HOUSTON, June 17 /PRNewswire-FirstCall/ -- Bristow Group Inc. (NYSE: BRS)announced today the closing of its offerings of common stock and convertiblesenior notes due 2038.
The Company issued 4,100,000 shares of common stock at $46.87 per share.The sale of 281,900 additional shares of common stock to Caledonia Investmentsplc, one of Bristow's largest shareholders, is expected to close on Wednesday,June 18. The Company has granted the underwriters of the common stock offeringan option to purchase an additional 615,000 shares of common stock at theoffering price.
The Company also issued $100 million principal amount of convertiblesenior notes with an interest rate of 3.0%. Bristow has granted theunderwriters of the notes offering an option to purchase $15 million aggregateprincipal amount of additional notes.
Net proceeds from the sale of the common stock -- excluding the pendingsale of shares to Caledonia -- were $183.5 million. Net proceeds from the saleof the notes were $97.3 million.
The Company intends to use the net proceeds from both offerings to fundthe purchase of additional aircraft and for general corporate purposes.
The notes will be convertible, under certain circumstances, using a netshare settlement process, into a combination of cash and Bristow's commonstock. The initial base conversion price of the notes is approximately $77.34(subject to adjustment in certain circumstances), based on the initial baseconversion rate of 12.9307 shares of common stock per $1,000 principal amountof convertible notes. In general, upon conversion of a note, the holder willreceive cash equal to the principal amount of the note and common stock to theextent of the note's conversion value in excess of such principal amount. Inaddition, if at the time of conversion the applicable price of Bristow'scommon stock exceeds the base conversion price, holders will receive up to anadditional 8.4049 shares of Bristow common stock per $1,000 principal amountof notes, as determined pursuant to a specified formula.
The notes will bear interest at a rate of 3.0% per annum. The notes willmature on June 15, 2038 and may not be redeemed by Bristow prior to June 15,2015, after which they may be redeemed at 100% of principal amount plusaccrued and unpaid interest.
