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Bristow Group Inc. and Era Group Inc. have announced plans to merge, creating a new offshore helicopter transportation giant with a fleet of more than 300 aircraft.
The combined company, which will be named Bristow, will instantly become the world’s largest operator of Sikorsky S-92, and Leonardo AW189 and AW139 aircraft. Its operations, which include search-and-rescue services as well as offshore transportation, will span throughout the Americas, Nigeria, Norway, the United Kingdom and Australia.
The move follows an ongoing period of uncertainty in the offshore helicopter transportation sector, with a historic downturn and excess capacity causing offshore specialists Bristow, CHC, PHI and leasing company Waypoint to file for Chapter 11 bankruptcy protection over the last few years.
Era was one of the few companies to endure the downturn while avoiding the need to resort to Chapter 11 — a feat Chris Bradshaw, Era’s president and CEO, ascribed to being proactive in reducing costs, while maximizing fleet utilization and synergies.
The new company will be headquartered in Houston, Texas, and Bradshaw will become its president and CEO. The rest of its senior management team are yet to be named.
Over the last 12 months, Bradshaw has also become an outspoken proponent of consolidation in the offshore sector. In a letter to Era shareholders in April last year, he argued that “the current industry structure is not sustainable” and said Era was “well positioned” to take part in consolidation opportunities that would address the issue of excess capacity in the sector.
“We believe this merger will create substantial value for the stakeholders of both companies,” said Bradshaw, in a press release announcing the move. He also highlighted “significant” cost synergies, with more efficient absorption of the fixed costs required to run an air carrier.
And while the three major oilfield services companies (Schlumberger, Baker Hughes and Halliburton) have all recently projected a growth in offshore spending in 2020, in a conference call with investors, Bradshaw stressed that the merger was not based on anticipated growth in the sector.
“Nothing about this merger is counting on a significant recovery in the offshore oil-and-gas market,” he said. “We believe this combination not only works, but is highly compelling, based on the current level of market activity. That being said . . . multiple third party sources are noting that the offshore oil-and-gas market has stabilized and is showing signs of recovery.”
In disclosing details of the merger, it was also revealed that Bristow is in the process of selling 14 H225s, which would leave the combined entity with just three of the type on its books.
“[The H225 sales] is under firm contract at the moment, [and] the closing of the assets will be staged as those individual assets close,” said Bradshaw. “Having sold a number of 225s ourselves and having followed that market, we believe Bristow is receiving a very attractive deal.”
The merger was approved unanimously by the board of directors of both companies, and is expected to close in the second half of 2020. Bristow shareholders will own 77 percent of the new company; Era’s shareholders will own 23 percent. The companies expect the merged entity to generate revenue of around $1.5 billion.
“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.”
This is not the first major move Bristow has made in recent years. In February 2019, it was forced to terminate a planned acquisition of Columbia Helicopters — the Aurora, Oregon-based heavy lift specialist. Bristow had announced the planned $560 million acquisition in November 2018, but its stock price plunged over the following weeks, and the two companies ultimately agreed to terminate the transaction at a cost of $20 million to Bristow.