Bristow Group Reports Financial Results for its 2014 Fiscal Fourth Quarter and Year Ended March 31, 2014

Bristow Group Reports Financial Results for its 2014 Fiscal Fourth Quarter and                           Year Ended March 31, 2014  -- FOURTH QUARTER EARNINGS PER SHARE OR EPS OF $0.83 PER DILUTED SHARE (NET INCOME OF $30.3 MILLION) AND FISCAL YEAR 2014 EPS OF $5.09 PER DILUTED SHARE (NET INCOME OF $186.7 MILLION)  -- FOURTH QUARTER ADJUSTED EPS OF $1.35 PER DILUTED SHARE (ADJUSTED NET INCOME OF $49.1 MILLION) AND FISCAL YEAR 2014 ADJUSTED EPS OF $4.45 PER DILUTED SHARE (ADJUSTED NET INCOME OF $163.2 MILLION), WHICH EXCLUDES THE IMPACT OF SPECIAL ITEMS AND ASSET DISPOSITIONS  -- BOARD OF DIRECTORS RAISES QUARTERLY DIVIDEND 28% TO 32 CENTS PER SHARE IN ADDITION TO RECORD SHARE BUYBACKS OF $61.1 MILLION IN THE FOURTH QUARTER  -- COMPANY PROVIDES GUIDANCE RANGE FOR FISCAL YEAR 2015 ADJUSTED EPS OF $4.70 - $5.20  PR Newswire  HOUSTON, May 21, 2014  HOUSTON, May 21, 2014 /PRNewswire/ -- Bristow Group Inc. (NYSE: BRS) today reported net income for the March 2014 quarter of $30.3 million, or $0.83 per diluted share, compared to net income of $40.4 million, or $1.11 per diluted share, in the same period a year ago.  Adjusted net income, which excludes special items and asset disposition effects, increased 33.7% to $49.1 million, or $1.35 per diluted share, for the March 2014 quarter, compared to $36.7 million, or $1.01 per diluted share, in the March 2013 quarter.  Adjusted earnings before interest, taxes, depreciation, amortization and rent ("adjusted EBITDAR"), which also excludes special items and asset disposition effects, was $122.9 million for the March 2014quarter compared to $103.0 million in the same period a year ago, an increase of 19.3%.  The increase in adjusted EBITDAR, adjusted net income and adjusted diluted earnings per share for the March 2014 quarter compared to the March 2013 quarter was primarily driven by increased operating revenue across most of Bristow's business units, leading to LACE rate increases. Specifics include:    oA $41.4 million increase in operating revenue in our Europe business unit     primarily driven by Bristow Helicopters' acquisition of Eastern Airways in     February 2014 and Gap SAR (Search and Rescue) contract beginning in June     and July 2013,   oThe benefit from $12.4 million in maintenance credits (primarily in our     Europe and Australia business units) we were able to recover from our     original equipment manufacturers for costs incurred earlier in the fiscal     year,   oIncreased earnings from unconsolidated affiliates of $4.4 million     primarily due to a tax indemnity payment of $2.5 million and lower tax     charges than accrued in the December 2013 quarter from a tax amnesty     payment our unconsolidated affiliate in Brazil paid to the Brazilian     government, and   oA decrease in our effective tax rate.  We also saw additional GAAP expenses in the March 2014 quarter that are excluded from adjusted EPS including:    oImpairment of inventories of $10.5 million related to aircraft model types     we ceased ownership of, or plan to dispose of, over the next two years. A     majority of this impairment relates to a medium aircraft type being     replaced by new technology models, and   oAn increase in insurance expense of $8.6 million due to a fire in a hangar     in Nigeria.  "We had a successful fiscal year in terms of safety and operational performance, while delivering on our annual financial promises to investors in fiscal 2014, which is a testament to the passion and discipline of our team around the globe," said William E. Chiles, President and Chief Executive Officer of Bristow Group. "Bristow is a unique company in that we continue to invest in our business at record rates while delivering a balanced return to our shareholders demonstrated by doubling the quarterly dividend since 2011 and repurchasing record amounts of shares."  "We expect our growth to continue as we deliver superior service to our clients with new contracts in new markets like East Africa and existing markets like Australia, Europe and the U.S. Gulf of Mexico, with continued strong performance from our affiliates in Brazil and Canada."  FISCAL YEAR 2014 RESULTS    oOperating revenue increased 12.8% to $1.5 billion compared to $1.3 billion     a year ago.   oGAAP net income increased 43.5% to $186.7 million, or $5.09 per diluted     share, compared to $130.1 million, or $3.57 per diluted share, in fiscal     year 2013. Record adjusted net income increased 18.4% to $163.2 million,     or $4.45 per diluted share, compared to $137.8 million, or $3.78 per     diluted share, in fiscal year 2013.   oGAAP operating income decreased 16.6% to $187.0 million compared to $224.1     million in fiscal year 2013, impacted by GAAP non-cash inventory     impairment charges of $12.7 million in fiscal year 2014, lower equity     earnings from unconsolidated affiliates of $12.4 million in fiscal year     2014 and lower gain (loss) on disposal of assets of $8.8 million in fiscal     year 2014.   oRecord adjusted EBITDAR increased 13.8% year over year at $433.7 million     compared to $381.0 million in fiscal year 2013.   oOperating cash flow of $232.1 million for fiscal year 2014 compared to     $266.8 million for fiscal year 2013. The year over year decrease is     primarily due to an increase in income taxes paid of $35.0 million     primarily due to the sale of unconsolidated affiliates, the FB Entities,     as well as approximately $10 million in cash payments related to the U.K.     SAR contract award and annual compensation payments.   oCash on hand as of March31, 2014 totaled $204.3 million compared to     $215.6 million as of March31, 2013. Our total liquidity, including cash     on hand and availability on our revolving credit facility, was $529.9     million as of March31, 2014 compared to $415.0 million as of March31,     2013, a 26.7% increase.  FOURTH QUARTER FY2014 RESULTS    oOperating revenue increased 15.4% to $404.6 million compared to $350.7     million in the same period a year ago.   oGAAP net income decreased 24.9% to $30.3 million, or $0.83 per diluted     share, compared to $40.4 million, or $1.11 per diluted share, in the March     2013 quarter.   oGAAP operating income decreased 24.4% to $47.4 million compared to $62.7     million in the March 2013 quarter.   oGAAP results for the March 2014 quarter were affected by a number of     special items as described further below that are excluded from our     adjusted non-GAAP financial measures for the quarter.   oAdditionally, GAAP results were impacted by a gain on disposal of assets     of assets of $0.1 million for the March 2014 compared to $7.2 million in     the March 2013 quarter.   oAdjusted net income increased 33.7% to $49.1 million, or $1.35 per diluted     share, compared to $36.7 million, or $1.01 per diluted share, in the March     2013 quarter.   oAdjusted EBITDAR increased 19.3% to $122.9 million compared to $103.0     million in the same period a year ago.  FOURTH QUARTER FY2014 BUSINESS UNIT RESULTS  Europe Business Unit  The net addition of seven large aircraft, along with an overall increase in activity with existing clients and new contracts primarily in the U.K. Northern North Sea and the addition of Eastern Airways beginning in February 2014, resulted in increased operating revenue of $41.4 million and were the primary contributors to revenue growth in our Europe Business Unit. We also added four SAR aircraft beginning in June and July 2013. Adjusted EBITDAR increased 28.6% year-over-year; however, adjusted EBITDAR margin decreased to 37.3% in the March 2014 quarter compared to 38.3% in the March 2013 quarter primarily due to salary increases year over year. Sequential quarterly adjusted EBITDAR margins increased from 35.3% in the December quarter primarily as a result our recovery of maintenance credits as discussed above.  On February 20, 2014, the U.K. Civil Aviation Authority ("CAA") issued a report detailing the findings and recommendations from its review of helicopter transport operations serving offshore installations in the U.K. The report, commonly referred to as CAP 1145, contains more than 60 safety actions and recommendations to improve the safety of offshore helicopter transport. Ten of the recommendations are designed to improve the survivability of passengers and crew following a ditching or impact in water.  One safety directive, which is scheduled to go into effect on September 1, 2014, will restrict seating capacity on some aircraft in the North Sea until new breathing systems are available or side floats are installed. Further requirements will be implemented over the next 12 months, including operational restrictions when sea states are above a certain prescribed level, or the flight prohibition of individuals whose size exceeds the dimensions of emergency egress windows.  We believe CAP 1145 will make our industry safer. We are working cooperatively with the CAA, other helicopter operators, and our clients in the North Sea to evaluate and deploy technologies that meet these new safety standards. We remain committed to ensuring that any impact to our operations is managed through our existing safety policies and programs and does not result in an elevated safety risk in the near term. The requirements could present North Sea operators, including us, with significant operational challenges.  West Africa Business Unit  Pricing improvements drove revenue increases in our West Africa Business Unit, leading to a 13.2% increase in operating revenue for the March 2014 quarter compared to the March 2013 quarter. Adjusted EBITDAR increased by 18.2% compared to the March 2013 quarter and adjusted EBITDAR margin increased to 33.2% for the March 2014 quarter compared to 31.8% for the March 2013 quarter. Sequentially, EBITDAR margin was mostly unchanged compared with the 33.5% margin in the December 2013 quarter.  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 Business Unit. However, North America's adjusted EBITDAR and adjusted EBITDAR margin improved to $19.7 million and 35.4%, respectively, in the March 2014 quarter compared to $16.6 million and 29.5%, respectively, in the March 2013 quarter, driven primarily by a lower level of bad debt expense in the March 2014 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 35.4% in the March 2014 quarter compared to 33.1% in the December 2013 quarter primarily due to higher equity earnings from our investment in Cougar.  Australia Business Unit  Operating revenue for our Australia Business Unit stayed flat at $40.6 million in the March 2014 and March 2013 quarters. Further, as a result of costs incurred in the March 2014 quarter in anticipation of client contracts that start in fiscal year 2015, adjusted EBITDAR and adjusted EBITDAR margin decreased to $9.7 million and 24.0%, respectively, from $10.6 million and 26.0%, respectively, in the March 2013 quarter. We continue to incur salaries and benefits, depreciation, insurance, training and lease costs in anticipation of the new contracts that started in late fiscal year 2014 or will start in fiscal year 2015. Sequentially, adjusted EBITDAR margin improved to 24.0% in the March 2014 quarter compared to 15.0% in the December 2013 due to the start of new contracts in late fiscal year 2014.  Other International Business Unit  Operating revenue for our Other International Business Unit increased due to the start of a new contract in Tanzania and introduction of a new aircraft type in Trinidad, partially offset by a decline in number of aircraft in Malaysia. Adjusted EBITDAR and adjusted EBITDAR margin for the March 2014 quarter increased to $20.2 million and 53.3%, respectively, compared to $18.0 million and 51.6%, respectively, in the March 2013 quarter, primarily due to increased activity, the start of the contract in Tanzania and dividends received from our cost method investment in Egypt, partially offset by the decline in activity in Malaysia and increased costs in Trinidad. Sequentially, adjusted EBITDAR margin improved to 53.3% in the March 2014 quarter compared to 33.2% in the December 2013 quarter primarily due to the start of the contract in Tanzania and dividends received from our cost method investment in Egypt in the March 2014 quarter.  DIVIDEND AND SHARE REPURCHASE  On May 16, 2014, our Board of Directors approved our thirteenth consecutive quarterly dividend and raised it by 28%. The dividend of $0.32 per share will be paid on June 19, 2014 to shareholders of record on June 5, 2014 and is more than double the first quarterly dividend paid in June 2011. Based on shares outstanding as of March 31, 2014, the total quarterly dividend payment will be approximately $11.4 million. Additionally, during the March 2014 quarter, we spent $61.1 million to repurchase 828,565 shares of our common stock, a record for quarterly buybacks. Subsequently, from April 1, 2014 through May 16, 2014, we spent an additional $9.4 million to repurchase another 125,983 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. As of May 16, 2014, we had $46.5 million of remaining repurchase authority.  GUIDANCE  We are announcing our adjusted diluted earnings per share guidance range for fiscal year 2015 of $4.70 to $5.20.  "Our continued improvement in operating and commercial performance has delivered strong twelve month year-to-date financial results, as seen in the 18% growth in adjusted EPS for fiscal year 2014 compared to fiscal year 2013," said Jonathan E. Baliff, Senior Vice President and Chief Financial Officer of Bristow Group. "We were able to deliver adjusted EPS of $4.45 per share in fiscal year 2014, which is above the midpoint of our revised adjusted EPS guidance range of $4.25 to $4.55 for fiscal year 2014 that we reaffirmed on our last third quarter earnings call."  "The ability for Bristow to deliver on our annual financial guidance these past number of years and more than double our quarterly dividend in the face of industry challenges reinforces our confidence in the previously provided long term average adjusted earnings growth rate of 10-15% per year and the adjusted EPS guidance range for fiscal year 2015 of $4.70 to $5.20 that we are providing today."  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 2015 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 annual report on Form 10-K for the fiscal year ended March 31, 2014.  CONFERENCE CALL  Management will conduct a conference call starting at 10:00 a.m. ET (9:00 a.m. CT) on Thursday, May 22, 2014 to review financial results for the fiscal year 2014 fourth quarter ended March 31, 2014. 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 Fourth 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 1-877-941-0844   oReplay: A telephone replay will be available through June 5, 2014 and may     be accessed by calling toll free 1-800-406-7325, passcode: 4678697#  Via Telephone outside the U.S.:    oLive: Dial 1-480-629-9835   oReplay: A telephone replay will be available through June 5, 2014 and may     be accessed by calling 1-303-590-3030, passcode: 4678697#  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 annual report on Form 10-K for the fiscal year ended March 31, 2014. 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        FIscal YearEnded                          March 31,                March 31,                         2014         2013         2014           2013 Gross revenue: Operating revenue from  $ 382,363    $ 329,291    $ 1,423,653    $ 1,290,284 non-affiliates Operating revenue from  22,222       21,439       92,673         53,731 affiliates Reimbursable revenue    36,340       40,854       153,180        164,184 from non-affiliates Reimbursable revenue    —            58           76             274 from affiliates                         440,925      391,642      1,669,582      1,508,473 Operating expense: Direct cost             270,092      228,376      1,041,575      900,378 Reimbursable expense    34,823       39,176       144,557        157,416 Impairment of           10,540       —            12,669         — inventories Depreciation and        25,645       26,724       95,977         96,284 amortization General and             64,079       49,081       199,814        163,389 administrative                         405,179      343,357      1,494,592      1,317,467 Gain (loss) on disposal 81           7,249        (722)          8,068 of assets Earnings from unconsolidated          11,594       7,169        12,709         25,070 affiliates, net of losses Operating income        47,421       62,703       186,977        224,144 Interest income         432          303          1,720          788 Interest expense        (8,237)      (10,333)     (44,938)       (42,446) Extinguishment of debt  —            —            —              (14,932) Gain on sale of unconsolidated          —            —            103,924        — affiliate Other income (expense), (2,117)      378          (2,692)        (877) net Income before provision 37,499       53,051       244,991        166,677 for income taxes Provision for income    (5,530)      (12,692)     (57,212)       (35,002) taxes Net income              31,969       40,359       187,779        131,675 Net (income) loss attributable to         (1,651)      21           (1,042)        (1,573) noncontrolling interests Net income attributable $ 30,318     $ 40,380     $ 186,737      $ 130,102 to Bristow Group Earnings per common share: Basic                   $ 0.84       $ 1.12       $ 5.15         $ 3.61 Diluted                 $ 0.83       $ 1.11       $ 5.09         $ 3.57 Non-GAAP measures: Adjusted operating      $ 68,401     $ 57,348     $ 233,459      $ 217,348 income Adjusted operating      16.9      %  16.4      %  15.4        %  16.2        % margin Adjusted EBITDAR        $ 122,923    $ 103,016    $ 433,656      $ 380,966 Adjusted EBITDAR margin 30.4      %  29.4      %  28.6        %  28.3        % Adjusted net income     $ 49,129     $ 36,742     $ 163,176      $ 137,846 Adjusted diluted        $ 1.35       $ 1.01       $ 4.45         $ 3.78 earnings per share  BRISTOW GROUP INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In thousands) (Unaudited)                                                     March31,                                                     2014          2013 ASSETS Current assets: Cash and cash equivalents                           $ 204,341     $ 215,623 Accounts receivable from non-affiliates             292,650       254,520 Accounts receivable from affiliates                 4,793         8,261 Inventories                                         137,463       153,969 Assets held for sale                                29,276        8,290 Prepaid expenses and other current assets           53,084        35,095 Total current assets                                721,607       675,758 Investment in unconsolidated affiliates             262,615       272,123 Property and equipment – at cost: Land and buildings                                  145,973       108,593 Aircraft and equipment                              2,646,150     2,306,054                                                     2,792,123     2,414,647 Less – Accumulated depreciation and amortization    (523,372)     (493,575)                                                     2,268,751     1,921,072 Goodwill                                            56,680        28,897 Other assets                                        88,604        52,842 Total assets                                        $ 3,398,257   $ 2,950,692 LIABILITIES AND STOCKHOLDERS' INVESTMENT Current liabilities: Accounts payable                                    $ 89,818      $ 69,821 Accrued wages, benefits and related taxes           71,192        56,084 Income taxes payable                                13,588        11,659 Other accrued taxes                                 9,302         7,938 Deferred revenue                                    31,157        21,646 Accrued maintenance and repairs                     17,249        15,391 Accrued interest                                    16,157        14,249 Other accrued liabilities                           45,853        20,714 Deferred taxes                                      12,372        — Short-term borrowings and current maturities of     14,207        22,323 long-term debt Deferred sale leaseback advance                     136,930       — Total current liabilities                           457,825       239,825 Long-term debt, less current maturities             827,095       764,946 Accrued pension liabilities                         86,823        126,647 Other liabilities and deferred credits              78,126        57,196 Deferred taxes                                      169,519       151,121 Temporary equity                                    22,283        — Stockholders' investment: Common stock                                        373           367 Additional paid-in capital                          762,813       731,883 Retained earnings                                   1,245,220     1,094,803 Accumulated other comprehensive loss                (156,506)     (199,683) Treasury shares, at cost                            (103,965)     (26,304) Total Bristow Group stockholders' investment        1,747,935     1,601,066 Noncontrolling interests                            8,651         9,891 Total stockholders' investment                      1,756,586     1,610,957 Total liabilities and stockholders' investment      $ 3,398,257   $ 2,950,692  BRISTOW GROUP INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) (Unaudited)                                                         Fiscal Year Ended                                                          March31,                                                         2014        2013 Cash flows from operating activities: Net income                                              $ 187,779   $ 131,675 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization                           95,977      96,284 Deferred income taxes                                   5,465       (8,587) Write-off of deferred financing fees                    12,733      4,642 Discount amortization on long-term debt                 3,708       3,597 (Gain) loss on disposal of assets                       722         (8,068) Gain on sale of unconsolidated affiliate                (103,924)   — Impairment of inventories                               12,669      — Extinguishment of debt                                  —           14,932 Stock-based compensation                                15,433      11,869 Equity in earnings from unconsolidated affiliates less  1,629       (9,244) than (in excess of) dividends received Tax benefit related to stock-based compensation         (5,723)     (500) Increase (decrease) in cash resulting from changes in: Accounts receivable                                     3,647       (2,739) Inventories                                             12,824      (1,340) Prepaid expenses and other assets                       (3,149)     (39,269) Accounts payable                                        (5,154)     25,654 Accrued liabilities                                     11,697      38,790 Other liabilities and deferred credits                  (14,239)    9,068 Net cash provided by operating activities               232,094     266,764 Cash flows from investing activities: Capital expenditures                                    (628,613)   (571,425) Acquisitions, net of cash received                      (39,850)    — Proceeds from sale of unconsolidated affiliate          112,210     — Proceeds from asset dispositions                        289,951     314,847 Investment in unconsolidated affiliates                 —           (51,179) Net cash used in investing activities                   (266,302)   (307,757) Cash flows from financing activities: Proceeds from borrowings                                533,064     675,449 Payment of contingent consideration                     (6,000)     — Debt issuance costs                                     (15,523)    (10,344) Repayment of debt and debt redemption premiums          (512,492)   (663,921) Proceeds from assignment of aircraft purchase           106,113     — agreements Partial prepayment of put/call obligation               (57)        (63) Acquisition of noncontrolling interest                  (2,078)     — Repurchase of common stock                              (77,661)    (1,219) Common stock dividends paid                             (36,320)    (28,734) Issuance of common stock                                15,398      15,289 Tax benefit related to stock-based compensation         5,723       500 Net cash provided by (used in) financing activities     10,167      (13,043) Effect of exchange rate changes on cash and cash        12,759      8,109 equivalents Net decrease in cash and cash equivalents               (11,282)    (45,927) Cash and cash equivalents at beginning of period        215,623     261,550 Cash and cash equivalents at end of period              $ 204,341   $ 215,623  BRISTOW GROUP INC. AND SUBSIDIARIES SELECTED OPERATING DATA (In thousands, except flight hours and percentages) (Unaudited)                        Three Months Ended        Fiscal YearEnded                         March 31,                March 31,                        2014         2013         2014           2013 Operating revenue: Europe                 $ 170,715    $ 129,277    $ 622,684      $ 501,923 West Africa            83,754       73,981       314,829        282,150 North America          55,560       56,314       229,064        225,248 Australia              40,586       40,630       148,731        158,803 Other International    37,973       34,793       133,794        132,088 Corporate and other    17,450       16,117       71,679         46,140 Intra-business unit    (1,453)      (382)        (4,455)        (2,337) eliminations Consolidated           $ 404,585    $ 350,730    $ 1,516,326    $ 1,344,015 Operating income (loss): Europe                 $ 32,021     $ 31,666     $ 114,729      $ 111,785 West Africa            20,792       17,871       80,053         70,315 North America          8,302        6,373        32,255         27,538 Australia              762          5,708        5,523          25,283 Other International    19,481       13,706       33,769         45,201 Corporate and other    (34,018)     (19,870)     (78,630)       (64,046) Gain (loss) on         81           7,249        (722)          8,068 disposal of assets Consolidated           $ 47,421     $ 62,703     $ 186,977      $ 224,144 Operating margin: Europe                 18.8      %  24.5      %  18.4        %  22.3        % West Africa            24.8      %  24.2      %  25.4        %  24.9        % North America          14.9      %  11.3      %  14.1        %  12.2        % Australia              1.9       %  14.0      %  3.7         %  15.9        % Other International    51.3      %  39.4      %  25.2        %  34.2        % Consolidated           11.7      %  17.9      %  12.3        %  16.7        % Adjusted EBITDAR: Europe                 $ 63,606     $ 49,471     $ 216,283      $ 181,475 West Africa            27,779       23,494       101,175        88,780 North America          19,663       16,618       73,528         57,864 Australia              9,737        10,559       29,111         43,001 Other International    20,246       17,966       63,778         61,495 Corporate and other    (18,108)     (15,092)     (50,219)       (51,649) Consolidated           $ 122,923    $ 103,016    $ 433,656      $ 380,966 Adjusted EBITDAR margin: Europe                 37.3      %  38.3      %  34.7        %  36.2        % West Africa            33.2      %  31.8      %  32.1        %  31.5        % North America          35.4      %  29.5      %  32.1        %  25.7        % Australia              24.0      %  26.0      %  19.6        %  27.1        % Other International    53.3      %  51.6      %  47.7        %  46.6        % Consolidated           30.4      %  29.4      %  28.6        %  28.3        % Flight hours (excluding Bristow Academy and unconsolidated affiliates): Europe                 19,537       13,807       69,130         61,342 West Africa            10,984       10,941       45,581         43,390 North America          11,322       15,014       56,008         72,903 Australia              2,915        3,084        10,378         12,084 Other International    3,721        4,404        14,303         17,430 Consolidated           48,479       47,250       195,400        207,149  BRISTOW GROUP INC. AND SUBSIDIARIES AIRCRAFT COUNT As of March 31, 2014 (Unaudited)                           Aircraft in Consolidated Fleet               Percentage  Helicopters                of FY2014                                                        Unconsolidated                                                           Fixed               Operating   Small  Medium  Large  Training                       Affiliates ^                                                           Wing   Total^(1)(2) (2)            Total               Revenue Europe        41     %    —      8       57     —         30     95            —              95 West Africa   21     %    8      29      7      —         3      47            —              47 North America 15     %    38     26      12     —         —      76            —              76 Australia     10     %    2      7       19     —         —      28            —              28 Other         9      %    2      31      10     —         —      43            131            174 International Corporate and 4      %    —      —       —      74        —      74            —              74 other Total         100    %    50     101     105    74        33     363           131            494 Aircraft not currently in fleet:^(3) On order                  —      10      33     —         —      43 Under option              —      21      34     —         —      55 ^(1) Includes 16 aircraft held for sale and 96 leased aircraft as follows:                      Held for Sale Aircraft in Consolidated Fleet                     Helicopters                                                     Fixed                     Small  Medium  Large  Training         Total                                                     Wing Europe              —      —       5      —         —      5 West Africa         —      2       —      —         —      2 North America       —      2       —      —         —      2 Australia           —      —       1      —         —      1 Other International 2      3       —      —         —      5 Corporate and other —      —       —      1         —      1 Total               2      7       6      1         —      16                     Leased Aircraft in Consolidated Fleet                     Helicopters                                                     Fixed                     Small  Medium  Large  Training         Total                                                     Wing Europe              —      1       20     —         13     34 West Africa         —      1       1      —         —      2 North America       5      13      4      —         —      22 Australia           2      2       4      —         —      8 Other International —      —       —      —         —      — Corporate and other —      —       —      30        —      30 Total               7      17      29     30        13     96  ^(2) The average age of our fleet, excluding training aircraft, was 11 years      as of March 31, 2014.      The 131 aircraft operated by our unconsolidated affiliates do not include      those aircraft leased to us. Includes 57 helicopters (primarily medium) ^(3) and 29 fixed wing aircraft owned and managed by Líder, our unconsolidated      affiliate in Brazil, which is included in our Other International      business unit. ^(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 (Unaudited) 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              Fiscal YearEnded                     March 31,                      March 31,                    2014            2013            2014            2013                    (In thousands, except per share amounts) Adjusted           $  68,401       $  57,348       $  233,459      $  217,348 operating income Gain (loss) on disposal of        81              7,249           (722)           8,068 assets Special items      (21,061)        (1,894)         (45,760)        (1,272) Operating income   $  47,421       $  62,703       $  186,977      $  224,144 Adjusted EBITDAR   $  122,923      $  103,016      $  433,656      $  380,966 Gain (loss) on disposal of        81              7,249           (722)           8,068 assets Special items      (20,485)        (1,894)         58,740          (16,204) Depreciation and   (25,645)        (26,724)        (95,977)        (96,284) amortization Rent expense       (31,139)        (18,263)        (105,769)       (67,423) Interest expense   (8,237)         (10,333)        (44,938)        (42,446) Provision for      (5,529)         (12,692)        (57,211)        (35,002) income taxes Net income         $  31,969       $  40,359       $  187,779      $  131,675 Adjusted net       $  49,129       $  36,742       $  163,176      $  137,846 income Gain (loss) on disposal of        60              5,515           (574)           6,373 assets Special items      (18,871)        (1,877)         24,135          (14,117) Net income attributable to    $  30,318       $  40,380       $  186,737      $  130,102 Bristow Group Adjusted diluted earnings per       $  1.35         $  1.01         $  4.45         $  3.78 share Gain (loss) on disposal of        —               0.15            (0.02)          0.17 assets Special items      (0.52)          (0.05)          0.66            (0.39) Diluted earnings   0.83            1.11            5.09            3.57 per share                               Three Months Ended                               March 31, 2014                                                                     Adjusted                               Adjusted                               Diluted                                           Adjusted     Adjusted                              Operating                              Earnings                                           EBITDAR      Net Income                              Income                                 Per                                                                      Share                              (In thousands, except per share amounts)  Inventory impairment^(1)    $ (10,540)   $ (10,540)   $ (8,379)    $ (0.23)  Restructuring items^(2)     (771)        (771)        (3,126)      (0.09)  Líder taxes ^ (3)           4,233        4,233        2,751        0.08  Mexico goodwill             (576)        —            (374)        (0.01)  impairment^(4)  Nigeria fire^(5)            (8,569)      (8,569)      (6,598)      (0.18)  CEO succession planning     (4,838)      (4,838)      (3,145)      (0.09)  and officer separation^(6)  Total special items         $ (21,061)   $ (20,485)   $ (18,871)   (0.52)                              Three Months Ended                               March 31, 2013                                                                     Adjusted                               Adjusted                               Diluted                                           Adjusted     Adjusted                              Operating                              Earnings                                           EBITDAR      NetIncome                              Income                                 Per                                                                      Share                              (In thousands, except per share amounts)  Inventory allowances^(1)    $ (2,838)    $ (2,838)    $ (2,242)    $ (0.06)  AS332L sale cost            944          944          746          0.02  reversal^(7)  364-Day Term Loan           —            —            (381)        (0.01)  financing fees^(8)  Total special items         $ (1,894)    $ (1,894)    $ (1,877)    (0.05)                              Fiscal YearEnded                               March 31, 2014                                                                     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     $ 1.85  affiliate^(9)  Cancellation of potential   —            —            (8,276)      (0.23)  financing^(10)  Inventory impairment^(1)    (12,669)     (12,669)     (10,071)     (0.27)  Restructuring items^(2)     (5,521)      (5,521)      (6,466)      (0.18)  Líder taxes^(3)             (13,587)     (13,587)     (8,832)      (0.24)  Mexico goodwill             (576)        —            (374)        (0.01)  impairment^(4)  Nigeria fire^(5)            (8,569)      (8,569)      (6,598)      (0.18)  CEO succession planning     (4,838)      (4,838)      (3,145)      (0.09)  and officer separation^(6)  Total special items         $ (45,760)   $ 58,740     $ 24,135     0.66                              Fiscal YearEnded                               March 31, 2013                                                                     Adjusted                               Adjusted                               Diluted                                           Adjusted     Adjusted                              Operating                              Earnings                                           EBITDAR      NetIncome                              Income                                 Per                                                                      Share                              (In thousands, except per share amounts)  Inventory allowance^(1)     $ (2,838)    $ (2,838)    $ (2,242)    $ (0.06)  Líder correction^(11)       2,784        2,784        1,809        0.05  Severance costs in the      (2,162)      (2,162)      (1,708)      (0.05)  Southern North Sea^(12)  AS332L sale cost reversal   944          944          746          0.02  ^ (7)  7 ½% Senior Notes           —            (14,932)     (11,377)     (0.31)  retirement^(13)  364-Day Term Loan           —            —            (1,345)      (0.04)  financing fees^(8)  Total special items         $ (1,272)    $ (16,204)   $ (14,117)   (0.39)        Relates to the increase in inventory charges as a result of our review       of excess inventory on aircraft model types we ceased ownership or plan       to dispose of during the next two years. The fiscal year 2014 inventory ^(1)  impairment primarily relates to a medium aircraft type that is being       replaced by newer technology models. The fiscal year 2013 inventory       allowance primarily 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.       Relates to charges of $0.8 million and $3.4 million for the three months       and fiscal year ended March 31, 2014, respectively, associated with the       restructuring of our North America business unit and planned closure of       our Alaska operations which related primarily to employee severance and ^(2)  retention costs, a charge of $2.1 million for thefiscal yearended       March 31, 2014 associated with severance costs in the Southern North Sea       related to the termination of a contract and $2.6 million of tax expense       for the three monthsandfiscal yearended March 31, 2014 related to an       internal reorganization.       Relates to higher earnings of $4.2 million from Líder from an adjustment       to tax charges recorded during the prior sequential quarter and a tax       indemnity payment from the other Líder shareholders resulting from a tax ^(3)  amnesty payment Líder made to the Brazilian government. During fiscal       yearended March 31, 2014, we recorded $13.6 million of lower earnings       from Líder due to additional tax charges resulting primarily from the       tax amnesty payment Líder made to the government of Brazil, including       the adjustment and indemnity payment in the last quarter. ^(4)  Relates to an impairment of goodwill in Mexico as all our contracts in       Mexico have ended. ^(5)  Relates to higher insuranceexpense due to a fire in Nigeria. ^(6)  Relates to CEO succession planning of $1.9 million and officer       separation costs of $2.9 million. ^(7)  Relates to a reversal of costs accrued in the March 2012 quarter       associated with the sale of AS332L aircraftthat were not incurred. ^(8)  Relates to a charge to interest expense of $2.1 million for the       write-off of deferred financing fees for our 364-Day Credit Agreement. ^(9)  Relates to a gain resulting from the sale of our 50% interest in the FB       Entities.       Relates to a charge to interest expense of $12.7 million, resulting from       the write-off of unamortized deferred financing fees related to a ^(10) 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. ^(11) Relates to a calculation error related to Líder that affected our       earnings from unconsolidated affiliates. ^(12) Relates to severance costs in the Southern North Sea related to the       termination of a contract.       Relates to redemption premium and fees and unamortized deferred ^(13) financing fees as a result of the early redemption of our 7 ½ Senior       Notes.  SOURCE Bristow Group Inc.  Website: http://www.bristowgroup.com  
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