Bristow Group Inc. (NYSE:BRS) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 2.03 is incorporated herein by reference.

Item 2.03. Other Events.

Funding of Subsidiary Credit Facility

On September 27, 2017 (the “Funding Date”), Bristow Equipment Leasing Ltd. (the “Borrower”), a subsidiary of Bristow Group Inc. (the “Company”), completed the final funding in respect of an aggregate amount of $230million of term loans (the “2017 Term Loans”) to the previously disclosed Credit Agreement, dated as of July 17, 2017 (the “2017 Credit Agreement”), among the Borrower, PK Transportation Finance Ireland Limited and the several banks, other financial institutions and other lenders from time to time party thereto (the “Lenders”), PK AirFinance S.à r.l., as agent (in such capacity, the “Agent”) for the Lenders, and PK AirFinance S.àr.l., as security trustee (in such capacity, the “Security Trustee”; together with the Borrower, the Lenders and the Agent, the “Parties”) for the MAG Agent and the MAG Parties (each as defined in the 2017 Credit Agreement), the Agent and the Lenders.

The proceeds of the 2017 Term Loans were used, among other things, for (1) mandatory prepayments in the amount of approximately $93.7 million of outstanding term loan indebtedness of the Company under the Amended and Restated Revolving Credit and Term Loan Agreement, dated as of November22,2010 (the “2010 Credit Agreement”), by and among the Company, as borrower, the lenders from time to time party thereto, and SunTrust Bank, as administrative agent, and (2) mandatory prepayments in the amount of approximately $17.0 million of outstanding term loan indebtedness of the Company under the Term Loan Credit Agreement, dated as of November 5, 2015 (the “2015 Credit Agreement”), by and among the Company, as borrower, the lenders from time to time party thereto, and SunTrust Bank, as administrative agent, and for general corporate purposes. Following mandatory prepayments on the Funding Date, the outstanding term loan indebtedness of the Company (a)under the 2010 Credit Agreement was approximately $159.7 million and (b) under the 2015 Credit Agreement was approximately $28.9 million.

On the Funding Date, the Company submitted a notice of prepayment to SunTrust Bank, as administrative agent under the 2015 Credit Agreement, of the Company’s intent (1) to prepay in full on October 2, 2017 all outstanding term loan indebtedness in the amount of approximately $28.9 million (together with accrued interest thereon) and other amounts outstanding under the 2015 Credit Agreement or required to be paid thereunder and (2) to terminate the 2015 Credit Agreement on October 2, 2017.

About Bristow Group Inc. (NYSE:BRS)

Bristow Group Inc. is an industrial aviation services provider and helicopter service provider to the offshore energy industry. The Industrial Aviation Services segment’s operations are conducted primarily through four regions: Europe Caspian, Africa, Americas and Asia Pacific. The Europe Caspian region consists of all its operations and affiliates in Europe and Central Asia, including Norway, the United Kingdom and Turkmenistan. The Africa region consists of all its operations and affiliates on the African continent, including Nigeria, Tanzania and Egypt. The Americas region consists of all its operations and affiliates in North America and South America, including Brazil, Canada, Trinidad and the United States Gulf of Mexico. The Asia Pacific region consists of all its operations and affiliates in Australia and Southeast Asia, including Malaysia and Sakhalin. Additionally, it operates a training unit, Bristow Academy.