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1.
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As
part of our five-year growth strategy, we have financial goals to
double
the size of the company in terms of revenues from $674 million in
FY05 to
$1.5 billion in FY11 and improve return on capital employed (ROCE)
to
around 20%.
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2.
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This
growth is expected to be accomplished principally through organic
growth
by purchasing new aircraft and then deploying them in our existing
infrastructure of bases in 22 countries. New aircraft also are
expected to be deployed in all our business units through strategic
entry
into new countries.
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3.
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We
may also grow through the acquisition of other helicopter service
operators, which may occur by increasing our ownership interest in
existing unconsolidated affiliates, making investments in countries
in
which we have a foothold, but not a dominant position, and expanding
into
new markets.
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4.
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We
expect a substantial portion of our growth strategy to gradually
take
effect over the next several years, reflecting integration of new
aircraft
into our fleet; although seasonality, and operational and macroeconomic
events may cause the results of individual quarters to
vary.
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5.
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Development
of qualified pilots and engineers is a key element of our growth
strategy
and the reason we formed our Global Training division and acquired
Bristow
Academy in April 2007.
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6.
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We
manage our aircraft fleet using ROCE, which is computed as EBITDA
(net
income plus interest expense, income taxes, depreciation and amortization)
divided by the sum of the fair value of our consolidated aircraft
and
related working capital (estimated at 10% of the aircraft value plus
30
days of revenue) plus our investment in unconsolidated
affiliates. When estimating the fair market value of our
aircraft for this purpose, we use a variety of sources including
previously announced aircraft sales and values published by independent
valuation sources such as
helivalues.com.
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7.
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Country
specific ROCE hurdle rates have been established by applying factors
related to political, economic and credit risks to our weighted average
cost of capital. These ROCE hurdle rates allow us to apply a
portfolio approach to our fleet management with rates ranging from
slightly below our strategic goal of 20% in our most mature and stable
markets to the upper 20%’s in markets with the greatest
risks.
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8.
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Business
unit operating margins are explained in detail for historical periods
in
the MD&A section of our Annual Report on Form 10-K and Quarterly
Reports on Form 10-Q. In the long term, we expect improving
margins in the West Africa, South and Central America, Southeast
Asia and
Other International business units, relatively stable margins in
the North
America and Europe business units, and some losses in EH Centralized
Operations.
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9.
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At
September 30, 2007, we had 32 aircraft on order and 42 aircraft under
option with remaining capital expenditures of $276 million and $608
million, respectively. The estimated timing of delivery of
these aircraft is disclosed in the attached
schedules.
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10.
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We
also periodically purchase aircraft from manufacturers for which
we
previously did not have an aircraft purchase
option.
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11.
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New
aircraft cost approximately $0.3 million, $2 to $4 million, $7 to
$9
million and $20 to $24 million for training, small, medium and large
sized
aircraft, respectively.
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12.
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We
expense aircraft maintenance costs as incurred. Therefore,
non-aircraft capital expenditures are limited to infrastructure related
improvements (e.g. aircraft facilities, training centers and technology,
including flight simulators) which for FY08 are expected to total
approximately $50 million, but are expected to be less in future
years.
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13.
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When
an aircraft comes off contract with a customer, an economic evaluation
is
made of available alternatives, including consideration of customer
needs,
maintenance requirements, new and renewal contract opportunities
and
aircraft sales (entire aircraft or parts) opportunities. We
operate over 100 aircraft that are older than 25 years, which although
well maintained, safely operated and in high demand, have been and
are
expected to continue to be the most likely candidates for future
sales.
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14.
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Accordingly,
over the next five years, Bristow may add close to 100 new aircraft
to our
consolidated fleet, but may also sell a similar number. The
expected growth in the company is through improved pricing and an
increase
in fleet capacity, measured in revenue and profit generating ability
of
the fleet due to a higher mix of large and medium sized aircraft,
and not
necessarily as a result of a higher fleet
count.
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15.
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For
the previous two years, we sold 22 aircraft and realized over $10
million
in pre-tax gains. In the near term, we expect to continue to be
able to realize gains on aircraft sales due to the current tightness
in
the market for used aircraft.
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16.
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The
capital structure as of September 30, 2007 was approximately 43%
adjusted
leverage (calculated as the sum of debt, aircraft leases and the
U.K.
unfunded pension obligation divided by book capitalization, which
is the
total of the previous amounts plus minority interest and stockholders’
investment). See the attached schedule for a reconciliation of
leverage, as calculated from our September 30, 2007 balance sheet,
to
adjusted leverage. Our leverage is expected to decline over
time as higher earnings are generated from aircraft for which we
have
raised capital and made progress payments, but have not yet deployed
into
our fleet. We plan to maintain no more than 50% adjusted
leverage.
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17.
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If
market demand continues to support it, we expect to continue exercising
aircraft purchase options, including options for aircraft which expire
at
the end of December 2007, and also may acquire additional aircraft
purchase options in the future.
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18.
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Cash
on hand, cash flow from operations and available borrowing capacity
under
the $100 million revolving credit facility are estimated to provide
sufficient capital to exercise all of the current aircraft purchase
options and allow us to complete several small acquisitions (each
under
$50 million) over the next five years without the need for additional
capital.
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19.
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However,
if the company elects to make larger acquisitions or purchase
substantially more aircraft than currently available under the aircraft
purchase options, then additional capital may be
necessary.
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20.
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The
effective tax rate for FY08, which ends March 31, 2008, is expected
to be
between 33% and 34%.
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Bristow
Group - Aircraft Purchase Orders
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as
of September 30, 2007
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Aircraft
Class
|
Delivery
Quarter
|
Expected
Division
|
Contracted
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5
|
Training
|
Q3-FY2008
|
Global
Training Division
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N/A
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|
1
|
Small
|
Q3-FY2008
|
Western
Hemisphere
|
1
of 1
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|
3
|
Medium
|
Q3-FY2008
|
Western
Hemisphere
|
2
of 3
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|
1
|
Medium
|
Q3-FY2008
|
Eastern
Hemisphere
|
1
of 1
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5
|
Large
|
Q3-FY2008
|
Eastern
Hemisphere
|
5
of 5
|
|
1
|
Large
|
Q4-FY2008
|
Eastern
Hemisphere
|
1
of 1
|
|
2
|
Medium
|
Q1-FY2009
|
Western
Hemisphere
|
2
of 2
|
|
1
|
Large
|
Q1-FY2009
|
Western
Hemisphere
|
1
of 1
|
|
1
|
Medium
|
Q1-FY2009
|
Eastern
Hemisphere
|
0
of 1
|
|
1
|
Large
|
Q1-FY2009
|
Eastern
Hemisphere
|
1
of 1
|
|
1
|
Large
|
Q2-FY2009
|
Eastern
Hemisphere
|
0
of 1
|
|
1
|
Large
|
Q3-FY2009
|
Western
Hemisphere
|
0
of 1
|
|
3
|
Medium
|
Q3-FY2009
|
Eastern
Hemisphere
|
0
of 3
|
|
6
|
Large
|
Q3-FY2009
|
Eastern
Hemisphere
|
0
of 6
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|
32
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Note: Time
from delivery to first operation is in general 30 to 60
days.
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Total
Contracted = 14 of 27 non-training aircraft
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Bristow
Group - Aircraft Purchase Options
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|
as
of September 30, 2007
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|
Aircraft
Class
|
Delivery
Quarter
|
Expected
Division
|
|
|
1
|
Large
|
Q4-FY2009
|
Eastern
Hemisphere
|
|
2
|
Medium
|
Q1-FY2010
|
Eastern
Hemisphere
|
|
3
|
Large
|
Q1-FY2010
|
Eastern
Hemisphere
|
|
1
|
Medium
|
Q2-FY2010
|
Eastern
Hemisphere
|
|
3
|
Large
|
Q2-FY2010
|
Eastern
Hemisphere
|
|
4
|
Large
|
Q3-FY2010
|
Eastern
Hemisphere
|
|
1
|
Medium
|
Q4-FY2010
|
Western
Hemisphere
|
|
1
|
Medium
|
Q4-FY2010
|
Eastern
Hemisphere
|
|
1
|
Large
|
Q4-FY2010
|
Eastern
Hemisphere
|
|
2
|
Medium
|
Q1-FY2011
|
Western
Hemisphere
|
|
1
|
Medium
|
Q1-FY-2011
|
Eastern
Hemisphere
|
|
3
|
Large
|
Q1-FY-2011
|
Eastern
Hemisphere
|
|
1
|
Medium
|
Q2-FY2011
|
Western
Hemisphere
|
|
1
|
Medium
|
Q2-FY2011
|
Eastern
Hemisphere
|
|
1
|
Large
|
Q2-FY2011
|
Eastern
Hemisphere
|
|
1
|
Medium
|
Q3-FY2011
|
Western
Hemisphere
|
|
1
|
Medium
|
Q3-FY2011
|
Eastern
Hemisphere
|
|
2
|
Large
|
Q3-FY2011
|
Eastern
Hemisphere
|
|
1
|
Medium
|
Q4-FY2011
|
Western
Hemisphere
|
|
1
|
Medium
|
Q1-FY2012
|
Western
Hemisphere
|
|
1
|
Medium
|
Q1-FY2012
|
Eastern
Hemisphere
|
|
1
|
Medium
|
Q2-FY2012
|
Western
Hemisphere
|
|
1
|
Medium
|
Q2-FY2012
|
Eastern
Hemisphere
|
|
1
|
Medium
|
Q3-FY2012
|
Western
Hemisphere
|
|
1
|
Medium
|
Q4-FY2012
|
Western
Hemisphere
|
|
1
|
Medium
|
Q1-FY2013
|
Western
Hemisphere
|
|
1
|
Medium
|
Q1-FY2013
|
Eastern
Hemisphere
|
|
1
|
Medium
|
Q2-FY2013
|
Western
Hemisphere
|
|
1
|
Medium
|
Q2-FY2013
|
Eastern
Hemisphere
|
|
1
|
Medium
|
Q3-FY2013
|
Western
Hemisphere
|
|
42
|
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|
Note: Time
from delivery to first operation is in general 30 to 60
days.
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|
to
Leverage as Disclosed at September 30, 2007
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|||||||||||||||||||||
|
in
$ thousands
|
|||||||||||||||||||||
|
Total
|
Minority
|
Stockholders'
|
Total
|
||||||||||||||||||
|
Debt
|
Interest
|
Investment
|
Capital
|
Leverage
|
|||||||||||||||||
|
(a)
|
(b)
|
(c)
|
(d)
= (a) + (b) + (c)
|
(a)
/ (d)
|
|||||||||||||||||
|
As
of September 30, 2007
|
$ |
557,335
|
$ |
5,258
|
$ |
942,322
|
$ |
1,504,915
|
37.0 | % | |||||||||||
|
Adjust
for:
|
|||||||||||||||||||||
|
Unfunded
Pension Liability
|
112,121
|
$ |
112,121
|
||||||||||||||||||
|
NPV
of GE Lease Obligation
|
47,773
|
$ |
47,773
|
||||||||||||||||||
|
159,894
|
$ |
159,894
|
|||||||||||||||||||
|
Adjusted
|
$ |
717,229
|
$ |
5,258
|
$ |
942,322
|
$ |
1,664,809
|
43.1 | % | |||||||||||