Erickson Air-Crane Incorporated Signs Binding Term Sheet Regarding Its Acquisition of the HRT Air Services Business

  Erickson Air-Crane Incorporated Signs Binding Term Sheet Regarding Its
  Acquisition of the HRT Air Services Business

 -- Acquisition Expected to be Accretive and Significantly Expand Oil and Gas
                             Market Initiative --

             -- Obtains Commitment Letter for Credit Agreement --

Business Wire

PORTLAND, Ore. -- March 7, 2013

Erickson Air-Crane Incorporated (NASDAQ: EAC) (“Erickson Air-Crane” or the
“Company”), a leading operator and the manufacturer of the powerful heavy-lift
Erickson S-64 Aircrane helicopter, today announced that it has executed a
binding term sheet and made significant progress toward completion of its
previously announced intention to purchase the Air Amazonia aerial services
business from HRT Participacoes em Petroleo, S.A. (“HRT”).

This binding term sheet, which replaces the non-binding letter of intent
entered into on September 14, 2012, commits the parties to work in good faith
towards establishing and executing definitive agreements and related
documentation to cause the acquisition to occur on the terms set forth in the
binding term sheet. Subject to the satisfaction of certain agreed closing
conditions, the Company expects the transaction to close during the second
quarter of 2013, significantly ahead of the original schedule.

Udo Rieder, President and Chief Executive Officer of Erickson Air-Crane,
commented, “We are very excited to have reached this milestone in our efforts
to soon expand our presence in the fast-growing oil and gas market in South
and Central America through this deal. Our experience in that market has
brought us non-seasonal, profitable revenue streams and illustrated
significant expansion opportunities. We are grateful for the hard work
conducted by teams on both sides of this transaction, which when closed we
expect will create significant value for our shareholders.”

The agreed-upon total transaction price would be $65 million to $75 million
contingent upon meeting certain contractual terms. If the transaction closes,
the Company expects it would be immediately accretive.

The binding term sheet also provides that the Company would enter into a three
year aerial services contract with HRT to provide ongoing aerial services for
expected annual revenues of approximately $50 million, with an option for
three additional years. The fleet to be acquired would include a total of 14
rotary-wing aircraft, including five Bell 212s, seven Sikorsky S-61s, and two
Helibras AS350s. The service contract with HRT would use only a portion of Air
Amazonia’s fleet, leaving significant capacity to be used to grow the
Company’s business with other customers in the region and elsewhere.

Firm Commitment for a New Credit Agreement

The Company today also announced that it had received a binding commitment
letter from a bank syndicate led by Wells Fargo Bank for a new senior secured
credit facility of up to $165.0 million, consisting of a $115.0 million term
loan facility and a revolving credit facility of up to $50.0 million. The
Company and the bank syndicate will need to negotiate and execute a new credit
agreement and related documents, which would replace the Company’s current
credit agreement, also led by Wells Fargo Bank. The current credit agreement
consists of a $65.0 million term loan facility and a revolving credit facility
of up to $67.5 million, which matures on June 24, 2013.

The Company intends to use the available funds from the new credit agreement
to satisfy the outstanding balance due on the current credit agreement
maturing on June 24, 2013, to repay $15 million of the Company’s outstanding
balance due on subordinated notes, and to finance corporate development
opportunities, including the planned acquisition from HRT described above.

About Erickson Air-Crane Incorporated

Erickson Air-Crane specializes in the operation and manufacture of the
Erickson S-64 Aircrane (the “Aircrane”), a versatile and powerful heavy-lift
helicopter. The Aircrane has a lift capacity of up to 25,000 pounds and is the
only commercial aircraft built specifically as a flying crane without a
fuselage for internal loads. The Aircrane is also the only commercial
heavy-lift helicopter with a rear load-facing cockpit, combining an
unobstructed view and complete aircraft control for precision lift and load
placement capabilities. Erickson Air-Crane owns and operates a fleet of 18
Aircranes, which are used to support a wide variety of government and
commercial customers worldwide across a broad range of aerial services,
including firefighting, timber harvesting, infrastructure construction, and
crewing. Erickson Air-Crane also manufactures Aircranes and related components
for sale to government and commercial customers and provides aftermarket
support and maintenance, repair, and overhaul services for the Aircrane and
other aircraft. Founded in 1971, Erickson Air-Crane is headquartered in
Portland, Oregon with its principal manufacturing facility based in Central
Point, Oregon. For more information, please visit
http://www.ericksonaircrane.com.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements that are subject to
substantial risks and uncertainties that could cause actual performance or
results to differ materially from those expressed in or suggested by the
forward-looking statements. You can identify forward-looking statements by
words such as “believe,” “may,” “estimate,” “continue,” “anticipate,”
“intend,” “plan,” “expect,” “predict,” “potential,” or the negative of these
terms or other comparable terminology. These forward-looking statements are
based on management's current expectations but they involve a number of risks
and uncertainties. Actual results and the timing of events could differ
materially from those anticipated in the forward-looking statements as a
result of risks and uncertainties, which include the possibility that
definitive agreements are not executed or the acquisition of Air Amazonia is
not completed, the ability to successfully enter new markets and manage
international expansion, the ability to realize the benefits of Air Amazonia
acquisition on a timely basis or at all, the ability to combine Erickson
Air-Crane’s business and the Air Amazonia successfully or in a timely and
cost-efficient manner, failure to obtain any required financing on favorable
terms, including the possibility that the commitment letter from Wells Fargo
Bank expires, the degree of business disruption relating to the Air Amazonia
acquisition, the ability to successfully develop Air Amazonia’s existing
business and expand into new customers and markets, regulatory or other
changes affecting Air Amazonia’s business, the impact of changes in the value
of foreign currencies, the risks of doing business in developing countries and
politically or economically volatile areas, changes in economic and market
conditions, acts and effects of war and terrorism, Erickson Air-Crane’s safety
record, the hazards associated with operating Aircranes, compliance with debt
obligations, cancellations, reductions or delays in customer orders, the
ability to collect on customer receivables, weather and seasonal fluctuations
that impact Aircrane activities, competition, reliance on a small number of
large customers, the impact of short-term contracts, the availability and size
of the Aircrane fleet, the ability to implement production rate changes, the
impact of government spending, the impact of product liability and product
warranties, the ability to attract and retain qualified personnel, the impact
of environmental regulations, the ability to accurately forecast financial
guidance, convert backlog into revenues, and appropriately plan expenses,
worldwide economic conditions (including conditions in Greece and Italy),
government regulation, the ability to attract and retain key personnel,
reliance on a small number of manufacturers, the ability to access public or
private debt markets, the ability to successfully manage any future
acquisitions, and other risks and uncertainties more fully described under the
heading “Risk Factors” in the Company’s most recently filed Quarterly Report
on Form 10-Q as well as the other reports Erickson Air-Crane has filed with
the SEC.

You should not place undue reliance on any forward-looking statements.
Erickson Air-Crane assumes no obligation to update forward-looking statements
to reflect actual results, changes in assumptions, or changes in other factors
affecting forward-looking information, except to the extent required by
applicable laws.

Contact:

Erickson Air-Crane Incorporated
Dave Finnie, 503-505-5880
Senior Director, Finance and Business Operations
dfinnie@ericksonaircrane.com
or
Investor Relations:
ICR, Inc.
James Palczynski, 203-682-8229
jp@icrinc.com
 
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