XML 23 R12.htm IDEA: XBRL DOCUMENT v3.19.2
DEBT
3 Months Ended
Jun. 30, 2018
Debt Disclosure [Abstract]  
DEBT
DEBT
Debt as of June 30 and March 31, 2018 consisted of the following (in thousands):
 
 
June 30,
 2018
 
March 31,
 2018
8.75% Senior Secured Notes due 2023
 
$
346,807

 
$
346,610

4½% Convertible Senior Notes due 2023
 
108,710

 
107,397

6¼% Senior Notes due 2022
 
401,535

 
401,535

Lombard Debt
 
195,467

 
211,087

Macquarie Debt
 
181,528

 
185,028

PK Air Debt
 
225,615

 
230,000

Airnorth Debt
 
13,126

 
13,832

Eastern Airways Debt
 
11,556

 
14,519

Other Debt
 
5,716

 
3,991

Unamortized debt issuance costs
 
(26,254
)
 
(27,465
)
Total debt
 
1,463,806

 
1,486,534

Less short-term borrowings and current maturities of long-term debt
 
(1,453,423
)
 
(1,475,438
)
Total long-term debt
 
$
10,383

 
$
11,096


Short-term borrowings reclassification — The Company’s liquidity outlook has recently changed, resulting in substantial doubt about the Company’s ability to continue as a going concern. As discussed in the Explanatory Note included elsewhere in this Quarterly Report, on May 11, 2019, the Debtors filed the Chapter 11 Cases in the Bankruptcy Court seeking relief under Chapter 11 of the Bankruptcy Code. The Debtors’ Chapter 11 Cases are jointly administered under the caption In re: Bristow Group Inc., et al., Main Case No. 19-32713. The Debtors continue to operate their businesses and manage their properties as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. Each of the commencement of the Chapter 11 Cases and the delivery of the Amended 10-K with a going concern qualification or explanation constituted an event of default under certain of our secured equipment financings, giving those secured equipment lenders the right to accelerate repayment of the applicable debt, subject to Chapter 11 protections, and triggering cross-default and/or cross-acceleration provisions in substantially all of our other debt instruments should that right to accelerate repayment be exercised. As such, substantially all of our debt is in default and accelerated, but subject to stay under the Bankruptcy Code. As a result of the facts and circumstances discussed above, the Company concluded that substantially all debt balances of approximately $1.4 billion as of March 31, 2018 should be reclassified from long-term to short-term within the Amended 10-K and as of June 30, 2018 within this Amendment No. 1 on our condensed consolidated balance sheet.
ABL Facility — On April 17, 2018, two of our subsidiaries entered into a new asset-backed revolving credit facility (the “ABL Facility”), which provides for commitments in an aggregate amount of $75 million, with a portion allocated to each borrower subsidiary, subject to an availability block of $15 million and a borrowing base calculated by reference to eligible accounts receivable. The maximum amount of the ABL Facility may be increased from time to time to a total of as much as $100 million, subject to the satisfaction of certain conditions, and any such increase would be allocated among the borrower subsidiaries. The ABL Facility matures in five years, subject to certain early maturity triggers related to maturity of other material debt or a change of control of the Company. Amounts borrowed under the ABL Facility are secured by certain accounts receivable owing to the borrower subsidiaries and the deposit accounts into which payments on such accounts receivable are deposited. As of June 30, 2018, there were no outstanding borrowings under the ABL Facility nor had we made any draws during the three months ended June 30, 2018.
4½% Convertible Senior Notes due 2023 The balances of the debt and equity components of our 4½% Convertible Senior Notes due 2023 (the “4½% Convertible Senior Notes”) as of June 30 and March 31, 2018 is as follows (in thousands):
 
 
June 30,
 2018
 
March 31,
 2018
 
 
 
 
 
Equity component - net carrying value (1)
 
$
36,778

 
$
36,778

Debt component:
 
 
 
 
Face amount due at maturity
 
$
143,750

 
$
143,750

Unamortized discount
 
(35,040
)
 
(36,353
)
Debt component - net carrying value
 
$
108,710

 
$
107,397

_____________ 
(1) Net of equity issuance costs of $1.0 million.
The remaining debt discount is being amortized to interest expense over the term of the 4½% Convertible Senior Notes using the effective interest rate. The effective interest rate for the three months ended June 30, 2018 was 11.0%. Interest expense related to our 4½% Convertible Senior Notes for the three months ended June 30, 2018 was as follows (in thousands):
Contractual coupon interest
 
$
1,611

 
Amortization of debt discount
 
1,313

 
Total interest expense
 
$
2,924