Houston helicopter companies to merge in all-stock transaction

ERA Group and Bristow Helicopter have announced that they will merge in an all-stock transaction. Both companies have their head office in west Houston.



ERA is publicly-traded and has a market capitalization of $183 million. Bristow was publicly-traded until it entered Chapter 11 bankruptcy in 2019. The terms of the merger are that existing Bristow shareholders will get 77% of the combined company, while ERA shareholders will get 23%. The combined company will be renamed Bristow.

ERA CEO Chris Bradshaw will become the CEO. However, the rest of the management team will be named later. The current CFO of ERA is Jennifer Whalen, who has been in that role since June 2017. For Bristow, it is Brian Allman who was promoted to the role in March 2019. Mr Allman replaced Don Miller who was promoted to the CEO role of Bristow. No word yet on what role Mr Miller will have post-merger.

The companies expect to achieve $35 million in cost savings through the elimination of duplicate corporate expenses and the optimization of aircraft maintenance and fleet utilization.

Bristow filed for bankruptcy in May 2019 and exited in October. Existing shareholders were wiped out and the bondholders took over the company.  Debts of $1.7 billion were reduced by $900 million. The filing was somewhat controversial as some shareholders argued that Bristow should not have been put into bankruptcy as the equity still had value.

The transaction is expected to close in the second half of 2020. If shareholders of one of the companies votes down the deal, there will be a $9 million break-up payable to the other party.

SEC filing – ERA – Bristow merger

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