Bristow Group Reports Financial Results For Its 2014 Fiscal Third Quarter And Nine Months Ended December 31, 2013

Bristow Group Reports Financial Results For Its 2014 Fiscal Third Quarter And                      Nine Months Ended December 31, 2013  - THIRD QUARTER AND NINE MONTH GAAP NET INCOME OF $18.9 MILLION ($0.51 PER DILUTED SHARE) AND $156.4 MILLION ($4.28 PER DILUTED SHARE)  - THIRD QUARTER AND NINE MONTH ADJUSTED NET INCOME OF $31.3 MILLION ($0.85 PER DILUTED SHARE) AND $113.9 MILLION ($3.11 PER DILUTED SHARE), WHICH EXCLUDES THE IMPACT OF SPECIAL ITEMS AND ASSET DISPOSITIONS  - COMPANY ANNOUNCES ACQUISITION OF 60% INTEREST IN EASTERN AIRLINES IN THE UK, IMMEDIATELY ACCRETIVE TO BVA AND EARNINGS PER SHARE  - COMPANY REAFFIRMS GUIDANCE FOR FULL FISCAL YEAR 2014 ADJUSTED EPS OF $4.25 - $4.55  PR Newswire  HOUSTON, Feb. 6, 2014  HOUSTON, Feb. 6, 2014 /PRNewswire/ --Bristow Group Inc. (NYSE: BRS) today reported net income for the December 2013 quarter of $18.9 million, or $0.51 per diluted share, compared to net income of $36.4 million, or $1.00 per diluted share, in the same period a year ago.  Adjusted net income, which excludes special items and asset disposition effects, decreased 27% to $31.3 million, or $0.85 per diluted share, for the December 2013 quarter, compared to $42.6 million, or $1.17 per diluted share, in the December 2012 quarter.  Adjusted earnings before interest, taxes, depreciation, amortization and rent ("adjusted EBITDAR"), which also excludes special items and asset disposition effects, was $100.7 million for the December 2013 quarter compared to $109.2 million in the same period a year ago, a decrease of 8%. Net cash provided by operating activities totaled $137.3 million for the nine months ended December 31, 2013, compared to $202.7 million for the same period a year ago.  The decrease in adjusted EBITDAR, adjusted net income and adjusted diluted earnings per share for the December 2013 quarter compared to the December 2012 quarter was primarily driven by certain contract revenue being delayed from the December 2013 quarter to the March 2014 quarter, leading to LACE rate declines while overall costs increased slightly on a sequential basis versus the September 2013 quarter; specifics include:    oA decrease in operating revenue of $6.9 million in our Australia business     unit primarily resulting from the ending of short-term contracts, while     overall maintenance expense remained flat and labor costs increased in     anticipation of new contracts that start during the fourth quarter of     fiscal year 2014 and early fiscal year 2015, and   oAn increase in operating expense of $3.4 million in our Other     International business unit due to start up of operations in a new market     with revenue to follow in the fourth quarter;  We also saw additional expenses in the December 2013 quarter including:    oMaintenance expense of $9.5 million and labor costs of $9.0 million in our     Europe business unit, which primarily resulted from the return to service     of Eurocopter EC225 aircraft in this market, and costs associated with our     Sikorsky S-92 fleet in Norway,   oAn increase in labor costs in our West Africa business unit of $2.6     million, and   oAn increase in general and administrative expense at the corporate level     of $3.3 million primarily due to higher incentive compensation levels     driven by a year-over-year increase in BVA and improved stock price.  "Our fiscal third quarter saw margin declines as we experienced delays in some contract work that shifted into the next quarter, incurred costs as we commenced operations with new aircraft in new locations like Tanzania and incurred costs with the return to service of our EC225 fleet. However, we continue to see growth for our premier service offerings into the future," said William E. Chiles, President and Chief Executive Officer of Bristow Group. "Our expectations for a strong fourth quarter allow us to reaffirm our adjusted EPS guidance for fiscal year 2014 at $4.25 - $4.55."  THIRD QUARTER FY2014 RESULTS    oOperating revenue increased 8% to $373.6 million compared to $346.7     million in the same period a year ago.   oOperating income decreased 60% to $29.5 million compared to $74.1 million     in the December 2012 quarter.   oGAAP net income decreased by 48% to $18.9 million, or $0.51 per diluted     share, compared to $36.4 million, or $1.00 per diluted share, in the     December 2012 quarter.   oGAAP results for the December 2013 quarter were affected by the following     items that are excluded from our adjusted non-GAAP financial measures for     the quarter:         oLower earnings from Líder of $19.3 million related to a payment made          by Líder under a tax amnesty program in November 2013 and related tax          expense recorded by Líder. This special item decreased net income by          $12.6 million and earnings per share by $0.34,        oA gain on disposal of assets of $4.0 million compared to a gain of          $7.4 million in the December 2012 quarter,        oA charge of $2.1 million in direct costs related to the restructuring          of our North America business unit and the planned closure of our          Alaska operations which related primarily to employee severance and          retention costs. We expect to incur approximately $2.1 million in          additional costs related mostly to severance and retention through          August 2014 to provide services for the remaining Alaska contracts          and to close our operations, and        oA charge of $2.1 million in direct costs related to severance costs          in the Southern North Sea.    oAdjusted net income, which also excludes special items and asset     disposition effects, decreased 27% to $31.3 million, or $0.85 per diluted     share, compared to $42.6 million, or $1.17 per diluted share, in the     December 2012 quarter.   oAdjusted EBITDAR, which excludes special items and asset disposition     effects, decreased 8% to $100.7 million compared to $109.2 million in the     same period a year ago.   oCash as of December 31, 2013 totaled $323.2 million compared to $215.6     million as of March 31, 2013. Our total liquidity, including cash on hand     and availability on our revolving credit facility, was $617.2 million as     of December 31, 2013 compared to $415.0 million as of March 31, 2013, a     49% increase.  THIRD QUARTER FY2014 BUSINESS UNIT RESULTS  Europe Business Unit  The net addition of eight large aircraft, along with an overall increase in activity with existing clients and new contracts primarily in the U.K. Northern North Sea, resulted in increased revenue of $22.3 million and were the primary contributors to revenue growth in our Europe Business Unit. We increased our fleet in this region by executing operating leases for new large oil and gas aircraft beginning in late fiscal year 2012 and continuing through the December 2013 quarter, with the addition of the four search and rescue ("SAR") aircraft. Adjusted EBITDAR increased almost 14% year-over-year; however, adjusted EBITDAR margin decreased to 35.3% in the December 2013 quarter compared to 39.5% in the December 2012 quarter primarily due to maintenance and salary increases year over year. Sequential quarterly adjusted EBITDAR margins remained flat at 35.3% in both the December and September 2013 quarters.  West Africa Business Unit  Pricing improvements drove revenue increases in our West Africa Business Unit, leading to a 3.8% increase in operating revenue for the December 2013 quarter compared to the December 2012 quarter. However, an increase in salaries and benefits resulted in a 0.8% decrease in adjusted EBITDAR compared with the December 2012 quarter as well as a decrease in adjusted EBITDAR margin to 33.5% for the December 2013 quarter compared to 35.0% for the December 2012 quarter. Sequentially, quarterly adjusted EBITDAR margin increased to 33.5% for the December 2013 quarter compared to 30.4% for the September 2013 quarter primarily due to lower training, travel and maintenance expense.  North America Business Unit  The decrease in small aircraft on contract in the U.S. Gulf of Mexico, partially offset by an increase in medium and large aircraft in this business unit, drove the reduction in our revenue in North America. However, North America's adjusted EBITDAR and adjusted EBITDAR margin improved to $18.2 million and 33.1%, respectively, in the December 2013 quarter compared to $17.3 million and 29.1%, respectively, in the December 2012 quarter, driven primarily by a lower level of bad debt expense in the December 2013 quarter, an increase in earnings from unconsolidated affiliates, net of losses, related to our Cougar investment and an increase in the number of large and medium aircraft on contract in the U.S. Gulf of Mexico. Sequentially, adjusted EBITDAR margin improved to 33.1% in the December 2013 quarter compared to 31.0% in the September 2013 quarter primarily due to higher equity earnings from our investment in Cougar.  We recognize that the current operating environment in the North America business unit is challenging for our fleet mix and we are proactively restructuring our business by exiting the Alaska market and selling smaller aircraft with a long-term strategy of operating larger aircraft to service deepwater client contracts in the U.S. Gulf of Mexico.  Australia Business Unit  Operating revenue for our Australia Business Unit decreased 16.7% to $34.6 million in the December 2013 quarter from $41.6 million in the December 2012 quarter due to the end of short-term contracts and the impact of foreign currency exchange rate changes. Further, as a result of costs incurred in the December 2013 quarter in anticipation of client contracts that start in the fourth quarter of this current fiscal year and fiscal year 2015, adjusted EBITDAR and adjusted EBITDAR margin decreased in the December 2013 quarter to $5.2 million and 15.0%, respectively, from $11.4 million and 27.3%, respectively, in the December 2012 quarter. We continue to incur salaries and benefits, depreciation, insurance, training and lease costs in anticipation of the new contracts that start during the fourth quarter of fiscal year 2014 and fiscal year 2015.  Other International Business Unit  Operating revenue for our Other International Business Unit decreased slightly due to a decline in aircraft on contract in Malaysia partially offset by increased activity in Trinidad and Brazil. Adjusted EBITDAR and adjusted EBITDAR margin for the December 2013 quarter decreased to $10.2 million and 33.2%, respectively, compared to $17.8 million and 55.7%, respectively, in the December 2012 quarter, primarily due to a decline in activity in Malaysia and an increase in mobilization costs in Tanzania for a new contract that began in January 2014, partially offset by increased activity in Trinidad and Brazil.  CEO SUCCESSION  On February 3, 2014, the Company announced that William E. Chiles will resign as President and Chief Executive Officer of the Company effective upon the conclusion of the 2014 annual meeting of the stockholders of the Company, and he has elected not to run for re-election and will not continue to serve as a director after that meeting. Following his resignation as an officer, Mr. Chiles will remain an employee of the Company and will provide consulting services to the Company.  Jonathan E. Baliff has been appointed President and Chief Executive Officer to succeed Mr. Chiles effective immediately following the annual meeting. The Company also expects to nominate Mr. Baliff as a member of the Board of Directors of the Company effective for the term beginning upon the conclusion of the 2014 annual meeting.  "After ten years at Bristow, I am excited about the time ahead for the Company and our industry as the organization transitions to new leadership. I know I will be leaving this organization in the capable hands of Jonathan Baliff, a world class senior management team and dedicated employees across the globe," said William E. Chiles.   GUIDANCE  We are reaffirming our adjusted diluted earnings per share guidance for the full fiscal year 2014 of $4.25 to $4.55, reflecting our expectation of strong operating performance in our fiscal fourth quarter.  "Despite the impact of the timing of contract start-up and other costs during the third quarter of fiscal 2014, we expect our results for the full year to be within the guidance range provided in November 2013. This highlights our focus on long-term value as we manage our business with a focus on annual and not quarterly results. Our continued improvement in operating and commercial performance has delivered strong nine-month year-to-date financial results, as seen in the over 11% growth in adjusted EBITDAR and over 12% growth in adjusted EPS for the nine months ended December 31, 2013 compared to the same period a year ago," said Jonathan E. Baliff, Senior Vice President and Chief Financial Officer of Bristow Group.  "We continue to focus on safety, client service and top line growth, which we've seen across many of our business units, mostly in Europe in the third quarter. This growth, combined with increased overall liquidity of $202 million, has us well positioned for further growth in the oil and gas sector and for civilian SAR, while also providing funds for acquisitions and opportunistic share buybacks, both of which we executed on this quarter."  As a reminder, our adjusted diluted earnings per share guidance excludes the effect of special items and asset dispositions because their timing and amounts are more variable and less predictable. Further, this guidance is based on current foreign currency exchange rates. In providing this guidance, we have not included the impact of any changes in accounting standards or significant acquisitions and divestitures. Events or other circumstances that we do not currently anticipate or cannot predict, including any issues involved with the return to full revenue service of the EC225 aircraft and changes in the market and industry, could result in earnings per share for fiscal year 2014 that are significantly above or below this guidance. Factors that could cause such changes are described below under the Forward-Looking Statements Disclosure and the Risk Factors in our quarterly report on Form 10-Q for the quarter ended September 30, 2013 and annual report on Form 10-K for the fiscal year ended March 31, 2013.  DIVIDEND AND SHARE REPURCHASE  On February 5, 2014, our Board of Directors approved our twelfth consecutive quarterly dividend. This dividend of $0.25 per share will be paid on March 14, 2014 to shareholders of record on February 28, 2014 and is 67% higher than the first dividend paid in June 2011. Based on shares outstanding as of December31, 2013, the total quarterly dividend payment will be approximately $9.1 million. Additionally, during the December 2013 quarter, we spent $16.5 million to repurchase 215,310 shares of our Common Stock. Subsequently, in January 2014, we spent an additional $16.9 million to repurchase another 230,490 shares of our Common Stock. On February 5, 2014, our Board of Directors approved an increase of the remaining repurchase amount of our Common Stock to up to $100 million through November 5, 2014.  EASTERN AIRWAYS TRANSACTION  On February 6, 2014, Bristow Helicopters Limited ("Bristow Helicopters") acquired a 60% interest in the privately owned Eastern Airways International Limited ("Eastern Airways") for cash of £27 million ($45 million) with possible earn out consideration of up to £6 million ($10 million) to be paid over a three year period based on the achievement of specified financial performance thresholds. In addition, Bristow Helicopters entered into agreements with the other stockholders of Eastern Airways that grant Bristow Helicopters the right to buy all of their Eastern Airways shares (and grant them the right after seven years to require Bristow Helicopters to buy all of their shares) and include transfer restrictions and other customary provisions. Eastern Airways is a regional fixed wing operator based at Humberside Airport located in North Lincolnshire, England with both charter and scheduled services targeting U.K. oil and gas industry transport. We believe this investment will strengthen Bristow Helicopters' ability to provide a complete suite of point to point transportation services for existing European based passengers, expand helicopter services in certain areas like the Shetland Islands and create a more integrated logistics solution for global clients.  The acquisition of Eastern Airways will be accounted for under the purchase method and the results will be consolidated from the date of acquisition in the Europe business unit. The purchase price will be allocated based on the fair value of assets acquired and liabilities assumed as of the acquisition date.  We expect this acquisition will contribute approximately $160 million in operating revenue and $25 million of adjusted EBITDAR on an annual basis.  CONFERENCE CALL  Management will conduct a conference call starting at 10:00 a.m. ET (9:00 a.m. CT) on Friday, February 7, 2014 to review financial results for the fiscal year 2014 third quarter ended December31, 2013. 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:  Via Webcast:    oVisit Bristow Group's investor relations Web page at www.bristowgroup.com        oLive: Click on the link for "Bristow Group Fiscal 2014 Third Quarter     Earnings Conference Call"   oReplay: A replay via webcast will be available approximately one hour     after the call's completion and will be accessible for approximately 90     days  Via Telephone within the U.S.:    oLive: Dial toll free 1-877-941-9205   oReplay: A telephone replay will be available through February 21, 2014 and     may be accessed by calling toll free 1-800-406-7325, passcode: 4662021#  Via Telephone outside the U.S.:    oLive: Dial 1-480-629-9726   oReplay: A telephone replay will be available through February 21, 2014 and     may be accessed by calling 1-303-590-3030, passcode: 4662021#  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 Australia, Brazil, Canada, Russia and Trinidad. For more information, visit the Company's website at www.bristowgroup.com.  FORWARD-LOOKING STATEMENTS DISCLOSURE  Statements contained in this news release that state the Company's or management's intentions, hopes, beliefs, expectations or predictions of the future are forward-looking statements. These forward-looking statements include statements regarding earnings guidance, EC225 return to service, capital allocation strategy, operational and capital performance, shareholder return, liquidity and market and industry conditions. It is important to note that the Company's actual results could differ materially from those projected in such forward-looking statements. Risks and uncertainties include without limitation: fluctuations in the demand for our services; fluctuations in worldwide prices of and demand for natural gas and oil; fluctuations in levels of natural gas and oil exploration and development activities; the impact of competition; actions by customers; the risk of reductions in spending on helicopter services by governmental agencies; changes in tax and other laws and regulations; changes in foreign exchange rates and controls; risks associated with international operations; operating risks inherent in our business, including the possibility of declining safety performance; general economic conditions including the capital and credit markets; our ability to obtain financing; the risk of grounding of segments of our fleet for extended periods of time or indefinitely; our ability to re-deploy our aircraft to regions with greater demand; our ability to acquire additional aircraft and dispose of older aircraft through sales into the aftermarket; the possibility that we do not achieve the anticipated benefit of our fleet investment program; availability of employees; and political instability, war or acts of terrorism in any of the countries where we operate. 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 Company's SEC filings, including but not limited to the Company's quarterly report on Form 10-Q for the quarter ended December31, 2013 and annual report on Form 10-K for the fiscal year ended March 31, 2013. 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.  Linda McNeill Investor Relations (713) 267-7622  (financial tables follow)  BRISTOW GROUP INC. AND SUBSIDIARIES  CONSOLIDATED STATEMENTS OF INCOME  (In thousands, except per share amounts and percentages)  (Unaudited)                           Three Months Ended        Nine Months Ended                            December 31,             December 31,                           2013         2012         2013           2012 Gross revenue: Operating revenue from    $ 351,193    $ 326,481    $ 1,041,290    $ 960,993 non-affiliates Operating revenue from    22,371       20,199       70,451         32,292 affiliates Reimbursable revenue from 38,760       41,657       116,840        123,330 non-affiliates Reimbursable revenue from 11           132          76             216 affiliates                           412,335      388,469      1,228,657      1,116,831 Operating expense: Direct cost               261,590      224,739      773,612        672,002 Reimbursable expense      36,677       39,434       109,734        118,240 Depreciation and          23,655       24,867       70,332         69,560 amortization General and               48,948       41,623       135,735        114,308 administrative                           370,870      330,663      1,089,413      974,110 Gain (loss) on disposal   3,982        7,396        (803)          819 of assets Earnings from unconsolidated            (15,945)     8,918        1,115          17,901 affiliates, net of losses Operating income          29,502       74,120       139,556        161,441 Interest income           407          134          1,288          485 Interest expense          (7,253)      (14,742)     (36,701)       (32,113) Extinguishment of debt    —            (14,932)     —              (14,932) Gain on sale of           —            —            103,924        — unconsolidated affiliate Other income (expense),   (696)        (106)        (575)          (1,255) net Income before provision   21,960       44,474       207,492        113,626 for income taxes Provision for income      (2,946)      (7,788)      (51,682)       (22,310) taxes Net income                19,014       36,686       155,810        91,316 Net (income) loss attributable to           (87)         (294)        609            (1,594) noncontrolling interests Net income attributable   $ 18,927     $ 36,392     $ 156,419      $ 89,722 to Bristow Group Earnings per common share: Basic                     $ 0.52       $ 1.01       $ 4.32         $ 2.50 Diluted                   $ 0.51       $ 1.00       $ 4.28         $ 2.45 Non-GAAP measures: Adjusted operating income $ 49,056     $ 66,724     $ 165,293      $ 160,000 Adjusted operating margin 13.1      %  19.2      %  14.9        %  16.1      % Adjusted EBITDAR          $ 100,677    $ 109,223    $ 310,968      $ 277,950 Adjusted EBITDAR margin   27.0      %  31.5      %  28.0        %  28.0      % Adjusted net income       $ 31,331     $ 42,632     $ 113,891      $ 101,304 Adjusted diluted earnings $ 0.85       $ 1.17       $ 3.11         $ 2.77 per share    BRISTOW GROUP INC. AND SUBSIDIARIES  CONSOLIDATED BALANCE SHEETS  (In thousands)  (Unaudited)                                                    December 31,  March 31,                                                     2013         2013 ASSETS Current assets: Cash and cash equivalents                          $ 323,230     $ 215,623 Accounts receivable from non-affiliates            247,859       254,520 Accounts receivable from affiliates                7,453         8,261 Inventories                                        161,065       153,969 Assets held for sale                               22,195        8,290 Prepaid expenses and other current assets          40,414        35,095 Total current assets                               802,216       675,758 Investment in unconsolidated affiliates            255,267       272,123 Property and equipment – at cost: Land and buildings                                 118,719       108,593 Aircraft and equipment                             2,541,382     2,306,054                                                    2,660,101     2,414,647 Less – Accumulated depreciation and amortization   (530,148)     (493,575)                                                    2,129,953     1,921,072 Goodwill                                           30,096        28,897 Other assets                                       59,202        52,842 Total assets                                       $ 3,276,734   $ 2,950,692 LIABILITIES AND STOCKHOLDERS' INVESTMENT Current liabilities: Accounts payable                                   $ 60,048      $ 69,821 Accrued wages, benefits and related taxes          66,528        56,084 Income taxes payable                               20,304        11,659 Other accrued taxes                                7,578         7,938 Deferred revenue                                   22,899        21,646 Accrued maintenance and repairs                    16,815        15,391 Accrued interest                                   8,186         14,249 Other accrued liabilities                          26,499        20,714 Deferred taxes                                     2,251         — Short-term borrowings and current maturities of    8,310         22,323 long-term debt Deferred sale leaseback advance                    81,372        — Total current liabilities                          320,790       239,825 Long-term debt, less current maturities            833,285       764,946 Accrued pension liabilities                        124,974       126,647 Other liabilities and deferred credits             88,768        57,196 Deferred taxes                                     145,984       151,121 Stockholders' investment: Common stock                                       373           367 Additional paid-in capital                         757,213       731,883 Retained earnings                                  1,223,904     1,094,803 Accumulated other comprehensive loss               (184,042)     (199,683) Treasury shares                                    (42,848)      (26,304) Total Bristow Group stockholders' investment       1,754,600     1,601,066 Noncontrolling interests                           8,333         9,891 Total stockholders' investment                     1,762,933     1,610,957 Total liabilities and stockholders' investment     $ 3,276,734   $ 2,950,692    BRISTOW GROUP INC. AND SUBSIDIARIES  CONSOLIDATED STATEMENTS OF CASH FLOWS  (In thousands)  (Unaudited)                                                        Nine Months Ended                                                         December 31,                                                        2013        2012 Cash flows from operating activities: Net income                                             $ 155,810   $ 91,316 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization                          70,332      69,560 Deferred income taxes                                  (3,132)     (5,170) Write-off of deferred financing fees                   12,733      2,889 Discount amortization on long-term debt                2,719       2,663 (Gain) loss on disposal of assets                      803         (819) Gain on sale of unconsolidated affiliate               (103,924)   — Extinguishment of debt                                 —           14,932 Stock-based compensation                               10,694      9,008 Equity in earnings from unconsolidated affiliates (in  7,926       (4,343) excess of) less than dividends received Tax benefit related to stock-based compensation        (5,328)     (361) Increase (decrease) in cash resulting from changes in: Accounts receivable                                    31,786      6,732 Inventories                                            1,258       (10,039) Prepaid expenses and other assets                      (4,002)     (8,038) Accounts payable                                       (31,727)    2,554 Accrued liabilities                                    4,868       28,029 Other liabilities and deferred credits                 (13,517)    3,810 Net cash provided by operating activities              137,299     202,723 Cash flows from investing activities: Capital expenditures                                   (526,048)   (427,370) Proceeds from asset dispositions                       244,867     130,922 Proceeds from sale of unconsolidated affiliate         112,210     — Investment in unconsolidated affiliate                 —           (51,179) Net cash used in investing activities                  (168,971)   (347,627) Cash flows from financing activities: Proceeds from borrowings                               283,977     675,000 Debt issuance costs                                    (15,152)    (10,345) Repayment of debt                                      (232,063)   (549,234) Partial prepayment of put/call obligation              (42)        (48) Acquisition of non-controlling interest                (2,078)     — Proceeds from assignment of aircraft purchase          106,113     — agreements Repurchase of common stock                             (16,544)    (1,218) Common stock dividends paid                            (27,318)    (21,509) Issuance of common stock                               14,368      11,515 Tax benefit related to stock-based compensation        5,328       361 Net cash provided by financing activities              116,589     104,522 Effect of exchange rate changes on cash and cash       22,690      10,730 equivalents Net increase (decrease) in cash and cash equivalents   107,607     (29,652) Cash and cash equivalents at beginning of period       215,623     261,550 Cash and cash equivalents at end of period             $ 323,230   $ 231,898    BRISTOW GROUP INC. AND SUBSIDIARIES  SELECTED OPERATING DATA  (In thousands, except flight hours and percentages)  (Unaudited)                           Three Months Ended        Nine Months Ended                            December 31,             December 31,                           2013         2012         2013           2012 Flight hours (excluding Bristow Academy and unconsolidated affiliates): Europe                    16,428       14,399       49,593         47,535 West Africa               11,485       11,060       34,597         32,449 North America             12,345       17,159       44,686         57,889 Australia                 2,406        3,247        7,463          9,000 Other International       3,584        3,868        10,582         13,026 Consolidated              46,248       49,733       146,921        159,899 Operating revenue: Europe                    $ 158,458    $ 124,418    $ 451,969      $ 372,646 West Africa               79,421       76,541       231,075        208,169 North America             54,916       59,327       173,504        168,934 Australia                 34,606       41,554       108,145        118,173 Other International       30,778       31,983       95,821         97,295 Corporate and other       16,321       13,786       54,229         30,023 Intra-business unit       (936)        (929)        (3,002)        (1,955) eliminations Consolidated              $ 373,564    $ 346,680    $ 1,111,741    $ 993,285 Operating income (loss): Europe                    $ 29,729     $ 31,235     $ 82,708       $ 80,119 West Africa               21,777       22,883       59,261         52,444 North America             6,666        8,560        23,953         21,165 Australia                 (1,027)      6,237        4,761          19,575 Other International       (12,808)     13,754       14,288         31,495 Corporate and other       (18,817)     (15,945)     (44,612)       (44,176) Gain (loss) on disposal   3,982        7,396        (803)          819 of assets Consolidated              $ 29,502     $ 74,120     $ 139,556      $ 161,441 Operating margin: Europe                    18.8      %  25.1      %  18.3        %  21.5      % West Africa               27.4      %  29.9      %  25.6        %  25.2      % North America             12.1      %  14.4      %  13.8        %  12.5      % Australia                 (3.0)     %  15.0      %  4.4         %  16.6      % Other International       (41.6)    %  43.0      %  14.9        %  32.4      % Consolidated              7.9       %  21.4      %  12.6        %  16.3      % Adjusted EBITDAR: Europe                    $ 55,995     $ 49,095     $ 152,677      $ 132,004 West Africa               26,601       26,826       73,396         65,286 North America             18,150       17,279       53,865         41,246 Australia                 5,187        11,351       19,374         32,442 Other International       10,214       17,814       43,532         43,529 Corporate and other       (15,470)     (13,142)     (31,876)       (36,557) Consolidated              $ 100,677    $ 109,223    $ 310,968      $ 277,950 Adjusted EBITDAR margin: Europe                    35.3      %  39.5      %  33.8        %  35.4      % West Africa               33.5      %  35.0      %  31.8        %  31.4      % North America             33.1      %  29.1      %  31.0        %  24.4      % Australia                 15.0      %  27.3      %  17.9        %  27.5      % Other International       33.2      %  55.7      %  45.4        %  44.7      % Consolidated              27.0      %  31.5      %  28.0        %  28.0      %    BRISTOW GROUP INC. AND SUBSIDIARIES  AIRCRAFT COUNT  As of December31, 2013  (Unaudited)                           Aircraft in Consolidated Fleet               Percentage                           Helicopters               of Current               Period                                                           Fixed                Unconsolidated               Operating   Small  Medium  Large  Training         Total^(1)(2)                 Total                                                           Wing                 Affiliates^(3)               Revenue Europe        41     %    —      9       56     —         —      65            —               65 West Africa   21     %    9      27      7      —         3      46            —               46 North America 16     %    50     25      12     —         —      87            —               87 Australia     10     %    2      7       16     —         —      25            —               25 Other         8      %    2      32      13     —         —      47            126             173 International Corporate and 4      %    —      —       —      75        —      75            —               75 other Total         100    %    63     100     104    75        3      345           126             471 Aircraft not currently in fleet:^(4) On order                  —      12      35     —         —      47 Under option              —      22      35     —         —      57 ^(1)    Includes 21 aircraft held for sale and 81 leased aircraft as         follows:                       Held for Sale Aircraft in Consolidated Fleet                      Helicopters                                                      Fixed                      Small  Medium  Large  Training         Total                                                      Wing Europe               —      —       2      —         —      2 West Africa          —      2       —      —         —      2 North America        11     —       —      —         —      11 Australia            —      —       —      —         —      — Other International  1      3       —      —         —      4 Corporate and other  —      —       —      2         —      2 Total                12     5       2      2         —      21                      Leased Aircraft in Consolidated Fleet                      Helicopters                                                      Fixed                      Small  Medium  Large  Training         Total                                                      Wing Europe               —      1       21     —         —      22 West Africa          —      1       1      —         —      2 North America        4      13      3      —         —      20 Australia            2      2       4      —         —      8 Other International  —      —       —      —         —      — Corporate and other  —      —       —      29        —      29 Total                6      17      29     29        —      81  ^(2) The average age of our fleet, excluding training aircraft, was 11 years      as of December 31, 2013.      The 126 aircraft operated by our unconsolidated affiliates do not include      those aircraft leased from us. Includes 56 helicopters (primarily medium) ^(3) and 27 fixed wing aircraft owned and managed by Líder, our unconsolidated      affiliate in Brazil, which is included in our Other International      business unit. On July 14, 2013, we sold our interest in an      unconsolidated affiliate operating 64 aircraft in Europe. ^(4) This table does not reflect aircraft which our unconsolidated affiliates      may have on order or under option.  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. 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              Nine Months Ended                     December 31,                   December 31,                    2013            2012            2013            2012                    (In thousands, except                     per share amounts) Adjusted           $  49,056       $  66,724       $  165,293      $  160,000 operating income Gain (loss) on disposal of        3,982           7,396           (803)           819 assets Special items      (23,536)        —               (24,934)        622 Operating income   $  29,502       $  74,120       $  139,556      $  161,441 Adjusted EBITDAR   $  100,677      $  109,223      $  310,968      $  277,950 Gain (loss) on disposal of        3,982           7,396           (803)           819 assets Special items      (23,536)        (14,932)        78,990          (14,310) Depreciation and   (23,655)        (24,867)        (70,332)        (69,560) amortization Rent expense       (28,255)        (17,604)        (74,630)        (49,160) Interest expense   (7,253)         (14,742)        (36,701)        (32,113) Provision for      (2,946)         (7,788)         (51,682)        (22,310) income taxes Net income         $  19,014       $  36,686       $  155,810      $  91,316 Adjusted net       $  31,331       $  42,632       $  113,891      $  101,304 income Gain (loss) on disposal of        3,146           6,101           (634)           658 assets Special items      (15,550)        (12,341)        43,162          (12,240) Net income attributable to    $  18,927       $  36,392       $  156,419      $  89,722 Bristow Group Adjusted diluted earnings per       $  0.85         $  1.17         $  3.11         $  2.77 share Gain (loss) on disposal of        0.09            0.17            (0.02)          0.02 assets Special items      (0.42)          (0.34)          1.18            (0.33) Diluted earnings   0.51            1.00            4.28            2.45 per share                               Three Months Ended                               December 31, 2013                                                                     Adjusted                               Adjusted                               Diluted                                           Adjusted     Adjusted                              Operating                              Earnings                                           EBITDAR      Net Income                              Income                                 Per                                                                      Share                              (In thousands, except per share amounts)  North America               $ (2,101)    $ (2,101)    $ (1,366)    $ (0.04)  restructuring^(1)  Líder taxes^(2)             (19,335)     (19,335)     (12,567)     (0.34)  Severance costs in the      (2,100)      (2,100)      (1,617)      (0.04)  Southern North Sea^(3)  Total special items         $ (23,536)   $ (23,536)   $ (15,550)   (0.42)                              Three Months Ended                               December 31, 2012                                                                     Adjusted                               Adjusted                               Diluted                                           Adjusted     Adjusted                              Operating                              Earnings                                           EBITDAR      NetIncome                              Income                                 Per                                                                      Share                              (In thousands, except per share amounts)  7 ½% Senior Notes           $ —          $ (14,932)   $ (11,377)   $ (0.31)  retirement^(4)  364-Day Term Loan           —            —            (964)        (0.03)  financing fees^(5)  Total special items         $ —          $ (14,932)   $ (12,341)   (0.34)                              Nine Months Ended                               December 31, 2013                                                                     Adjusted                               Adjusted                               Diluted                                           Adjusted     Adjusted                              Operating                              Earnings                                           EBITDAR      Net Income                              Income                                 Per                                                                      Share                              (In thousands, except per share amounts)  Gain on sale of  unconsolidated              $ —          $ 103,924    $ 67,897     $ 1.86  affiliate^(6)  Cancellation of potential   —            —            (8,276)      (0.23)  financing^(7)  Inventory allowances^(8)    (2,364)      (2,364)      (1,536)      (0.04)  North America               (2,650)      (2,650)      (1,723)      (0.05)  restructuring^(1)  Líder taxes^(2)             (17,820)     (17,820)     (11,583)     (0.32)  Severance costs in the      (2,100)      (2,100)      (1,617)      (0.04)  Southern North Sea^(3)  Total special items         $ (24,934)   $ 78,990     $ 43,162     1.18                              Nine Months Ended                               December 31, 2012                                                                     Adjusted                               Adjusted                               Diluted                                           Adjusted     Adjusted                              Operating                              Earnings                                           EBITDAR      NetIncome                              Income                                 Per                                                                      Share                              (In thousands, except per share amounts)  Líder correction^(9)        $ 2,784      $ 2,784      $ 1,809      $ 0.05  Severance costs in the      (2,162)      (2,162)      (1,708)      (0.05)  Southern North Sea^(10)  7 ½% Senior Notes           —            (14,932)     (11,377)     (0.31)  retirement^(4)  364-Day Term Loan           —            —            (964)        (0.03)  financing fees^(5)  Total special items         $ 622        $ (14,310)   $ (12,240)   (0.33)        Relates to a charges associated with the restructuring of our North ^(1)  America business unit and planned closure of our Alaska operations which       related primarily to employee severance and retention costs.       Relates to a payment Líder made to the government of Brazil for tax ^(2)  amnesty resulting in a $19.3 million impact for the December 2013       quarter and $17.8 million impact for the nine months ended December 31,       2013. ^(3)  Relates to $2.1 million of severance costs in the Southern North Sea in       the December 2013 quarter. ^(4)  Relates to $14.9 million in redemption premium and fess as a result of       the early redemption of our 7 ½ Senior Notes. ^(5)  Relates to a charge to interest expense of $1.5 million for the       write-off of deferred financing fees for our 364-Day Credit Agreement. ^(6)  Relates to a gain resulting from the sale of our 50% interest in the FB       Entities for £74 million, or approximately $112.2 million.       Relates to a charge to interest expense of $12.7 million, resulting from       the write-off of unamortized deferred financing fees related to a ^(7)  potential financing in connection with our bid to provide SAR services       in the U.K. During the June 2013 quarter, we increased our borrowing       capacity on our revolving credit facility from $200 million to $350       million and cancelled this potential financing.       During the nine months ended December 31, 2013, we increased our       inventory allowance by $2.4 million as a result of our review of excess       inventory on aircraft model types we ceased ownership of or classified ^(8)  all or a significant portion of as held for sale. A majority of this       allowance relates to small aircraft types operating primarily in our       North America business unit as we continue to move toward operating a       fleet of mostly large and medium aircraft in this market. ^(9)  Relates to a calculation error related to Líder that affected our       earnings from unconsolidated affiliate by $2.8 million. ^(10) ^Relates to $2.2 million of severance costs related to the termination       of a contract in the Southern North Sea in the September 2012 quarter.      SOURCE Bristow Group Inc.  Website: http://www.bristowgroup.com