The notes will mature on March 1, 2023, subject to earlier mandatory redemption if more than $125 million principal amount of Bristow’s existing senior notes due 2022 remains outstanding as of June 30, 2022. The notes will be fully and unconditionally guaranteed, jointly and severally, on a senior secured basis, by the Bristow’s U.S. subsidiaries that currently provide guarantees of its existing senior notes due 2022 and its convertible notes due 2023, as well as certain future subsidiaries. The notes will be secured by first priority liens, subject to limited exceptions, on collateral that will consist of substantially all of the tangible and intangible property assets of Bristow and the subsidiary guarantors (other than certain excluded assets), including approximately 77 pledged aircraft.
Bristow intends to use a portion of the net proceeds from the offering of the notes to repay all of its outstanding borrowings under its term loan and to cash collateralize letters of credit outstanding under its revolving credit facility, with the remainder of the net proceeds from the offering to be used for general corporate purposes. In connection with the closing of the offering, Bristow intends to terminate its term loan and its revolving credit facility.
Baker Botts L.L.P. represented Bristow in the private offering of the notes.
Baker Botts Lawyers/Office Involved:
- Corporate: John Geddes (Partner, Houston); A.J. Ericksen (Partner, Houston); Carina Antweil (Senior Associate, Houston); Lakshmi Ramanathan (Associate; Houston); Ruchira Podali (Associate; Houston); Emmie Proctor (Associate, Houston)
- Finance: Lyman Paden (Partner, Houston); Rachael Lichman (Partner; Houston); Sarah Christian (Associate, Austin); Josh Espinosa (Associate, Dallas)
- Tax: Jon Lobb (Partner; Houston); David Morris (Associate; Houston)
- Environmental: Scott Janoe (Partner, Houston); Harrison Reback (Associate, Houston)
For more information, please see Bristow’s news release.
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