Beats Top End Of 2024 Outlook Range
Announced New Capital Allocation
Framework
HOUSTON,
Texas, Feb. 26, 2025 /PRNewswire/ --
Fourth Quarter and Full Year
Highlights:
- Total revenues were $11.6 million
lower in Q4 2024 compared to Q3 2024, and $118.1 million higher for the full year ended
2024 compared to 2023
- Net income was $3.6 million
higher in Q4 2024 compared to Q3 2024, and $101.6 million higher in 2024 compared to
2023
- Adjusted EBITDA (as defined herein)(1) was
$2.3 million lower in Q4 2024
compared to Q3 2024, and $66.3
million higher in 2024 compared to 2023
- Full year 2024 Adjusted EBITDA(1) was $236.8 million compared to the previously upward
revised 2024E outlook range of $220
million - $230 million
Bristow Group Inc. (NYSE: VTOL) ("Bristow" or the
"Company") today reported net income attributable to the Company of
$31.8 million, or $1.07 per diluted share, for the quarter ended
December 31, 2024 (the "Current Quarter") on total revenues of
$353.5 million compared to net income
attributable to the Company of $28.2
million, or $0.95 per diluted
share, for the quarter ended September 30, 2024 (the
"Preceding Quarter") on total revenues of $365.1 million.
Bristow reported net income attributable to the
Company of $94.8 million, or
$3.21 per diluted share, for the year
ended December 31, 2024 (the "Current Year") on total revenues
of $1.4 billion compared to net loss
attributable to the Company of $6.8
million, or loss per diluted share of $0.24, on total revenues of $1.3 billion for the year ended December 31,
2023 (the "Prior Year").
The following table provides select financial
highlights for the periods reflected (in thousands, except per
share amounts). A reconciliation of net income (loss) to
EBITDA and Adjusted EBITDA, operating income to Adjusted Operating
Income and cash provided by operating activities to Free Cash Flow
and Adjusted Free Cash Flow is included in the "Non-GAAP Financial
Measures" section herein.
|
Three Months
Ended
|
|
Year Ended
December 31,
|
|
December 31,
2024
|
|
September 30,
2024
|
|
2024
|
|
2023
|
Total
revenues
|
$
353,526
|
|
$
365,122
|
|
$
1,415,491
|
|
$
1,297,429
|
Operating
income
|
31,804
|
|
33,213
|
|
132,608
|
|
60,751
|
Net income (loss)
attributable to Bristow Group
|
31,793
|
|
28,242
|
|
94,797
|
|
(6,780)
|
Basic earnings (loss)
per common share
|
1.11
|
|
0.99
|
|
3.32
|
|
(0.24)
|
Diluted earnings (loss)
per common share
|
1.07
|
|
0.95
|
|
3.21
|
|
(0.24)
|
Net cash provided by
operating activities
|
51,054
|
|
66,022
|
|
177,420
|
|
32,037
|
|
|
|
|
|
|
|
|
Non-GAAP(1):
|
|
|
|
|
|
|
|
Adjusted Operating
Income
|
$
52,314
|
|
$
55,131
|
|
$
216,841
|
|
$
145,225
|
EBITDA
|
44,581
|
|
63,900
|
|
207,931
|
|
130,035
|
Adjusted
EBITDA
|
57,840
|
|
60,180
|
|
236,766
|
|
170,504
|
Free Cash
Flow
|
48,315
|
|
57,981
|
|
159,476
|
|
17,619
|
Adjusted Free Cash
Flow
|
45,735
|
|
59,520
|
|
160,911
|
|
27,774
|
__________________
|
(1)
|
See definitions of
these non-GAAP financial measures and the reconciliation of GAAP to
non-GAAP financial measures in the Non-GAAP Financial Measures
section further below.
|
"We are pleased to report very strong fourth
quarter 2024 financial results, which exceeded the upwardly revised
outlook range for Q4 and full year 2024," said Chris Bradshaw, President and CEO of Bristow
Group. "In addition, we are pleased to announce Bristow's new
capital allocation framework, with strategic priorities that
include: (i) protect and maintain a strong balance sheet and
liquidity position; (ii) pursue high impact, high return growth
opportunities; and (iii) return capital to shareholders via
opportunistic share buybacks and quarterly dividend payments.
Understanding that Offshore Energy Services, our largest business
segment, is inherently volatile, we must sustain a robust balance
sheet that can withstand all market cycles. As such, the Company
intends to pay down debt to a balance of approximately $500 million gross debt by the end of 2026. At
the same time, we will continue to execute on compelling growth
opportunities, such as the long-term Government SAR contracts the
Company was awarded in Ireland and
the UK as well as the attractive opportunities we have to introduce
new AW189 helicopters to meet customer demand and boost
profitability in our Offshore Energy Services segment. Furthermore,
Bristow is committed to return capital to shareholders via a new
quarterly dividend program intended to commence in Q1 2026 with an
initial dividend payment of $0.125
per share, or $0.50 per share
annualized, as well as opportunistic share buybacks under the
Company's new $125 million share
repurchase program."
Sequential Quarter Results
Revenues in the Current Quarter were $11.6 million lower compared to the Preceding
Quarter. Revenues from Offshore Energy Services were $6.1 million lower primarily due to lower
utilization, reduced aircraft availability and unfavorable foreign
exchange rate impacts. Revenues from Government Services were
$2.8 million lower in the Current
Quarter primarily due to lower utilization and unfavorable foreign
exchange rate impacts, partially offset by the commencement of the
Irish Coast Guard ("IRCG") contract and the 2nd Generation UK SAR
("UKSAR2G") contract. Revenues from Other Services were
$2.7 million lower in the Current
Quarter primarily due to lower seasonal utilization and unfavorable
foreign exchange rate impacts. Unfavorable foreign exchange rate
impacts were related to the strengthening of the U.S. dollar
relative to foreign currencies.
Operating expenses were $9.6 million lower in the Current
Quarter primarily due to lower operating personnel costs as a
result of the finalization of a labor agreement in the UK in the
Preceding Quarter, lower fuel costs due to decreased flight hours
and lower global fuel prices, and lower repairs and maintenance
costs primarily due to decreased power-by-the-hour ("PBH")
expenses. These decreases were partially offset by higher costs
related to the commencement of new Government Services
contracts.
General and administrative expenses were
$1.5 million higher primarily
due to higher incentive compensation costs in the Current Quarter
related to the Company's full-year financial results.
Other expense, net of $6.2
million in the Current Quarter primarily resulted from
foreign exchange losses of $12.6
million, partially offset by an insurance recovery of
$4.5 million and a favorable interest
adjustment to the Company's pension liability of $1.7 million. Other income, net of $10.6 million in the Preceding Quarter primarily
resulted from foreign exchange gains of $10.9 million.
Income tax benefit was $13.0 million in the Current Quarter compared to
an income tax expense of $8.4 million
in the Preceding Quarter. Income tax benefit in the Current Quarter
was impacted by various discrete items including an $8.1 million tax benefit from double taxation
relief, the expiration of the statute of limitation on uncertain
tax positions in Nigeria and
Trinidad of $4.1 million, and a $3.2
million tax benefit associated with an adjustment to
deferred tax liabilities.
Segments
In the fourth quarter, the Company changed its
segment reporting from a single reportable segment to three
reportable segments: Offshore Energy Services, Government Services
and Other Services. The Offshore Energy Services segment provides
aviation services to, from and between offshore energy
installations globally. The Government Services segment provides
search and rescue ("SAR") and support helicopter services to
government agencies globally. The Other Services segment is
primarily comprised of fixed wing services which provide
transportation through scheduled passenger flights and aircraft
charter services, dry-leasing of aircraft to third-party operators
and part sales. Corporate includes unallocated overhead costs that
are not directly associated with the Company's three reportable
segments. The change in segment reporting was the result of the
recent expansion of the Company's government services contracts and
reevaluating the factors used to identify reportable segments which
include end customer profile, management responsibility and
contract dynamics. The prior years presented have been recast to
conform with the revised presentation.
Full Year Results
Offshore Energy Services
|
Year Ended
December 31,
|
|
|
|
($ in
thousands)
|
2024
|
|
2023
|
|
Favorable
(Unfavorable)
|
Revenues
|
$
966,064
|
|
$
852,956
|
|
$
113,108
|
13.3 %
|
Operating
income
|
132,165
|
|
45,613
|
|
86,552
|
189.8 %
|
Adjusted Operating
Income
|
172,799
|
|
88,773
|
|
84,026
|
94.7 %
|
Operating income
margin
|
14 %
|
|
5 %
|
|
|
|
Adjusted Operating
Income margin
|
18 %
|
|
10 %
|
|
|
|
Revenues from Offshore Energy Services were
$113.1 million higher in the Current
Year compared to the Prior Year. Revenues in Africa were $47.4
million higher primarily due to higher utilization and
increased rates. Revenues in the Americas were $36.1 million higher primarily due to higher
utilization and the commencement of new contracts in Brazil. Revenues in Europe were $29.7
million higher primarily due to the commencement of a new
contract in Norway. Operating
income was $86.6 million
higher in the Current Year primarily due to these higher
revenues. Operating income was negatively impacted by higher
repairs and maintenance costs of $20.1
million and operating personnel costs of $8.7 million, both primarily due to increased
activity, partially offset by lower fuel costs of $5.5 million due to lower fuel prices.
Government Services
|
Year Ended
December 31,
|
|
|
|
($ in
thousands)
|
2024
|
|
2023
|
|
Favorable
(Unfavorable)
|
Revenues
|
$
329,654
|
|
$
337,280
|
|
$ (7,626)
|
(2.3) %
|
Operating
income
|
21,070
|
|
29,610
|
|
(8,540)
|
(28.8) %
|
Adjusted Operating
Income
|
50,766
|
|
60,651
|
|
(9,885)
|
(16.3) %
|
Operating income
margin
|
6 %
|
|
9 %
|
|
|
|
Adjusted Operating
Income margin
|
15 %
|
|
18 %
|
|
|
|
Revenues from Government Services were
$7.6 million lower in the
Current Year primarily due to a change in rates after transitioning
to the long-term contract with the Dutch Caribbean Coast Guard
("DCCG"). Operating income was $8.5
million lower in the Current Year primarily due to aircraft
availability penalties related to supply chain challenges in UKSAR,
start-up costs for IRCG and the transition to the long-term DCCG
contract.
Other Services
|
Year Ended
December 31,
|
|
|
|
($ in
thousands)
|
2024
|
|
2023
|
|
Favorable
(Unfavorable)
|
Revenues
|
$
119,773
|
|
$
107,193
|
|
$ 12,580
|
11.7 %
|
Operating
income
|
13,747
|
|
15,398
|
|
(1,651)
|
(10.7) %
|
Adjusted Operating
Income
|
25,786
|
|
25,829
|
|
(43)
|
(0.2) %
|
Operating income
margin
|
11 %
|
|
14 %
|
|
|
|
Adjusted Operating
Income margin
|
22 %
|
|
24 %
|
|
|
|
Revenues from Other Services were $12.6 million higher in the Current Year
primarily due to higher utilization and increased rates. Operating
income from Other Services was $1.7
million lower in the Current Year primarily due to higher
operating costs in fixed wing services of $12.7 million due to increased subcontractor
costs, training and fuel expenses. Depreciation and amortization
was $1.6 million higher than the
Prior Year.
Corporate
|
Year Ended
December 31,
|
|
|
|
($ in
thousands)
|
2024
|
|
2023
|
|
Favorable
(Unfavorable)
|
Corporate:
|
|
|
|
|
|
|
Total
expenses
|
$
33,329
|
|
$
30,982
|
|
$ (2,347)
|
(7.6) %
|
Gains (losses) on
disposal of assets
|
(1,045)
|
|
1,112
|
|
(2,157)
|
nm
|
Operating
loss
|
(34,374)
|
|
(29,870)
|
|
(4,504)
|
(15.1) %
|
|
|
|
|
|
|
|
Consolidated:
|
|
|
|
|
|
|
Interest
income
|
$
8,901
|
|
$
8,646
|
|
$
255
|
2.9 %
|
Interest expense,
net
|
(37,581)
|
|
(41,417)
|
|
3,836
|
9.3 %
|
Other, net
|
(1,865)
|
|
(9,968)
|
|
8,103
|
81.3 %
|
Income tax
expense
|
(7,193)
|
|
(24,932)
|
|
17,739
|
71.1 %
|
Total expenses for Corporate were $2.3 million higher in the Current Year primarily
due to the full-year impact of increased headcount.
During the Current Year, the Company sold or
otherwise disposed of 13 helicopters and various other assets,
resulting in net losses of $1.0 million, compared to
$1.1 million of net gains in the
Prior Year primarily due to the sale of eight helicopters and
disposal of various other assets.
Interest expense was $3.8
million lower in the Current Year primarily due to higher
capitalized interest.
Other expense was $1.9
million in the Current Year and $10.0
million in the Prior Year primarily due to foreign exchange
losses.
Income tax expense was $17.7 million lower than the Prior Year primarily
due to the earnings mix of the Company's global operations, a tax
benefit from double taxation relief of $8.1
million, a tax benefit from the expiration of the statute of
limitation on uncertain tax positions of $4.1 million and a $3.2
million tax benefit associated with an adjustment to
deferred tax liabilities.
Beats Top End of 2024 Outlook and Affirms 2025
and 2026 Outlook
Please refer to the section entitled "Forward
Looking Statements Disclosure" below for further discussion
regarding the risks and uncertainties as well as other important
information regarding Bristow's guidance. The following guidance
also contains non-GAAP financial measures. Please read the section
entitled "Non-GAAP Financial Measures" for further information.
Select financial results for 2024 are as follows
(in USD, millions):
|
2024E(1)
|
|
2024A
|
Revenues:
|
|
|
|
Offshore Energy
Services(2)
|
$959
|
|
$966
|
Government
Services
|
$335
|
|
$330
|
Other
Services
|
$120
|
|
$120
|
Total
revenues
|
$1,414
|
|
$1,416
|
|
|
|
|
Adjusted
EBITDA
|
$225
|
|
$237
|
|
|
|
|
Cash
interest
|
$40
|
|
$43
|
Cash taxes
|
$23
|
|
$21
|
Maintenance capital
expenditures
|
$18
|
|
$18
|
__________________________
|
(1)
|
Reflects the mid-point
of the previously issued 2024 financial outlook ranges. 2024E
revvenues include approximately $31.0 million of reimbursable
revenues due to the change in presentation from operating to total
revenues.
|
(2)
|
OES includes
approximately $12.7 million of Africa fixed wing revenues
previously included in Other Services.
|
In connection with its change in segment
reporting, the Company also issued select financial guidance by
segment for 2025 and 2026 as follows:
|
2025E
|
|
2026T
|
Revenues:
|
|
|
|
Offshore Energy
Services
|
$950 -
$1,060
|
|
$975 -
$1,165
|
Government
Services
|
$350 -
$425
|
|
$430 -
$460
|
Other
Services
|
$120 -
$130
|
|
$120 -
$150
|
Total
revenues
|
$1,420 -
$1,615
|
|
$1,525 -
$1,775
|
|
|
|
|
Adjusted Operating
Income:
|
|
|
|
Offshore Energy
Services
|
$190 -
$210
|
|
$210 -
$255
|
Government
Services
|
$45 -
$55
|
|
$75 -
$85
|
Other
Services
|
$15 -
$20
|
|
$15 -
$20
|
Corporate
|
($30 -
$40)
|
|
($30 -
$40)
|
|
$220 -
$245
|
|
$270 -
$320
|
|
|
|
|
Adjusted
EBITDA
|
$230 -
$260
|
|
$275 -
$335
|
|
|
|
|
Cash
interest
|
~$45
|
|
~$45
|
Cash taxes
|
$25 - $30
|
|
$25 - $30
|
Maintenance capital
expenditures
|
$15 - $20
|
|
$20 - $25
|
There are two main ways in which foreign currency
fluctuations impact Bristow's reported financials. The first is
primarily non-cash foreign exchange gains (losses) that are
reported in the Other, net line on the statements of operations.
These are related to the revaluation of certain balance sheet
items, typically do not impact cash flows, and thus are excluded in
the Adjusted EBITDA presentation. The second is through impacts to
certain revenue and expense items, which impact the Company's cash
flows. The primary exposure is the GBP/USD exchange rate.
Each £0.01 movement in the GBP/USD exchange rate
would impact 2025E Adjusted EBITDA by +/- ~$1.2 million. The following table shows the
GBP/USD exchange rate for each period presented.
|
2024A
|
|
2025E
|
|
2026T
|
(in millions, except
for exchange rates)
|
|
|
|
|
|
Adjusted
EBITDA
|
$237
|
|
$230 -
$260
|
|
$275 -
$335
|
Average GBP/USD
exchange rate
|
1.28
|
|
1.26
|
|
1.26
|
Outlook by Segment
Offshore Energy Services:
Increased activity in the offshore energy
industry, a tighter equipment market, and inflationary cost
pressures have driven meaningful rate increases, which we have
continued to capture during contract renewal and new project
tenders. Headwinds from continued supply chain shortages,
particularly those related to the S92 heavy helicopters, are
expected to persist in 2025. However, with current utilization
levels for medium, super medium and heavy helicopters at or near
100%, coupled with unmet lift demand and long lead-times for new
builds, we anticipate market conditions to remain constructive for
our industry in 2025 and 2026. Additionally, the cadence of our
contract renewals is such that more of the contracts would commence
in late 2025 or 2026.
Europe
region:
Though 2024 benefited from the full-year impact
of a new contract in Norway and
higher ad hoc activity on attractive rates in the UK, the North Sea
is a mature market with limited growth opportunities. We expect
activity in this region to remain mostly stable in 2025, though S92
supply chain challenges remain a risk.
Americas region:
Meaningful
increases in our Americas market are largely attributed to the
full-year impact of expanded operations in Brazil. The growing demand in Brazil offers additional opportunities, though
the timing of these opportunities is weighted towards the back half
of 2025, with full-year impacts expected in 2026. Activity is also
expected to increase in the U.S. and Suriname.
Africa
region:
Nigeria remains
one of our most promising markets, as the business continues to
absorb increasing demand in the region. The combination of
increased utilization, higher rates and added capacity is fueling
our growth in this market. Absent additional supply chain
headwinds, we expect this momentum to continue in 2025.
Government Services:
Our Government Services segment typically
involves short periods of investment followed by long periods of
strong cash flows, and 2025 will be a year of transitioning to new
contracts. Operations on the previously announced 10-year,
approximately €670 million IRCG contract commenced in late 2024,
and the last base is expected to fully transition in the second
half of 2025. The transition to the previously announced, 10-year,
approximately £1.6 billion UKSAR2G contract also began in late
2024, and the transition is expected to conclude at the end of
2026. Though the majority of capital expenditures will conclude in
the first half of 2025, associated operating expenses during the
transition period, the strengthening of the U.S. dollar relative to
the British pound sterling and Euro, and impacts of penalties due
to availability, primarily related to supply chain challenges that
are expected to persist in the near term, may not present the full
earnings power and quality margins from this business until 2026
and beyond. We expect full-year impacts in subsequent years will
contribute meaningfully to our financial results, and the strong
margins, and stable, long-term cash flows with high credit quality
customers will provide reliable capital returns well into the
middle of the next decade.
Other Services:
Other Services has experienced growth in recent
years from charter revenues in Australia, and we observed higher yields in
scheduled passenger transport throughout the year, though pilot
shortages remained challenging through this upturn. We believe the
financial performance of this segment will remain consistent with
or near current levels of activity throughout 2025.
Liquidity and Capital Allocation
As of December 31, 2024, the Company had
$247.5 million of unrestricted cash
and $64.0 million of remaining
availability under its amended asset-based credit facility (the
"ABL Facility") for total liquidity of $311.5 million. Borrowings under the ABL Facility
are subject to certain conditions and requirements.
In the Current Quarter, purchases of property and
equipment were $83.5 million, of
which $2.7 million were maintenance
capital expenditures, and cash proceeds from dispositions of
property and equipment were $5.0
million. In the Preceding Quarter, purchases of property and
equipment were $57.0 million, of
which $8.0 million were maintenance
capital expenditures, and cash proceeds from dispositions of
property and equipment were $0.1
million. See "Non-GAAP Financial Measures - Free Cash Flow
and Adjusted Free Cash Flow" for a reconciliation to operating cash
flows.
Bristow is pleased to announce a new capital
allocation framework with key priorities that include: (i) protect
and maintain a strong balance sheet and liquidity position; (ii)
pursue high impact, high return growth opportunities; and (iii)
return capital to shareholders via opportunistic share repurchases
and initiate quarterly dividend payments in 2026. Understanding
that the Offshore Energy Services segment is inherently volatile,
the Company recognizes the importance of maintaining a strong
balance sheet that can withstand challenging market down cycles. As
such, Bristow intends to pay down debt to a balance of
approximately $500 million gross debt
by the end of 2026. Bristow's Board of Directors has approved a new
$125 million share repurchase program
that will be deployed on an opportunistic basis. In addition, the
Company intends to initiate a quarterly dividend program beginning
in the first quarter of 2026, with an initial dividend payment of
$0.125 per share ($0.50 per share annualized).
Conference Call
Management will conduct a conference call
starting at 10:00 a.m. ET
(9:00 a.m. CT) on Thursday,
February 27, 2025, to review the results for the quarter and
full year ended December 31, 2024. The conference call can be
accessed using the following link:
Link to Access Earnings
Call: https://www.veracast.com/webcasts/bristow/webcasts/VTOL4Q24.cfm
Replay
A replay will be available through March 20,
2025 by using the link above. A replay will also be available on
the Company's website at www.bristowgroup.com shortly after the
call and will be accessible through March 20, 2025. The
accompanying investor presentation will be available on
February 27, 2025, on Bristow's website at
www.bristowgroup.com.
For additional information concerning Bristow,
contact Jennifer Whalen at
InvestorRelations@bristowgroup.com, (713) 369-4636 or visit Bristow
Group's website at https://ir.bristowgroup.com/.
About Bristow Group
Bristow Group Inc. is the leading global provider
of innovative and sustainable vertical flight solutions. Bristow
primarily provides aviation services to a broad base of offshore
energy companies and government entities. Our aviation services
include personnel transportation, search and rescue ("SAR"),
medevac, fixed wing transportation, unmanned systems and ad-hoc
helicopter services. Our business is comprised of three operating
segments: Offshore Energy Services, Government Services and Other
Services. Our energy customers charter our helicopters primarily to
transport personnel to, from and between onshore bases and offshore
production platforms, drilling rigs and other installations. Our
government customers primarily outsource SAR activities whereby we
operate specialized helicopters and provide highly trained
personnel. Our other services include fixed wing transportation
services through a regional airline and dry-leasing aircraft to
third-party operators in support of other industries and geographic
markets.
Bristow currently has customers in Australia, Brazil, Canada, Chile, the Dutch Caribbean, the Falkland Islands, India, Ireland, the Kingdom
of Saudi Arabia, Mexico,
the Netherlands, Nigeria, Norway, Spain, Suriname, Trinidad, the United
Kingdom ("UK") and the United
States ("U.S.").
Forward-Looking Statements Disclosure
This press release includes
"forward-looking statements" within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Forward-looking
statements are statements about our future business, strategy,
operations, capabilities and results; financial projections; plans
and objectives of our management, including our expectations
regarding a quarterly dividend program and our intention to pay
down debt; expected actions by us and by third parties, including
our customers, competitors, vendors and regulators, and other
matters. Some of the forward-looking statements can be identified
by the use of words such as "believes", "belief", "forecasts",
"expects", "plans", "anticipates", "intends", "projects",
"estimates", "may", "might", "will", "would", "could", "should" or
other similar words; however, all statements in this press release,
other than statements of historical fact or historical financial
results, are forward-looking statements. Our forward-looking
statements reflect our views and assumptions on the date hereof
regarding future events and operating performance. We believe that
they are reasonable, but they involve significant known and unknown
risks, uncertainties, assumptions and other factors, many of which
may be beyond our control, that may cause actual results to differ
materially from any future results, performance or achievements
expressed or implied by the forward-looking statements. Such risks,
uncertainties and factors that could cause or contribute to such
differences, include, but are not limited to, those discussed in
our Annual Report on Form 10-K, and in particular, the risks
discussed in Part I, Item 1A, "Risk Factors" of such report and
those discussed in other documents we file with the Securities and
Exchange Commission (the "SEC"). Accordingly, you should not put
undue reliance on any forward-looking statements.
You should consider the following key factors
when evaluating these forward-looking statements: the impact of
supply chain disruptions and inflation and our ability to recoup
rising costs in the rates we charge to our customers; our reliance
on a limited number of helicopter manufacturers and suppliers and
the impact of a shortfall in availability of aircraft components
and parts required for maintenance and repairs of our helicopters,
including significant delays in the delivery of parts for our S92
fleet; our reliance on a limited number of customers and the
reduction of our customer base as a result of consolidation and/or
the energy transition; public health crises, such as pandemics and
epidemics, and any related government policies and actions; our
inability to execute our business strategy for diversification
efforts related to government services and advanced air mobility;
the potential for cyberattacks or security breaches that could
disrupt operations, compromise confidential or sensitive
information, damage reputation, expose to legal liability, or cause
financial losses; the possibility that we may be unable to maintain
compliance with covenants in our financing agreements; global and
regional changes in the demand, supply, prices or other market
conditions affecting oil and gas, including changes resulting from
a public health crisis or from the imposition or lifting of crude
oil production quotas or other actions that might be imposed by the
Organization of Petroleum Exporting Countries ("OPEC") and other
producing countries; fluctuations in the demand for our services;
the possibility of significant changes in foreign exchange rates
and controls; potential effects of increased competition and the
introduction of alternative modes of transportation and solutions;
the possibility that portions of our fleet may be grounded for
extended periods of time or indefinitely (including due to severe
weather events); the possibility of political instability, civil
unrest, war or acts of terrorism in any of the countries where we
operate or elsewhere; the possibility that we may be unable to
re-deploy our aircraft to regions with greater demand; the
existence of operating risks inherent in our business, including
the possibility of declining safety performance; labor issues,
including our inability to negotiate acceptable collective
bargaining or union agreements with employees covered by such
agreements; the possibility of changes in tax, environmental,
trade, immigration and other laws and regulations and policies,
including, without limitation, tariffs and actions of the
governments that impact oil and gas operations, favor renewable
energy projects or address climate change; any failure to
effectively manage, and receive anticipated returns from,
acquisitions, divestitures, investments, joint ventures and other
portfolio actions; the possibility that we may be unable to dispose
of older aircraft through sales into the aftermarket; the
possibility that we may impair our long-lived assets and other
assets, including inventory, property and equipment and investments
in unconsolidated affiliates; general economic conditions,
including interest rates or uncertainty in the capital and credit
markets; the possibility that reductions in spending on aviation
services by governmental agencies where we are seeking contracts
could adversely affect or lead to modifications of the procurement
process or that such reductions in spending could adversely affect
search and rescue ("SAR") contract terms or otherwise delay service
or the receipt of payments under such contracts; and, the
effectiveness of our environmental, social and governance
initiatives.
The above description of risks and
uncertainties is by no means all-inclusive, but is designed to
highlight what we believe are important factors to consider. All
forward-looking statements in this press release are qualified by
these cautionary statements and are only made as of the date
thereof. The forward-looking statements in this press release
should be evaluated together with the many uncertainties that
affect our businesses, particularly those discussed in greater
detail in Part I, Item 1A, "Risk Factors" and Part II, Item 7,
"Management's Discussion and Analysis of Financial Condition and
Results of Operations" of our Annual Report on Form 10-K. We
disclaim any obligation or undertaking, other than as required by
law, to provide any updates or revisions to any forward-looking
statement to reflect any change in our expectations or any change
in events, conditions or circumstances on which the forward-looking
statement is based, whether as a result of new information, future
events or otherwise.
BRISTOW GROUP
INC.
|
Condensed
Consolidated Statements of Operations
|
(unaudited, in
thousands, except per share amounts)
|
|
|
Three Months
Ended
|
|
Favorable/
(Unfavorable)
|
|
December 31,
2024
|
|
September 30,
2024
|
|
Total
revenues
|
$
353,526
|
|
$
365,122
|
|
$ (11,596)
|
|
|
|
|
|
|
Costs and
expenses:
|
|
|
|
|
|
Operating
expenses
|
261,911
|
|
271,519
|
|
9,608
|
General and
administrative expenses
|
44,372
|
|
42,898
|
|
(1,474)
|
Depreciation and
amortization expense
|
16,701
|
|
17,569
|
|
868
|
Total costs and
expenses
|
322,984
|
|
331,986
|
|
9,002
|
|
|
|
|
|
|
Losses on disposal of
assets
|
(82)
|
|
(626)
|
|
544
|
Earnings from
unconsolidated affiliates
|
1,344
|
|
703
|
|
641
|
Operating
income
|
31,804
|
|
33,213
|
|
(1,409)
|
|
|
|
|
|
|
Interest
income
|
2,249
|
|
2,526
|
|
(277)
|
Interest expense,
net
|
(9,064)
|
|
(9,660)
|
|
596
|
Other, net
|
(6,173)
|
|
10,592
|
|
(16,765)
|
Total other income
(expense), net
|
(12,988)
|
|
3,458
|
|
(16,446)
|
Income before
income taxes
|
18,816
|
|
36,671
|
|
(17,855)
|
Income tax benefit
(expense)
|
12,952
|
|
(8,392)
|
|
21,344
|
Net
income
|
31,768
|
|
28,279
|
|
3,489
|
Net loss (income)
attributable to noncontrolling interests
|
25
|
|
(37)
|
|
62
|
Net income
attributable to Bristow Group Inc.
|
$
31,793
|
|
$
28,242
|
|
$
3,551
|
|
|
|
|
|
|
Basic earnings per
common share
|
$
1.11
|
|
$
0.99
|
|
|
Diluted earnings per
common share
|
$
1.07
|
|
$
0.95
|
|
|
|
|
|
|
|
|
Weighted average common
shares outstanding, basic
|
28,628
|
|
28,620
|
|
|
Weighted average common
shares outstanding, diluted
|
29,796
|
|
29,719
|
|
|
|
|
|
|
|
|
Adjusted Operating
Income
|
$
52,314
|
|
$
55,131
|
|
$
(2,817)
|
EBITDA
|
$
44,581
|
|
$
63,900
|
|
$ (19,319)
|
Adjusted
EBITDA
|
$
57,840
|
|
$
60,180
|
|
$
(2,340)
|
BRISTOW GROUP
INC.
|
Condensed
Consolidated Statements of Operations
|
(unaudited, in
thousands, except per share amounts)
|
|
|
Year
Ended
December
31,
|
|
Favorable
(Unfavorable)
|
|
2024
|
|
2023
|
|
Total
revenues
|
$ 1,415,491
|
|
$ 1,297,429
|
|
$
118,062
|
|
|
|
|
|
|
Costs and
expenses:
|
|
|
|
|
|
Operating
expenses
|
1,042,118
|
|
990,403
|
|
(51,715)
|
General and
administrative expenses
|
175,550
|
|
181,745
|
|
6,195
|
Merger and integration
costs
|
—
|
|
2,201
|
|
2,201
|
Depreciation and
amortization expense
|
68,287
|
|
70,606
|
|
2,319
|
Total costs and
expenses
|
1,285,955
|
|
1,244,955
|
|
(41,000)
|
|
|
|
|
|
|
Gains (losses) on
disposal of assets
|
(1,045)
|
|
1,112
|
|
(2,157)
|
Earnings from
unconsolidated affiliates
|
4,117
|
|
7,165
|
|
(3,048)
|
Operating
income
|
132,608
|
|
60,751
|
|
71,857
|
|
|
|
|
|
|
Interest
income
|
8,901
|
|
8,646
|
|
255
|
Interest expense,
net
|
(37,581)
|
|
(41,417)
|
|
3,836
|
Other, net
|
(1,865)
|
|
(9,968)
|
|
8,103
|
Total other income
(expense), net
|
(30,545)
|
|
(42,739)
|
|
12,194
|
Income before income
taxes
|
102,063
|
|
18,012
|
|
84,051
|
Income tax
expense
|
(7,193)
|
|
(24,932)
|
|
17,739
|
Net income
(loss)
|
94,870
|
|
(6,920)
|
|
101,790
|
Net loss (income)
attributable to noncontrolling interests
|
(73)
|
|
140
|
|
(213)
|
Net income (loss)
attributable to Bristow Group Inc.
|
$
94,797
|
|
$
(6,780)
|
|
$
101,577
|
|
|
|
|
|
|
Basic earnings (losses)
per common share
|
$
3.32
|
|
$
(0.24)
|
|
|
Diluted earnings
(losses) per common share
|
$
3.21
|
|
$
(0.24)
|
|
|
|
|
|
|
|
|
Weighted average common
stock outstanding, basic
|
28,515
|
|
28,139
|
|
|
Weighted average common
stock outstanding, diluted
|
29,552
|
|
28,139
|
|
|
|
|
|
|
|
|
Adjusted Operating
Income
|
$
216,841
|
|
$
145,225
|
|
$
71,616
|
EBITDA
|
$
207,931
|
|
$
130,035
|
|
$
77,896
|
Adjusted
EBITDA
|
$
236,766
|
|
$
170,504
|
|
$
66,262
|
BRISTOW GROUP
INC.
|
REVENUES BY
SEGMENT
|
(unaudited, in
thousands)
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December 31,
2024
|
|
September 30,
2024
|
|
June 30,
2024
|
|
March 31,
2024
|
|
December 31,
2024
|
|
December 31,
2023
|
Offshore Energy
Services:
|
|
|
|
|
|
|
|
|
|
|
|
Europe
|
$ 105,686
|
|
$ 108,263
|
|
$ 106,701
|
|
$ 107,089
|
|
$ 427,739
|
|
$ 398,059
|
Americas
|
89,651
|
|
92,331
|
|
97,782
|
|
88,555
|
|
368,319
|
|
332,259
|
Africa
|
44,827
|
|
45,718
|
|
45,210
|
|
34,251
|
|
170,006
|
|
122,638
|
Total Offshore Energy
Services
|
$ 240,164
|
|
$ 246,312
|
|
$ 249,693
|
|
$ 229,895
|
|
$ 966,064
|
|
$ 852,956
|
Government
Services
|
82,558
|
|
85,346
|
|
79,578
|
|
82,172
|
|
329,654
|
|
337,280
|
Other
Services
|
30,804
|
|
33,464
|
|
30,478
|
|
25,027
|
|
119,773
|
|
107,193
|
|
$ 353,526
|
|
$ 365,122
|
|
$ 359,749
|
|
$ 337,094
|
|
$
1,415,491
|
|
$
1,297,429
|
FLIGHT HOURS BY
SEGMENT
|
(unaudited)
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December 31,
2024
|
|
September 30,
2024
|
|
June 30,
2024
|
|
March 31,
2024
|
|
December 31,
2024
|
|
December 31,
2023
|
Offshore Energy
Services:
|
|
|
|
|
|
|
|
|
|
|
|
Europe
|
9,395
|
|
9,575
|
|
9,826
|
|
9,488
|
|
38,284
|
|
42,025
|
Americas
|
10,505
|
|
11,002
|
|
11,028
|
|
10,048
|
|
42,583
|
|
36,677
|
Africa
|
4,239
|
|
4,430
|
|
4,594
|
|
3,683
|
|
16,946
|
|
13,656
|
Total Offshore Energy
Services
|
24,139
|
|
25,007
|
|
25,448
|
|
23,219
|
|
97,813
|
|
92,358
|
Government
Services
|
4,242
|
|
5,201
|
|
4,875
|
|
4,493
|
|
18,811
|
|
18,661
|
Other
Services
|
3,585
|
|
3,569
|
|
3,390
|
|
3,138
|
|
13,682
|
|
11,069
|
|
31,966
|
|
33,777
|
|
33,713
|
|
30,850
|
|
130,306
|
|
122,088
|
BRISTOW GROUP
INC.
|
Full Year Segment
Statements of Operations
|
(unaudited, in
thousands)
|
|
|
Offshore
Energy
Services
|
|
Government
Services
|
|
Other
|
|
Corporate
|
|
Consolidated
|
Year Ended December
31, 2024
|
|
|
|
|
|
|
|
|
|
Revenues
|
$
966,064
|
|
$
329,654
|
|
$
119,773
|
|
$
—
|
|
$
1,415,491
|
Less:
|
|
|
|
|
|
|
|
|
|
Personnel
|
218,811
|
|
97,256
|
|
24,493
|
|
—
|
|
340,560
|
Repairs and
maintenance
|
211,791
|
|
48,893
|
|
12,600
|
|
—
|
|
273,284
|
Insurance
|
16,464
|
|
7,296
|
|
1,147
|
|
—
|
|
24,907
|
Fuel
|
58,318
|
|
9,072
|
|
19,556
|
|
—
|
|
86,946
|
Leased-in
equipment
|
60,515
|
|
37,995
|
|
5,030
|
|
—
|
|
103,540
|
Other segment
costs
|
144,741
|
|
43,392
|
|
24,748
|
|
—
|
|
212,881
|
Total operating
expenses
|
710,640
|
|
243,904
|
|
87,574
|
|
—
|
|
1,042,118
|
General and
administrative expenses
|
98,972
|
|
36,986
|
|
7,082
|
|
32,510
|
|
175,550
|
Depreciation and
amortization expense
|
28,404
|
|
27,694
|
|
11,370
|
|
819
|
|
68,287
|
Total costs and
expenses
|
838,016
|
|
308,584
|
|
106,026
|
|
33,329
|
|
1,285,955
|
Losses on disposal of
assets
|
—
|
|
—
|
|
—
|
|
(1,045)
|
|
(1,045)
|
Earnings from
unconsolidated affiliates
|
4,117
|
|
—
|
|
—
|
|
—
|
|
4,117
|
Operating income
(loss)
|
$
132,165
|
|
$ 21,070
|
|
$ 13,747
|
|
$
(34,374)
|
|
$ 132,608
|
Non-GAAP:
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization expense
|
28,404
|
|
27,694
|
|
11,370
|
|
819
|
|
68,287
|
PBH
amortization
|
12,230
|
|
2,002
|
|
669
|
|
—
|
|
14,901
|
Losses on disposal of
assets
|
—
|
|
—
|
|
—
|
|
1,045
|
|
1,045
|
Adjusted Operating
Income (Loss)
|
$
172,799
|
|
$ 50,766
|
|
$ 25,786
|
|
$
(32,510)
|
|
$ 216,841
|
|
|
Offshore
Energy
Services
|
|
Government
Services
|
|
Other
|
|
Corporate
|
|
Consolidated
|
Year Ended December
31, 2023
|
|
|
|
|
|
|
|
|
|
Revenues
|
$
852,956
|
|
$
337,280
|
|
$
107,193
|
|
$
—
|
|
$
1,297,429
|
Less:
|
|
|
|
|
|
|
|
|
|
Personnel
|
210,138
|
|
90,498
|
|
23,045
|
|
—
|
|
323,681
|
Repairs and
maintenance
|
191,699
|
|
49,859
|
|
12,358
|
|
—
|
|
253,916
|
Insurance
|
14,893
|
|
7,898
|
|
994
|
|
—
|
|
23,785
|
Fuel
|
63,823
|
|
10,446
|
|
17,230
|
|
—
|
|
91,499
|
Leased-in
equipment
|
56,971
|
|
38,033
|
|
4,092
|
|
—
|
|
99,096
|
Other segment
costs
|
139,529
|
|
41,765
|
|
17,132
|
|
—
|
|
198,426
|
Total operating
expenses
|
677,053
|
|
238,499
|
|
74,851
|
|
—
|
|
990,403
|
General and
administrative expenses
|
104,471
|
|
40,070
|
|
7,176
|
|
30,028
|
|
181,745
|
Merger and integration
costs
|
2,201
|
|
—
|
|
—
|
|
—
|
|
2,201
|
Depreciation and
amortization expense
|
30,783
|
|
29,101
|
|
9,768
|
|
954
|
|
70,606
|
Total costs and
expenses
|
814,508
|
|
307,670
|
|
91,795
|
|
30,982
|
|
1,244,955
|
Gains on disposal of
assets
|
—
|
|
—
|
|
—
|
|
1,112
|
|
1,112
|
Earnings from
unconsolidated affiliates
|
7,165
|
|
—
|
|
—
|
|
—
|
|
7,165
|
Operating income
(loss)
|
$ 45,613
|
|
$ 29,610
|
|
$ 15,398
|
|
$
(29,870)
|
$ —
|
$
60,751
|
Non-GAAP:
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization expense
|
30,783
|
|
29,101
|
|
9,768
|
|
954
|
|
70,606
|
PBH
amortization
|
12,377
|
|
1,940
|
|
663
|
|
—
|
|
14,980
|
Gains on disposal of
assets
|
—
|
|
—
|
|
—
|
|
(1,112)
|
|
(1,112)
|
Adjusted Operating
Income (Loss)
|
$ 88,773
|
|
$ 60,651
|
|
$ 25,829
|
|
$
(30,028)
|
|
$ 145,225
|
BRISTOW GROUP
INC.
|
CONDENSED
CONSOLIDATED BALANCE SHEETS
|
(unaudited, in
thousands)
|
|
|
|
|
|
December 31,
2024
|
|
December 31,
2023
|
ASSETS
|
|
|
|
Current
assets:
|
|
|
|
Cash and cash
equivalents
|
$
251,281
|
|
$
183,662
|
Accounts receivable,
net
|
211,590
|
|
234,620
|
Inventories
|
114,509
|
|
99,863
|
Prepaid expenses and
other current assets
|
42,078
|
|
45,438
|
Total current
assets
|
619,458
|
|
563,583
|
Property and equipment,
net
|
1,076,221
|
|
927,766
|
Investment in
unconsolidated affiliates
|
22,424
|
|
19,890
|
Right-of-use
assets
|
264,270
|
|
287,939
|
Other assets
|
142,873
|
|
138,100
|
Total
assets
|
$ 2,125,246
|
|
$ 1,937,278
|
LIABILITIES AND
STOCKHOLDERS' EQUITY
|
|
|
|
Current
liabilities:
|
|
|
|
Accounts
payable
|
$
83,462
|
|
$
87,885
|
Accrued
liabilities
|
223,824
|
|
208,657
|
Short-term borrowings
and current maturities of long-term debt
|
18,614
|
|
13,247
|
Total current
liabilities
|
325,900
|
|
309,789
|
Long-term debt, less
current maturities
|
671,169
|
|
534,823
|
Deferred
taxes
|
39,019
|
|
42,710
|
Long-term operating
lease liabilities
|
188,949
|
|
214,957
|
Deferred credits and
other liabilities
|
8,937
|
|
11,820
|
Total
liabilities
|
1,233,974
|
|
1,114,099
|
|
|
|
|
Stockholders'
equity:
|
|
|
|
Common
stock
|
315
|
|
311
|
Additional paid-in
capital
|
742,072
|
|
725,773
|
Retained
earnings
|
312,765
|
|
217,968
|
Treasury stock, at
cost
|
(69,776)
|
|
(65,722)
|
Accumulated other
comprehensive loss
|
(93,669)
|
|
(54,643)
|
Total Bristow Group
Inc. stockholders' equity
|
891,707
|
|
823,687
|
Noncontrolling
interests
|
(435)
|
|
(508)
|
Total stockholders'
equity
|
891,272
|
|
823,179
|
Total liabilities and
stockholders' equity
|
$ 2,125,246
|
|
$ 1,937,278
|
Non-GAAP Financial Measures
The Company's management uses EBITDA, Adjusted
EBITDA and Adjusted Operating Income to assess the performance and
operating results of its business. Each of these measures, as well
as Free Cash Flow and Adjusted Free Cash Flow, each as detailed
below, are non-GAAP measures, have limitations, and are provided in
addition to, and not as an alternative for, and should be read in
conjunction with, the information contained in the Company's
financial statements prepared in accordance with generally accepted
accounting principles in the United
States ("GAAP") (including the notes), included in the
Company's filings with the SEC and posted on the Company's
website.
EBITDA and Adjusted EBITDA
EBITDA is defined as Earnings before Interest
expense, Taxes, Depreciation and Amortization. Adjusted EBITDA is
defined as EBITDA further adjusted for non-cash gains and losses on
the sale of assets, non-cash foreign exchange gains (losses)
related to the revaluation of certain balance sheet items, and
certain special items that occurred during the reported period,
such as the amortization of PBH maintenance agreements that are
non-cash within the period, gains on insurance claims, non-cash
nonrecurring insurance adjustments and other special items which
include professional service fees related to unusual litigation
proceedings and other nonrecurring costs related to strategic
activities. The professional services fees are primarily attorneys'
fees related to a litigation and arbitration matter that the
Company is pursuing (where no gain contingency has been recorded or
identified) that is unusual in nature and outside of the normal
course of the Company's continuing business operations. The other
nonrecurring costs related to strategic activities are costs
associated with financing transactions and proposed M&A
transactions. These special costs are related to various pursuits
that are not individually material to the Company and, as such, are
aggregated for presentation. The Company views these matters and
their related financial impacts on the Company's operating
performance as extraordinary and not reflective of the operational
performance of the Company's core business activities. In addition,
the same costs are not reasonably likely to recur within two years
nor have the same charges or gains occurred within the prior two
years. The Company includes EBITDA and Adjusted EBITDA to provide
investors with a supplemental measure of its operating performance.
Management believes that the use of EBITDA and Adjusted EBITDA is
meaningful to investors because it provides information with
respect to the Company's ability to meet its future debt service,
capital expenditures and working capital requirements and the
financial performance of the Company's assets without regard to
financing methods, capital structure or historical cost basis.
Neither EBITDA nor Adjusted EBITDA is a recognized term under GAAP.
Accordingly, they should not be used as an indicator of, or an
alternative to, net income (loss), the most directly comparable
GAAP measure, as a measure of operating performance. In addition,
EBITDA and Adjusted EBITDA are not intended to be measures of free
cash flow available for management's discretionary use, as they do
not consider certain cash requirements, such as debt service
requirements. Because the definitions of EBITDA and Adjusted EBITDA
(or similar measures) may vary among companies and industries, they
may not be comparable to other similarly titled measures used by
other companies.
The following tables provide a reconciliation of
net income (loss), the most directly comparable GAAP measure, to
EBITDA and Adjusted EBITDA (unaudited, in thousands).
|
Three Months
Ended
|
|
Year
Ended
|
|
December 31,
2024
|
|
September 30,
2024
|
|
June
30,
2024
|
|
March
31,
2024
|
|
December 31,
2024
|
|
December 31,
2023
|
Net income
(loss)
|
$
31,768
|
|
$
28,279
|
|
$
28,191
|
|
$
6,632
|
|
$
94,870
|
|
$
(6,920)
|
Depreciation and
amortization expense
|
16,701
|
|
17,569
|
|
16,848
|
|
17,169
|
|
68,287
|
|
70,606
|
Interest expense,
net
|
9,064
|
|
9,660
|
|
9,385
|
|
9,472
|
|
37,581
|
|
41,417
|
Income tax expense
(benefit)
|
(12,952)
|
|
8,392
|
|
9,245
|
|
2,508
|
|
7,193
|
|
24,932
|
EBITDA
|
$
44,581
|
|
$
63,900
|
|
$
63,669
|
|
$
35,781
|
|
$ 207,931
|
|
$ 130,035
|
(Gains) losses on
disposal
of assets
|
82
|
|
626
|
|
224
|
|
113
|
|
1,045
|
|
(1,112)
|
Foreign exchange
(gains)
losses
|
12,581
|
|
(10,904)
|
|
749
|
|
6,499
|
|
8,925
|
|
10,701
|
Special
items
|
596
|
|
6,558
|
|
6,639
|
|
5,072
|
|
18,865
|
|
30,880
|
Adjusted
EBITDA
|
$
57,840
|
|
$
60,180
|
|
$
71,281
|
|
$
47,465
|
|
$ 236,766
|
|
$ 170,504
|
|
(1)
Special items include the following:
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December 31,
2024
|
|
September 30,
2024
|
|
June 30,
2024
|
|
March
31,
2024
|
|
December 31,
2024
|
|
December 31,
2023
|
PBH
amortization
|
$
3,727
|
|
$
3,723
|
|
$
3,725
|
|
$
3,726
|
|
$
14,901
|
|
$
14,980
|
Merger and
integration
costs
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
2,201
|
Gain on insurance
claim
|
(4,451)
|
|
—
|
|
—
|
|
—
|
|
(4,451)
|
|
—
|
Non-cash insurance
adjustment
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
3,977
|
Other special
items
|
1,320
|
|
2,835
|
|
2,914
|
|
1,346
|
|
8,415
|
|
9,722
|
|
$
596
|
|
$
6,558
|
|
$
6,639
|
|
$
5,072
|
|
$
18,865
|
|
$
30,880
|
The Company is unable to provide a reconciliation
of projected Adjusted EBITDA (non-GAAP) for 2025 and 2026 included
in this release to projected net income (GAAP) for the same periods
because components of the calculation are inherently unpredictable.
The inability to forecast certain components of the calculation
would significantly affect the accuracy of the reconciliation.
Additionally, the Company does not provide guidance on the items
used to reconcile projected Adjusted EBITDA due to the uncertainty
regarding timing and estimates of such items. Therefore, the
Company does not present a reconciliation of projected Adjusted
EBITDA (non-GAAP) to net income (GAAP) for 2025 or 2026.
Free Cash Flow and Adjusted Free Cash
Flow
Free Cash Flow represents the Company's net cash
provided by operating activities less maintenance capital
expenditures. Adjusted Free Cash Flow is Free Cash Flow adjusted to
exclude costs paid in relation to certain special items which
primarily include (i) professional service fees related to unusual
litigation proceedings and (ii) other nonrecurring costs related to
strategic activities. The professional services fees are primarily
attorneys' fees related to a litigation and arbitration matter that
the Company is pursuing (where no gain contingency has been
recorded or identified) that is unusual in nature and outside of
the normal course of the Company's continuing business operations.
The other nonrecurring costs related to strategic activities are
costs associated with financing transactions and proposed M&A
transactions. These special costs are related to various pursuits
that are not individually material to the Company and, as such, are
aggregated for presentation. The Company views these matters and
their related financial impacts on the Company's operating
performance as extraordinary and not reflective of the operational
performance of the Company's core business activities. In addition,
the same costs are not reasonably likely to recur within two years
nor have the same charges or gains occurred within the prior two
years. Management believes that Free Cash Flow and Adjusted Free
Cash Flow are meaningful to investors because they provide
information with respect to the Company's ability to generate cash
from the business. Neither Free Cash Flow nor Adjusted Free Cash
Flow is a recognized term under GAAP. Accordingly, these measures
should not be used as an indicator of, or an alternative to, net
cash provided by operating activities, the most directly comparable
GAAP measure. Investors should note numerous methods may exist for
calculating a company's free cash flow. As a result, the method
used by management to calculate Free Cash Flow and Adjusted Free
Cash Flow may differ from the methods used by other companies to
calculate their free cash flow. As such, they may not be comparable
to other similarly titled measures used by other companies. The
following table provides a reconciliation of net cash provided by
operating activities, the most directly comparable GAAP measure, to
Free Cash Flow and Adjusted Free Cash Flow (unaudited, in
thousands).
|
Three Months
Ended
|
|
Year
Ended
|
|
December 31,
2024
|
|
September 30,
2024
|
|
June 30,
2024
|
|
March
31,
2024
|
|
December 31,
2024
|
|
December 31,
2023
|
Net cash provided
by
operating activities
|
$
51,054
|
|
$
66,022
|
|
$
33,665
|
|
$
26,679
|
|
$ 177,420
|
|
$
32,037
|
Less: Maintenance
capital
expenditures
|
(2,739)
|
|
(8,041)
|
|
(2,215)
|
|
(4,949)
|
|
(17,944)
|
|
(14,418)
|
Free Cash
Flow
|
$
48,315
|
|
$
57,981
|
|
$
31,450
|
|
$
21,730
|
|
$ 159,476
|
|
$
17,619
|
Plus: Merger and
integration costs
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
2,118
|
Plus: Other special
items
|
(2,580)
|
|
1,539
|
|
1,881
|
|
595
|
|
1,435
|
|
8,037
|
Adjusted Free Cash
Flow
|
$
45,735
|
|
$
59,520
|
|
$
33,331
|
|
$
22,325
|
|
$ 160,911
|
|
$
27,774
|
Adjusted Operating Income by Segment
Adjusted Operating Income (Loss) ("Adjusted
Operating Income") is defined as operating income (loss) before
depreciation and amortization, PBH amortization and gains or losses
on asset dispositions that occurred during the reported period. The
Company includes Adjusted Operating Income to provide investors
with a supplemental measure of each segment's operating
performance. Management believes that the use of Adjusted Operating
Income is meaningful to investors because it provides information
with respect to each segment's ability to generate cash from its
operations. Adjusted Operating Income is not a recognized term
under GAAP. Accordingly, this measure should not be used as an
indicator of, or an alternative to, operating income (loss), the
most directly comparable GAAP measure, as a measure of operating
performance. Because the definition of Adjusted Operating Income
(or similar measures) may vary among companies and industries, it
may not be comparable to other similarly titled measures used by
other companies.
The following table provides a reconciliation of
operating income (loss), the most directly comparable GAAP measure,
to Adjusted Operating Income for each segment and Corporate
(unaudited, in thousands).
|
Year Ended
December 31,
|
|
2024
|
|
2023
|
Offshore Energy
Services:
|
|
|
|
Operating
income
|
$
132,165
|
|
$
45,613
|
Depreciation and
amortization expense
|
28,404
|
|
30,783
|
PBH
amortization
|
12,230
|
|
12,377
|
Offshore Energy
Services Adjusted Operating Income
|
$
172,799
|
|
$
88,773
|
|
|
|
|
Government
Services:
|
|
|
|
Operating
income
|
$
21,070
|
|
$
29,610
|
Depreciation and
amortization expense
|
27,694
|
|
29,101
|
PBH
amortization
|
2,002
|
|
1,940
|
Government Services
Adjusted Operating Income
|
$
50,766
|
|
$
60,651
|
|
|
|
|
Other
Services:
|
|
|
|
Operating
income
|
$
13,747
|
|
$
15,398
|
Depreciation and
amortization expense
|
11,370
|
|
9,768
|
PBH
amortization
|
669
|
|
663
|
Other Services
Adjusted Operating Income
|
$
25,786
|
|
$
25,829
|
|
|
|
|
Total Segments
Adjusted Operating Income
|
$
249,351
|
|
$
175,253
|
|
|
|
|
Corporate:
|
|
|
|
Operating
loss
|
$
(34,374)
|
|
$
(29,870)
|
Depreciation and
amortization expense
|
819
|
|
954
|
Losses (gains) on
disposal of assets
|
1,045
|
|
(1,112)
|
Corporate Adjusted
Operating Loss
|
$
(32,510)
|
|
$
(30,028)
|
|
|
|
|
Consolidated
Adjusted Operating Income
|
$
216,841
|
|
$
145,225
|
The Company is unable to provide a reconciliation
of projected Adjusted Operating Income by Segment (non-GAAP) for
2025 and 2026 included in this release to projected operating
income (GAAP) for the same periods because components of the
calculation are inherently unpredictable. The inability to forecast
certain components of the calculation would significantly affect
the accuracy of the reconciliation. Additionally, the Company does
not provide guidance on the items used to reconcile projected
Adjusted Operating Income by Segment due to the uncertainty
regarding timing and estimates of such items. Therefore, the
Company does not present a reconciliation of projected Adjusted
Operating Income by Segment (non-GAAP) to operating income (GAAP)
for 2025 or 2026.
BRISTOW GROUP
INC.
|
FLEET
COUNT
|
|
|
|
Number of
Aircraft
|
|
|
|
|
Type
|
|
Owned
Aircraft
|
|
Leased
Aircraft
|
|
Total
Aircraft
|
|
Max
Pass
Capacity
|
|
Average
Age
(years)(1)
|
Heavy
Helicopters:
|
|
|
|
|
|
|
|
|
|
|
S92
|
|
34
|
|
29
|
|
63
|
|
19
|
|
15
|
AW189
|
|
19
|
|
4
|
|
23
|
|
16
|
|
8
|
|
|
53
|
|
33
|
|
86
|
|
|
|
|
Medium
Helicopters:
|
|
|
|
|
|
|
|
|
|
|
AW139
|
|
48
|
|
4
|
|
52
|
|
12
|
|
14
|
S76 D/C++
|
|
14
|
|
—
|
|
14
|
|
12
|
|
13
|
AS365
|
|
1
|
|
—
|
|
1
|
|
12
|
|
35
|
|
|
63
|
|
4
|
|
67
|
|
|
|
|
Light—Twin Engine
Helicopters:
|
|
|
|
|
|
|
|
|
|
|
AW109
|
|
3
|
|
—
|
|
3
|
|
7
|
|
17
|
EC135 / H135
|
|
10
|
|
1
|
|
11
|
|
6
|
|
15
|
|
|
13
|
|
1
|
|
14
|
|
|
|
|
Light—Single Engine
Helicopters:
|
|
|
|
|
|
|
|
|
|
|
AS350
|
|
12
|
|
—
|
|
12
|
|
4
|
|
25
|
AW119
|
|
13
|
|
—
|
|
13
|
|
7
|
|
18
|
|
|
25
|
|
—
|
|
25
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Helicopters
|
|
154
|
|
38
|
|
192
|
|
|
|
14
|
Fixed Wing
|
|
9
|
|
5
|
|
14
|
|
|
|
|
UAS
|
|
4
|
|
—
|
|
4
|
|
|
|
|
Total
Fleet
|
|
167
|
|
43
|
|
210
|
|
|
|
|
______________________
|
(1)
|
Reflects the average
age of helicopters that are owned by the Company.
|
The table below presents the number of aircraft
in our fleet and their distribution among the segments in which we
operate as of December 31, 2024 and the percentage of revenues
that each of our segments provided during the Current Year.
|
Percentage
of
Revenues
|
|
|
|
|
|
|
|
Helicopters
|
|
Fixed
Wing
|
|
UAS
|
|
|
|
Heavy
|
|
Medium
|
|
Light
Twin
|
|
Light
Single
|
|
Total
|
Offshore Energy
Services
|
68 %
|
|
57
|
|
59
|
|
11
|
|
—
|
|
1
|
|
—
|
|
128
|
Government
Services
|
23 %
|
|
29
|
|
5
|
|
3
|
|
20
|
|
—
|
|
4
|
|
61
|
Other
Services
|
9 %
|
|
—
|
|
3
|
|
—
|
|
5
|
|
13
|
|
—
|
|
21
|
Total
|
100 %
|
|
86
|
|
67
|
|
14
|
|
25
|
|
14
|
|
4
|
|
210
|
Aircraft not currently
in fleet:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Under
construction(1)
|
|
|
8
|
|
6
|
|
4
|
|
—
|
|
—
|
|
—
|
|
18
|
On
order(2)
|
|
|
2
|
|
—
|
|
5
|
|
—
|
|
—
|
|
—
|
|
7
|
Options(3)
|
|
|
10
|
|
—
|
|
10
|
|
—
|
|
—
|
|
—
|
|
20
|
______________________
|
(1)
|
Under construction
reflects new aircraft that the Company has either taken ownership
of and are undergoing additional configuration before being placed
into service or are currently under construction by the Original
Equipment Manufacturer ("OEM") and pending delivery. Includes eight
AW189 heavy helicopters (of which two were delivered and are
undergoing additional configuration), six AW139 medium helicopters
(of which four were delivered and undergoing additional
configuration) and four H135 light-twin helicopters.
|
(2)
|
On order reflects
aircraft that the Company has commitments to purchase but
construction has not yet begun. Includes two AW189 heavy
helicopters and five AW169 light-twin helicopters.
|
(3)
|
Options include 10
AW189 heavy helicopters and 10 H135 light-twin
helicopters.
|
View original
content:https://www.prnewswire.com/news-releases/bristow-group-reports-fourth-quarter-2024-results-302386647.html
SOURCE Bristow Group