Bristow Group Reports Material Agreement & Financial Obligation

TL;DR

**Bristow Group entered a new material agreement and financial obligation, but the 8-K lacks crucial details.**

AI Summary

Bristow Group Inc. filed an 8-K on January 24, 2024, reporting an event on January 22, 2024, related to entering a material definitive agreement and creating a direct financial obligation. While the filing indicates these events, it does not provide specific details about the nature of the agreement or the financial obligation. This matters to investors because without the specifics, it's unclear if the agreement is beneficial or detrimental, potentially introducing uncertainty about the company's future financial health and operational direction.

Why It Matters

This filing signals a new significant financial commitment or agreement for Bristow Group Inc., which could impact its balance sheet and future profitability, but the lack of detail creates uncertainty for investors.

Risk Assessment

Risk Level: medium — The lack of specific details regarding the material definitive agreement and financial obligation creates uncertainty and potential risk for investors.

Analyst Insight

A smart investor would await further disclosures from Bristow Group Inc. to understand the specifics of the material definitive agreement and financial obligation before making any investment decisions, as the current filing lacks critical details.

Key Players & Entities

• Bristow Group Inc. (company) — the registrant filing the 8-K
• January 22, 2024 (date) — date of the earliest event reported
• January 24, 2024 (date) — date the 8-K was filed

FAQ

Key Financial Figures

• $0.01 — ange on which registered Common Stock, $0.01 par value VTOL NYSE Indicate by ch

Filing Documents

• d738038d8k.htm (8-K) — 39KB
• d738038dex101.htm (EX-10.1) — 1431KB
• d738038dex102.htm (EX-10.2) — 1662KB
• d738038dex103.htm (EX-10.3) — 1734KB
• d738038dex991.htm (EX-99.1) — 16KB
• g738038dsp1.jpg (GRAPHIC) — 2KB
• g738038dsp212a.jpg (GRAPHIC) — 13KB
• g738038dsp212b.jpg (GRAPHIC) — 7KB
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• g738038g01a10.jpg (GRAPHIC) — 169KB
• g738038g08z32.jpg (GRAPHIC) — 2KB
• g738038g34r49.jpg (GRAPHIC) — 6KB
• g738038newpage239.jpg (GRAPHIC) — 10KB
• g738038newpage241.jpg (GRAPHIC) — 11KB
• 0001193125-24-014296.txt ( ) — 6038KB
• vtol-20240122.xsd (EX-101.SCH) — 3KB
• vtol-20240122_lab.xml (EX-101.LAB) — 18KB
• vtol-20240122_pre.xml (EX-101.PRE) — 11KB
• d738038d8k_htm.xml (XML) — 3KB

01

Item 1.01. Entry into a Material Definitive Agreement. BHL Facility Agreement On January 24, 2024 (the " Facility Agreement Signing Date "), Bristow Helicopters Limited (" BHL "), a subsidiary of Bristow Group Inc. (the " Company "), entered into a Facility Agreement (the " BHL Facility Agreement ") among BHL, as borrower, the lenders from time to time party thereto and National Westminster Bank Plc, as arranger, agent and security trustee, pursuant to which the lenders have agreed to provide commitments in respect of a senior secured term loan facility in an aggregate principal amount of up to GBP 55,000,000 (the " BHL Term Loan Facility " and the term loans thereunder, collectively the " BHL Term Loan "). The BHL Facility Agreement was entered into in order to, among other things, finance or partially finance the BHL Aircraft (as defined below) to support the Company's obligations under its contracts with the Department for Transport and the Maritime & Coastguard Agency of the United Kingdom (collectively, the " Department "). The borrowing of the funds under the BHL Term Loan Facility will be available until fifteen (15) months after the Facility Agreement Signing Date and may be drawn in up to four (4) draws. The borrowings under the BHL Term Loan Facility will be subject to perfection of liens on the BHL Aircraft Collateral (as defined below) and other customary borrowing conditions. The BHL Term Loan will mature on March 31, 2036. Borrowings under the BHL Facility Agreement will bear interest at an interest rate equal to the Sterling Overnight Index Average plus 2.75% per annum. Interest will be paid monthly or quarterly in arrears, as selected by BHL. Upon receipt of a funding request, the agent shall prepare a repayment schedule so that BHL will repay the loan in equal consecutive quarterly installment payments commencing on the quarter-end date following the first utilization of a BHL Term Loan and ending on the maturity date. The BHL Facility Agreem

03

Item 2.03 Creation of a Direct Financial Obligation. The information set forth in Item 1.01 above is incorporated by reference into this Item 2.03.

01

Item 7.01 Regulation FD Disclosure On January 24, 2024, the Company issued a press release announcing the signing of the BHL Facility Agreement as described in Item 1.01 of this Current Report on Form 8-K (this " report "). A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated by reference herein. The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, and shall not be incorporated by reference in any filing under the Securities Exchange Act of 1933, as amended.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Facility Agreement, dated as of January 22, 2024, among BHL, as borrower, the banks and financial institutions party thereto and National Westminster Bank Plc. 10.2 Deed of Amendment and Restatement in respect of a Facility Agreement dated January 10, 2023, dated as of January 22, 2024, among BALL, as borrower, the Company as parent guarantor, BULL, BHL, the banks and financial institutions party thereto and National Westminster Bank Plc. 10.3 Deed of Amendment and Restatement in respect of a Facility Agreement dated January 10, 2023, dated as of January 22, 2024, among BULL, as borrower, the Company as parent guarantor, BHL, the banks and financial institutions party thereto and National Westminster Bank Plc. 99.1 Press Release dated January 24, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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: January 24, 2024 By: /s/ Jennifer D. Whalen Name: Jennifer D. Whalen Title: Senior Vice President, Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR