discussed in “— Region Operating Results,” and consolidated adjusted EBITDA and adjusted EBITDA margin for the three and six months endedSeptember 30, 2017 and 2016:

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
	(In thousands, except percentages)
Europe Caspian	$	23,950		$	16,551		$	40,102		$	34,150
Africa	12,617			15,566			26,000			22,338
Americas	14,565			10,242			20,741			24,278
Asia Pacific	1,425			(2,363		)	(4,295		)	(5,486		)
Corporate and other	(20,179		)	(14,597		)	(34,967		)	(30,801		)
Consolidated adjusted EBITDA	$	32,378		$	25,399		$	47,581		$	44,479
Europe Caspian	12.2		%	8.9		%	10.5		%	9.1		%
Africa	25.9		%	30.9		%	26.4		%	21.6		%
Americas	24.0		%	18.0		%	17.5		%	21.0		%
Asia Pacific	2.6		%	(4.6		)%	(4.2		)%	(5.2		)%
Consolidated adjusted EBITDA margin	9.0		%	7.4		%	6.8		%	6.4		%

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The following tables present region depreciation and amortization and rent expense for the three and six months endedSeptember 30, 2017and 2016:

	Three Months Ended   September 30,				Six Months Ended   September 30,
	2017		2016		2017		2016
	(In thousands)
Depreciation and amortization:
Europe Caspian	$	12,196	$	11,220	$	24,018	$	22,409
Africa	3,590		3,220		6,666		8,673
Americas	6,998		7,228		13,997		18,609
Asia Pacific	5,058		4,377		10,868		8,613
Corporate and other	3,539		2,547		6,888		4,982
Total depreciation and amortization	$	31,381	$	28,592	$	62,437	$	63,286
Rent expense:
Europe Caspian	$	36,851	$	33,604	$	73,304	$	65,892
Africa	2,176		2,066		4,376		4,334
Americas	5,191		5,058		12,185		10,620
Asia Pacific	10,595		9,272		21,549		18,556
Corporate and other	2,411		1,955		4,485		3,836
Total rent expense	$	57,224	$	51,955	$	115,899	$	103,238

Current Quarter Compared to Comparable Quarter

Operating revenue from external clients by line of service was as follows:

	Three Months Ended   September 30,				Favorable (Unfavorable)
	2017		2016
	(In thousands, except percentages)
Oil and gas services	$	243,754	$	238,233	$	5,521		2.3	%
Fixed wing services	56,721		51,972		4,749			9.1	%
U.K. SAR services	56,060		50,850		5,210			10.2	%
Corporate and other	1,457		2,607		(1,150		)	(44.1	)%
Total operating revenue	$	357,992	$	343,662	$	14,330		4.2	%

The increase in operating revenue in the Current Quarter from the Comparable Quarter was primarily driven by an increase in operating revenue for our oil and gas services in our Europe Caspian, Asia Pacific and Americas regions due to an increase in activity as well as an increase in U.K. SAR services revenue due to additional bases coming online in fiscal years 2017 and 2018. Additionally, our fixed wing services in our Asia Pacific, Africa and Europe Caspian regions have contributed to the increase in operating revenue. See further discussion of operating revenue improvements by region under “—Region Operating Results.”

For the Current Quarter, we reported a net loss of $31.2 million and a diluted loss per share of $0.88 compared to a net loss of $29.8 million and a diluted loss per share of $0.85 for the Comparable Quarter. The year-over-year change in net loss and diluted loss per share was primarily driven by higher income tax, rent and interest expense and higher loss on disposal of assets in the Current Quarter. These unfavorable changes were partially offset by higher revenue in the Current Quarter as discussed above and impairment charges on inventory recorded in the Comparable Quarter that did not recur in the Current Quarter.

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The net loss for the Current Quarter was significantly impacted by the following items:

• A loss on disposal of assets of $8.5 million ($14.1 million net of tax) primarily related to $8.2 million for impairment charges on assets held for sale (including $6.5 million impairment related to the Bristow Academy disposal group),

• Organizational restructuring costs of $2.7 million ($2.2 million net of tax) included in direct costs and general and administrative expense, which includes severance expense of $2.4 million related to separation programs across our global organization designed to increase efficiency and reduce costs and other restructuring costs of $0.3 million, and

• Tax items of $3.2 million that include non-cash adjustments related to the ongoing impact of valuation of deferred tax assets of $2.5 million and a one-time non-cash tax effect from repositioning of certain aircraft from one tax jurisdiction to another related to recent financing transactions resulting in additional income tax expense of $0.7 million.

Excluding these items, adjusted net loss and adjusted diluted loss per share were $11.6 million and $0.33, respectively, for the Current Quarter. These adjusted results compare to adjusted net loss and adjusted diluted loss per share of $12.3 million and $0.35, respectively, for the Comparable Quarter. Additionally, adjusted EBITDA improved to $32.4 million in the Current Quarter from $25.4 million in the Comparable Quarter.

The year-over-year change in adjusted net loss, diluted loss per share and adjusted EBITDA was primarily driven by the increase in oil and gas, fixed wing and U.K. SAR revenue discussed above. Results for the Current Quarter were also positively impacted by $1.9 million in higher earnings from unconsolidated affiliates, which was primarily driven by a $1.5 million favorable foreign currency exchange rate impact from our investment in Líder in Brazil.

Direct costs increased1.1%, or $3.1 million, year-over-year primarily due to a $4.5 million increase in rent expense and $3.9 million increase in fuel costs, partially offset by the benefit of organizational restructuring efforts reflected in a $3.7 million decrease in salaries and benefits and a $1.6 million decrease in training costs.

Reimbursable expense increased16.1%, or $2.1 million, primarily due to new contracts in Norway.

Depreciation and amortization expense increased9.8%, or $2.8 million, to $31.4 million for the Current Quarter from $28.6 million for the Comparable Quarter. The increase in depreciation and amortization expense is primarily due to additional new aircraft and information technology costs being capitalized and depreciated in the Current Quarter.

General and administrative expense decreased5.2%, or $2.7 million, in the Current Quarter, as compared to the Comparable Quarter primarily due to a decrease in compensation expense of $2.5 million primarily resulting from a reduction in severance costs and a decrease in professional fees of $1.8 million, partially offset by an increase of $1.6 million primarily related to information technology costs.

Loss on impairment for the Comparable Quarter includes $7.6 million of inventory impairments.

Loss on disposal of assets increased $6.3 million to a loss of $8.5 million for the Current Quarter from a loss of $2.2 million for the Comparable Quarter. The loss on disposal of assets in the Current Quarter included impairment charges totaling $8.2 million related to assets held for sale (including $6.5 million impairment related to the Bristow Academy disposal group) and a loss of $0.3 million from the sale or disposal of aircraft and other equipment. During the Comparable Quarter, the loss on disposal of assets included impairment charges totaling $1.0 million related to assets held for sale and a loss of $1.2 million from the sale or disposal of aircraft and other equipment.

Earnings from unconsolidated affiliates, net of losses, increased$1.9 million to earnings of $2.1 million for the Current Quarter from earnings of $0.2 million in the Comparable Quarter. The increase in earnings from unconsolidated affiliates, net of losses, primarily resulted from an increase in earnings from our investment in Líder in Brazil to $2.1 million of earnings in the Current Quarter from $0.9 million in earnings in the Comparable Quarter primarily due to a favorable impact of foreign currency exchange rates of $0.3 million in the Current Quarter compared to an unfavorable impact of foreign currency exchange rates of $1.3 million in the Comparable Quarter.

Interest expense, net, increased61.9%, or $7.1 million, year-over-year primarily due to an increase in interest resulting from an increase in borrowings and a decrease in capitalized interest resulting from lower average construction in progress. Additionally, during the Current Quarter we wrote-off $0.6 million of deferred financing fees related to early extinguishment of debt.

For further details on income tax expense, see “— Region Operating Results — Taxes” included elsewhere in this Quarterly Report.

57

As discussed above, our results for the Current Quarter were impacted by a number of special items. During the Comparable Quarter, special items that impacted our results included organizational restructuring costs, accelerated depreciation expense, impairment of inventories and tax valuation allowances. The items noted in the Current Quarter and Comparable Quarter have been identified as special items as they are not considered by management to be part of our ongoing operations when assessing and measuring the operational and financial performance of the organization. The impact of these items on our adjusted EBITDA, adjusted net income and adjusted diluted earnings per share is as follows:

	Three Months Ended   September 30, 2017
	Adjusted EBITDA			Adjusted Net Loss			Adjusted Diluted Loss Per Share
	(In thousands, except per share amounts)
Organizational restructuring costs	$	(2,676	)	$	(2,237	)	$	(0.06	)
Tax items	—			(3,221		)	(0.09		)
Total special items	$	(2,676	)	$	(5,458	)	(0.15		)
	Three Months Ended   September 30, 2016
	Adjusted EBITDA			Adjusted Net Loss			Adjusted Diluted Loss Per Share
	(In thousands, except per share amounts)
Organizational restructuring costs	$	(10,693	)	$	(7,296	)	$	(0.21	)
Additional depreciation expense resulting from fleet changes	—			(871		)	(0.02		)
Inventory impairment	(7,572		)	(5,344		)	(0.15		)
Tax valuation allowances	—			(2,485		)	(0.07		)
Total special items	$	(18,265	)	$	(15,996	)	(0.46		)

Current Period Compared to Comparable Period

Operating revenue from external clients by line of service was as follows:

	Six Months Ended   September 30,				Favorable (Unfavorable)
	2017		2016
	(In thousands, except percentages)
Oil and gas services	$	478,529	$	490,609	$	(12,080	)	(2.5	)%
Fixed wing services	107,398		103,300		4,098			4.0	%
U.K. SAR services	108,647		100,399		8,248			8.2	%
Corporate and other	3,147		5,538		(2,391		)	(43.2	)%
Total operating revenue	$	697,721	$	699,846	$	(2,125	)	(0.3	)%

The decrease in revenue in the Current Period was primarily driven by an unfavorable impact from changes in foreign currency exchange rates compared to the Comparable Period of $15.7 million mostly related to the depreciation of the British pound sterling resulting from Brexit as discussed under “Recent Events” above. The decline in revenue from unfavorable foreign exchange rate changes was partially offset by the increase in U.K. SAR services revenue due to additional bases coming online in fiscal years 2017 and 2018 and increase in operating revenue from our fixed wing services in Asia Pacific and Africa regions.

For the Current Period, we reported a net loss of $86.5 million and a diluted loss per share of $2.45 compared to a net loss of $70.6 million and a diluted loss per share of $2.02 for the Comparable Period. The year-over-year change in net loss and diluted loss per share was primarily driven by the decline in oil and gas revenue discussed above, higher income tax, rent and interest expense and lower earnings from unconsolidated affiliates. These unfavorable changes were partially offset by higher impairment of inventory and asset charges recorded in the Comparable Period and a decrease in general and administrative expense and direct costs primarily from lower salaries and benefits in the Current Period. The year-over-year impact of changes in foreign currency exchange rates on revenue in the Current Period was offset by a positive impact on operating expenses and transaction gains in the Current Period compared to transaction losses in the Comparable Period.

58

The net loss for the Current Period was significantly impacted by the following items:

• A loss on disposal of assets of $7.8 million ($18.0 million net of tax) primarily related to $9.7 million for impairment charges on assets held for sale (including $6.5 million impairment related to the Bristow Academy disposal group),

• Organizational restructuring costs of $12.4 million ($8.8 million net of tax) included in general and administrative expense, which includes severance expense of $11.1 million related to separation programs across our global organization designed to increase efficiency and reduce costs and other restructuring costs of $1.3 million,

• Impairment of inventories of $1.2 million ($0.8 million net of tax) included in loss on impairment, and

• Tax items of $18.1 million that include non-cash adjustments related to the ongoing impact of valuation of deferred tax assets of $16.3 million and a one-time non-cash tax effect from repositioning of certain aircraft from one tax jurisdiction to another related to recent financing transactions resulting in additional income tax expense of $1.8 million.

Excluding these items, adjusted net loss and adjusted diluted loss per share were $40.7 million and $1.16, respectively, for the Current Period. These adjusted results compare to adjusted net loss and adjusted diluted loss per share of $24.3 million and $0.69, respectively, for the Comparable Period. Additionally, adjusted EBITDA improved to $47.6 million in the Current Period from $44.5 million in the Comparable Period.

The year-over-year change in adjusted net loss and diluted earnings per share was primarily driven by the decline in oil and gas revenue, higher adjusted income tax expense, rent expense and interest expense and lower earnings from unconsolidated affiliates. However, adjusted EBITDA improved due to lower direct and general and administrative expenses driven by organizational restructuring efforts.

The table below presents the year-over-year impact of changes in foreign currency exchange rates.

	Six Months Ended   September 30,						Favorable (Unfavorable)
	2017			2016
	(in thousands, except per share amounts)
Transaction gains (losses)	$	846		$	(3,401	)	$	4,247
Líder foreign exchange impact	(880		)	(1,304		)	424
Total	$	(34	)	$	(4,705	)	4,671
Revenue impact							(15,675		)
Operating expense impact							9,621
Year-over-year income statement translation							(6,054		)
Pre-tax income statement impact							(1,383		)
Less: Foreign exchange impact on depreciation and amortization and interest expense							5
Adjusted EBITDA impact							$	(1,378	)
Net income impact (tax affected)							$	491
Earnings per share impact							$	0.01

The most significant foreign exchange impact was related to a $6.1 million unfavorable impact from changes in foreign currency exchange rates in the Current Period driven by the impact of the depreciating British pound sterling resulting from Brexit on the translation of our results in our Europe Caspian region, partially offset by a favorable impact of the devalued naira in our Africa region. During the Current Period, we benefited from the devaluation of the naira as a majority of our revenue in our Africa region is contracted at fixed U.S. dollar values, despite being billed in a mix of U.S. dollar and naira, while the expenses incurred in this region are more evenly split between U.S. dollars and naira, resulting in a significant net expense exposure to the naira that translates into higher U.S. dollar earnings for reporting purposes. This is contrary to our position in our Europe Caspian region, where a majority of our revenue is contracted in British pound sterling with our expense being more evenly split between U.S. dollars and British pound sterling, resulting in a significant net revenue exposure to the British pound sterling that translates into lower U.S. dollar earnings for reporting purposes. Partially offsetting these unfavorable impacts was a $4.2 million favorable impact from transaction gains (losses) in the Current Period compared to the Comparable Period. Additionally, results for the Current Period were impacted by a $0.4 million decrease in unfavorable foreign currency exchange rate impact from our investment in Líder in Brazil.

59

Direct costs decreased0.2%, or $0.9 million, year-over-year primarily due to the benefit of organizational restructuring efforts reflected in a $14.3 million decrease in salaries and benefits due to lower headcount across all regions, partially offset by an $11.8 million increase in rent expense.

Reimbursable expense increased6.8%, or $1.8 million, primarily due to new contracts in Norway.

Depreciation and amortization expense decreased1.3%, or $0.8 million, to $62.4 million for the Current Period from $63.3 million for the Comparable Period. The decrease in depreciation and amortization expense is primarily due to accelerated depreciation of $8.2 million recorded in the Comparable Period as a result of fleet changes for older aircraft, partially offset by additional new aircraft and information technology costs being capitalized and depreciated in the Current Period.

General and administrative expense decreased8.2%, or $8.5 million, in the Current Period, as compared to the Comparable Period primarily due to a decrease in compensation expense of $6.0 million primarily related to lower salaries and benefits due to a reduction in headcount across all regions and a decrease in professional fees of $2.9 million.

Loss on impairment for the Current Period includes a $1.2 million impairment charge on inventory used on our training fleet. Loss on impairment for the Comparable Period includes $7.6 million of inventory impairments.

Loss on disposal of assets decreased $4.4 million, to a loss of $7.8 million for the Current Period from a loss of $12.2 million for the Comparable Period. The loss on disposal of assets in the Current Period included impairment charges totaling $9.7 million related to assets held for sale (including $6.5 million impairment related to the Bristow Academy disposal group), partially offset by a gain of $1.9 million from the sale or disposal of aircraft and other equipment. During the Comparable Period, the loss on disposal of assets included impairment charges totaling $11.2 million related to assets held for sale and a loss of $1.0 million related to the sale of aircraft and other equipment.

Earnings from unconsolidated affiliates, net of losses, decreased$2.6 million to earnings of $1.4 million for the Current Period from earnings of $4.0 million in the Comparable Period. The decrease in earnings from unconsolidated affiliates, net of losses, primarily resulted from a decrease in earnings from our investment in Líder in Brazil to $3.0 million in the Current Period from $5.5 million in earnings in the Comparable Period primarily due to a decrease in activity. Our earnings from Líder in the Current Period were also impacted by less of an unfavorable impact of foreign currency exchange rate changes of $0.4 million.

Interest expense, net, increased54.7%, or $12.2 million, year-over-year primarily due to an increase in interest resulting from an increase in borrowings and a decrease in capitalized interest resulting from lower average construction in progress. Additionally, during the Current Period we wrote-off $0.6 million of deferred financing fees related to early extinguishment of debt.

For further details on income tax expense, see “— Region Operating Results — Taxes” included elsewhere in this Quarterly Report.

60

As discussed above, our results for the Current Period were impacted by a number of special items. During the Comparable Period, special items that impacted our results included organizational restructuring costs, accelerated depreciation expense, impairment of inventories and tax valuation allowances. The items noted in the Current Period and Comparable Period have been identified as special items as they are not considered by management to be part of our ongoing operations when assessing and measuring the operational and financial performance of the organization. The impact of these items on our adjusted EBITDA, adjusted net income and adjusted diluted earnings per share is as follows:

	Six Months Ended   September 30, 2017
	Adjusted EBITDA			Adjusted Net Loss			Adjusted Diluted Loss Per Share
	(In thousands, except per share amounts)
Organizational restructuring costs	$	(12,350	)	$	(8,838	)	$	(0.25	)
Tax items	—			(18,107		)	(0.51		)
Inventory impairment	(1,192		)	(775		)	(0.02		)
Total special items	$	(13,542	)	$	(27,720	)	(0.79		)
	Six Months Ended   September 30, 2016
	Adjusted EBITDA			Adjusted Net Loss			Adjusted Diluted Loss Per Share
	(In thousands, except per share amounts)
Organizational restructuring costs	$	(17,252	)	$	(11,588	)	$	(0.33	)
Additional depreciation expense resulting from fleet changes	—			(5,361		)	(0.15		)
Inventory impairment	(7,572		)	(5,344		)	(0.15		)
Tax valuation allowances	—			(15,656		)	(0.45		)
Total special items	$	(24,824	)	$	(37,949	)	(1.08		)

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Region Operating Results

The following tables set forth certain operating information for the regions comprising our industrial aviation services segment. Intercompany lease revenue and expense are eliminated from our segment reporting, and depreciation expense of aircraft is presented in the region that operates the aircraft.

Set forth below is a discussion of the operations of our regions. Our consolidated results are discussed under “Results of Operations” above.

Europe Caspian

	Three Months Ended   September 30,						Six Months Ended   September 30,						Favorable (Unfavorable)
	2017			2016			2017			2016			Quarter vs Quarter					Period vs Period
	(In thousands, except percentages)
Operating revenue	$	196,595		$	186,098		$	381,073		$	375,226		$	10,497		5.6	%	$	5,847		1.6	%
Operating income	$	9,891		$	5,741		$	14,298		$	18,771		$	4,150		72.3	%	$	(4,473	)	(23.8	)%
Operating margin	5.0		%	3.1		%	3.8		%	5.0		%	1.9		%	61.3	%	(1.2		)%	(24.0	)%
Adjusted EBITDA	$	23,950		$	16,551		$	40,102		$	34,150		$	7,399		44.7	%	$	5,952		17.4	%
Adjusted EBITDA margin	12.2		%	8.9		%	10.5		%	9.1		%	3.3		%	37.1	%	1.4		%	15.4	%
Rent expense	$	36,851		$	33,604		$	73,304		$	65,892		$	(3,247	)	(9.7	)%	$	(7,412	)	(11.2	)%

The Europe Caspian region comprises all of our operations and affiliates in Europe, including oil and gas operations in the U.K. and Norway, Eastern Airways fixed wing operations and public sector SAR operations in the U.K. and our operations in Turkmenistan.

Current Quarter Compared to Comparable Quarter

The increase in operating revenue in the Current Quarter resulted primarily from an increase of $12.9 million in Norway primarily due to an increase in activity and short-term contracts and an increase of $5.0 million from the start-up of U.K. SAR bases compared to the Comparable Quarter. Partially offsetting these increases was a decrease in U.K. oil and gas revenue of $8.1 million. Eastern Airways contributed $30.5 million and $29.8 million in operating revenue and $0.2 million and $0.3 million in adjusted EBITDA for the Current Quarter and Comparable Quarter, respectively.

Operating income, operating margin, adjusted EBITDA and adjusted EBITDA margin increased in the Current Quarter primarily due to the year-over-year increase in operating revenue, as well as ongoing cost reduction initiatives and less of a negative impact from foreign currency exchange rate changes. These benefits were partially offset by increased rent expense year-over-year.

A substantial portion of our operations in the Europe Caspian region are contracted in the British pound sterling, which depreciated significantly against the U.S. dollar at the end of the Comparable Quarter as a result of Brexit. We recorded a foreign exchange gain of $1.9 million in the Current Quarter and a foreign exchange loss of $1.3 million in the Comparable Quarter from the revaluation of assets and liabilities on British pound sterling functional currency entities as of September 30, 2017 and 2016, respectively, which is recorded in other income (expense), net and included in adjusted EBITDA. Net of the translation and revaluation impacts, adjusted EBITDA was negatively impacted by $0.9 million and $4.7 million resulting from the change in exchange rates during the Current Quarter and Comparable Quarter, respectively. A further weakening or strengthening of the British pound sterling could result in additional foreign exchange volatility in future quarters.

Current Period Compared to Comparable Period

The increase in operating revenue in the Current Period resulted primarily from an increase of $18.9 million in Norway primarily due to an increase in activity and short-term contracts and an increase of $14.3 million from the start-up of U.K. SAR bases compared to the Comparable Period. Partially offsetting these increases was a decrease in U.K. oil and gas revenue of $8.5 million as a result of the industry downturn and the unfavorable impact of foreign currency exchange rates during the Current Period of $16.6 million. Eastern Airways contributed $58.4 million and $60.7 million in operating revenue and $0.4 million and $1.8 million in adjusted EBITDA for the Current Period and Comparable Period, respectively.

62

Operating income and operating margin decreased in the Current Period as a result of increased salaries expense related to severance payments and an increase in rent expense. Adjusted EBITDA and adjusted EBITDA margin increased in the Current Quarter primarily due to less of an impact from changes in foreign currency exchange rates and from cost reduction activities, in addition to the increase in operating revenue. These benefits were only partially offset by the increase in rent expense in the Current Period.

A substantial portion of our operations in the Europe Caspian region are contracted in the British pound sterling, which depreciated significantly against the U.S. dollar at the end of the Comparable Period as a result of Brexit. We recorded a foreign exchange gain of $1.4 million in the Current Period and foreign exchange loss of $8.0 million in the Comparable Period from the revaluation of assets and liabilities on British pound sterling functional currency entities as of September 30, 2017 and 2016, respectively, which is recorded in other income (expense), net and included in adjusted EBITDA. Net of the translation and revaluation impacts, adjusted EBITDA was positively impacted by $1.5 million and $13.4 million resulting from the change in exchange rates during the Current Period and Comparable Period, respectively. A further weakening or strengthening of the British pound sterling could result in additional foreign exchange volatility in future quarters.

Africa

	Three Months Ended   September 30,						Six Months Ended   September 30,						Favorable (Unfavorable)
	2017			2016			2017			2016			Quarter vs Quarter					Period vs Period
	(In thousands, except percentages)
Operating revenue	$	48,627		$	50,344		$	98,608		$	103,468		$	(1,717	)	(3.4	)%	$	(4,860	)	(4.7	)%
Operating income	$	7,835		$	7,942		$	17,883		$	9,513		$	(107	)	(1.3	)%	$	8,370		88.0	%
Operating margin	16.1		%	15.8		%	18.1		%	9.2		%	0.3		%	1.9	%	8.9		%	96.7	%
Adjusted EBITDA	$	12,617		$	15,566		$	26,000		$	22,338		$	(2,949	)	(18.9	)%	$	3,662		16.4	%
Adjusted EBITDA margin	25.9		%	30.9		%	26.4		%	21.6		%	(5.0		)%	(16.2	)%	4.8		%	22.2	%
Rent expense	$	2,176		$	2,066		$	4,376		$	4,334		$	(110	)	(5.3	)%	$	(42	)	(1.0	)%

_____________ 

* percentage change too large to be meaningful or not applicable.

The Africa region comprises all our operations and affiliates on the African continent, including Nigeria and Egypt.

Current Quarter Compared to Comparable Quarter

Operating revenue for Africa decreased in the Current Quarter due to an overall decrease in activity resulting from the downturn of the oil and gas industry compared to the Comparable Quarter. Activity declined with certain clients and certain contracts ended, reducing revenue by $4.1 million, which was only partially offset by an increase in activity with other clients increasing revenue by $1.5 million. Additionally, fixed wing services in Africa generated $1.6 million and $0.7 million of operating revenue for the Current Quarter and Comparable Quarter, respectively.

Operating income, adjusted EBITDA and adjusted EBITDA margin decreased in the Current Quarter primarily due to the decrease in revenue discussed above, partially offset by a decline in direct costs (including a $4.5 million decrease in salaries and benefits). During the Current and Comparable Quarters, we recorded $0.2 million and $4.1 million, respectively, in severance expense resulting from voluntary and involuntary separation programs as part of our organizational restructuring, which is excluded from adjusted EBITDA and adjusted EBITDA margin. The year-over-year devaluation of the Nigerian naira also benefited our results by $1.5 million compared to the Comparable Quarter as expenses denominated in naira translated into less U.S. dollars for reporting purposes.

As previously discussed, we have seen recent changes in the Africa region as a result of increased competition entering the Nigerian market. Additionally, changing regulations and political environment have made, and are expected to continue to make, our operating results for Nigeria unpredictable. Market uncertainty related to the oil and gas downturn has continued in this region putting smaller clients under increasing pressure as their activity declined, which reduced our activity levels and overall pricing. We implemented cost reduction measures in advance of these reductions and expect additional efficiencies in the future.

63

Current Period Compared to Comparable Period

Operating revenue for Africa decreased in the Current Period due to an overall decrease in activity resulting from the downturn of the oil and gas industry compared to the Comparable Period. Activity declined with certain clients and certain contracts ended, reducing revenue by $10.1 million, which was only partially offset by an increase in activity with other clients increasing revenue by $3.1million. Additionally, fixed wing services in Africa generated $3.5 million and $1.2 million of operating revenue for the Current Period and Comparable Period, respectively.

Operating income, operating margin, adjusted EBITDA and adjusted EBITDA margin increased in the Current Period primarily due to a decline in direct costs (including an $8.8 million decrease in salaries and benefits and a $3.2 million decrease in freight costs), partially offset by the decrease in revenue discussed above. Additionally, operating income and operating margin improved in the Current Period due to lower depreciation expense. During the Comparable Period, we recorded $3.9 million of accelerated depreciation expense related to aircraft where management made the decision to exit these model types earlier than originally anticipated. The year-over-year devaluation of the Nigerian naira also benefited our results by $3.6 million compared to the Comparable Period as expenses denominated in naira translated into less U.S. dollars for reporting purposes.

Additionally, during the Current and Comparable Periods, we recorded $0.2 million and $4.1 million, respectively, in severance expense resulting from voluntary and involuntary separation programs as part of our restructuring efforts, which is excluded from adjusted EBITDA and adjusted EBITDA margin.

Americas

	Three Months Ended   September 30,						Six Months Ended   September 30,						Favorable (Unfavorable)
	2017			2016			2017			2016			Quarter vs Quarter					Period vs Period
	(In thousands, except percentages)
Operating revenue	$	60,756		$	56,800		$	118,539		$	115,554		$	3,956		7.0	%	$	2,985		2.6	%
Earnings from unconsolidated affiliates, net of losses	$	2,150		$	260		$	1,615		$	4,123		$	1,890		*		$	(2,508	)	(60.8	)%
Operating income	$	7,483		$	2,643		$	6,227		$	3,564		$	4,840		183.1	%	$	2,663		74.7	%
Operating margin	12.3		%	4.7		%	5.3		%	3.1		%	7.6		%	161.7	%	2.2		%	71.0	%
Adjusted EBITDA	$	14,565		$	10,242		$	20,741		$	24,278		$	4,323		42.2	%	$	(3,537	)	(14.6	)%
Adjusted EBITDA margin	24.0		%	18.0		%	17.5		%	21.0		%	6.0		%	33.3	%	(3.5		)%	(16.7	)%
Rent expense	$	5,191		$	5,058		$	12,185		$	10,620		$	(133	)	(2.6	)%	$	(1,565	)	(14.7	)%

_____________ 

* percentage change too large to be meaningful or not applicable.

The Americas region comprises all our operations and affiliates in North America and South America, including Brazil, Canada, Guyana, Trinidad and the U.S. Gulf of Mexico.

Current Quarter Compared to Comparable Quarter

Operating revenue increased in the Current Quarter primarily due to an increase in activity from our U.S. Gulf of Mexico oil and gas operations which increased operating revenue by $2.1 million, $2.2 million in additional revenue from the search and rescue consortium in the U.S. Gulf of Mexico and $0.8 million in additional revenue in Canada, partially offset by a decrease of operating revenue of $1.5 million from Brazil due to no aircraft being leased to Líder in the Current Quarter.

Earnings from unconsolidated affiliates, net of losses, increased $1.9 million primarily due to an increase in earnings from our investment in Líder in Brazil related to a favorable change in exchange rates which increased our earnings from our investment in Líder by $0.3 million in the Current Quarter and decreased our earnings from our investment in Líder by $1.3 million in the Comparable Quarter. See further discussion about our investment in Líder and the Brazil market in “— Executive Overview — Market Outlook” included elsewhere in this Quarterly Report.

The increases in operating income, operating margin, adjusted EBITDA and adjusted EBITDA margin were driven by the increase in revenue discussed above and increase in earnings from unconsolidated affiliates.

64

Current Period Compared to Comparable Period

Operating revenue increased in the Current Period primarily due to $4.5 million in additional revenue for the search and rescue consortium in the U.S. Gulf of Mexico and $2.0 million in additional revenue in Canada, partially offset by a decrease of $2.4 million of operating revenue in Trinidad and a decrease of $2.1 million of operating revenue in Brazil due to no aircraft being leased to Líder in the Current Period.

Earnings from unconsolidated affiliates, net of losses, decreased $2.5 million in the Current Period primarily due to a decrease in earnings from our investment in Líder in Brazil resulting from a decrease in activity, partially offset by less of an unfavorable impact of foreign currency exchange rates. Operating income, operating margin, adjusted EBITDA and adjusted EBITDA margin were negatively impacted by unfavorable foreign currency exchange rate changes which decreased our earnings from our investment in Líder by $0.9 million in the Current Period and $1.3 million in the Comparable Period. See further discussion about our investment in Líder and the Brazil market in “— Executive Overview — Market Outlook” included elsewhere in this Quarterly Report.

The increases in operating income and operating margin and resulted primarily from the increase in revenue discussed above and decrease in depreciation expense of $4.6 million, partially offset by a decrease in earnings from unconsolidated affiliates and an increase in rent expense of $1.6 million. During the Comparable Period, we recorded accelerated depreciation expense on aircraft exiting our fleet of $3.9 million. Additionally, we recorded severance expense related to organizational restructuring efforts of $0.3 million and $1.1 million for the Current Period and Comparable Period, respectively. Depreciation and amortization, including accelerated depreciation, and severance expense recorded during the Current Period and Comparable Period, were excluded from adjusted EBITDA and adjusted EBITDA margin. The decrease in adjusted EBITDA and adjusted EBITDA margin is primarily due to the decrease in earnings from unconsolidated affiliates and increase in rent expense, partially offset by the increase in revenue.

Asia Pacific

	Three Months Ended   September 30,						Six Months Ended   September 30,						Favorable (Unfavorable)
	2017			2016			2017			2016			Quarter vs Quarter					Period vs Period
	(In thousands, except percentages)
Operating revenue	$	53,990		$	50,820		$	103,117		$	106,052		$	3,170		6.2	%	$	(2,935	)	(2.8	)%
Operating income	$	(5,903	)	$	(9,575	)	$	(18,433	)	$	(15,468	)	$	3,672		38.3	%	$	(2,965	)	(19.2	)%
Operating margin	(10.9		)%	(18.8		)%	(17.9		)%	(14.6		)%	7.9		%	42.0	%	(3.3		)%	(22.6	)%
Adjusted EBITDA	$	1,425		$	(2,363	)	$	(4,295	)	$	(5,486	)	$	3,788		160.3	%	$	1,191		21.7	%
Adjusted EBITDA margin	2.6		%	(4.6		)%	(4.2		)%	(5.2		)%	7.2		%	156.5	%	1.0		%	19.2	%
Rent expense	$	10,595		$	9,272		$	21,549		$	18,556		$	(1,323	)	(14.3	)%	$	(2,993	)	(16.1	)%

The Asia Pacific region comprises all our operations and affiliates in Australia and Southeast Asia, including Malaysia, Sakhalin, and our fixed wing operations through Airnorth in Australia.

Current Quarter Compared to Comparable Quarter

Operating revenue increased in the Current Quarter primarily due to an increase of $3.1 million from our fixed-wing operations. Airnorth contributed $24.6 million and $21.5 million in operating revenue and $5.6 million and $3.2 million in adjusted EBITDA for the Current Quarter and Comparable Quarter, respectively.

Operating income, operating margin, adjusted EBTIDA and adjusted EBITDA margin increased in the Current Quarter primarily due to the increase in revenue discussed above and decreased maintenance expense.

During the Current Quarter and Comparable Quarter, we recorded $1.4 million and $1.8 million in severance expense related to organizational restructuring efforts, respectively. The severance expense is not included in adjusted EBITDA or adjusted EBITDA margin for the Current Quarter and Comparable Quarter.

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Current Period Compared to Comparable Period

Operating revenue decreased in the Current Period by $9.9 million due to the end of short-term contracts in Australia, partially offset by an increase of $4.4 million from our fixed-wing operations and an increase of $2.6 million in Russia. Airnorth contributed $45.6 million and $41.2 million in operating revenue and $6.4 million and $6.6 million in adjusted EBITDA for the Current Period and Comparable Period, respectively.

Operating income and operating margin decreased in the Current Period primarily due to reduced revenue discussed above, an increase in rent expense of $3.0 million and increased depreciation and amortization expense of $2.3 million, which was only partially offset by a decrease in salaries and benefits of $2.4 million due to organizational restructuring efforts.

During both the Current Period and Comparable Period, we recorded $2.2 million in severance expense related to organizational restructuring efforts. The severance expense is not included in adjusted EBITDA or adjusted EBITDA margin for the Current Period and Comparable Period. Adjusted EBITDA and adjusted EBITDA margin increased primarily due to the decrease in salaries and benefits as a result of organizational restructuring efforts.

Corporate and Other

	Three Months Ended   September 30,						Six Months Ended   September 30,						Favorable (Unfavorable)
	2017			2016			2017			2016			Quarter vs Quarter					Period vs Period
	(In thousands, except percentages)
Operating revenue	$	1,457		$	2,641		$	3,169		$	5,818		$	(1,184	)	(44.8	)%	$	(2,649	)	(45.5	)%
Operating loss	$	(23,697	)	$	(31,447	)	$	(49,654	)	$	(57,294	)	$	7,750		24.6	%	$	7,640		13.3	%
Adjusted EBITDA	$	(20,179	)	$	(14,597	)	$	(34,967	)	$	(30,801	)	$	(5,582	)	(38.2	)%	$	(4,166	)	(13.5	)%
Rent expense	$	2,411		$	1,955		$	4,485		$	3,836		$	(456	)	(23.3	)%	$	(649	)	(16.9	)%

Corporate and other includes our Bristow Academy operations, supply chain management and corporate costs that have not been allocated out to other regions.

Current Quarter Compared to Comparable Quarter

Operating revenue decreased in the Current Quarter primarily due to a decrease in third-party part sales of $1.0 million and a decline in Bristow Academy revenue of $0.2 million.

Operating loss was lower for the Current Quarter as a result of reduced organizational restructuring costs and the inclusion of $7.6 million of inventory impairment charges in the Comparable Quarter. Adjusted EBITDA decreased primarily due to foreign currency transaction losses of $1.2 million recorded in the Current Quarter versus foreign currency transaction gains of $2.8 million for the Comparable Quarter.

During the Current and Comparable Quarters, we recorded $1.1 million and $3.8 million related to organizational restructuring costs, respectively, which along with the $7.6 million of inventory impairment charges in the Comparable Quarter, are excluded from adjusted EBITDA.

Current Period Compared to Comparable Period

Operating revenue decreased in the Current Period primarily due to a decrease in third-party part sales of $1.4 million and Bristow Academy revenue of $1.3 million.

Operating loss for the Current and Comparable Periods were most significantly impacted by $1.2 million and $7.6 million, respectively, of inventory impairment charges in addition to a decline in revenue, partially offset by a reduction in general and administrative expenses. Adjusted EBITDA decreased primarily due to foreign currency transaction losses of $3.0 million for the Current Period versus foreign currency transaction gains of $4.7 million for the Comparable Period. Also impacting adjusted EBITDA in the Current Period was a decline in revenue discussed above, partially offset by overall cost reduction activities that decreased general and administrative expenses.

66

During the Current and Comparable Periods, we recorded $9.4 million and $8.9 million related to organizational restructuring costs, respectively, which along with the $1.2 million and $7.6 million of inventory impairment charges in the Current and Comparable Period, respectively, are excluded from adjusted EBITDA.

Interest Expense, Net

	Three Months Ended   September 30,						Six Months Ended   September 30,						Favorable (Unfavorable)
	2017			2016			2017			2016			Quarter vs Quarter					Period vs Period
	(In thousands, except percentages)
Interest income	$	154		$	235		$	368		$	469		$	(81	)	(34.5	)%	$	(101	)	(21.5	)%
Interest expense	(17,728		)	(12,700		)	(33,867		)	(25,019		)	(5,028		)	(39.6	)%	(8,848		)	(35.4	)%
Amortization of debt discount	(78		)	(962		)	(101		)	(989		)	884			91.9	%	888			89.8	%
Amortization of debt fees	(1,793		)	(1,146		)	(2,940		)	(2,487		)	(647		)	(56.5	)%	(453		)	(18.2	)%
Capitalized interest	882			3,105			1,956			5,672			(2,223		)	(71.6	)%	(3,716		)	(65.5	)%
Interest expense, net	$	(18,563	)	$	(11,468	)	$	(34,584	)	$	(22,354	)	$	(7,095	)	(61.9	)%	$	(12,230	)	(54.7	)%

Interest expense, net increased in the Current Quarter compared to the Comparable Quarter and Current Period compared to the Comparable Period primarily due to an increase in borrowings and lower capitalized interest resulting from lower average construction in progress. Additionally, during the Current Quarter and Current Period we wrote-off $0.6 million of deferred financing fees related to early extinguishment of debt.

Other Income (Expense), Net

	Three Months Ended   September 30,						Six Months Ended   September 30,						Favorable (Unfavorable)
	2017			2016			2017			2016			Quarter vs Quarter					Period vs Period
	(In thousands, except percentages)
Foreign currency gains (losses) by region:
Europe Caspian	$	1,851		$	(1,272	)	$	1,445		$	(8,003	)	$	3,123		245.5	%	$	9,448		118.1	%
Africa	1,031			171			1,162			(143		)	860			*		1,305			*
Americas	(12		)	195			195			957			(207		)	(106.2	)%	(762		)	(79.6	)%
Asia Pacific	827			999			1,065			(953		)	(172		)	(17.2	)%	2,018			211.8	%
Corporate and other	(1,173		)	2,763			(3,021		)	4,741			(3,936		)	(142.5	)%	(7,762		)	(163.7	)%
Foreign currency gains (losses)	2,524			2,856			846			(3,401		)	(332		)	(11.6	)%	4,247			124.9	%
Other	34			147			67			215			(113		)	(76.9	)%	(148		)	(68.8	)%
Other income (expense), net	$	2,558		$	3,003		$	913		$	(3,186	)	$	(445	)	(14.8	)%	$	4,099		128.7	%

_____________ 

* percentage change too large to be meaningful or not applicable.

Other income (expense), net for the Current and Comparable Quarters and Current and Comparable Periods were most significantly impacted by foreign currency gains (losses). The foreign currency gains (losses) within other income (expense), net are reflected within the results (below operating income) of the regions shown in the table above.

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Taxes

	Three Months Ended   September 30,						Six Months Ended   September 30,						Favorable (Unfavorable)
	2017			2016			2017			2016			Quarter vs Quarter					Period vs Period
	(In thousands, except percentages)
Effective tax rate	(8.6		)%	14.8		%	(22.4		)%	9.5		%	23.4		%	158.1	%	31.9		%	335.8	%
Net foreign tax on non-U.S. earnings	$	5,009		$	485		$	5,180		$	715		$	(4,524	)	*		$	(4,465	)	*
Expense of foreign earnings indefinitely reinvested abroad	$	(19,246	)	$	2,475		$	(13,995	)	$	4,145		$	21,721		*		$	18,140		*
Expense (benefit) from change in tax contingency	$	4,678		$	40		$	4,694		$	(370	)	$	(4,638	)	*		$	(5,064	)	*
Impact of stock based compensation	$	591		$	—		$	2,236		$	—		$	(591	)	*		$	(2,236	)	*
Foreign statutory rate reduction	$	—		$	(730	)	$	—		$	(1,234	)	$	(730	)	*		$	(1,234	)	*
Deduction for foreign taxes	$	(406	)	$	(698	)	$	(1,144	)	$	(1,202	)	$	(292	)	(41.8	)%	$	(58	)	(4.8	)%
Change in valuation allowance	$	151		$	2,485		$	11,317		$	15,656		$	2,334		93.9	%	$	4,339		27.7	%

_____________ 

* percentage change too large to be meaningful or not applicable

In accordance with GAAP, we estimate the full-year effective tax rate from continuing operations and apply this rate to our year-to-date income from continuing operations. In addition, we separately calculate the tax impact of unusual or infrequent items, if any. The tax impact of such unusual or infrequent items is treated discretely in the quarter in which they occur.

The relationship between our provision for or benefit from income taxes and our pre-tax book income can vary significantly from period to period considering, among other factors, (a) the overall level of pre-tax book income, (b) changes in the blend of income that is taxed based on gross revenues or at high effective tax rates versus pre-tax book income or at low effective tax rates and (c) our geographical blend of pre-tax book income. Consequently, our income tax expense does not change proportionally with our pre-tax book income. Significant decreases in our pre-tax book income typically result in higher effective tax rates, while significant increases in pre-tax book income can lead to lower effective tax rates, subject to the other factors impacting income tax expense noted above. The increase in our effective tax rate excluding discrete items for the Current Quarter compared to the Comparable Quarter primarily related to an increase in the blend of earnings taxed in relatively high taxed jurisdictions versus low taxed jurisdictions. Additionally, during the Current and Comparable Quarters, we increased our valuation allowance by $0.2 million and $2.5 million, respectively, which also increased our effective tax rate. During the Current and Comparable Periods, we increased our valuation allowance by $11.3 million and $15.7 million, respectively.

Valuation allowances represent the reduction of our deferred tax assets. We evaluate our deferred tax assets quarterly which requires significant management judgment to determine the recoverability of these deferred tax assets by assessing whether it is more likely than not that some or all of the deferred tax asset will be realized before expiration. After considering all available positive and negative evidence using a “more likely than not” standard, we believe it is appropriate to value against deferred tax assets related to foreign tax credits and certain foreign net operating losses. As a result, for the Current and Comparable Quarters, we recorded a valuation allowance of $0.2 million and $2.5 million against net operating losses in certain foreign jurisdictions. For the Current and Comparable Periods, we recorded a valuation allowance of $7.6 million and $11.0 million, respectively, against foreign tax credits and $3.7 million and $4.7 million, respectively, against net operating losses in certain foreign jurisdictions. These valuation allowances recorded in the Current Quarter and Current Period combined with the impact of ongoing valuation allowances on our overall effective tax rate for fiscal year 2018 resulted in additional non-cash tax expense of $2.5 million in the Current Quarter and $16.3 million in the Current Period. Additionally, we recorded a one-time non-cash tax effect from repositioning of certain aircraft from one tax jurisdiction to another related to recent financing transactions resulting in additional tax expense of $0.7 million in the Current Quarter and $1.8 million in the Current Period.

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Liquidity and Capital Resources

Cash Flows

Operating Activities

Net cash flows used by operating activities were $35.3 million and $28.8 million during the Current Period and Comparable Period, respectively. The decrease in net cash flows from operating activities in the Current Period resulted from a combination of an increased net loss and lower cash flow from working capital changes. Changes in non-cash working capital used $27.0 million and generated $38.8 million in cash flows from operating activities for the Current Period and Comparable Period, respectively. This increased cash use primarily resulted from the timing of receivable collections and payment of accounts payable.

Investing Activities

Cash flows provided by investing activities were $17.9 million during the Current Period and cash flows used by investing activities was $90.0 million during the Comparable Period. Cash was used primarily for capital expenditures as follows:

	Six Months Ended   September 30,
	2017		2016
Number of aircraft delivered:
Medium	5		5
SAR aircraft	—		1
Total aircraft	5		6
Capital expenditures (in thousands):
Aircraft and equipment	$	16,489	$	95,574
Land and building	7,828		6,292
Total capital expenditures	$	24,317	$	101,866

In addition to these capital expenditures, investing cash flows were impacted by aircraft sales. During the Current Period, we received proceeds of $42.2 million primarily from the sale or disposal of six aircraft and certain other equipment. During the Comparable Period, we received $11.8 million in proceeds from the sale or disposal of six aircraft and certain other equipment.

Financing Activities

Cash flows provided by financing activities were $10.2 million and $56.4 million during the Current Period and Comparable Period, respectively. During the Current Period, we received $107.8 million from borrowings on our Revolving Credit Facility and $230 million from borrowings on our PK Air Debt. During the Current Period, we used cash to repay debt of $318.1 million (including $157.8 million related to our Revolving Credit Facility and $160.3 million related to other principal payments on debt) and pay dividends of $2.5 million on our Common Stock. During the Comparable Period, we received $191.5 million from borrowings on our Revolving Credit Facility. During the Comparable Period, we used cash to repay debt of $121.0 million, pay contingent consideration of $10.0 million and pay dividends of $4.9 million on our Common Stock.

Future Cash Requirements

Contractual Obligations, Commercial Commitments and Off Balance Sheet Arrangements

We have various contractual obligations that are recorded as liabilities on our condensed consolidated balance sheet. Other items, such as certain purchase commitments, interest payments and other executory contracts are not recognized as liabilities on our condensed consolidated balance sheet but are included in the table below. For example, we are contractually committed to make certain minimum lease payments for the use of property and equipment under operating lease agreements.

69

The following table summarizes our significant contractual obligations and other commercial commitments on an undiscounted basis as of September 30, 2017 and the future periods in which such obligations are expected to be settled in cash. In addition, the table reflects the timing of principal and interest payments on outstanding borrowings as of September 30, 2017. Additional details regarding these obligations are provided in Notes 5, 6, 7, and 9 in the “Notes to Consolidated Financial Statements” included in the fiscal year 2017 Annual Report and in Notes 3, 4, 5 and 7 in the “Notes to Condensed Consolidated Financial Statements” included elsewhere in this Quarterly Report.

	Payments Due by Period
			Six Months Ending March 31, 2018		Fiscal Year Ending March 31,
	Total				2019— 2020		2021— 2022		2023 and beyond
	(In thousands)
Contractual obligations:
Long-term debt and short-term borrowings:
Principal (1)	$	1,329,461	$	69,597	$	324,267	$	229,985	$	705,612
Interest (2)	298,216		34,944		121,050		100,104		42,118
Aircraft operating leases (3)	442,441		85,561		268,316		74,869		13,695
Other operating leases (4)	73,435		6,152		19,040		14,698		33,545
Pension obligations (5)	57,683		7,113		30,563		20,007		—
Aircraft purchase obligations (6)(7)(8)	446,919		65,186		174,450		155,696		51,587
Other purchase obligations (9)	41,111		40,286		825		—		—
Total contractual cash obligations	$	2,689,266	$	308,839	$	938,511	$	595,359	$	846,557
Other commercial commitments:
Letters of credit	$	20,962	$	20,962	$	—	$	—	$	—
Contingent consideration (10)	3,139		—		3,139		—		—
Total commercial commitments	$	24,101	$	20,962	$	3,139	$	—	$	—

_____________

⁽¹⁾  Excludes unamortized discount of $0.1 million on the Term Loan and unamortized debt issuance costs of $17.3 million.

⁽²⁾  Interest payments for variable interest debt are based on interest rates as of September 30, 2017.

⁽³⁾  Represents separate operating leases for aircraft.

⁽⁴⁾  Represents minimum rental payments required under non-aircraft operating leases that have initial or remaining non-cancelable lease terms in excess of one year.

⁽⁵⁾  Represents expected funding for defined benefit pension plans in future periods. These amounts are undiscounted and are based on the expectation that the U.K. pension plan will be fully funded in approximately five years. As of September 30, 2017, we had recorded on our balance sheet a $57.9 million pension liability associated with these obligations. The timing of the funding is dependent on actuarial valuations and resulting negotiations with the plan trustees.

⁽⁶⁾  In October and November 2017, through discussions with helicopter manufacturers we: (i) reached an agreement to defer payments of approximately $130 million in capital expenditures out of fiscal years 2019 and 2020 and into future periods and (ii) have a non-binding letter of understanding to defer payment of approximately $62 million in capital expenditures out of fiscal year 2018 and into future periods. These agreements are not reflected in the table above. For further details on our aircraft purchase obligations, see Note 5 in the “Notes to Condensed Consolidated Financial Statements” included elsewhere in this Quarterly Report.

⁽⁷⁾  Includes $4.4 million for final payments for aircraft delivered during fiscal year 2017 that is included in accounts payable as of September 30, 2017.

⁽⁸⁾  Includes $86.0 million for five aircraft orders that can be cancelled prior to delivery dates. As of September 30, 2017, we made non-refundable deposits of $4.5 million related to these aircraft.

⁽⁹⁾  Other purchase obligations primarily represent unfilled purchase orders for aircraft parts, commitments associated with upgrading facilities at our bases and non-cancelable power-by-the-hour maintenance commitments. For further details on the non-cancelable power-by-the-hour maintenance commitments, see Note 1 in the “Notes to Consolidated Financial Statements” included in the fiscal year 2017 Annual Report.

⁽¹⁰⁾  Includes $3.1 million related to Airnorth as of September 30, 2017. The Airnorth purchase agreement includes a potential earn-out of A$17 million ($13.0 million) to be paid over four years. During fiscal year 2016, a portion of the first year earn-out payment of A$2 million ($1.5 million) was paid as Airnorth achieved agreed performance targets. The remaining Airnorth earn-out, which is contingent upon both the achievement of agreed performance targets and the continued employment of the selling shareholders, will be included as general and administrative expense in our condensed consolidated statements of operations as earned. The earn-out for Airnorth is remeasured to fair value at each reporting date until the contingency is resolved and any changes in estimated fair value are recorded as accretion expense included in interest expense on our condensed consolidated statements of operations.

70

Capital Commitments and Other Uses of Cash

We have commitments and options to make capital expenditures over the next five fiscal years to purchase additional aircraft, including aircraft associated with the commitments reflected in the table above. Although a similar number of our existing aircraft may be sold during the same period, the additional aircraft on order are expected to provide incremental fleet capacity in terms of revenue, operating margin and adjusted EBITDA margin. See Note 5 in the “Notes to Condensed Consolidated Financial Statements” included elsewhere in this Quarterly Report for a detail of the number of aircraft under commitments and options expected to be delivered in the current and subsequent seven fiscal years by aircraft size along with the related expenditures, and for a rollforward of aircraft commitments and options through September 30, 2017.

As discussed under “— Executive Overview — Our Strategy”, cash may also be used in future periods to repurchase or otherwise retire debt, including our 6 ¼% Senior Notes due 2022, or for any acquisition opportunities we believe are aligned with our long-term strategy.

Financial Condition and Sources of Liquidity

We manage our liquidity through generation of cash from operations while assessing our funding needs on an ongoing basis. Historically, while we have generated cash from operations, financing cash flows also have been a significant source of liquidity over the past several years. The significant factors that affect our overall liquidity include cash from or used to fund operations, capital expenditure commitments, debt service, pension funding, adequacy of bank lines of credit and our ability to attract capital on satisfactory terms.

Substantially all of our cash balances are held outside the U.S. and are generally used to meet the liquidity needs of our non-U.S. operations. Most of our cash held outside the U.S. could be repatriated to the U.S., but under current law, any such repatriation would be subject to U.S. federal income tax, as adjusted for applicable foreign tax credits. We have provided for U.S. federal income taxes on undistributed foreign earnings where we have determined that such earnings are not indefinitely reinvested. We expect to meet the continuing funding requirements of our U.S. operations with cash generated by such U.S. operations, cash from earnings generated by non-U.S. operations that are not indefinitely reinvested and our existing Revolving Credit Facility. If cash held by non-U.S. operations is required for funding operations in the U.S., and if U.S. tax has not previously been provided on the earnings of such operations, we would make a provision for additional U.S. tax in connection with repatriating this cash, which may be material to our cash flow and results of operations.

We expect that our cash on deposit as of November 3, 2017 of approximately $88.2 million, proceeds from aircraft sales and available borrowing capacity under our Revolving Credit Facility ($253.5 million as of November 3, 2017), as well as any future financings (which may include additional equipment financings and capital market transactions), will be sufficient to satisfy our operating needs, existing capital commitments and other contractual cash obligations, including our debt obligations. However, we may need to pursue financings or capital market transactions, complete aircraft sales or defer capital expenditures in order to have sufficient liquidity to satisfy existing capital commitments and other contractual obligations, including debt obligations due in April 2019. The available borrowing capacity under our Revolving Credit Facility was $292.0 million as of September 30, 2017. While we plan to continue to be disciplined concerning future capital commitments, we also intend to continue managing our capital structure and liquidity position with external financings, as needed. Our strategy will involve funding our short-term liquidity requirements with borrowings under our Revolving Credit Facility and funding our long-term capital needs with operating leases, bank debt, private and public debt and equity offerings.

71

Critical Accounting Policies and Estimates

See Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Policies and Estimates” in the fiscal year 2017 Annual Report for a discussion of our critical accounting policies. There have been no material changes to our critical accounting policies and estimates provided in the fiscal year 2017 Annual Report.

Recent Accounting Pronouncements

See Note 1 in the “Notes to Condensed Consolidated Financial Statements” included elsewhere in this Quarterly Report for a discussion of recent accounting pronouncements.

Item 3.    Quantitative and Qualitative Disclosures about Market Risk.

We are subject to certain market risks arising from the use of financial instruments in the ordinary course of business. This risk arises primarily as a result of potential changes in the fair market value of financial instruments that would result from adverse fluctuations in foreign currency exchange rates, credit risk, and interest rates as discussed in “Item 7A. Quantitative and Qualitative Disclosures About Market Risk” in the fiscal year 2017 Annual Report and Note 1 in the “Notes to Condensed Consolidated Financial Statements” included elsewhere in this Quarterly Report.

Item 4.    Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

We carried out an evaluation, under the supervision of and with the participation of our management, including Jonathan E. Baliff, our Chief Executive Officer (“CEO”), and L. Don Miller, our Chief Financial Officer (“CFO”), of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act) as of September 30, 2017. Based on that evaluation, our CEO and CFO concluded that such disclosure controls and procedures were effective to ensure that information required to be disclosed in our periodic reports filed under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the Securities and Exchange Commission’s rules and forms and such information is accumulated and communicated to our management as appropriate to allow for timely decisions regarding required disclosure under the Exchange Act.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting during the quarter ended September 30, 2017 that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

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PART II — OTHER INFORMATION

Item 1.    Legal Proceedings.

We have certain actions or claims pending that have been discussed and previously reported in Part I. Item 3. “Legal Proceedings” in the fiscal year 2017 Annual Report. Developments in these previously reported matters, if any, are described in Note 5 in the “Notes to Condensed Consolidated Financial Statements” included elsewhere in this Quarterly Report.

Item 1A. Risk Factors.

Except as discussed below, there have been no material changes during the three and six months endedSeptember 30, 2017 in our “Risk Factors” as discussed in the fiscal year 2017 Annual Report.

Item 2.    Unregistered Sales of Equity Securities and Use of Proceeds and Issuer Repurchases of Equity Securities

Not applicable.

Item 3.    Defaults Upon Senior Securities

Not applicable.

Item 4.    Mine Safety Disclosures

Not applicable.

Item 5.    Other Information

None.

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Item 6.    Exhibits

The following exhibits are filed as part of this Quarterly Report:

Exhibit Number	Description of Exhibit
15.1*	Letter from KPMG LLP dated November 8, 2017, regarding unaudited interim information.
31.1**	Rule 13a-14(a) Certification by Chief Executive Officer of Registrant.
31.2**	Rule 13a-14(a) Certification by Chief Financial Officer of Registrant
32.1**	Certification of Chief Executive Officer of Registrant pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**	Certification of Chief Financial Officer of Registrant pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	XBRL Instance Document.
101.SCH	XBRL Taxonomy Extension Schema Document.
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB	XBRL Taxonomy Extension Labels Linkbase Document.
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document.
*	Filed herewith.
**	Furnished herewith.

74

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

BRISTOW GROUP INC.
By:	/s/ L. Don Miller
	L. Don Miller Senior Vice President and Chief Financial Officer

By:	/s/ Brian J. Allman
	Brian J. Allman Vice President, Chief Accounting Officer

November 8, 2017

75

Index to Exhibits.

Exhibit Number	Description of Exhibit
15.1*	Letter from KPMG LLP dated November 8, 2017, regarding unaudited interim information.
31.1**	Rule 13a-14(a) Certification by Chief Executive Officer of Registrant.
31.2**	Rule 13a-14(a) Certification by Chief Financial Officer of Registrant
32.1**	Certification of Chief Executive Officer of Registrant pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**	Certification of Chief Financial Officer of Registrant pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	XBRL Instance Document.
101.SCH	XBRL Taxonomy Extension Schema Document.
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB	XBRL Taxonomy Extension Labels Linkbase Document.
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document.
*	Filed herewith.
**	Furnished herewith.

EX-15.1

EXHIBIT 15.1

Report of Independent Registered Public Accounting Firm

Bristow Group Inc.

Houston, Texas

Re: Bristow Group Inc. Registration Statement Nos. 333-115473, 333-121207, 333-145178, 333-192182, and 333-212873 on Form S-8 and No. 333-206535 on Form S-3.

With respect to the subject registration statements, we acknowledge our awareness of the use therein of our report dated November 8, 2017 related to our review of interim financial statements. Pursuant to Rule 436 under the Securities Act of 1933 (the Act), such report is not considered part of a registration statement prepared or certified by an independent registered public accounting firm, or a report prepared or certified by an independent registered public accounting firm within the meaning of Sections 7 and 11 of the Act.

/s/ KPMG LLP

Houston, Texas

November 8, 2017

EX-31.1

EXHIBIT 31.1

Certification of Chief Executive Officer

Pursuant to Exchange Act Rule 13a-14(a) or 15d-14(a)

I, Jonathan E. Baliff, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Bristow Group Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: November 8, 2017

/s/ Jonathan E. Baliff

Jonathan E. Baliff

President and Chief Executive Officer

EX-31.2

EXHIBIT 31.2

Certification of Chief Financial Officer

Pursuant to Exchange Act Rule 13a-14(a) or 15d-14(a)

I, L. Don Miller, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Bristow Group Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: November 8, 2017

/s/ L. Don Miller

L. Don Miller

Senior Vice President and Chief Financial Officer

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Bristow Group Inc. (the “Company”) for the period ended September 30, 2017, as filed with the Securities and Exchange Commission as of the date hereof (the “Report”), I, Jonathan E. Baliff, President and Chief Executive Officer of the Company, hereby certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d), as appropriate, of the Securities Exchange Act of 1934, as amended; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

	/s/ Jonathan E. Baliff
Name:	Jonathan E. Baliff
Title:	President and Chief Executive Officer
Date:	November 8, 2017

EX-32.2

EXHIBIT 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Bristow Group Inc. (the “Company”) for the period ended September 30, 2017, as filed with the Securities and Exchange Commission as of the date hereof (the “Report”), I, L. Don Miller, Senior Vice President and Chief Financial Officer of the Company, hereby certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d), as appropriate, of the Securities Exchange Act of 1934, as amended; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

	/s/ L. Don Miller
Name:	L. Don Miller
Title:	Senior Vice President and Chief Financial Officer
Date:	November 8, 2017

XML

Document and Entity Information - shares	6 Months Ended
	Sep. 30, 2017	Nov. 03, 2017
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2017
Entity Registrant Name	Bristow Group Inc.
Entity Central Index Key	0000073887
Current Fiscal Year End Date	--03-31
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		35,365,418
Document Fiscal Year Focus	2018
Document Fiscal Period Focus	Q2

XML

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Gross revenue:
Operating revenue from non-affiliates	$ 340,593	$ 325,315	$ 662,711	$ 663,990
Operating revenue from affiliates	17,399	18,347	35,010	35,856
Reimbursable revenue from non-affiliates	15,684	13,805	28,064	27,019
Total consolidated gross revenue	373,676	357,467	725,785	726,865
Operating expense:
Direct cost	284,713	281,630	570,264	571,173
Reimbursable expense	15,414	13,276	27,640	25,890
Depreciation and amortization	31,381	28,592	62,437	63,286
General and administrative	48,622	51,274	95,329	103,869
Operating expense	380,130	374,772	755,670	764,218
Loss on impairment	0	(7,572)	(1,192)	(7,572)
Loss on disposal of assets	(8,526)	(2,186)	(7,827)	(12,203)
Earnings from unconsolidated affiliates, net of losses	2,063	181	1,398	4,011
Operating loss	(12,917)	(26,882)	(37,506)	(53,117)
Interest expense, net	(18,563)	(11,468)	(34,584)	(22,354)
Other income (expense), net	2,558	3,003	913	(3,186)
Loss before provision for income taxes	(28,922)	(35,347)	(71,177)	(78,657)
Benefit (provision) for income taxes	(2,474)	5,240	(15,965)	7,478
Net loss	(31,396)	(30,107)	(87,142)	(71,179)
Net loss attributable to noncontrolling interests	187	310	658	610
Net loss attributable to Bristow Group	$ (31,209)	$ (29,797)	$ (86,484)	$ (70,569)
Loss per common share:
Basic (in dollars per share)	$ (0.88)	$ (0.85)	$ (2.45)	$ (2.02)
Diluted (in dollars per share)	(0.88)	(0.85)	(2.45)	(2.02)
Cash dividends declared per common share (in dollars per share)	$ 0	$ 0.07	$ 0.07	$ 0.14

XML

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Statement of Comprehensive Income [Abstract]
Net loss	$ (31,396)	$ (30,107)	$ (87,142)	$ (71,179)
Other comprehensive loss:
Currency translation adjustments	10,691	(5,439)	20,451	(12,574)
Total comprehensive loss	(20,705)	(35,546)	(66,691)	(83,753)
Net loss attributable to noncontrolling interests	187	310	658	610
Currency translation adjustments attributable to noncontrolling interests	237	(523)	547	(4,965)
Total comprehensive (income) loss attributable to noncontrolling interests	424	(213)	1,205	(4,355)
Total comprehensive loss attributable to Bristow Group	$ (20,281)	$ (35,759)	$ (65,486)	$ (88,108)

XML

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2017	Mar. 31, 2017
Current assets:
Cash and cash equivalents	$ 97,343	$ 96,656
Accounts receivable from non-affiliates	225,940	198,129
Accounts receivable from affiliates	11,932	8,786
Inventories	131,616	124,911
Assets held for sale	34,934	38,246
Prepaid expenses and other current assets	44,089	41,143
Total current assets	545,854	507,871
Investment in unconsolidated affiliates	211,499	210,162
Property and equipment – at cost:
Land and buildings	243,355	231,448
Aircraft and equipment	2,617,835	2,622,701
Total property and equipment, at cost	2,861,190	2,854,149
Less – Accumulated depreciation and amortization	(664,450)	(599,785)
Total property and equipment, net	2,196,740	2,254,364
Goodwill	20,364	19,798
Other assets	114,066	121,652
Total assets	3,088,523	3,113,847
Current liabilities:
Accounts payable	97,762	98,215
Accrued wages, benefits and related taxes	51,390	59,077
Income taxes payable	14,064	15,145
Other accrued taxes	9,610	9,611
Deferred revenue	21,889	19,911
Accrued maintenance and repairs	29,651	22,914
Accrued interest	12,456	12,909
Other accrued liabilities	55,837	46,679
Deferred taxes		830
Short-term borrowings and current maturities of long-term debt	113,519	131,063
Total current liabilities	406,178	416,354
Long-term debt, less current maturities	1,198,587	1,150,956
Accrued pension liabilities	57,928	61,647
Other liabilities and deferred credits	31,873	28,899
Deferred taxes	154,927
Deferred taxes		154,873
Commitments and contingencies (Note 5)
Redeemable noncontrolling interest	6,002	6,886
Stockholders’ investment:
Common stock, $.01 par value, authorized 90,000,000; outstanding: 35,361,536 as of September 30 and 35,213,991 as of March 31 (exclusive of 1,291,441 treasury shares)	381	379
Additional paid-in capital	815,990	809,995
Retained earnings	902,957	991,906
Accumulated other comprehensive loss	(307,279)	(328,277)
Treasury shares, at cost (2,756,419 shares)	(184,796)	(184,796)
Total Bristow Group stockholders’ investment	1,227,253	1,289,207
Noncontrolling interests	5,775	5,025
Total stockholders’ investment	1,233,028	1,294,232
Total liabilities, redeemable noncontrolling interest and stockholders’ investment	$ 3,088,523	$ 3,113,847

XML

CONDENSED CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) - $ / shares	Sep. 30, 2017	Mar. 31, 2017
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	90,000,000	90,000,000
Common stock, shares outstanding	35,361,536	35,213,991
Treasury stock, shares acquired, par value method	1,291,441	1,291,441
Treasury stock, shares acquired, cost method	2,756,419	2,756,419

XML

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Cash flows from operating activities:
Net loss	$ (87,142)	$ (71,179)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	62,437	63,286
Deferred income taxes	1,197	(20,060)
Write-off of deferred financing fees	621	0
Discount amortization on long-term debt	101	989
Loss on disposal of assets	7,827	12,203
Loss on impairment	1,192	7,572
Stock-based compensation	6,542	6,244
Equity in earnings from unconsolidated affiliates in excess of dividends received	(1,190)	(3,528)
Increase (decrease) in cash resulting from changes in:
Accounts receivable	(25,222)	24,395
Inventories	(1,848)	(797)
Prepaid expenses and other assets	7,320	(4,910)
Accounts payable	(4,581)	18,169
Accrued liabilities	(2,635)	1,939
Other liabilities and deferred credits	47	(5,528)
Net cash provided by (used in) operating activities	(35,334)	28,795
Cash flows from investing activities:
Capital expenditures	(24,317)	(101,866)
Proceeds from asset dispositions	42,244	11,819
Net cash provided by (used in) investing activities	17,927	(90,047)
Cash flows from financing activities:
Proceeds from borrowings	338,018	195,954
Debt issuance costs	(6,695)	(2,925)
Repayment of debt	(318,130)	(120,966)
Partial prepayment of put/call obligation	(23)	(25)
Payment of contingent consideration	0	(10,000)
Common stock dividends paid	(2,465)	(4,910)
Repurchases for tax withholdings on vesting of equity awards	(548)	(757)
Net cash provided by financing activities	10,157	56,371
Effect of exchange rate changes on cash and cash equivalents	7,937	1,239
Net increase (decrease) in cash and cash equivalents	687	(3,642)
Cash and cash equivalents at beginning of period	96,656	104,310
Cash and cash equivalents at end of period	97,343	100,668
Cash paid during the period for:
Interest	33,669	24,240
Income taxes	$ 13,237	$ 8,401

XML

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY AND REDEEMABLE NONCONTROLLING INTEREST - 6 months ended Sep. 30, 2017 - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Retained Earnings	Accumulated Other Comprehensive Income (Loss)	Treasury Stock	Noncontrolling Interests
Redeemable noncontrolling interest, beginning period at Mar. 31, 2017	$ 6,886
Increase (Decrease) in Temporary Equity [Roll Forward]
Currency translation adjustments	452
Net loss	(1,336)
Redeemable noncontrolling interest, ending balance at Sep. 30, 2017	6,002
Balance as of March 31, 2017 at Mar. 31, 2017	$ 1,294,232	$ 379	$ 809,995	$ 991,906	$ (328,277)	$ (184,796)	$ 5,025
Common stock, shares beginning balance at Mar. 31, 2017	35,213,991	35,213,991
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock	$ 5,997	$ 2	5,995
Issuance of common stock, shares		147,545
Distributions paid to noncontrolling interests	(23)						(23)
Common stock dividends ($0.07 per share)	(2,465)			(2,465)
Currency translation adjustments	95						95
Net loss	(85,806)			(86,484)			678
Other comprehensive income	20,998				20,998
Balance as of September 30, 2017 at Sep. 30, 2017	$ 1,233,028	$ 381	$ 815,990	$ 902,957	$ (307,279)	$ (184,796)	$ 5,775
Common stock, shares ending balance at Sep. 30, 2017	35,361,536	35,361,536

XML

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY AND REDEEMABLE NONCONTROLLING INTEREST (PARENTHETICAL) - $ / shares	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Statement of Stockholders' Equity [Abstract]
Common stock dividends per share	$ 0	$ 0.07	$ 0.07	$ 0.14

XML

BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Sep. 30, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The condensed consolidated financial statements include the accounts of Bristow Group Inc. and its consolidated entities (“Bristow Group”, the “Company”, “we”, “us”, or “our”) after elimination of all significant intercompany accounts and transactions. Our fiscal year ends March 31, and we refer to fiscal years based on the end of such period. Therefore, the fiscal year ending March 31, 2018 is referred to as “fiscal year 2018”. Pursuant to the rules and regulations of the U.S. Securities and Exchange Commission, the information contained in the following notes to condensed consolidated financial statements is condensed from that which would appear in the annual consolidated financial statements; accordingly, the condensed consolidated financial statements included herein should be read in conjunction with the consolidated financial statements and related notes thereto contained in our fiscal year 2017 Annual Report (the “fiscal year 2017 Financial Statements”). Operating results for the interim period presented are not necessarily indicative of the results that may be expected for the entire fiscal year.

The condensed consolidated financial statements included herein are unaudited; however, they include all adjustments of a normal recurring nature which, in the opinion of management, are necessary for a fair presentation of the consolidated balance sheet of the Company as of September 30, 2017, the consolidated statements of operations and comprehensive loss for the three and six months endedSeptember 30, 2017 and 2016, the consolidated cash flows for the six months endedSeptember 30, 2017 and 2016, and the consolidated statements of changes in equity and redeemable noncontrolling interest for the six months endedSeptember 30, 2017.

Foreign Currency

During the three and six months endedSeptember 30, 2017 and 2016, our primary foreign currency exposure was to the British pound sterling, the euro, the Australian dollar, the Norwegian kroner and the Nigerian naira. The value of these currencies has fluctuated relative to the U.S. dollar as indicated in the following table:

	Three Months Ended   September 30,		Six Months Ended   September 30,
	2017	2016	2017	2016
One British pound sterling into U.S. dollars
High	1.36	1.34	1.36	1.48
Average	1.31	1.31	1.29	1.37
Low	1.28	1.29	1.24	1.29
At period-end	1.34	1.30	1.34	1.30
One euro into U.S. dollars
High	1.20	1.13	1.20	1.15
Average	1.17	1.12	1.14	1.12
Low	1.13	1.10	1.06	1.10
At period-end	1.18	1.12	1.18	1.12
One Australian dollar into U.S. dollars
High	0.81	0.77	0.81	0.78
Average	0.79	0.76	0.77	0.75
Low	0.76	0.74	0.74	0.72
At period-end	0.78	0.77	0.78	0.77
One Norwegian kroner into U.S. dollars
High	0.1294	0.1251	0.1294	0.1251
Average	0.1257	0.1201	0.1216	0.1206
Low	0.1190	0.1163	0.1152	0.1163
At period-end	0.1256	0.1251	0.1256	0.1251
One Nigerian naira into U.S. dollars
High	0.0032	0.0036	0.0033	0.0050
Average	0.0029	0.0032	0.0031	0.0040
Low	0.0027	0.0029	0.0027	0.0029
At period-end	0.0028	0.0032	0.0028	0.0032

_____________ 

Source: FactSet

Other income (expense), net, in our condensed consolidated statements of operations includes foreign currency transaction gains of $2.5 million and $2.9 million for the three months endedSeptember 30, 2017 and 2016, respectively, and foreign currency transaction gains of $0.8 million and foreign currency transaction losses of $3.4 million for the six months endedSeptember 30, 2017 and 2016, respectively. Transaction gains and losses represent the revaluation of monetary assets and liabilities from the currency that will ultimately be settled into the functional currency of the legal entity holding the asset or liability. The gains for the three and six months ended September 30, 2017 were primarily driven by U.S. dollar net assets on Nigerian naira legal entities while the naira weakened against the U.S. dollar. The gains recorded for the three months ended September 30, 2016 were primarily driven by amounts owed in British pound sterling on U.S. dollar legal entities while the pound sterling depreciated against the U.S. dollar, which was in excess of U.S. dollar liabilities revalued on pound sterling legal entities. The losses for the six months ended September 30, 2016 were primarily driven by U.S. dollar net liabilities on Nigerian naira legal entities while the naira devalued against the U.S. dollar.

Our earnings from unconsolidated affiliates, net of losses, are also affected by the impact of changes in foreign currency exchange rates on the reported results of our unconsolidated affiliates. During the three months endedSeptember 30, 2017 and 2016, earnings from unconsolidated affiliates, net of losses, increased $0.3 million and decreased $1.3 million, respectively, and during the six months endedSeptember 30, 2017 and 2016, earnings from unconsolidated affiliates, net of losses, decreased by $0.9 million and $1.3 million, respectively, as a result of the impact of changes in foreign currency exchange rates on the earnings of our unconsolidated affiliates, primarily the impact of changes in the Brazilian real to U.S. dollar exchange rate on earnings for our affiliate in Brazil. The value of the Brazilian real has fluctuated relative to the U.S. dollar as indicated in the following table:

	Three Months Ended   September 30,		Six Months Ended   September 30,
	2017	2016	2017	2016
One Brazilian real into U.S. dollars
High	0.3244	0.3191	0.3244	0.3191
Average	0.3162	0.3083	0.3138	0.2966
Low	0.3009	0.2991	0.2995	0.2702
At period-end	0.3161	0.3078	0.3161	0.3078

_____________ 

Source: FactSet

We estimate that the fluctuation of currencies versus the same period in the prior fiscal year had the following effect on our financial condition and results of operations (in thousands):

	Three Months Ended   September 30, 2017			Six Months Ended   September 30, 2017
Revenue	$	3,129		$	(15,675	)
Operating expense	(4,090		)	9,621
Earnings from unconsolidated affiliates, net of losses	1,514			424
Non-operating expense	(332		)	4,247
Income before provision for income taxes	221			(1,383		)
Provision for income taxes	673			1,874
Net income	894			491
Cumulative translation adjustment	10,928			20,998
Total stockholders’ investment	$	11,822		$	21,489

Revenue Recognition

In general, we recognize revenue when it is both realized or realizable and earned. We consider revenue to be realized or realizable and earned when the following conditions exist: there is persuasive evidence of an arrangement (generally a client contract exists); the services or products have been performed or delivered to the client; the sales price is fixed or determinable; and collection has occurred or is probable.

Revenue from helicopter services, including search and rescue (“SAR”) services, is recognized based on contractual rates as the related services are performed. The charges under these contracts are generally based on a two-tier rate structure consisting of a daily or monthly fixed fee plus additional fees for each hour flown. These contracts are for varying periods and generally permit the client to cancel the contract before the end of the term. We also provide services to clients on an “ad hoc” basis, which usually entails a shorter contract notice period and duration. The charges for ad hoc services are based on an hourly rate or a daily or monthly fixed fee plus additional fees for each hour flown. In order to offset potential increases in operating costs, our long-term contracts may provide for periodic increases in the contractual rates charged for our services. We recognize the impact of these rate increases when the criteria outlined above have been met. This generally includes written recognition from the clients that they are in agreement with the amount of the rate escalation. Cost reimbursements from clients are recorded as reimbursable revenue with the related reimbursed costs recorded as reimbursable expense on our condensed consolidated statements of operations.

Eastern Airways International Limited (“Eastern Airways”) and Capiteq Limited, operating under the name Airnorth, primarily earn revenue through charter and scheduled airline services and provision of airport services (Eastern Airways only). Both chartered and scheduled airline service revenue is recognized net of passenger taxes and discounts. Revenue is recognized at the earlier of the period in which the service is provided or the period in which the right to travel expires, which is determined by the terms and conditions of the ticket. Ticket sales are recorded within deferred revenue in accordance with the above policy. Airport services revenue is recognized when earned.

Bristow Academy, our helicopter training unit, primarily earns revenue from military training, flight training provided to individual students and ground school courses. We recognize revenue from these sources using the same revenue recognition principles described above as services are provided.

Interest Expense, Net

During the three and six months endedSeptember 30, 2017 and 2016, interest expense, net consisted of the following (in thousands):

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Interest income	$	154		$	235		$	368		$	469
Interest expense	(18,717		)	(11,703		)	(34,952		)	(22,823		)
Interest expense, net	$	(18,563	)	$	(11,468	)	$	(34,584	)	$	(22,354	)

Accounts Receivable

As of both September 30 and March 31, 2017, the allowance for doubtful accounts for non-affiliates was $4.5 million. There were no allowances for doubtful accounts related to accounts receivable due from affiliates as of September 30 and March 31, 2017. The allowance for doubtful accounts for non-affiliates as of September 30, 2017 primarily relates to amounts due from clients in Nigeria for which we no longer believe collection is probable.

Inventories

As of September 30 and March 31, 2017, inventories were net of allowances of $22.8 million and $21.5 million, respectively. During the six months endedSeptember 30, 2017, as a result of changes in expected future utilization of aircraft within our training fleet we recorded a $1.2 million charge to impair inventory used on our training fleet, which is included in loss on impairment on our condensed consolidated statement of operations.

Prepaid Expenses and Other Current Assets

As of September 30 and March 31, 2017, prepaid expenses and other current assets included the short-term portion of contract acquisition and pre-operating costs totaling $11.3 million and $9.7 million, respectively, related to the SAR contracts in the U.K. and two client contracts in Norway, which are recoverable under the contracts and will be expensed over the terms of the contracts. For the three months endedSeptember 30, 2017 and 2016, we expensed $2.8 million and $3.5 million, respectively, and for both the six months endedSeptember 30, 2017 and 2016, we expensed $5.7 million, related to these contracts.

Goodwill

Goodwill is recorded when the cost of acquired businesses exceeds the fair value of the identifiable net assets acquired. Goodwill has an indefinite useful life and is not amortized, but is assessed for impairment annually or when events or changes in circumstances indicate that a potential impairment exists.

Goodwill of $20.4 million and $19.8 million as of September 30 and March 31, 2017, respectively, related to our Asia Pacific reporting unit was as follows (in thousands):

	Asia Pacific		Total
March 31, 2017	$	19,798	$	19,798
Foreign currency translation	566		566
September 30, 2017	$	20,364	$	20,364

Accumulated goodwill impairment of $50.9 million as of both September 30 and March 31, 2017 related to our reporting units were as follows (in thousands):

	Europe Caspian			Africa			Americas			Corporate and other			Total
March 31, 2017	$	(33,883	)	$	(6,179	)	$	(576	)	$	(10,223	)	$	(50,861	)
Impairments	—			—			—			—			—
September 30, 2017	$	(33,883	)	$	(6,179	)	$	(576	)	$	(10,223	)	$	(50,861	)

Other Intangible Assets

Intangible assets with finite useful lives are amortized over their respective estimated useful lives to their estimated residual values. Intangible assets by type were as follows (in thousands):

	Client contracts			Client relationships			Trade name and trademarks			Internally developed software			Licenses			Total
	Gross Carrying Amount
March 31, 2017	$	8,169		$	12,752		$	4,483		$	1,062		$	746		$	27,212
Foreign currency translation	1			56			245			28			7			337
September 30, 2017	$	8,170		$	12,808		$	4,728		$	1,090		$	753		$	27,549
	Accumulated Amortization
March 31, 2017	$	(8,155	)	$	(11,071	)	$	(908	)	$	(685	)	$	(657	)	$	(21,476	)
Amortization expense	(10		)	(152		)	(146		)	(110		)	(30		)	(448		)
September 30, 2017	$	(8,165	)	$	(11,223	)	$	(1,054	)	$	(795	)	$	(687	)	$	(21,924	)
Weighted average remaining contractual life, in years	0.1			3.6			13.1			1.8			1.6			5.2

Future amortization expense of intangible assets for each of the years ending March 31 is as follows (in thousands):

2018	$	440
2019	762
2020	467
2021	467
2022	467
Thereafter	3,022
	$	5,625

The Bristow Norway AS and Eastern Airways acquisitions, included in our Europe Caspian region, resulted in intangible assets for client contracts, client relationships, trade names and trademarks, internally developed software and licenses. The Airnorth acquisition, included in our Asia Pacific region, resulted in intangible assets for client contracts, client relationships and trade name and trademarks.

Other Assets

In addition to the other intangible assets described above, other assets included the long-term portion of contract acquisition and pre-operating costs totaling $53.5 million and $51.1 million, respectively, as of September 30 and March 31, 2017, related to the SAR contracts in the U.K. and two client contracts in Norway, which are recoverable under the contracts and will be expensed over the terms of the contracts.

Property and Equipment and Assets Held for Sale

During the three and six months endedSeptember 30, 2017 and 2016, we made capital expenditures as follows:

	Three Months Ended   September 30,				Six Months Ended   September 30,
	2017		2016		2017		2016
Number of aircraft delivered:
Medium	2		5		5		5
SAR aircraft	—		1		—		1
Total aircraft	2		6		5		6
Capital expenditures (in thousands):
Aircraft and equipment (1)	$	5,679	$	78,087	$	16,489	$	95,574
Land and buildings	6,085		2,716		7,828		6,292
Total capital expenditures	$	11,764	$	80,803	$	24,317	$	101,866

_____________ 

⁽¹⁾ During the three months ended September 30, 2017 and 2016, we spent $1.0 million and $63.7 million, respectively, and during the six months endedSeptember 30, 2017 and 2016, we spent $2.3 million and $66.8 million, respectively, on progress payments for aircraft to be delivered in future periods.

The following table presents details on the aircraft sold or disposed of and impairments on assets held for sale during the three and six months endedSeptember 30, 2017 and 2016:

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017		2016
	(In thousands, except for number of aircraft)
Number of aircraft sold or disposed of	—			—			6		6
Proceeds from sale or disposal of assets	$	269		$	329		$	42,244	$	11,819
Gain (loss) from sale or disposal of assets (1)	$	(343	)	$	(1,175	)	$	1,920	$	(1,043	)
Number of aircraft impaired	2			6			4		13
Impairment charges on assets held for sale (1)(2)	$	8,183		$	1,011		$	9,747	$	11,160

_____________ 

⁽¹⁾  Included in gain (loss) on disposal of assets on our condensed consolidated statements of operations.

⁽²⁾  Includes a $6.5 million impairment of the Bristow Academy disposal group for the three and six months ended September 30, 2017.

On November 1, 2017, we sold our 100% interest in Bristow Academy. As of September 30, 2017, we concluded the disposal group, comprised of the Bristow Academy, assets and liabilities met the assets held for sale criteria under ASC 360, but did not meet the requirements for classification as discontinued operations. We evaluated the carrying value of the Bristow Academy disposal group and determined an impairment of $6.5 million, recorded within loss on disposal of assets on our condensed consolidated statement of operations, was necessary to record the disposal group at fair value based on the terms of the sale. The condensed consolidated balance sheet as of September 30, 2017, includes amounts attributable to the Bristow Academy disposal group of current assets of $1.4 million, $1.2 million and $0.3 million included within Accounts Receivable from non-affiliates, Inventories, and Prepaid expenses and other current assets, respectively, and $1.4 million and $0.4 million included within Other accrued liabilities and Accounts payable, respectively. The Bristow Academy disposal group is included in Corporate and other in Note 9 - Segment Information.

During the three and six months endedSeptember 30, 2016, we recorded accelerated depreciation of $1.3 million and $8.2 million on six and 11 aircraft, respectively, as our management decided to exit these model types earlier than originally anticipated.

Recent Accounting Pronouncements

We consider the applicability and impact of all accounting standard updates (“ASUs”). ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial position or results of operations.

In May 2014, the Financial Accounting Standards Board (the “FASB”) issued accounting guidance on revenue recognition for revenue from contracts with customers. This accounting guidance requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers and will replace most existing revenue recognition guidance when it becomes effective. This new standard is effective for annual reporting periods beginning after December 15, 2016. However, in July 2015, the FASB approved the deferral of the effective date of the revenue recognition standard permitting public entities to apply the new revenue standard to annual reporting periods beginning after December 15, 2017. Early application is permitted, but not before the original effective date of December 15, 2016. The standard is required to be adopted using either the full retrospective approach, with all prior periods presented adjusted, or the modified retrospective approach, with a cumulative adjustment to retained earnings on the balance sheet. We have not adopted this standard yet but expect to adopt the new revenue standard using the modified retrospective transition approach. We are continuing to evaluate the effect this accounting guidance will have on our financial statements and related disclosures and are still assessing the differences between the new revenue standard and current accounting practices.

In November 2015, the FASB issued accounting guidance that changed how deferred taxes are classified on an entity’s balance sheet. The accounting guidance requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as noncurrent on the balance sheet. The new guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016 and early adoption is permitted. The guidance may be applied either prospectively, for all deferred tax assets and liabilities, or retrospectively. If applied prospectively, entities are required to include a statement that prior periods were not retrospectively adjusted. If applied retrospectively, entities are also required to include quantitative information about the effects of the change on prior periods. We adopted this accounting guidance using the prospective adjustment option effective April 1, 2017 and prior periods were not retrospectively adjusted. As of March 31, 2017, we had $0.1 million in current deferred tax assets and $0.8 million in current deferred tax liabilities. As a result of this adoption, as of April 1, 2017 and going forward we will classify all current deferred taxes as non-current.

In February 2016, the FASB issued accounting guidance which amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. This accounting guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, with early adoption permitted. Additionally, this accounting guidance requires a modified retrospective transition approach for all leases existing at, or entered into after the date of initial application, with an option to use certain transition relief. We have not yet adopted this standard and are currently evaluating the effect this standard will have on our financial statements.

In March 2016, the FASB issued accounting guidance related to accounting for employee share-based payments. The accounting guidance is intended to simplify several aspects of accounting for share-based payment award transactions including income tax consequences, classification of awards as either equity or liabilities and classification on the statements of cash flows. This accounting guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016 and early adoption is permitted. We adopted this standard effective April 1, 2017. The requirements related to the tax consequences of share-based payments were applied prospectively and resulted in $2.2 million recorded as an increase to the income tax provision during the six months endedSeptember 30, 2017. We elected to record forfeitures of share-based awards based on actual forfeitures which did not have a material effect on our financial statements. The provisions related to the presentation of excess tax benefits on the condensed consolidated statements of cash flows did not impact our financial statements as there was no excess tax benefit recorded for the periods presented. The provisions related to employee taxes paid for withheld shares are presented as a cash flow financing activity required us to revise our prior period condensed consolidated statement of cash flows by $0.8 million as a decrease in net cash used in operating activities and a corresponding decrease in net cash provided by financing activities for the six months endedSeptember 30, 2016. None of the other provisions of the pronouncement had a material effect on our consolidated financial statements.

In October 2016, the FASB issued accounting guidance related to current and deferred income taxes for intra-entity transfer of assets other than inventory. This accounting guidance requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs and eliminates the exception for an intra-entity transfer of an asset other than inventory. This accounting guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017, and early adoption is permitted. We have not yet adopted this accounting guidance and are currently evaluating the effect this accounting guidance will have on our financial statements.

In January 2017, the FASB issued accounting guidance which clarifies the definition of a business with the objective of adding guidance to assist in evaluating whether transactions should be accounted for as acquisitions of assets or businesses. The amendment provides criteria for determining when a transaction involves the acquisition of a business. If substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, then the transaction does not involve the acquisition of a business. If the criteria are not met, then the amendment requires that to be considered a business, the operation must include at a minimum an input and a substantive process that together significantly contribute to the ability to create an output. The guidance may reduce the number of transactions accounted for as business acquisitions. This accounting guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017, and early adoption is permitted. The amendments should be applied prospectively, and no disclosures are required at the effective date. We have not yet adopted this accounting guidance and are currently evaluating the effect this accounting guidance will have on our financial statements.

In March 2017, the FASB issued accounting guidance related to the presentation of net periodic pension cost and net periodic postretirement benefit cost. The accounting guidance requires employers to disaggregate the service cost component from the other components of net benefit cost and disclose the amount of net benefit cost that is included in the statement of operations or capitalized in assets, by line item. The accounting guidance requires employers to report the service cost component in the same line item(s) as other compensation costs and to report other pension-related costs (which include interest costs, amortization of pension-related costs from prior periods, and the gains or losses on plan assets) separately and exclude them from the subtotal of operating income. The accounting guidance also allows only the service cost component to be eligible for capitalization when applicable. This accounting guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017, and early adoption is permitted as of the first interim period of an annual period for which interim or annual financial statements have not been issued. The accounting guidance requires application on a retrospective basis for the presentation of the service cost component and the other components of net periodic pension cost and net periodic postretirement benefit cost in the statement of operations and on a prospective basis for the capitalization of the service cost component of net periodic pension cost and net periodic postretirement benefit in assets. We have not yet adopted this accounting guidance and are currently evaluating the effect this accounting guidance will have on our financial statements.

In May 2017, the FASB issued accounting guidance on determining which changes to the terms or conditions of share-based payment awards require an entity to apply modification accounting. This pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017, with early adoption permitted, and is applied prospectively to changes in terms or conditions of awards occurring on or after the adoption date. We have not yet adopted this accounting guidance and are currently evaluating the effect this accounting guidance will have on our financial statements.

In August 2017, the FASB issued new accounting guidance on derivatives and hedging, which amends and simplifies existing guidance in order to allow companies to more accurately present the economic effects of risk management activities in the financial statements. This accounting guidance is effective for public business entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, and earlier adoption is permitted. We have not yet adopted this accounting guidance and are currently evaluating the effect this accounting guidance will have on our financial statements.

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VARIABLE INTEREST ENTITIES

6 Months Ended

Sep. 30, 2017

Variable Interest Entities [Abstract]

VARIABLE INTEREST ENTITIES

VARIABLE INTEREST ENTITIES

A VIE is an entity that either (i) has insufficient equity to permit the entity to finance its activities without additional subordinated financial support or (ii) has equity investors who lack the characteristics of a controlling financial interest. A VIE is consolidated by its primary beneficiary. The primary beneficiary has both the power to direct the activities that most significantly impact the entity’s economic performance and the obligation to absorb losses or the right to receive benefits from the entity that could potentially be significant to the VIE. If we determine that we have operating power and the obligation to absorb losses or receive benefits, we consolidate the VIE as the primary beneficiary, and if not, we do not consolidate.

As of September 30, 2017, we had interests in four VIEs of which we were the primary beneficiary, which are described below, and had no interests in VIEs of which we were not the primary beneficiary. See Note 3 to the fiscal year 2017 Financial Statements for a description of other investments in significant affiliates.

Bristow Aviation Holdings Limited — We own 49% of Bristow Aviation Holdings Limited’s (“Bristow Aviation”) common stock and a significant amount of its subordinated debt. Bristow Aviation is incorporated in England and holds all of the outstanding shares in Bristow Helicopters Limited (“Bristow Helicopters”). Bristow Aviation’s subsidiaries provide industrial aviation services to clients primarily in the U.K., Norway, Australia, Nigeria and Trinidad and fixed wing services primarily in the U.K. and Australia. Bristow Aviation is organized with three different classes of ordinary shares having disproportionate voting rights. The Company, Caledonia Investments plc (“Caledonia”) and a European Union investor (the “E.U. Investor”) own 49%, 46% and 5%, respectively, of Bristow Aviation’s total outstanding ordinary shares, although Caledonia has voting control over the E.U. Investor’s shares.

In addition to our ownership of 49% of Bristow Aviation’s outstanding ordinary shares, in May 2004, we acquired eight million shares of deferred stock, essentially a subordinated class of stock with no voting rights, from Bristow Aviation for £1 per share ($14.4 million in total). We also have £91.0 million ($122.1 million) principal amount of subordinated unsecured loan stock (debt) of Bristow Aviation bearing interest at an annual rate of 13.5% and payable semi-annually. Payment of interest on such debt has been deferred since its incurrence in 1996. Deferred interest accrues at an annual rate of 13.5% and aggregated $2.0 billion as of September 30, 2017.

The Company, Caledonia, the E.U. Investor and Bristow Aviation have entered into a shareholder agreement respecting, among other things, the composition of the board of directors of Bristow Aviation. On matters coming before Bristow Aviation’s board, Caledonia’s representatives have a total of three votes and the two other directors have one vote each. In addition, Caledonia has the right to nominate two persons to our board of directors and to replace any such directors so nominated.

Caledonia, the Company and the E.U. Investor also have entered into a put/call agreement under which, upon giving specified prior notice, we have the right to buy all the Bristow Aviation shares held by Caledonia and the E.U. Investor, who, in turn, each have the right to require us to purchase such shares. Under current English law, we would be required, in order for Bristow Aviation to retain its operating license, to find a qualified E.U. investor to own any Bristow Aviation shares we have the right to acquire under the put/call agreement. The only restriction under the put/call agreement limiting our ability to exercise the put/call option is a requirement to consult with the Civil Aviation Authority (the “CAA”) in the U.K. regarding the suitability of the new holder of the Bristow Aviation shares. The put/call agreement does not contain any provisions should the CAA not approve the new E.U. investor. However, we would work diligently to find an E.U. investor suitable to the CAA. The amount by which we could purchase the shares of the other investors holding 51% of the equity of Bristow Aviation is fixed under the terms of the call option, and we have reflected this amount on our condensed consolidated balance sheets as noncontrolling interest.

Furthermore, the call option provides a mechanism whereby the economic risk for the other investors is limited should the financial condition of Bristow Aviation deteriorate. The call option price is the nominal value of the ordinary shares held by the noncontrolling shareholders (£1.0 million as of September 30, 2017) plus an annual guaranteed rate of return less any prepayments of such call option price and any dividends paid on the shares concerned. We can elect to pre-pay the guaranteed return element of the call option price wholly or in part without exercising the call option. No dividends have been paid by Bristow Aviation. We have accrued the annual return due to the other shareholders at a rate of sterling LIBOR plus 3% (prior to May 2004, the rate was fixed at 12%) by recognizing noncontrolling interest expense on our condensed consolidated statements of operations, with a corresponding increase in noncontrolling interest on our condensed consolidated balance sheets. Prepayments of the guaranteed return element of the call option are reflected as a reduction in noncontrolling interest on our condensed consolidated balance sheets. The other investors have an option to put their shares in Bristow Aviation to us. The put option price is calculated in the same way as the call option price except that the guaranteed rate for the period to April 2004 was 10% per annum. If the put option is exercised, any pre-payments of the call option price are set off against the put option price.

Bristow Aviation and its subsidiaries are exposed to similar operational risks and are therefore monitored and evaluated on a similar basis by management. Accordingly, the financial information reflected on our condensed consolidated balance sheets and statements of operations for Bristow Aviation and subsidiaries is presented in the aggregate, including intercompany amounts with other consolidated entities, as follows (in thousands):

	September 30,   2017		March 31,    2017
Assets
Cash and cash equivalents	$	94,068	$	92,409
Accounts receivable	296,145		222,560
Inventories	98,460		90,190
Prepaid expenses and other current assets	57,008		50,016
Total current assets	545,681		455,175
Investment in unconsolidated affiliates	3,476		3,513
Property and equipment, net	316,980		306,831
Goodwill	20,364		19,798
Other assets	205,483		203,228
Total assets	$	1,091,984	$	988,545
Liabilities
Accounts payable	$	275,440	$	146,841
Accrued liabilities	137,719		122,130
Accrued interest	2,004,408		1,891,305
Current maturities of long-term debt	20,296		18,578
Total current liabilities	2,437,863		2,178,854
Long-term debt, less current maturities	480,835		501,782
Accrued pension liabilities	57,928		61,647
Other liabilities and deferred credits	7,907		8,138
Deferred taxes	14,195		20,264
Redeemable noncontrolling interest	6,002		6,886
Total liabilities	$	3,004,730	$	2,777,571

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Revenue	$	321,956		$	310,325		$	623,926		$	628,779
Operating loss	(2,978		)	(20,773		)	(22,632		)	(40,516		)
Net loss	(62,081		)	(80,794		)	(141,250		)	(169,337		)

Bristow Helicopters Nigeria Ltd. — Bristow Helicopters Nigeria Ltd. (“BHNL”) is a joint venture in Nigeria in which Bristow Helicopters owned a 48% interest, a Nigerian company owned 100% by Nigerian employees owned a 50% interest and an employee trust fund owned the remaining 2% interest as of September 30, 2017. BHNL provides industrial aviation services to clients in Nigeria.

In order to be able to bid competitively for our services in the Nigerian market, we were required to identify local citizens to participate in the ownership of entities domiciled in the region. However, these owners do not have extensive knowledge of the aviation industry and have historically deferred to our expertise in the overall management and day-to-day operation of BHNL (including the establishment of operating and capital budgets and strategic decisions regarding the potential expansion of BHNL’s operations). We have also historically provided subordinated financial support to BHNL and will need to continue to do so unless and until BHNL acquires sufficient equity to permit itself to finance its activities without that additional support from us. As we have the power to direct the most significant activities affecting the economic performance and ongoing success of BHNL and hold a variable interest in the entity in the form of our equity investment and working capital infusions, we consolidate BHNL as the primary beneficiary. The employee-owned Nigerian entity referenced above purchased a 19% interest in BHNL in December 2013 with proceeds from a loan received from BGI Aviation Technical Services Nigeria Limited (“BATS”). In July 2014, the employee-owned Nigerian entity purchased an additional 29% interest with proceeds from a loan received from Bristow Helicopters (International) Limited (“BHIL”). In April 2015, Bristow Helicopters purchased an additional 8% interest in BHNL and the employee-owned Nigerian entity purchased an additional 2% interest with proceeds from a loan received from BHIL. Both BATS and BHIL are wholly-owned subsidiaries of Bristow Aviation. The employee-owned Nigerian entity is also a VIE that we consolidate as the primary beneficiary and we eliminate the loans discussed above in consolidation.

BHNL is an indirect subsidiary of Bristow Aviation; therefore, financial information for this entity is included within the amounts for Bristow Aviation and its subsidiaries presented above.

Pan African Airlines Nigeria Ltd. — Pan African Airlines Nigeria Ltd. (“PAAN”) is a joint venture in Nigeria with local partners in which we own a 50.17% interest. PAAN provides industrial aviation services to clients in Nigeria.

The activities that most significantly impact PAAN’s economic performance relate to the day-to-day operation of PAAN, setting the operating and capital budgets and strategic decisions regarding the potential expansion of PAAN’s operations. Throughout the history of PAAN, our representation on the board and our secondment to PAAN of its managing director has enabled us to direct the key operational decisions of PAAN (without objection from the other board members). We have also historically provided subordinated financial support to PAAN. As we have the power to direct the most significant activities affecting the economic performance and ongoing success of PAAN and hold a variable interest in the form of our equity investment and working capital infusions, we consolidate PAAN as the primary beneficiary. However, as long as we own a majority interest in PAAN, the separate presentation of financial information in a tabular format for PAAN is not required.

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DEBT

6 Months Ended

Sep. 30, 2017

Debt Disclosure [Abstract]

DEBT

DEBT

Debt as of September 30 and March 31, 2017 consisted of the following (in thousands):

	September 30,   2017			March 31,    2017
6¼% Senior Notes due 2022	$	401,535		$	401,535
Term Loan	150,835			261,907
Term Loan Credit Facility	28,929			45,900
Revolving Credit Facility	89,100			139,100
Lombard Debt	207,153			196,832
Macquarie Debt	192,028			200,000
PK Air Debt	230,000			—
Airnorth Debt	15,193			16,471
Eastern Airways Debt	14,597			15,326
Other Debt	—			16,293
Unamortized debt issuance costs	(17,264		)	(11,345		)
Total debt	1,312,106			1,282,019
Less short-term borrowings and current maturities of long-term debt	(113,519		)	(131,063		)
Total long-term debt	$	1,198,587		$	1,150,956

Term Loan and Revolving Credit Facility — During the six months endedSeptember 30, 2017, we had borrowings of $107.8 million and made payments of $157.8 million under our $400 million revolving credit facility (the “Revolving Credit Facility”). Additionally, we paid $111.2 million to reduce our borrowings under the $350 million term loan (the “Term Loan”). As of September 30, 2017, we had $18.9 million in letters of credit outstanding under the Revolving Credit Facility.

Term Loan Credit Facility — During the six months endedSeptember 30, 2017, we paid $17.0 million under our $200 million of term loan commitments (the “Term Loan Credit Facility”). Additionally, in October 2017, we paid off the remaining $28.9 million of the Term Loan Credit Facility and terminated the facility.

PK Air Debt — On July 17, 2017, a wholly-owned subsidiary entered into a term loan credit agreement with PK AirFinance S.à r.l., as agent, and PK Transportation Finance Ireland Limited, as lender, and other lenders from time to time party thereto, which provided for commitments in an aggregate amount of up to $230 million to make up to 24 term loans, each of which shall be made in respect of an aircraft to be pledged as collateral for all of the term loans. The term loans are also secured by a pledge of all shares of the borrower and any other assets of the borrower, and will be guaranteed by the Company. The financing funded in two tranches in September 2017 and proceeds were used to repay $17.0 million of the Term Loan Credit Facility, $93.7 million of the Term Loan and $103.0 million of the Revolving Credit Facility.

Each term loan bears interest at an interest rate equal to, at the borrower’s option, a floating rate of one-month LIBOR plus a margin of 5% per annum (the “Margin”), subject to certain costs of funds adjustments, determined two business days before the borrowing date of each term loan, or a fixed rate based on a notional interest rate swap of twelve 30-day months in respect of such term loan with a floating rate of interest based on one-month LIBOR, plus the Margin.

The borrower is required to repay each term loan on an annuity basis, payable monthly in arrears starting on the seventh month following the date of the borrowing of such term loan, with a final payment of 53% of the initial amount of such term loan due on the 70th month following the date of the borrowing of such term loan.

In connection with the credit agreement, the borrower will guarantee certain of its direct parent’s obligations under existing aircraft operating leases up to a capped amount.

Other Debt — Other Debt as of March 31, 2017 primarily included amounts payable relating to the third year earn-out payment of $16.0 million for our investment in Cougar Helicopters Inc. (“Cougar”), which was paid in April 2017.

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FAIR VALUE DISCLOSURES

6 Months Ended

Sep. 30, 2017

Fair Value Disclosures [Abstract]

FAIR VALUE DISCLOSURES

FAIR VALUE DISCLOSURES

Assets and liabilities subject to fair value measurement are categorized into one of three different levels depending on the observability of the inputs employed in the measurement, as follows:

• Level 1 – observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

• Level 2 – inputs that reflect quoted prices for identical assets or liabilities in markets which are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the asset or liability; or inputs that are derived principally from or corroborated by observable market data by correlation or other means.

• Level 3 – unobservable inputs reflecting the Company’s own assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available.

Non-recurring Fair Value Measurements

The majority of our non-financial assets, which include inventories, property and equipment, assets held for sale, goodwill and other intangible assets, are not required to be carried at fair value on a recurring basis. However, if certain triggering events occur such that a non-financial asset is required to be evaluated for impairment and deemed to be impaired, the impaired non-financial asset is recorded at its fair value.

The following table summarizes the assets as of September 30, 2017, valued at fair value on a non-recurring basis (in thousands):

	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Balance as of September 30, 2017		Total Loss for the Three Months Ended September 30, 2017			Total Loss for the Six Months Ended September 30, 2017
Inventories	$	—	$	1,218	$	—	$	1,218	$	—		$	(1,192	)
Assets held for sale	—		36,167		—		36,167		(8,183		)	(9,747		)
Total assets	$	—	$	37,385	$	—	$	37,385	$	(8,183	)	$	(10,939	)

The following table summarizes the assets as of September 30, 2016, valued at fair value on a non-recurring basis (in thousands):

	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Balance as of September 30, 2016		Total Loss for the Three Months Ended September 30, 2016			Total Loss for the Six Months Ended September 30, 2016
Inventories	$	—	$	56,355	$	—	$	56,355	$	(7,572	)	$	(7,572	)
Assets held for sale	—		40,338		—		40,338		(1,011		)	(11,160		)
Total assets	$	—	$	96,693	$	—	$	96,693	$	(8,583	)	$	(18,732	)

The fair value of inventories using Level 2 inputs is determined by evaluating the current economic conditions for sale and disposal of spare parts, which includes estimates as to the recoverability of the carrying value of the parts based on historical experience with sales and disposal of similar spare parts, the expected time frame of sales or disposals, the location of the spare parts to be sold and the condition of the spare parts to be sold or otherwise disposed of.

The fair value of assets held for sale using Level 2 inputs is determined through evaluation of expected sales proceeds for aircraft. This analysis includes estimates based on historical experience with sales, recent transactions involving similar assets, quoted market prices for similar assets and condition and location of aircraft to be sold or otherwise disposed of. The loss for the three and six months endedSeptember 30, 2017 related to two and four aircraft held for sale, respectively, and the loss for the three and six months endedSeptember 30, 2016 related to six and 13 aircraft held for sale, respectively. Additionally, the loss for the three and six months ended September 30, 2017 includes a $6.5 million impairment relating to the Bristow Academy disposal group. For further details on Bristow Academy disposal group, see Note 1.

Recurring Fair Value Measurements

The following table summarizes the financial instruments we had as of September 30, 2017, valued at fair value on a recurring basis (in thousands):

	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Balance as of September 30, 2017		Balance  Sheet Classification
Rabbi Trust investments	$	2,695	$	—	$	—	$	2,695	Other assets
Total assets	$	2,695	$	—	$	—	$	2,695

The following table summarizes the financial instruments we had as of March 31, 2017, valued at fair value on a recurring basis (in thousands):

	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Balance as of March 31, 2017		Balance  Sheet Classification
Rabbi Trust investments	$	3,075	$	—	$	—	$	3,075	Other assets
Total assets	$	3,075	$	—	$	—	$	3,075

The rabbi trust investments consist of cash and mutual funds whose fair value are based on quoted prices in active markets for identical assets, and are designated as Level 1 within the valuation hierarchy. The rabbi trust holds investments related to our non-qualified deferred compensation plan for our senior executives.

Fair Value of Debt

The fair value of our debt has been estimated in accordance with the accounting standard regarding fair value. The fair value of our fixed rate long-term debt is estimated based on quoted market prices. The carrying and fair value of our long-term debt, including the current portion and excluding unamortized debt issuance costs, are as follows (in thousands):

	September 30, 2017				March 31, 2017
	Carrying Value		Fair Value		Carrying Value		Fair Value
6¼% Senior Notes	$	401,535	$	281,075	$	401,535	$	323,236
Term Loan	150,835		150,835		261,907		261,907
Term Loan Credit Facility	28,929		28,929		45,900		45,900
Revolving Credit Facility	89,100		89,100		139,100		139,100
Lombard Debt	207,153		207,153		196,832		196,832
Macquarie Debt	192,028		192,028		200,000		200,000
PK Air Debt	230,000		230,000		—		—
Airnorth Debt	15,193		15,193		16,471		16,471
Eastern Airways Debt	14,597		14,597		15,326		15,326
Other Debt	—		—		16,293		16,293
	$	1,329,370	$	1,208,910	$	1,293,364	$	1,215,065

Other

The fair values of our cash and cash equivalents, accounts receivable and accounts payable approximate their carrying values due to the short-term nature of these items.

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COMMITMENTS AND CONTINGENCIES

6 Months Ended

Sep. 30, 2017

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

Aircraft Purchase Contracts — As shown in the table below, we expect to make additional capital expenditures over the next seven fiscal years to purchase additional aircraft. As of November 8, 2017, we had 27 aircraft on order and options to acquire an additional four aircraft. Although a similar number of our existing aircraft may be sold during the same period, the additional aircraft on order will provide incremental fleet capacity in terms of revenue and operating income.

	Six Months Ending March 31, 2018		Fiscal Year Ending March 31,
			2019		2020		2021		2022 and thereafter(1)		Total
Commitments as of November 8, 2017: (2)
Number of aircraft:
Large	—		1		—		4		18		23
U.K. SAR	—		—		4		—		—		4
	—		1		4		4		18		27
Related commitment expenditures (in thousands) (2)(3)
Medium and large	$	—	$	19,820	$	25,140	$	77,507	$	280,876	$	403,343
U.K. SAR	3,192		—		61,994		—		—		65,186
	$	3,192	$	19,820	$	87,134	$	77,507	$	280,876	$	468,529
Options as of November 8, 2017: (2)
Number of aircraft:
Large	—		2		2		—		—		4
	—		2		2		—		—		4
Related option expenditures (in thousands) (3)	$	—	$	44,181	$	31,536	$	—	$	—	$	75,717

_____________ 

⁽¹⁾  Includes $86.0 million for five aircraft orders that can be cancelled prior to delivery dates. As of September 30, 2017, we made non-refundable deposits of $4.5 million related to these aircraft.

⁽²⁾  In October and November 2017, through discussions with helicopter manufacturers we: (i) reached an agreement to defer payments of approximately $130 million in capital expenditures out of fiscal years 2019 and 2020 and into future periods and (ii) have a non-binding letter of understanding to defer payment of approximately $62 million in capital expenditures out of fiscal year 2018 and into future periods. These agreements are reflected in the table above.

⁽³⁾  Includes progress payments on aircraft scheduled to be delivered in future periods only if options are exercised.

The following chart presents an analysis of our aircraft orders and options during fiscal year 2018:

	Three Months Ended
	September 30, 2017			June 30, 2017
	Orders		Options	Orders		Options
Beginning of period	29		4	32		4
Aircraft delivered	(2	)	—	(3	)	—
End of period	27		4	29		4

We periodically purchase aircraft for which we have no orders.

Operating Leases — We have non-cancelable operating leases in connection with the lease of certain equipment, including leases for aircraft, and land and facilities. Rent expense incurred under all operating leases was $57.2 million and $51.9 million for the three months endedSeptember 30, 2017 and 2016, respectively, and $115.9 million and $103.2 million for the six months endedSeptember 30, 2017 and 2016, respectively. Rent expense incurred under operating leases for aircraft was $49.7 million and $46.1 million for the three months endedSeptember 30, 2017 and 2016, respectively, and $101.4 million and $90.8 million for the six months endedSeptember 30, 2017 and 2016, respectively.

The aircraft leases range from base terms of up to 180 months with renewal options of up to 240 months in some cases, include purchase options upon expiration and some include early purchase options. The leases contain terms customary in transactions of this type, including provisions that allow the lessor to repossess the aircraft and require us to pay a stipulated amount if we default on our obligations under the agreements. The following is a summary of the terms related to aircraft leased under operating leases with original or remaining terms in excess of one year as of September 30, 2017:

End of Lease Term	Number of Aircraft
Six months ending March 31, 2018 to fiscal year 2019	26
Fiscal year 2020 to fiscal year 2022	48
Fiscal year 2023 to fiscal year 2024	17
	91

We lease six S-92 model aircraft and one AW139 model aircraft from VIH Aviation Group, which is a related party due to common ownership of Cougar; we paid lease fees of $5.2 million and $9.7 million during the three and six months endedSeptember 30, 2017, respectively. Additionally, in July 2016, we began leasing a facility in Galliano, Louisiana from VIH Helicopters USA, Inc., another related party due to common ownership of Cougar; we paid $0.1 million in lease fees during the six months endedSeptember 30, 2017.

Employee Agreements — Approximately 51% of our employees are represented by collective bargaining agreements and/or unions with 85% of these employees being represented by collective bargaining agreements and/or unions that have expired or will expire in one year. These agreements generally include annual escalations of up to 3%. Periodically, certain groups of our employees who are not covered by a collective bargaining agreement consider entering into such an agreement. We also have employment agreements with members of senior management.

Separation Programs — In March 2015 and May 2016, we offered voluntary separation programs (“VSPs”) to certain employees as part of our ongoing efforts to improve efficiencies and reduce costs. Additionally, beginning in March 2015, we initiated involuntary separation programs (“ISPs”) in certain regions. Also, during June 2017, two named executive officers and the principal operating officer, and during fiscal year 2018 other employees across various regions, departed from the Company as part of an organizational restructuring. In April 2016, one named executive officer, along with other employees across various regions, departed from the Company as part of a previous restructuring. We recognized compensation expense related to the departure of these officers and other employees included in the table below. The expense related to the VSPs and ISPs for the three and six months endedSeptember 30, 2017 and 2016 is as follows (in thousands):

	Three Months Ended   September 30,				Six Months Ended   September 30,
	2017		2016		2017		2016
VSP:
Direct cost	$	—	$	590	$	—	$	1,445
General and administrative	—		—		—		23
Total	$	—	$	590	$	—	$	1,468
ISP:
Direct cost	$	1,477	$	4,398	$	2,547	$	4,896
General and administrative	933		4,565		8,542		8,595
Total	$	2,410	$	8,963	$	11,089	$	13,491

Environmental Contingencies — The U.S. Environmental Protection Agency (the “EPA”), has in the past notified us that we are a potential responsible party (“PRP”) at three former waste disposal facilities that are on the National Priorities List of contaminated sites. Under the federal Comprehensive Environmental Response, Compensation and Liability Act, also known as the Superfund law, persons who are identified as PRPs may be subject to strict, joint and several liability for the costs of cleaning up environmental contamination resulting from releases of hazardous substances at National Priorities List sites. Although we have not yet obtained a formal release of liability from the EPA with respect to any of the sites, we believe that our potential liability in connection with the sites is not likely to have a material adverse effect on our business, financial condition or results of operations.

Other Purchase Obligations — As of September 30, 2017, we had $41.1 million of other purchase obligations representing unfilled purchase orders for aircraft parts, commitments associated with upgrading facilities at our bases and non-cancelable power-by-the-hour maintenance commitments.

Other Matters — Although infrequent, aircraft accidents have occurred in the past, and the related losses and liability claims have been covered by insurance subject to deductible, self-insured retention and loss sensitive factors.

As previously reported, on April 29, 2016, another company’s EC 225LP (also known as a H225LP) model helicopter crashed near Turøy outside of Bergen, Norway resulting in the European Aviation Safety Agency (“EASA”) issuing airworthiness directives prohibiting flight of H225LP and AS332L2 model aircraft. On July 20, 2017, the U.K. CAA and NCAA issued safety and operational directives which detail the conditions to apply for safe return to service of H225LP and AS332L2 model aircraft, where operators wish to do so. We continue not to operate for commercial purposes our sole H225LP model aircraft in Norway, our thirteen H225LP model aircraft in the U.K. or our six H225LP model aircraft in Australia, or for search and rescue purposes, including training and missions, any of our other four H225LP model aircraft in Norway or our other three H225LP model aircraft in Australia. We are carefully evaluating next steps and demand for the H225LP model aircraft in our oil and gas and search and rescue operations worldwide, with the safety of passengers and crews remaining our highest priority.

Separately, our efforts to successfully integrate AW189 aircraft into service for the U.K. SAR contract have been delayed due to a product improvement plan with the aircraft. As a result, the delivery of four AW189 aircraft will be pushed to later dates. We continue to meet our contractual obligations under the U.K. SAR contract through the utilization of other aircraft.

Subsequent to September 30, 2017, we reached agreement with an original equipment manufacturer and have a non-binding letter of understanding with another to recover $130 million during the second half of fiscal year 2018 related to ongoing aircraft issues mentioned above.

We operate in jurisdictions internationally where we are subject to risks that include government action to obtain additional tax revenue. In a number of these jurisdictions, political unrest, the lack of well-developed legal systems and legislation that is not clear enough in its wording to determine the ultimate application, can make it difficult to determine whether legislation may impact our earnings until such time as a clear court or other ruling exists. We operate in jurisdictions currently where amounts may be due to governmental bodies that we are not currently recording liabilities for as it is unclear how broad or narrow legislation may ultimately be interpreted. We believe that payment of amounts in these instances is not probable at this time, but is reasonably possible.

A loss contingency is reasonably possible if the contingency has a more than remote but less than probable chance of occurring. Although management believes that there is no clear requirement to pay amounts at this time and that positions exist suggesting that no further amounts are currently due, it is reasonably possible that a loss could occur for which we have estimated a maximum loss at September 30, 2017 to be approximately $4 million to $6 million.

We are a defendant in certain claims and litigation arising out of operations in the normal course of business. In the opinion of management, uninsured losses, if any, will not be material to our financial position, results of operations or cash flows.

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TAXES

6 Months Ended

Sep. 30, 2017

Income Tax Disclosure [Abstract]

TAXES

TAXES

In accordance with GAAP, we estimate the full-year effective tax rate from continuing operations and apply this rate to our year-to-date income from continuing operations. In addition, we separately calculate the tax impact of unusual or infrequent items, if any. The tax impacts of such unusual or infrequent items are treated discretely in the quarter in which they occur. During the three months endedSeptember 30, 2017 and 2016, our effective tax rate was (8.6)% and 14.8%, respectively, and (22.4)% and 9.5% during the six months endedSeptember 30, 2017 and 2016, respectively. The effective tax rate for the three and six months endedSeptember 30, 2017 and 2016 were both impacted by valuation allowances against future realization of foreign tax credits. For the three and six months endedSeptember 30, 2017, our effective tax rate also includes the impact of $4.7 million of unrecognized tax benefits in certain foreign jurisdictions. Additionally, we continue to value against net operating losses in certain foreign jurisdictions.

The relationship between our provision for or benefit from income taxes and our pre-tax book income can vary significantly from period to period considering, among other factors, (a) the overall level of pre-tax book income, (b) changes in the blend of income that is taxed based on gross revenues or at high effective tax rates versus pre-tax book income or at low effective tax rates and (c) our geographical blend of pre-tax book income. Consequently, our income tax expense does not change proportionally with our pre-tax book income. Significant decreases in our pre-tax book income typically result in higher effective tax rates, while significant increases in pre-tax book income can lead to lower effective tax rates, subject to the other factors impacting income tax expense noted above. The increase in our effective tax rate excluding discrete items for the three months endedSeptember 30, 2017 compared to the three months endedSeptember 30, 2016 primarily related to an increase in the blend of earnings taxed in relatively high taxed jurisdictions versus low taxed jurisdictions. Additionally, we increased our valuation allowance by $0.2 million and $2.5 million for the three months endedSeptember 30, 2017 and 2016, respectively, and $11.3 million and $15.7 million for the six months endedSeptember 30, 2017 and 2016, respectively, which also increased our effective tax rate.

As of September 30, 2017, there were $6.0 million of unrecognized tax benefits, all of which would have an impact on our effective tax rate if recognized.

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EMPLOYEE BENEFIT PLANS

6 Months Ended

Sep. 30, 2017

Defined Benefit Plan [Abstract]

EMPLOYEE BENEFIT PLANS

EMPLOYEE BENEFIT PLANS

Pension Plans

The following table provides a detail of the components of net periodic pension cost (in thousands):

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Service cost for benefits earned during the period	$	157		$	1,794		$	311		$	3,754
Interest cost on pension benefit obligation	3,838			4,377			7,589			9,158
Expected return on assets	(5,432		)	(5,920		)	(10,741		)	(12,391		)
Amortization of unrecognized losses	1,819			1,793			3,597			3,755
Net periodic pension cost	$	382		$	2,044		$	756		$	4,276

The current estimates of our cash contributions to our defined benefit pension plans to be paid in fiscal year 2018 are $15.3 million, of which $8.2 million was paid during the six months endedSeptember 30, 2017. The weighted-average expected long-term rate of return on assets for our U.K. pension plans as of March 31, 2017 was 4.4%.

Incentive Compensation

Stock-based awards are currently made under the Bristow Group Inc. 2007 Long-Term Incentive Plan (the “2007 Plan”). A maximum of 10,646,729 shares of common stock, par value $0.01 per share (“Common Stock”), are reserved. Awards granted under the 2007 Plan may be in the form of stock options, stock appreciation rights, shares of restricted stock, other stock-based awards (payable in cash or Common Stock) or performance awards, or any combination thereof, and may be made to outside directors, employees or consultants. As of September 30, 2017, 2,309,469 shares remained available for grant under the 2007 Plan.

We have a number of other incentive and stock option plans which are described in Note 9 to our fiscal year 2017 Financial Statements.

Total stock-based compensation expense, which includes stock options and restricted stock, totaled $2.4 million and $2.0 million for the three months endedSeptember 30, 2017 and 2016, respectively, and $6.5 million and $6.2 million for the six months endedSeptember 30, 2017 and 2016. Stock-based compensation expense has been allocated to our various regions.

During the six months endedSeptember 30, 2017, we awarded 600,618 shares of restricted stock at an average grant date fair value of $7.15 per share. Also during the six months endedSeptember 30, 2017, 1,256,043 stock options were granted. The following table shows the assumptions used to compute the stock-based compensation expense for stock options granted during the six months endedSeptember 30, 2017:

Risk free interest rate	1.78	%
Expected life (years)	5
Volatility	56.1	%
Dividend yield	3.98	%
Weighted average exercise price of options granted	$7.03 per option
Weighted average grant-date fair value of options granted	$2.53 per option

During June 2017, we awarded certain members of management phantom restricted stock which will be paid out in cash after three years. We account for these awards as liability awards. As of September 30, 2017, we had $0.4 million included in other liabilities and deferred credits on our condensed consolidated balance sheet and recognized $0.4 million in general and administrative expense on our condensed consolidated statement of operations during the six months endedSeptember 30, 2017 related to these awards.

Performance cash awards granted in June 2017 have two components. One half of each performance cash award will vest and pay out in cash three years after the date of grant at varying levels depending on our performance in Total Shareholder Return against a peer group of companies. The other half of each performance cash award will be earned based on absolute performance in respect of improved average adjusted earnings per share for the Company over the three-year performance period beginning on April 1, 2017. Performance cash awards granted in June 2015 and June 2016 vest and pay out in cash three years after the date of grant at varying levels depending on our performance in Total Shareholder Return against a peer group of companies. These awards were designed to tie a significant portion of total compensation to performance. One of the effects of this type of compensation is that it requires liability accounting which can result in volatility in earnings. The liability recorded for these awards as of September 30 and March 31, 2017 was $7.7 million and $14.2 million, respectively, and represents an accrual based on the fair value of the awards on those dates. The decrease in the liability during the six months endedSeptember 30, 2017 resulted from the payout in June 2017 of the awards granted in June 2014, partially offset by the value of the new awards granted in June 2017. Any changes in fair value of the awards in future quarters will increase or decrease the liability and impact results in those periods. The effect, either positive or negative, on future period earnings can vary based on factors including changes in our stock price or the stock prices of the peer group companies, as well as changes in other market and company-specific assumptions that are factored into the calculation of fair value of the performance cash awards.

Compensation expense related to the performance cash awards recorded during the three months ended September 30, 2017 and 2016 was $4.4 million and $3.6 million, respectively, and during the six months endedSeptember 30, 2017 and 2016 was $1.4 million and $2.5 million, respectively.

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EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME

6 Months Ended

Sep. 30, 2017

Dividends, Share Repurchases, Earning Per Share and Accumulated Other Comprehensive Income [Abstract]

DIVIDENDS, SHARE REPURCHASES, EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME

EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME

Earnings per Share

Basic earnings per common share is computed by dividing income available to common stockholders by the weighted average number of shares of Common Stock outstanding during the period. Diluted earnings per common share excludes options to purchase shares and restricted stock awards, which were outstanding during the period but were anti-dilutive, as follows:

	Three Months Ended   September 30,				Six Months Ended   September 30,
	2017		2016		2017		2016
Options:
Outstanding	3,761,830		1,950,289		2,688,049		1,522,304
Weighted average exercise price	$	29.89	$	30.07	$	41.27	$	36.23
Restricted stock awards:
Outstanding	735,648		442,217		567,396		577,737
Weighted average price	$	15.07	$	26.81	$	18.88	$	24.59

The following table sets forth the computation of basic and diluted earnings per share:

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Earnings (in thousands):
Loss available to common stockholders	$	(31,209	)	$	(29,797	)	$	(86,484	)	$	(70,569	)
Shares:
Weighted average number of common shares outstanding – basic	35,317,935			35,070,047			35,253,688			35,012,014
Net effect of dilutive stock options and restricted stock awards based on the treasury stock method	—			—			—			—
Weighted average number of common shares outstanding – diluted	35,317,935			35,070,047			35,253,688			35,012,014
Basic loss per common share	$	(0.88	)	$	(0.85	)	$	(2.45	)	$	(2.02	)
Diluted loss per common share	$	(0.88	)	$	(0.85	)	$	(2.45	)	$	(2.02	)

Accumulated Other Comprehensive Income

The following table sets forth the changes in the balances of each component of accumulated other comprehensive income:

	Currency Translation Adjustments			Pension Liability Adjustments (1)			Total
Balance as of March 31, 2017	$	(149,721	)	$	(178,556	)	$	(328,277	)
Other comprehensive income before reclassification	20,998			—			20,998
Reclassified from accumulated other comprehensive income	—			—			—
Net current period other comprehensive income	20,998			—			20,998
Foreign exchange rate impact	16,431			(16,431		)	—
Balance as of September 30, 2017	$	(112,292	)	$	(194,987	)	$	(307,279	)

_____________ 

⁽¹⁾  Reclassification of amounts related to pension liability adjustments are included as a component of net periodic pension cost.

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SEGMENT INFORMATION

6 Months Ended

Sep. 30, 2017

Segment Reporting [Abstract]

SEGMENT INFORMATION

SEGMENT INFORMATION

We conduct our business in one segment: industrial aviation services. The industrial aviation services global operations are conducted primarily through two hubs that include four regions as follows: Europe Caspian, Africa, Americas and Asia Pacific. The Europe Caspian region comprises all our operations and affiliates in Europe and Central Asia, including Norway, the U.K. and Turkmenistan. The Africa region comprises all our operations and affiliates on the African continent, including Nigeria and Egypt. The Americas region comprises all our operations and affiliates in North America and South America, including Brazil, Canada, Guyana, Trinidad and the U.S. Gulf of Mexico. The Asia Pacific region comprises all our operations and affiliates in Australia and Southeast Asia, including Malaysia and Sakhalin. Additionally, as of September 30, 2017, we operated a training unit, Bristow Academy, which is included in Corporate and other.

The following tables show region information for the three and six months endedSeptember 30, 2017 and 2016 and as of September 30 and March 31, 2017, where applicable, reconciled to consolidated totals, and prepared on the same basis as our condensed consolidated financial statements (in thousands):

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Region gross revenue from external clients:
Europe Caspian	$	203,923		$	191,834		$	395,322		$	386,658
Africa	49,787			51,644			100,577			105,906
Americas	59,201			56,092			114,963			114,289
Asia Pacific	59,284			55,255			111,730			114,399
Corporate and other	1,481			2,642			3,193			5,613
Total region gross revenue	$	373,676		$	357,467		$	725,785		$	726,865
Intra-region gross revenue:
Europe Caspian	$	1,483		$	1,891		$	2,519		$	4,030
Africa	—			—			—			—
Americas	1,950			1,115			4,244			1,962
Asia Pacific	—			1			—			1
Corporate and other	—			34			22			279
Total intra-region gross revenue	$	3,433		$	3,041		$	6,785		$	6,272
Consolidated gross revenue:
Europe Caspian	$	205,406		$	193,725		$	397,841		$	390,688
Africa	49,787			51,644			100,577			105,906
Americas	61,151			57,207			119,207			116,251
Asia Pacific	59,284			55,256			111,730			114,400
Corporate and other	1,481			2,676			3,215			5,892
Intra-region eliminations	(3,433		)	(3,041		)	(6,785		)	(6,272		)
Total consolidated gross revenue	$	373,676		$	357,467		$	725,785		$	726,865

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Earnings from unconsolidated affiliates, net of losses – equity method investments:
Europe Caspian	$	61		$	65		$	91		$	116
Americas	2,150			260			1,615			4,123
Corporate and other	(148		)	(187		)	(308		)	(271		)
Total earnings from unconsolidated affiliates, net of losses – equity method investments	$	2,063		$	138		$	1,398		$	3,968
Consolidated operating loss:
Europe Caspian	$	9,891		$	5,741		$	14,298		$	18,771
Africa	7,835			7,942			17,883			9,513
Americas	7,483			2,643			6,227			3,564
Asia Pacific	(5,903		)	(9,575		)	(18,433		)	(15,468		)
Corporate and other	(23,697		)	(31,447		)	(49,654		)	(57,294		)
Loss on disposal of assets	(8,526		)	(2,186		)	(7,827		)	(12,203		)
Total consolidated operating loss	$	(12,917	)	$	(26,882	)	$	(37,506	)	$	(53,117	)
Depreciation and amortization:
Europe Caspian	$	12,196		$	11,220		$	24,018		$	22,409
Africa	3,590			3,220			6,666			8,673
Americas	6,998			7,228			13,997			18,609
Asia Pacific	5,058			4,377			10,868			8,613
Corporate and other	3,539			2,547			6,888			4,982
Total depreciation and amortization (1)	$	31,381		$	28,592		$	62,437		$	63,286

	September 30,   2017		March 31,    2017
Identifiable assets:
Europe Caspian	$	1,060,635	$	1,091,536
Africa	431,588		325,719
Americas	869,584		809,071
Asia Pacific	360,157		433,614
Corporate and other (2)	366,559		453,907
Total identifiable assets	$	3,088,523	$	3,113,847

Investments in unconsolidated affiliates – equity method investments:
Europe Caspian	$	309	$	257
Americas	201,737		200,362
Corporate and other	3,167		3,257
Total investments in unconsolidated affiliates – equity method investments	$	205,213	$	203,876

_____________ 

⁽¹⁾  Includes accelerated depreciation expense of $1.3 million during the three months ended September 30, 2016 related to aircraft where management made the decision to exit these model types earlier than originally anticipated in our Europe Caspian and Africa regions of $0.2 million and $1.1 million, respectively. Includes accelerated depreciation expense of $8.2 million during the six months endedSeptember 30, 2016 related to aircraft where management made the decision to exit these model types earlier than originally anticipated in our Europe Caspian, Americas and Africa regions of $0.4 million, $3.9 million and $3.9 million, respectively. For further details, see Note 1.

⁽²⁾  Includes $68.4 million and $199.3 million ofconstruction in progress within property and equipment on our condensed consolidated balance sheets as of September 30 and March 31, 2017, respectively, which primarily represents progress payments on aircraft to be delivered in future periods.

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SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION

6 Months Ended

Sep. 30, 2017

Supplemental Condensed Consolidating Financial Information [Abstract]

Supplemental Condensed Consolidating Financial Information

SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION

In connection with the issuance of the 6¹/4% Senior Notes due 2022 (the “6¹/4% Senior Notes”), certain of our U.S. subsidiaries (the “Guarantor Subsidiaries”) fully, unconditionally, jointly and severally guaranteed the payment obligations under these notes. The following supplemental financial information sets forth, on a consolidating basis, the balance sheet, statement of operations, comprehensive income and cash flow information for Bristow Group Inc. (“Parent Company Only”), for the Guarantor Subsidiaries and for our other subsidiaries (the “Non-Guarantor Subsidiaries”). We have not presented separate financial statements and other disclosures concerning the Guarantor Subsidiaries because management has determined that such information is not material to investors.

The supplemental condensed consolidating financial information has been prepared pursuant to the rules and regulations for condensed financial information and does not include all disclosures included in annual financial statements, although we believe that the disclosures made are adequate to make the information presented not misleading. The principal eliminating entries eliminate investments in subsidiaries, intercompany balances and intercompany revenue and expense.

The allocation of the consolidated income tax provision was made using the with and without allocation method.

Supplemental Condensed Consolidating Statement of Operations

Three Months Ended September 30, 2017

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue:
Gross revenue	$	—		$	46,952		$	326,724		$	—		$	373,676
Intercompany revenue	—			31,719			—			(31,719		)	—
	—			78,671			326,724			(31,719		)	373,676
Operating expense:
Direct cost and reimbursable expense	3,263			45,955			250,909			—			300,127
Intercompany expenses	—			—			31,719			(31,719		)	—
Depreciation and amortization	3,016			13,237			15,128			—			31,381
General and administrative	17,880			5,623			25,119			—			48,622
	24,159			64,815			322,875			(31,719		)	380,130
Gain (loss) on disposal of assets	—			10,597			(19,123		)	—			(8,526		)
Earnings from unconsolidated affiliates, net of losses	9,642			—			2,063			(9,642		)	2,063
Operating income (loss)	(14,517		)	24,453			(13,211		)	(9,642		)	(12,917		)
Interest expense, net	(10,636		)	(6,023		)	(1,904		)	—			(18,563		)
Other income (expense), net	(97		)	(399		)	3,054			—			2,558
Income (loss) before (provision) benefit for income taxes	(25,250		)	18,031			(12,061		)	(9,642		)	(28,922		)
Allocation of consolidated income taxes	(5,946		)	(1,945		)	5,417			—			(2,474		)
Net income (loss)	(31,196		)	16,086			(6,644		)	(9,642		)	(31,396		)
Net (income) loss attributable to noncontrolling interests	(13		)	—			200			—			187
Net income (loss) attributable to Bristow Group	$	(31,209	)	$	16,086		$	(6,444	)	$	(9,642	)	$	(31,209	)

Supplemental Condensed Consolidating Statement of Operations

Three Months Ended September 30, 2016

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue:
Gross revenue	$	—		$	42,543		$	314,924		$	—		$	357,467
Intercompany revenue	—			24,323			—			(24,323		)	—
	—			66,866			314,924			(24,323		)	357,467
Operating expense:
Direct cost and reimbursable expense	(374		)	47,858			247,422			—			294,906
Intercompany expenses	—			—			24,323			(24,323		)	—
Depreciation and amortization	2,223			10,805			15,564			—			28,592
General and administrative	17,487			6,490			27,297			—			51,274
	19,336			65,153			314,606			(24,323		)	374,772
Loss on impairment	—			(4,761		)	(2,811		)	—			(7,572		)
Loss on disposal of assets	—			(1,348		)	(838		)	—			(2,186		)
Earnings from unconsolidated affiliates, net of losses	(9,647		)	—			138			9,690			181
Operating loss	(28,983		)	(4,396		)	(3,193		)	9,690			(26,882		)
Interest expense, net	(10,347		)	(371		)	(750		)	—			(11,468		)
Other income (expense), net	206			411			2,386			—			3,003
Loss before (provision) benefit for income taxes	(39,124		)	(4,356		)	(1,557		)	9,690			(35,347		)
Allocation of consolidated income taxes	9,339			(1,510		)	(2,589		)	—			5,240
Net loss	(29,785		)	(5,866		)	(4,146		)	9,690			(30,107		)
Net (income) loss attributable to noncontrolling interests	(12		)	—			322			—			310
Net loss attributable to Bristow Group	$	(29,797	)	$	(5,866	)	$	(3,824	)	$	9,690		$	(29,797	)

Supplemental Condensed Consolidating Statement of Operations

Six Months Ended September 30, 2017

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue:
Gross revenue	$	—		$	92,727		$	633,058		$	—		$	725,785
Intercompany revenue	—			63,910			—			(63,910		)	—
	—			156,637			633,058			(63,910		)	725,785
Operating expense:
Direct cost and reimbursable expense	3,269			98,289			496,346			—			597,904
Intercompany expenses	—			—			63,910			(63,910		)	—
Depreciation and amortization	5,933			25,720			30,784			—			62,437
General and administrative	36,987			11,385			46,957			—			95,329
	46,189			135,394			637,997			(63,910		)	755,670
Loss on impairment	—			(1,192		)	—			—			(1,192		)
Gain (loss) on disposal of assets	—			11,013			(18,840		)	—			(7,827		)
Earnings from unconsolidated affiliates, net of losses	(11,003		)	—			1,398			11,003			1,398
Operating income (loss)	(57,192		)	31,064			(22,381		)	11,003			(37,506		)
Interest expense, net	(19,694		)	(11,803		)	(3,087		)	—			(34,584		)
Other income (expense), net	(126		)	(756		)	1,795			—			913
Income (loss) before (provision) benefit for income taxes	(77,012		)	18,505			(23,673		)	11,003			(71,177		)
Allocation of consolidated income taxes	(9,448		)	(6,105		)	(412		)	—			(15,965		)
Net income (loss)	(86,460		)	12,400			(24,085		)	11,003			(87,142		)
Net (income) loss attributable to noncontrolling interests	(24		)	—			682			—			658
Net income (loss) attributable to Bristow Group	$	(86,484	)	$	12,400		$	(23,403	)	$	11,003		$	(86,484	)

Supplemental Condensed Consolidating Statement of Operations

Six Months Ended September 30, 2016

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue:
Gross revenue	$	—		$	87,856		$	639,009		$	—		$	726,865
Intercompany revenue	—			48,614			—			(48,614		)	—
	—			136,470			639,009			(48,614		)	726,865
Operating expense:
Direct cost and reimbursable expense	(631		)	96,476			501,218			—			597,063
Intercompany expenses	—			—			48,614			(48,614		)	—
Depreciation and amortization	4,316			27,786			31,184			—			63,286
General and administrative	37,746			13,080			53,043			—			103,869
	41,431			137,342			634,059			(48,614		)	764,218
Loss on impairment	—			(4,761		)	(2,811		)	—			(7,572		)
Loss on disposal of assets	—			(11,575		)	(628		)	—			(12,203		)
Earnings from unconsolidated affiliates, net of losses	(22,423		)	—			3,968			22,466			4,011
Operating income (loss)	(63,854		)	(17,208		)	5,479			22,466			(53,117		)
Interest expense, net	(20,232		)	(1,028		)	(1,094		)	—			(22,354		)
Other income (expense), net	752			1,646			(5,584		)	—			(3,186		)
Loss before (provision) benefit for income taxes	(83,334		)	(16,590		)	(1,199		)	22,466			(78,657		)
Allocation of consolidated income taxes	12,792			(3,732		)	(1,582		)	—			7,478
Net loss	(70,542		)	(20,322		)	(2,781		)	22,466			(71,179		)
Net (income) loss attributable to noncontrolling interests	(27		)	—			637			—			610
Net loss attributable to Bristow Group	$	(70,569	)	$	(20,322	)	$	(2,144	)	$	22,466		$	(70,569	)

Supplemental Condensed Consolidating Statement of Comprehensive Income (Loss)

Three Months Ended September 30, 2017

	Parent Company Only			Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net loss	$	(31,196	)	$	16,086	$	(6,644	)	$	(9,642	)	$	(31,396	)
Other comprehensive loss:
Currency translation adjustments	—			306		14,218			(3,833		)	10,691
Total comprehensive loss	(31,196		)	16,392		7,574			(13,475		)	(20,705		)
Net (income) loss attributable to noncontrolling interests	(13		)	—		200			—			187
Currency translation adjustments attributable to noncontrolling interests	—			—		237			—			237
Total comprehensive (income) loss attributable to noncontrolling interests	(13		)	—		437			—			424
Total comprehensive loss attributable to Bristow Group	$	(31,209	)	$	16,392	$	8,011		$	(13,475	)	$	(20,281	)

Supplemental Condensed Consolidating Statement of Comprehensive Income (Loss)

Three Months Ended September 30, 2016

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations		Consolidated
	(In thousands)
Net loss	$	(29,785	)	$	(5,866	)	$	(4,146	)	$	9,690	$	(30,107	)
Other comprehensive loss:
Currency translation adjustments	—			—			(9,558		)	4,119		(5,439		)
Total comprehensive loss	(29,785		)	(5,866		)	(13,704		)	13,809		(35,546		)
Net (income) loss attributable to noncontrolling interests	(12		)	—			322			—		310
Currency translation adjustments attributable to noncontrolling interests	—			—			(523		)	—		(523		)
Total comprehensive income attributable to noncontrolling interests	(12		)	—			(201		)	—		(213		)
Total comprehensive loss attributable to Bristow Group	$	(29,797	)	$	(5,866	)	$	(13,905	)	$	13,809	$	(35,759	)

Supplemental Condensed Consolidating Statement of Comprehensive Income (Loss)

Six Months Ended September 30, 2017

	Parent Company Only			Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net loss	$	(86,460	)	$	12,400	$	(24,085	)	$	11,003		$	(87,142	)
Other comprehensive loss:
Currency translation adjustments	—			644		28,570			(8,763		)	20,451
Total comprehensive loss	(86,460		)	13,044		4,485			2,240			(66,691		)
Net (income) loss attributable to noncontrolling interests	(24		)	—		682			—			658
Currency translation adjustments attributable to noncontrolling interests	—			—		547			—			547
Total comprehensive (income) loss attributable to noncontrolling interests	(24		)	—		1,229			—			1,205
Total comprehensive loss attributable to Bristow Group	$	(86,484	)	$	13,044	$	5,714		$	2,240		$	(65,486	)

Supplemental Condensed Consolidating Statement of Comprehensive Income (Loss)

Six Months Ended September 30, 2016

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net loss	$	(70,542	)	$	(20,322	)	$	(2,781	)	$	22,466		$	(71,179	)
Other comprehensive income (loss):
Currency translation adjustments	—			—			208,234			(220,808		)	(12,574		)
Total comprehensive income (loss)	(70,542		)	(20,322		)	205,453			(198,342		)	(83,753		)
Net (income) loss attributable to noncontrolling interests	(27		)	—			637			—			610
Currency translation adjustments attributable to noncontrolling interests	—			—			(4,965		)	—			(4,965		)
Total comprehensive income attributable to noncontrolling interests	(27		)	—			(4,328		)	—			(4,355		)
Total comprehensive income (loss) attributable to Bristow Group	$	(70,569	)	$	(20,322	)	$	201,125		$	(198,342	)	$	(88,108	)

Supplemental Condensed Consolidating Balance Sheet

As of September 30, 2017

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	591		$	771		$	95,981		$	—		$	97,343
Accounts receivable	159,210			457,131			367,921			(746,390		)	237,872
Inventories	—			33,156			98,460			—			131,616
Assets held for sale	—			29,692			5,242			—			34,934
Prepaid expenses and other current assets	2,248			5,827			39,422			(3,408		)	44,089
Total current assets	162,049			526,577			607,026			(749,798		)	545,854
Intercompany investment	2,399,726			104,435			135,507			(2,639,668		)	—
Investment in unconsolidated affiliates	—			—			211,499			—			211,499
Intercompany notes receivable	263,032			36,358			26,265			(325,655		)	—
Property and equipment—at cost:
Land and buildings	4,806			62,128			176,421			—			243,355
Aircraft and equipment	157,311			1,138,701			1,321,823			—			2,617,835
	162,117			1,200,829			1,498,244			—			2,861,190
Less: Accumulated depreciation and amortization	(35,027		)	(256,871		)	(372,552		)	—			(664,450		)
	127,090			943,958			1,125,692			—			2,196,740
Goodwill	—			—			20,364			—			20,364
Other assets	8,584			2,147			103,356			(21		)	114,066
Total assets	$	2,960,481		$	1,613,475		$	2,229,709		$	(3,715,142	)	$	3,088,523
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS’ INVESTMENT
Current liabilities:
Accounts payable	$	440,137		$	163,449		$	219,558		$	(725,382	)	$	97,762
Accrued liabilities	52,547			17,534			147,947			(23,131		)	194,897
Short-term borrowings and current maturities of long-term debt	66,973			19,050			27,496			—			113,519
Total current liabilities	559,657			200,033			395,001			(748,513		)	406,178
Long-term debt, less current maturities	599,973			281,587			317,027			—			1,198,587
Intercompany notes payable	62,532			209,840			54,385			(326,757		)	—
Accrued pension liabilities	—			—			57,928			—			57,928
Other liabilities and deferred credits	13,272			7,156			11,445			—			31,873
Deferred taxes	110,900			44,048			—			(21		)	154,927
Redeemable noncontrolling interest	—			—			6,002			—			6,002
Stockholders’ investment:
Common stock	381			20,028			131,317			(151,345		)	381
Additional paid-in-capital	815,990			46,234			284,048			(330,282		)	815,990
Retained earnings	902,957			803,517			683,482			(1,486,999		)	902,957
Accumulated other comprehensive loss	78,306			1,032			284,608			(671,225		)	(307,279		)
Treasury shares	(184,796		)	—			—			—			(184,796		)
Total Bristow Group stockholders’ investment	1,612,838			870,811			1,383,455			(2,639,851		)	1,227,253
Noncontrolling interests	1,309			—			4,466			—			5,775
Total stockholders’ investment	1,614,147			870,811			1,387,921			(2,639,851		)	1,233,028
Total liabilities, redeemable noncontrolling interest and stockholders’ investment	$	2,960,481		$	1,613,475		$	2,229,709		$	(3,715,142	)	$	3,088,523

Supplemental Condensed Consolidating Balance Sheet

As of March 31, 2017

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	3,382		$	299		$	92,975		$	—		$	96,656
Accounts receivable	76,383			288,235			212,900			(370,603		)	206,915
Inventories	—			34,721			90,190			—			124,911
Assets held for sale	—			30,716			7,530			—			38,246
Prepaid expenses and other current assets	3,237			4,501			43,856			(10,451		)	41,143
Total current assets	83,002			358,472			447,451			(381,054		)	507,871
Intercompany investment	2,491,631			104,435			126,296			(2,722,362		)	—
Investment in unconsolidated affiliates	—			—			210,162			—			210,162
Intercompany notes receivable	306,641			37,633			39,706			(383,980		)	—
Property and equipment—at cost:
Land and buildings	4,806			62,114			164,528			—			231,448
Aircraft and equipment	151,005			1,199,073			1,272,623			—			2,622,701
	155,811			1,261,187			1,437,151			—			2,854,149
Less: Accumulated depreciation and amortization	(29,099		)	(258,225		)	(312,461		)	—			(599,785		)
	126,712			1,002,962			1,124,690			—			2,254,364
Goodwill	—			—			19,798			—			19,798
Other assets	18,770			2,139			100,743			—			121,652
Total assets	$	3,026,756		$	1,505,641		$	2,068,846		$	(3,487,396	)	$	3,113,847
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS’ INVESTMENT
Current liabilities:
Accounts payable	$	231,841		$	70,434		$	151,382		$	(355,442	)	$	98,215
Accrued liabilities	61,791			17,379			132,704			(25,628		)	186,246
Current deferred taxes	(1,272		)	2,102			—			—			830
Short-term borrowings and current maturities of long-term debt	79,053			17,432			34,578			—			131,063
Total current liabilities	371,413			107,347			318,664			(381,070		)	416,354
Long-term debt, less current maturities	763,325			284,710			102,921			—			1,150,956
Intercompany notes payable	70,689			226,091			87,200			(383,980		)	—
Accrued pension liabilities	—			—			61,647			—			61,647
Other liabilities and deferred credits	11,597			6,229			11,073			—			28,899
Deferred taxes	112,716			40,344			1,813			—			154,873
Redeemable noncontrolling interest	—			—			6,886			—			6,886
Stockholders’ investment:
Common stock	379			20,028			115,317			(135,345		)	379
Additional paid-in-capital	809,995			29,387			284,048			(313,435		)	809,995
Retained earnings	991,906			791,117			819,987			(1,611,104		)	991,906
Accumulated other comprehensive loss	78,306			388			255,491			(662,462		)	(328,277		)
Treasury shares	(184,796		)	—			—			—			(184,796		)
Total Bristow Group stockholders’ investment	1,695,790			840,920			1,474,843			(2,722,346		)	1,289,207
Noncontrolling interests	1,226			—			3,799			—			5,025
Total stockholders’ investment	1,697,016			840,920			1,478,642			(2,722,346		)	1,294,232
Total liabilities, redeemable noncontrolling interest and stockholders’ investment	$	3,026,756		$	1,505,641		$	2,068,846		$	(3,487,396	)	$	3,113,847

Supplemental Condensed Consolidating Statement of Cash Flows

Six Months Ended September 30, 2017

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net cash provided by (used in) operating activities	$	(78,756	)	$	32,581		$	10,841		$	—		$	(35,334	)
Cash flows from investing activities:
Capital expenditures	(6,306		)	(5,814		)	(89,677		)	77,480			(24,317		)
Proceeds from asset dispositions	—			80,210			39,514			(77,480		)	42,244
Net cash provided by (used in) investing activities	(6,306		)	74,396			(50,163		)	—			17,927
Cash flows from financing activities:
Proceeds from borrowings	107,800			—			230,218			—			338,018
Debt issuance costs	—			(552		)	(6,143		)	—			(6,695		)
Repayment of debt	(285,946		)	(9,073		)	(23,111		)	—			(318,130		)
Dividends paid	110,637			—			(113,102		)	—			(2,465		)
Increases (decreases) in cash related to intercompany advances and debt	150,351			(96,880		)	(53,471		)	—			—
Partial prepayment of put/call obligation	(23		)	—			—			—			(23		)
Repurchases for tax withholdings on vesting of equity awards	(548		)	—			—			—			(548		)
Net cash provided by (used in) financing activities	82,271			(106,505		)	34,391			—			10,157
Effect of exchange rate changes on cash and cash equivalents	—			—			7,937			—			7,937
Net increase (decrease) in cash and cash equivalents	(2,791		)	472			3,006			—			687
Cash and cash equivalents at beginning of period	3,382			299			92,975			—			96,656
Cash and cash equivalents at end of period	$	591		$	771		$	95,981		$	—		$	97,343

Supplemental Condensed Consolidating Statement of Cash Flows

Six Months Ended September 30, 2016

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net cash provided by (used in) operating activities	$	(35,861	)	$	56,788		$	8,499		$	(631	)	$	28,795
Cash flows from investing activities:
Capital expenditures	(11,958		)	(20,411		)	(69,497		)	—			(101,866		)
Proceeds from asset dispositions	—			10,374			1,445			—			11,819
Net cash used in investing activities	(11,958		)	(10,037		)	(68,052		)	—			(90,047		)
Cash flows from financing activities:
Proceeds from borrowings	191,501			—			4,453			—			195,954
Debt issuance costs	(2,925		)	—			—			—			(2,925		)
Repayment of debt	(116,051		)	—			(4,915		)	—			(120,966		)
Dividends paid	(4,554		)	4			(360		)	—			(4,910		)
Increases (decreases) in cash related to intercompany advances and debt	(54,611		)	(49,136		)	103,747			—			—
Partial prepayment of put/call obligation	(25		)	—			—			—			(25		)
Payment of contingent consideration	—			—			(10,000		)	—			(10,000		)
Repurchases for tax withholdings on vesting of equity awards	(757		)	—			—			—			(757		)
Net cash provided by (used in) financing activities	12,578			(49,132		)	92,925			—			56,371
Effect of exchange rate changes on cash and cash equivalents	—			—			1,239			—			1,239
Net increase (decrease) in cash and cash equivalents	(35,241		)	(2,381		)	34,611			(631		)	(3,642		)
Cash and cash equivalents at beginning of period	35,241			3,393			65,676			—			104,310
Cash and cash equivalents at end of period	$	—		$	1,012		$	100,287		$	(631	)	$	100,668

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BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

6 Months Ended

Sep. 30, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Revenue Recognition

Revenue Recognition

In general, we recognize revenue when it is both realized or realizable and earned. We consider revenue to be realized or realizable and earned when the following conditions exist: there is persuasive evidence of an arrangement (generally a client contract exists); the services or products have been performed or delivered to the client; the sales price is fixed or determinable; and collection has occurred or is probable.

Revenue from helicopter services, including search and rescue (“SAR”) services, is recognized based on contractual rates as the related services are performed. The charges under these contracts are generally based on a two-tier rate structure consisting of a daily or monthly fixed fee plus additional fees for each hour flown. These contracts are for varying periods and generally permit the client to cancel the contract before the end of the term. We also provide services to clients on an “ad hoc” basis, which usually entails a shorter contract notice period and duration. The charges for ad hoc services are based on an hourly rate or a daily or monthly fixed fee plus additional fees for each hour flown. In order to offset potential increases in operating costs, our long-term contracts may provide for periodic increases in the contractual rates charged for our services. We recognize the impact of these rate increases when the criteria outlined above have been met. This generally includes written recognition from the clients that they are in agreement with the amount of the rate escalation. Cost reimbursements from clients are recorded as reimbursable revenue with the related reimbursed costs recorded as reimbursable expense on our condensed consolidated statements of operations.

Eastern Airways International Limited (“Eastern Airways”) and Capiteq Limited, operating under the name Airnorth, primarily earn revenue through charter and scheduled airline services and provision of airport services (Eastern Airways only). Both chartered and scheduled airline service revenue is recognized net of passenger taxes and discounts. Revenue is recognized at the earlier of the period in which the service is provided or the period in which the right to travel expires, which is determined by the terms and conditions of the ticket. Ticket sales are recorded within deferred revenue in accordance with the above policy. Airport services revenue is recognized when earned.

Bristow Academy, our helicopter training unit, primarily earns revenue from military training, flight training provided to individual students and ground school courses. We recognize revenue from these sources using the same revenue recognition principles described above as services are provided.

Goodwill

Goodwill

Goodwill is recorded when the cost of acquired businesses exceeds the fair value of the identifiable net assets acquired. Goodwill has an indefinite useful life and is not amortized, but is assessed for impairment annually or when events or changes in circumstances indicate that a potential impairment exists.

Other Intangible Assets

Other Intangible Assets

Intangible assets with finite useful lives are amortized over their respective estimated useful lives to their estimated residual values.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

We consider the applicability and impact of all accounting standard updates (“ASUs”). ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial position or results of operations.

In May 2014, the Financial Accounting Standards Board (the “FASB”) issued accounting guidance on revenue recognition for revenue from contracts with customers. This accounting guidance requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers and will replace most existing revenue recognition guidance when it becomes effective. This new standard is effective for annual reporting periods beginning after December 15, 2016. However, in July 2015, the FASB approved the deferral of the effective date of the revenue recognition standard permitting public entities to apply the new revenue standard to annual reporting periods beginning after December 15, 2017. Early application is permitted, but not before the original effective date of December 15, 2016. The standard is required to be adopted using either the full retrospective approach, with all prior periods presented adjusted, or the modified retrospective approach, with a cumulative adjustment to retained earnings on the balance sheet. We have not adopted this standard yet but expect to adopt the new revenue standard using the modified retrospective transition approach. We are continuing to evaluate the effect this accounting guidance will have on our financial statements and related disclosures and are still assessing the differences between the new revenue standard and current accounting practices.

In November 2015, the FASB issued accounting guidance that changed how deferred taxes are classified on an entity’s balance sheet. The accounting guidance requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as noncurrent on the balance sheet. The new guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016 and early adoption is permitted. The guidance may be applied either prospectively, for all deferred tax assets and liabilities, or retrospectively. If applied prospectively, entities are required to include a statement that prior periods were not retrospectively adjusted. If applied retrospectively, entities are also required to include quantitative information about the effects of the change on prior periods. We adopted this accounting guidance using the prospective adjustment option effective April 1, 2017 and prior periods were not retrospectively adjusted. As of March 31, 2017, we had $0.1 million in current deferred tax assets and $0.8 million in current deferred tax liabilities. As a result of this adoption, as of April 1, 2017 and going forward we will classify all current deferred taxes as non-current.

In February 2016, the FASB issued accounting guidance which amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. This accounting guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, with early adoption permitted. Additionally, this accounting guidance requires a modified retrospective transition approach for all leases existing at, or entered into after the date of initial application, with an option to use certain transition relief. We have not yet adopted this standard and are currently evaluating the effect this standard will have on our financial statements.

In March 2016, the FASB issued accounting guidance related to accounting for employee share-based payments. The accounting guidance is intended to simplify several aspects of accounting for share-based payment award transactions including income tax consequences, classification of awards as either equity or liabilities and classification on the statements of cash flows. This accounting guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016 and early adoption is permitted. We adopted this standard effective April 1, 2017. The requirements related to the tax consequences of share-based payments were applied prospectively and resulted in $2.2 million recorded as an increase to the income tax provision during the six months endedSeptember 30, 2017. We elected to record forfeitures of share-based awards based on actual forfeitures which did not have a material effect on our financial statements. The provisions related to the presentation of excess tax benefits on the condensed consolidated statements of cash flows did not impact our financial statements as there was no excess tax benefit recorded for the periods presented. The provisions related to employee taxes paid for withheld shares are presented as a cash flow financing activity required us to revise our prior period condensed consolidated statement of cash flows by $0.8 million as a decrease in net cash used in operating activities and a corresponding decrease in net cash provided by financing activities for the six months endedSeptember 30, 2016. None of the other provisions of the pronouncement had a material effect on our consolidated financial statements.

In October 2016, the FASB issued accounting guidance related to current and deferred income taxes for intra-entity transfer of assets other than inventory. This accounting guidance requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs and eliminates the exception for an intra-entity transfer of an asset other than inventory. This accounting guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017, and early adoption is permitted. We have not yet adopted this accounting guidance and are currently evaluating the effect this accounting guidance will have on our financial statements.

In January 2017, the FASB issued accounting guidance which clarifies the definition of a business with the objective of adding guidance to assist in evaluating whether transactions should be accounted for as acquisitions of assets or businesses. The amendment provides criteria for determining when a transaction involves the acquisition of a business. If substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, then the transaction does not involve the acquisition of a business. If the criteria are not met, then the amendment requires that to be considered a business, the operation must include at a minimum an input and a substantive process that together significantly contribute to the ability to create an output. The guidance may reduce the number of transactions accounted for as business acquisitions. This accounting guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017, and early adoption is permitted. The amendments should be applied prospectively, and no disclosures are required at the effective date. We have not yet adopted this accounting guidance and are currently evaluating the effect this accounting guidance will have on our financial statements.

In March 2017, the FASB issued accounting guidance related to the presentation of net periodic pension cost and net periodic postretirement benefit cost. The accounting guidance requires employers to disaggregate the service cost component from the other components of net benefit cost and disclose the amount of net benefit cost that is included in the statement of operations or capitalized in assets, by line item. The accounting guidance requires employers to report the service cost component in the same line item(s) as other compensation costs and to report other pension-related costs (which include interest costs, amortization of pension-related costs from prior periods, and the gains or losses on plan assets) separately and exclude them from the subtotal of operating income. The accounting guidance also allows only the service cost component to be eligible for capitalization when applicable. This accounting guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017, and early adoption is permitted as of the first interim period of an annual period for which interim or annual financial statements have not been issued. The accounting guidance requires application on a retrospective basis for the presentation of the service cost component and the other components of net periodic pension cost and net periodic postretirement benefit cost in the statement of operations and on a prospective basis for the capitalization of the service cost component of net periodic pension cost and net periodic postretirement benefit in assets. We have not yet adopted this accounting guidance and are currently evaluating the effect this accounting guidance will have on our financial statements.

In May 2017, the FASB issued accounting guidance on determining which changes to the terms or conditions of share-based payment awards require an entity to apply modification accounting. This pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017, with early adoption permitted, and is applied prospectively to changes in terms or conditions of awards occurring on or after the adoption date. We have not yet adopted this accounting guidance and are currently evaluating the effect this accounting guidance will have on our financial statements.

In August 2017, the FASB issued new accounting guidance on derivatives and hedging, which amends and simplifies existing guidance in order to allow companies to more accurately present the economic effects of risk management activities in the financial statements. This accounting guidance is effective for public business entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, and earlier adoption is permitted. We have not yet adopted this accounting guidance and are currently evaluating the effect this accounting guidance will have on our financial statements.

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BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

6 Months Ended

Sep. 30, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of foreign exchange rates

The value of these currencies has fluctuated relative to the U.S. dollar as indicated in the following table:

	Three Months Ended   September 30,		Six Months Ended   September 30,
	2017	2016	2017	2016
One British pound sterling into U.S. dollars
High	1.36	1.34	1.36	1.48
Average	1.31	1.31	1.29	1.37
Low	1.28	1.29	1.24	1.29
At period-end	1.34	1.30	1.34	1.30
One euro into U.S. dollars
High	1.20	1.13	1.20	1.15
Average	1.17	1.12	1.14	1.12
Low	1.13	1.10	1.06	1.10
At period-end	1.18	1.12	1.18	1.12
One Australian dollar into U.S. dollars
High	0.81	0.77	0.81	0.78
Average	0.79	0.76	0.77	0.75
Low	0.76	0.74	0.74	0.72
At period-end	0.78	0.77	0.78	0.77
One Norwegian kroner into U.S. dollars
High	0.1294	0.1251	0.1294	0.1251
Average	0.1257	0.1201	0.1216	0.1206
Low	0.1190	0.1163	0.1152	0.1163
At period-end	0.1256	0.1251	0.1256	0.1251
One Nigerian naira into U.S. dollars
High	0.0032	0.0036	0.0033	0.0050
Average	0.0029	0.0032	0.0031	0.0040
Low	0.0027	0.0029	0.0027	0.0029
At period-end	0.0028	0.0032	0.0028	0.0032

_____________ 

Source: FactSet

The value of the Brazilian real has fluctuated relative to the U.S. dollar as indicated in the following table:

	Three Months Ended   September 30,		Six Months Ended   September 30,
	2017	2016	2017	2016
One Brazilian real into U.S. dollars
High	0.3244	0.3191	0.3244	0.3191
Average	0.3162	0.3083	0.3138	0.2966
Low	0.3009	0.2991	0.2995	0.2702
At period-end	0.3161	0.3078	0.3161	0.3078

_____________ 

Source: FactSet

Schedule of foreign exchange impact

We estimate that the fluctuation of currencies versus the same period in the prior fiscal year had the following effect on our financial condition and results of operations (in thousands):

	Three Months Ended   September 30, 2017			Six Months Ended   September 30, 2017
Revenue	$	3,129		$	(15,675	)
Operating expense	(4,090		)	9,621
Earnings from unconsolidated affiliates, net of losses	1,514			424
Non-operating expense	(332		)	4,247
Income before provision for income taxes	221			(1,383		)
Provision for income taxes	673			1,874
Net income	894			491
Cumulative translation adjustment	10,928			20,998
Total stockholders’ investment	$	11,822		$	21,489

Schedule of interest income and interest expense

During the three and six months endedSeptember 30, 2017 and 2016, interest expense, net consisted of the following (in thousands):

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Interest income	$	154		$	235		$	368		$	469
Interest expense	(18,717		)	(11,703		)	(34,952		)	(22,823		)
Interest expense, net	$	(18,563	)	$	(11,468	)	$	(34,584	)	$	(22,354	)

Schedule of goodwill

Goodwill of $20.4 million and $19.8 million as of September 30 and March 31, 2017, respectively, related to our Asia Pacific reporting unit was as follows (in thousands):

	Asia Pacific		Total
March 31, 2017	$	19,798	$	19,798
Foreign currency translation	566		566
September 30, 2017	$	20,364	$	20,364

Accumulated goodwill impairment of $50.9 million as of both September 30 and March 31, 2017 related to our reporting units were as follows (in thousands):

	Europe Caspian			Africa			Americas			Corporate and other			Total
March 31, 2017	$	(33,883	)	$	(6,179	)	$	(576	)	$	(10,223	)	$	(50,861	)
Impairments	—			—			—			—			—
September 30, 2017	$	(33,883	)	$	(6,179	)	$	(576	)	$	(10,223	)	$	(50,861	)

Schedule of other intangible assets

Intangible assets by type were as follows (in thousands):

	Client contracts			Client relationships			Trade name and trademarks			Internally developed software			Licenses			Total
	Gross Carrying Amount
March 31, 2017	$	8,169		$	12,752		$	4,483		$	1,062		$	746		$	27,212
Foreign currency translation	1			56			245			28			7			337
September 30, 2017	$	8,170		$	12,808		$	4,728		$	1,090		$	753		$	27,549
	Accumulated Amortization
March 31, 2017	$	(8,155	)	$	(11,071	)	$	(908	)	$	(685	)	$	(657	)	$	(21,476	)
Amortization expense	(10		)	(152		)	(146		)	(110		)	(30		)	(448		)
September 30, 2017	$	(8,165	)	$	(11,223	)	$	(1,054	)	$	(795	)	$	(687	)	$	(21,924	)
Weighted average remaining contractual life, in years	0.1			3.6			13.1			1.8			1.6			5.2

Schedule of other intangible assets, future amortization expense

Future amortization expense of intangible assets for each of the years ending March 31 is as follows (in thousands):

2018	$	440
2019	762
2020	467
2021	467
2022	467
Thereafter	3,022
	$	5,625

Schedule of capital expenditures

During the three and six months endedSeptember 30, 2017 and 2016, we made capital expenditures as follows:

	Three Months Ended   September 30,				Six Months Ended   September 30,
	2017		2016		2017		2016
Number of aircraft delivered:
Medium	2		5		5		5
SAR aircraft	—		1		—		1
Total aircraft	2		6		5		6
Capital expenditures (in thousands):
Aircraft and equipment (1)	$	5,679	$	78,087	$	16,489	$	95,574
Land and buildings	6,085		2,716		7,828		6,292
Total capital expenditures	$	11,764	$	80,803	$	24,317	$	101,866

_____________ 

⁽¹⁾ During the three months ended September 30, 2017 and 2016, we spent $1.0 million and $63.7 million, respectively, and during the six months endedSeptember 30, 2017 and 2016, we spent $2.3 million and $66.8 million, respectively, on progress payments for aircraft to be delivered in future periods.

Schedule of aircraft sales and impairments

The following table presents details on the aircraft sold or disposed of and impairments on assets held for sale during the three and six months endedSeptember 30, 2017 and 2016:

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017		2016
	(In thousands, except for number of aircraft)
Number of aircraft sold or disposed of	—			—			6		6
Proceeds from sale or disposal of assets	$	269		$	329		$	42,244	$	11,819
Gain (loss) from sale or disposal of assets (1)	$	(343	)	$	(1,175	)	$	1,920	$	(1,043	)
Number of aircraft impaired	2			6			4		13
Impairment charges on assets held for sale (1)(2)	$	8,183		$	1,011		$	9,747	$	11,160

_____________ 

⁽¹⁾  Included in gain (loss) on disposal of assets on our condensed consolidated statements of operations.

⁽²⁾  Includes a $6.5 million impairment of the Bristow Academy disposal group for the three and six months ended September 30, 2017.

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VARIABLE INTEREST ENTITIES (Tables)

6 Months Ended

Sep. 30, 2017

Variable Interest Entities [Abstract]

Primary beneficiary variable interest financial statements

Bristow Aviation and its subsidiaries are exposed to similar operational risks and are therefore monitored and evaluated on a similar basis by management. Accordingly, the financial information reflected on our condensed consolidated balance sheets and statements of operations for Bristow Aviation and subsidiaries is presented in the aggregate, including intercompany amounts with other consolidated entities, as follows (in thousands):

	September 30,   2017		March 31,    2017
Assets
Cash and cash equivalents	$	94,068	$	92,409
Accounts receivable	296,145		222,560
Inventories	98,460		90,190
Prepaid expenses and other current assets	57,008		50,016
Total current assets	545,681		455,175
Investment in unconsolidated affiliates	3,476		3,513
Property and equipment, net	316,980		306,831
Goodwill	20,364		19,798
Other assets	205,483		203,228
Total assets	$	1,091,984	$	988,545
Liabilities
Accounts payable	$	275,440	$	146,841
Accrued liabilities	137,719		122,130
Accrued interest	2,004,408		1,891,305
Current maturities of long-term debt	20,296		18,578
Total current liabilities	2,437,863		2,178,854
Long-term debt, less current maturities	480,835		501,782
Accrued pension liabilities	57,928		61,647
Other liabilities and deferred credits	7,907		8,138
Deferred taxes	14,195		20,264
Redeemable noncontrolling interest	6,002		6,886
Total liabilities	$	3,004,730	$	2,777,571

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Revenue	$	321,956		$	310,325		$	623,926		$	628,779
Operating loss	(2,978		)	(20,773		)	(22,632		)	(40,516		)
Net loss	(62,081		)	(80,794		)	(141,250		)	(169,337		)

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DEBT (Tables)

6 Months Ended

Sep. 30, 2017

Debt Disclosure [Abstract]

Schedule of debt

Debt as of September 30 and March 31, 2017 consisted of the following (in thousands):

	September 30,   2017			March 31,    2017
6¼% Senior Notes due 2022	$	401,535		$	401,535
Term Loan	150,835			261,907
Term Loan Credit Facility	28,929			45,900
Revolving Credit Facility	89,100			139,100
Lombard Debt	207,153			196,832
Macquarie Debt	192,028			200,000
PK Air Debt	230,000			—
Airnorth Debt	15,193			16,471
Eastern Airways Debt	14,597			15,326
Other Debt	—			16,293
Unamortized debt issuance costs	(17,264		)	(11,345		)
Total debt	1,312,106			1,282,019
Less short-term borrowings and current maturities of long-term debt	(113,519		)	(131,063		)
Total long-term debt	$	1,198,587		$	1,150,956

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FAIR VALUE DISCLOSURES (Tables)

6 Months Ended

Sep. 30, 2017

Fair Value Disclosures [Abstract]

Schedule of fair value assets measured on non-recurring basis

The following table summarizes the assets as of September 30, 2017, valued at fair value on a non-recurring basis (in thousands):

	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Balance as of September 30, 2017		Total Loss for the Three Months Ended September 30, 2017			Total Loss for the Six Months Ended September 30, 2017
Inventories	$	—	$	1,218	$	—	$	1,218	$	—		$	(1,192	)
Assets held for sale	—		36,167		—		36,167		(8,183		)	(9,747		)
Total assets	$	—	$	37,385	$	—	$	37,385	$	(8,183	)	$	(10,939	)

The following table summarizes the assets as of September 30, 2016, valued at fair value on a non-recurring basis (in thousands):

	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Balance as of September 30, 2016		Total Loss for the Three Months Ended September 30, 2016			Total Loss for the Six Months Ended September 30, 2016
Inventories	$	—	$	56,355	$	—	$	56,355	$	(7,572	)	$	(7,572	)
Assets held for sale	—		40,338		—		40,338		(1,011		)	(11,160		)
Total assets	$	—	$	96,693	$	—	$	96,693	$	(8,583	)	$	(18,732	)

Schedule of fair value assets measured on recurring basis

The following table summarizes the financial instruments we had as of September 30, 2017, valued at fair value on a recurring basis (in thousands):

	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Balance as of September 30, 2017		Balance  Sheet Classification
Rabbi Trust investments	$	2,695	$	—	$	—	$	2,695	Other assets
Total assets	$	2,695	$	—	$	—	$	2,695

The following table summarizes the financial instruments we had as of March 31, 2017, valued at fair value on a recurring basis (in thousands):

	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Balance as of March 31, 2017		Balance  Sheet Classification
Rabbi Trust investments	$	3,075	$	—	$	—	$	3,075	Other assets
Total assets	$	3,075	$	—	$	—	$	3,075

Schedule of fair value of debt

The carrying and fair value of our long-term debt, including the current portion and excluding unamortized debt issuance costs, are as follows (in thousands):

	September 30, 2017				March 31, 2017
	Carrying Value		Fair Value		Carrying Value		Fair Value
6¼% Senior Notes	$	401,535	$	281,075	$	401,535	$	323,236
Term Loan	150,835		150,835		261,907		261,907
Term Loan Credit Facility	28,929		28,929		45,900		45,900
Revolving Credit Facility	89,100		89,100		139,100		139,100
Lombard Debt	207,153		207,153		196,832		196,832
Macquarie Debt	192,028		192,028		200,000		200,000
PK Air Debt	230,000		230,000		—		—
Airnorth Debt	15,193		15,193		16,471		16,471
Eastern Airways Debt	14,597		14,597		15,326		15,326
Other Debt	—		—		16,293		16,293
	$	1,329,370	$	1,208,910	$	1,293,364	$	1,215,065

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COMMITMENTS AND CONTINGENCIES (Tables)

6 Months Ended

Sep. 30, 2017

Commitments and Contingencies Disclosure [Abstract]

Aircraft purchase contracts table

As shown in the table below, we expect to make additional capital expenditures over the next seven fiscal years to purchase additional aircraft. As of November 8, 2017, we had 27 aircraft on order and options to acquire an additional four aircraft. Although a similar number of our existing aircraft may be sold during the same period, the additional aircraft on order will provide incremental fleet capacity in terms of revenue and operating income.

	Six Months Ending March 31, 2018		Fiscal Year Ending March 31,
			2019		2020		2021		2022 and thereafter(1)		Total
Commitments as of November 8, 2017: (2)
Number of aircraft:
Large	—		1		—		4		18		23
U.K. SAR	—		—		4		—		—		4
	—		1		4		4		18		27
Related commitment expenditures (in thousands) (2)(3)
Medium and large	$	—	$	19,820	$	25,140	$	77,507	$	280,876	$	403,343
U.K. SAR	3,192		—		61,994		—		—		65,186
	$	3,192	$	19,820	$	87,134	$	77,507	$	280,876	$	468,529
Options as of November 8, 2017: (2)
Number of aircraft:
Large	—		2		2		—		—		4
	—		2		2		—		—		4
Related option expenditures (in thousands) (3)	$	—	$	44,181	$	31,536	$	—	$	—	$	75,717

_____________ 

⁽¹⁾  Includes $86.0 million for five aircraft orders that can be cancelled prior to delivery dates. As of September 30, 2017, we made non-refundable deposits of $4.5 million related to these aircraft.

⁽²⁾  In October and November 2017, through discussions with helicopter manufacturers we: (i) reached an agreement to defer payments of approximately $130 million in capital expenditures out of fiscal years 2019 and 2020 and into future periods and (ii) have a non-binding letter of understanding to defer payment of approximately $62 million in capital expenditures out of fiscal year 2018 and into future periods. These agreements are reflected in the table above.

⁽³⁾  Includes progress payments on aircraft scheduled to be delivered in future periods only if options are exercised.

Rollforward schedule of aircraft purchase orders and options

The following chart presents an analysis of our aircraft orders and options during fiscal year 2018:

	Three Months Ended
	September 30, 2017			June 30, 2017
	Orders		Options	Orders		Options
Beginning of period	29		4	32		4
Aircraft delivered	(2	)	—	(3	)	—
End of period	27		4	29		4

Aircraft lease table

The following is a summary of the terms related to aircraft leased under operating leases with original or remaining terms in excess of one year as of September 30, 2017:

End of Lease Term	Number of Aircraft
Six months ending March 31, 2018 to fiscal year 2019	26
Fiscal year 2020 to fiscal year 2022	48
Fiscal year 2023 to fiscal year 2024	17
	91

Schedule of separation programs

The expense related to the VSPs and ISPs for the three and six months endedSeptember 30, 2017 and 2016 is as follows (in thousands):

	Three Months Ended   September 30,				Six Months Ended   September 30,
	2017		2016		2017		2016
VSP:
Direct cost	$	—	$	590	$	—	$	1,445
General and administrative	—		—		—		23
Total	$	—	$	590	$	—	$	1,468
ISP:
Direct cost	$	1,477	$	4,398	$	2,547	$	4,896
General and administrative	933		4,565		8,542		8,595
Total	$	2,410	$	8,963	$	11,089	$	13,491

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EMPLOYEE BENEFIT PLANS (Tables)

6 Months Ended

Sep. 30, 2017

Defined Benefit Plan [Abstract]

Schedule of components of net periodic pension cost

The following table provides a detail of the components of net periodic pension cost (in thousands):

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Service cost for benefits earned during the period	$	157		$	1,794		$	311		$	3,754
Interest cost on pension benefit obligation	3,838			4,377			7,589			9,158
Expected return on assets	(5,432		)	(5,920		)	(10,741		)	(12,391		)
Amortization of unrecognized losses	1,819			1,793			3,597			3,755
Net periodic pension cost	$	382		$	2,044		$	756		$	4,276

Assumptions used for stock options granted

The following table shows the assumptions used to compute the stock-based compensation expense for stock options granted during the six months endedSeptember 30, 2017:

Risk free interest rate	1.78	%
Expected life (years)	5
Volatility	56.1	%
Dividend yield	3.98	%
Weighted average exercise price of options granted	$7.03 per option
Weighted average grant-date fair value of options granted	$2.53 per option

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EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME (Tables)

6 Months Ended

Sep. 30, 2017

Dividends, Share Repurchases, Earning Per Share and Accumulated Other Comprehensive Income [Abstract]

Schedule of antidilutive securities excluded from computation of earnings per share

Diluted earnings per common share excludes options to purchase shares and restricted stock awards, which were outstanding during the period but were anti-dilutive, as follows:

	Three Months Ended   September 30,				Six Months Ended   September 30,
	2017		2016		2017		2016
Options:
Outstanding	3,761,830		1,950,289		2,688,049		1,522,304
Weighted average exercise price	$	29.89	$	30.07	$	41.27	$	36.23
Restricted stock awards:
Outstanding	735,648		442,217		567,396		577,737
Weighted average price	$	15.07	$	26.81	$	18.88	$	24.59

Schedule of earnings per share, basic and diluted

The following table sets forth the computation of basic and diluted earnings per share:

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Earnings (in thousands):
Loss available to common stockholders	$	(31,209	)	$	(29,797	)	$	(86,484	)	$	(70,569	)
Shares:
Weighted average number of common shares outstanding – basic	35,317,935			35,070,047			35,253,688			35,012,014
Net effect of dilutive stock options and restricted stock awards based on the treasury stock method	—			—			—			—
Weighted average number of common shares outstanding – diluted	35,317,935			35,070,047			35,253,688			35,012,014
Basic loss per common share	$	(0.88	)	$	(0.85	)	$	(2.45	)	$	(2.02	)
Diluted loss per common share	$	(0.88	)	$	(0.85	)	$	(2.45	)	$	(2.02	)

Schedule of accumulated other comprehensive income (loss)

The following table sets forth the changes in the balances of each component of accumulated other comprehensive income:

	Currency Translation Adjustments			Pension Liability Adjustments (1)			Total
Balance as of March 31, 2017	$	(149,721	)	$	(178,556	)	$	(328,277	)
Other comprehensive income before reclassification	20,998			—			20,998
Reclassified from accumulated other comprehensive income	—			—			—
Net current period other comprehensive income	20,998			—			20,998
Foreign exchange rate impact	16,431			(16,431		)	—
Balance as of September 30, 2017	$	(112,292	)	$	(194,987	)	$	(307,279	)

_____________ 

⁽¹⁾  Reclassification of amounts related to pension liability adjustments are included as a component of net periodic pension cost.

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SEGMENT INFORMATION (Tables)

6 Months Ended

Sep. 30, 2017

Segment Reporting [Abstract]

Schedule of revenue by segment

The following tables show region information for the three and six months endedSeptember 30, 2017 and 2016 and as of September 30 and March 31, 2017, where applicable, reconciled to consolidated totals, and prepared on the same basis as our condensed consolidated financial statements (in thousands):

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Region gross revenue from external clients:
Europe Caspian	$	203,923		$	191,834		$	395,322		$	386,658
Africa	49,787			51,644			100,577			105,906
Americas	59,201			56,092			114,963			114,289
Asia Pacific	59,284			55,255			111,730			114,399
Corporate and other	1,481			2,642			3,193			5,613
Total region gross revenue	$	373,676		$	357,467		$	725,785		$	726,865
Intra-region gross revenue:
Europe Caspian	$	1,483		$	1,891		$	2,519		$	4,030
Africa	—			—			—			—
Americas	1,950			1,115			4,244			1,962
Asia Pacific	—			1			—			1
Corporate and other	—			34			22			279
Total intra-region gross revenue	$	3,433		$	3,041		$	6,785		$	6,272
Consolidated gross revenue:
Europe Caspian	$	205,406		$	193,725		$	397,841		$	390,688
Africa	49,787			51,644			100,577			105,906
Americas	61,151			57,207			119,207			116,251
Asia Pacific	59,284			55,256			111,730			114,400
Corporate and other	1,481			2,676			3,215			5,892
Intra-region eliminations	(3,433		)	(3,041		)	(6,785		)	(6,272		)
Total consolidated gross revenue	$	373,676		$	357,467		$	725,785		$	726,865

Operating Performance and Total Assets by Segment

	Three Months Ended   September 30,						Six Months Ended   September 30,
	2017			2016			2017			2016
Earnings from unconsolidated affiliates, net of losses – equity method investments:
Europe Caspian	$	61		$	65		$	91		$	116
Americas	2,150			260			1,615			4,123
Corporate and other	(148		)	(187		)	(308		)	(271		)
Total earnings from unconsolidated affiliates, net of losses – equity method investments	$	2,063		$	138		$	1,398		$	3,968
Consolidated operating loss:
Europe Caspian	$	9,891		$	5,741		$	14,298		$	18,771
Africa	7,835			7,942			17,883			9,513
Americas	7,483			2,643			6,227			3,564
Asia Pacific	(5,903		)	(9,575		)	(18,433		)	(15,468		)
Corporate and other	(23,697		)	(31,447		)	(49,654		)	(57,294		)
Loss on disposal of assets	(8,526		)	(2,186		)	(7,827		)	(12,203		)
Total consolidated operating loss	$	(12,917	)	$	(26,882	)	$	(37,506	)	$	(53,117	)
Depreciation and amortization:
Europe Caspian	$	12,196		$	11,220		$	24,018		$	22,409
Africa	3,590			3,220			6,666			8,673
Americas	6,998			7,228			13,997			18,609
Asia Pacific	5,058			4,377			10,868			8,613
Corporate and other	3,539			2,547			6,888			4,982
Total depreciation and amortization (1)	$	31,381		$	28,592		$	62,437		$	63,286

	September 30,   2017		March 31,    2017
Identifiable assets:
Europe Caspian	$	1,060,635	$	1,091,536
Africa	431,588		325,719
Americas	869,584		809,071
Asia Pacific	360,157		433,614
Corporate and other (2)	366,559		453,907
Total identifiable assets	$	3,088,523	$	3,113,847

Investments in unconsolidated affiliates – equity method investments:
Europe Caspian	$	309	$	257
Americas	201,737		200,362
Corporate and other	3,167		3,257
Total investments in unconsolidated affiliates – equity method investments	$	205,213	$	203,876

_____________ 

⁽¹⁾  Includes accelerated depreciation expense of $1.3 million during the three months ended September 30, 2016 related to aircraft where management made the decision to exit these model types earlier than originally anticipated in our Europe Caspian and Africa regions of $0.2 million and $1.1 million, respectively. Includes accelerated depreciation expense of $8.2 million during the six months endedSeptember 30, 2016 related to aircraft where management made the decision to exit these model types earlier than originally anticipated in our Europe Caspian, Americas and Africa regions of $0.4 million, $3.9 million and $3.9 million, respectively. For further details, see Note 1.

⁽²⁾  Includes $68.4 million and $199.3 million ofconstruction in progress within property and equipment on our condensed consolidated balance sheets as of September 30 and March 31, 2017, respectively, which primarily represents progress payments on aircraft to be delivered in future periods.

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SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION (Tables)

6 Months Ended

Sep. 30, 2017

Supplemental Condensed Consolidating Financial Information [Abstract]

Supplemental Condensed Consolidating Statement of Operations

Supplemental Condensed Consolidating Statement of Operations

Three Months Ended September 30, 2017

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue:
Gross revenue	$	—		$	46,952		$	326,724		$	—		$	373,676
Intercompany revenue	—			31,719			—			(31,719		)	—
	—			78,671			326,724			(31,719		)	373,676
Operating expense:
Direct cost and reimbursable expense	3,263			45,955			250,909			—			300,127
Intercompany expenses	—			—			31,719			(31,719		)	—
Depreciation and amortization	3,016			13,237			15,128			—			31,381
General and administrative	17,880			5,623			25,119			—			48,622
	24,159			64,815			322,875			(31,719		)	380,130
Gain (loss) on disposal of assets	—			10,597			(19,123		)	—			(8,526		)
Earnings from unconsolidated affiliates, net of losses	9,642			—			2,063			(9,642		)	2,063
Operating income (loss)	(14,517		)	24,453			(13,211		)	(9,642		)	(12,917		)
Interest expense, net	(10,636		)	(6,023		)	(1,904		)	—			(18,563		)
Other income (expense), net	(97		)	(399		)	3,054			—			2,558
Income (loss) before (provision) benefit for income taxes	(25,250		)	18,031			(12,061		)	(9,642		)	(28,922		)
Allocation of consolidated income taxes	(5,946		)	(1,945		)	5,417			—			(2,474		)
Net income (loss)	(31,196		)	16,086			(6,644		)	(9,642		)	(31,396		)
Net (income) loss attributable to noncontrolling interests	(13		)	—			200			—			187
Net income (loss) attributable to Bristow Group	$	(31,209	)	$	16,086		$	(6,444	)	$	(9,642	)	$	(31,209	)

Supplemental Condensed Consolidating Statement of Operations

Three Months Ended September 30, 2016

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue:
Gross revenue	$	—		$	42,543		$	314,924		$	—		$	357,467
Intercompany revenue	—			24,323			—			(24,323		)	—
	—			66,866			314,924			(24,323		)	357,467
Operating expense:
Direct cost and reimbursable expense	(374		)	47,858			247,422			—			294,906
Intercompany expenses	—			—			24,323			(24,323		)	—
Depreciation and amortization	2,223			10,805			15,564			—			28,592
General and administrative	17,487			6,490			27,297			—			51,274
	19,336			65,153			314,606			(24,323		)	374,772
Loss on impairment	—			(4,761		)	(2,811		)	—			(7,572		)
Loss on disposal of assets	—			(1,348		)	(838		)	—			(2,186		)
Earnings from unconsolidated affiliates, net of losses	(9,647		)	—			138			9,690			181
Operating loss	(28,983		)	(4,396		)	(3,193		)	9,690			(26,882		)
Interest expense, net	(10,347		)	(371		)	(750		)	—			(11,468		)
Other income (expense), net	206			411			2,386			—			3,003
Loss before (provision) benefit for income taxes	(39,124		)	(4,356		)	(1,557		)	9,690			(35,347		)
Allocation of consolidated income taxes	9,339			(1,510		)	(2,589		)	—			5,240
Net loss	(29,785		)	(5,866		)	(4,146		)	9,690			(30,107		)
Net (income) loss attributable to noncontrolling interests	(12		)	—			322			—			310
Net loss attributable to Bristow Group	$	(29,797	)	$	(5,866	)	$	(3,824	)	$	9,690		$	(29,797	)

Supplemental Condensed Consolidating Statement of Operations

Six Months Ended September 30, 2017

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue:
Gross revenue	$	—		$	92,727		$	633,058		$	—		$	725,785
Intercompany revenue	—			63,910			—			(63,910		)	—
	—			156,637			633,058			(63,910		)	725,785
Operating expense:
Direct cost and reimbursable expense	3,269			98,289			496,346			—			597,904
Intercompany expenses	—			—			63,910			(63,910		)	—
Depreciation and amortization	5,933			25,720			30,784			—			62,437
General and administrative	36,987			11,385			46,957			—			95,329
	46,189			135,394			637,997			(63,910		)	755,670
Loss on impairment	—			(1,192		)	—			—			(1,192		)
Gain (loss) on disposal of assets	—			11,013			(18,840		)	—			(7,827		)
Earnings from unconsolidated affiliates, net of losses	(11,003		)	—			1,398			11,003			1,398
Operating income (loss)	(57,192		)	31,064			(22,381		)	11,003			(37,506		)
Interest expense, net	(19,694		)	(11,803		)	(3,087		)	—			(34,584		)
Other income (expense), net	(126		)	(756		)	1,795			—			913
Income (loss) before (provision) benefit for income taxes	(77,012		)	18,505			(23,673		)	11,003			(71,177		)
Allocation of consolidated income taxes	(9,448		)	(6,105		)	(412		)	—			(15,965		)
Net income (loss)	(86,460		)	12,400			(24,085		)	11,003			(87,142		)
Net (income) loss attributable to noncontrolling interests	(24		)	—			682			—			658
Net income (loss) attributable to Bristow Group	$	(86,484	)	$	12,400		$	(23,403	)	$	11,003		$	(86,484	)

Supplemental Condensed Consolidating Statement of Operations

Six Months Ended September 30, 2016

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenue:
Gross revenue	$	—		$	87,856		$	639,009		$	—		$	726,865
Intercompany revenue	—			48,614			—			(48,614		)	—
	—			136,470			639,009			(48,614		)	726,865
Operating expense:
Direct cost and reimbursable expense	(631		)	96,476			501,218			—			597,063
Intercompany expenses	—			—			48,614			(48,614		)	—
Depreciation and amortization	4,316			27,786			31,184			—			63,286
General and administrative	37,746			13,080			53,043			—			103,869
	41,431			137,342			634,059			(48,614		)	764,218
Loss on impairment	—			(4,761		)	(2,811		)	—			(7,572		)
Loss on disposal of assets	—			(11,575		)	(628		)	—			(12,203		)
Earnings from unconsolidated affiliates, net of losses	(22,423		)	—			3,968			22,466			4,011
Operating income (loss)	(63,854		)	(17,208		)	5,479			22,466			(53,117		)
Interest expense, net	(20,232		)	(1,028		)	(1,094		)	—			(22,354		)
Other income (expense), net	752			1,646			(5,584		)	—			(3,186		)
Loss before (provision) benefit for income taxes	(83,334		)	(16,590		)	(1,199		)	22,466			(78,657		)
Allocation of consolidated income taxes	12,792			(3,732		)	(1,582		)	—			7,478
Net loss	(70,542		)	(20,322		)	(2,781		)	22,466			(71,179		)
Net (income) loss attributable to noncontrolling interests	(27		)	—			637			—			610
Net loss attributable to Bristow Group	$	(70,569	)	$	(20,322	)	$	(2,144	)	$	22,466		$	(70,569	)

Supplemental Condensed Consolidating Statement of Comprehensive Income (Loss)

Supplemental Condensed Consolidating Statement of Comprehensive Income (Loss)

Three Months Ended September 30, 2017

	Parent Company Only			Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net loss	$	(31,196	)	$	16,086	$	(6,644	)	$	(9,642	)	$	(31,396	)
Other comprehensive loss:
Currency translation adjustments	—			306		14,218			(3,833		)	10,691
Total comprehensive loss	(31,196		)	16,392		7,574			(13,475		)	(20,705		)
Net (income) loss attributable to noncontrolling interests	(13		)	—		200			—			187
Currency translation adjustments attributable to noncontrolling interests	—			—		237			—			237
Total comprehensive (income) loss attributable to noncontrolling interests	(13		)	—		437			—			424
Total comprehensive loss attributable to Bristow Group	$	(31,209	)	$	16,392	$	8,011		$	(13,475	)	$	(20,281	)

Supplemental Condensed Consolidating Statement of Comprehensive Income (Loss)

Three Months Ended September 30, 2016

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations		Consolidated
	(In thousands)
Net loss	$	(29,785	)	$	(5,866	)	$	(4,146	)	$	9,690	$	(30,107	)
Other comprehensive loss:
Currency translation adjustments	—			—			(9,558		)	4,119		(5,439		)
Total comprehensive loss	(29,785		)	(5,866		)	(13,704		)	13,809		(35,546		)
Net (income) loss attributable to noncontrolling interests	(12		)	—			322			—		310
Currency translation adjustments attributable to noncontrolling interests	—			—			(523		)	—		(523		)
Total comprehensive income attributable to noncontrolling interests	(12		)	—			(201		)	—		(213		)
Total comprehensive loss attributable to Bristow Group	$	(29,797	)	$	(5,866	)	$	(13,905	)	$	13,809	$	(35,759	)

Supplemental Condensed Consolidating Statement of Comprehensive Income (Loss)

Six Months Ended September 30, 2017

	Parent Company Only			Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net loss	$	(86,460	)	$	12,400	$	(24,085	)	$	11,003		$	(87,142	)
Other comprehensive loss:
Currency translation adjustments	—			644		28,570			(8,763		)	20,451
Total comprehensive loss	(86,460		)	13,044		4,485			2,240			(66,691		)
Net (income) loss attributable to noncontrolling interests	(24		)	—		682			—			658
Currency translation adjustments attributable to noncontrolling interests	—			—		547			—			547
Total comprehensive (income) loss attributable to noncontrolling interests	(24		)	—		1,229			—			1,205
Total comprehensive loss attributable to Bristow Group	$	(86,484	)	$	13,044	$	5,714		$	2,240		$	(65,486	)

Supplemental Condensed Consolidating Statement of Comprehensive Income (Loss)

Six Months Ended September 30, 2016

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net loss	$	(70,542	)	$	(20,322	)	$	(2,781	)	$	22,466		$	(71,179	)
Other comprehensive income (loss):
Currency translation adjustments	—			—			208,234			(220,808		)	(12,574		)
Total comprehensive income (loss)	(70,542		)	(20,322		)	205,453			(198,342		)	(83,753		)
Net (income) loss attributable to noncontrolling interests	(27		)	—			637			—			610
Currency translation adjustments attributable to noncontrolling interests	—			—			(4,965		)	—			(4,965		)
Total comprehensive income attributable to noncontrolling interests	(27		)	—			(4,328		)	—			(4,355		)
Total comprehensive income (loss) attributable to Bristow Group	$	(70,569	)	$	(20,322	)	$	201,125		$	(198,342	)	$	(88,108	)

Supplemental Condensed Consolidating Balance Sheet

Supplemental Condensed Consolidating Balance Sheet

As of September 30, 2017

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	591		$	771		$	95,981		$	—		$	97,343
Accounts receivable	159,210			457,131			367,921			(746,390		)	237,872
Inventories	—			33,156			98,460			—			131,616
Assets held for sale	—			29,692			5,242			—			34,934
Prepaid expenses and other current assets	2,248			5,827			39,422			(3,408		)	44,089
Total current assets	162,049			526,577			607,026			(749,798		)	545,854
Intercompany investment	2,399,726			104,435			135,507			(2,639,668		)	—
Investment in unconsolidated affiliates	—			—			211,499			—			211,499
Intercompany notes receivable	263,032			36,358			26,265			(325,655		)	—
Property and equipment—at cost:
Land and buildings	4,806			62,128			176,421			—			243,355
Aircraft and equipment	157,311			1,138,701			1,321,823			—			2,617,835
	162,117			1,200,829			1,498,244			—			2,861,190
Less: Accumulated depreciation and amortization	(35,027		)	(256,871		)	(372,552		)	—			(664,450		)
	127,090			943,958			1,125,692			—			2,196,740
Goodwill	—			—			20,364			—			20,364
Other assets	8,584			2,147			103,356			(21		)	114,066
Total assets	$	2,960,481		$	1,613,475		$	2,229,709		$	(3,715,142	)	$	3,088,523
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS’ INVESTMENT
Current liabilities:
Accounts payable	$	440,137		$	163,449		$	219,558		$	(725,382	)	$	97,762
Accrued liabilities	52,547			17,534			147,947			(23,131		)	194,897
Short-term borrowings and current maturities of long-term debt	66,973			19,050			27,496			—			113,519
Total current liabilities	559,657			200,033			395,001			(748,513		)	406,178
Long-term debt, less current maturities	599,973			281,587			317,027			—			1,198,587
Intercompany notes payable	62,532			209,840			54,385			(326,757		)	—
Accrued pension liabilities	—			—			57,928			—			57,928
Other liabilities and deferred credits	13,272			7,156			11,445			—			31,873
Deferred taxes	110,900			44,048			—			(21		)	154,927
Redeemable noncontrolling interest	—			—			6,002			—			6,002
Stockholders’ investment:
Common stock	381			20,028			131,317			(151,345		)	381
Additional paid-in-capital	815,990			46,234			284,048			(330,282		)	815,990
Retained earnings	902,957			803,517			683,482			(1,486,999		)	902,957
Accumulated other comprehensive loss	78,306			1,032			284,608			(671,225		)	(307,279		)
Treasury shares	(184,796		)	—			—			—			(184,796		)
Total Bristow Group stockholders’ investment	1,612,838			870,811			1,383,455			(2,639,851		)	1,227,253
Noncontrolling interests	1,309			—			4,466			—			5,775
Total stockholders’ investment	1,614,147			870,811			1,387,921			(2,639,851		)	1,233,028
Total liabilities, redeemable noncontrolling interest and stockholders’ investment	$	2,960,481		$	1,613,475		$	2,229,709		$	(3,715,142	)	$	3,088,523

Supplemental Condensed Consolidating Balance Sheet

As of March 31, 2017

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	3,382		$	299		$	92,975		$	—		$	96,656
Accounts receivable	76,383			288,235			212,900			(370,603		)	206,915
Inventories	—			34,721			90,190			—			124,911
Assets held for sale	—			30,716			7,530			—			38,246
Prepaid expenses and other current assets	3,237			4,501			43,856			(10,451		)	41,143
Total current assets	83,002			358,472			447,451			(381,054		)	507,871
Intercompany investment	2,491,631			104,435			126,296			(2,722,362		)	—
Investment in unconsolidated affiliates	—			—			210,162			—			210,162
Intercompany notes receivable	306,641			37,633			39,706			(383,980		)	—
Property and equipment—at cost:
Land and buildings	4,806			62,114			164,528			—			231,448
Aircraft and equipment	151,005			1,199,073			1,272,623			—			2,622,701
	155,811			1,261,187			1,437,151			—			2,854,149
Less: Accumulated depreciation and amortization	(29,099		)	(258,225		)	(312,461		)	—			(599,785		)
	126,712			1,002,962			1,124,690			—			2,254,364
Goodwill	—			—			19,798			—			19,798
Other assets	18,770			2,139			100,743			—			121,652
Total assets	$	3,026,756		$	1,505,641		$	2,068,846		$	(3,487,396	)	$	3,113,847
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS’ INVESTMENT
Current liabilities:
Accounts payable	$	231,841		$	70,434		$	151,382		$	(355,442	)	$	98,215
Accrued liabilities	61,791			17,379			132,704			(25,628		)	186,246
Current deferred taxes	(1,272		)	2,102			—			—			830
Short-term borrowings and current maturities of long-term debt	79,053			17,432			34,578			—			131,063
Total current liabilities	371,413			107,347			318,664			(381,070		)	416,354
Long-term debt, less current maturities	763,325			284,710			102,921			—			1,150,956
Intercompany notes payable	70,689			226,091			87,200			(383,980		)	—
Accrued pension liabilities	—			—			61,647			—			61,647
Other liabilities and deferred credits	11,597			6,229			11,073			—			28,899
Deferred taxes	112,716			40,344			1,813			—			154,873
Redeemable noncontrolling interest	—			—			6,886			—			6,886
Stockholders’ investment:
Common stock	379			20,028			115,317			(135,345		)	379
Additional paid-in-capital	809,995			29,387			284,048			(313,435		)	809,995
Retained earnings	991,906			791,117			819,987			(1,611,104		)	991,906
Accumulated other comprehensive loss	78,306			388			255,491			(662,462		)	(328,277		)
Treasury shares	(184,796		)	—			—			—			(184,796		)
Total Bristow Group stockholders’ investment	1,695,790			840,920			1,474,843			(2,722,346		)	1,289,207
Noncontrolling interests	1,226			—			3,799			—			5,025
Total stockholders’ investment	1,697,016			840,920			1,478,642			(2,722,346		)	1,294,232
Total liabilities, redeemable noncontrolling interest and stockholders’ investment	$	3,026,756		$	1,505,641		$	2,068,846		$	(3,487,396	)	$	3,113,847

Supplemental Condensed Consolidating Statement of Cash Flows

Supplemental Condensed Consolidating Statement of Cash Flows

Six Months Ended September 30, 2017

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net cash provided by (used in) operating activities	$	(78,756	)	$	32,581		$	10,841		$	—		$	(35,334	)
Cash flows from investing activities:
Capital expenditures	(6,306		)	(5,814		)	(89,677		)	77,480			(24,317		)
Proceeds from asset dispositions	—			80,210			39,514			(77,480		)	42,244
Net cash provided by (used in) investing activities	(6,306		)	74,396			(50,163		)	—			17,927
Cash flows from financing activities:
Proceeds from borrowings	107,800			—			230,218			—			338,018
Debt issuance costs	—			(552		)	(6,143		)	—			(6,695		)
Repayment of debt	(285,946		)	(9,073		)	(23,111		)	—			(318,130		)
Dividends paid	110,637			—			(113,102		)	—			(2,465		)
Increases (decreases) in cash related to intercompany advances and debt	150,351			(96,880		)	(53,471		)	—			—
Partial prepayment of put/call obligation	(23		)	—			—			—			(23		)
Repurchases for tax withholdings on vesting of equity awards	(548		)	—			—			—			(548		)
Net cash provided by (used in) financing activities	82,271			(106,505		)	34,391			—			10,157
Effect of exchange rate changes on cash and cash equivalents	—			—			7,937			—			7,937
Net increase (decrease) in cash and cash equivalents	(2,791		)	472			3,006			—			687
Cash and cash equivalents at beginning of period	3,382			299			92,975			—			96,656
Cash and cash equivalents at end of period	$	591		$	771		$	95,981		$	—		$	97,343

Supplemental Condensed Consolidating Statement of Cash Flows

Six Months Ended September 30, 2016

	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Net cash provided by (used in) operating activities	$	(35,861	)	$	56,788		$	8,499		$	(631	)	$	28,795
Cash flows from investing activities:
Capital expenditures	(11,958		)	(20,411		)	(69,497		)	—			(101,866		)
Proceeds from asset dispositions	—			10,374			1,445			—			11,819
Net cash used in investing activities	(11,958		)	(10,037		)	(68,052		)	—			(90,047		)
Cash flows from financing activities:
Proceeds from borrowings	191,501			—			4,453			—			195,954
Debt issuance costs	(2,925		)	—			—			—			(2,925		)
Repayment of debt	(116,051		)	—			(4,915		)	—			(120,966		)
Dividends paid	(4,554		)	4			(360		)	—			(4,910		)
Increases (decreases) in cash related to intercompany advances and debt	(54,611		)	(49,136		)	103,747			—			—
Partial prepayment of put/call obligation	(25		)	—			—			—			(25		)
Payment of contingent consideration	—			—			(10,000		)	—			(10,000		)
Repurchases for tax withholdings on vesting of equity awards	(757		)	—			—			—			(757		)
Net cash provided by (used in) financing activities	12,578			(49,132		)	92,925			—			56,371
Effect of exchange rate changes on cash and cash equivalents	—			—			1,239			—			1,239
Net increase (decrease) in cash and cash equivalents	(35,241		)	(2,381		)	34,611			(631		)	(3,642		)
Cash and cash equivalents at beginning of period	35,241			3,393			65,676			—			104,310
Cash and cash equivalents at end of period	$	—		$	1,012		$	100,287		$	(631	)	$	100,668

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BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Foreign Currency Exposure (Details)	Sep. 30, 2017	Sep. 30, 2016
One British pound sterling into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	1.34	1.30
One British pound sterling into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	1.34	1.30
One euro into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	1.18	1.12
One euro into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	1.18	1.12
One Australian dollar into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.78	0.77
One Australian dollar into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.78	0.77
One Norwegian kroner into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.1256	0.1251
One Norwegian kroner into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.1256	0.1251
One Nigerian naira into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.0028	0.0032
One Nigerian naira into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.0028	0.0032
High | One British pound sterling into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	1.36	1.34
High | One British pound sterling into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	1.36	1.48
High | One euro into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	1.20	1.13
High | One euro into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	1.20	1.15
High | One Australian dollar into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.81	0.77
High | One Australian dollar into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.81	0.78
High | One Norwegian kroner into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.1294	0.1251
High | One Norwegian kroner into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.1294	0.1251
High | One Nigerian naira into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.0032	0.0036
High | One Nigerian naira into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.0033	0.0050
Average | One British pound sterling into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	1.31	1.31
Average | One British pound sterling into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	1.29	1.37
Average | One euro into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	1.17	1.12
Average | One euro into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	1.14	1.12
Average | One Australian dollar into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.79	0.76
Average | One Australian dollar into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.77	0.75
Average | One Norwegian kroner into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.1257	0.1201
Average | One Norwegian kroner into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.1216	0.1206
Average | One Nigerian naira into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.0029	0.0032
Average | One Nigerian naira into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.0031	0.0040
Low | One British pound sterling into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	1.28	1.29
Low | One British pound sterling into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	1.24	1.29
Low | One euro into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	1.13	1.10
Low | One euro into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	1.06	1.10
Low | One Australian dollar into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.76	0.74
Low | One Australian dollar into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.74	0.72
Low | One Norwegian kroner into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.1190	0.1163
Low | One Norwegian kroner into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.1152	0.1163
Low | One Nigerian naira into U.S. dollars | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.0027	0.0029
Low | One Nigerian naira into U.S. dollars | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.0027	0.0029

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BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Foreign Currency Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Foreign currency transaction gains (losses)	$ 2.5	$ 2.9	$ 0.8	$ (3.4)
Impact of foreign exchange rates on unconsolidated affiliates	$ 0.3	$ (1.3)	$ (0.9)	$ (1.3)

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BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Impact of Brazilian Real to U.S. Dollar Exchange Rate (Details) - One Brazilian real into U.S. dollars	Sep. 30, 2017	Sep. 30, 2016
Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.3161	0.3078
Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.3161	0.3078
High | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.3244	0.3191
High | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.3244	0.3191
Average | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.3162	0.3083
Average | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.3138	0.2966
Low | Quarter To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.3009	0.2991
Low | Year To Date
Schedule of Foreign Currency [Line Items]
Foreign currency exchange rates	0.2995	0.2702

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BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Impact of Changes in Foreign Currency Exchange Rate (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Mar. 31, 2017
Schedule of Foreign Currency [Line Items]
Revenue	$ 373,676	$ 357,467	$ 725,785	$ 726,865
Operating expense	(380,130)	(374,772)	(755,670)	(764,218)
Earnings from unconsolidated affiliates, net of losses	2,063	181	1,398	4,011
Loss before provision for income taxes	(28,922)	(35,347)	(71,177)	(78,657)
Provision for income taxes	(2,474)	5,240	(15,965)	7,478
Net income (loss)	(31,396)	$ (30,107)	(87,142)	$ (71,179)
Total stockholders’ investment	1,233,028		1,233,028		$ 1,294,232
Quarter To Date | Impact of Changes in Foreign Currency Exchange Rates
Schedule of Foreign Currency [Line Items]
Revenue	3,129
Operating expense	(4,090)
Earnings from unconsolidated affiliates, net of losses	1,514
Non-operating expense	(332)
Loss before provision for income taxes	221
Provision for income taxes	673
Net income (loss)	894
Cumulative translation adjustment	10,928
Total stockholders’ investment	11,822		11,822
Year To Date | Impact of Changes in Foreign Currency Exchange Rates
Schedule of Foreign Currency [Line Items]
Revenue			(15,675)
Operating expense			9,621
Earnings from unconsolidated affiliates, net of losses			424
Non-operating expense			4,247
Loss before provision for income taxes			(1,383)
Provision for income taxes			1,874
Net income (loss)			491
Cumulative translation adjustment			20,998
Total stockholders’ investment	$ 21,489		$ 21,489

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BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Interest Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Interest income	$ 154	$ 235	$ 368	$ 469
Interest expense	(18,717)	(11,703)	(34,952)	(22,823)
Interest expense, net	$ (18,563)	$ (11,468)	$ (34,584)	$ (22,354)

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BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details)	3 Months Ended		6 Months Ended
	Sep. 30, 2017 USD ($)	Sep. 30, 2016 USD ($) aircraft	Sep. 30, 2017 USD ($)	Sep. 30, 2016 USD ($) aircraft	Mar. 31, 2017 USD ($)
Item Effected [Line Items]
Allowance for doubtful accounts receivable	$ 4,500,000		$ 4,500,000		$ 4,500,000
Inventory allowance	22,800,000		22,800,000		21,500,000
Inventory write-down	0	$ 7,572,000	1,192,000	$ 7,572,000
Short-term portion of contract acquisition and pre-operating costs	11,300,000		11,300,000		9,700,000
Amortization of other deferred charges	2,800,000	3,500,000	5,700,000	5,700,000
Goodwill	20,364,000		20,364,000		19,798,000
Goodwill impairment loss	(50,861,000)		(50,861,000)		(50,861,000)
Long-term portion of contract acquisition and pre-operating costs	53,500,000		53,500,000		51,100,000
Accelerated depreciation		$ 1,300,000		$ 8,200,000
Number of aircraft in exit plan | aircraft		6		11
Impairment charges on aircraft held for sale	8,183,000	$ 1,011,000	9,747,000	$ 11,160,000
Accounts receivable from non-affiliates	225,940,000		225,940,000		198,129,000
Inventories	131,616,000		131,616,000		124,911,000
Prepaid expenses and other current assets	44,089,000		44,089,000		41,143,000
Other accrued liabilities	55,837,000		55,837,000		46,679,000
Accounts payable	97,762,000		97,762,000		98,215,000
Net cash provided by (used in) operating cash flow			(35,334,000)	28,795,000
Current deferred tax assets					100,000
Current deferred tax liabilities					800,000
Adjustments for new accounting pronouncement
Item Effected [Line Items]
Net cash provided by (used in) operating cash flow				$ 800,000
Increase to income tax provision			2,200,000
Affiliated entity
Item Effected [Line Items]
Allowance for doubtful accounts receivable	0		0		$ 0
Held-for-sale | Bristow Academy
Item Effected [Line Items]
Impairment charges on aircraft held for sale	$ 6,500,000		$ 6,500,000
Percentage ownership disposed	100.00%		100.00%
Accounts receivable from non-affiliates	$ 1,400,000		$ 1,400,000
Inventories	1,200,000		1,200,000
Prepaid expenses and other current assets	300,000		300,000
Other accrued liabilities	1,400,000		1,400,000
Accounts payable	$ 400,000		$ 400,000

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BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Goodwill (Details) $ in Thousands	6 Months Ended
	Sep. 30, 2017 USD ($)
Goodwill [Roll Forward]
March 31, 2017	$ 19,798
Foreign currency translation	566
September 30, 2017	20,364
Asia Pacific
Goodwill [Roll Forward]
March 31, 2017	19,798
Foreign currency translation	566
September 30, 2017	$ 20,364

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BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accumulated Goodwill Impairment (Details) $ in Thousands	6 Months Ended
	Sep. 30, 2017 USD ($)
Goodwill, Impaired, Accumulated Impairment Loss [Roll Forward]
March 31, 2017	$ (50,861)
Goodwill, Impairment Loss	0
September 30, 2017	(50,861)
Europe Caspian
Goodwill, Impaired, Accumulated Impairment Loss [Roll Forward]
March 31, 2017	(33,883)
Goodwill, Impairment Loss	0
September 30, 2017	(33,883)
Africa
Goodwill, Impaired, Accumulated Impairment Loss [Roll Forward]
March 31, 2017	(6,179)
Goodwill, Impairment Loss	0
September 30, 2017	(6,179)
Americas
Goodwill, Impaired, Accumulated Impairment Loss [Roll Forward]
March 31, 2017	(576)
Goodwill, Impairment Loss	0
September 30, 2017	(576)
Corporate and other
Goodwill, Impaired, Accumulated Impairment Loss [Roll Forward]
March 31, 2017	(10,223)
Goodwill, Impairment Loss	0
September 30, 2017	$ (10,223)

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BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Other Intangible Assets (Details) $ in Thousands	6 Months Ended
	Sep. 30, 2017 USD ($)
Finite-lived Intangible Assets [Roll Forward]
Intangible assets - beginning balance	$ 27,212
Foreign currency translation	337
Intangible assets - ending balance	27,549
Accumulated amortization of intangible assets - beginning balance	(21,476)
Amortization expense	(448)
Accumulated amortization of intangible assets - ending balance	$ (21,924)
Weighted average remaining contractual life, in years	5 years 2 months
Client contracts
Finite-lived Intangible Assets [Roll Forward]
Intangible assets - beginning balance	$ 8,169
Foreign currency translation	1
Intangible assets - ending balance	8,170
Accumulated amortization of intangible assets - beginning balance	(8,155)
Amortization expense	(10)
Accumulated amortization of intangible assets - ending balance	$ (8,165)
Weighted average remaining contractual life, in years	1 month
Client relationships
Finite-lived Intangible Assets [Roll Forward]
Intangible assets - beginning balance	$ 12,752
Foreign currency translation	56
Intangible assets - ending balance	12,808
Accumulated amortization of intangible assets - beginning balance	(11,071)
Amortization expense	(152)
Accumulated amortization of intangible assets - ending balance	$ (11,223)
Weighted average remaining contractual life, in years	3 years 7 months
Trade name and trademarks
Finite-lived Intangible Assets [Roll Forward]
Intangible assets - beginning balance	$ 4,483
Foreign currency translation	245
Intangible assets - ending balance	4,728
Accumulated amortization of intangible assets - beginning balance	(908)
Amortization expense	(146)
Accumulated amortization of intangible assets - ending balance	$ (1,054)
Weighted average remaining contractual life, in years	13 years 1 month
Internally developed software
Finite-lived Intangible Assets [Roll Forward]
Intangible assets - beginning balance	$ 1,062
Foreign currency translation	28
Intangible assets - ending balance	1,090
Accumulated amortization of intangible assets - beginning balance	(685)
Amortization expense	(110)
Accumulated amortization of intangible assets - ending balance	$ (795)
Weighted average remaining contractual life, in years	1 year 9 months
Licenses
Finite-lived Intangible Assets [Roll Forward]
Intangible assets - beginning balance	$ 746
Foreign currency translation	7
Intangible assets - ending balance	753
Accumulated amortization of intangible assets - beginning balance	(657)
Amortization expense	(30)
Accumulated amortization of intangible assets - ending balance	$ (687)
Weighted average remaining contractual life, in years	1 year 7 months

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BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Future Amortization Expense (Details) $ in Thousands	Sep. 30, 2017 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
2018	$ 440
2019	762
2020	467
2021	467
2022	467
Thereafter	3,022
Future intangible assets amortization expense	$ 5,625

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BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment (Details) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017 USD ($) aircraft	Sep. 30, 2016 USD ($) aircraft	Sep. 30, 2017 USD ($) aircraft	Sep. 30, 2016 USD ($) aircraft
Property, Plant and Equipment [Line Items]
Number of aircraft delivered | aircraft	2	6	5	6
Capital expenditures	$ 11,764	$ 80,803	$ 24,317	$ 101,866
Progress payments for aircraft	$ 1,000	$ 63,700	$ 2,300	$ 66,800
Medium
Property, Plant and Equipment [Line Items]
Number of aircraft delivered | aircraft	2	5	5	5
SAR aircraft
Property, Plant and Equipment [Line Items]
Number of aircraft delivered | aircraft	0	1	0	1
Aircraft and equipment
Property, Plant and Equipment [Line Items]
Capital expenditures	$ 5,679	$ 78,087	$ 16,489	$ 95,574
Land and buildings
Property, Plant and Equipment [Line Items]
Capital expenditures	$ 6,085	$ 2,716	$ 7,828	$ 6,292

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BASIS OF PRESENTATION, CONSOLIDATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment Disposed of and Impairments (Details) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017 USD ($) aircraft	Sep. 30, 2016 USD ($) aircraft	Sep. 30, 2017 USD ($) aircraft	Sep. 30, 2016 USD ($) aircraft
Property, Plant and Equipment [Line Items]
Number of aircraft sold or disposed of | aircraft	0	0	6	6
Proceeds from asset dispositions	$ 269	$ 329	$ 42,244	$ 11,819
Loss on disposal of assets	$ (8,526)	$ (2,186)	$ (7,827)	$ (12,203)
Number of aircraft impaired | aircraft	2	6	4	13
Impairment charges on aircraft held for sale	$ 8,183	$ 1,011	$ 9,747	$ 11,160
Air transportation equipment
Property, Plant and Equipment [Line Items]
Loss on disposal of assets	(343)	$ (1,175)	1,920	$ (1,043)
Bristow Academy | Held-for-sale
Property, Plant and Equipment [Line Items]
Impairment charges on aircraft held for sale	$ 6,500		$ 6,500

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VARIABLE INTEREST ENTITIES - Narrative (Details) £ / shares in Units, $ in Thousands, £ in Millions	1 Months Ended		6 Months Ended	9 Months Ended
	Apr. 30, 2015	Jul. 31, 2014	Sep. 30, 2017 GBP (£) Affiliates Class_Of_Shares Nominations voting_rights	Dec. 31, 2013	Sep. 30, 2017 USD ($) Class_Of_Shares voting_rights	Mar. 31, 2017 USD ($)	May 31, 2004 USD ($) shares	May 31, 2004 £ / shares	Apr. 30, 2004
Variable Interest Entity [Line Items]
Number of variable interest entities | Affiliates			4
Deferred interest accrued | $					$ 12,456	$ 12,909
Caledonia Investments Plc
Variable Interest Entity [Line Items]
Ownership percentage by third party			46.00%
European Union
Variable Interest Entity [Line Items]
Ownership percentage by third party			5.00%
Nigerian Company owned by 100% Nigerian Employees
Variable Interest Entity [Line Items]
Ownership percentage by third party			50.00%
Purchased percentage from third party	2.00%	29.00%		19.00%
Employee Trust Fund
Variable Interest Entity [Line Items]
Ownership percentage by third party			2.00%
Bristow Aviation Holdings Limited
Variable Interest Entity [Line Items]
Ownership percentage in Variable Interest Entity			49.00%
Number of class of shares | Class_Of_Shares			3		3
Ownership percentage by third party			51.00%
Purchase of deferred stock shares | shares							8,000,000
Business acquisition share price | £ / shares								£ 1
Total amount paid for deferred shares | $							$ 14,400
Principal amount of subordinated unsecured loan stock			£ 91.0		$ 122,100
Interest rate on unsecured loan			13.50%
Deferred interest accrued | $					$ 2,004,408	$ 1,891,305
Call option price held by noncontrolling interest | £			£ 1.0
Call Option Rate Over LIBOR			3.00%		3.00%
Call Option Guaranteed Rate							12.00%
Put Option Guaranteed Rate									10.00%
Bristow Aviation Holdings Limited | Caledonia Investments Plc
Variable Interest Entity [Line Items]
Number Of Voting Rights | voting_rights			3		3
Number of Board Of Directors Nomination | Nominations			2
Bristow Aviation Holdings Limited | Director
Variable Interest Entity [Line Items]
Number Of Voting Rights | voting_rights			1		1
Bristow Aviation Holdings Limited | Director Two
Variable Interest Entity [Line Items]
Number Of Voting Rights | voting_rights			1		1
Bristow Helicopters Nigeria Ltd
Variable Interest Entity [Line Items]
Ownership percentage in Variable Interest Entity			48.00%
Purchased percentage from third party	8.00%
Pan African Airlines Nigeria Ltd
Variable Interest Entity [Line Items]
Ownership percentage in Variable Interest Entity			50.17%

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VARIABLE INTEREST ENTITIES - Balance Sheets of VIEs (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Mar. 31, 2017	Sep. 30, 2016	Mar. 31, 2016
Variable Interest Entity [Line Items]
Cash and cash equivalents	$ 97,343	$ 96,656	$ 100,668	$ 104,310
Accounts receivable	237,872	206,915
Inventories	131,616	124,911
Prepaid expenses and other current assets	44,089	41,143
Total current assets	545,854	507,871
Investment in unconsolidated affiliates	211,499	210,162
Property and equipment, net	2,196,740	2,254,364
Goodwill	20,364	19,798
Other assets	114,066	121,652
Total assets	3,088,523	3,113,847
Accounts payable	97,762	98,215
Accrued liabilities	194,897	186,246
Accrued interest	12,456	12,909
Short-term borrowings and current maturities of long-term debt	113,519	131,063
Total current liabilities	406,178	416,354
Long-term debt, less current maturities	1,198,587	1,150,956
Accrued pension liabilities	57,928	61,647
Other liabilities and deferred credits	31,873	28,899
Deferred taxes	154,927
Deferred taxes		154,873
Redeemable noncontrolling interest	6,002	6,886
Bristow Aviation Holdings Limited
Variable Interest Entity [Line Items]
Cash and cash equivalents	94,068	92,409
Accounts receivable	296,145	222,560
Inventories	98,460	90,190
Prepaid expenses and other current assets	57,008	50,016
Total current assets	545,681	455,175
Investment in unconsolidated affiliates	3,476	3,513
Property and equipment, net	316,980	306,831
Goodwill	20,364	19,798
Other assets	205,483	203,228
Total assets	1,091,984	988,545
Accounts payable	275,440	146,841
Accrued liabilities	137,719	122,130
Accrued interest	2,004,408	1,891,305
Short-term borrowings and current maturities of long-term debt	20,296	18,578
Total current liabilities	2,437,863	2,178,854
Long-term debt, less current maturities	480,835	501,782
Accrued pension liabilities	57,928	61,647
Other liabilities and deferred credits	7,907	8,138
Deferred taxes	14,195
Deferred taxes		20,264
Redeemable noncontrolling interest	6,002	6,886
Liabilities	$ 3,004,730	$ 2,777,571

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VARIABLE INTEREST ENTITIES - Statements of Operations of VIEs (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Variable Interest Entity [Line Items]
Revenue	$ 373,676	$ 357,467	$ 725,785	$ 726,865
Net loss	(31,396)	(30,107)	(87,142)	(71,179)
Bristow Aviation Holdings Limited
Variable Interest Entity [Line Items]
Revenue	321,956	310,325	623,926	628,779
Operating loss	(2,978)	(20,773)	(22,632)	(40,516)
Net loss	$ (62,081)	$ (80,794)	$ (141,250)	$ (169,337)

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DEBT - Schedule of Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Mar. 31, 2017
Debt Instrument [Line Items]
Total debt	$ 1,329,370	$ 1,293,364
Unamortized debt issuance cost	(17,264)	(11,345)
Total debt, net	1,312,106	1,282,019
Less short-term borrowings and current maturities of long-term debt	(113,519)	(131,063)
Total long-term debt	1,198,587	1,150,956
6¼% Senior Notes due 2022 | Senior Notes Due 2022
Debt Instrument [Line Items]
Total debt	$ 401,535	401,535
Interest rate on debt	6.25%
Term Loan
Debt Instrument [Line Items]
Total debt	$ 150,835	261,907
Term Loan Credit Facility
Debt Instrument [Line Items]
Total debt	28,929	45,900
Revolving Credit Facility
Debt Instrument [Line Items]
Total debt	89,100	139,100
Secured Debt | Lombard Debt
Debt Instrument [Line Items]
Total debt	207,153	196,832
Secured Debt | Macquarie Credit Agreement
Debt Instrument [Line Items]
Total debt	192,028	200,000
Secured Debt | PK Air Debt
Debt Instrument [Line Items]
Total debt	230,000	0
Other Debt | Airnorth debt
Debt Instrument [Line Items]
Total debt	15,193	16,471
Other Debt | Eastern Airways debt
Debt Instrument [Line Items]
Total debt	14,597	15,326
Other Debt | Other Debt
Debt Instrument [Line Items]
Total debt	$ 0	$ 16,293

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DEBT - Narrative (Details)		1 Months Ended			6 Months Ended
	Jul. 17, 2017 USD ($) tranche Months Days Loan	Oct. 31, 2017 USD ($)	Sep. 30, 2017 USD ($)	Apr. 30, 2017 USD ($)	Sep. 30, 2017 USD ($)	Sep. 30, 2016 USD ($)
Debt Instrument [Line Items]
Proceeds from borrowings					$ 338,018,000	$ 195,954,000
Payment of contingent consideration					0	$ 10,000,000
Revolving Credit Facility
Debt Instrument [Line Items]
Proceeds from borrowings					107,800,000
Repayment of debt			$ 103,000,000		157,800,000
Maximum borrowing capacity			400,000,000		400,000,000
Letters of credit outstanding, amount			18,900,000		18,900,000
Term Loan
Debt Instrument [Line Items]
Repayment of debt			93,700,000		111,200,000
Face amount of debt			350,000,000		$ 350,000,000
Other Debt | Other Debt
Debt Instrument [Line Items]
Contingent consideration, period, payment					3 years
Payment of contingent consideration				$ 16,000,000
Secured Debt | PK Air Debt
Debt Instrument [Line Items]
Face amount of debt	$ 230,000,000
Number of term loans | Loan	24
Number of tranches | tranche	2
Payment starts date - number of months following borrowing date	7 months
Final payment amount as a percentage of face amount	53.00%
Terms of debt instruments	70 months
Secured Debt | One-Month LIBOR | PK Air Debt
Debt Instrument [Line Items]
Basis spread on variable rate	5.00%
Variable In Determining Interest Rate, Number of Days | Days	2
Fix rate option, number of 30-day months on a notional interest rate swap | Months	12
Term Loan Credit Facility
Debt Instrument [Line Items]
Repayment of debt			17,000,000		$ 17,000,000
Face amount of debt			$ 200,000,000		$ 200,000,000
Subsequent Event | Term Loan Credit Facility
Debt Instrument [Line Items]
Repayment of debt		$ 28,900,000

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FAIR VALUE DISCLOSURES - Assets at Fair Value On A Non-recurring Basis (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Mar. 31, 2017
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Inventories	$ 131,616		$ 131,616		$ 124,911
Assets held for sale	34,934		34,934		$ 38,246
Inventory write-down	0	$ (7,572)	(1,192)	$ (7,572)
Impairment charges on aircraft held for sale	(8,183)	(1,011)	(9,747)	(11,160)
Loss on sale of assets and asset impairment charges	(8,183)	(8,583)	(10,939)	(18,732)
Fair Value, Measurements, Nonrecurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Inventories	1,218	56,355	1,218	56,355
Assets held for sale	36,167	40,338	36,167	40,338
Total assets	37,385	96,693	37,385	96,693
Fair Value, Measurements, Nonrecurring | Quoted Prices in Active Markets for Identical Assets (Level 1)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Inventories	0	0	0	0
Assets held for sale	0	0	0	0
Total assets	0	0	0	0
Fair Value, Measurements, Nonrecurring | Significant Other Observable Inputs (Level 2)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Inventories	1,218	56,355	1,218	56,355
Assets held for sale	36,167	40,338	36,167	40,338
Total assets	37,385	96,693	37,385	96,693
Fair Value, Measurements, Nonrecurring | Significant Unobservable Inputs (Level 3)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Inventories	0	0	0	0
Assets held for sale	0	0	0	0
Total assets	$ 0	$ 0	$ 0	$ 0

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FAIR VALUE DISCLOSURES - Narrative (Details) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017 USD ($) aircraft	Sep. 30, 2016 USD ($) aircraft	Sep. 30, 2017 USD ($) aircraft	Sep. 30, 2016 USD ($) aircraft
Fair Value Disclosures [Abstract]
Number of aircraft impaired | aircraft	2	6	4	13
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Impairment charges on aircraft held for sale	$ 8,183	$ 1,011	$ 9,747	$ 11,160
Bristow Academy | Held-for-sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Impairment charges on aircraft held for sale	$ 6,500		$ 6,500

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FAIR VALUE DISCLOSURES - Assets At Fair Value On A Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands	Sep. 30, 2017	Mar. 31, 2017
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Rabbi Trust investments	$ 2,695	$ 3,075
Total Assets Recurring	2,695	3,075
Quoted Prices in Active Markets for Identical Assets (Level 1)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Rabbi Trust investments	2,695	3,075
Total Assets Recurring	2,695	3,075
Significant Other Observable Inputs (Level 2)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Rabbi Trust investments	0	0
Total Assets Recurring	0	0
Significant Unobservable Inputs (Level 3)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Rabbi Trust investments	0	0
Total Assets Recurring	$ 0	$ 0

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FAIR VALUE DISCLOSURES - Fair Value of Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Mar. 31, 2017
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Carrying value of total debt	$ 1,329,370	$ 1,293,364
Fair value of total debt	1,208,910	1,215,065
6¼% Senior Notes due 2022 | Senior Notes Due 2022
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Carrying value of total debt	401,535	401,535
Fair value of total debt	281,075	323,236
Term Loan
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Carrying value of total debt	150,835	261,907
Fair value of total debt	150,835	261,907
Term Loan Credit Facility
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Carrying value of total debt	28,929	45,900
Fair value of total debt	28,929	45,900
Revolving Credit Facility
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Carrying value of total debt	89,100	139,100
Fair value of total debt	89,100	139,100
Secured Debt | Lombard Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Carrying value of total debt	207,153	196,832
Fair value of total debt	207,153	196,832
Secured Debt | Macquarie Credit Agreement
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Carrying value of total debt	192,028	200,000
Fair value of total debt	192,028	200,000
Secured Debt | PK Air Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Carrying value of total debt	230,000	0
Fair value of total debt	230,000	0
Other Debt | Airnorth debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Carrying value of total debt	15,193	16,471
Fair value of total debt	15,193	16,471
Other Debt | Eastern Airways debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Carrying value of total debt	14,597	15,326
Fair value of total debt	14,597	15,326
Other Debt | Other Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Carrying value of total debt	0	16,293
Fair value of total debt	$ 0	$ 16,293

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COMMITMENTS AND CONTINGENCIES - Schedule of Purchase Commitment and Commitment Expenditures (Details) $ in Thousands	Nov. 08, 2017 USD ($) aircraft	Sep. 30, 2017 USD ($)
Aircraft | Subsequent Event
Number of Aircraft Unconditional Commitments
Six Months Ending March 31, 2018	0
2019	1
2020	4
2021	4
2022 and thereafter	18
Purchase Commitment - Total Aircrafts	27
Commitment Expenditures
Six Months Ending March 31, 2018 | $	$ 3,192
2019 | $	19,820
2020 | $	87,134
2021 | $	77,507
2022 and thereafter | $	280,876
Purchase Commitments - Total | $	$ 468,529
Number of Aircraft Conditional Commitments
Six Months Ending March 31, 2018	0
2019	2
2020	2
2021	0
2022 and thereafter	0
Aircraft Purchase Options - Total Aircrafts	4
Related Option Expenditures
Six Months Ending March 31, 2018 | $	$ 0
2019 | $	44,181
2020 | $	31,536
2021 | $	0
2022 and thereafter | $	0
Aircraft Purchase Options - Total | $	75,717
Unrecorded Unconditional Purchase Obligation Due Within Two and Three Years, Deferred Payment | $	130,000
Unrecorded Unconditional Purchase Obligation Deferral Due in Remainder of Fiscal Year | $	$ 62,000
Cancellable Commitments
Related Option Expenditures
Deposit assets | $		$ 4,500
Cancellable Commitments | Subsequent Event
Number of Aircraft Unconditional Commitments
Purchase Commitment - Total Aircrafts	5
Commitment Expenditures
Purchase Commitments - Total | $	$ 86,000
Large | Aircraft | Subsequent Event
Number of Aircraft Unconditional Commitments
Six Months Ending March 31, 2018	0
2019	1
2020	0
2021	4
2022 and thereafter	18
Purchase Commitment - Total Aircrafts	23
Number of Aircraft Conditional Commitments
Six Months Ending March 31, 2018	0
2019	2
2020	2
2021	0
2022 and thereafter	0
Aircraft Purchase Options - Total Aircrafts	4
U.K. SAR | Aircraft | Subsequent Event
Number of Aircraft Unconditional Commitments
Six Months Ending March 31, 2018	0
2019	0
2020	4
2021	0
2022 and thereafter	0
Purchase Commitment - Total Aircrafts	4
Commitment Expenditures
Six Months Ending March 31, 2018 | $	$ 3,192
2019 | $	0
2020 | $	61,994
2021 | $	0
2022 and thereafter | $	0
Purchase Commitments - Total | $	65,186
Medium and large | Aircraft | Subsequent Event
Commitment Expenditures
Six Months Ending March 31, 2018 | $	0
2019 | $	19,820
2020 | $	25,140
2021 | $	77,507
2022 and thereafter | $	280,876
Purchase Commitments - Total | $	$ 403,343

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COMMITMENTS AND CONTINGENCIES - Schedule of Aircraft Orders and Options (Details) - aircraft	3 Months Ended
	Sep. 30, 2017	Jun. 30, 2017
Commitments
AnalysisOfAircraftOrdersAndOptions [Roll Forward]
Beginning of period	29	32
Aircraft delivered	(2)	(3)
End of period	27	29
Options
AnalysisOfAircraftOrdersAndOptions [Roll Forward]
Beginning of period	4	4
Aircraft delivered	0	0
End of period	4	4

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COMMITMENTS AND CONTINGENCIES - Operating Leases (Details) $ in Millions	3 Months Ended		6 Months Ended
	Sep. 30, 2017 USD ($) aircraft	Sep. 30, 2016 USD ($)	Sep. 30, 2017 USD ($) aircraft	Sep. 30, 2016 USD ($)
Operating Leased Assets [Line Items]
Operating leases rental expense | $	$ 57.2	$ 51.9	$ 115.9	$ 103.2
Term of leasing contract			180 months
Operating lease term renewal options			240 months
Number of leased aircraft	91		91
Aircraft
Operating Leased Assets [Line Items]
Operating leases rental expense | $	$ 49.7	$ 46.1	$ 101.4	$ 90.8
VIH Aviation Group | Leasing From Related Party [Member]
Operating Leased Assets [Line Items]
Related party transaction, expenses from transactions with related party | $	$ 5.2		$ 9.7
VIH Aviation Group | Leasing From Related Party [Member] | S-92
Operating Leased Assets [Line Items]
Number of leased aircraft	6		6
VIH Aviation Group | Leasing From Related Party [Member] | AW139
Operating Leased Assets [Line Items]
Number of leased aircraft	1		1
VIH Helicopters USA, Inc | Leasing From Related Party [Member]
Operating Leased Assets [Line Items]
Related party transaction, expenses from transactions with related party | $			$ 0.1
Six months ending March 31, 2018 to fiscal year 2019
Operating Leased Assets [Line Items]
Number of leased aircraft	26		26
Fiscal year 2020 to fiscal year 2022
Operating Leased Assets [Line Items]
Number of leased aircraft	48		48
Fiscal year 2023 to fiscal year 2024
Operating Leased Assets [Line Items]
Number of leased aircraft	17		17

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COMMITMENTS AND CONTINGENCIES - Employee Agreements (Details) - Unionized employees concentration risk	6 Months Ended
	Sep. 30, 2017
Workforce subject to collective bargaining arrangements
Concentration Risk [Line Items]
Collective bargaining agreements and/or unions	51.00%
Employee agreement escalation rate	3.00%
Workforce subject to collective bargaining arrangements expiring within one year
Concentration Risk [Line Items]
Collective bargaining agreements and/or unions	85.00%

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COMMITMENTS AND CONTINGENCIES - Separation Programs (Details) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017 USD ($)	Sep. 30, 2016 USD ($)	Sep. 30, 2017 USD ($)	Sep. 30, 2016 USD ($)	Jun. 30, 2017 Employee	Apr. 01, 2016 Employee
Restructuring Cost and Reserve [Line Items]
Named executive | Employee					2	1
Voluntary separation program
Restructuring Cost and Reserve [Line Items]
Severance costs	$ 0	$ 590	$ 0	$ 1,468
Involuntary separation program
Restructuring Cost and Reserve [Line Items]
Severance costs	2,410	8,963	11,089	13,491
Direct cost | Voluntary separation program
Restructuring Cost and Reserve [Line Items]
Severance costs	0	590	0	1,445
Direct cost | Involuntary separation program
Restructuring Cost and Reserve [Line Items]
Severance costs	1,477	4,398	2,547	4,896
General and administrative | Voluntary separation program
Restructuring Cost and Reserve [Line Items]
Severance costs	0	0	0	23
General and administrative | Involuntary separation program
Restructuring Cost and Reserve [Line Items]
Severance costs	$ 933	$ 4,565	$ 8,542	$ 8,595

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COMMITMENTS AND CONTINGENCIES - Environmental Contingencies, Other Purchase Obligations and Other Matters (Details) $ in Millions	3 Months Ended	6 Months Ended
	Dec. 31, 2017 USD ($)	Sep. 30, 2017 USD ($) aircraft Facility
Other Commitments [Line Items]
Number of former waste disposal facilities | Facility		3
Low
Other Commitments [Line Items]
Estimate of possible loss | $		$ 4.0
High
Other Commitments [Line Items]
Estimate of possible loss | $		$ 6.0
H225 Super Puma | NORWAY | Commercial Type Aircraft
Other Commitments [Line Items]
Number of aircraft suspend operations		1
H225 Super Puma | NORWAY | Search And Rescue Type Aircraft
Other Commitments [Line Items]
Number of aircraft suspend operations		4
H225 Super Puma | UNITED KINGDOM | Commercial Type Aircraft
Other Commitments [Line Items]
Number of aircraft suspend operations		13
H225 Super Puma | AUSTRALIA | Commercial Type Aircraft
Other Commitments [Line Items]
Number of aircraft suspend operations		6
H225 Super Puma | AUSTRALIA | Search And Rescue Type Aircraft
Other Commitments [Line Items]
Number of aircraft suspend operations		3
AW189
Other Commitments [Line Items]
Number of aircraft delivery delayed		4
Other Commitments
Other Commitments [Line Items]
Purchase obligations | $		$ 41.1
Recovery From Equipment Manufacturer | Forecast | H225 and AW189
Other Commitments [Line Items]
Expect recovery cost from manufacturer | $	$ 130.0

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TAXES (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Income Tax Disclosure [Abstract]
Effective income tax rate	(8.60%)	14.80%	(22.40%)	9.50%
Impact on effective income tax rate due to unrecognized tax benefits in foreign jurisdictions	$ 4.7		$ 4.7
Valuation allowance, deferred tax asset, increase (decrease), amount	0.2	$ 2.5	11.3	$ 15.7
Unrecognized Tax Benefits	$ 6.0		$ 6.0

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EMPLOYEE BENEFIT PLANS - Components of Net Periodic Pension Cost (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Defined Benefit Plan [Abstract]
Service cost for benefits earned during the period	$ 157	$ 1,794	$ 311	$ 3,754
Interest cost on pension benefit obligation	3,838	4,377	7,589	9,158
Expected return on assets	(5,432)	(5,920)	(10,741)	(12,391)
Amortization of unrecognized losses	1,819	1,793	3,597	3,755
Net periodic pension cost	$ 382	$ 2,044	$ 756	$ 4,276

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EMPLOYEE BENEFIT PLANS - Pension Plans Narrative (Details) - USD ($) $ in Millions	6 Months Ended	12 Months Ended
	Sep. 30, 2017	Mar. 31, 2017
Defined Benefit Plan [Abstract]
Estimated cash contributions	$ 15.3
Cash contributions	$ 8.2
Weighted-average expected long-term rate of return on assets		4.40%

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EMPLOYEE BENEFIT PLANS - Incentive Compensations Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Mar. 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock shares reserved		10,646,729		10,646,729
Common stock, par value (in dollars per share)		$ 0.01		$ 0.01		$ 0.01
Shares available for grant		2,309,469		2,309,469
Stock based compensation expense		$ 2,400	$ 2,000	$ 6,542	$ 6,244
Restricted stock grants- shares				600,618
Weighted average grant date fair value (in dollars per share)				$ 7.15
Stock option grants- shares				1,256,043
Phantom Share Units (PSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Deferred compensation payout period	3 years
Noncurrent deferred compensation liability		400		$ 400
Share-based compensation expense				$ 400
Performance cash
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award requisite service period				3 years
Performance cash compensation liability		7,700		$ 7,700		$ 14,200
Performance cash compensation expense		$ 4,400	$ 3,600	$ 1,400	$ 2,500

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EMPLOYEE BENEFIT PLANS - Assumptions Used for Stock Options Granted (Details)	6 Months Ended
	Sep. 30, 2017 $ / shares
Defined Benefit Plan [Abstract]
Risk free interest rate	1.78%
Expected life (years)	5 years
Volatility	56.10%
Dividend yield	3.98%
Weighted average exercise price of options granted	$ 7.03
Weighted average grant-date fair value of options granted	$ 2.53

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EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME - Antidilutive Securities Excluded from EPS Calculation (Details) - $ / shares	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Outstanding shares	3,761,830	1,950,289	2,688,049	1,522,304
Weighted average exercise price - antidilutive	$ 29.89	$ 30.07	$ 41.27	$ 36.23
Restricted Stock Awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Outstanding shares	735,648	442,217	567,396	577,737
Weighted average exercise price - antidilutive	$ 15.07	$ 26.81	$ 18.88	$ 24.59

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EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME - Computation of Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Dividends, Share Repurchases, Earning Per Share and Accumulated Other Comprehensive Income [Abstract]
Loss available to common stockholders	$ (31,209)	$ (29,797)	$ (86,484)	$ (70,569)
Weighted average number of common shares outstanding – basic	35,317,935	35,070,047	35,253,688	35,012,014
Net effect of dilutive stock options and restricted stock awards based on the treasury stock method	0	0	0	0
Weighted average number of common shares outstanding – diluted	35,317,935	35,070,047	35,253,688	35,012,014
Basic loss per common share (in dollars per share)	$ (0.88)	$ (0.85)	$ (2.45)	$ (2.02)
Diluted loss per common share (in dollars per share)	$ (0.88)	$ (0.85)	$ (2.45)	$ (2.02)

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EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME - Accumulated Other Comprehensive Income (Details) $ in Thousands	6 Months Ended
	Sep. 30, 2017 USD ($)
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Balance as of March 31, 2017	$ 1,294,232
Net current period other comprehensive income	20,998
Balance as of September 30, 2017	1,233,028
Currency Translation Adjustments
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Balance as of March 31, 2017	(149,721)
Other comprehensive income before reclassification	20,998
Reclassified from accumulated other comprehensive income	0
Net current period other comprehensive income	20,998
Foreign exchange rate impact	16,431
Balance as of September 30, 2017	(112,292)
Pension Liability Adjustments
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Balance as of March 31, 2017	(178,556)
Other comprehensive income before reclassification	0
Reclassified from accumulated other comprehensive income	0
Net current period other comprehensive income	0
Foreign exchange rate impact	(16,431)
Balance as of September 30, 2017	(194,987)
Total
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Balance as of March 31, 2017	(328,277)
Other comprehensive income before reclassification	20,998
Reclassified from accumulated other comprehensive income	0
Net current period other comprehensive income	20,998
Foreign exchange rate impact	0
Balance as of September 30, 2017	$ (307,279)

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SEGMENT INFORMATION - Narrative (Details)	6 Months Ended
	Sep. 30, 2017 Regions Segments hub
Segment Reporting [Abstract]
Number of operating segments | Segments	1
Number of aircraft hubs | hub	2
Number of reportable segments | Regions	4

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SEGMENT INFORMATION - Revenue by Segment (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Segment Reporting Information [Line Items]
Revenue	$ 373,676	$ 357,467	$ 725,785	$ 726,865
Europe Caspian
Segment Reporting Information [Line Items]
Revenue	205,406	193,725	397,841	390,688
Africa
Segment Reporting Information [Line Items]
Revenue	49,787	51,644	100,577	105,906
Americas
Segment Reporting Information [Line Items]
Revenue	61,151	57,207	119,207	116,251
Asia Pacific
Segment Reporting Information [Line Items]
Revenue	59,284	55,256	111,730	114,400
Corporate and other
Segment Reporting Information [Line Items]
Revenue	1,481	2,676	3,215	5,892
External Customer
Segment Reporting Information [Line Items]
Revenue	373,676	357,467	725,785	726,865
External Customer | Europe Caspian
Segment Reporting Information [Line Items]
Revenue	203,923	191,834	395,322	386,658
External Customer | Africa
Segment Reporting Information [Line Items]
Revenue	49,787	51,644	100,577	105,906
External Customer | Americas
Segment Reporting Information [Line Items]
Revenue	59,201	56,092	114,963	114,289
External Customer | Asia Pacific
Segment Reporting Information [Line Items]
Revenue	59,284	55,255	111,730	114,399
External Customer | Corporate and other
Segment Reporting Information [Line Items]
Revenue	1,481	2,642	3,193	5,613
Intersegment elimination
Segment Reporting Information [Line Items]
Revenue	3,433	3,041	6,785	6,272
Intersegment elimination | Europe Caspian
Segment Reporting Information [Line Items]
Revenue	1,483	1,891	2,519	4,030
Intersegment elimination | Africa
Segment Reporting Information [Line Items]
Revenue	0	0	0	0
Intersegment elimination | Americas
Segment Reporting Information [Line Items]
Revenue	1,950	1,115	4,244	1,962
Intersegment elimination | Asia Pacific
Segment Reporting Information [Line Items]
Revenue	0	1	0	1
Intersegment elimination | Corporate and other
Segment Reporting Information [Line Items]
Revenue	$ 0	$ 34	$ 22	$ 279

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SEGMENT INFORMATION - Operating Performance and Total Assets by Segment (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Mar. 31, 2017
Segment Reporting Information [Line Items]
Assets	$ 3,088,523		$ 3,088,523		$ 3,113,847
Total earnings from unconsolidated affiliates, net of losses - equity method investments	2,063	$ 138	1,398	$ 3,968
Loss on disposal of assets	(8,526)	(2,186)	(7,827)	(12,203)
Operating loss	(12,917)	(26,882)	(37,506)	(53,117)
Depreciation and amortization	31,381	28,592	62,437	63,286
Total investments in unconsolidated affiliates - equity method	205,213		205,213		203,876
Accelerated depreciation		1,300		8,200
Construction in progress within property and equipment	68,400		68,400		199,300
Europe Caspian
Segment Reporting Information [Line Items]
Assets	1,060,635		1,060,635		1,091,536
Total earnings from unconsolidated affiliates, net of losses - equity method investments	61	65	91	116
Total business unit operating income	9,891	5,741	14,298	18,771
Depreciation and amortization	12,196	11,220	24,018	22,409
Total investments in unconsolidated affiliates - equity method	309		309		257
Accelerated depreciation		200		400
Africa
Segment Reporting Information [Line Items]
Assets	431,588		431,588		325,719
Total business unit operating income	7,835	7,942	17,883	9,513
Depreciation and amortization	3,590	3,220	6,666	8,673
Accelerated depreciation		1,100		3,900
Americas
Segment Reporting Information [Line Items]
Assets	869,584		869,584		809,071
Total earnings from unconsolidated affiliates, net of losses - equity method investments	2,150	260	1,615	4,123
Total business unit operating income	7,483	2,643	6,227	3,564
Depreciation and amortization	6,998	7,228	13,997	18,609
Total investments in unconsolidated affiliates - equity method	201,737		201,737		200,362
Accelerated depreciation				3,900
Asia Pacific
Segment Reporting Information [Line Items]
Assets	360,157		360,157		433,614
Total business unit operating income	(5,903)	(9,575)	(18,433)	(15,468)
Depreciation and amortization	5,058	4,377	10,868	8,613
Corporate and other
Segment Reporting Information [Line Items]
Assets	366,559		366,559		453,907
Total earnings from unconsolidated affiliates, net of losses - equity method investments	(148)	(187)	(308)	(271)
Total business unit operating income	(23,697)	(31,447)	(49,654)	(57,294)
Depreciation and amortization	3,539	$ 2,547	6,888	$ 4,982
Total investments in unconsolidated affiliates - equity method	$ 3,167		$ 3,167		$ 3,257

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SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION - Statement of Operations (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Condensed Financial Statements, Captions [Line Items]
Revenue	$ 373,676	$ 357,467	$ 725,785	$ 726,865
Direct cost and reimbursable expense	300,127	294,906	597,904	597,063
Intercompany expenses	0	0	0	0
Depreciation and amortization	31,381	28,592	62,437	63,286
General and administrative	48,622	51,274	95,329	103,869
Operating expense	380,130	374,772	755,670	764,218
Loss on impairment	0	(7,572)	(1,192)	(7,572)
Gain (loss) on disposal of assets	(8,526)	(2,186)	(7,827)	(12,203)
Earnings from unconsolidated affiliates, net of losses	2,063	181	1,398	4,011
Operating loss	(12,917)	(26,882)	(37,506)	(53,117)
Interest expense, net	(18,563)	(11,468)	(34,584)	(22,354)
Other income (expense), net	2,558	3,003	913	(3,186)
Income (loss) before (provision) benefit for income taxes	(28,922)	(35,347)	(71,177)	(78,657)
Benefit (provision) for income taxes	(2,474)	5,240	(15,965)	7,478
Net loss	(31,396)	(30,107)	(87,142)	(71,179)
Net (income) loss attributable to noncontrolling interests	187	310	658	610
Net loss attributable to Bristow Group	(31,209)	(29,797)	(86,484)	(70,569)
External Customer
Condensed Financial Statements, Captions [Line Items]
Revenue	373,676	357,467	725,785	726,865
Intercompany Customer
Condensed Financial Statements, Captions [Line Items]
Revenue	0	0	0	0
Eliminations
Condensed Financial Statements, Captions [Line Items]
Revenue	(31,719)	(24,323)	(63,910)	(48,614)
Direct cost and reimbursable expense	0	0	0	0
Intercompany expenses	(31,719)	(24,323)	(63,910)	(48,614)
Depreciation and amortization	0	0	0	0
General and administrative	0	0	0	0
Operating expense	(31,719)	(24,323)	(63,910)	(48,614)
Loss on impairment		0	0	0
Gain (loss) on disposal of assets	0	0	0	0
Earnings from unconsolidated affiliates, net of losses	(9,642)	9,690	11,003	22,466
Operating loss	(9,642)	9,690	11,003	22,466
Interest expense, net	0	0	0	0
Other income (expense), net	0	0	0	0
Income (loss) before (provision) benefit for income taxes	(9,642)	9,690	11,003	22,466
Benefit (provision) for income taxes	0	0	0	0
Net loss	(9,642)	9,690	11,003	22,466
Net (income) loss attributable to noncontrolling interests	0	0	0	0
Net loss attributable to Bristow Group	(9,642)	9,690	11,003	22,466
Eliminations | External Customer
Condensed Financial Statements, Captions [Line Items]
Revenue	0	0	0	0
Eliminations | Intercompany Customer
Condensed Financial Statements, Captions [Line Items]
Revenue	(31,719)	(24,323)	(63,910)	(48,614)
Parent Company Only
Condensed Financial Statements, Captions [Line Items]
Revenue	0	0	0	0
Direct cost and reimbursable expense	3,263	(374)	3,269	(631)
Intercompany expenses	0	0	0	0
Depreciation and amortization	3,016	2,223	5,933	4,316
General and administrative	17,880	17,487	36,987	37,746
Operating expense	24,159	19,336	46,189	41,431
Loss on impairment		0	0	0
Gain (loss) on disposal of assets	0	0	0	0
Earnings from unconsolidated affiliates, net of losses	9,642	(9,647)	(11,003)	(22,423)
Operating loss	(14,517)	(28,983)	(57,192)	(63,854)
Interest expense, net	(10,636)	(10,347)	(19,694)	(20,232)
Other income (expense), net	(97)	206	(126)	752
Income (loss) before (provision) benefit for income taxes	(25,250)	(39,124)	(77,012)	(83,334)
Benefit (provision) for income taxes	(5,946)	9,339	(9,448)	12,792
Net loss	(31,196)	(29,785)	(86,460)	(70,542)
Net (income) loss attributable to noncontrolling interests	(13)	(12)	(24)	(27)
Net loss attributable to Bristow Group	(31,209)	(29,797)	(86,484)	(70,569)
Parent Company Only | External Customer
Condensed Financial Statements, Captions [Line Items]
Revenue	0	0	0	0
Parent Company Only | Intercompany Customer
Condensed Financial Statements, Captions [Line Items]
Revenue	0	0	0	0
Guarantor Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Revenue	78,671	66,866	156,637	136,470
Direct cost and reimbursable expense	45,955	47,858	98,289	96,476
Intercompany expenses	0	0	0	0
Depreciation and amortization	13,237	10,805	25,720	27,786
General and administrative	5,623	6,490	11,385	13,080
Operating expense	64,815	65,153	135,394	137,342
Loss on impairment		(4,761)	(1,192)	(4,761)
Gain (loss) on disposal of assets	10,597	(1,348)	11,013	(11,575)
Earnings from unconsolidated affiliates, net of losses	0	0	0	0
Operating loss	24,453	(4,396)	31,064	(17,208)
Interest expense, net	(6,023)	(371)	(11,803)	(1,028)
Other income (expense), net	(399)	411	(756)	1,646
Income (loss) before (provision) benefit for income taxes	18,031	(4,356)	18,505	(16,590)
Benefit (provision) for income taxes	(1,945)	(1,510)	(6,105)	(3,732)
Net loss	16,086	(5,866)	12,400	(20,322)
Net (income) loss attributable to noncontrolling interests	0	0	0	0
Net loss attributable to Bristow Group	16,086	(5,866)	12,400	(20,322)
Guarantor Subsidiaries | External Customer
Condensed Financial Statements, Captions [Line Items]
Revenue	46,952	42,543	92,727	87,856
Guarantor Subsidiaries | Intercompany Customer
Condensed Financial Statements, Captions [Line Items]
Revenue	31,719	24,323	63,910	48,614
Non- Guarantor Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Revenue	326,724	314,924	633,058	639,009
Direct cost and reimbursable expense	250,909	247,422	496,346	501,218
Intercompany expenses	31,719	24,323	63,910	48,614
Depreciation and amortization	15,128	15,564	30,784	31,184
General and administrative	25,119	27,297	46,957	53,043
Operating expense	322,875	314,606	637,997	634,059
Loss on impairment		(2,811)	0	(2,811)
Gain (loss) on disposal of assets	(19,123)	(838)	(18,840)	(628)
Earnings from unconsolidated affiliates, net of losses	2,063	138	1,398	3,968
Operating loss	(13,211)	(3,193)	(22,381)	5,479
Interest expense, net	(1,904)	(750)	(3,087)	(1,094)
Other income (expense), net	3,054	2,386	1,795	(5,584)
Income (loss) before (provision) benefit for income taxes	(12,061)	(1,557)	(23,673)	(1,199)
Benefit (provision) for income taxes	5,417	(2,589)	(412)	(1,582)
Net loss	(6,644)	(4,146)	(24,085)	(2,781)
Net (income) loss attributable to noncontrolling interests	200	322	682	637
Net loss attributable to Bristow Group	(6,444)	(3,824)	(23,403)	(2,144)
Non- Guarantor Subsidiaries | External Customer
Condensed Financial Statements, Captions [Line Items]
Revenue	326,724	314,924	633,058	639,009
Non- Guarantor Subsidiaries | Intercompany Customer
Condensed Financial Statements, Captions [Line Items]
Revenue	$ 0	$ 0	$ 0	$ 0

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SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION - Statement of Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Condensed Financial Statements, Captions [Line Items]
Net income (loss)	$ (31,396)	$ (30,107)	$ (87,142)	$ (71,179)
Currency translation adjustments	10,691	(5,439)	20,451	(12,574)
Total comprehensive loss	(20,705)	(35,546)	(66,691)	(83,753)
Net loss attributable to noncontrolling interests	187	310	658	610
Currency translation adjustments attributable to noncontrolling interests	237	(523)	547	(4,965)
Total comprehensive (income) loss attributable to noncontrolling interests	424	(213)	1,205	(4,355)
Total comprehensive loss attributable to Bristow Group	(20,281)	(35,759)	(65,486)	(88,108)
Eliminations
Condensed Financial Statements, Captions [Line Items]
Net income (loss)	(9,642)	9,690	11,003	22,466
Currency translation adjustments	(3,833)	4,119	(8,763)	(220,808)
Total comprehensive loss	(13,475)	13,809	2,240	(198,342)
Net loss attributable to noncontrolling interests	0	0	0	0
Currency translation adjustments attributable to noncontrolling interests	0	0	0	0
Total comprehensive (income) loss attributable to noncontrolling interests	0	0	0	0
Total comprehensive loss attributable to Bristow Group	(13,475)	13,809	2,240	(198,342)
Parent Company Only
Condensed Financial Statements, Captions [Line Items]
Net income (loss)	(31,196)	(29,785)	(86,460)	(70,542)
Currency translation adjustments	0	0	0	0
Total comprehensive loss	(31,196)	(29,785)	(86,460)	(70,542)
Net loss attributable to noncontrolling interests	(13)	(12)	(24)	(27)
Currency translation adjustments attributable to noncontrolling interests	0	0	0	0
Total comprehensive (income) loss attributable to noncontrolling interests	(13)	(12)	(24)	(27)
Total comprehensive loss attributable to Bristow Group	(31,209)	(29,797)	(86,484)	(70,569)
Guarantor Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Net income (loss)	16,086	(5,866)	12,400	(20,322)
Currency translation adjustments	306	0	644	0
Total comprehensive loss	16,392	(5,866)	13,044	(20,322)
Net loss attributable to noncontrolling interests	0	0	0	0
Currency translation adjustments attributable to noncontrolling interests	0	0	0	0
Total comprehensive (income) loss attributable to noncontrolling interests	0	0	0	0
Total comprehensive loss attributable to Bristow Group	16,392	(5,866)	13,044	(20,322)
Non- Guarantor Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Net income (loss)	(6,644)	(4,146)	(24,085)	(2,781)
Currency translation adjustments	14,218	(9,558)	28,570	208,234
Total comprehensive loss	7,574	(13,704)	4,485	205,453
Net loss attributable to noncontrolling interests	200	322	682	637
Currency translation adjustments attributable to noncontrolling interests	237	(523)	547	(4,965)
Total comprehensive (income) loss attributable to noncontrolling interests	437	(201)	1,229	(4,328)
Total comprehensive loss attributable to Bristow Group	$ 8,011	$ (13,905)	$ 5,714	$ 201,125

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SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION - Balance Sheets (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Mar. 31, 2017	Sep. 30, 2016	Mar. 31, 2016
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	$ 97,343	$ 96,656	$ 100,668	$ 104,310
Accounts receivable	237,872	206,915
Inventories	131,616	124,911
Assets held for sale	34,934	38,246
Prepaid expenses and other current assets	44,089	41,143
Total current assets	545,854	507,871
Intercompany investment	0	0
Investment in unconsolidated affiliates	211,499	210,162
Intercompany notes receivable	0	0
Land and buildings	243,355	231,448
Aircraft and equipment	2,617,835	2,622,701
Total property and equipment, at cost	2,861,190	2,854,149
Less – Accumulated depreciation and amortization	(664,450)	(599,785)
Total property and equipment, net	2,196,740	2,254,364
Goodwill	20,364	19,798
Other assets	114,066	121,652
Total assets	3,088,523	3,113,847
Accounts payable	97,762	98,215
Accrued liabilities	194,897	186,246
Deferred taxes		830
Short-term borrowings and current maturities of long-term debt	113,519	131,063
Total current liabilities	406,178	416,354
Long-term debt, less current maturities	1,198,587	1,150,956
Intercompany notes payable	0	0
Accrued pension liabilities	57,928	61,647
Other liabilities and deferred credits	31,873	28,899
Deferred taxes		154,873
Deferred taxes	154,927
Redeemable noncontrolling interest	6,002	6,886
Common stock	381	379
Additional paid-in capital	815,990	809,995
Retained earnings	902,957	991,906
Accumulated other comprehensive income (loss)	(307,279)	(328,277)
Treasury shares	(184,796)	(184,796)
Total Bristow Group stockholders’ investment	1,227,253	1,289,207
Noncontrolling interests	5,775	5,025
Total stockholders’ investment	1,233,028	1,294,232
Total liabilities, redeemable noncontrolling interest and stockholders’ investment	3,088,523	3,113,847
Eliminations
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	0	0	(631)	0
Accounts receivable	(746,390)	(370,603)
Inventories	0	0
Assets held for sale	0	0
Prepaid expenses and other current assets	(3,408)	(10,451)
Total current assets	(749,798)	(381,054)
Intercompany investment	(2,639,668)	(2,722,362)
Investment in unconsolidated affiliates	0	0
Intercompany notes receivable	(325,655)	(383,980)
Land and buildings	0	0
Aircraft and equipment	0	0
Total property and equipment, at cost	0	0
Less – Accumulated depreciation and amortization	0	0
Total property and equipment, net	0	0
Goodwill	0	0
Other assets	(21)	0
Total assets	(3,715,142)	(3,487,396)
Accounts payable	(725,382)	(355,442)
Accrued liabilities	(23,131)	(25,628)
Deferred taxes		0
Short-term borrowings and current maturities of long-term debt	0	0
Total current liabilities	(748,513)	(381,070)
Long-term debt, less current maturities	0	0
Intercompany notes payable	(326,757)	(383,980)
Accrued pension liabilities	0	0
Other liabilities and deferred credits	0	0
Deferred taxes		0
Deferred taxes	(21)
Redeemable noncontrolling interest	0	0
Common stock	(151,345)	(135,345)
Additional paid-in capital	(330,282)	(313,435)
Retained earnings	(1,486,999)	(1,611,104)
Accumulated other comprehensive income (loss)	(671,225)	(662,462)
Treasury shares	0	0
Total Bristow Group stockholders’ investment	(2,639,851)	(2,722,346)
Noncontrolling interests	0	0
Total stockholders’ investment	(2,639,851)	(2,722,346)
Total liabilities, redeemable noncontrolling interest and stockholders’ investment	(3,715,142)	(3,487,396)
Parent Company Only
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	591	3,382	0	35,241
Accounts receivable	159,210	76,383
Inventories	0	0
Assets held for sale	0	0
Prepaid expenses and other current assets	2,248	3,237
Total current assets	162,049	83,002
Intercompany investment	2,399,726	2,491,631
Investment in unconsolidated affiliates	0	0
Intercompany notes receivable	263,032	306,641
Land and buildings	4,806	4,806
Aircraft and equipment	157,311	151,005
Total property and equipment, at cost	162,117	155,811
Less – Accumulated depreciation and amortization	(35,027)	(29,099)
Total property and equipment, net	127,090	126,712
Goodwill	0	0
Other assets	8,584	18,770
Total assets	2,960,481	3,026,756
Accounts payable	440,137	231,841
Accrued liabilities	52,547	61,791
Deferred taxes		(1,272)
Short-term borrowings and current maturities of long-term debt	66,973	79,053
Total current liabilities	559,657	371,413
Long-term debt, less current maturities	599,973	763,325
Intercompany notes payable	62,532	70,689
Accrued pension liabilities	0	0
Other liabilities and deferred credits	13,272	11,597
Deferred taxes		112,716
Deferred taxes	110,900
Redeemable noncontrolling interest	0	0
Common stock	381	379
Additional paid-in capital	815,990	809,995
Retained earnings	902,957	991,906
Accumulated other comprehensive income (loss)	78,306	78,306
Treasury shares	(184,796)	(184,796)
Total Bristow Group stockholders’ investment	1,612,838	1,695,790
Noncontrolling interests	1,309	1,226
Total stockholders’ investment	1,614,147	1,697,016
Total liabilities, redeemable noncontrolling interest and stockholders’ investment	2,960,481	3,026,756
Guarantor Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	771	299	1,012	3,393
Accounts receivable	457,131	288,235
Inventories	33,156	34,721
Assets held for sale	29,692	30,716
Prepaid expenses and other current assets	5,827	4,501
Total current assets	526,577	358,472
Intercompany investment	104,435	104,435
Investment in unconsolidated affiliates	0	0
Intercompany notes receivable	36,358	37,633
Land and buildings	62,128	62,114
Aircraft and equipment	1,138,701	1,199,073
Total property and equipment, at cost	1,200,829	1,261,187
Less – Accumulated depreciation and amortization	(256,871)	(258,225)
Total property and equipment, net	943,958	1,002,962
Goodwill	0	0
Other assets	2,147	2,139
Total assets	1,613,475	1,505,641
Accounts payable	163,449	70,434
Accrued liabilities	17,534	17,379
Deferred taxes		2,102
Short-term borrowings and current maturities of long-term debt	19,050	17,432
Total current liabilities	200,033	107,347
Long-term debt, less current maturities	281,587	284,710
Intercompany notes payable	209,840	226,091
Accrued pension liabilities	0	0
Other liabilities and deferred credits	7,156	6,229
Deferred taxes		40,344
Deferred taxes	44,048
Redeemable noncontrolling interest	0	0
Common stock	20,028	20,028
Additional paid-in capital	46,234	29,387
Retained earnings	803,517	791,117
Accumulated other comprehensive income (loss)	1,032	388
Treasury shares	0	0
Total Bristow Group stockholders’ investment	870,811	840,920
Noncontrolling interests	0	0
Total stockholders’ investment	870,811	840,920
Total liabilities, redeemable noncontrolling interest and stockholders’ investment	1,613,475	1,505,641
Non- Guarantor Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	95,981	92,975	$ 100,287	$ 65,676
Accounts receivable	367,921	212,900
Inventories	98,460	90,190
Assets held for sale	5,242	7,530
Prepaid expenses and other current assets	39,422	43,856
Total current assets	607,026	447,451
Intercompany investment	135,507	126,296
Investment in unconsolidated affiliates	211,499	210,162
Intercompany notes receivable	26,265	39,706
Land and buildings	176,421	164,528
Aircraft and equipment	1,321,823	1,272,623
Total property and equipment, at cost	1,498,244	1,437,151
Less – Accumulated depreciation and amortization	(372,552)	(312,461)
Total property and equipment, net	1,125,692	1,124,690
Goodwill	20,364	19,798
Other assets	103,356	100,743
Total assets	2,229,709	2,068,846
Accounts payable	219,558	151,382
Accrued liabilities	147,947	132,704
Deferred taxes		0
Short-term borrowings and current maturities of long-term debt	27,496	34,578
Total current liabilities	395,001	318,664
Long-term debt, less current maturities	317,027	102,921
Intercompany notes payable	54,385	87,200
Accrued pension liabilities	57,928	61,647
Other liabilities and deferred credits	11,445	11,073
Deferred taxes		1,813
Deferred taxes	0
Redeemable noncontrolling interest	6,002	6,886
Common stock	131,317	115,317
Additional paid-in capital	284,048	284,048
Retained earnings	683,482	819,987
Accumulated other comprehensive income (loss)	284,608	255,491
Treasury shares	0	0
Total Bristow Group stockholders’ investment	1,383,455	1,474,843
Noncontrolling interests	4,466	3,799
Total stockholders’ investment	1,387,921	1,478,642
Total liabilities, redeemable noncontrolling interest and stockholders’ investment	$ 2,229,709	$ 2,068,846

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SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION - Statements of Cash Flows (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Condensed Financial Statements, Captions [Line Items]
Net cash provided by (used in) operating activities			$ (35,334)	$ 28,795
Capital expenditures	$ (11,764)	$ (80,803)	(24,317)	(101,866)
Proceeds from asset dispositions	269	329	42,244	11,819
Net cash provided by (used in) investing activities			17,927	(90,047)
Proceeds from borrowings			338,018	195,954
Debt issuance costs			(6,695)	(2,925)
Repayment of debt			(318,130)	(120,966)
Dividends paid			(2,465)	(4,910)
Increases (decreases) in cash related to intercompany advances and debt			0	0
Partial prepayment of put/call obligation			(23)	(25)
Payment of contingent consideration			0	(10,000)
Repurchases for tax withholdings on vesting of equity awards			(548)	(757)
Net cash provided by financing activities			10,157	56,371
Effect of exchange rate changes on cash and cash equivalents			7,937	1,239
Net increase (decrease) in cash and cash equivalents			687	(3,642)
Cash and cash equivalents at beginning of period			96,656	104,310
Cash and cash equivalents at end of period	97,343	100,668	97,343	100,668
Eliminations
Condensed Financial Statements, Captions [Line Items]
Net cash provided by (used in) operating activities			0	(631)
Capital expenditures			77,480	0
Proceeds from asset dispositions			(77,480)	0
Net cash provided by (used in) investing activities			0	0
Proceeds from borrowings			0	0
Debt issuance costs			0	0
Repayment of debt			0	0
Dividends paid			0	0
Increases (decreases) in cash related to intercompany advances and debt			0	0
Partial prepayment of put/call obligation			0	0
Payment of contingent consideration				0
Repurchases for tax withholdings on vesting of equity awards			0	0
Net cash provided by financing activities			0	0
Effect of exchange rate changes on cash and cash equivalents			0	0
Net increase (decrease) in cash and cash equivalents			0	(631)
Cash and cash equivalents at beginning of period			0	0
Cash and cash equivalents at end of period	0	(631)	0	(631)
Parent Company Only
Condensed Financial Statements, Captions [Line Items]
Net cash provided by (used in) operating activities			(78,756)	(35,861)
Capital expenditures			(6,306)	(11,958)
Proceeds from asset dispositions			0	0
Net cash provided by (used in) investing activities			(6,306)	(11,958)
Proceeds from borrowings			107,800	191,501
Debt issuance costs			0	(2,925)
Repayment of debt			(285,946)	(116,051)
Dividends paid			110,637	(4,554)
Increases (decreases) in cash related to intercompany advances and debt			150,351	(54,611)
Partial prepayment of put/call obligation			(23)	(25)
Payment of contingent consideration				0
Repurchases for tax withholdings on vesting of equity awards			(548)	(757)
Net cash provided by financing activities			82,271	12,578
Effect of exchange rate changes on cash and cash equivalents			0	0
Net increase (decrease) in cash and cash equivalents			(2,791)	(35,241)
Cash and cash equivalents at beginning of period			3,382	35,241
Cash and cash equivalents at end of period	591	0	591	0
Guarantor Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Net cash provided by (used in) operating activities			32,581	56,788
Capital expenditures			(5,814)	(20,411)
Proceeds from asset dispositions			80,210	10,374
Net cash provided by (used in) investing activities			74,396	(10,037)
Proceeds from borrowings			0	0
Debt issuance costs			(552)	0
Repayment of debt			(9,073)	0
Dividends paid			0	4
Increases (decreases) in cash related to intercompany advances and debt			(96,880)	(49,136)
Partial prepayment of put/call obligation			0	0
Payment of contingent consideration				0
Repurchases for tax withholdings on vesting of equity awards			0	0
Net cash provided by financing activities			(106,505)	(49,132)
Effect of exchange rate changes on cash and cash equivalents			0	0
Net increase (decrease) in cash and cash equivalents			472	(2,381)
Cash and cash equivalents at beginning of period			299	3,393
Cash and cash equivalents at end of period	771	1,012	771	1,012
Non- Guarantor Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Net cash provided by (used in) operating activities			10,841	8,499
Capital expenditures			(89,677)	(69,497)
Proceeds from asset dispositions			39,514	1,445
Net cash provided by (used in) investing activities			(50,163)	(68,052)
Proceeds from borrowings			230,218	4,453
Debt issuance costs			(6,143)	0
Repayment of debt			(23,111)	(4,915)
Dividends paid			(113,102)	(360)
Increases (decreases) in cash related to intercompany advances and debt			(53,471)	103,747
Partial prepayment of put/call obligation			0	0
Payment of contingent consideration				(10,000)
Repurchases for tax withholdings on vesting of equity awards			0	0
Net cash provided by financing activities			34,391	92,925
Effect of exchange rate changes on cash and cash equivalents			7,937	1,239
Net increase (decrease) in cash and cash equivalents			3,006	34,611
Cash and cash equivalents at beginning of period			92,975	65,676
Cash and cash equivalents at end of period	$ 95,981	$ 100,287	$ 95,981	$ 100,287