ERA

All posts tagged ERA

PRESS RELEASE – 24 January 2020

Bristow Group Inc. and Era Group Inc. announced today that they entered into a definitive agreement to combine the two companies.

  • All-stock transaction creates financially stronger, publicly traded company with a significant presence in key geographic regions
  • Combined company will offer broader range of world-class, efficient aviation solutions through enhanced fleet size and diversity, providing better solutions for new and existing oil and gas customers and governmental agencies
  • Expected to achieve pro forma annual revenues of approximately $1.5 billion and run-rate adjusted EBITDA of approximately $240 million, including at least $35 million in annual cost synergies
  • The combined company will maintain a strong balance sheet with robust free cash flow to facilitate continued deleveraging and returns to shareholders

HOUSTON, January 23, 2020 – Bristow Group Inc. (“Bristow”) and Era Group Inc. (NYSE:ERA) (“Era”) announced today that they entered into a definitive agreement to combine the two companies in an all-stock transaction, creating a financially stronger company with enhanced size and diversification.

The combined company, which will be named Bristow, will strengthen its global leadership position with significant operations throughout the Americas, Nigeria, Norway, the United Kingdom and Australia for offshore aviation transportation and search and rescue solutions. The new organization will offer a broader range of world-class, efficient solutions through enhanced fleet size and diversity, continuing to invest in new technology and safety features to meet the evolving needs of new and existing oil and gas customers and governmental agencies. 

“We believe this merger will create substantial value for the stakeholders of both companies,” said Chris Bradshaw, President and CEO of Era. “The identified cost synergies are significant and, combined with the strong pro forma balance sheet and absence of capital commitments, support robust free cash flow generation. This merger achieves more efficient absorption of the significant fixed costs required to run an air carrier and better positions the combined company to manage industry challenges.” 

“Bristow and Era share complementary cultures built on an unwavering commitment to safety and quality through experienced, well-trained trained pilots, mechanics, engineers and support staff,” said L. Don Miller, President and CEO of Bristow. “Merging these two companies will further build on that culture to create an even stronger, more integrated industry leader.”

Highly Compelling Strategic RationaleEnhances Global Leadership with Significant Presence in Key Geographic Regions and End-Markets:

  • Significant operations throughout the Americas, Nigeria, Norway, the United Kingdom and Australia
  • Global leader in offshore oil and gas transportation, search and rescue and aircraft support services to government and civil organizations, with significant revenues and cash flow generated from government services contracts

Increases Fleet Size and Diversity:

  • Combined fleet of more than 300 of the industry’s most modern aircraft with the latest generation of technology and safety features
  • Creates the world’s largest operator of S92, AW189 and AW139 model helicopters
  • Combined fleet will be predominantly owned (>80%), with attractive lease rates on the balance of the fleet

Creates Financially Stronger Company: 

  • Expected to achieve pro forma annual revenues of approximately $1.5 billion and run-rate adjusted EBITDA of approximately $240 million
  • Substantial and highly achievable cost synergies with an annualized saving of at least $35 million through the elimination of redundant corporate expenses and the realization of enhanced operational efficiencies
  • Maintains a strong balance sheet (~2.5x net leverage), supported by a large combined cash balance (over $250 million expected at closing)
  • $112.5 million upsized ABL facility, with a robust free cash flow profile to facilitate continued deleveraging and returns to shareholders

Governance and Management 

Following completion of the transaction, the combined company will be headquartered in Houston, Texas. Chris Bradshaw, President and CEO of Era, will become President and CEO of the combined company. The senior management team will be named at a future date. 

The combined company will have a nine-member Board of Directors, including seven members from Bristow and two members from Era, including the CEO. The Chairman and Vice-Chairman of the Board of Directors will be appointed by Bristow.

Transaction Structure

The transaction will be structured as a reverse triangular merger whereby Era will issue shares to Bristow stockholders. Era (NYSE:ERA) shares will continue to trade on the NYSE.
Under the terms of the agreement, which was unanimously approved by the Board of Directors of both companies, Bristow shareholders would own 77% of the equity of the new company and Era shareholders would own 23%. 

The transaction is expected to close in the second half of 2020, following receipt of required regulatory approvals and satisfaction of other customary closing conditions, including approval by Bristow’s and Era’s stockholders. The merger is intended to qualify as a tax-free reorganization for U.S. federal income tax purposes. 

Share Repurchase Plan

Era also announced today that, in connection with entry into the merger agreement, its Board of Directors has authorized a special stock repurchase program that would allow for the purchase of up to $10 million of its common stock from time to time and subject to market conditions on the open market or in privately negotiated transactions. The special repurchase program will commence as soon as practicable and will end upon the mailing of the joint proxy statement/prospectus for the merger. Era also noted that it intends to provide the market with periodic updates of the results of the repurchase program. Era’s previously announced repurchase program will be suspended until the closing of the merger.

PRESS RELEASE – 14 February 2018

Era Group celebrates 70 years of service.

Era Group Inc., one of the largest helicopter operators in the world and the longest serving helicopter transport operator in the United States, has commenced a year-long celebration of 70 years of service beginning in 1948.

Era’s founder, Carl Brady, learned to fly helicopters in Washington State where he formed Economy Pest Control. In 1948, Brady renamed his company Economy Helicopters and moved his Bell 47B helicopter to Alaska to support the U.S. Government’s mapping of the territory — the first use of a commercial helicopter in Alaska. By 1950, Brady’s Alaska-based company had moved into the petroleum support business and in 1958 merged with Rotor Aids, Inc. The first letters of Economy and Rotor Aids were combined, and the company became ERA Helicopters, Inc.

Rowan Companies, Inc. purchased Era Helicopters in 1967, and by 1970 the company was operating in the Gulf of Mexico, the Middle East and Africa. In 2004, SEACOR Holdings Inc. purchased then-named Era Aviation Inc. from Rowan to complement its existing aviation business, Tex-Air. On Feb. 1, 2013, Era Group Inc. began trading on the New York Stock Exchange as an independent public company following a spin-off from SEACOR. 

With a current fleet of more than 130 helicopters, Era has emerged as a leader in the helicopter industry providing an array of services including offshore personnel transport, emergency air medical, search-and-rescue, firefighting, utility, VIP transport and flightseeing services. Era also provides a variety of operating lease solutions and technical fleet support to third party operators.

“As we celebrate Era’s 70-year history as a pioneer in the aviation industry, we will continue our contribution to Era’s rich legacy by focusing on the company’s mission to provide safe, efficient and reliable helicopter services,” said Chris Bradshaw, Era’s president and chief executive officer. “I want to thank all of the Era team members, both past and present, for their contributions in making Era one of the global leaders in our industry.”

PRESS RELEASE – HAI Heli-Expo 2017

Era Search and Rescue Receives HAI’s Salute to Excellence Airbus Helicopters Golden Hour Award.
Alexandria, Va. (January 11, 2017) – Helicopter Association International (HAI) announced today that Era Search and Rescue, a service line of Era Group Inc., is the 2017 winner of HAI’s Salute to Excellence Airbus Helicopters Golden Hour Award. The award will be presented at HAI’s Salute to Excellence Awards dinner at HAI HELI-EXPO 2017 in Dallas.
Era pioneered the first U.S. commercial search-and-rescue (SAR) program, in partnership with Priority 1 Air Rescue (P1AR). Era’s SAR program has responded to more than 1,050 emergency calls from more than 70 companies in the Gulf of Mexico. Operating three SAR-equipped AW139 medium helicopters from Houma, La., and Galveston, Texas, Era was the first emergency flight services provider to configure the AW139 for full SAR mission capabilities. As the only search and rescue provider that is medically licensed in Texas and Louisiana, Era’s SAR program provides 24-hour offshore advanced life support medical care on the U.S. Gulf of Mexico Outer Continental Shelf (OCS).
The SAR program is supported by four Era dispatchers certified as Emergency Medical Dispatchers; 18 pilots qualified in instrument flight rules, night-vision goggles, air ambulance, and hoist rescues; and 36 P1AR medically qualified rescue specialists — making it the most comprehensive program serving the OCS. Era’s SAR program can support local, state and federal crisis emergency response efforts for various emergency situations.
Era SAR is considered one of the world’s premier search and rescue operations, able to conduct emergency response in extreme environments. Era participated in the Coast Guard’s Arctic Technology Evaluation 2015 Search and Rescue Exercise on Alaska’s North Slope to identify the benefits to search and rescue missions of the integration of manned and unmanned aerial systems. This exercise showed the capabilities and expertise of participants in support of arctic SAR efforts and other such missions. Era AW139 SAR pilots worked with P1AR crews to establish interoperability among marine and aviation assets during recovery at the rescue scene.
The award will be presented at the annual Salute to Excellence Awards dinner during HAI HELI-EXPO 2017. HAI HELI-EXPO®, the world’s largest helicopter trade show and exhibition, will be held at the Kay Bailey Hutchison Convention Center in Dallas, March 6–9, with the exhibit hall open March 7–9. For more information on HAI HELI-EXPO 2017, visit heliexpo.rotor.org.

HELI-EXPO 2016 PRESS RELEASE

LOUISVILLE, KENTUCKY, March 1, 2016 – Sikorsky recognized Era Group Inc. today as the
first operator to enter revenue service with a new production Sikorsky S-92® helicopter with
Gross Weight Expansion (GWE). The event was conducted at the 2016 Helicopter Association
International Heli-Expo show at Sikorsky’s booth where Era’s S-92 helicopter is on display.
Sikorsky Aircraft is a Lockheed Martin company (NYSE: LMT).
Era’s first Sikorsky S-92 helicopter with GWE entered into revenue service in the Gulf of
Mexico in October 2015. The GWE increases the maximum take-off weight from 26,500 to
27,700 pounds. Era recently accepted delivery of its second S-92 helicopter with the GWE
option, and now operates a fleet of nine Sikorsky aircraft.
“Our customers are greatly benefitting from the extra payload offered by this S-92
helicopter,” said Chris Bradshaw, President and Chief Executive Officer, Era Group, Inc.
“The safety, reliability and performance of the S-92 helicopter makes it an optimal platform
for those we serve.”
Sikorsky has delivered more than 275 S-92 helicopters to customers throughout the world.
The fleet has flown more than 950,000 flight hours. S-92 helicopters perform a variety of
missions including oil & gas worker transportation, search and rescue, and a variety of
transportation missions for head of state, utility and airline passengers.
For additional information, visit our website: www.sikorsky.com.

ERA-S92

Offshore operating giant Era Group has admitted it may have to cancel two-thirds of its orders for new aircraft as a result of the continued downturn in the oil-and-gas sector.

The operator currently has orders for nine AgustaWestland AW189s, three Sikorsky S-92s, and five AgustaWestland AW169s, representing a total commitment of US$174.5 million. The AW189s and S-92s are scheduled to be delivered between 2015 and 2018, while no delivery dates for the AW169s have been determined.

Era also has outstanding options to purchase up to 10 additional AW189s and three S-92s. But, as it reported its third quarter results Wednesday, Era said it may terminate $127 million of those commitments — and had already signed a contact amendment that included a reduction in the number of firm commitments and a deferral in delivery dates and deposit payments.

“We remain in dialogue with our long-term partners at the helicopter manufacturers and expect that those commercial conversations will result in additional contract modifications that will further reduce our near-term capital commitments by deferring additional helicopter delivery dates,” the operator said in a statement.

Era took delivery of the first S-92 in its fleet in September, which was subsequently placed in service in October, but said it continued to experience excess capacity in its medium helicopters, and expected excess capacity in its heavy helicopters (of nine Airbus Helicopters H225s) to increase beginning in the fourth quarter of 2015.

In its third quarter results, the company reported a net income of $0.9 million — as compared to 2014’s third quarter net income of $4.3 million.

“The third quarter proved to be a very challenging one as conditions further deteriorated in our key geographical markets,” said Chris Bradshaw, Era Group’s president and chief executive officer. “As the WTI crude oil price dropped from approximately $60 per barrel at the end of June to below $40 per barrel in mid-August, our customer base responded with renewed emphasis on cost reduction measures, which negatively impacted our operating revenues.”

“We believe the challenging industry conditions prevalent in 2015 are likely to continue for the next several quarters. We operate in a dynamic industry, and cost management is an ongoing process. We began adjusting our organization and cost structure with a management realignment and reduction in force in October and November 2014, and our focus on realizing cost savings has continued throughout 2015 and included all aspects of our business. Last month, we began an additional round of cost control measures, including further headcount reductions.”

Images courtesy and copyright by Oscar BERNARDI.

era-2

era-1