UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 7, 2011
Bristow Group Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-31617 | 72-0679819 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
2000 W. Sam Houston Pkwy S., Suite 1700 | 77042 | |||
Houston, Texas (Address of principal executive offices) |
(Zip Code) |
Registrants telephone number, including area code: (713) 267-7600
Former Name or Former Address, if Changed Since Last Report: NONE
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 2.02 Results of Operations and Financial Condition.
On November 7, 2011, Bristow Group Inc. (the Company) issued a press release which summarized its financial results for the three and six-month periods ended September 30, 2011 (the Financial Results). This press release was issued in anticipation of a conference call and Q&A session starting at 10:00 a.m. ET (9:00 a.m. CT) on Tuesday, November 8, 2011, to review the Financial Results. A copy of the press release is furnished with this report as Exhibit 99.1, and is incorporated herein by reference.
The press release includes certain non-GAAP financial measures under Regulation G of the Securities Exchange Act of 1934 (the Exchange Act), including Adjusted EBITDA. 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 special items, if any. Additionally, our operating income, net income and diluted earnings per share in this release have been presented in certain instances excluding gain (loss) on disposal of assets and special items detailed in the press release; these items are presented as adjusted operating income, adjusted net income and adjusted diluted earnings per share. Management believes that such non-GAAP financial measures are important metrics for evaluating our operating performance, and they provide investors with additional information that is not directly available in a GAAP presentation. Such non-GAAP financial measures are useful to investors as they eliminate items that are not a function of our current operating performance and affect our GAAP results regardless of performance. In addition, certain of these items may vary significantly from period to period and may have a disproportionate effect in a given period, which may affect the comparability of the results. Such non-GAAP measures should not be viewed as an alternative to our GAAP financial statements, but should be read as a supplement to, and in conjunction with, our GAAP financial statements.
ITEM 9.01. Financial Statements and Exhibits.
(c) Exhibits
Exhibit | Description of Exhibit | |
99.1 | Press Release summarizing financial results dated November 7, 2011. |
Limitation on Incorporation by Reference.
Information on Bristows website is not incorporated by reference in this Form 8-K. In accordance with General Instruction B.2 of Form 8-K, the information set forth in this Form 8-K and the attached exhibits shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934 (the Exchange Act), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any registration statement or other filing under the Securities Act of 1933 or the Exchange Act unless Bristow expressly states that such information is to be considered filed under the Exchange Act or incorporates it by specific reference in such a filing. The information set forth in Item 2.02 and the related exhibit furnished in Item 9.01 of this report shall not be deemed an admission as to the materiality of any information in this report on Form 8-K.
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 hereunto duly authorized.
BRISTOW GROUP INC. | ||||||
Date: November 7, 2011 | By: | /s/ Randall A. Stafford | ||||
Randall A. Stafford | ||||||
Senior Vice President and General Counsel, Corporate Secretary |
Exhibit 99.1
FOR IMMEDIATE RELEASE
News Release | ||||||
Linda McNeill | ||||||
Investor Relations | ||||||
(713) 267-7622 |
BRISTOW GROUP REPORTS FINANCIAL PERFORMANCE FOR
ITS 2012 SECOND FISCAL QUARTER AND SIX-MONTH
PERIOD ENDED SEPTEMBER 30, 2011
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QUARTER AND SIX MONTH EPS OF $0.07 AND $0.65 WITH QUARTER AND SIX MONTH ADJUSTED EPS OF $0.63 AND $1.18, WHICH EXCLUDES NON-CASH ASSET IMPAIRMENT CHARGES OF $27.3 MILLION AND ASSET DISPOSITION EFFECTS |
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OPERATING CASH FLOW OF $117 MILLION FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2011, ALMOST DOUBLE THE $69 MILLION IN THE PRIOR YEARS PERIOD |
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COMPANY REVISES RANGE ON FULL FISCAL YEAR 2012 EPS GUIDANCE TO $3.05 - $3.30, EXCLUDING SPECIAL ITEMS AND ASSET DISPOSITION EFFECTS |
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COMPANY ANNOUNCES UP TO $100 MILLION SHARE BUYBACK PROGRAM |
HOUSTON, November 7, 2011 Bristow Group Inc. (NYSE: BRS) today reported net income for the September 2011 quarter of $2.7 million, or $0.07 per diluted share, compared to net income of $38.9 million, or $1.06 per diluted share, in the same period a year ago. Adjusted net income, excluding non-cash asset impairment charges of $27.3 million and asset disposition effects, for the September 2011 quarter was $23.3 million, or $0.63 per diluted share, compared to $37.1 million, or $1.01 per diluted share, in the September 2010 quarter.
Operating revenue for the September 2011 quarter increased 4% to $297.1 million from $286.5 million in the September 2010 quarter. Adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA), which excludes special items and asset disposition effects, was $62.1 million for the September 2011 quarter compared to $72.7 million in the same period a year ago. Net cash provided by operating activities increased to $64.1 million in the September 2011 quarter from $43.5 million in the September 2010 quarter and to $117.0 million for the six months ended September 30, 2011 from $69.2 million in the prior fiscal year-to-date period.
The September 2011 quarters financial performance was negatively affected by several factors, including:
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A $24.6 million write-down of inventory spare parts to lower of cost or market as management has made the determination to operate certain older aircraft types for a shorter period than originally anticipated, |
1
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An $8.8 million decrease in earnings from unconsolidated affiliates, primarily resulting from an unfavorable impact of exchange rate changes on earnings from our investment in Líder in Brazil, which is reflected in our Other International Business Unit, |
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An impairment charge of $2.7 million recorded in depreciation and amortization resulting from the abandonment of certain assets located in Creole, Louisiana and used in our North America Business Unit as we ceased operations from that location, and |
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A loss on disposal of assets of $1.6 million, primarily due to a $1.1 million loss on the disposal of a fixed wing aircraft previously operating in Nigeria that was damaged in an incident upon landing and a $0.4 million impairment charge to reduce the carrying value of three aircraft held for sale, which compares to a gain on disposal of assets of $1.9 million in the September 2010 quarter. |
In addition to these items, cost increases across most of our business units have outpaced revenue growth when compared to the prior year quarter. We continue to see significant growth opportunities across most of our major markets as tender activity is robust and as new work starts in the second half of fiscal year 2012 and in fiscal year 2013. However, costs we incurred in advance of this activity (either to start up new operations or to maintain resources that will be needed in future periods), have resulted in increased operating expense in excess of revenue growth in the September 2011 quarter.
Our management reviews our operating results when adjusted for certain items not considered to be part of our normal and recurring operations, which includes gains or losses on asset dispositions and any special items during the reporting period. During the September 2011 quarter, the write-down of inventory spare parts, and the impairment charge on the abandonment of assets at the Creole, Louisiana location have been identified as special items. After adjusting for these items and for losses on asset dispositions, our adjusted operating income, adjusted EBITDA, adjusted net income and adjusted earnings per share were $38.5 million, $62.1 million, $23.3 million and $0.63, respectively, which all decreased from the prior year quarter as a result of reduced earnings from Líder and the cost increases noted above. No special items were identified for the September 2010 quarter.
Growth across all of our regions is accelerating with new aircraft adding value for our clients in the latter half of this fiscal year and in fiscal year 2013, said William E. Chiles, President and Chief Executive Officer of Bristow Group. However, we are dissatisfied with the quarters results which were impacted by the need to incur additional costs ahead of this activity. This has resulted in increased operating expense in excess of revenue growth in the current quarter and deterioration in operating margin today to support future growth.
Mr. Chiles reiterated, Going forward, we are expecting stronger levels of activity in our Europe, Australia and Other International Business Units; but the higher costs for future growth during the first half of this fiscal year have led to a revision of our earnings per share guidance range for the current fiscal year. Despite these costs, we continued to generate record operating cash flows during fiscal year 2012 which were considerably stronger than fiscal year 2011. We also expect sequential improvement in our financial results and continue to anticipate a stronger second half compared to the first half of fiscal year 2012, particularly in the fourth quarter.
2
SECOND QUARTER FY2012 RESULTS
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Operating revenue increased 4% to $297.1 million compared to $286.5 million in the same period a year ago. |
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Operating income decreased $44.0 million to $9.6 million in the September 2011 quarter compared to $53.6 million in the September 2010 quarter. Adjusted operating income decreased 25.5% to $38.5 million compared to $51.7 million in the September 2010 quarter. |
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Net income decreased by $36.2 million to $2.7 million, or $0.07 per share, compared to $38.9 million, or $1.06 per diluted share, in the September 2010 quarter. Adjusted net income decreased 37.3% to $23.3 million, or $0.63 per diluted share, compared to $37.1 million, or $1.01 per diluted share, in the September 2010 quarter. |
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Adjusted EBITDA was $62.1 million for the September 2011 quarter compared to $72.7 million in the same period a year ago. |
Our Europe Business Unit saw an increase in flying activity over the prior year quarter as a result of new contracts with existing clients, which resulted in increased operating income. However, operating margin decreased slightly despite the increase in operating revenue and operating income as a result of increased salaries and benefits, maintenance, insurance and fuel costs.
Our West Africa Business Unit saw increased flying activity over the prior year quarter as activity associated with three new contracts and activity under existing contracts offset the impact of the non-renewal of a major contract in the prior fiscal year. Despite the increase in operating revenue, operating income and margin for West Africa decreased in the September 2011 quarter primarily as a result of an increase in operating expense and the non-renewal of the major contract in the prior fiscal year.
Our North America Business Unit saw some benefit in the current quarter from an increase in activity as drilling and completion permits are being issued at an increasing pace. We are also seeing the benefit from a reduction in cost structure. Operating revenue, operating income and operating margin improved sequentially over the June 2011 quarter. When excluding the impact of the impairment of the Creole, Louisiana assets, operating margin improved from 3.6% in the June 2011 quarter to 11.0% in the September 2011 quarter. Based on current discussions with our major clients, especially concerning activity for large aircraft, we anticipate the level of activity in the Gulf to continue to improve during the second half of fiscal year 2012.
Our Australia Business Unit saw a decrease in revenue over the prior year quarter resulting from the loss of a major contract in May 2011, which has not been offset by new work. We are expecting a turnaround in this market over the second half of fiscal year 2012, especially in the fourth quarter, as new work begins. This new work is expected to replace the work from the contract loss in May 2011. The level of fixed cost we are carrying in anticipation of the increased activity, coupled with the decrease in revenue, has resulted in a substantial decrease in operating income and operating margin compared with the prior year period. We expect to see considerable improvement in operating income and operating margin in the second half of fiscal year 2012.
We continue to see substantial growth opportunity in our Other International Business Unit. However, in the current quarter we realized a loss from Líder due to foreign currency exchange rate changes. Additionally, our results were impacted by cessation of operations in Libya. We are also incurring start up costs in new markets for operations that will begin later in fiscal year 2012. Depending on exchange rate movements in Brazil and the timing of the start ups, we expect to recover much of the lost income and margin over the second half of the fiscal year.
3
YEAR-TO-DATE FY2012 RESULTS
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Operating revenue increased 4.5% to $583.8 million compared to $558.5 million in the same period a year ago. |
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Operating income decreased 50.7% to $46.0 million compared to $93.2 million in the fiscal year 2011 period. Adjusted operating income decreased 18% to $73.5 million compared to $89.6 million in the fiscal year 2011 period. |
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Net income decreased 60.2% to $23.8 million, or $0.65 per diluted share, compared to $59.7 million, or $1.63 per diluted share, for the six months ended September 30, 2010. Adjusted net income decreased 23.8% to $43.2 million, or $1.18 per diluted share, compared to $56.7 million, or $1.55 per diluted share, for the six months ended September 30, 2010. |
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Adjusted EBITDA was $120.2 million for the six months ended September 30, 2011 compared to $130.8 million in the same period a year ago. |
SHARE BUY-BACK
In November 2011, our board of directors authorized us to spend up to $100 million to repurchase shares of our common stock. The timing and method of any repurchases will depend on a variety of factors, including market conditions, is subject to our results of operations, financial condition, cash requirements and other factors, and may be suspended or discontinued at any time.
GUIDANCE
Bristow is revising the diluted earnings per share guidance provided in May 2011 for the full fiscal year 2012 of $3.55 to $3.90 to a range of $3.05 to $3.30.
As a reminder, our GAAP earnings per share guidance does not include gains and losses on disposals of assets as well as special items because their timing and amounts are more variable and less predictable. This guidance is based on current foreign currency exchange rates. In providing this guidance, the Company has not included the impact of any changes in accounting standards and any impact from significant acquisitions or divestitures. Changes in events or other circumstances that the Company does not currently anticipate or predict could result in earnings per share for fiscal year 2012 that are significantly above or below this guidance. Factors that could cause such changes are described below under Forward-Looking Statements Disclosure.
Despite the impact of higher than anticipated cost levels in the current quarter to advance revenue growth expected from several large awards, we continue to see success in implementing Bristow Value Added (BVA), with an almost doubling of operating cash flow in the first half of fiscal year 2012 from the prior year period, said Jonathan E. Baliff, Senior Vice President and Chief Financial Officer of Bristow Group. We expect to continue generating significant cash flow while maintaining prudent balance sheet management and financial strength which provides the underpinnings for the stock buyback authorization and a balanced return for our shareholders.
CONFERENCE CALL
Management will conduct a conference call starting at 10:00 a.m. ET (9:00 a.m. CT) on Tuesday, November 8, to review financial results for the fiscal year 2012 second quarter ended September 30, 2011. This release and the most recent investor slide presentation are available in the investor relations area of our web page at www.bristowgroup.com. The conference call can be accessed as follows:
4
Via Webcast:
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Visit Bristow Groups investor relations Web page at www.bristowgroup.com |
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Live: Click on the link for Bristow Group Fiscal 2012 Second Quarter Earnings Conference Call |
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Replay: A replay via webcast will be available approximately one hour after the calls completion and will be accessible for approximately 90 days |
Via Telephone within the U.S.:
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Live: Dial toll free 1-877-941-8609 |
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Replay: A telephone replay will be available through November 22, 2011 and may be accessed by calling toll free 1-800-406-7325, passcode: 4476349# |
Via Telephone outside the U.S.:
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Live: Dial 480-629-9818 |
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Replay: A telephone replay will be available through November 22, 2011 and may be accessed by calling 303-590-3030, passcode: 4476349# |
ABOUT BRISTOW GROUP INC.
Bristow Group Inc. is the leading provider of helicopter services to the worldwide offshore energy industry based on the number of aircraft operated and one of two helicopter service providers to the offshore energy industry with global operations. The Company has major transportation operations in the North Sea, Nigeria and the U.S. Gulf of Mexico, and in most of the other major offshore oil and gas producing regions of the world, including Alaska, Australia, Brazil, Russia and Trinidad. For more information, visit the Companys website at www.bristowgroup.com.
FORWARD-LOOKING STATEMENTS DISCLOSURE
Statements contained in this news release that state the Companys or managements intentions, hopes, beliefs, expectations or predictions of the future are forward-looking statements. These forward-looking statements include statements regarding earnings guidance, capital allocation strategy, the impact of activity levels, business performance, and other market and industry conditions. It is important to note that the Companys actual results could differ materially from those projected in such forward-looking statements. Additional information concerning factors that could cause actual results to differ materially from those in the forward-looking statements is contained from time to time in the Companys SEC filings, including but not limited to the Companys quarterly report on Form 10-Q for the quarter ended September 30, 2011 and the annual report on Form 10-K for the fiscal year ended March 31, 2011. Bristow Group Inc. disclaims any intention or obligation to revise any forward-looking statements, including financial estimates, whether as a result of new information, future events or otherwise.
(financial tables follow)
5
BRISTOW GROUP INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(In thousands, except per share amounts)
Three Months
Ended September 30, |
Six Months
Ended September 30, |
|||||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||
Gross revenue: |
||||||||||||||||
Operating revenue from non-affiliates |
$ | 288,780 | $ | 270,053 | $ | 565,809 | $ | 524,647 | ||||||||
Operating revenue from affiliates |
8,276 | 16,484 | 18,008 | 33,899 | ||||||||||||
Reimbursable revenue from non-affiliates |
33,673 | 25,933 | 67,974 | 45,996 | ||||||||||||
Reimbursable revenue from affiliates |
263 | 89 | 306 | 255 | ||||||||||||
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330,992 | 312,559 | 652,097 | 604,797 | |||||||||||||
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Operating expense: |
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Direct cost |
203,635 | 189,110 | 400,257 | 372,274 | ||||||||||||
Reimbursable expense |
32,770 | 25,020 | 65,904 | 45,198 | ||||||||||||
Impairment of inventories |
24,610 | | 24,610 | | ||||||||||||
Depreciation and amortization |
25,431 | 20,968 | 48,139 | 40,299 | ||||||||||||
General and administrative |
29,303 | 30,515 | 68,948 | 61,417 | ||||||||||||
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315,749 | 265,613 | 607,858 | 519,188 | |||||||||||||
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Gain (loss) on disposal of assets |
(1,611 | ) | 1,897 | (195 | ) | 3,615 | ||||||||||
Earnings from unconsolidated affiliates, net of losses |
(4,037 | ) | 4,716 | 1,956 | 4,014 | |||||||||||
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Operating income |
9,595 | 53,559 | 46,000 | 93,238 | ||||||||||||
Interest income |
153 | 168 | 324 | 460 | ||||||||||||
Interest expense |
(9,459 | ) | (11,452 | ) | (18,414 | ) | (22,490 | ) | ||||||||
Other income (expense), net |
727 | (111 | ) | 931 | 404 | |||||||||||
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Income before benefit (provision) for income taxes |
1,016 | 42,164 | 28,841 | 71,612 | ||||||||||||
Benefit (provision) for income taxes |
1,945 | (3,316 | ) | (4,661 | ) | (11,856 | ) | |||||||||
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Net income |
2,961 | 38,848 | 24,180 | 59,756 | ||||||||||||
Net income attributable to noncontrolling interests |
(250 | ) | 32 | (424 | ) | (68 | ) | |||||||||
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Net income attributable to Bristow Group |
$ | 2,711 | $ | 38,880 | $ | 23,756 | $ | 59,688 | ||||||||
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Earnings per common share: |
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Basic |
$ | 0.07 | $ | 1.07 | $ | 0.66 | $ | 1.66 | ||||||||
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Diluted |
$ | 0.07 | $ | 1.06 | $ | 0.65 | $ | 1.63 | ||||||||
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Adjusted EBITDA |
$ | 62,127 | $ | 72,687 | $ | 120,199 | $ | 130,786 | ||||||||
Adjusted operating income |
$ | 38,493 | $ | 51,662 | $ | 73,482 | $ | 89,623 | ||||||||
Adjusted net income |
$ | 23,287 | $ | 37,132 | $ | 43,227 | $ | 56,720 | ||||||||
Adjusted earnings per share |
$ | 0.63 | $ | 1.01 | $ | 1.18 | $ | 1.55 |
6
BRISTOW GROUP INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)
September 30, 2011 |
March 31, 2011 |
|||||||
(Unaudited) | ||||||||
ASSETS |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 140,279 | $ | 116,361 | ||||
Accounts receivable from non-affiliates |
259,204 | 247,135 | ||||||
Accounts receivable from affiliates |
8,400 | 15,384 | ||||||
Inventories |
157,266 | 196,207 | ||||||
Assets held for sale |
31,642 | 31,556 | ||||||
Prepaid expenses and other current assets |
14,431 | 22,118 | ||||||
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Total current assets |
611,222 | 628,761 | ||||||
Investment in unconsolidated affiliates |
202,437 | 208,634 | ||||||
Property and equipment at cost: |
||||||||
Land and buildings |
77,701 | 98,054 | ||||||
Aircraft and equipment |
2,210,853 | 2,116,259 | ||||||
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2,288,554 | 2,214,313 | |||||||
Less Accumulated depreciation and amortization |
(465,235 | ) | (446,431 | ) | ||||
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1,823,319 | 1,767,882 | |||||||
Goodwill |
29,247 | 32,047 | ||||||
Other assets |
34,193 | 38,030 | ||||||
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Total assets |
$ | 2,700,418 | $ | 2,675,354 | ||||
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LIABILITIES AND STOCKHOLDERS INVESTMENT |
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Current liabilities: |
||||||||
Accounts payable |
$ | 47,008 | $ | 56,972 | ||||
Accrued wages, benefits and related taxes |
34,831 | 34,538 | ||||||
Income taxes payable |
14,356 | 15,557 | ||||||
Other accrued taxes |
5,276 | 4,048 | ||||||
Deferred revenues |
11,560 | 9,613 | ||||||
Accrued maintenance and repairs |
13,942 | 16,269 | ||||||
Accrued interest |
2,268 | 2,279 | ||||||
Other accrued liabilities |
19,689 | 19,613 | ||||||
Deferred taxes |
7,020 | 12,176 | ||||||
Short-term borrowings and current maturities of long-term debt |
13,273 | 8,979 | ||||||
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Total current liabilities |
169,223 | 180,044 | ||||||
Long-term debt, less current maturities |
751,087 | 698,482 | ||||||
Accrued pension liabilities |
97,237 | 99,645 | ||||||
Other liabilities and deferred credits |
13,398 | 30,109 | ||||||
Deferred taxes |
144,621 | 148,299 | ||||||
Stockholders investment: |
||||||||
Common stock |
362 | 363 | ||||||
Additional paid-in capital |
696,268 | 689,795 | ||||||
Retained earnings |
964,444 | 951,660 | ||||||
Accumulated other comprehensive loss |
(143,627 | ) | (130,117 | ) | ||||
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Total Bristow Group Inc. stockholders investment |
1,517,447 | 1,511,701 | ||||||
Noncontrolling interests |
7,405 | 7,074 | ||||||
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Total stockholders investment |
1,524,852 | 1,518,775 | ||||||
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Total liabilities and stockholders investment |
$ | 2,700,418 | $ | 2,675,354 | ||||
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7
BRISTOW GROUP INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Six Months
Ended September 30, |
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2011 | 2010 | |||||||
Cash flows from operating activities: |
||||||||
Net income |
$ | 24,180 | $ | 59,756 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: |
||||||||
Depreciation and amortization |
48,139 | 40,299 | ||||||
Deferred income taxes |
(10,237 | ) | 4,385 | |||||
Discount amortization on long-term debt |
1,666 | 1,565 | ||||||
Gain (loss) on disposal of assets |
195 | (3,615 | ) | |||||
Impairment of inventories |
24,610 | | ||||||
Gain on sale of joint ventures |
| (572 | ) | |||||
Stock-based compensation |
7,480 | 8,019 | ||||||
Equity in earnings from unconsolidated affiliates less than (in excess of) dividends received |
5,285 | (890 | ) | |||||
Tax benefit related to stock-based compensation |
(109 | ) | (179 | ) | ||||
Increase (decrease) in cash resulting from changes in: |
||||||||
Accounts receivable |
(6,352 | ) | (24,940 | ) | ||||
Inventories |
7,916 | (3,000 | ) | |||||
Prepaid expenses and other assets |
3,297 | (14,363 | ) | |||||
Accounts payable |
5,382 | 9,774 | ||||||
Accrued liabilities |
4,863 | (2,917 | ) | |||||
Other liabilities and deferred credits |
678 | (4,138 | ) | |||||
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Net cash provided by operating activities |
116,993 | 69,184 | ||||||
Cash flows from investing activities: |
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Capital expenditures |
(149,262 | ) | (63,943 | ) | ||||
Deposits on assets held for sale |
| 1,000 | ||||||
Proceeds from sale of joint ventures |
| 1,291 | ||||||
Proceeds from asset dispositions |
12,040 | 17,178 | ||||||
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Net cash used in investing activities |
(137,222 | ) | (44,474 | ) | ||||
Cash flows from financing activities: |
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Proceeds from borrowings |
88,493 | 10,012 | ||||||
Repayment of debt and debt redemption premiums |
(32,518 | ) | (7,630 | ) | ||||
Distributions to noncontrolling interest owners |
| (637 | ) | |||||
Partial prepayment of put/call obligation |
(31 | ) | (28 | ) | ||||
Acquisition of noncontrolling interest |
(262 | ) | (800 | ) | ||||
Common stock dividends paid |
(10,833 | ) | | |||||
Issuance of common stock |
1,629 | 111 | ||||||
Tax benefit related to stock-based compensation |
109 | 179 | ||||||
|
|
|
|
|||||
Net cash provided by financing activities |
46,587 | 1,207 | ||||||
Effect of exchange rate changes on cash and cash equivalents |
(2,440 | ) | 4,791 | |||||
|
|
|
|
|||||
Net increase in cash and cash equivalents |
23,918 | 30,708 | ||||||
Cash and cash equivalents at beginning of period |
116,361 | 77,793 | ||||||
|
|
|
|
|||||
Cash and cash equivalents at end of period |
$ | 140,279 | $ | 108,501 | ||||
|
|
|
|
8
BRISTOW GROUP INC. AND SUBSIDIARIES
SELECTED OPERATING DATA
(In thousands, except flight hours and percentages)
(Unaudited)
Three Months
Ended September 30, |
Six Months
Ended September 30, |
|||||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||
Flight hours (excludes Bristow Academy and unconsolidated affiliates) : |
||||||||||||||||
Europe |
15,341 | 14,432 | 29,523 | 27,399 | ||||||||||||
West Africa |
10,620 | 9,572 | 20,249 | 19,332 | ||||||||||||
North America |
20,858 | 23,279 | 41,292 | 44,683 | ||||||||||||
Australia |
2,379 | 3,318 | 5,761 | 6,558 | ||||||||||||
Other International |
6,807 | 12,577 | 13,236 | 24,055 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
56,005 | 63,178 | 110,061 | 122,027 | |||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Operating revenue: |
||||||||||||||||
Europe |
$ | 113,702 | $ | 97,967 | $ | 221,990 | $ | 183,597 | ||||||||
West Africa |
61,076 | 56,225 | 113,327 | 113,875 | ||||||||||||
North America |
47,860 | 54,292 | 91,773 | 106,374 | ||||||||||||
Australia |
30,469 | 34,238 | 71,389 | 67,993 | ||||||||||||
Other International |
35,191 | 35,960 | 69,740 | 68,582 | ||||||||||||
Corporate and other |
9,435 | 8,362 | 16,282 | 18,944 | ||||||||||||
Intrasegment eliminations |
(677 | ) | (507 | ) | (684 | ) | (819 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Consolidated total |
$ | 297,056 | $ | 286,537 | $ | 583,817 | $ | 558,546 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Operating income (loss): |
||||||||||||||||
Europe |
$ | 23,586 | $ | 21,612 | $ | 46,835 | $ | 39,911 | ||||||||
West Africa |
16,120 | 17,158 | 27,351 | 32,794 | ||||||||||||
North America |
2,571 | 8,904 | 4,155 | 14,212 | ||||||||||||
Australia |
576 | 6,094 | 5,100 | 14,046 | ||||||||||||
Other International |
2,089 | 11,102 | 13,999 | 13,367 | ||||||||||||
Corporate and other |
(33,736 | ) | (13,208 | ) | (51,245 | ) | (24,707 | ) | ||||||||
Gain (loss) on disposal of other assets |
(1,611 | ) | 1,897 | (195 | ) | 3,615 | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Consolidated total |
$ | 9,595 | $ | 53,559 | $ | 46,000 | $ | 93,238 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Operating margin: |
||||||||||||||||
Europe |
20.7 | % | 22.1 | % | 21.1 | % | 21.7 | % | ||||||||
West Africa |
26.4 | % | 30.5 | % | 24.1 | % | 28.8 | % | ||||||||
North America |
5.4 | % | 16.4 | % | 4.5 | % | 13.4 | % | ||||||||
Australia |
1.9 | % | 17.8 | % | 7.1 | % | 20.7 | % | ||||||||
Other International |
5.9 | % | 30.9 | % | 20.1 | % | 19.5 | % | ||||||||
Consolidated total |
3.2 | % | 18.7 | % | 7.9 | % | 16.7 | % |
9
BRISTOW GROUP INC. AND SUBSIDIARIES
AIRCRAFT COUNT
As of September 30, 2011
Aircraft in Consolidated Fleet | ||||||||||||||||||||||||||||||||
Helicopters | ||||||||||||||||||||||||||||||||
Small | Medium | Large | Training | Fixed Wing |
Total (1) | Unconsolidated Affiliates (2) |
Total | |||||||||||||||||||||||||
Europe |
| 17 | 41 | | | 58 | 64 | 122 | ||||||||||||||||||||||||
West Africa |
12 | 26 | 7 | | 3 | 48 | | 48 | ||||||||||||||||||||||||
North America |
68 | 26 | | | | 94 | | 94 | ||||||||||||||||||||||||
Australia |
2 | 14 | 17 | | | 33 | | 33 | ||||||||||||||||||||||||
Other International |
5 | 41 | 17 | | | 63 | 122 | 185 | ||||||||||||||||||||||||
Corporate and other |
| | | 70 | | 70 | | 70 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Total |
87 | 124 | 82 | 70 | 3 | 366 | 186 | 552 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Aircraft not currently in fleet: (3)(4) |
||||||||||||||||||||||||||||||||
On order |
| | 10 | | | 10 | ||||||||||||||||||||||||||
Under option |
| 12 | 25 | | | 37 |
(1) |
Includes 19 aircraft held for sale. |
(2) |
The 186 aircraft operated or managed by our unconsolidated affiliates are in addition to those aircraft leased from us. |
(3) |
This table does not reflect aircraft which our unconsolidated affiliates may have on order or under option. |
(4) |
Subsequent to September 30, 2011, we entered into agreements to purchase or lease 8 new technology large aircraft for approximately $144 million that are not reflected in the table above. |
10
BRISTOW GROUP INC. AND SUBSIDIARIES
GAAP RECONCILIATIONS
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 auditor. 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 special items, if any. Adjusted operating income, adjusted net income and adjusted diluted earnings per share are each adjusted for gain (loss) on disposal of assets and special items, if any, during the reported periods. Management believes these non-GAAP financial measures provide meaningful supplemental information regarding our results because they exclude amounts that management does not consider part of our normal and recurring operations when assessing and measuring the operational and financial performance of the organization. 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, |
|||||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||
(In thousands, except per share amounts) | ||||||||||||||||
Adjusted EBITDA |
$ | 62,127 | $ | 72,687 | $ | 120,199 | $ | 130,786 | ||||||||
Gain (loss) on disposal of assets |
(1,611 | ) | 1,897 | (195 | ) | 3,615 | ||||||||||
Special items |
(24,610 | ) | | (24,610 | ) | | ||||||||||
Interest expense |
(9,459 | ) | (11,452 | ) | (18,414 | ) | (22,490 | ) | ||||||||
Depreciation and amortization |
(25,431 | ) | (20,968 | ) | (48,139 | ) | (40,299 | ) | ||||||||
Benefit (provision) for income taxes |
1,945 | (3,316 | ) | (4,661 | ) | (11,856 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Net income |
$ | 2,961 | $ | 38,848 | $ | 24,180 | $ | 59,756 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted operating income |
$ | 38,493 | $ | 51,662 | $ | 73,482 | $ | 89,623 | ||||||||
Gain (loss) on disposal of assets |
(1,611 | ) | 1,897 | (195 | ) | 3,615 | ||||||||||
Special items |
(27,287 | ) | | (27,287 | ) | | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Operating income |
$ | 9,595 | $ | 53,559 | $ | 46,000 | $ | 93,238 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted net income |
$ | 23,287 | $ | 37,132 | $ | 43,227 | $ | 56,720 | ||||||||
Gain (loss) on disposal of assets |
(1,257 | ) | 1,748 | (152 | ) | 2,968 | ||||||||||
Special items |
(19,319 | ) | | (19,319 | ) | | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Net income attributable to Bristow Group |
$ | 2,711 | $ | 38,880 | $ | 23,756 | $ | 59,688 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted earnings per share |
$ | 0.63 | $ | 1.01 | $ | 1.18 | $ | 1.55 | ||||||||
Gain (loss) on disposal of assets |
(0.03 | ) | 0.05 | | 0.08 | |||||||||||
Special items |
(0.53 | ) | | (0.53 | ) | | ||||||||||
Earnings per share |
0.07 | 1.06 | 0.65 | 1.63 |
Three and Six Months
Ended September 30, 2011 |
||||||||||||||||
Adjusted Operating Income |
Adjusted EBITDA |
Adjusted Net Income |
Adjusted Diluted Earnings Per Share |
|||||||||||||
(In thousands, except per share amounts) | ||||||||||||||||
Impairment of inventories |
$ | 24,610 | $ | 24,610 | $ | 17,579 | $ | 0.48 | ||||||||
Impairment of assets in Creole, Louisiana |
2,677 | | 1,740 | 0.05 | ||||||||||||
|
|
|
|
|
|
|||||||||||
Total special items |
$ | 27,287 | $ | 24,610 | $ | 19,319 | 0.53 | |||||||||
|
|
|
|
|
|
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