Document and Entity Information
Document and Entity Information | 12 Months Ended |
Mar. 31, 2020 | |
Cover [Abstract] | |
Entity Registrant Name | Bristow Group Inc. |
Entity Central Index Key | 0001525221 |
Entity Emerging Growth Company | false |
Document Type | 8-K |
Amendment Flag | false |
Document Period End Date | Mar. 31, 2020 |
Entity Address, State or Province | TX |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
Gross revenue: | ||||
Operating revenue from non-affiliates | $ 444,402 | $ 692,305 | $ 1,259,529 | $ 1,317,295 |
Operating revenue from affiliates | 23,323 | 30,614 | 48,378 | 56,142 |
Reimbursable revenue from non-affiliates | 18,038 | 34,304 | 61,755 | 60,538 |
Total consolidated revenue | 485,763 | 757,223 | 1,369,662 | 1,433,975 |
Operating expense: | ||||
Direct cost | 370,741 | 574,216 | 1,079,747 | 1,123,287 |
Reimbursable expense | 17,683 | 33,023 | 59,482 | 59,346 |
Pre-petition restructuring charges | 0 | 13,476 | 0 | 0 |
Depreciation and amortization | 28,238 | 70,864 | 124,899 | 124,042 |
General and administrative | 71,413 | 88,555 | 182,113 | 184,987 |
Operating expense | 488,075 | 780,134 | 1,446,241 | 1,491,662 |
Loss on impairment | (9,591) | (62,101) | (117,220) | (91,400) |
Loss on disposal of assets | (451) | (3,768) | (27,843) | (17,595) |
Earnings from unconsolidated affiliates, net of losses | 7,262 | 6,589 | 4,317 | 18,699 |
Operating loss | (5,092) | (82,191) | (217,325) | (147,983) |
Interest expense, net | (22,302) | (127,836) | (110,076) | (77,060) |
Reorganization items | (7,232) | (617,973) | 0 | 0 |
Loss on sale of subsidiaries | 0 | (55,883) | 0 | 0 |
Change in fair value of preferred stock derivative liability | 184,140 | 0 | 0 | 0 |
Other expense, net | (9,956) | (3,501) | (8,898) | (2,957) |
Income (loss) before provision for income taxes | 139,558 | (887,384) | (336,299) | (228,000) |
Benefit (provision) for income taxes | (482) | 51,178 | 161 | 30,891 |
Net income (loss) | 139,076 | (836,206) | (336,138) | (197,109) |
Net (income) loss attributable to noncontrolling interests | 152 | (208) | (709) | 2,425 |
Net income (loss) attributable to Bristow Group | $ 139,228 | $ (836,414) | $ (336,847) | $ (194,684) |
Earnings (loss) per common share: | ||||
Basic (in dollars per share) | $ 10.10 | $ (23.29) | $ (9.42) | $ (5.52) |
Diluted (in dollars per share) | (2.19) | (23.29) | (9.42) | (5.52) |
Cash dividends declared per common share (in dollars per share) | $ 0 | $ 0 | $ 0 | $ 0.07 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) [Abstract] | ||||
Net income (loss) | $ 139,076 | $ (836,206) | $ (336,138) | $ (197,109) |
Other comprehensive income (loss): | ||||
Currency translation adjustments | (16,428) | 22,952 | (36,382) | 25,927 |
Pension liability adjustment, net of tax (benefit) provision of zero, zero, ($1.6 million), and ($2.6 million), respectively | 6,389 | 0 | (5,291) | 12,333 |
Unrealized gain (loss) on cash flow hedges, net of tax (benefit) provision of zero, zero, $0.1 million and ($0.1 million), respectively | 1,410 | (682) | (42) | (346) |
Total comprehensive income (loss) | 130,447 | (813,936) | (377,853) | (159,195) |
Net (income) loss attributable to noncontrolling interests | 152 | (208) | (709) | 2,425 |
Currency translation adjustments attributable to noncontrolling interests | (12) | 52 | (180) | 4,269 |
Total comprehensive (income) loss attributable to noncontrolling interests | 140 | (156) | (889) | 6,694 |
Total comprehensive income (loss) attributable to Bristow Group | $ 130,587 | $ (814,092) | $ (378,742) | $ (152,501) |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Millions | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
Other comprehensive income (loss): | ||||
Pension liability adjustment, Tax | $ 0 | $ 0 | $ 1.6 | $ 2.6 |
Unrealized gain (loss) on cash flow hedges, Tax | $ 0 | $ 0 | $ 0.1 | $ (0.1) |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2020 | Mar. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 196,662 | $ 178,055 |
Restricted cash | 2,459 | 0 |
Accounts receivables from non-affiliates | 166,038 | 203,631 |
Accounts receivable from affiliates | 14,645 | 13,160 |
Inventories | 82,419 | 121,308 |
Assets held for sale | 32,401 | 5,350 |
Prepaid expenses and other current assets | 29,527 | 44,009 |
Total current assets | 524,151 | 565,513 |
Investment in unconsolidated affiliates | 110,058 | 118,203 |
Property and equipment - at cost: | ||
Land and buildings | 160,069 | 244,273 |
Aircraft and equipment | 741,245 | 2,497,622 |
Total property and equipment, at cost | 901,314 | 2,741,895 |
Less - Accumulated depreciation and amortization | (24,560) | (907,715) |
Total property and equipment, net | 876,754 | 1,834,180 |
Right-of-use asset | 305,962 | 0 |
Goodwill | 0 | 18,436 |
Other assets | 128,336 | 116,267 |
Total assets | 1,945,261 | 2,652,599 |
Current liabilities: | ||
Accounts payable | 52,110 | 99,573 |
Accrued wages, benefits and related taxes | 42,852 | 48,151 |
Income taxes payable | 1,743 | 3,646 |
Other accrued taxes | 4,583 | 6,729 |
Deferred revenue | 12,053 | 11,932 |
Accrued maintenance and repairs | 31,072 | 24,337 |
Accrued interest | 832 | 17,174 |
Current portion of operating lease liabilities | 81,484 | 0 |
Other accrued liabilities | 25,510 | 38,679 |
Short-term borrowings and current maturities of long-term debt | 45,739 | 1,418,630 |
Total current liabilities | 297,978 | 1,668,851 |
Long-term debt, less current maturities | 515,385 | 8,223 |
Accrued pension liabilities | 17,855 | 25,726 |
Preferred stock embedded derivative | 286,182 | 0 |
Other liabilities and deferred credits | 4,490 | 26,229 |
Deferred taxes | 22,775 | 111,203 |
Long-term operating lease liabilities | 224,595 | 0 |
Commitments and contingencies (Note 11) | ||
Mezzanine equity preferred stock: $.0001 par value, 6,824,582 issued and outstanding as of March 31, 2020 | 149,785 | 0 |
Stockholders' investment: | ||
Common stock | 1 | 386 |
Additional paid-in capital | 295,897 | 862,020 |
Retained earnings | 139,228 | 455,598 |
Accumulated other comprehensive loss | (8,641) | (327,989) |
Treasury shares, at cost (2,756,419 shares) | (184,796) | |
Total Bristow Group stockholders' investment | 426,485 | 805,219 |
Noncontrolling interests | (269) | 7,148 |
Total stockholders' investment | 426,216 | 812,367 |
Total liabilities, mezzanine equity and stockholders' investment | $ 1,945,261 | $ 2,652,599 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2020 | Mar. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Mezzanine equity preferred stock, par value (in dollars per share) | $ 0.0001 | |
Mezzanine equity preferred stock, shares issued | 6,824,582 | |
Mezzanine equity preferred stock, shares outstanding | 6,824,582 | |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 90,000,000 | 90,000,000 |
Common stock, shares outstanding | 11,235,566 | 35,918,916 |
Treasury stock, shares acquired, par value method | 1,291,441 | |
Treasury stock, shares acquired, cost method | 2,756,419 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
Cash flows from operating activities: | ||||
Net income (loss) | $ 139,076 | $ (836,206) | $ (336,138) | $ (197,109) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Depreciation and amortization | 43,741 | 70,864 | 124,899 | 124,042 |
Deferred income taxes | (4,866) | (62,476) | (14,454) | (49,334) |
Write off of deferred financing fees | 0 | 4,038 | 0 | 2,969 |
Discount amortization on long-term debt | 5,890 | 1,563 | 6,337 | 1,701 |
Reorganization items, net | (16,254) | 552,304 | 0 | 0 |
Loss on disposal of assets | 451 | 3,768 | 27,843 | 17,595 |
Loss on impairment | 9,591 | 62,101 | 117,220 | 91,400 |
Loss on sale of subsidiaries | 0 | 55,883 | 0 | 0 |
Deferral of lease payments | 0 | 285 | 5,094 | 3,991 |
Beneficial conversion feature on DIP Loan | 0 | 56,870 | 0 | 0 |
DIP Claim Liability | 0 | 15,000 | 0 | 0 |
Change in fair value of preferred stock derivative liability | (184,140) | 0 | 0 | 0 |
Stock-based compensation | 2,412 | 1,871 | 6,382 | 10,436 |
Equity in earnings from unconsolidated affiliates less than (in excess of) dividends received | (1,184) | (1,776) | 3,806 | (4,754) |
Increase (decrease) in cash resulting from changes in: | ||||
Accounts receivable | 24,097 | (10,247) | 19,197 | (32,459) |
Inventories | (2,856) | (605) | (7,473) | (2,154) |
Prepaid expenses and other assets | (483) | (1,226) | 1,543 | 11,913 |
Accounts payable | (15,823) | (13,861) | 4,487 | (3,385) |
Accrued liabilities | (3,966) | 23,745 | (55,058) | 6,070 |
Other liabilities and deferred credits | (5,199) | (20,761) | (13,122) | (466) |
Net cash used in operating activities | (9,513) | (98,866) | (109,437) | (19,544) |
Cash flows from investing activities: | ||||
Capital expenditures | (36,115) | (41,574) | (40,902) | (46,287) |
Deposits on assets held for sale | 4,500 | 0 | 0 | 0 |
Proceeds from asset dispositions | 13,845 | 5,314 | 13,813 | 48,740 |
Proceed from sale of consolidated affiliate | 0 | 0 | 965 | 0 |
Proceeds from OEM cost recoveries | 0 | 0 | 0 | 94,463 |
Cash transferred in sale of subsidiaries, net of cash received | 0 | (22,458) | 0 | 0 |
Net cash provided by (used in) investing activities | (17,770) | (58,718) | (26,124) | 96,916 |
Cash flows from financing activities: | ||||
Proceeds from borrowings | 0 | 225,585 | 470 | 896,874 |
Debt issuance costs | 0 | (14,863) | (2,599) | (20,560) |
Repayment of debt and debt redemption premiums | (25,132) | (366,750) | (61,052) | (671,567) |
Purchase of 4.5% Convertible Senior Notes call option | 0 | 0 | 0 | (40,393) |
Proceeds from issuance of warrants | 0 | 0 | 0 | 30,259 |
Partial prepayment of put/call obligation | 0 | (1,323) | (54) | (49) |
Dividends paid to noncontrolling interest | 0 | 0 | (580) | (331) |
Common stock dividends paid | 0 | 0 | 0 | (2,465) |
Issuance of common stock | 0 | 385,000 | 2,830 | 0 |
Repurchases for tax withholdings on vesting of equity awards | 0 | 0 | (2,157) | (2,740) |
Net cash provided by (used in) financing activities | (25,132) | 227,649 | (63,142) | 189,028 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 1,010 | 2,406 | (3,465) | 17,167 |
Net increase (decrease) in cash, cash equivalents and restricted cash | (51,405) | 72,471 | (202,168) | 283,567 |
Cash, cash equivalents and restricted cash at beginning of period | 250,526 | 178,055 | 380,223 | 96,656 |
Cash, cash equivalents and restricted cash at end of period | $ 199,121 | $ 250,526 | $ 178,055 | $ 380,223 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - $ / shares | 3 Months Ended | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Jun. 30, 2017 | Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
CONSOLIDATED STATEMENTS OF CASH FLOWS [Abstract] | |||||
Cash dividends declared per common share | $ 0.07 | $ 0 | $ 0 | $ 0 | $ 0.07 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' INVESTMENT AND REDEEMABLE NONCONTROLLING INTEREST - USD ($) $ in Thousands | Oct. 31, 2019 | Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2018 | |
Increase (Decrease) in Redeemable Noncontrolling Interests [Roll Forward] | |||||||
Beginning Balance | $ 618,921 | $ 0 | $ 0 | $ 0 | $ 6,886 | ||
Issuance of stock | $ 618,921 | 1,186 | |||||
Acquisition of noncontrolling interest | (6,121) | ||||||
Initial reclassification of embedded derivative to long-term liability | 470,322 | (470,322) | 470,322 | ||||
Reclassification from redeemable noncontrolling interest to noncontrolling interests | (835) | ||||||
Currency translation adjustments | 0 | 4,163 | |||||
Net income (loss) | 0 | (4,093) | |||||
Ending Balance | 618,921 | 149,785 | 618,921 | 149,785 | 0 | 0 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Total stockholders' investment | $ 294,566 | $ 812,367 | $ 812,367 | $ 1,183,501 | 1,293,666 | ||
Common stock, shares beginning balance | 11,235,535 | 35,918,916 | 35,918,916 | 35,526,625 | |||
Adoption of new accounting guidance | [1] | (1,746) | |||||
Issuance of common stock | 294,671 | $ 1,227 | $ 1,871 | $ 8,867 | 9,808 | ||
Acquisition of noncontrolling interest | 6,121 | ||||||
Issuance of preferred stock | $ 618,921 | ||||||
Reclassification from redeemable noncontrolling interests to noncontrolling interests | 5,612 | 835 | |||||
Equity component of Convertible Senior Notes issued | 36,778 | ||||||
Purchase of Convertible Senior Notes call option | 592 | (40,393) | |||||
Proceeds from issuance of warrants | 30,259 | ||||||
Common stock dividends | (2,465) | ||||||
Distributions paid to noncontrolling interests | (1,323) | (54) | (49) | ||||
Dividends paid to noncontrolling interest | 0 | 0 | (580) | (331) | |||
Currency translation adjustments | $ (12) | 52 | (180) | 106 | |||
Beneficial conversion feature on DIP Loan | 56,870 | ||||||
Sale of subsidiaries | (5,612) | (835) | |||||
Issuance of common stock, shares | 11,235,535 | 31 | |||||
Net income (loss) | $ 139,076 | (836,206) | (336,138) | (193,017) | |||
Other comprehensive income | (8,641) | 22,322 | (41,895) | 42,183 | |||
Cancellation of Predecessor equity | (49,868) | ||||||
Total stockholders' investment | $ 294,566 | $ 426,216 | $ 294,566 | $ 426,216 | $ 812,367 | $ 1,183,501 | |
Common stock, shares ending balance | 11,235,535 | 11,235,566 | 11,235,535 | 11,235,566 | 35,918,916 | 35,526,625 | |
Predecessor | |||||||
Increase (Decrease) in Redeemable Noncontrolling Interests [Roll Forward] | |||||||
Beginning Balance | $ 0 | ||||||
Ending Balance | $ 0 | $ 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Total stockholders' investment | 473 | ||||||
Total stockholders' investment | 473 | 473 | |||||
Common Stock | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Total stockholders' investment | $ 1 | $ 386 | $ 386 | $ 382 | $ 379 | ||
Common stock, shares beginning balance | 11,235,535 | 35,918,916 | 35,918,916 | 35,526,625 | 35,213,991 | ||
Issuance of common stock | $ 1 | $ 0 | $ 4 | $ 3 | |||
Currency translation adjustments | $ 0 | ||||||
Issuance of common stock, shares | 11,235,535 | 31 | 392,291 | 312,634 | |||
Net income (loss) | $ 0 | ||||||
Other comprehensive income | 0 | ||||||
Cancellation of Predecessor equity, Shares | (35,918,916) | ||||||
Cancellation of Predecessor equity | $ (386) | ||||||
Total stockholders' investment | $ 1 | $ 1 | $ 1 | $ 1 | $ 386 | $ 382 | |
Common stock, shares ending balance | 11,235,535 | 11,235,566 | 11,235,535 | 11,235,566 | 35,918,916 | 35,526,625 | |
Common Stock | Predecessor | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Total stockholders' investment | $ 0 | ||||||
Common stock, shares beginning balance | 0 | ||||||
Total stockholders' investment | $ 0 | $ 0 | |||||
Common stock, shares ending balance | 0 | 0 | |||||
Additional Paid-in Capital | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Total stockholders' investment | $ 294,670 | $ 862,020 | $ 862,020 | $ 852,565 | $ 809,995 | ||
Issuance of common stock | $ 294,670 | 1,227 | 1,871 | 8,863 | 9,805 | ||
Acquisition of noncontrolling interest | 6,121 | ||||||
Equity component of Convertible Senior Notes issued | 36,778 | ||||||
Purchase of Convertible Senior Notes call option | 592 | (40,393) | |||||
Proceeds from issuance of warrants | 30,259 | ||||||
Currency translation adjustments | 0 | ||||||
Beneficial conversion feature on DIP Loan | 56,870 | ||||||
Net income (loss) | 0 | ||||||
Other comprehensive income | 0 | ||||||
Cancellation of Predecessor equity | (920,761) | ||||||
Total stockholders' investment | 294,670 | 295,897 | 294,670 | 295,897 | 862,020 | 852,565 | |
Additional Paid-in Capital | Predecessor | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Total stockholders' investment | 0 | ||||||
Total stockholders' investment | 0 | 0 | |||||
Retained Earnings | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Total stockholders' investment | 0 | 455,598 | 455,598 | 794,191 | 991,340 | ||
Adoption of new accounting guidance | [1] | (1,746) | |||||
Issuance of common stock | 0 | 0 | |||||
Common stock dividends | (2,465) | ||||||
Currency translation adjustments | 0 | ||||||
Net income (loss) | 139,228 | (836,414) | (336,847) | (194,684) | |||
Other comprehensive income | 0 | ||||||
Cancellation of Predecessor equity | 380,816 | ||||||
Total stockholders' investment | 0 | 139,228 | 0 | 139,228 | 455,598 | 794,191 | |
Retained Earnings | Predecessor | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Total stockholders' investment | 0 | ||||||
Total stockholders' investment | 0 | 0 | |||||
Accumulated Other Comprehensive Income (Loss) | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Total stockholders' investment | 0 | (327,989) | (327,989) | (286,094) | (328,277) | ||
Issuance of common stock | 0 | 0 | |||||
Currency translation adjustments | 0 | ||||||
Net income (loss) | 0 | ||||||
Other comprehensive income | (8,641) | 22,322 | (41,895) | 42,183 | |||
Cancellation of Predecessor equity | 305,667 | ||||||
Total stockholders' investment | 0 | (8,641) | 0 | (8,641) | (327,989) | (286,094) | |
Accumulated Other Comprehensive Income (Loss) | Predecessor | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Total stockholders' investment | 0 | ||||||
Total stockholders' investment | 0 | 0 | |||||
Treasury Stock | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Total stockholders' investment | (184,796) | (184,796) | (184,796) | (184,796) | |||
Cancellation of Predecessor equity | 184,796 | ||||||
Total stockholders' investment | (184,796) | (184,796) | |||||
Treasury Stock | Predecessor | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Total stockholders' investment | 0 | ||||||
Total stockholders' investment | 0 | 0 | |||||
Noncontrolling Interests | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Total stockholders' investment | (105) | 7,148 | 7,148 | 7,253 | 5,025 | ||
Issuance of common stock | 0 | 0 | |||||
Reclassification from redeemable noncontrolling interests to noncontrolling interests | 5,612 | 835 | |||||
Distributions paid to noncontrolling interests | (1,323) | (54) | (49) | ||||
Dividends paid to noncontrolling interest | (580) | (331) | |||||
Currency translation adjustments | (12) | 52 | (180) | 106 | |||
Sale of subsidiaries | (5,612) | (835) | |||||
Net income (loss) | (152) | 208 | 709 | 1,667 | |||
Other comprehensive income | 0 | ||||||
Total stockholders' investment | (105) | (269) | (105) | $ (269) | $ 7,148 | $ 7,253 | |
Noncontrolling Interests | Predecessor | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Total stockholders' investment | $ 473 | ||||||
Total stockholders' investment | $ 473 | $ 473 | |||||
[1] | Cumulative-effect adjustment upon the adoption of new accounting guidance related to current and deferred income taxes for intra-entity transfer of assets other than inventory. For further details, see Note 1. |
CONSOLIDATED STATEMENTS OF ST_2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' INVESTMENT AND REDEEMABLE NONCONTROLLING INTEREST (Parenthetical) - $ / shares | 3 Months Ended | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Jun. 30, 2017 | Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' INVESTMENT AND REDEEMABLE NONCONTROLLING INTEREST [Abstract] | |||||
Cash dividends declared per common share | $ 0.07 | $ 0 | $ 0 | $ 0 | $ 0.07 |
OPERATIONS, BASIS OF PRESENTATI
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Mar. 31, 2020 | |
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Note 1 — OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Operations Bristow Group Inc., a Delaware corporation (together with its consolidated entities, unless the context requires otherwise, “Bristow Group,” “Bristow” or the “Company”), is the leading provider of industrial aviation services to the worldwide offshore energy industry based on the number of aircraft operated. With a fleet of 315 aircraft as of March 31, 2020 (Successor), including 105 held by unconsolidated affiliates, the Company and its affiliates conduct major transportation operations in the North Sea, Nigeria and the U.S. Gulf of Mexico, and in most of the other major offshore energy producing regions of the world, including Australia, Brazil, Canada, Guyana and Trinidad. It provides commercial search and rescue (“SAR”) services in Canada, Guyana, Norway, Trinidad and the United States. It provides public sector SAR services in the U.K. on behalf of the Maritime & Coastguard Agency. It also provides regional fixed wing scheduled and charter services in Nigeria through its consolidated affiliate Bristow Helicopters (Nigeria) Ltd. and Australia through its consolidated affiliate, Capiteq Limited, operating under the name of Airnorth. These operations support its primary industrial aviation services operations in those markets, creating a more integrated logistics solution for its customers. Basis of Presentation The consolidated financial statements include the accounts of the Company after elimination of all significant intercompany accounts and transactions. Investments in affiliates in which the Company has a majority voting interest and entities that meet the criteria of Variable Interest Entities (“VIEs”) of which the Company is the primary beneficiary are consolidated. See discussion of VIEs in Note 6. The Company applies the equity method of accounting for investments in entities if it has the ability to exercise significant influence over an entity that (a) does not meet the variable interest entity criteria or (b) meets the variable interest entity criteria, but for which the Company is not deemed to be the primary beneficiary. The Company applies the cost method of accounting for investments in other entities if it does not have the ability to exercise significant influence over the unconsolidated affiliate. These investments in private companies are carried at cost and are adjusted only for capital distributions and other-than-temporary declines in value. Dividends from cost method investments are recognized in earnings from unconsolidated affiliates, net of losses, when paid. The Company’s fiscal year ends March 31, and the Company refers to fiscal years based on the end of such period. Therefore, the fiscal year ended March 31, 2020 is referred to as fiscal year 2020. Emergence from Voluntary Reorganization under Chapter 11 On May 11, 2019 (the “Petition Date”), Bristow Group Inc. and certain of its subsidiaries, BHNA Holdings Inc., Bristow Alaska Inc., Bristow Helicopters Inc., Bristow U.S. Leasing LLC, Bristow U.S. LLC, BriLog Leasing Ltd. and Bristow Equipment Leasing Ltd. (together, the “Debtors”), filed voluntary petitions (the “Chapter 11 Cases”) in the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the “Bankruptcy Court”) seeking relief under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”). The Debtors’ Chapter 11 Cases were jointly administered under the caption In re: Bristow Group Inc., et al., Main Case No. 19-32713. During the pendency of the Chapter 11 Cases, the Debtors continued to operate their businesses and manage their properties as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. On October 8, 2019, the Bankruptcy Court entered an order confirming the Amended Joint Chapter 11 Plan of Reorganization of Bristow Group Inc. and its Debtor Affiliates (as modified, the “Plan”). The effective date of the Plan (the “Effective Date”) occurred on October 31, 2019. Upon the Company’s emergence from bankruptcy, the Company adopted fresh-start accounting in accordance with provisions of the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) No. 852, “Reorganizations” (“ASC 852”), which resulted in the Company becoming a new entity for financial reporting purposes on the Effective Date. Upon the adoption of fresh-start accounting, the Company’s assets and liabilities were recorded at their fair values as of the fresh-start reporting date, October 31, 2019. As a result of the adoption of fresh-start accounting, the Company’s consolidated financial statements subsequent to October 31, 2019 may not be comparable to its consolidated financial statements prior to October 31, 2019. See Note 3 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. References to “Successor” or “Successor Company” relate to the financial position and results of operations of the reorganized Company subsequent to October 31, 2019. References to “Predecessor” or “Predecessor Company” relate to the financial position and results of operations of the Company prior to, and including, October 31, 2019. See Note 2 for further details on the Chapter 11 Cases and the Plan. Summary of Significant Accounting Policies Use of Estimates • Allowances for doubtful accounts; • Inventory allowances; • Property and equipment; • Goodwill, intangible and other long-lived assets; • Pension benefits; • Derivatives; • Contingent liabilities; and • Taxes. Cash, Cash Equivalents and Restricted Cash The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that add up to the total of such amounts shown in the consolidated statements of cash flows (in thousands). Successor Predecessor March 31, 2020 October 31, 2019 March 31, 2019 Reconciliation of cash, cash equivalents and restricted cash as shown in the statements of cash flows: Cash and cash equivalents $ 196,662 $ 202,079 $ 178,055 Restricted cash 2,459 48,447 — Total cash, cash equivalents and restricted cash $ 199,121 $ 250,526 $ 178,055 Accounts Receivable — As of March 31, 2020 (Successor), the allowance for doubtful accounts for non-affiliates was $0.4 million, which was recorded during the five months ended March 31, 2020 (Successor) and primarily related to a customer in the U.S. Gulf of Mexico. As of March 31, 2019 (Predecessor), the allowance for doubtful accounts for non-affiliates was $1.6 million and primarily related to the amounts due from a customer in Australia. The following table is a rollforward of the allowance for doubtful accounts from non-affiliates (in thousands): Successor Predecessor Five Months Seven Months Ended Ended Fiscal Year Ended March 31, March 31, October 31, 2020 2019 2019 2018 Balance – beginning of period $ — $ 1,617 $ 3,304 $ 4,498 Additional allowances 368 25 1,073 1,463 Write-offs and collections — — (2,760 ) (2,657 ) Sale of subsidiaries (1) — (851 ) — — Fresh-start accounting adjustments (2) — (791 ) — — Balance – end of period $ 368 $ — $ 1,617 $ 3,304 (1) As the result of the sale of Eastern Airways International Limited (“Eastern Airways”), Aviashelf Aviation Co. (“Aviashelf”), Bristow Helicopters Leasing Limited (“BHLL”) and Sakhalin Bristow Air Services Ltd, the Company wrote off allowance for doubtful accounts for non-affiliates by $0.9 million. For more details, see “ Loss on Sale of Subsidiaries (2) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted allowance for doubtful accounts to fair value at the Effective Date. As of March 31, 2020 (Successor) and March 31, 2019 (Predecessor), there were no allowances for doubtful accounts related to accounts receivable due from affiliates. Inventories — Impairment of Assets” In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted inventory to its fair value of $81.2 million at the Effective Date. See Note 3 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. The following table is a rollforward of the allowance related to dormant, obsolete and excess inventory (in thousands): Successor Predecessor Five Months Seven Months Ended Ended Fiscal Year Ended March 31, March 31, October 31, 2020 2019 2019 2018 Balance – beginning of period $ — $ 19,448 $ 26,030 $ 21,514 Additional allowances 62 551 2,140 6,355 Inventory disposed and scrapped — (811 ) (7,427 ) (3,353 ) Fresh start accounting adjustments — (19,143 ) — — Foreign currency effects — (45 ) (1,295 ) 1,514 Balance – end of period $ 62 $ — $ 19,448 $ 26,030 During the five months ended March 31, 2020 (Successor), the seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), the Company increased the allowance for inventory by $0.1 million, $0.6 million, $2.1 million and $6.4 million, respectively, as a result of its periodic assessment of inventory that was dormant or obsolete within its operational fleet of aircraft and the recognition of reserves for the end of aircraft fleet lives. For discussion of impairment of inventories, see “Impairment of Assets” below. The impairment of inventories is included in loss on impairment and additional allowances are included in direct costs on the consolidated statements of operations. Prepaid Expenses and Other Current Assets Property and Equipment Consistent with the Company’s policy to review useful lives and residual value when changes in circumstances indicate a change in estimate may be required, upon emergence from Chapter 11, the Company performed a review of useful lives and residual values. As a result of this review, the Company made certain changes to the useful lives and residual values of aircraft and related equipment. No material changes were made to non-aircraft property, plant and equipment useful lives and residual values. The Company’s previous policy stated that estimated useful lives of aircraft generally range from 5 to 15 years, and the residual value used in calculating depreciation of aircraft generally ranged from 30% to 50% of cost. The Company’s revised policy will generally utilize a 30 year useful life from the date of manufacture of an aircraft for used aircraft and the in-service date for new aircraft and a residual value range of 5% to 25% of cost. In certain circumstances, the useful lives of aircraft are limited by a 30,000 flight hour restriction on the airframe of an aircraft imposed by certain aircraft manufacturers. These changes in useful lives reflect the Company’s view of expected operating conditions and the economic environment, which suggest the Company will utilize its aircraft for longer than it has historically. The changes in residual values reflect the change made to useful lives and the current expectations of fair market value to be achieved at the time of eventual disposal, based on historical sales data during the decline in the oil and gas industry. The Company capitalizes betterments and improvements to its aircraft and depreciates such costs over the remaining useful lives of the aircraft. Betterments and improvements increase the life or utility of an aircraft. For further details on property and equipment, see Note 7. Goodwill — The Company no longer has goodwill associated with any reporting units as of March 31, 2020 (Successor). Goodwill related to the Predecessor Company’s Asia Pacific reporting unit was as follows (in thousands): Total March 31, 2018 (Predecessor) $ 19,907 Foreign currency translation (1,471 ) March 31, 2019 (Predecessor) 18,436 Foreign currency translation (932 ) Impairments (17,504 ) October 31, 2019 (Predecessor) $ — For the purposes of performing an impairment assessment of goodwill, the Company evaluates whether there are reporting units below the reporting segment it discloses for segment reporting purposes by assessing whether its regional management typically reviews results and whether discrete financial information exists at a lower level. During the three months ended September 30, 2019 (Predecessor), the Company noted an overall reduction in expected operating results for Airnorth, resulting from continued cost pressure combined with less than expected passenger and route fulfillment. The Company concluded the fair value of goodwill for Airnorth could have fallen below its carrying value and performed an interim impairment test of goodwill for Airnorth as of September 30, 2019 (Predecessor), concluding the estimated fair value of Airnorth was below its carrying value. The Company recorded an impairment charge of $17.5 million reflected in loss on impairment on the statement of operations for the seven months ended October 31, 2019 (Predecessor). The Company estimated the fair value of Airnorth using a combination of the income and market approaches, requiring the Company to use significant unobservable inputs, representative of a Level 3 fair value measurement, including assumptions related to future performance, such as projected demand for services and rates. The income approach was based on a discounted cash flow model using projected future cash flows based on the Company’s estimates of future rates for services, utilization, operating costs, capital requirements, growth rates and terminal values. Forecasted rates and utilization take into account current market conditions and anticipated business outlook, both of which were impacted by the adverse changes in the offshore energy and mining business environment. Operating costs were forecasted using a combination of historical average operating costs and expected future costs. Capital requirements included cash outflows for new aircraft, infrastructure and improvements, as necessary, based on management’s estimates of future capital costs driven by expected market demand in future periods. A terminal period was used to reflect the Company’s estimate of stable, perpetual growth. The future cash flows were discounted using a market-participant risk-adjusted weighted average cost of capital for the reporting unit. These assumptions were derived from unobservable inputs and reflect management’s judgments and assumptions. The market approach was based upon the application of price-to-earnings multiples to management’s estimates of future earnings adjusted for a control premium. Management’s earnings estimates were derived from unobservable inputs that require significant estimates, judgments and assumptions as described in the income approach. During the seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), the Company did not evaluate the estimated fair value of its reporting units compared to its market capitalization because the reporting units with goodwill did not represent a significant portion of its business. Other Intangible Assets Intangible assets by type were as follows for the Successor Company (in thousands): U.K. SAR PBH Total Gross Carrying Amount Additions (1) $ 58,000 $ 76,838 $ 134,838 Translation (2,294 ) (2,517 ) $ (4,811 ) March 31, 2020 (Successor) $ 55,706 $ 74,321 $ 130,027 Accumulated Amortization October 31, 2019 (Successor) $ — $ — $ — Amortization expense (3,251 ) (15,503 ) (18,754 ) March 31, 2020 (Successor) $ (3,251 ) $ (15,503 ) $ (18,754 ) Weighted average remaining contractual life, in years 7.0 16.9 10.7 (1) In connection with the Company’s emergence from bankruptcy and in accordance with ASC 852, the Company recognized customer contract intangibles of $58.0 million related to U.K. SAR and $76.8 million related to power-by-the-hour (“PBH”) contracts. The amortization expense for the U.K. SAR contract is recorded in depreciation and amortization on the consolidated financial statements and the amortization expense for the PBH contracts is recorded in maintenance expense included in direct costs on the consolidated financial statements. Future amortization expense of intangible assets for each of the years ending March 31 (Successor) is as follows (in thousands): 2021 (1) $ 24,207 2022 (1) 15,956 2023 (1) 15,909 2024 (1) 15,767 2025 (1) 15,767 Thereafter (1) 23,667 $ 111,273 (1) The portion of future amortization expense that will be included in maintenance expense is $16.7 million for fiscal year 2021, $8.5 million for fiscal year 2022, $8.4 million for fiscal year 2023, $8.3 million for fiscal year 2024, $8.3 million for fiscal year 2025 and $8.7 million thereafter. Intangible assets by type were as follows for the Predecessor Company (in thousands): Client relationships (1) Trade name and trademarks (1) Internally developed software (1) Licenses (1) Total Gross Carrying Amount March 31, 2018 $ 12,777 $ 4,878 $ 1,107 $ 755 $ 19,517 Foreign currency translation (98 ) (259 ) (13 ) (2 ) (372 ) March 31, 2019 12,679 4,619 1,094 753 19,145 Foreign currency translation (33 ) (11 ) — — (44 ) October 31, 2019 (Predecessor) $ 12,646 $ 4,608 $ 1,094 $ 753 $ 19,101 Accumulated Amortization March 31, 2018 $ (11,372 ) $ (1,213 ) $ (915 ) $ (719 ) $ (14,219 ) Impairments — (2,933 ) (72 ) — (3,005 ) Amortization expense (234 ) (142 ) (107 ) (34 ) (517 ) March 31, 2019 (11,606 ) (4,288 ) (1,094 ) (753 ) (17,741 ) Amortization expense (90 ) — — — (90 ) October 31, 2019 (11,696 ) (4,288 ) (1,094 ) (753 ) (17,831 ) Fresh-start accounting adjustment (2) (950 ) (320 ) — — (1,270 ) October 31, 2019 (Predecessor) $ (12,646 ) $ (4,608 ) $ (1,094 ) $ (753 ) $ (19,101 ) (1) The Bristow Norway and Eastern Airways acquisitions, completed in October 2008 and February 2014, respectively, included in the Europe Caspian region, resulted in intangible assets for client contracts, client relationships, trade names and trademarks, internally developed software and licenses. On May 10, 2019, the Company sold Eastern Airways. The Airnorth acquisition completed in January 2015, included in its Asia Pacific region, resulted in intangible assets for client contracts, client relationships and trade name and trademarks. For discussion of impairment of long-lived assets, including purchased intangibles subject to amortization, see “ Impairment of Assets. (2) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted the intangible assets of $1.3 million to its fair value of zero at the Effective Date. See Note 3 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. In addition to the other intangible assets described above, other assets included the long-term portion of contract acquisition and pre-operating costs totaling $37.1 million as of March 31, 2019 (Predecessor), related to the SAR contracts in the U.K. and two customer contracts in Norway, which were recoverable under the contracts and were being expensed over the terms of the contracts. In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted the long-term portion of contract acquisition and pre-operating costs by $31.2 million to its fair value of zero at the Effective Date. See Note 3 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. Contingent Liabilities — Proceeds from casualty insurance settlements in excess of the carrying value of damaged assets are recognized in gain (loss) on disposal of assets when the Company has received proof of loss documentation or are otherwise assured of collection of these amounts. Revenue Recognition Pension Benefits — Maintenance and Repairs Taxes The Company recognizes deferred income tax assets to the extent that it believes that these assets are more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines that it would be able to realize its deferred income taxes assets in the future in excess of their net recorded amount, the Company would adjust the valuation allowance. The Company recognizes tax benefits attributable to uncertain tax positions when it is more-likely-than-not that a tax position will be sustained upon examination by the authorities. The benefit from a position that has surpassed the more-likely-than-not threshold is the largest amount of benefit that is more than 50% likely to be realized upon settlement. The Company recognizes interest and penalties accrued related to unrecognized tax benefits as a component of benefit (provision) for income taxes in its statement of operations. Foreign Currency Other income (expense), net, in the Company’s consolidated statements of operations includes foreign currency transaction gains and losses as shown in the following table. Earnings from unconsolidated affiliates, net of losses, are also affected by the impact of changes in foreign currency exchange rates on the reported results of the Company’s unconsolidated affiliate, primarily the impact of changes in the Brazilian real to U.S. dollar exchange rate on earnings for its affiliate in Brazil, as shown in the following table (in thousands): Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Foreign currency transaction losses (11,577 ) (1,327 ) (5,163 ) (2,580 ) Foreign currency transaction gains (losses) from earnings from unconsolidated affiliates, net of losses (115 ) (1,123 ) (4,163 ) (1,956 ) Derivative Financial Instruments Incentive Compensation Interest Income (Expense), Net Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Interest income $ 662 $ 822 $ 3,424 $ 677 Interest expense (1)(2)(3) (22,964 ) (128,658 ) (113,500 ) (77,737 ) Interest expense, net $ (22,302 ) $ (127,836 ) $ (110,076 ) $ (77,060 ) (1) Interest expense for the seven months ended October 31, 2019 (Predecessor) includes $56.9 million of non-cash interest expense related to the beneficial conversion feature on the DIP Facility (as defined herein) and $15.0 million of non-cash interest expense related to the DIP claim liability. See Note 3 for further details on the DIP beneficial conversion feature. (2) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted debt to its respective fair value of $586.4 million at the Effective Date by $57.7 million, which represents the discount from par value of the debt. Interest expense for the five months ended March 31, 2020 (Successor) includes discount amortization of $5.9 million. See Notes 3 and 8 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. (3) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company wrote-off all deferred financing fees as of October 31, 2019 (Predecessor). Therefore, interest expense for the five months ended March 31, 2020 (Successor) does not include any amortization of deferred financing fees. See Notes 3 and 8 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. Other Income (Expense), Net Redeemable Noncontrolling Interest Mezzanine Preferred Stock Redeemable equity securities that are not currently redeemable, but are probable of becoming redeemable should be accreted to their redemption values. The Company assessed whether the New Preferred Stock is probable of becoming cash redeemable. An event outside the holder’s control may prevent an instrument from becoming otherwise redeemable, and in such circumstances, the probability that an intervening event will occur should be considered in determining whether an instrument is probable of becoming redeemable (and thus whether subsequent measurement is required). The Company determined that it is not probable that the New Preferred Stock will become cash redeemable as the Company expects that (1) settlement events outside of the holder’s control are more probable than not of occurring prior to a potential cash redemption date, (2) upon occurrence of these events, the Company controls the ability to settle the New Preferred Stock using shares of New Common Stock (as defined herein), and (3) it is probable that the Company will have sufficient authorized, unissued shares of New Common Stock (in other words, it is not probable that the Company would be unable to settle in shares upon the occurrence of a triggering event). The Company continues to monitor the likelihood of any circumstance that would require the Company to settle the New Preferred Stock using cash. If it becomes probable that the New Preferred Stock will become cash redeemable, the Company will accrete to redemption value using an appropriate method. For further details, see Note 15. Impairment of Assets Loss on impairment includes the following (in thousands): Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Impairment of property and equipment (1) $ — $ 42,022 $ 104,939 $ — Impairment of inventories — — 9,276 5,717 Impairment of investment in unconsolidated affiliates 9,591 2,575 — 85,683 Impairment of intangibles — — 3,005 — Impairment of goodwill — 17,504 — — $ 9,591 $ 62,101 $ 117,220 $ 91,400 (1) Includes impairment of $42.0 million for H225 aircraft for the seven months ended October 31, 2019 (Predecessor). Includes impairment of $87.5 million for H225 aircraft and $17.5 million for Eastern Airways aircraft and equipment for the nine months ended December 31, 2018 (Predecessor). For details on the Company’s analysis of impairment of property and equipment, inventories, investment in unconsolidated affiliates, goodwill and other long-lived assets, see discussion below. On March 31, 2020, Brent crude oil prices closed at $20.51 per barrel, declining from $61.14 per barrel on December 31, 2019. A gradual decline occurred from December 31, 2019 to the first week of March 2020. The decline accelerated the first week of March 2020 from ~$50 per barrel to the mid-$30’s per barrel and further downward volatility continued in April 2020. A combination of factors led to this decline, including an increase in low-priced oil from Saudi Arabia supplied into the market coupled with Russia’s position to abstain from participating in the supply reduction agreement with the Organization of the Petroleum Countries and the reduction in demand for oil due to the coronavirus disease, COVID-19 (“COVID-19”). COVID-19 has resulted in a global crisis with the majority of countries closing off international travel and instituting other measures, including, among other things, reducing or eliminating public gatherings by placing limits on such events, shuttering non-essential stores and services, encouraging voluntary quarantines and imposing involuntary quarantines, in an effort to reduce and slow the spread of COVID-19. The long-term impact of COVID-19 on the global economy is not yet known, but it has had and is likely to have a significant influence on economic activity in the near-term. Financial markets have experienced significant volatility and energy companies have experienced a significant decline as a result of COVID-19. The Company has implemented several measures at its bases, in conjunction with its customers and based upon guidance from local public health authorities, to help protect employees and customers, including, but not limited to, measures to restrict access to sites, medical screenings/questionnaires prior to all flights, enhanced sanitization of aircraft and equipment, modification of aircraft and special protocols on travel and passenger transport, and is also monitoring developments to modify actions as appropriate. Many of the Company’s employees are deemed “essential” in the regions in which they operate and are therefore allowed to continue conducting business notwithstanding guidance or orders of general applicability issued by governments requiring businesses to close, persons to shelter in place, borders to close and other actions of that nature. In addition, the Company has developed and is offering its customers COVID-19 medevac transport in certain regions. The Company cannot estimate the impact such measures and the reduced demand for oil and gas will have on its financial results at this time; however, the effects could be significant. Property and equipment — During the quarter ended March 31, 2020 (Successor), the Australian government implemented significant travel restrictions within Australia and to and from Australia, severely impacting Airnorth operations in addition to the reduction in general aviation activity due to COVID-19 concerns. As a result, the Company made significant changes to the near-term forecasted Airnorth cash flows, which are considered, along with the future uncertainty of longer-term forecasted cash flows, to be an indicator of impairment for the Airnorth asset group. The Company estimated future undiscounted cash flows to test the recoverability of the Airnorth asset group, requiring the Company to use significant unobservable inputs, including assumptions related to projected demand for services and rates. Given the uncertainty of the future forecasted cash flows, the Company prepared a probability weighted scenario analysis. The analysis resulted in a determination that the Airnorth asset group was recoverable based on the comparison of the undiscounted cash flows to the carrying value of the asset group at March 31, 2020 (Successor). The Company will continue to monitor the impacts of the COVID-19 global pandemic on Airnorth operations and update this analysis should changes in facts and circumstances indicate a potential lack of recoverability in future periods. The Company’s Humberside Airport operations were similarly impacted by the COVID-19 global pandemic during the quarter ended March 31, 2020 (Successor). Humberside Airport is an airport located near Humberside, England, which provides airport and related services to global and regional airlines. As a result of COVID-19, a significant customer temporarily suspended flight services into the airport, in addition to the decline in general aviation activity being experienced by all airlines and airports globally. The Company has made significant changes to the near-term forecasted Humberside Airport cash flows, which are considered, along with the future uncertainty of longer-term forecasted cash flows, to be an indicator of impairment for the Humberside Airport asset group. The Company estimated future undiscounted cash flows to test the recoverability of the Humberside Airport asset group, requiring the Company to use significant unobservable inputs, including assumptions related to projected demand for services and rates. Given the uncertainty of the future forecasted cash flows, the Company prepared a probability weighted scenario analysis. The analysis resulted in a determination that the Humberside Airport asset group was recoverable based on the comparison of the undiscounted cash flows to the carrying value of the asset group at March 31, 2020 (Successor). The Company will continue to monitor the impacts of the COVID-19 global pandemic on the Humberside Airport operations and update this analysis should changes in facts and circumstances indicate a potential lack of recoverability in future periods. The Company’s oil and gas operations have experienced a reduction in flight hours during the quarter ended March 31, 2020 (Successor) and the Company expects to continue to experience a reduction in flight hours and aircraft on contract in future periods as a result of the aforementioned global events. As a result, the Company made changes to the near-term forecasted oil and gas cash flows, which are considered, along with the future uncertainty of longer-term forecasted cash flows, to be an indicator of impairment for the oil and gas asset group. The Company estimated future undiscounted cash flows to test the recoverability of the oil and gas asset group, requiring the Company to use significant unobservable inputs, including a |
REORGANIZATION
REORGANIZATION | 12 Months Ended |
Mar. 31, 2020 | |
REORGANIZATION [Abstract] | |
REORGANIZATION | Note 2 — REORGANIZATION On the Petition Date, the Debtors filed the Chapter 11 Cases in the Bankruptcy Court seeking relief under Chapter 11 of the Bankruptcy Code. On October 8, 2019, the Bankruptcy Court entered an order confirming the Plan and on October 31, 2019, in accordance with the terms of the Plan and such confirmation order, the Plan became effective and the Debtors emerged from bankruptcy. Restructuring Support Agreement On May 10, 2019, the Company entered into an initial Restructuring Support Agreement (the “Initial RSA”) with (i) certain holders of the Company’s 8.75% Senior Secured Notes due 2023 (the “8.75% Senior Secured Notes”) and (ii) the guarantors of the 8.75% Senior Secured Notes (the “Secured Guarantors”), to support a restructuring of the Company. On June 27, 2019, the Company entered into an amendment and restatement of the Initial RSA and on July 24, 2019, the Company entered into a second amendment and restatement thereof (as so amended and restated, the “Second Amended RSA”). Upon emergence, the Company implemented the provisions of the Second Amended RSA in accordance with the Plan on the Effective Date as follows: • The 8.75% Senior Secured Notes were cancelled and holders thereof received (a) payment in full in cash of any accrued and unpaid pre- and post-petition interest at the non-default contract rate (except to the extent otherwise paid as adequate protection pursuant to the cash collateral order and not recharacterized or otherwise avoided but not including any make-whole or prepayment premium), (b) after giving effect to the payment in clause (a), cash in an amount equal to 97% of such holder’s allowed claims in respect of the 8.75% Senior Secured Notes and (c) rights to participate in the Rights Offering (as defined below). • The Company’s 6¼% Senior Notes due 2022 (the “6¼% Senior Notes”) and 4½% Convertible Senior Notes due 2023 (the “4½% Convertible Senior Notes” and, together with the 6¼% Senior Notes, the “Unsecured Notes”), together with the associated indentures (the “Unsecured Notes Claims”), were cancelled and a holder of allowed claims in respect of Unsecured Notes Claims received (a) if such holder was a 4(a)(2) Eligible Holder (as defined in the Plan), its pro rata share of (x) an unsecured equity pool and (y) rights to participate in the Rights Offering, (b) if such holder was not a 4(a)(2) Eligible Holder, either (x) its pro rata share of an unsecured equity pool and rights to participate in the Rights Offering or (y) its pro rata share of the GUC Cash Distribution Amount (as defined in the Plan). • The Predecessor Company’s financing facility (the “DIP Facility”) under the DIP Credit Agreement (as defined below) was refinanced and replaced with the Term Loan Agreement (as defined below), which was subsequently amended and extended (refer to Note 8 for credit agreement definitions and further details regarding the credit agreements). • Claims under the DIP Facility were settled with the issuance of new common stock, par value $0.0001, of the Company, as reorganized pursuant to the Plan (the “New Common Stock”), and new preferred stock, par value $0.0001, of the Company, as reorganized pursuant to the Plan (the “New Preferred Stock” and, together with the New Common Stock, the “New Stock”), equal to the principal and Equitization Consent Fee (as defined below). The lenders under the DIP Credit Agreement also received a fee equal to 10% of the amount of the DIP Facility of $150 million paid in New Stock (the “Equitization Consent Fee”). In accordance with the DIP Credit Agreement, the DIP Facility matured on the Effective Date; the principal balance and the accreted Equitization Consent Fee were converted into 3,490,010 shares of New Common Stock and 634,269 shares of New Preferred Stock. • Trade vendor claims were paid in full or otherwise continue as impaired. General unsecured creditors were impaired and received a distribution on account of their claims in the form of New Stock or cash. • The Predecessor Company’s common stock, par value $0.01 per share (“Predecessor Common Stock”), and all options, warrants, rights, restricted stock units or other securities or agreements to acquire Predecessor Common Stock, were cancelled as of the Effective Date. • The Company amended and restated its certificate of incorporation and its bylaws. • The Company appointed new members to the Successor Company’s board of directors to replace directors of the Predecessor Company. • The Predecessor’s equity award agreements under prior incentive plans, and the awards granted pursuant thereto, were extinguished, canceled and discharged. • The Compensation Committee of the Board of Directors of the Company (the “Board”) authorized the MIP (as defined below) which granted awards in New Stock. • A $385 million Rights Offering was issued for new equity of the Successor. Pursuant to the Rights Offering, eligible participants purchased their pro rata share of 58.22% of the total number of shares of New Stock issued (except for the New Stock issued under the MIP). The Rights Offering was backstopped by certain parties for a commitment premium that was paid with an additional 5.83% of the New Stock (except for the New Stock issued under the MIP), or 1,059,211 shares of New Preferred Stock. • The Company issued: • approximately 1,300,000 shares of New Common Stock to holders of the 8.75% Senior Secured Notes; • approximately 9,900,000 shares of New Common Stock to holders of the Unsecured Notes and holders of General Unsecured Claims (as defined in the Plan); • approximately 900,000 shares of New Preferred Stock to holders of the 8.75% Senior Secured Notes; and • approximately 5,900,000 shares of New Preferred Stock to holders of the Unsecured Notes. See Notes 8 and 15 for further information regarding the Company’s Successor and Predecessor debt and equity instruments. Backstop Commitment Agreement On July 24, 2019, the Company entered into the Backstop Commitment Agreement (the “Backstop Commitment Agreement”) with the other parties thereto (the “Commitment Parties”), pursuant to which the Commitment Parties agreed to backstop a total $385 million new money rights offering (the “Rights Offering”) of New Stock. In accordance with the Plan and certain Rights Offering procedures filed as part of the Plan, the Company granted a group of holders representing approximately 99.3% of the 8.75% Senior Secured Notes, the Secured Guarantors and a group of holders representing approximately 73.6% of the Unsecured Notes, including certain Commitment Parties who are holders of the Unsecured Notes (the “Unsecured Commitment Parties”) or holders of the Secured Notes (the “Secured Commitment Parties”), and holders of certain other unsecured claims (collectively with the holders of the Unsecured Notes, the “Unsecured Claims”), the right to purchase shares of New Stock (the “Rights Offering Shares”), which were comprised of 91.825% of New Common Stock and 8.175% of New Preferred Stock, for an aggregate purchase price of, in the case of the Unsecured Claims, $347.5 million (the “Unsecured Rights Offering Amount”) and, in the case of the holders of the Secured Notes, $37.5 million (the “Secured Rights Offering Amount” and, together with the Unsecured Rights Offering Amount, the “Rights Offering Amount”). Under the Backstop Commitment Agreement, the Commitment Parties agreed to purchase any Rights Offering Shares that were not duly subscribed for pursuant to the Rights Offering (the “Unsubscribed Shares”) at the Per Equity Share Purchase Price (as defined in the Backstop Commitment Agreement). Under the Backstop Commitment Agreement, the Debtors agreed to pay (i) on the earlier of the closing date of the transactions contemplated by the Backstop Commitment Agreement or the termination of the Backstop Commitment Agreement, a backstop commitment fee (the “Backstop Commitment Fee”) in, at the election of the Commitment Parties, New Stock equal to 10% of (a) the Unsecured Rights Offering Amount to the Unsecured Commitment Parties and (b) the Secured Rights Offering Amount to the Secured Commitment Parties and (ii) both as promptly as reasonably practicable after entry of the BCA Approval Order (as defined in the Backstop Commitment Agreement) and on a monthly basis thereafter, all reasonably incurred and documented professional fees of the Commitment Parties. The Backstop Commitment Fee was paid in New Stock to the Commitment Parties pro rata based on the amount of their respective backstop commitments. The rights to purchase Rights Offering Shares (excluding Unsubscribed Shares) in the Rights Offering were issued in reliance upon the exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), pursuant to section 1145 of the Bankruptcy Code. A portion of the New Common Stock issued in the Rights Offering was issued in reliance upon such exemption, and a portion of the New Common Stock and all of the New Preferred Stock were issued in reliance upon the exemption from registration under the Securities Act provided by Section 4(a)(2) thereof or another available exemption from registration thereunder. The offer and sale of the Unsubscribed Shares purchased by the Commitment Parties pursuant to the Backstop Commitment Agreement were made in reliance upon the exemption from registration under the Securities Act provided by Section 4(a)(2) thereof or another available exemption from registration thereunder. As a condition to the closing of the transactions contemplated by the Backstop Commitment Agreement, the Company entered into a registration rights agreement with certain Commitment Parties requiring the Company, subject to the terms and conditions thereof, to register the Commitment Parties’ securities under the Securities Act. The Rights Offering closed on October 10, 2019. The Commitment Parties’ commitments to backstop the Rights Offering and the other transactions contemplated by the Backstop Commitment Agreement were conditioned upon satisfaction of all applicable conditions set forth therein. The Rights Offering Shares were issued pursuant to the Rights Offering and the Backstop Commitment Agreement on the Effective Date. |
FRESH-START ACCOUNTING
FRESH-START ACCOUNTING | 12 Months Ended |
Mar. 31, 2020 | |
FRESH-START ACCOUNTING [Abstract] | |
FRESH-START ACCOUNTING | Note 3 — FRESH-START ACCOUNTING Upon the Company’s emergence from the Chapter 11 Cases, the Company qualified for and adopted fresh-start accounting in accordance with the provisions set forth in ASC 852 as (i) the Reorganization Value of the Company’s assets immediately prior to the date of confirmation was less than the post-petition liabilities and allowed claims, and (ii) the holders of the existing voting shares of the Predecessor entity received less than 50% of the voting shares of the emerging entity. Refer to Note 2 for the terms of the Plan. Fresh-start accounting requires the Company to present its assets, liabilities and equity as if it were a new entity upon emergence from bankruptcy. The new entity is referred to as “Successor” or “Successor Company.” However, the Company will continue to present financial information for any periods before adoption of fresh-start accounting for the Predecessor Company. The Predecessor and Successor companies may lack comparability, as required in ASC 205, Presentation of Financial Statements (“ASC 205”). Therefore, “black-line” financial statements are presented to distinguish between the Predecessor and Successor companies. Adopting fresh-start accounting results in a new financial reporting entity with no beginning retained earnings as of the fresh-start reporting date. Upon the application of fresh-start accounting, the Company allocated the Reorganization Value (the fair value of the Successor Company’s total assets) to its individual assets based on their estimated fair values. The Reorganization Value is intended to represent the approximate amount a willing buyer would value the Company’s assets immediately after the reorganization. Reorganization Value is derived from an estimate of Enterprise Value, or the fair value of the Company’s long-term debt, stockholders’ equity and working capital. The Enterprise Value approved by the Bankruptcy Court as of the Effective Date was $1.25 billion. The Enterprise Value was derived from an independent valuation using an asset based methodology of financial information, considerations and projections, applying a combination of the income, cost and market approaches as of the fresh-start reporting date of October 31, 2019. See further discussion below under “Fresh-start accounting adjustments” for the specific assumptions used in the valuation of the Company’s various assets. Although the Company believes the assumptions and estimates used to develop the estimate of Enterprise Value and Reorganization Value are reasonable and appropriate, different assumptions and estimates could materially impact the analysis and resulting conclusions. The assumptions used in estimating these values are inherently uncertain and require judgment. The following table reconciles the Company’s estimated Enterprise Value to the estimated fair value of the Successor’s Common Stock as of October 31, 2019 (in millions): Enterprise Value $ 1,250 Plus: Cash, cash equivalents and restricted cash 251 Less: Fair value of debt (586 ) Total Implied Equity 915 Less: Successor Preferred Stock (1) (619 ) Implied value of Successor Common Stock (2) $ 296 (1) At emergence, $470 million share settled redemption feature embedded derivative was bifurcated from issued Successor Preferred Stock and reclassified to preferred stock embedded derivative on the consolidated balance sheet. See Note 9 for further information. (2) Difference between $294.7 million shown on the October 31, 2019 consolidated balance sheet is a result of rounding. The following table reconciles the Company’s Enterprise Value to its Reorganization Value as of October 31, 2019 (in millions): Enterprise Value $ 1,250 Plus: Cash, cash equivalents and restricted cash 251 Plus: Current Liabilities and other, noninterest bearing 209 Plus: Other Long-term Liabilities, noninterest bearing (including Deferred Tax Liability) 409 Total Reorganization Value $ 2,119 Consolidated Balance Sheet The following table illustrates the effects on the Company’s consolidated balance sheet due to the reorganization and fresh-start accounting adjustments. The explanatory notes following the table below provide further details on the adjustments, including the Company’s assumptions and methods used to determine fair value for its assets and liabilities. Amounts included in the table below are rounded to thousands. As of October 31, 2019 Current assets: Predecessor Reorganization Fresh-Start Successor Cash and cash equivalents $ 139,278 $ 62,801 (1 ) $ — $ 202,079 Restricted cash 23,761 24,686 (2 ) — 48,447 Accounts receivable from non-affiliates 201,950 (3,034 ) (3 ) — 198,916 Accounts receivable from affiliates 15,926 — (1,298 ) (12 ) 14,628 Inventories 116,926 — (35,766 ) (13 ) 81,160 Prepaid expenses and other current assets 47,283 (3,322 ) (4 ) (13,415 ) (14 ) 30,546 Total current assets 545,124 81,131 (50,479 ) 575,776 Investment in unconsolidated affiliates 112,932 — 7,039 (15 ) 119,971 Property and equipment – at cost: Land and buildings 238,967 — (74,225 ) (16 ) 164,742 Aircraft and equipment 2,432,045 — (1,665,136 ) (17 ) 766,909 2,671,012 — (1,739,361 ) 931,651 Less – Accumulated depreciation and amortization (970,731 ) — 970,731 (18 ) — 1,700,281 — (768,630 ) 931,651 Right-of-use assets 325,764 — 3,263 (19 ) 329,027 Other assets 91,179 213 70,897 (20 ) 162,289 Total assets $ 2,775,280 $ 81,344 $ (737,910 ) $ 2,118,714 Current liabilities: Accounts payable $ 74,170 $ 10,448 (5 ) $ (2,377 ) (21 ) $ 82,241 Accrued wages, benefits and related taxes 40,657 — — 40,657 Income taxes payable 2,988 — — 2,988 Other accrued taxes 8,223 — — 8,223 Deferred revenue 9,187 — (321 ) (22 ) 8,866 Accrued maintenance and repairs 31,303 — — 31,303 Accrued interest 21,213 (20,111 ) (6 ) — 1,102 Current portion of operating lease liabilities 83,008 — (8,497 ) (23 ) 74,511 Other accrued liabilities 50,070 (15,417 ) (7 ) (718 ) (24 ) 33,935 Short-term borrowings and current maturities of long-term debt 955,009 (926,556 ) (8 ) 8,627 (25 ) 37,080 Total current liabilities 1,275,828 (951,636 ) (3,286 ) 320,906 Long-term debt, less current maturities 75,167 525,301 (51,186 ) (25 ) 549,282 Accrued pension liabilities 18,623 — 14,891 (26 ) 33,514 Preferred stock embedded derivative — 470,322 (10 ) — 470,322 Other liabilities and deferred credits 7,701 — (3,110 ) (27 ) 4,591 Deferred taxes 54,009 93,245 (28 ) (104,025 ) (28 ) 43,229 Long-term operating lease liabilities 244,566 — 9,139 (23 ) 253,705 Total liabilities not subject to compromise 1,675,894 137,232 (137,577 ) 1,675,549 Liabilities subject to compromise 624,867 (624,867 ) (9 ) — — Total liabilities 2,300,761 (487,635 ) (137,577 ) 1,675,549 Commitments and contingencies (Note 11) Mezzanine equity: Preferred stock — 148,599 (10 ) — 148,599 Stockholders’ investment: — Predecessor common stock, $.01 par value 386 (386 ) (11 ) — — Predecessor additional paid-in capital 920,761 (920,761 ) (11 ) — — Predecessor retained earnings 52,136 524,687 (11 ) (576,823 ) (30 ) — Predecessor accumulated other comprehensive loss (314,439 ) 337,373 (11 ) (22,934 ) (30 ) — Predecessor Treasury shares (184,796 ) 184,796 (11 ) — — Successor Common stock — 1 (10 ) — 1 Successor Additional paid-in capital — 294,670 (10 ) — 294,670 Total Bristow Group stockholders’ investment 474,048 420,380 (599,757 ) 294,671 Noncontrolling interests 471 — (576 ) (29 ) (105 ) Total stockholders’ investment 474,519 420,380 (600,333 ) 294,566 Total liabilities, mezzanine equity and stockholders’ investment $ 2,775,280 $ 81,344 $ (737,910 ) $ 2,118,714 Reorganization adjustments (1) The table below details cash payments as of October 31, 2019, pursuant to the terms of the Plan described in Note 2 (in thousands): Equity Rights Offering Proceeds $ 385,000 Release of funds from Restricted Cash 6,972 Payments to 8.75% Senior Secured Notes due 2023 for principal and interest (270,939 ) Payment of DIP interest (1,098 ) Payments for 2019 Term Loan Amendment Fee (563 ) Reserve for Professional Fee Escrow (30,669 ) Payment of Unsecured 4(a)(2) Cash Pool Funding (7,000 ) Payments for Transaction Expenses (11,867 ) Payments to Indenture Trustee (989 ) Payment of Executive Key Employee Incentive Plan (3,432 ) Payments for Prepetition Trade Cures (2,614 ) Total $ 62,801 (2) Represents the Reserve for Professional Fee Escrow of $30.7 million plus the remainder of the Disputed Claims Cash Reserve under the Plan of $0.9 million offset by a $6.9 million release of restricted cash related to the DIP Facility. (3) Represents the write-off of the value added tax receivable in relation to the rejected aircraft purchase contract with Airbus Helicopters S.A.S. (“Airbus”) for 22 large aircraft in October 2019. (4) Represents the write-off of the prepaid asset related to the Predecessor’s directors and officers tail coverage insurance policy. (5) Represents the accrual for success fees of $14.0 million, partially offset by trade cure payments of $2.6 million and other miscellaneous accruals of $0.9 million. (6) Represents the settlement of the DIP Facility accrued interest of $16.1 million and the 8.75% Senior Secured Notes accrued interest of $4.0 million. (7) Represents reversal of the $19.3 million Backstop Obligation Reserve plus $0.3 million miscellaneous adjustments, partially offset by accrual for ABL Facility (as defined herein) fees of $2.2 million and a reclassification of the deferred compensation plan of $2.0 million. (8) The table below reflects the settlement and write-off of the short-term debt and current maturities (in thousands): Settlement of the 8.75% Senior Secured Notes due 2023 $ 275,182 Settlement of DIP Facility 150,000 Settlement of remaining 8.75% Senior Secured Notes due 2023 (1) (8,255 ) Write-off of unamortized discount on the 8.75% Senior Secured Notes due 2023 1,641 Reinstated Milestone Omnibus Agreement (17,313 ) Reclassification from short-term borrowings and current maturities of long-term debt to long-term debt, less current maturities 525,301 $ 926,556 (1) Represents the difference between the amount outstanding on the 8.75% Senior Secured Notes and the cash paid to settle the 8.75% Senior Secured Notes. (9) Liabilities subject to compromise consisted of the following (in thousands): 6¼% Senior Notes due 2022 principal and accrued interest (1) $ 415,894 4½% Convertible Senior Notes due 2023 principal and accrued interest (2) 146,627 Accrued lease termination costs (3) 43,049 Milestone Omnibus Agreement (4) 17,313 Deferred compensation plan 1,984 Liabilities subject to compromise $ 624,867 (1) Includes $401.5 million of principal and $14.4 million of interest accrued through May 11, 2019. (2) Includes $143.8 million of principal and $2.9 million of interest accrued through May 11, 2019. (3) Relates to ten aircraft leases rejected in June 2019, including nine S-76C+s and one S-76D. (4) Includes costs related to the return of four leased H225s on May 6, 2019 and includes lease termination costs, deferred lease costs previously included as short-term debt on the consolidated balance sheet and additional lease return costs. (10) Represents the discharge of debt through the issuance of New Stock. Pursuant to the Plan, Class 4 (Secured Notes Claim holders), Class 8 (Unsecured Notes Claim holders), and Class 12 (General Unsecured Claim holders) received cash and subscription rights to the New Stock issued pursuant to the Rights Offering in full satisfaction and settlement of claims. Any subscription right not exercised by these parties was purchased by the Commitment Parties. Further, Class 8 and Class 12 received New Stock as part of the Unsecured Equity Pool and DIP claim holders received New Stock in full satisfaction and settlement of DIP claims. The following is the calculation of the total pre-tax gain and corresponding impact on additional paid-in capital (“APIC”) on the discharge of debt (in thousands): Liabilities subject to compromise (see footnote above for further details) $ 624,867 Less amounts reinstated: Milestone Omnibus Agreement (17,313 ) Deferred Compensation Plan (1,984 ) Total liabilities subject to compromise settled at emergence 605,570 Plus 8.75% Senior Secured Notes due 2023 275,182 Plus proceeds from Rights Offering 385,000 Shares issued to participants in Rights Offering and to compromised creditor classes: Equity issued pursuant to Rights Offering and Unsecured Equity Pool (1) (727,139 ) Less cash paid to settle claims: Cash paid out (2) (273,022 ) Total pre-tax gain $ 265,591 Settlement of DIP Claims through issuance of New Stock DIP Claims plus interest accrued 165,000 DIP Equitization Allocation New Stock plus Consent Fee (1) (186,453 ) APIC Predecessor (3) $ (21,453 ) (1) Successor Equity Issued (2) The cash paid was used to settle 97% of the 8.75% Senior Secured Notes principal balance (Class 4) and the payments made to Unsecured Notes Claim holders (Class 8) and General Unsecured Claim holders (Class 12). (3) Pursuant to the DIP Credit Agreement, the DIP claims and the Equitization Consent Fee were settled with New Stock. The difference between the “DIP claims plus accrued interest” and “DIP Equitization Allocation New Stock plus Consent Fee” does not flow through the income statement but is a direct adjustment to the Predecessor APIC. Successor New Stock Equity Issued pursuant to Rights Offering Common Stock, $.01 par value (b) $ 1 Preferred Stock Mezzanine Equity (a) 523,973 Additional paid in capital (c) 153,897 Equity Issued Unsecured Equity Pool Common Stock, $.01 par value (b) — Additional paid in capital (c) 49,268 Total New Stock issued to participants in Rights Offering and to compromised creditor classes $ 727,139 New Stock Issued for settlement of DIP Claims Common Stock, $.01 par value (b) — Preferred Stock Mezzanine Equity (a) 94,948 Additional Paid in Capital (c) 91,505 Total New Stock issued for settlement of DIP Claims $ 186,453 Total New Stock Issued 913,592 (a) 618,921 (b) 1 (c) 294,670 New Preferred Stock 618,921 Less: Share-settled Redemption Feature Embedded Derivative (470,322 ) Total Equity at Emergence $ 148,599 (11) Represents the cancellation of the Predecessor common stock and related components of the Predecessor equity. Fresh-start accounting adjustments (12) Represents the adjustments to accounts receivable from affiliate caused by the write-off of revenue previously being straight-lined for which the Company has no future performance obligations. (13) Represents the valuation adjustments applied to the Company’s inventory, which consists of aircraft parts, kit parts, work in process and fuel. The fair value of the inventory was estimated using the cost approach. (14) Represents the write-off of the Predecessor’s unamortized debt issuance costs as of October 31, 2019 as well as the adjustment to prepaid rent resulting from the change in the Company’s fair value of leases. See footnotes 19 and 25 for further details. This balance also represents the fair value adjustment of the Company’s short-term portion of contract acquisition and pre-operating costs by $8.8 million to its fair value of zero at the Effective Date. (15) Represents the valuation adjustments to the Company’s equity method investments in Cougar and Líder, and cost method investment in PAS to fair value. The fair value for the unconsolidated investments was based on a combination of the income approach and the market approach. The income approach includes consideration of a market participant discount rate and cash flow projections prepared by their management. The Guideline Public Company Method relies on valuation multiples from reasonably similar Guideline Public Companies. (16) Represents the fair value adjustment to the Company’s land and buildings. The fair value was determined using the direct valuation method of the cost approach of certain owned properties with all other owned properties and related site improvements valued using the indirect method of the cost approach. Concurrently, the income approach and market approach were considered in the context of the Company’s economic obsolescence analysis as part of the application of the cost approach. (17) Represents the valuation adjustment to the Company’s aircraft and equipment fair value. The cost approach was the primary valuation method utilized to determine fair value. Concurrently, the income approach was considered in the context of the Company’s economic obsolescence analysis as part of the application of the cost approach. Certain assets, specifically those aircraft classified as held for sale as of December 31, 2019 (Successor), were valued utilizing the market approach, based on preliminary sales offers for those assets. The key assumptions used were market conditions and third party market data, locational considerations and aircraft interchangeability, asset age, current flight hours and operational status and earning potential of the overall business. (18) Represents the elimination of the Predecessor’s accumulated depreciation in accordance with fresh-start accounting requirements and revaluation of the corresponding assets described in footnotes 16 and 17 above. (19) Reflects the valuation adjustments to the Company’s ROU assets based on the recalculated operating lease liabilities adjusted for the fair value of any favorable or unfavorable lease term. (20) Primarily reflects the valuation adjustments to intangible assets and deferred tax asset. The Company’s intangible assets consist of PBH contracts, in which aircraft maintenance is covered by the manufacturer in exchange for a fee per flight hour, and a U.K. SAR customer contract. The fair value of the PBH contracts was determined using a cost approach in which the estimated prior accrued payments were discounted using the weighted average cost of capital for each business over the vendor’s remaining non-cancelable term of the contract. The fair value of the PBH contracts related to non-UK aircraft was further reduced based on the economic obsolescence rate applied to the corresponding aircraft. The U.K. SAR customer contract was fair valued using the multi-period excess earnings method of the income approach. (21) Primarily reflects the write-off of short-term portion of contract acquisition and pre-operating costs related to two customer contracts in Norway of $2.2 million and various other miscellaneous costs of $0.2 million. (22) Reflects the write-off of deferred revenue related to contracts in which the Company was no longer obligated to provide future services. (23) Reflects the adjustment to the Company’s lease assumptions (i.e. discount rate) to record its lease obligations as of the Effective Date and the corresponding adjustment to its short-term lease liability. To estimate the market rent, comparable closed leases and current lease listing were analyzed. Market rent growth was based on published survey data. (24) Primarily reflects the write-off of long-term portion of contract acquisition and pre-operating costs related to two customer contracts in Norway. (25) Reflects the valuation adjustments to the Lombard Debt, Macquarie Debt, PK Air Debt and Airnorth Debt (each as defined herein). The fair value for these debt instruments was determined by considering the future cash flows of the instruments based on the contractual interest rates and then discounted back to Day 1, based on the implied market yield and the Company’s credit rating as of the Effective Date. When fair valuing the debt, credit spreads, a term-matched risk-free rate associated with each payment based on interpolating the U.S. Constant Maturity Treasury Curve, yield volatility (ranging from 30% to 35%) and call schedule (ranging from 100.25% to 103.5%) were utilized. All of the Predecessor’s unamortized debt issuance costs of $15.2 million were written off as of October 31, 2019. Refer to Note 8 for definitions of and further information regarding debt instruments. (26) Reflects the valuation adjustment to the Company’s pension liabilities. The fair value was determined by updating the pension plan assumptions and calculations as of the Effective Date. (27) Represents the write-off of long-term deferred revenue as no performance obligations remained for the Successor. (28) Represents the adjustments to deferred tax liability. (29) Reflects the portion of the valuation adjustments to land, buildings and equipment applicable to noncontrolling interest. (30) Represents the cumulative impact of the fresh-start accounting adjustments discussed above and the cancellation of the Predecessor’s retained earnings and accumulated other comprehensive loss. Reorganization Items Reorganization items represent (i) expenses or income incurred subsequent to the Petition Date as a direct result of the Plan, (ii) gains or losses from liabilities settled, and (iii) fresh-start accounting adjustments and are recorded in “Reorganization items” in the Company’s unaudited consolidated statements of operations. The following table summarizes the net reorganization items (in thousands): Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Gain on settlement of liabilities subject to compromise $ — $ 265,591 Fresh-start accounting adjustments — (686,116 ) Reorganization professional fees and other (7,232 ) (197,448 ) Loss on reorganization items $ (7,232 ) $ (617,973 ) Cash paid for reorganization items for the five months ended March 31, 2020 (Successor) and the seven months ended October 31, 2019 (Predecessor) was $21.3 million and $66.0 million, respectively. |
TRANSACTIONS
TRANSACTIONS | 12 Months Ended |
Mar. 31, 2020 | |
TRANSACTIONS [Abstract] | |
TRANSACTIONS | Note 4 — TRANSACTIONS Merger Agreement On January 23, 2020, Bristow entered into an Agreement and Plan of Merger (as amended April 22, 2020, the “Merger Agreement”) with Era Group Inc., a Delaware corporation (“Era”), and Ruby Redux Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of Era (“Merger Sub”), pursuant to which Merger Sub will merge with and into Bristow, with Bristow continuing as the surviving corporation and direct wholly owned subsidiary of Era (the “Merger”). Following the Merger, Era intends to change its name to Bristow Group Inc. (the “Combined Company”), and its common stock is expected to be listed on either the New York Stock Exchange or the Nasdaq Stock Market, as determined by Era (after consultation with the Company’s Chairman of the Board). On the terms and subject to the conditions set forth in the Merger Agreement, the consideration payable to holders of outstanding New Common Stock (including holders of any shares issued as a result of the conversion of New Preferred Stock and certain shares of New Common Stock held in reserve) outstanding immediately prior to the closing will be converted into the right to receive a number of shares of common stock, par value $0.01 per share, of the Combined Company (“Combined Company Common Stock”) equal to the product of (i) 77% multiplied by (ii) the quotient of (x) the number of shares of Era common stock outstanding immediately prior to the Merger, calculated on fully-diluted basis, divided by (y) 23% (the “Aggregate Merger Consideration”). Each holder of New Common Stock, other than holders of dissenting shares, shall be entitled to receive, for each share of New Common Stock, a number of shares of Combined Company Common Stock equal to the Aggregate Merger Consideration divided by the number of shares of New Common Stock outstanding immediately prior to the Merger (including any shares issued as a result of the conversion of New Preferred Stock, any shares underlying Bristow options or restricted stock units and certain shares of New Common Stock held in reserve) (the “Per Share Merger Consideration”), plus the cash value of any fractional shares of Combined Company Common Stock that would otherwise be payable. Holders of restricted stock units under the MIP will be entitled to receive restricted stock units in the Combined Company equal to the number of Bristow restricted stock units held, multiplied by the Per Share Merger Consideration, and subject to the same restrictions. Holders of stock options under the MIP will receive options to purchase shares of Combined Company Common Stock equal to the number of shares of New Common Stock held multiplied by the Per Share Merger Consideration, with the exercise prices adjusted accordingly. The Merger Agreement contains customary representations and warranties from each of Bristow and Era, and each party has agreed to customary covenants, including, among others, covenants relating to (1) the conduct of its business prior to the closing, (2) the use of reasonable best efforts to consummate the Merger and obtain all required consents and approvals, including regulatory approvals, (3) the preparation and filing of a registration statement on Form S-4 (the “S-4 Registration Statement”) by Era to register the Aggregate Merger Consideration and a joint proxy statement for the special meetings or approval by written consent, as applicable, of stockholders of Bristow and Era, (4) holding a meeting or approval by written consent, as applicable, of stockholders of each company to obtain their requisite approvals in connection with the Merger, including, among other approvals, the approval by Era stockholders of the issuance of shares of Combined Company Common Stock in the Merger (the “Stock Issuance”) and an amendment to the certificate of incorporation of Era to increase the number of authorized shares of Combined Company Common Stock (the “Charter Amendment”), and (5) subject to certain exceptions, the recommendation of the board of directors of each of Bristow and Era that such approvals be provided. The Merger Agreement also prohibits Bristow and Era from soliciting competing acquisition proposals, except that, subject to customary exceptions and limitations, prior to receiving stockholder approval, either party may provide information to, and negotiate with, a third party that makes an unsolicited acquisition proposal if the board of directors of Bristow or Era, as applicable, determines, after considering any adjustments to the Merger Agreement proposed by the other party following good faith negotiations during a three business day matching period, that such acquisition proposal would reasonably be expected to result in a superior proposal and failure to take such actions would be reasonably likely to be inconsistent with its fiduciary duties under applicable law. The board of directors of each of Bristow and Era is also permitted to change its recommendation prior to the vote of its stockholders if such board of directors determines in good faith (after consultation with its respective outside counsel and financial advisor) that an acquisition proposal constitutes a superior proposal. Additionally, the board of directors of each of Bristow and Era is permitted to change its recommendation prior to the vote of its stockholders in response to certain intervening events. Each of Bristow’s and Era’s obligation to consummate the Merger is subject to the satisfaction or waiver of certain conditions, including, among others, (1) the expiration or termination of any applicable waiting period under the Hart-Scott-Rodino Act (“HSR Act”) or any other antitrust law, (2) the absence of any governmental order or law prohibiting the consummation of the Merger, (3) adoption of the Merger Agreement by holders of a majority of the outstanding shares of New Common Stock and New Preferred Stock voting on an as-converted basis, plus one “Major Holder” (as defined in Bristow’s stockholders’ agreement and which, as of the date hereof, refers to each of the signatories to the voting agreements described below), (4) the approval of the Stock Issuance and Charter Amendment by Era’s stockholders, (5) the effectiveness of the registration statement for Combined Company Common Stock to be issued in the Merger and the authorization for listing of those shares on the New York Stock Exchange or Nasdaq Stock Market, as applicable, (6) the absence of a material adverse effect on the other party, (7) the accuracy of the other party’s representations and warranties, subject to customary materiality qualifiers and (8) compliance of the other party with its respective covenants under the Merger Agreement in all material respects. Era’s obligation to consummate the Merger is also subject to (x) the conversion of all shares of New Preferred Stock into New Common Stock, and (y) the termination of Bristow’s stockholders’ agreement. Bristow’s obligation to consummate the Merger is also subject to the receipt of a tax opinion from Bristow’s counsel. The Merger Agreement contains certain termination rights for each of Bristow and Era, including if (1) the Merger is not consummated by October 23, 2020 (as it may be extended, the “End Date”), which date will be extended automatically until January 23, 2021, if all conditions precedent, other than the expiration of the waiting period under the HSR Act, have been satisfied or are capable of being satisfied, (2) there is a law or order permanently enjoining or otherwise prohibiting the consummation of the Merger, (3) the required approval of the stockholders of Bristow or Era is not obtained, (4) there has been an intentional material breach of the no-solicitation covenant by the other party, or (5) there has been a material breach of the covenants or representations and warranties by the other party that is not cured such that the applicable closing conditions are not satisfied. In addition, among other reasons, (a) Bristow may terminate the Merger Agreement in the event that Era’s board of directors changes its recommendation in favor of Era stockholders’ approval of the Stock Issuance and the Charter Amendment and (b) Era may terminate the Merger Agreement in the event that Bristow’s board of directors changes its recommendation in favor of Bristow stockholders’ approval of the Merger. If the Merger Agreement is terminated (1) (i) because (A) the approval of the Era stockholders is not obtained, (B) Bristow terminates the Merger Agreement due to a material uncured breach by Era or (C) either party terminates the Merger Agreement after the Merger has not been consummated by the End Date at a time when Bristow could have terminated the agreement because of a material uncured breach by Era or a change in the recommendation by Era’s board of directors to the Era stockholders, (ii) an alternative transaction had been publicly announced prior to the Era stockholder meeting and such proposal has not been withdrawn or expired at least 5 days prior to the meeting and (iii) and within 12 months of such termination, Era has entered into a definitive agreement with respect to an alternative sale transaction, which transaction is thereafter consummated; or (2) by Bristow before the approval of Era’s stockholders is obtained because Era’s board of directors has changed its recommendation, then Era will be required to pay Bristow a termination fee of $9,000,000. If the Merger Agreement is terminated (1) (i) because (A) the approval of the Bristow stockholders is not obtained, (B) Era terminates the Merger Agreement due to a material uncured breach by Bristow or (C) either party terminates the Merger Agreement after the Merger has not been consummated by the End Date at a time when Era could have terminated the agreement because of a material uncured breach by Bristow or a change in the recommendation by Bristow’s board of directors to the Bristow stockholders, (ii) an alternative transaction has been publicly announced prior to the Bristow stockholder meeting and such proposal has not been withdrawn or expired at least 5 days prior to the meeting and (iii) and within 12 months of such termination, Bristow has entered into a definitive agreement with respect to an alternative sale transaction, which transaction is thereafter consummated; or (2) by Era before the approval of Bristow’s stockholders is obtained because Bristow’s board of directors has changed its recommendation, then Bristow will be required to pay Era a termination fee of $9,000,000. In addition, each party will be obligated to reimburse the other party’s expenses in an amount not to exceed $4,000,000 if the Merger Agreement is terminated because of the failure to obtain the required approval of such party’s stockholders and a termination fee is otherwise not payable to the other party pursuant to the terms and conditions of the Merger Agreement. In connection with the Merger, on February 6, 2020, Era and Bristow each filed a premerger notification and report form under the HSR Act with the Antitrust Division of the Department of Justice and the Federal Trade Commission. On March 11, 2020, Era re-filed its HSR premerger notification and report form. On April 10, 2020, the waiting period with respect to the HSR Act expired. The expiration of the waiting period under the HSR Act satisfies a condition to the closing of the Merger. The closing of the Merger remains subject to other customary closing conditions, including the approval of the merger by Bristow’s stockholders and the approval of the issuance of the shares in the merger by Era’s stockholders. Voting Agreements In connection with the execution of the Merger Agreement, on January 23, 2020, Bristow and Era entered into individual voting agreements with certain significant stockholders of Bristow (collectively, the “Significant Stockholders” and such agreements, the “Voting Agreements”), pursuant to which (i) each Significant Stockholder has agreed, among other things, to, as promptly as practicable following effectiveness of the S-4 Registration Statement, deliver a duly executed consent in favor of the Merger and adoption of the Merger Agreement and (ii) Era has agreed to negotiate in good faith a registration rights agreement that will be entered into with each such Significant Stockholder. Each Voting Agreement shall terminate upon the earliest of (a) the effective time of the Merger, (b) any amendment to the Merger Agreement made without such Significant Stockholder’s consent that reduces the amount or changes the form of the Aggregate Merger Consideration, adversely affects the tax consequences of such Significant Stockholder, changes certain governance rights set forth in the Merger Agreement or extends the End Date beyond January 23, 2021 and (c) the termination of the Merger Agreement in accordance with its terms. On May 7, 2020 and May 8, 2020, the Significant Stockholders delivered their consents in favor of the Merger and adoption of the Merger Agreement. Conditional Novation Agreement In connection with the entry into the Merger Agreement, Era, Bristow, certain subsidiaries of Bristow and PK AirFinance S.à r.l. (“PK AirFinance”) entered into a conditional novation agreement, pursuant to which Era agreed, effective upon closing of the Merger, to replace Bristow as the parent guarantor under the $230 million credit agreement, dated as of July 17, 2017, among Bristow Equipment Leasing Ltd., the several banks, other financial institutions and other lenders from time to time party thereto and PK AirFinance, as agent and security trustee (as amended, the “PK Credit Agreement”). |
REVENUE RECOGNITION
REVENUE RECOGNITION | 12 Months Ended |
Mar. 31, 2020 | |
REVENUE RECOGNITION [Abstract] | |
REVENUE RECOGNITION | Note 5 — REVENUE RECOGNITION Revenue Recognition In general, the Company recognizes revenue when a service is provided or a good is sold to a customer and there is a contract. At contract inception, the Company assesses the goods and services promised in its contracts with customers and identifies all performance obligations for each distinct promise that transfers a good or service (or bundle of goods or services) to the customer. To identify the performance obligations, the Company considers all goods or services promised in the contract, whether explicitly stated or implied based on customary business practices. Revenue is recognized when control of the identified distinct goods or services has been transferred to the customer, the transaction price is determined and allocated to the satisfied performance obligations and the Company has determined that collection has occurred or is probable of occurring. A majority of the Company’s revenue from contracts with customers is currently generated through two types of contracts: helicopter services and fixed wing services. Each contract type has a single distinct performance obligation as described below. Helicopter services — — — A performance obligation arises under contracts with customers to render services and is the unit of account under the new accounting guidance for revenue. Operating revenue from the Company’s oil and gas segment is derived mainly from fixed-term contracts with its customers, a substantial portion of which is competitively bid. A small portion of its oil and gas customer revenue is derived from providing services on an “ad-hoc” basis. Its fixed-term contracts typically have original terms of one year to seven years (subject to provisions permitting early termination by its customers). The Company accounts for services rendered separately if they are distinct and the service is separately identifiable from other items provided to a customer and if a customer can benefit from the services rendered on its own or with other resources that are readily available to the customer. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. Within this contract type for helicopter services, the Company determined that each contract has a single distinct performance obligation. These contracts include a fixed monthly rate for a particular model of aircraft, and flight hour services, which represents the variable component of a typical contract with a customer. Rates for these services vary depending on the type of services provided and can be based on a per flight hour, per day, or per month basis. Variable charges within its flight services contracts are not effective until a customer-initiated flight order is received and the actual hours flown are determined; therefore, the associated flight revenue generally cannot be reasonably and reliably estimated beforehand. A contract’s standalone selling prices are determined based upon the prices that the Company charges for services rendered. Revenue is recognized as performance obligations are satisfied over time, by measuring progress towards satisfying the contracted services in a manner that best depicts the transfer of services to the customer, which is generally represented by a period of 30 days or less. The Company typically invoices customers on a monthly basis and the term between invoicing and when the payment is due is typically between 30 and 60 days. In order to offset potential increases in operating costs, long-term contracts may provide for periodic increases in the contractual rates charged for services. The Company recognizes the impact of these rate escalations when estimable and applicable, which generally includes written acknowledgment from the customers that they are in agreement with the amount of the rate escalation. Cost reimbursements from customers are recorded as reimbursable revenue with the related reimbursed costs recorded as reimbursable expense on the Company’s consolidated statements of operations. Taxes collected from customers and remitted to governmental authorities are reported on a net basis in the Company’s financial statements. Thus, the Company excludes taxes imposed on the customer and collected on behalf of governmental agencies to be remitted to these agencies from the transaction price in determining the revenue related to contracts with a customer. Fixed wing services — Contract Assets, Liabilities and Receivables The Company generally satisfies performance of contract obligations by providing helicopter and fixed wing services to its customers in exchange for consideration. The timing of performance may differ from the timing of the customer’s payment, which results in the recognition of a contract asset or a contract liability. A contract asset exists when the Company has a contract with a customer for which revenue has been recognized (i.e., services have been performed), but customer payment is contingent on a future event (i.e. satisfaction of additional performance obligations). These contract assets are transferred to receivables when the right to consideration becomes unconditional. Contract liabilities relate to deferred revenue in which advance consideration is received from customers for contracts where revenue is recognized on future performance of services. As of March 31, 2020 (Successor) and March 31, 2019 (Predecessor), receivables related to services performed under contracts with customers were $148.3 million and $164.7 million, respectively. All receivables from non-affiliates and affiliates are broken out further in the consolidated balance sheets. During the five months ended March 31, 2020 (Successor), the Company recognized $4.9 million of revenue from outstanding contract liabilities. During the seven months ended October 31, 2019 (Predecessor) and fiscal year 2019 (Predecessor), the Company recognized $8.5 million and $12.4 million of revenue from outstanding contract liabilities, respectively. Contract liabilities related to services performed under contracts with customers was $4.9 million and $10.0 million as of March 31, 2020 (Successor) and March 31, 2019 (Predecessor), respectively. Contract liabilities are primarily generated by fixed wing services where customers pay for tickets in advance of receiving the Company’s services and advanced payments from helicopter services customers. There were no contract assets as of March 31, 2020 (Successor) and March 31, 2019 (Predecessor). There was no significant revenue recognized from satisfied performance obligations related to prior periods (for example, due to changes in transaction price) for the five months ended March 31, 2020 (Successor). There was no significant revenue recognized from satisfied performance obligations related to prior periods for the seven months ended October 31, 2019 (Predecessor) and $2.7 million was recognized for fiscal year 2019 (Predecessor). Revenue from third party customers Total revenue related to third party customers is as follows (in thousands): Successor Predecessor Five Months Seven Months October 31, Fiscal Year Ended March 31, 2019 Revenue: Operating revenue from non-affiliates $ 443,716 $ 691,360 $ 1,239,117 Operating revenue from affiliates 8,413 12,015 23,099 Reimbursable revenue from non-affiliates 18,038 34,304 61,755 Revenue from Contracts with Customers 470,167 737,679 1,323,971 Other revenue from non-affiliates 686 945 20,412 Other revenue from affiliates 14,910 18,599 25,279 Total Revenue $ 485,763 $ 757,223 $ 1,369,662 Remaining Performance Obligations Remaining performance obligations represent firm contracts for which work has not been performed and future revenue recognition is expected. The table below discloses (1) the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) as of the end of the reporting period and (2) the expected timing to recognize this revenue (in thousands): Remaining Performance Obligations (Successor) Fiscal Year Ending March 31, 2021 2022 2023 2024 2025 and thereafter Total Outstanding Service Revenue: Helicopter contracts $ 365,809 $ 186,528 $ 177,716 $ 133,455 $ 136,239 $ 999,747 Fixed-wing contracts 1,080 — — — — 1,080 Total remaining performance obligation revenue $ 366,889 $ 186,528 $ 177,716 $ 133,455 $ 136,239 $ 1,000,827 Although substantially all of the Company’s revenue is under contract, due to the nature of the business, the Company does not have significant remaining performance obligations as its contracts typically include unilateral termination clauses that allow its customers to terminate existing contracts with a notice period of 30 to 365 days. The table above includes performance obligations up to the point where the parties can cancel existing contracts. Any applicable cancellation penalties have been excluded. As such, the Company’s actual remaining performance obligation revenue is expected to be greater than what is reflected above. In addition, the remaining performance obligation disclosure does not include expected consideration related to performance obligations of a variable nature (i.e., flight services) as they cannot be reasonably and reliably estimated. Other Considerations and Practical Expedients The Company was awarded a government contract to provide SAR services for all of the U.K., which commenced in April 2015. The Company previously incurred costs related to this contract that generate or enhance the resources used to fulfill the performance obligation within the contract and the costs are expected to be recoverable. These contract acquisition and pre-operating costs qualified for capitalization. These capitalized contract acquisition and pre-operating costs related to the U.K. SAR contract and two customer contracts in Norway were capitalized and amortized by the Predecessor Company prior to implementation of fresh-start accounting. See Notes 1 and 3 for further details. The Company incurs incremental direct costs for obtaining contracts through sales commissions paid to ticket agents to sell seats on regular public transportation flights for its fixed-wing services only. The Company will utilize the practical expedient allowed by the FASB that permits expensing the incremental costs of obtaining a contract when incurred, if the amortization period of the contract asset that would otherwise have been recognized is one year or less. In addition, the Company applied the invoice practical expedient that allows the recognition of revenue in the amount to which the Company has the right to invoice the customer and corresponds directly with the value to the customer of the Company’s performance completed to date. |
VARIABLE INTEREST ENTITIES AND
VARIABLE INTEREST ENTITIES AND OTHER INVESTMENTS IN SIGNIFICANT AFFILIATES | 12 Months Ended |
Mar. 31, 2020 | |
VARIABLE INTEREST ENTITIES AND OTHER INVESTMENTS IN SIGNIFICANT AFFILIATES [Abstract] | |
VARIABLE INTEREST ENTITIES AND OTHER INVESTMENTS IN SIGNIFICANT AFFILIATES | Note 6 — VARIABLE INTEREST ENTITIES AND OTHER INVESTMENTS IN SIGNIFICANT AFFILIATES VIEs A VIE is an entity that either (i) has insufficient equity to permit the entity to finance its activities without additional subordinated financial support or (ii) has equity investors who lack the characteristics of a controlling financial interest. A VIE is consolidated by its primary beneficiary. The primary beneficiary has both the power to direct the activities that most significantly impact the entity’s economic performance and the obligation to absorb losses or the right to receive benefits from the entity that could potentially be significant to the VIE. If the Company determines that it has operating power and the obligation to absorb losses or receive benefits, the Company consolidates the VIE as the primary beneficiary, and if not, the Company does not consolidate. As of March 31, 2020 (Successor), the Company had interests in five VIEs of which the Company was the primary beneficiary, which are described below, and had no interests in VIEs of which the Company was not the primary beneficiary. Bristow Aviation Holdings Limited — In addition to the Company’s ownership of 49% of Bristow Aviation’s outstanding ordinary shares, in May 2004, the Company acquired eight million shares of deferred stock, essentially a subordinated class of stock with no voting rights, from Bristow Aviation for £1 per share ($14.4 million in total). The Company also has £91.0 million ($112.8 million) principal amount of subordinated unsecured loan stock (debt) of Bristow Aviation bearing interest at an annual rate of 13.5% and payable semi-annually. Payment of interest on such debt has been deferred since its incurrence in 1996. Deferred interest accrues at an annual rate of 13.5% and aggregated $2.7 billion as of March 31, 2020 (Successor). The Company’s operations in the U.K. are subject to the Civil Aviation Act 1982 and other similar English and E.U. statutes and regulations. The Company carries persons and property in its aircraft pursuant to an operating license issued by the Civil Aviation Authority (the “CAA”). The holder of an operating license must meet the ownership and control requirements of Council Regulation 2407/92. To operate under this license, the company through which the Company conducts operations in the U.K., Bristow Helicopters, must be owned directly or through majority ownership by E.U. nationals, and must at all times be effectively controlled by them. The Company’s ownership of 49% of the ordinary shares of Bristow Aviation, the entity that owns Bristow Helicopters, is to comply with these restrictions. Caledonia, the Company and the E.U. Investor also entered into a put/call agreement under which, upon giving specified prior notice, the Company had the right to buy all the Bristow Aviation shares held by Caledonia and the E.U. Investor, who, in turn, each had the right to require the Company to purchase such shares. As discussed above, under current English law, the Company would be required, in order for Bristow Aviation to retain its operating license, to find a qualified E.U. investor to own any Bristow Aviation shares the Company has the right to acquire under the put/call agreement. In addition, the put/call agreement limits the Company’s ability to exercise the put/call option through a requirement to consult with the CAA in the U.K. regarding the suitability of the new holder of the Bristow Aviation shares. The put/call agreement does not contain any provisions should the CAA not approve the new E.U. investor. However, the Company would work diligently to find an E.U. investor suitable to the CAA. The amount by which the Company could purchase the shares of the other investors holding 51% of the equity of Bristow Aviation is fixed under the terms of the call option, and the Company has reflected this amount on the consolidated balance sheets as noncontrolling interest. On March 14, 2019, the E.U. Investor provided notice of his intent to exercise his right to require the Company or a qualified E.U. investor to purchase his Bristow Aviation shares for £100,000. In addition, on April 29, 2019, Caledonia provided notice of its intent to exercise its right to require the Company or a qualified E.U. investor to purchase its Bristow Aviation shares for £920,000, under the Company’s put/call agreement with this stockholder. As a result, in September 2019 and October 2019, 5% and 46%, respectively, of such shares were purchased by Impigra Aviation Holdings Limited (“Impigra”), a qualified E.U. investor, with proceeds from two loans received from Bristow Holdings Company Ltd. III (“BHC III”), a Bristow subsidiary. Impigra, is a British company owned 100% by U.K. Bristow employees and now owns 51% of the ordinary shares of Bristow Aviation. There was no material change to the Bristow Aviation shareholders’ agreement or the put/call agreement which Impigra is now a party to. Impigra is also a VIE that the Company consolidates as the primary beneficiary and the Company eliminates the loans discussed above in consolidation. Brexit is anticipated to require a qualified U.K. investor rather than a qualified E.U. investor. Impigra is expected to meet the requirements to satisfy a qualified U.K. investor requirement. Furthermore, the call option provides a mechanism whereby the economic risk for the other investor is limited should the financial condition of Bristow Aviation deteriorate. The call option price is the nominal value of the ordinary shares held by the noncontrolling shareholder (£1.0 million as of March 31, 2020 (Successor)) plus an annual guaranteed rate of return less any prepayments of such call option price and any dividends paid on the shares concerned. The Company can elect to pre-pay the guaranteed return element of the call option price wholly or in part without exercising the call option. No dividends have been paid by Bristow Aviation. The Company has accrued the annual return due to the other shareholder at a rate of sterling LIBOR plus 3% by recognizing noncontrolling interest expense on its consolidated statements of operations, with a corresponding increase in noncontrolling interest on its consolidated balance sheets. Prepayments of the guaranteed return element of the call option are reflected as a reduction in noncontrolling interest on its consolidated balance sheets. The other investor has an option to put its shares in Bristow Aviation to the Company. The put option price is calculated in the same way as the call option price except that the guaranteed rate for the period to April 2004 was 10% per annum. If the put option is exercised, any pre-payments of the call option price are set off against the put option price. Changes in the balance for the noncontrolling interest associated with Bristow Aviation are as follows (in thousands): Successor Predecessor Five Months March 31, Seven Months Fiscal Year Ended March 31, 2019 2018 Balance – beginning of fiscal year $ 1,332 $ 1,253 $ 1,358 $ 1,226 Payments to noncontrolling interest shareholders — (37 ) (54 ) (49 ) Noncontrolling interest expense 21 31 55 50 Currency translation (62 ) 85 (106 ) 131 Balance – end of fiscal year $ 1,291 $ 1,332 $ 1,253 $ 1,358 Bristow Aviation and its subsidiaries are exposed to similar operational risks and are therefore monitored and evaluated on a similar basis by management. Accordingly, the financial information reflected on the Company’s consolidated balance sheets and statements of operations for Bristow Aviation and subsidiaries is presented in the aggregate, including intercompany amounts with other consolidated entities, as follows (in thousands): Successor Predecessor March 31, 2020 March 31, 2019 Assets Cash and cash equivalents $ 110,385 $ 83,499 Restricted cash 1,686 — Accounts receivable 297,962 307,864 Inventories 55,166 85,977 Prepaid expenses and other current assets 27,851 36,646 Total current assets 493,050 513,986 Investment in unconsolidated affiliates 575 3,087 Property and equipment, net 285,142 281,944 Right-of-use assets 54,333 — Goodwill — 18,436 Other assets 196,996 229,902 Total assets $ 1,030,096 $ 1,047,355 Liabilities Accounts payable $ 497,867 $ 442,187 Accrued liabilities 91,220 113,905 Accrued interest 2,697,878 2,399,704 Current maturities of long-term debt 7,904 85,287 Total current liabilities 3,294,869 3,041,083 Long-term debt, less current maturities 441,665 384,369 Accrued pension liabilities 17,855 25,726 Other liabilities and deferred credits — 4,810 Deferred taxes — 37,063 Long-term operating lease liabilities 38,228 — Total liabilities $ 3,792,617 $ 3,493,051 Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 2018 Revenue $ 413,885 $ 663,047 $ 1,221,344 $ 1,241,223 Operating loss (14,083 ) 45,505 (41,148 ) (65,254 ) Net loss (166,698 ) (193,867 ) (347,056 ) (322,752 ) Bristow Helicopters Nigeria Ltd. — In order to be able to bid competitively for services in the Nigerian market, the Company was required to identify local citizens to participate in the ownership of entities domiciled in the region. However, these owners do not have extensive knowledge of the aviation industry and have historically deferred to the Company’s expertise in the overall management and day-to-day operation of BHNL (including the establishment of operating and capital budgets and strategic decisions regarding the potential expansion of BHNL’s operations). The Company has also historically provided subordinated financial support to BHNL and will need to continue to do so unless and until BHNL acquires sufficient equity to permit itself to finance its activities without that additional support from the Company. As the Company has the power to direct the most significant activities affecting the economic performance and ongoing success of BHNL and hold a variable interest in the entity in the form of the Company’s equity investment and working capital infusions, the Company consolidates BHNL as the primary beneficiary. The employee-owned Nigerian entity referenced above purchased a 19% interest in BHNL in December 2013 with proceeds from a loan received from BGI Aviation Technical Services Nigeria Limited (“BATS”). In July 2014, the employee-owned Nigerian entity purchased an additional 29% interest with proceeds from a loan received from Bristow Helicopters (International) Limited (“BHIL”). In April 2015, Bristow Helicopters purchased an additional 8% interest in BHNL and the employee-owned Nigerian entity purchased an additional 2% interest with proceeds from a loan received from BHIL. Both BATS and BHIL are wholly-owned subsidiaries of Bristow Aviation. The employee-owned Nigerian entity is also a VIE that the Company consolidates as the primary beneficiary and the Company eliminates the loans discussed above in consolidation. BHNL is an indirect subsidiary of Bristow Aviation; therefore, financial information for this entity is included within the amounts for Bristow Aviation and its subsidiaries presented above. Pan African Airlines Nigeria Ltd. — The activities that most significantly impact PAAN’s economic performance relate to the day-to-day operation of PAAN, setting the operating and capital budgets and strategic decisions regarding the potential expansion of PAAN’s operations. Throughout the history of PAAN, the Company’s representation on the board and secondment to PAAN of its managing director has enabled the Company to direct the key operational decisions of PAAN (without objection from the other board members). The Company has also historically provided subordinated financial support to PAAN. As the Company has the power to direct the most significant activities affecting the economic performance and ongoing success of PAAN and holds a variable interest in the form of the Company’s equity investment and working capital infusions, the Company consolidates PAAN as the primary beneficiary. However, as long as the Company owns a majority interest in PAAN, the separate presentation of financial information in a tabular format for PAAN is not required. Other Significant Affiliates — Consolidated In addition to the VIEs discussed above, the Company consolidates the entities described below, which were less than 100% owned during the five months ended March 31, 2020 (Successor), the seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and/or fiscal year 2018 (Predecessor). Airnorth — Eastern Airways — The third-party noncontrolling interest holders, prior to the Company’s acquisition on the noncontrolling interest, held a written put option, which allowed them to sell their noncontrolling interest to Bristow Helicopters at any time after the end of the seventh year after acquisition. In addition to the written put option, Bristow Helicopters held a perpetual call option to acquire the noncontrolling interest at any time. Under each of these alternatives, the exercise price was based on a contractually defined multiple of cash flows formula (the “Eastern Redemption Value”), which is not a fair value measurement, and payable in cash. As the written put option was redeemable at the option of the noncontrolling interest holders, and not solely within Bristow Helicopters control, the noncontrolling interest in Eastern Airways was classified in redeemable noncontrolling interests between the stockholders’ investment and liabilities sections of the consolidated balance sheets. The initial carrying amount of the noncontrolling interest was the fair value of the noncontrolling interest as of the acquisition date. The noncontrolling interest was adjusted each period for comprehensive income and dividends attributable to the noncontrolling interest and changes in Bristow Helicopters’ ownership interest in Eastern Airways, if any. An additional adjustment to the carrying value of the noncontrolling interest may have been required if the Eastern Redemption Value exceeded the current carrying value. Changes in the carrying value of the noncontrolling interest related to a change in the Eastern Redemption Value were recorded against permanent equity and did not affect net income. While there was no impact on net income, the redeemable noncontrolling interest impacted the Company’s calculation of earnings per share. Utilizing the two-class method, the Company adjusted the numerator of the earnings per share calculation to reflect the changes in the excess, if any, of the Eastern Redemption Value over the greater of (1) the noncontrolling interest carrying amount or (2) the fair value of the noncontrolling interest on a quarterly basis. Changes in the balance for the redeemable noncontrolling interest related to Eastern Airways were as follows (in thousands): Predecessor Balance as of March 31, 2017 6,886 Noncontrolling interest expense (4,093 ) Currency translation 4,163 Acquisition of remaining 40% of Eastern Airways (6,121 ) Reclassification to noncontrolling interest (835 ) Balance as of March 31, 2018 $ — Prior to the Company’s acquisition of the remaining 40% outstanding shares in fiscal year 2018, Eastern Airways was consolidated based on the rights to manage the day-to-day operations of the company which were granted under a shareholders’ agreement and the Company’s ability to buy all of their Eastern Airways shares under a put/call agreement. Bristow Helicopters, together with its legal and financial advisors, pursued various transactions to exit the Eastern Airways business, which made negative contributions to Bristow’s adjusted EBITDA in each of the last three fiscal years, including pursuing a sales process with several third parties over an extended period. On May 10, 2019, Bristow Helicopters completed the sale of all of the shares of Eastern Airways to OIHL, an entity affiliated with Mr. Richard Lake, pursuant to the EAIL Purchase Agreement. Pursuant to the EAIL Purchase Agreement and related agreements, Bristow Helicopters contributed approximately £17.1 million to Eastern Airways as working capital, OIHL acquired Eastern Airways, Bristow Helicopters retained its controlling ownership of the shares in Humberside International Airport Limited that it previously held through Eastern Airways and certain intercompany balances between Bristow Helicopters and Eastern Airways were written off. As a result of the transaction, OIHL now owns and operates Eastern Airways, which had previously operated as a separate unit within Bristow Group, and Bristow Helicopters maintains its controlling interest in Humberside Airport, from which Bristow Helicopters provides U.K. SAR services. The EAIL Purchase Agreement contained customary representations and warranties. OIHL agreed to certain covenants with respect to non-solicitation of directors, officers or employees of Bristow Helicopters for a period of 12 months. Pursuant to the terms of the EAIL Purchase Agreement, Bristow Helicopters has the right to appoint an observer to the board of directors of Eastern Airways for an initial period of 12 months following the sale. Eastern Airways also agreed to provide certain transition services for a minimum of 12 months from the date of the completion of the transaction. The loss on the sale of Eastern Airways for the seven months ended October 31, 2019 (Predecessor) of $46.9 million includes the write-off of net assets of $35.0 million and write-off of cumulative translation adjustment of $11.9 million. Aviashelf — The loss on the sale of Aviashelf and BHLL for the seven months ended October 31, 2019 (Predecessor) of $9.0 million includes the loss on sale of net assets of $1.8 million and write-off of cumulative translation adjustment of $7.2 million. Other Significant Affiliates — Unconsolidated The Company has investments in other significant unconsolidated affiliates as described below. Cougar In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted the investment in Cougar to its fair value of $54 million at the Effective Date. See Note 3 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. Líder — In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted the investment in Líder to its fair value of $32.6 million at the Effective Date. Additionally as of the Effective Date, due to timing differences in financial reporting requirements, the Company elected to record its share of Líder’s financial results in earnings from unconsolidated affiliates on a three-month delay. See Note 3 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. PAS In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted the investment in PAS to its fair value of $33.0 million at the Effective Date. See Note 3 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. Other The Company’s percentage of economic ownership and investment balances for the unconsolidated affiliates are as follows (in thousands): Successor Predecessor Successor Predecessor March 31, 2020 March 31, 2019 March 31, 2020 March 31, 2019 Cost Method: PAS 25 % 25 % $ 33,000 $ 6,286 Equity Method: Cougar (1) 40 % 40 % 54,483 58,047 Líder (1) 41.9 % 41.9 % 22,000 50,784 Other 575 3,086 Total $ 110,058 $ 118,203 (1) The Company had a 25% voting interest in Cougar and an approximate 20% voting interest in Líder as of March 31, 2020 (Successor) and March 31, 2019 (Predecessor). Earnings from unconsolidated affiliates were as follows (in thousands): Successor Predecessor Five Months 2020 Seven Months 2019 Fiscal Year Ended March 31, 2019 2018 Dividends from entities accounted for under the cost method: PAS $ 2,968 $ — $ 2,518 $ 2,518 Earnings, net of losses, from entities accounted for under the equity method: Cougar 3,593 6,538 4,100 9,084 Líder 453 (438 ) (2,059 ) 7,179 Other 248 489 (242 ) (82 ) 4,294 6,589 1,799 16,181 Total $ 7,262 $ 6,589 $ 4,317 $ 18,699 The Company received zero, $0.2 million, $0.2 million and $0.4 million of dividends from its investments accounted for under the equity method during the five months ended March 31, 2020 (Successor), the seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), respectively. A summary of combined financial information of unconsolidated affiliates accounted for under the equity method is set forth below (unaudited, in thousands): Successor Predecessor March 31, 2020 March 31, 2019 Current assets $ 144,603 $ 152,438 Non-current assets 254,807 274,401 Total assets $ 399,410 $ 426,839 Current liabilities $ 97,689 $ 106,658 Non-current liabilities 141,936 160,082 Equity 159,785 160,099 Total liabilities and equity $ 399,410 $ 426,839 Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 (Unaudited) Revenue $ 37,303 $ 158,823 $ 254,617 $ 298,731 Gross profit $ 8,153 $ 13,034 $ 47,894 $ 46,717 Net income $ 2,989 $ 5,684 $ (7,115 ) $ 13,285 |
PROPERTY AND EQUIPMENT, ASSETS
PROPERTY AND EQUIPMENT, ASSETS HELD FOR SALE AND OEM COST RECOVERIES | 12 Months Ended |
Mar. 31, 2020 | |
PROPERTY AND EQUIPMENT, ASSETS HELD FOR SALE AND OEM COST RECOVERIES [Abstract] | |
PROPERTY AND EQUIPMENT, ASSETS HELD FOR SALE AND OEM COST RECOVERIES | Note 7 — PROPERTY AND EQUIPMENT, ASSETS HELD FOR SALE AND OEM COST RECOVERIES The Company made capital expenditures as follows: Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 2018 Number of aircraft delivered: Medium (1) — — 1 5 SAR aircraft 2 2 — — Total aircraft 2 2 1 5 Capital expenditures (in thousands): Aircraft and related equipment (2) $ 35,767 $ 38,386 $ 35,315 $ 32,418 Other 348 3,188 5,587 13,869 Total capital expenditures $ 36,115 $ 41,574 $ 40,902 $ 46,287 (1) During fiscal year 2019, the Company purchased an aircraft that was not on order that was previously leased. (2) During the seven months ended October 31, 2019 (Predecessor), the Company took delivery of two U.K. SAR configured AW189 and during the five months ended March 31, 2020 (Successor), the Company took delivery of an additional two U.K. SAR configured AW189. During fiscal year 2019, the Company did not make any progress payments for aircraft to be delivered in future periods. During fiscal year 2018 (Predecessor), the Company spent $2.3 million on progress payments for aircraft to be delivered in future periods. As of March 31, 2018 (Predecessor), the Company revised the salvage values of certain aircraft to reflect its expectation of future sales values given the Company’s disposal plans for those aircraft. The Company recorded additional depreciation expense of $2.0 million during the period of April 1, 2019 through October 31, 2019 (Predecessor). No additional depreciation for these aircraft was recorded subsequent to October 31, 2019 due to fresh-start accounting. As of the Effective Date, the Company revised the estimated useful lives and estimated salvage values of its aircraft used in determining depreciation. The Company’s revised policy generally utilizes a 30 year useful life from the date of manufacture of an aircraft for used aircraft and the in-service date for new aircraft and a residual value range of 5% to 25% of cost. For additional details on the revised policy, see “ Summary of Significant Accounting Policies — Property and equipment— The Company evaluates its asset groups for impairment whenever facts or circumstances indicate the carrying value of an asset group may not be recoverable. The following table presents details on the aircraft sold or disposed of and impairments on assets held for sale: Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 2018 (In thousands, except for number of aircraft) Number of aircraft sold or disposed of 5 3 8 11 Proceeds from sale or disposal of assets $ 13,845 $ 5,314 $ 13,813 $ 48,740 Deposits on assets held for sale $ 4,500 $ — $ — $ — Loss from sale or disposal of assets (1) $ 451 $ 3,768 $ 4,995 $ 1,742 Number of aircraft impaired — 14 5 8 Impairment charges on aircraft held for sale (1) (2) $ — $ — $ 8,149 $ 15,853 Impairment charges on property and equipment (3) $ — $ 42,022 $ 104,939 $ — Contract termination costs (1) (4) $ — $ — $ 14,699 $ — Fresh-start accounting adjustment (5) $ — $ 768,630 $ — $ — (1) Included in loss on disposal of assets on the consolidated statements of operations. (2) Includes a $6.5 million impairment of the Bristow Academy disposal group for fiscal year 2018 (Predecessor). (3) Includes $42.0 million impairment related to H225s for the seven months ended October 31, 2019 (Predecessor). Includes an $87.5 million impairment related to H225s and a $17.5 million impairment related to Eastern Airways assets for fiscal year 2019 (Predecessor), included in loss on impairment on the consolidated statements of operations. See “ Impairment of Assets (4) Includes $11.7 million of progress payments and $2.3 million of capitalized interest for an aircraft purchase contract that was terminated in fiscal year 2019 (Predecessor). Additionally, $0.5 million of progress payments and $0.2 million of capitalized interest for aircraft options were terminated in fiscal year 2019 (Predecessor). For further details, see Note 11. (5) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted property and equipment by $768.6 million to its fair value of $931.7 million at the Effective Date. See Note 3 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. In addition to capital expenditures and sale or disposal of assets, the following items impacted property and equipment during fiscal year 2019 (Predecessor): • In connection with the $87.5 million impairment of H225 aircraft, the Company revised its salvage values for each H225 aircraft. In accordance with accounting standards, the Company recognized the change in depreciation due to the reduction in carrying value and revision of salvage values on a prospective basis over the remaining life of the aircraft. This resulted in an additional $3.0 million of depreciation expense during fiscal year 2019 (Predecessor) and resulted in an increase of depreciation expense of $2.9 million for the seven months ended October 31, 2019 (Predecessor). • The Company revised the salvage values of certain aircraft to reflect its expectation of future sales values given its disposal plans for those aircraft. The Company recorded additional depreciation expense of $1.4 million during fiscal year 2019 (Predecessor). • The Company transferred two aircraft and other properties to held for sale and reduced property and equipment by $1.5 million. In addition, the Company transferred three aircraft out of held for sale, as they were determined to no longer meet the criteria for held for sale classification, and increased property and equipment by $8.2 million. In addition to capital expenditures and sale or disposal of assets, the following items impacted property and equipment during fiscal year 2018 (Predecessor): • The Company transferred four aircraft to held for sale and reduced property and equipment by $9.3 million. During fiscal years 2020, 2019 and 2018, the Company saw a deterioration in market sales for aircraft resulting mostly from an increase in idle aircraft and reduced demand across the offshore energy market. While other markets exist for certain aircraft model types, including utility, firefighting, government, VIP transportation and tourism, the market for certain aircraft model types slowed. As a result of these market changes, changes in estimated salvage values of its fleet of operational aircraft and other changes in the timing of exiting certain aircraft from its operations, the Company recorded impairments and additional depreciation expense discussed above. For further details, see Note 1 for a discussion on impairments of property and equipment. Assets Held for Sale Assets held for sale are classified as current assets on the Company’s consolidated balance sheets and recorded at the lower of the carrying amount or fair value less costs to sell and are no longer depreciated. As of March 31, 2020 (Successor) and March 31, 2019 (Predecessor), the Company had 15 and 3 aircraft, for $32.4 million and $5.4 million, classified as held for sale, respectively, as well as various smaller assets of a less significant nature. As presented in the table above, the Company recorded impairment charges of zero, $8.1 million and $15.9 million to reduce the carrying value of 14, 5 and 8 aircraft held for sale during the seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor). These impairment charges were included in loss on disposal of assets in the consolidated statements of operations. The impairment charges recorded on held for sale aircraft related primarily to older aircraft model types the Company’s management decided to dispose of earlier than originally anticipated in addition to the impact of changes in expected sales prices in the aircraft aftermarket resulting from the oil and gas market downturn. On November 1, 2017, the Company sold its 100% interest in Bristow Academy, including all of its aircraft, for a minimum of $1.5 million to be received over a maximum of four years with potential additional consideration based on Bristow Academy’s financial performance. The sale of this non-core business resulted in total charges recorded in the fiscal year 2018 of $7.2 million, which resulted from the combined loss on the sale and related impairment of assets included in loss on disposal of assets on the consolidated statement of operations. During fiscal year 2019, the Company received $1.2 million for full settlement of any potential consideration. Bristow Academy is included in Corporate and other in Note 16. OEM Cost Recoveries During fiscal year 2018 (Predecessor), the Company reached agreements with original equipment manufacturers (“OEM”) to recover approximately $136.0 million related to ongoing aircraft issues, of which $125.0 million was realized during fiscal year 2018 (Predecessor) and $11.0 million was recovered during the three months ended June 30, 2018 (Predecessor). To reflect the amount realized from these OEM cost recoveries during fiscal year 2018 (Predecessor), the Company recorded a $94.5 million decrease in the carrying value of certain aircraft in its fleet through a decrease in property and equipment – at cost, reduced rent expense by $16.6 million and recorded a deferred liability of $13.9 million, included in other accrued liabilities and other liabilities and deferred credits, related to a reduction in rent expense to be recorded in future periods, of which $7.9 million was recognized during fiscal year 2019 (Predecessor). The Company determined the realized portion of the cost recoveries related to a long-term performance issue with the aircraft, requiring a reduction of carrying value for owned aircraft and a reduction in rent expense for leased aircraft. During the seven months ended October 31, 2019 (Predecessor), the Company returned the remaining four leased aircraft and recognized all of the remaining deferred liability related to the leased aircraft of $6.0 million as a reduction in rent expense. For the owned aircraft, the Company allocated the $94.5 million as a reduction in carrying value by reducing the historical acquisition value of each affected aircraft on a pro-rata basis utilizing the historical acquisition value of the aircraft. During fiscal year 2019 (Predecessor), the Company recovered the remaining $11.0 million in OEM cost recoveries by agreeing to net certain amounts previously accrued for aircraft leases and capital expenditures against those recoveries. During fiscal year 2019 (Predecessor), the Company recorded a $7.6 million increase in revenue and a $2.1 million decrease in direct cost. The Company realized the remaining $1.3 million recovery during fiscal year 2019 (Predecessor). The increase in revenue relates to compensation for lost revenue in prior periods from the late delivery of aircraft and the decreases in direct cost over fiscal year 2019 relate to costs the Company incurred. There were no OEM cost recoveries during the five months ended March 31, 2020 (Successor). |
DEBT
DEBT | 12 Months Ended |
Mar. 31, 2020 | |
DEBT [Abstract] | |
DEBT | Note 8 — DEBT Debt consisted of the following (in thousands): Successor Predecessor March 31, 2020 March 31, 2019 8.75% Senior Secured Notes (1) $ — $ 347,400 4½% Convertible Senior Notes (1) — 112,944 6¼% Senior Notes (1) — 401,535 Term Loan 61,500 — Lombard Debt (2) 136,180 183,450 Macquarie Debt (2) 148,165 171,028 PK Air Debt (2) 207,326 212,041 Airnorth Debt (2) 7,618 11,058 Humberside Debt 335 — Other Debt — 9,168 Unamortized debt issuance costs (3) — (21,771 ) Total debt 561,124 1,426,853 Less short-term borrowings and current maturities of long-term debt (45,739 ) (1,418,630 ) Total long-term debt $ 515,385 $ 8,223 (1) These notes were settled in accordance with the Plan. See Note 2 for further details. (2) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted debt to its aggregate respective fair value at the Effective Date by a reduction of $57.7 million. The adjustments as of December 31, 2019 were as follows: $30.0 million for the Lombard Debt, $11.7 million for the Macquarie Debt, $13.3 million for the PK Air Debt and $0.7 million for the Airnorth Debt. (3) All unamortized debt issuance costs were written off as of October 31, 2019 (Predecessor). Classification of Debt — Waiver of Defaults — Events of Default Events of Default — • the Third Supplemental Indenture, dated as of October 12, 2012, to the Indenture, dated as of June 17, 2008 (the “Base Indenture”), among the Company, the guarantors named therein and Wilmington Trust, National Association, as successor trustee to U.S. Bank National Association (“U.S. Bank”), and the Company’s 6¼% Senior Notes issued thereunder; • the Sixth Supplemental Indenture to the Base Indenture, dated as of December 18, 2017, among the Company, the guarantors named therein and Delaware Trust Company, as successor trustee to U.S. Bank, and the Company’s 4½% Convertible Senior Notes issued thereunder; • the Indenture, dated as of March 6, 2018, among the Company, the guarantors named therein and U.S. Bank, as trustee and collateral agent (the “Secured Indenture”), and the Company’s 8.75% Senior Secured Notes issued thereunder; • the PK Credit Agreement; • the Macquarie Credit Agreement; • the BULL Lombard Credit Agreement; and • various aircraft operating leases and real estate leases. The instruments and agreements described above provided that, as a result of the commencement of the Chapter 11 Cases, the financial obligations thereunder, including for the debt instruments any principal amount, together with accrued interest thereon, are immediately due and payable. However, any efforts to enforce payment of such financial obligations under such instruments and agreements were automatically stayed as a result of the filing of the Chapter 11 Cases and the holders’ rights of enforcement in respect of such financial obligations were subject to the applicable provisions of the Bankruptcy Code. 8.75% Senior Secured Notes due 2023 The 8.75% Senior Secured Notes bore interest at a rate of 8.75% per year, payable semi-annually in arrears on March 1 and September 1 of each year, beginning on September 1, 2018. The 8.75% Senior Secured Notes would have matured on March 1, 2023, subject to earlier mandatory redemption if more than $125 million principal amount of the 6¼% Senior Notes plus the principal amount of any indebtedness incurred to refinance the 6¼% Senior Notes that matures or is required to be repaid prior to June 1, 2023 remains outstanding as of June 30, 2022. On August 12, 2019, the Company commenced a tender offer (the “Tender Offer”) to purchase for cash its outstanding 8.75% Senior Secured Notes, up to an aggregate principal amount that would not result in an aggregate purchase price (including accrued and unpaid interest to, but not including, the settlement date) that exceeded $75.0 million. On September 11, 2019, the Company completed the Tender Offer, purchasing $74.8 million aggregate principal amount of the 8.75% Senior Secured Notes for $74.8 million, plus accrued and unpaid interest of $0.2 million, using funds borrowed under the DIP Credit Agreement. Additionally, per the Plan, the holders of the 8.75% Senior Secured Notes claims received 97% of the outstanding balance in cash and the remaining 3% in rights to participate in the Rights Offering. In accordance with the Plan, on the Effective Date, all outstanding obligations under the 8.75% Senior Secured Notes, including the Secured Indenture governing such obligations, were cancelled, except to the limited extent expressly set forth in the Plan. See Note 2 for further details. 4½% Convertible Senior Notes — The 4½% Convertible Senior Notes were convertible into cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock, at the Company’s election. The Company had initially elected combination settlement. The initial conversion price of the 4½% Convertible Senior Notes was approximately $15.64 (subject to adjustment in certain circumstances), based on the initial conversion rate of 63.9488 common shares per $1,000 principal amount of 4½% Convertible Senior Notes. Prior to December 1, 2022, the 4½% Convertible Senior Notes would have been convertible only upon the occurrence of certain events and during certain periods, and thereafter, until the close of business on the second scheduled trading day immediately preceding the maturity date. Accounting standards require that convertible debt which may be settled in cash upon conversion (including partial cash settlement) be accounted for with a liability component based on the fair value of similar nonconvertible debt and an equity component based on the excess of the initial proceeds from the convertible debt over the liability component. Such excess represents proceeds related to the conversion option and is recorded as additional paid-in capital. The liability was recorded at a discount, which was amortized as additional non-cash interest expense over the term of the 4½% Convertible Senior Notes. The balance of the debt and equity components of the Company’s 4½% Convertible Senior Notes prior to the settlement of the 4½% Convertible Senior Notes in accordance with the Plan were as follows (in thousands): March 31, 2019 Equity component - net carrying value (1) $ 36,778 Debt component: Face amount due at maturity $ 143,750 Unamortized discount (30,806 ) Debt component - net carrying value $ 112,944 (1) Prior to May 11, 2019, the remaining debt discount was amortized to interest expense over the term of the 4½% Convertible Senior Notes using the effective interest rate. The effective interest rate for April 1, 2019 to May 11, 2019 (Predecessor) was 11.0%. Interest expense related to the 4½% Convertible Senior Notes was as follows (in thousands): Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 2018 Contractual coupon interest $ — $ 715 $ 6,475 $ 1,851 Amortization of debt discount — 648 5,547 1,454 Total interest expense $ — $ 1,363 $ 12,022 $ 3,305 As of May 11, 2019, the Company determined that the 4½% Convertible Senior Notes were an allowed claim and therefore reclassified the balance to liabilities subject to compromise and discontinued accruing interest on these obligations. Contractual interest on the 4½% Convertible Senior Notes for the seven months ended October 31, 2019 (Predecessor) was $3.8 million, which is $3.1 million in excess of reported interest expense for the seven months ended October 31, 2019 (Predecessor). In connection with reclassifying the 4½% Convertible Senior Notes to liabilities subject to compromise, the Company wrote-off $30.2 million of unamortized discount and $2.3 million of deferred financing fees included in reorganization items, net on the consolidated statements of operations. In accordance with the Plan, on the Effective Date, all outstanding obligations under the 4½% Convertible Senior Notes, including the indentures governing such obligations, were cancelled, except to the limited extent expressly set forth in the Plan. See Note 2 for further details. Convertible Note Call Spread Overlay — The Note Hedge Transactions cost an aggregate $40.4 million and were expected generally to reduce the potential dilution and/or offset the cash payments the Company was required to make in excess of the principal amount upon conversion of the 4½% Convertible Senior Notes in the event that the market price of the Company’s common stock was greater than the strike price of the Note Hedge Transactions, which was initially $15.64 (subject to adjustment), corresponding approximately to the initial conversion price of the 4½% Convertible Senior Notes. The Note Hedge Transactions were accounted for by recording the cost as a reduction to additional paid-in capital. The Company received proceeds of $30.3 million for the Warrant Transactions, in which it sold net-share-settled warrants to the Option Counterparties in an amount equal to the number of shares of the Company’s common stock initially underlying the 4½% Convertible Senior Notes, subject to customary anti-dilution adjustments. The strike price of the warrants was $20.02 per share (subject to adjustment), which was 60% above the last reported sale price of the Company’s common stock on the New York Stock Exchange on December 13, 2017. The Warrant Transactions could have had a dilutive effect to the Company’s stockholders to the extent the market price per share of the Company’s common stock, as measured under the terms of the Warrant Transactions, exceeded the applicable strike price of the warrants. The Warrant Transactions were accounted for by recording the proceeds received as additional paid-in capital. The Note Hedge Transactions and the Warrant Transactions were separate transactions, in each case entered into by the Company with the Option Counterparties, and were not part of the terms of the 4½% Convertible Senior Notes and would not affect any holder’s rights under the 4½% Convertible Senior Notes. The delisting of the Company’s common stock from the New York Stock Exchange constituted an “Extraordinary Event” under the Note Hedge Transactions and the Warrant Transactions. As a result, the Note Hedge Transactions and the Warrant Transactions were cancelled on May 14, 2019. The payment obligations under the Note Hedge Transactions and the Warrant Transactions in connection with such cancellation are subject to the Chapter 11 Cases. 6¼% Senior Notes — As of May 11, 2019, the Company determined that the 6¼% Senior Notes were an allowed claim and therefore reclassified the balance to liabilities subject to compromise and discontinued accruing interest on these obligations. Contractual interest on the 6¼% Senior Notes for the seven months ended October 31, 2019 (Predecessor) was $14.6 million, which is $11.9 million in excess of reported interest expense for the seven months ended October 31, 2019 (Predecessor). In connection with reclassifying the 6¼% Senior Notes to liabilities subject to compromise, the Company wrote-off $2.4 million of deferred financing fees included in reorganization items, net on the consolidated statements of operations. In accordance with the Plan, on the Effective Date, all outstanding obligations under the 6¼% Senior Notes, including the indentures governing such obligations, were cancelled, except to the limited extent expressly set forth in the Plan. See Note 2 for further details. Term Loan Agreement — Immediately upon entering into the Term Loan Agreement, and prior to the Petition Date, the Company and BHC III borrowed the full amount thereunder, the net proceeds of which were used for general corporate purposes, including to fund the working capital and liquidity requirements of the Company during the pendency of the Chapter 11 Cases. The full principal amount of the 2019 Term Loan is due May 10, 2022. At the Company’s election, borrowings under the 2019 Term Loan bear interest at either (x) the Eurodollar Rate (as defined in the Term Loan Agreement) or (y) the Base Rate (as defined in the Term Loan Agreement), in each case, plus an applicable margin. The Term Loan Agreement contains customary pre-payment requirements. The Term Loan Agreement contains customary negative covenants that, among other things, restrict, subject to certain exceptions, the Company’s and its subsidiaries’ incurrence of additional indebtedness or liens, mergers, dispositions of assets, investments, restricted payments, modifications to material agreements, transactions with affiliates and fundamental changes. In addition, prior to the entry into the Fifth Term Loan Amendment (as defined herein), the Term Loan Agreement required that, on the delivery of each Variance Report (as defined in the Term Loan Agreement), total operating disbursements and total receipts of the Company and its subsidiaries for certain specified periods would not exceed (with respect to disbursements) or be less than (with respect to total receipts) the aggregate amount forecasted therefor for such period by more (with respect to disbursements) or less (with respect to total receipts) than a specified percentage of the forecasted amount. The Term Loan Agreement also contains customary affirmative covenants and customary representations and warranties. The Term Loan Agreement specifies certain customary events of default, including, among others, failure to pay principal or interest on the 2019 Term Loan when due, the breach of representations or warranties in any material respect, non-performance of other covenants and obligations, judgments, the occurrence of certain ERISA events and certain change of control events. In connection with the Plan, on the Effective Date, the Company entered into Amendment No. 5 to the Term Loan Agreement (the “Fifth Term Loan Amendment”), by and among the Company, BHC III, the guarantors party thereto, the lenders party thereto and the Term Loan Agent. The Fifth Term Loan Amendment amended the Term Loan Agreement in order to, among other things, (i) increase the applicable margin in respect of all outstanding term loans to 8.00% in the case of Eurodollar Rate loans and 7.00% for Base Rate loans (with increases to 9.00% and 8.00%, respectively, with respect to all such term loans outstanding after the six-month anniversary of the Effective Date), (ii) release Bristow Helicopter Group Limited from all guaranty and collateral obligations in respect of the 2019 Term Loan, (iii) modify certain negative covenants to, among other things, allow for future aircraft-related financings and related liens and investments and (iv) delete certain provisions relating to the Chapter 11 Cases, in light of the occurrence of the Effective Date of the Plan, including the deletion of the requirements to (x) deliver Variance Reports and (y) ensure that total operating disbursements and total receipts of the Company and its subsidiaries for certain specified periods did not exceed (with respect to disbursements) or were not less than (with respect to total receipts) the aggregate amount forecasted therefor for such period by more (with respect to disbursements) or less (with respect to total receipts) than a specified percentage of the forecasted amount. Following entry into the Fifth Term Loan Amendment on the Effective Date, the 2019 Term Loan is secured by substantially all assets, subject to certain exceptions, of the Company and the domestic guarantors, including substantially all aircraft, and certain specified collateral of BHC III and the foreign guarantors, including pledges of the equity interest of certain of the Company’s first tier foreign subsidiaries, BHC III and certain other specified foreign subsidiaries. ABL Facility The Company amended the ABL Facility pursuant to a letter agreement, dated effective as of November 7, 2018 and made by it and agreed to by Barclays Bank PLC, on behalf of the finance parties under the ABL Facility (the “First ABL Amendment”). The First ABL Amendment amended the ABL Facility to, among other things, provide that certain of the provisions, including covenants and events of default contained therein, will exclude unrestricted subsidiaries (as designated under the Secured Indenture) from the requirements and defaults thereunder. The Company also amended the ABL Facility pursuant to a letter agreement effective as of February 19, 2019 and made by it and agreed to by Barclays Bank PLC, on behalf of the finance parties under the ABL Facility (the “Second ABL Amendment”). Under the Second ABL Amendment, the Company received a waiver of any Default (as defined in the ABL Facility) that would otherwise exist or occur under the ABL Facility as a result of (i) the Company’s failure to provide its unaudited consolidated financial statements for the quarter ended December 31, 2018 within 45 days after the end of the quarter or (ii) certain representations and warranties not being correct when made due to the existence of any Default specified in the preceding clause (i); provided that the Company must provide such unaudited consolidated financial statements within 75 days after the end of the quarter. In addition, the Second ABL Amendment amended (i) the borrowing base determination provisions in the ABL Facility and (ii) the maturity date of the ABL Facility, which was previously five years from the date of the ABL Facility, to December 14, 2021 (in each case, subject to certain early maturity triggers related to maturity of other material debt or a change of control of us). The ABL Facility was further amended pursuant to a waiver letter on May 10, 2019 (the “First ABL Waiver”) and a waiver letter on September 30, 2019 (the “Second ABL Waiver”). The First ABL Waiver provided that the maturity date of December 14, 2021 shall be subject to certain early maturity triggers related to a Change of Control of the Company (as such definition was amended by the First ABL Waiver) or the date on which the Company or its subsidiaries enter into or modify debt agreements that would materially adversely impact the ability to perform obligations under the ABL Facility, any security that is not permitted security is granted over the share capital or assets of either borrower or the Chapter 11 Cases are dismissed or converted to a case under Chapter 7 of the Bankruptcy Code. The Second ABL Waiver further extended the delivery dates (i) for the Company’s audited consolidated financial statements for the fiscal year ended March 31, 2019 until October 31, 2019 and (ii) for the Company’s unaudited consolidated financial statements for each of the fiscal quarters ended June 30, 2019 and September 30, 2019 until December 31, 2019. On the Effective Date, the Company entered into an Amendment and Restatement, Confirmation and Waiver Agreement (the “ABL Amendment”) to the ABL Facility (together with the ABL Amendment, the “Amended ABL”), by and among the Company, as parent, Bristow Norway AS and Bristow Helicopters, as borrowers and guarantors, the financial institutions from time to time party thereto, as lenders, and Barclays Bank PLC, in its capacity as agent and security trustee. The ABL Amendment amended the ABL Facility in order to, among other things, (i) make permanent certain waivers of defaults or events of default that were previously provided during the pendency of the Chapter 11 Cases, (ii) confirm the existing maturity date of April 17, 2023, (iii) provide that the maximum amount of the Amended ABL may be increased, subject to satisfaction of certain conditions, from time to time to a total of as much as $115 million from its current aggregate maximum of $100 million, and (iv) provide for the accession at a later date of Bristow U.S. LLC as a co-borrower under the Amended ABL and the addition of certain of its receivables to the borrowing base and the collateral for the Amended ABL. On January 23, 2020, in connection with the Merger Agreement, the Company and Barclays Bank PLC executed a commitment letter to amend or replace the Amended ABL in order to, among other things, increase the maximum amount of commitments thereunder to $112.5 million and to extend the maturity date thereof to five years from closing of the amendment or replacement, subject to certain early maturity triggers related to maturity of other material debt. Such amendment or replacement is conditional, among other things, on the consummation of the Merger and would provide for Era to replace the Company as the parent guarantor thereunder. The Company cannot provide assurance that commitments will be increased. The current commitment letter extends to July 23, 2020, at which time an extension would be required. Lombard Debt Repayment of the Lombard Debt can be accelerated upon the occurrence of an Event of Default and Event of Loss (each defined in their respective Lombard Debt credit agreements), or if it becomes unlawful for the lenders to maintain its term loan. The Lombard Debt can be repaid at any time at the option of the Company. As discussed in Note 3, on the Effective Date, the Successor Company reinstated the Lombard Debt at its fair value of $145.3 million by recording a discount of $30.6 million (from $175.9 million par) to be amortized over the remaining life of the Lombard Debt using the effective interest method. Additionally, the Lombard Debt contained certain features that require bifurcation; however, the fair value of such bifurcated derivatives was determined to be immaterial to the financial statements. The Company will continue to measure and if material, present on the balance sheet the bifurcated derivatives at their fair values, with any change in fair value reflected in earnings. Macquarie Debt The Macquarie Credit Agreement governing the Macquarie Debt includes covenants, including requirements to maintain, register and insure the respective aircraft secured thereunder, and restrictions on the respective borrower thereunder to incur additional liens on or sell the respective aircraft secured thereunder (except to the Company and its subsidiaries). The Macquarie Debt originally matured in March 2022. The parties entered into an amendment to the Macquarie Credit Agreement (the “Macquarie Amendment”) on the Effective Date. Among other things, the Macquarie Amendment (i) extended the maturity date of the loan made under the Macquarie Credit Agreement by 12 months to March 6, 2023, (ii) adjusted the loan amortization in accordance with the newly extended maturity date, (iii) confirmed that an event of default under four or more existing leases involving parties to the Macquarie Credit Agreement that remains unremedied after the applicable grace period for such an event of default will constitute an event of default under the Macquarie Credit Agreement and (iv) to the extent permitted by other debt instruments, provided for the collateralization of the obligations owed under such existing leases with the liens securing the Macquarie Credit Agreement. The Macquarie Debt can be accelerated upon an Event of Loss and Event of Default (each defined in the Macquarie Credit Agreement) or if it becomes unlawful for the lenders to maintain its term loan. The Macquarie Debt can be repaid at any time at the option of the Company. As discussed in Note 3, on the Effective Date, the Successor Company reinstated the Macquarie Debt at its fair value of $151.5 million by recording a discount of $12.6 million (from $164.0 million par) to be amortized over the remaining life of the Macquarie Debt using the effective interest method. Additionally, the Macquarie Amendment contained features that would require bifurcation; however, the fair value of the derivative was determined to be immaterial to the financial statements. The Company will continue to measure and if material, present on the balance sheet the bifurcated derivatives at their fair values, with any changes in fair value reflected in earnings. PK Air Debt Each term loan bears interest at an interest rate equal to, at the borrower’s option, a floating rate of one-month LIBOR plus a margin of 5% per annum (the “Margin”), subject to certain costs of funds adjustments, determined two business days before the borrowing date of each term loan, or a fixed rate based on a notional interest rate swap of 12 30-day months in respect of such term loan with a floating rate of interest based on one-month LIBOR, plus the Margin. The weighted-average interest rate was 5.84% as of March 31, 2020 (Successor). The borrower is required to repay each term loan on an annuity basis, payable monthly in arrears starting on the seventh month following the date of the borrowing of such term loan, and prior to the Omnibus Effective Date (as defined herein) with a final payment of 53% of the initial amount of such term loan due on the 70th month following the date of the borrowing of such term loan. The PK Air Debt can be accelerated upon the occurrence of Events of Default, Mandatory Prepayment Events, Final Disposition (each defined in the PK Credit Agreement) or if it becomes unlawful for the lenders to maintain its term loan. The PK Air Debt can also be repaid at the Company’s option at any time or upon the occurrence of a Market Disruption Event, a Restructuring Event, or Customer Contract Event (each defined in the PK Credit Agreement). In connection with the PK Credit Agreement, the borrower guarantees certain of its direct parent’s obligations under existing aircraft operating leases up to a capped amount. On October 3, 2019, the Company entered into an Omnibus Agreement (the “Omnibus Agreement”), dated the same date, among Bristow Equipment Leasing Ltd., as borrower, PK Transportation, as lender, PK AirFinance, as agent for the lender and as security trustee for the MAG Agent and the MAG Parties (each as defined in the PK Credit Agreement), PK AirFinance and PK Transportation. Through the Omnibus Agreement, the PK Air Debt was reinstated in accordance with the Plan. Pursuant to the Omnibus Agreement, effective upon satisfaction of the conditions precedent set forth in the Omnibus Agreement (the “Omnibus Effective Date”), the PK Credit Agreement was amended to, among other things, extend the maturity date of the 24 loans made under the PK Credit Agreement by 18 months to January 27, 2025 and increase the principal amount of the loans in an aggregate amount of approximately $17.3 million. The Omnibus Agreement also updated the amortization schedule as of October 3, 2019 to provide that, among other things, only interest will be payable on the loans for the six months following the Omnibus Effective Date, with a balloon amount of approximately $104.2 million due on the maturity date. Each loan is secured by an aircraft which has been pledged as collateral for the loans. The Omnibus Effective Date occurred on October 3, 2019. The Omnibus Agreement also provides that the Borrower Guarantee and Indemnity Cap (as defined in the PK Credit Agreement) will be reduced by the amount of increased principal when paid. In the Omnibus Agreement, PK Transportation also agreed to waive certain events of default arising from breaches of covenants in other agreements as a result of the Chapter 11 Cases and failure to provide its financial statements by their required due dates. As mentioned in Note 3, on the Effective Date, the Successor Company reinstated the PK Air Debt to fair value of $206.1 million by recording a discount of $13.8 million (from $219.9 million par) to be amortized over the remaining life of the PK Air Debt using the effective interest method. Additionally, the PK Credit Agreement contains features that require bifurcation; however, the fair value of the derivatives was determined to be immaterial to the financial statements. The Company will continue to measure and if material, present on the balance sheet the bifurcated derivatives at their fair values, with any change in fair value reflected in earnings. Debtor-in-Possession Credit Agreement On the Effective Date, the Company repaid borrowings under the DIP Credit Agreement in exchange for New Stock, and the DIP Credit Agreement terminated pursuant to its terms. The DIP Facility included a contingent beneficial conversion feature which required measurement on October 31, 2019, the date the contingency was resolved upon emergence from Chapter 11. This resulted in the recognition of $56.9 million to the Predecessor Company’s additional paid in capital and interest expense. Airnorth Debt Humberside Debt Other Debt Other Matters Successor Fiscal year ending March 31 2021 $ 45,739 2022 47,206 2023 240,693 2024 153,294 2025 124,852 $ 611,784 Interest paid was $20.9 million, $41.4 million, $100.6 million and $78.1 million for the five months ended March 31, 2020 (Successor), seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), respectively. Capitalized interest was zero, $0.2 million, $2.4 million and $3.4 million for the five months ended March 31, 2020 (Successor), seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), respectively. |
FAIR VALUE DISCLOSURES
FAIR VALUE DISCLOSURES | 12 Months Ended |
Mar. 31, 2020 | |
FAIR VALUE DISCLOSURES [Abstract] | |
FAIR VALUE DISCLOSURES | Note 9 — FAIR VALUE DISCLOSURES Assets and liabilities subject to fair value measurement are categorized into one of three different levels depending on the observability of the inputs employed in the measurement, as follows: • Level 1 – observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. • Level 2 – inputs that reflect quoted prices for identical assets or liabilities in markets which are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the asset or liability; or inputs that are derived principally from or corroborated by observable market data by correlation or other means. • Level 3 – unobservable inputs reflecting the Company’s own assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available. Recurring Fair Value Measurements The following table summarizes the financial instruments the Company had as of March 31, 2020 (Successor), valued at fair value on a recurring basis (in thousands): Successor Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance of March 31, 2020 Balance Sheet Classification Derivative financial instrument $ — $ 2,747 $ — $ 2,747 Prepaid expenses and other current assets Rabbi Trust investments 2,327 — — 2,327 Other assets Total assets $ 2,327 $ 2,747 $ — $ 5,074 The following table summarizes the financial instruments the Company had as of March 31, 2019 (Predecessor), valued at fair value on a recurring basis (in thousands): Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance at March 31, 2019 Balance Sheet Classification Derivative financial instrument $ — $ 1,845 $ — $ 1,845 Prepaid expenses and other current assets Rabbi Trust investments 2,544 — — 2,544 Other assets Total assets $ 2,544 $ 1,845 $ — $ 4,389 Rabbi Trust Investments The rabbi trust investments consist of cash and mutual funds whose fair value are based on quoted prices in active markets for identical assets and are designated as Level 1 within the valuation hierarchy. The rabbi trust holds investments related to the Company’s non-qualified deferred compensation plan for the Company’s senior executives. The derivative financial instruments consist of foreign currency put option contracts whose fair value is determined by quoted market prices of the same or similar instruments, adjusted for counterparty risk. See Note 10 for a discussion of the Company’s derivative financial instruments. New Preferred Stock Embedded Derivative The following table provides a rollforward of the preferred stock embedded derivative Level 3 fair value measurements for the five months ended March 31, 2020 (Successor): Significant Unobservable Inputs (Level 3) Derivative financial instruments: Balance October 31, 2019 $ 470,322 Change in fair value (184,140 ) Balance March 31, 2020 $ 286,182 The fair value of the New Preferred Stock embedded derivative relies on the income approach, which was derived from Level 3, unobservable inputs that require significant estimates, judgments and assumptions relating to the Company’s equity volatility, capitalization tables, term to exit and equity value. See Notes 10 and 15 for further explanation of the compound embedded derivatives and New Preferred Stock. The New Preferred Stock embedded derivative considers settlement scenarios that are further defined in Note 15. A number of the settlement scenarios requires a settlement premium. The specified premium depends on the timing of the liquidity event, ranging from a minimum of (a) 17% Internal Rate of Return (the “IRR”) (b) 2.1x Multiple of Invested Capital (the “MOIC”) and (c) 14% IRR if the liquidity event is prior to 3 years, to (y) a 2.1x MOIC and (z) 17% IRR if the liquidity event is in 5 years or more. At emergence, the fair value for the embedded derivative was determined using a “with” and “without” approach, first determining the fair value of the New Preferred Stock (inclusive of all bifurcated features) with the features and comparing it with the fair value of an instrument with identical terms of the New Preferred Stock without any of the bifurcated features (i.e., the preferred stock host). The fair value of the New Preferred Stock was estimated using an option pricing method (“OPM”) allocating the total equity value to the various classes of equity. As of March 31, 2020 (Successor), the Company assumed a term to exit of 3 years, a risk-free rate of 1.61%, volatility of 45%, a 10% weighting on a three-year exit scenario and a 90% weight on a nearer-term exit scenario. Without the redemption or conversion features, the holders of the New Preferred Stock would have the right to perpetual preferred with 10% paid-in-kind (“PIK”) dividends, or the right to any upside value from conversion into common stock if the value exceeds the minimum return provided for under the Certificate of Designations (as defined herein). The Company will necessarily repay the Liquidation Preference (as defined in the Certificate of Designations) in cash upon an act of bankruptcy. Since the host is an instrument that accrues PIK dividends in perpetuity and includes no cash flows, the value of the right within the host to the Liquidation Preference plus accrued PIK dividends obligation is de minimis. The value of converting to common stock on the upside would be measured as the residual upon a liquidity event. Therefore, the fair value of the host was estimated as the value of the upside conversion into common shares, which was also estimated using the OPM. Non-recurring Fair Value Measurements The majority of the Company’s non-financial assets, which include inventories, property and equipment, assets held for sale, goodwill and other intangible assets, are not required to be carried at fair value on a recurring basis. However, if certain triggering events occur such that a non-financial asset is required to be evaluated for impairment and deemed to be impaired, the impaired non-financial asset is recorded as its fair value. There were no assets as of March 31, 2020 (Successor) valued at fair value on a non-recurring basis. The following table summarizes the assets as of March 31, 2019 (Predecessor), valued at fair value on a non-recurring basis (in thousands): Predecessor Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance as of March 31, 2019 Total Loss for Fiscal Year 2019 Inventories (1) $ — $ — $ 7,697 $ 7,697 $ 9,276 Assets held for sale (2) — — 5,350 5,350 8,149 Aircraft and equipment (1) — — 136,338 136,338 104,939 Other intangible assets (1) — — — — 3,005 Total assets $ — $ — $ 149,385 $ 149,385 $ 125,369 (1) Fair value as of September 30, 2018. (2) Fair value as of March 31, 2019. The fair value of inventories using Level 3 inputs is determined by evaluating the current economic conditions for sale and disposal of spare parts, which includes estimates as to the recoverability of the carrying value of the parts based on historical experience with sales and disposal of similar spare parts, the expected time frame of sales or disposals, the location of the spare parts to be sold and the condition of the spare parts to be sold or otherwise disposed of. See Note 1 for further discussion of the impairment of inventories. The fair value of aircraft and equipment, using Level 3 inputs, is determined using a market approach. The market approach consisted of a thorough review of recent market activity, available transaction data involving the subject aircraft, current demand and availability on the market. The Company also took into account the age, specifications, accrued hours and cycles, and the maintenance status of each subject aircraft. The fair value of other intangible assets, using Level 3 inputs, is estimated using the income approach. The estimate of fair value includes unobservable inputs, including assumptions related to future performance, such as projected demand for services, rates, and levels of expenditures. For further details on other intangible assets and goodwill, see Note 1. The fair value of assets held for sale using Level 3 inputs is determined through evaluation of expected sales proceeds for aircraft. This analysis includes estimates based on historical experience with sales, recent transactions involving similar assets, quoted market prices for similar assets and condition and location of aircraft to be sold or otherwise disposed of. See Note 7 for details on assets held for sale. Fair Value of Debt The fair value of the Company’s debt has been estimated in accordance with the accounting standard regarding fair value. The fair value of the Company’s long-term debt as of March 31, 2020 (Successor) is estimated based on consideration of future cash flows of the instruments based on the contractual interest rates and then discounted, based on the implied market yield and the Company’s credit rating. The fair value of the Company’s fixed rate long-term debt as of March 31, 2019 (Predecessor) was estimated based on quoted market prices and was not updated for any possible acceleration provisions in the Company’s debt instruments. In connection with the Company’s emergence from bankruptcy and in accordance with ASC 852, the Company applied the provisions of fresh-start accounting to its consolidated financial statements on the Effective Date. As a result, the Company adjusted its debt to its respective fair value at the Effective Date by $57.7 million. See Note 3 for further details. The carrying and fair value of the Company’s debt, excluding unamortized debt issuance costs, are as follows (in thousands): Successor Predecessor March 31, 2020 March 31, 2019 Carrying Value Fair Value Carrying Value Fair Value 8.75% Senior Secured Notes (1)(2) $ — $ — $ 347,400 $ 252,000 4½% Convertible Senior Notes (1)(3) — — 112,944 28,923 6¼% Senior Notes (1) — — 401,535 75,288 Term Loan 61,500 56,894 — — Lombard Debt (4) 136,180 122,165 183,450 183,450 Macquarie Debt (4) 148,165 138,133 171,028 171,028 PK Air Debt (4) 207,326 180,290 212,041 212,041 Airnorth Debt (4) 7,618 7,221 11,058 11,058 Humberside Debt 335 335 — — Other Debt — — 9,168 9,168 $ 561,124 $ 505,038 $ 1,448,624 $ 942,956 (1) These debt instruments were settled in accordance with the Plan. See Note 8 for further details. (2) The carrying value is net of unamortized discount of $2.6 million as of March 31, 2019 (Predecessor). (3) The carrying value is net of unamortized discount of $30.8 million as of March 31, 2019 (Predecessor). (4) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted debt to its respective fair value at the Effective Date by a reduction of $57.7 million. The unamortized discounts as of March 31, 2020 (Successor) were as follows: $26.4 million for the Lombard Debt, $11.1 million for the Macquarie Debt, $12.6 million for the PK Air Debt and $0.6 million for the Airnorth Debt. Other The fair values of the Company’s cash and cash equivalents, accounts receivable and accounts payable approximate their carrying value due to the short-term nature of these items. |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES | 12 Months Ended |
Mar. 31, 2020 | |
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES [Abstract] | |
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES | Note 10 — DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES Embedded Derivatives The Company has determined that the contingent redemption features upon a liquidation or deemed liquidation event, holder optional redemption, and fundamental transaction make-whole redemption features are required to be accounted for separately from the New Preferred Stock as derivative liabilities. The economic characteristics of the New Preferred Stock are considered more akin to a debt instrument because the shares are redeemable at the holder’s option and the redemption value is significantly greater than the original issue price, the shares carry a fixed mandatory dividend (paid in kind), and specified rate of return. Such factors indicate the New Preferred Stock’s most likely method of settlement is the exercise of a redemption feature rather than through conversion; therefore, the embedded features were analyzed against a debt-like host when determining if such features should require bifurcation. The Company determined that each of the redemption features described above must be bifurcated and accounted for separately from the New Preferred Stock because exercise of each feature would result in substantial premiums to the holder. See Note 15 for description of the New Preferred Stock. ASC 815, Derivatives and Hedging does not permit an issuer to account separately for individual derivative terms and features embedded in hybrid financial instruments that require bifurcation and liability classification as derivative financial instruments. Rather, such terms and features must be combined and fair valued as a single compound embedded derivative. Accordingly, the Company recorded a compound derivative liability representing the combined fair value of redemption options described above. The Preferred Stock embedded derivative liability will be remeasured each period with changes in fair value recognized in earnings. The following tables summarize the fair value of the compound derivative linked to the New Preferred Stock: Derivatives not designated as hedging instruments Successor Five Months Ended March 31, 2020 Preferred stock embedded derivative $ 286,182 Total derivatives not designated as hedging instruments $ 286,182 Successor Five Months Ended March 31, 2020 Total amounts of income and expense line items presented in the statement of financial performance in which the effects of fair value are recorded Change in fair value of preferred stock derivative liability Gain or (loss) on derivatives not designated as hedging instruments: Preferred stock embedded derivative $ 184,140 Changes in the fair value of the New Preferred Stock derivative liability, carried at fair value, are reported as change in fair value of the Preferred Stock derivative liability in the consolidated statements of operations. For the five months ended March 31, 2020 (Successor), the Company recognized non-cash benefit of $184.1 million due to a decrease in the Preferred Stock derivative liability related to the embedded derivative in the New Preferred Stock. The Company uses a binomial option pricing method to value the compound derivative. The option pricing method requires the development and use of assumptions. These assumptions include estimated volatility of the value of the Company’s common stock, assumptions regarding possible conversion or early redemption dates, an appropriate risk-free interest rate, risky bond rate, and dividend yields. For further details on fair value, see Note 9. Derivatives Designated as Hedging Instruments From time to time, the Company enters into forward exchange contracts as a hedge against foreign currency asset and liability commitments and anticipated transaction exposures, including intercompany purchases. All derivatives are recognized as assets or liabilities and measured at fair value. The Company does not use financial instruments for trading or speculative purposes. During fiscal year 2019 (Predecessor), the seven months ended October 31, 2019 (Predecessor) and the five months ended March 31, 2020 (Successor), the Company entered into foreign currency put option contracts of £5 million per month through February 2021 to mitigate a portion of the Company’s foreign currency exposure. Upon emergence from bankruptcy, these derivatives were re-designated as cash flow hedges. The designation of a derivative instrument as a hedge and its ability to meet relevant hedge accounting criteria determines how the change in fair value of the derivative instrument will be reflected in the consolidated financial statements. A derivative qualifies for hedge accounting if, at inception of the hedging relationship, the derivative is expected to be highly effective in offsetting the hedged item’s underlying cash flows or fair value and the documentation requirements of the accounting standard for derivative instruments and hedging activities are fulfilled at the time the Company entered into the derivative contract. A hedge is designated as a cash flow hedge, fair value hedge, or a net investment in foreign operations hedge based on the exposure being hedged. The asset or liability value of the derivative will change in tandem with its fair value. For derivatives designated as cash flow hedges, the changes in fair value are recorded in accumulated other comprehensive income (loss). The derivative’s gain or loss is released from accumulated other comprehensive income (loss) to match the timing of the effect on earnings of the hedged item’s underlying cash flows. The Company reviews the effectiveness of hedging instruments on a quarterly basis. The Company discontinues hedge accounting for any hedge that the Company no longer considers to be highly effective. Changes in fair value for derivatives not designated as hedges or those not qualifying for hedge accounting are recognized in current period earnings. None of the Company’s derivative instruments contain credit-risk-related contingent features. Counterparties to the Company’s derivative contracts are high credit quality financial institutions. The following table presents the balance sheet location and fair value of the portions of the Company’s derivative instruments that were designated as hedging instruments as of March 31, 2020 (Successor) (in thousands): Derivatives designated as hedging instruments under ASC 815 Derivatives not designated as hedging instruments under ASC 815 Gross amounts of recognized assets and liabilities Gross amounts offset in the Balance Sheet Net amounts of assets and liabilities presented in the Balance Sheet Prepaid expenses and other current assets $ 2,747 $ — $ 2,747 $ — $ 2,747 Net $ 2,747 $ — $ 2,747 $ — $ 2,747 The following table presents the balance sheet location and fair value of the portions of the Company’s derivative instruments that were designated as hedging instruments as of March 31, 2019 (Predecessor) (in thousands): Derivatives designated as hedging instruments under ASC 815 Derivatives not designated as hedging instruments under ASC 815 Gross amounts of recognized assets and liabilities Gross amounts offset in the Balance Sheet Net amounts of assets and liabilities presented in the Balance Sheet Prepaid expenses and other current assets $ 1,845 $ — $ 1,845 $ — $ 1,845 Net $ 1,845 $ — $ 1,845 $ — $ 1,845 The following table presents the impact that derivative instruments, designated as cash flow hedges, had on accumulated other comprehensive loss (net of tax) and consolidated statements of operations (in thousands): Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Financial statement location Amount of income (loss) recognized in accumulated other comprehensive loss $ — $ (1,828 ) Accumulated other comprehensive loss Amount of income (loss) reclassified from accumulated other comprehensive loss into earnings $ — $ (1,146 ) Statements of operations The following table presents the impact that derivative instruments, designated as cash flow hedges, had on accumulated other comprehensive loss (net of tax) and consolidated statements of operations for fiscal year 2019 (Predecessor) (in thousands): Financial statement location Amount of loss recognized in accumulated other comprehensive loss $ (506 ) Accumulated other comprehensive loss Amount of loss reclassified from accumulated other comprehensive loss into earnings $ (464 ) Statement of operations The Company estimates that $1.4 million of net losses in accumulated other comprehensive loss associated with its derivative instruments is expected to be reclassified into earnings within the next twelve months. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | Note 11 — COMMITMENTS AND CONTINGENCIES Aircraft Purchase Contracts Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Orders Options Orders Options Orders Options Orders Options Beginning of period 2 — 26 — 27 4 32 4 Aircraft delivered (1) (2 ) — (2 ) — — — (5 ) — Aircraft rejected (2) — — (22 ) — — — — — Cancelled order (3) — — — — (1 ) — — — Expired options — — — — — (4 ) — — End of period — — 2 — 26 — 27 4 (1) On July 25, 2019 (Predecessor), the Company entered into an amendment to its agreement for the purchase of four AW189 U.K. SAR configuration helicopters. Pursuant to the amendment, the parties mutually agreed to postpone the delivery dates for three helicopters to the second half of fiscal year 2020 and the first quarter of fiscal year 2021. The postponement in deliveries resulted in deferral of approximately $14.4 million in capital expenditures scheduled for fiscal years 2020 into fiscal year 2021. One of the four AW189s was purchased in August 2019, one was purchased in October 2019 and two were purchased ahead of schedule in December 2019. (2) In October 2019 (Predecessor), the Bankruptcy Court approved the Company’s agreement with Airbus to reject its aircraft purchase contract for 22 large aircraft. (3) In December 2018 (Predecessor), a large aircraft order was terminated and the Company recorded contract termination costs of $14.0 million included in loss on disposal of assets on its consolidated statements of operations for amounts previously included in construction in progress on its consolidated balance sheets. The Company periodically purchases aircraft for which it has no orders. During fiscal years 2020 and 2018, the Company did not purchase any aircraft for which it did not have an order. During fiscal year 2019, the Company purchased one aircraft that was not on order. Employee Agreements — Environmental Contingencies — Other Purchase Obligations — Sikorsky Lawsuit — Other Matters — On November 6, 2017, the Huntington National Bank (“Huntington”) filed suit against the Company and Bristow U.S. LLC in the U.S. District Court for the Southern District of New York (the “Southern District of New York Court”). Huntington alleges violation of an addendum of a lease agreement for failure to arrange for the enrollment of the aircraft engines in a maintenance agreement and seeks approximately $2.5 million in damages. The Company submitted a counterclaim for approximately $100,000 of costs related to storage, maintenance and insurance of the aircraft following the expiration of the lease. On March 1, 2019, the Southern District of New York Court denied Huntington’s motion for summary judgment. The Company initiated discovery; however, on May 16, 2019, the proceedings were stayed as a result of the Chapter 11 Cases. Huntington filed a claim in the bankruptcy proceedings for the damages alleged in its initial lawsuit and for damages allegedly incurred as a result of Bristow returning a second leased aircraft. The Company, Bristow U.S. LLC, and Huntington entered into a Settlement Agreement on October 17, 2019 that provides a framework for resolution of Huntington’s claims with respect to both leased aircraft. The Bankruptcy Court approved the settlement on October 23, 2019. The parties continue to work on finalizing the settlement. A pre-trial conference before the Southern District of New York Court is scheduled for July 29, 2020, if the settlement has not been consummated by then. Two purported class action complaints, Kokareva v. Bristow Group Inc. Lilienfield v. Bristow Group Inc. Kokareva v. Bristow Group Inc. Plaintiffs filed a Consolidated Amended Complaint on November 4, 2019, and the defendants filed a motion to dismiss on January 3, 2020. The Southern District of Texas Court had a hearing on the defendant’s motion to dismiss on May 22, 2020 and the Southern District of Texas Court denied the motion to dismiss the same day. The case is now proceeding into discovery and the defendants intend to litigate vigorously against them. On June 7, 2019, Marilyn DeVault filed a Stockholder Derivative Complaint against Thomas N. Amonett, Gaurdie Banister Jr., Ian A. Godden, Lori A. Gobillot, A. William Higgins, Thomas C. Knudson, Biggs C. Porter, Jonathan E. Baliff, Stephen A. King, Matthew Masters, David C. Gompert, Bruce H. Stover, L. Don Miller, and Brian J. Allman (the “Derivative Defendants”) in the United States District Court for the District of Delaware. The complaint alleges breaches of fiduciary duties and violations of Section 10(b) of the Securities Exchange Act of 1934 arising out of Company disclosures and failing to have adequate monitoring control processes related to non-financial covenants within certain of the Company’s secured financing and lease agreements. The complaint also alleges waste of corporate assets, gross mismanagement, and unjust enrichment. On July 19, 2019, the parties submitted a Joint Stipulation to stay the case pending the resolution of any motion to dismiss filed in the actions in the Southern District of Texas Court. Because the Southern District of Texas Court denied the motion to dismiss on May 22, 2020, the stay is now lifted, and the parties plan to contact the Southern District of Texas Court shortly regarding their next steps. Defendants intend to litigate vigorously against them. The Company operates in jurisdictions internationally where it is subject to risks that include government action to obtain additional tax revenue. In a number of these jurisdictions, political unrest, the lack of well-developed legal systems and legislation that is not clear enough in its wording to determine the ultimate application, can make it difficult to determine whether legislation may impact the Company’s earnings until such time as a clear court or other ruling exists. The Company operates in jurisdictions currently where amounts may be due to governmental bodies that the Company is not currently recording liabilities for as it is unclear how broad or narrow legislation may ultimately be interpreted. The Company believes that payment of amounts in these instances is not probable at this time, but is reasonably possible. The Company is a defendant in certain claims and litigation arising out of operations in the normal course of business. In the opinion of management, uninsured losses, if any, will not be material to the Company’s financial position, results of operations or cash flows. |
LEASES
LEASES | 12 Months Ended |
Mar. 31, 2020 | |
LEASES [Abstract] | |
LEASES | Note 12 — LEASES As discussed in Note 1, the Company adopted ASC 842 on a prospective basis on April 1, 2019 and used the effective date as the date of initial application. Therefore, prior period financial information has not been adjusted and continues to be reflected in accordance with the Company’s historical accounting policies. The lease standard establishes a ROU model that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. The Company elected to adopt the “package of practical expedients,” which allows the Company to carry forward historical assessments of whether existing agreements contain a lease, classification of existing lease agreements and treatment of initial direct lease costs. The Company also elected to account for non-lease and lease components as a single lease component for all asset classes and exclude short-term leases (those with terms of 12 months or less) from balance sheet presentation. The effects related to the adoption of this accounting standard are specified in Note 1. Accounting Policy for Leases The Company determines if an arrangement is a lease at inception. All of the Company’s leases are operating leases and are recorded in ROU assets, accounts payable and operating lease liabilities in its consolidated balance sheet as of March 31, 2020 (Successor). ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligations to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date of a lease based on the present value of lease payments over the lease term. The Company uses its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments. The Company’s lease terms may include options to extend or terminate the lease. The lease term includes options to extend when the Company is reasonably certain to exercise the option. The Company is not, however, reasonably certain that the Company will exercise any option(s) to extend at commencement of a lease as each extension would be based on the relevant facts and circumstances at the time of the decision to exercise or not exercise an extension option, and as such, they have not been included in the remaining lease terms. The Company will evaluate the impact of lease extensions, if and when the exercise of an extension option is probable. Overview The Company has non-cancelable operating leases in connection with the lease of certain equipment, including leases for aircraft, and land and facilities used in its operations. The related lease agreements, which range from non-cancelable and month-to-month terms, generally provide for fixed monthly rentals, and can also include renewal options. The Company generally pays all insurance, taxes and maintenance expenses associated with these leases, and these costs are not included in the lease liability and are recognized in the period in which they are incurred. The aircraft leases range from base terms of up to 180 months with renewal options of up to 60 months in some cases, include purchase options upon expiration and some include early purchase options. The leases contain terms customary in transactions of this type, including provisions that allow the lessor to repossess the aircraft and requires the Company to pay a stipulated amount if the Company defaults on its obligations under the agreements. The following is a summary of the terms related to aircraft leased under operating leases with original terms in excess of one year as of March 31, 2020 (Successor). Successor End of Lease Term Number of Aircraft Fiscal year 2021 to fiscal year 2022 17 Fiscal year 2023 to fiscal year 2026 29 46 Rent expense incurred is as follows (in thousands): Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 2018 Rent expense under all operating leases $ 50,061 $ 101,543 $ 192,316 208,691 Rent expense under operating leases for aircraft $ 43,044 $ 88,599 $ 168,299 181,318 Operating leases as of March 31, 2020 (Successor) were as follows (in thousands, except years and percentages): Successor Operating lease right-of-use assets $ 305,962 Current portion of operating lease liabilities 81,484 Operating lease liabilities 224,595 Total operating lease liabilities $ 306,079 Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Cash paid for operating leases $ 48,967 $ 95,601 ROU assets obtained in exchange for lease obligations $ 338,257 $ 256,242 Weighted average remaining lease term 4 years 5 years Weighted average discount rate 6.27 % 7.14 % As of March 31, 2020 (Successor), aggregate future payments under all non-cancelable operating leases that have initial terms in excess of one year, including leases for 46 aircraft, are as follows (in thousands): Successor Aircraft Other Total Fiscal year ending March 31, 2021 $ 89,736 $ 7,680 $ 97,416 2022 77,229 6,435 83,664 2023 58,583 6,468 65,051 2024 46,005 6,086 52,091 2025 28,370 5,005 33,375 Thereafter 2,170 16,382 18,552 $ 302,093 $ 48,056 $ 350,149 As of March 31, 2019 (Predecessor), aggregate future payments under all non-cancelable operating leases that have initial terms in excess of one year, including leases for 75 aircraft, are as follows (in thousands): Predecessor Aircraft Other Total Fiscal year ending March 31, 2020 $ 121,516 $ 11,367 $ 132,883 2021 59,999 9,814 69,813 2022 39,035 8,797 47,832 2023 16,605 8,396 25,001 2024 5,086 8,513 13,599 Thereafter — 29,256 29,256 $ 242,241 $ 76,143 $ 318,384 The Company leases six S-92 model aircraft and one AW139 model aircraft from VIH Aviation Group Ltd., which is a related party due to common ownership of Cougar and paid lease fees of $5.5 million, $8.6 million, $16.1 million and $19.3 million during the five months ended March 31, 2020 (Successor), seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), respectively. The Company leases a facility in Galliano, Louisiana from VIH Helicopters USA, Inc., another related party due to common ownership of Cougar, and paid lease fees of $0.1 million, $0.1 million, $0.2 million and $0.2 million in lease fees during the five months ended March 31, 2020 (Successor), seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), respectively. In April and May 2019 (Predecessor), the Company returned its remaining four H225 leased aircraft and paid $4.3 million in lease return costs. As of June 30, 2019 (Predecessor), the Company accrued an additional $2.8 million in lease return costs, $9.7 million in future rent and $9.4 million in deferred rent related to these four H225 lease returns. Also, the Company reduced its ROU assets by $11.9 million and operating lease liabilities by $12.4 million in connection with these lease returns during the three months ended June 30, 2019 (Predecessor). For further information regarding the Omnibus Agreement, see Note 8. In June 2019 (Predecessor), the Company rejected ten aircraft leases, including nine S-76C+s and one S-76D, and recorded $26.0 million of lease termination costs, net. In September 2019 (Predecessor), the Company recorded an additional $4.2 million of lease termination costs to adjust its liabilities subject to compromise to the allowed claim. Also, in connection with these ten aircraft lease returns, the Company reduced its ROU assets by $18.6 million and operating lease liabilities by $20.2 million in the Predecessor period. On October 31, 2019 (Predecessor), as part of the Plan, the Company settled and paid these liabilities in full for $3.9 million. In September 2019 (Predecessor), the Company rejected the lease for its corporate headquarters in Houston, Texas. As of September 30, 2019 (Predecessor), the Company recorded an allowed claim of $5.3 million, which was settled and paid in full for $0.6 million on October 31, 2019 (Predecessor), as part of the Plan. Also, in connection with the corporate lease rejection, as of September 30, 2019 (Predecessor), the Company reduced its ROU assets by $13.2 million and operating lease liabilities by $18.9 million. In connection with the adoption of fresh-start accounting, the Company made the accounting policy election in accordance with ASC 805 to not recognize lease assets or liabilities upon emergence for any leases that have a remaining lease term of 12 months or less as of the Effective Date. Any ROU asset or lease liability that meets the criteria was written off by offsetting each other with any resulting gain or loss recognized as a fresh-start adjustment on the Predecessor’s consolidated statements of operations. Any future lease expenses will be expensed on a straight-line basis over the lease term or for variable lease payments in the period in which the obligation for those payments is incurred. Further, the ROU asset was reduced on a net basis by $2.6 million for changes in fair value related to favorable or unfavorable lease terms with the offset recorded as reorganization expense, net in the Predecessor’s consolidated statement of operations. |
TAXES
TAXES | 12 Months Ended |
Mar. 31, 2020 | |
TAXES [Abstract] | |
TAXES | Note 13 — TAXES The components of deferred tax assets and liabilities are as follows (in thousands): Successor Predecessor March 31, 2020 March 31, 2019 Deferred tax assets: Foreign tax credits $ 39,554 $ 39,554 State net operating losses 9,140 12,448 Net operating losses 68,919 102,074 Accrued pension liability 2,869 4,254 Accrued equity compensation 440 9,115 Interest expense limitation 33,567 17,852 Deferred revenue 375 511 Employee award programs 86 387 Employee payroll accruals 1,656 3,476 Inventories 6,853 1,263 Investment in unconsolidated affiliates — 30,783 Convertible note — 2,013 Capital loss carryover — 4,200 Accrued expenses not currently deductible 9,000 6,339 Lease liabilities 22,369 — Other 8,992 7,005 Valuation allowance - foreign tax credits (39,554 ) (39,554 ) Valuation allowance - state (9,140 ) (12,448 ) Valuation allowance - interest expense limitation (11,603 ) — Valuation allowance (58,264 ) (76,212 ) Total deferred tax assets $ 85,259 $ 113,060 Deferred tax liabilities: Property and equipment $ (38,299 ) $ (136,175 ) Inventories (987 ) (1,754 ) Investment in unconsolidated affiliates (23,112 ) (27,595 ) ROU asset (21,552 ) — Intangibles (18,539 ) — Deferred gain — (1,872 ) Other (5,545 ) (4,872 ) Total deferred tax liabilities $ (108,034 ) $ (172,268 ) Net deferred tax liabilities $ (22,775 ) $ (59,208 ) Companies may use foreign tax credits to offset the U.S. income taxes due on income earned from foreign sources. However, the credit that may be claimed for a particular taxable year is limited by the total income tax on the U.S. income tax return as well as by the ratio of foreign source net income in each statutory category to total net income. The amount of creditable foreign taxes available for the taxable year that exceeds the limitation (i.e., “excess foreign tax credits”) may be carried back one year and forward ten years. The Company has $39.6 million of excess foreign tax credits as of March 31, 2020 (Successor), of which $6.6 million will expire in fiscal year 2021, $4.0 million will expire in fiscal year 2022, $0.2 million will expire in fiscal year 2023, $15.6 million will expire in fiscal year 2024 and $13.2 million will expire in fiscal year 2025. As of March 31, 2020 (Successor), the Company has $0.5 million of net operating losses in the U.S., all of which will expire in fiscal year 2038. In addition, the Company has net operating losses in certain states totaling $147.8 million which will begin to expire in fiscal year 2022. The valuation adjustments related to the Company’s equity method investments discussed in Note 3 resulted in the write-off of the related deferred tax asset on October 31, 2019 (Predecessor) for such investments. As part of the Chapter 11 Cases, indebtedness related to the 4½% Convertible Senior Notes was cancelled, therefore the deferred tax asset was reduced to zero as of October 31, 2019 (Predecessor). Certain limitations on the deductibility of interest expense pursuant to the Tax Cuts and Jobs Act (the “Act”) became effective for Bristow on April 1, 2018. As of March 31, 2020 (Successor) and March 31, 2019 (Predecessor), the Company had $159.8 million and $85.0 million gross disallowed U.S. interest expense carryforward, respectively. The disallowed interest expense can be carried forward indefinitely. As of March 31, 2020 (Successor), a valuation allowance has been recorded for a portion of the deferred tax asset related to interest expense limitations. The realization of deferred income tax assets is dependent upon the generation of sufficient taxable income during future periods in which the temporary differences are expected to reverse. The valuation allowance is reviewed on a quarterly basis and if the assessment of the “more likely than not” criteria changes, the valuation allowance is adjusted accordingly. The valuation allowance continues to be applied against certain deferred income tax assets where the Company has assessed that the realization of such assets does not meet the “more likely than not” criteria. As of March 31, 2020 (Successor), valuation allowances were $58.0 million for foreign operating loss carryforwards, $9.1 million for state operating loss carryforwards, $11.6 million for interest expense limitation carryforwards, $0.2 million for charitable contribution carryforwards and $39.6 million for foreign tax credits. The following table is a rollforward of the valuation allowance against the Company’s deferred tax assets (in thousands): Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 2018 Balance – beginning of fiscal year $ (124,700 ) $ (128,214 ) $ (71,987 ) $ (74,727 ) Additional allowances (19,434 ) (5,381 ) (59,493 ) (20,259 ) Reversals and other changes 25,573 8,895 3,266 22,999 Balance – end of fiscal year $ (118,561 ) $ (124,700 ) $ (128,214 ) $ (71,987 ) The components of loss before benefit (provision) for income taxes are as follows (in thousands): Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 2018 Domestic $ 163,866 $ (568,781 ) $ (263,377 ) $ (91,002 ) Foreign (24,308 ) (318,603 ) (72,922 ) (136,998 ) Total $ 139,558 $ (887,384 ) $ (336,299 ) $ (228,000 ) The provision (benefit) for income taxes consisted of the following (in thousands): Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, Current: 2020 2019 2019 2018 Domestic $ (1,542 ) $ 2,516 $ 1,337 $ 1,247 Foreign 6,572 9,178 15,313 13,607 $ 5,030 $ 11,694 $ 16,650 $ 14,854 Deferred: Domestic $ (5,072 ) $ (49,634 ) $ (16,523 ) $ (39,079 ) Foreign 524 (13,238 ) (288 ) (6,666 ) $ (4,548 ) $ (62,872 ) $ (16,811 ) $ (45,745 ) Total $ 482 $ (51,178 ) $ (161 ) $ (30,891 ) The reconciliation of the U.S. Federal statutory tax rate to the effective income tax rate for the (provision) benefit for income taxes is shown below: Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Statutory rate 21.0 % 21.0 % 21.0 % 31.6 % Effect of U.S. tax reform — % — % (3.5 )% 9.9 % Net foreign tax on non-U.S. earnings (4.2 )% (0.7 )% (0.3 )% 0.8 % Benefit of foreign tax deduction in the U.S. (0.2 )% — % — % — % Foreign earnings indefinitely reinvested abroad 2.2 % (5.9 )% (4.4 )% (8.1 )% Change in valuation allowance (0.4 )% (0.6 )% (15.2 )% 1.1 % Foreign earnings that are currently taxed in the U.S. 0.8 % — % (0.7 )% (33.0 )% Sales of subsidiaries — % (1.1 )% — % — % Effect of change in foreign statutory corporate income tax rates — % — % 0.4 % — % Preferred stock embedded derivative (27.7 )% — % — % — % Contingent beneficial conversion feature — % (1.0 )% — % — % Impairment of foreign investments 1.4 % (0.6 )% — % 11.9 % Fresh start accounting and reorganization 6.7 % (3.6 )% — % — % Professional fees to be capitalized for tax 1.3 % (1.3 )% — % — % Changes in tax reserves 0.1 % — % 0.7 % (2.3 )% Other, net (0.7 )% (0.4 )% 2.0 % 1.6 % Effective tax rate 0.3 % 5.8 % — % 13.5 % In the five months ended March 31, 2020 (Successor), the Company’s effective tax rate is 0.3% and includes (a) $11.1 million of tax expense for fresh start accounting and reorganization related expenses, (b) $38.7 million of tax benefit from the preferred stock embedded derivative and (c) $2.0 million of tax expense for impairment of its investment in unconsolidated affiliates. In the seven months ended October 31, 2019 (Predecessor), the Company’s effective tax rate is 5.8% and includes (a) $43.4 million of tax expense for fresh start accounting and reorganization related expenses, (b) $8.9 million of tax expense related to the contingent beneficial conversion feature, (c) $9.8 million of tax expense from the sale of foreign subsidiaries, (d) $5.3 million of tax expense for impairments and write-offs of certain investments and (d) $5.4 million of tax expense for an increase in valuation allowances. In fiscal year 2019 (Predecessor), the Company’s effective tax rate is 0.0% and includes (a) $51.0 million of tax expense for an increase in valuation allowances and (b) a reduction to its previously-recorded U.S. statutory tax rate reduction adjustment of $19.0 million offset by a one-time non-cash transition tax expense of $30.6 million. On December 22, 2017, the president of the United States signed into law the Act. The Act includes numerous changes in existing U.S. tax law, including a permanent reduction in the U.S. federal corporate income tax rate from 35% to 21%. The rate reduction took effect on January 1, 2018. Further, the Act provided for a one-time “deemed repatriation” of accumulated foreign earnings of certain foreign corporations. Under GAAP, the Company’s net deferred tax liabilities are required to be revalued during the period in which the new tax legislation is enacted. The Company completed its analysis of the income tax implications of the Act during the third quarter of fiscal year 2019. Pursuant to the issuance of additional guidance by the U.S. Internal Revenue Service related to the calculation of the one-time deemed repatriation tax, the Company adjusted its previously reported provisional amounts by recording an additional tax expense of $11.6 million related to remeasurement of deferred taxes offset by one-time mandatory deemed repatriation. Certain provisions under the Act became applicable to the Company on April 1, 2018 and the Company’s tax provision for fiscal year 2019 includes the tax implications of these provisions. These provisions include Global Intangible Low-Taxed Income, Base Erosions and Anti-Avoidance Tax, Foreign Derived Intangible Income and certain limitations on the deduction of interest expense and utilization of net operating losses. In fiscal year 2018 (Predecessor), the Company’s effective tax rate was 13.5% and includes: (i) tax benefit of $27.0 million related to the impairment of its investment in unconsolidated affiliates; (ii) tax impact of one-time transition tax on unrepatriated earnings of foreign subsidiaries under the Act of $52.9 million, which is partially offset by the utilization of foreign tax credits of $22.6 million; (iii) tax benefit of $53.0 million as a result of the revaluation of its net deferred tax liabilities; and (iv) tax benefit due to release of $22.8 million of foreign tax credit valuation allowances. A portion of the Company’s aircraft fleet is owned directly or indirectly by its wholly owned Cayman Island subsidiaries. The Company’s foreign operations combined with its leasing structure provided a material benefit to the effective tax rates for fiscal years 2020, 2019 and 2018. Also, the Company’s effective tax rates for fiscal years 2020, 2019 and 2018 benefited from the permanent investment outside the U.S. of foreign earnings, upon which no U.S. tax had been provided until the one-time transition tax on unrepatriated earnings of foreign subsidiaries under the Act. The Company’s operations are subject to the jurisdiction of multiple tax authorities, which impose various types of taxes on the Company, including income, value added, sales and payroll taxes. Determination of taxes owed in any jurisdiction requires the interpretation of related tax laws, regulations, judicial decisions and administrative interpretations of the local tax authority. As a result, the Company is subject to tax assessments in such jurisdictions including the re-determination of taxable amounts by tax authorities that may not agree with its interpretations and positions taken. The following table summarizes the years open by jurisdiction as of March 31, 2020 (Successor): Jurisdiction Years Open U.S. Fiscal year 2018 to present U.K. Fiscal year 2017 to present Guyana Fiscal year 2013 to present Nigeria Fiscal year 2012 to present Trinidad Fiscal year 2010 to present Australia Fiscal year 2016 to present Norway Fiscal year 2016 to present The effects of a tax position are recognized in the period in which the Company determines that it is more-likely-than-not (defined as a more than 50% likelihood) that a tax position will be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. A tax position that meets the more-likely-than-not recognition threshold is measured as the largest amount of tax benefit that is greater than 50% likely of being recognized upon ultimate settlement. The Company has analyzed filing positions in the federal, state and foreign jurisdictions where it is required to file income tax returns for all open tax years. The Company believes that the settlement of any tax contingencies would not have a significant impact on its consolidated financial position, results of operations or liquidity. In the five months ended March 31, 2020 (Successor), the seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), the Company had a net (benefit) provision of $0.2 million, $(0.2) million, $(2.3) million and $5.4 million, respectively, of reserves for tax contingencies primarily related to non-U.S. income tax on foreign leasing operations. The Company’s policy is to accrue interest and penalties associated with uncertain tax positions in its provision for income taxes. In the five months ended March 31, 2020 (Successor), the seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), $0.2 million, $0.2 million, $0.0 million and $0.1 million, respectively, in interest and penalties were accrued in connection with uncertain tax positions. As of March 31, 2020 (Successor) and March 31, 2019 (Predecessor), the Company had $4.3 million and $4.3 million, respectively, of unrecognized tax benefits, all of which would have an impact on its effective tax rate, if recognized. The Company believes that it is reasonably possible that a decrease of up to $0.4 million in unrecognized tax benefits may be necessary within the coming year. In addition, the Company believes that it is reasonably possible that approximately $3.8 million of current other remaining unrecognized tax benefits may be recognized by the end of fiscal year 2023 as a result of a lapse of the statute of limitations. The activity associated with unrecognized tax benefit is as follows (in thousands): Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal year ended March 31, 2019 Unrecognized tax benefits – beginning of period $ 4,060 $ 4,337 $ 6,682 Increases for tax positions taken in prior periods 213 170 100 Decreases for tax positions taken in prior periods — (442 ) (2,445 ) Decrease related to statute of limitation expirations (21 ) (5 ) — Unrecognized tax benefits – end of period $ 4,252 $ 4,060 $ 4,337 As of March 31, 2020 (Successor), the Company has aggregated approximately $102.1 million in unremitted earnings generated by foreign subsidiaries. The Company expects to indefinitely reinvest these earnings. Accordingly, the Company has not provided deferred taxes on these unremitted earnings. If the Company’s expectations were to change, withholding and other applicable taxes incurred upon repatriation, if any, are not expected to have a material impact on its results of operations. Pursuant to the Act, the Company subjected a significant portion of its accumulated foreign earnings from certain foreign corporations to the one-time “deemed repatriation” tax. Any additional taxes due with respect to such earnings or the excess of the amount for financial reporting over the tax basis of our foreign investments would generally be limited to foreign and state taxes. Income taxes paid were $7.6 million, $9.5 million, $19.4 million and $26.7 million during the five months ended March 31, 2020 (Successor), the seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), respectively. As described in Note 2, elements of the Plan provided that certain secured and unsecured debt that the Company held was exchanged for New Common Stock and New Preferred Stock. Absent an exception, a debtor recognizes cancellation of indebtedness income (“CODI”) upon discharge of its outstanding indebtedness for an amount of consideration that is less than its adjusted issue price. The Internal Revenue Code of 1986, as amended (“IRC”), provides that a debtor in a Chapter 11 bankruptcy case may exclude CODI from taxable income but must reduce certain of its tax attributes by the amount of any CODI realized as a result of the consummation of a plan of reorganization. The amount of CODI realized by a taxpayer is determined based on the fair market value of the consideration received by the creditors in settlement of outstanding indebtedness. As a result of the market value of equity upon emergence from the Chapter 11 Cases, the estimated amount of CODI is approximately $487.7 million, which reduced most of the value of the Company’s net operating loss carryover, the entire capital loss carryover and partially reduced the tax basis in the Company’s other assets. The actual reduction in tax attributes does not occur until the first day of the Company’s tax year subsequent to the date of emergence, or April 1, 2020. The Company previously reported $93.8 million deferred tax expense for the seven months ended October 31, 2019 (Predecessor) related to the reduction of net operating losses, tax basis in fixed assets and other assets. The Company has updated its estimate during the fourth quarter and reported a $4.2 million deferred tax benefit for the five months ended March 31, 2020 (Successor) for total deferred tax expense of $89.6 million. Due to the uncertainty of the amounts and allocations of the reduction in tax attributes there may be changes in the amount of deferred taxes that should be recorded. The Company has estimated its attributes subject to reduction based on current results from operations and gains and losses from sale of assets. Although the Company believes the income tax estimates are reasonable, any changes in the anticipated results may have a material effect on the Company’s results of operations. IRC Section 382 provides an annual limitation with respect to the ability of a corporation to utilize its tax attributes, as well as certain built-in-losses, against future taxable income in the event of a change in ownership. Emergence from the Chapter 11 Cases resulted in a change in ownership for purposes of IRC Section 382. As part of the attribute reduction the Company reduced all but $0.5 million of its net operating losses, however certain future tax deductions available after the reduction for CODI are expected to be subject to an annual limitation under IRC Section 382. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Mar. 31, 2020 | |
EMPLOYEE BENEFIT PLANS [Abstract] | |
EMPLOYEE BENEFIT PLANS | Note 14 — EMPLOYEE BENEFIT PLANS Defined Contribution Plans The Bristow Group Inc. Employee Savings and Retirement Plan (the “Bristow Plan”) covers certain of the Company’s U.S. employees. Under the Bristow Plan, the Company matches each participant’s contributions up to 3% of the employee’s compensation. In addition, under the Bristow Plan, the Company contributes an additional 3% of the employee’s compensation after the end of each calendar year. Bristow Helicopters and Bristow International Aviation (Guernsey) Limited (“BIAGL”) each have a defined contribution plan. These defined contribution plans replaced the defined benefit pension plans described below for future accruals. The Company’s contributions to its defined contribution plans were $8.5 million, $13.6 million, $22.2 million and $22.0 million for the five months ended March 31, 2020 (Successor), seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), respectively. Defined Benefit Plans The defined benefit pension plans of Bristow Helicopters and BIAGL replaced by the defined contribution plans described above covered all full-time employees of Bristow Aviation and BIAGL employed on or before December 31, 1997. Both plans were closed to future accrual as of February 1, 2004. The defined benefits for employee members were based on the employee’s annualized average last three years’ pensionable salaries up to February 1, 2004, increasing thereafter in line with retail price inflation (prior to 2011) and consumer price inflation (from 2011 onwards), and subject to maximum increases of 5% per year over the period to retirement. Any valuation deficits are funded by contributions by Bristow Helicopters and BIAGL. Plan assets are held in separate funds administered by the plans’ trustee (the “Plan Trustee”), which are primarily invested in equities and debt securities. For members of the two closed defined benefit pension plans, since January 2005, Bristow Helicopters contributes a maximum of 7% of a participant’s non-variable salary, and since April 2006, the maximum employer contribution into the plan has been 7.35% for pilots. Each member is required to contribute a minimum of 5% of non-variable salary for Bristow Helicopters to match the contribution. In addition, there are three defined contribution plans for staff who were not members of the original defined benefit plans, two of which are closed to new members. The following tables provide a rollforward of the projected benefit obligation and the fair value of plan assets, set forth the defined benefit retirement plans’ funded status and provide detail of the components of net periodic pension cost calculated for the U.K. pension plans. The measurement date adopted is March 31. For the purposes of amortizing gains and losses, the 10% corridor approach has been adopted and assets are taken at fair market value. Any such gains or losses are amortized over the average remaining life expectancy of the plan members. Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 Change in benefit obligation: (In thousands) Projected benefit obligation (PBO) at beginning of period $ 528,858 $ 504,076 $ 545,128 Service cost 594 29 655 Interest cost 4,109 6,705 12,984 Actuarial loss (gain) (5,545 ) 34,618 9,702 Benefit payments and expenses (11,394 ) (13,882 ) (28,593 ) Plan amendments — — 3,020 Effect of exchange rate changes (21,630 ) (2,688 ) (38,820 ) Projected benefit obligation (PBO) at end of period $ 494,992 $ 528,858 $ 504,076 Change in plan assets: Market value of assets at beginning of period $ 495,343 $ 478,350 $ 508,375 Actual return on assets 6,827 24,633 18,121 Employer contributions 7,144 9,032 16,644 Benefit payments and expenses (11,394 ) (13,882 ) (28,593 ) Effect of exchange rate changes (20,783 ) (2,790 ) (36,197 ) Market value of assets at end of period $ 477,137 $ 495,343 $ 478,350 Reconciliation of funded status: Accumulated benefit obligation (ABO) $ 494,992 $ 528,858 $ 504,076 Projected benefit obligation (PBO) $ 494,992 $ 528,858 $ 504,076 Fair value of assets (477,137 ) (495,343 ) (478,350 ) Net recognized pension liability $ 17,855 $ 33,515 $ 25,726 Amounts recognized in accumulated other comprehensive loss $ (6,389 ) $ — $ 219,232 Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 (In thousands) Components of net periodic pension cost: Service cost for benefits earned during the period $ 594 $ 29 $ 655 $ 856 Interest cost on PBO 4,109 6,705 12,984 12,914 Expected return on assets (5,735 ) (5,610 ) (17,118 ) (21,184 ) Amortization of unrecognized losses — — 8,001 8,151 Net periodic pension cost $ (1,032 ) $ 1,124 $ 4,522 $ 737 Service cost component is reported in the Company’s statement of operations in direct cost. All other components of net periodic pension cost are reported in the other expenses, net. The amount in accumulated other comprehensive loss as of March 31, 2020 (Successor) expected to be recognized as a component of net periodic pension cost in fiscal year 2021 is zero, net of tax, and represents amortization of the net actuarial losses. In October 2018, the U.K. High Court ruled that the U.K. defined pension schemes will be required to equalize for the effect of unequal guaranteed minimum pensions (“GMPs”) accrued between 1990 and 1997 by adjusting other non-GMP benefits. The Company recorded additional pension liability of $2.9 million as of December 31, 2018 (Predecessor) related to this ruling that will be recorded as additional service cost over the future service period of approximately 20 years. Actuarial assumptions used to develop the components of the U.K. plans were as follows: Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 2018 Discount rate 1.90 % 1.90 % 2.60 % 2.40 % Expected long-term rate of return on assets 2.80 % 2.80 % 3.62 % 4.41 % Pension increase rate . 2.80 % 2.80 % 2.90 % 3.00 % The Company utilizes a British pound sterling denominated AA corporate bond index as a basis for determining the discount rate for its U.K. plans. The expected rate of return assumptions have been determined following consultation with the Company’s actuarial advisors. In the case of bond investments, the rates assumed have been directly based on market redemption yields at the measurement date, and those on other asset classes represent forward-looking rates that have typically been based on other independent research by investment specialists. Under U.K. and Guernsey legislation, it is the Plan Trustee who is responsible for the investment strategy of the plans, although day-to-day management of the assets is delegated to a team of regulated investment fund managers. The Plan Trustee of the Bristow Staff Pension Scheme (the “Scheme”) has the following three stated primary objectives when determining investment strategy: (i) “funding objective” — to ensure that the Scheme is fully funded using assumptions that contain a modest margin for prudence. Where an actuarial valuation reveals a deficit, a recovery plan will be put in place which will take into account the financial covenant to the employer; (ii) “stability objective” — to have due regard to the likely level and volatility of required contributions when setting the Scheme’s investment strategy; and (iii) “security objective” — to ensure that the solvency position of the Scheme (as assessed on a gilt basis) is expected to improve. The Plan Trustee will take into account the strength of the employer’s covenant when determining the expected improvement in the solvency position of the Scheme. The types of investments are held, and the relative allocation of assets to investments is selected, in light of the liability profile of the Scheme, its cash flow requirements, the funding level and the Plan Trustee’s stated objectives. In addition, in order to avoid an undue concentration of risk, assets are diversified within and across asset classes. In determining the overall investment strategy for the plans, the Plan Trustee undertakes regular asset and liability modeling (the “ALM”) with the assistance of their U.K. actuary. The ALM looks at a number of different investment scenarios and projects both a range and a best estimate of likely return from each one. Based on these analyses, and following consultation with the Company, the Trustee determines the benchmark allocation for the plans’ assets. The market value of the plan’s assets as of March 31, 2020 (Successor) and March 31, 2019 (Predecessor) was allocated between asset classes as follows. Details of target allocation percentages under the Plan Trustee’s investment strategies as of the same dates are also included. Successor Predecessor Successor Predecessor Asset Category Target Allocation as of March 31, 2020 Target Allocation as of March 31, 2019 Actual Allocation as of March 31, 2020 Actual Allocation as of March 31, 2019 Equity securities 25.3 % 25.4 % 23.0 % 24.1 % Debt securities 25.0 % 34.8 % 27.1 % 44.5 % Property 7.4 % 7.4 % 6.5 % 6.1 % Other assets 42.3 % 32.4 % 43.4 % 25.3 % Total 100.0 % 100.0 % 100.0 % 100.0 % The following table summarizes, by level within the fair value hierarchy, the plan assets as of March 31, 2020 (Successor), which are valued at fair value (in thousands): Successor Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance as of March 31, 2020 Cash and cash equivalents $ 8,680 $ — $ — $ 8,680 Cash plus — 10,788 — 10,788 Equity investments - U.K. 992 — — 992 Equity investments - Non-U.K. 1,488 — — 1,488 Insurance Linked Securities — 24,303 — 24,303 Illiquid credit — — 28,271 28,271 Diversified growth (absolute return) funds 868 40,919 — 41,787 Government debt securities 248 86,549 — 86,797 Corporate debt securities 1,612 — — 1,612 Alternatives — 41,167 — 41,167 Property debt — — 31,247 31,247 Multi asset credit — 40,918 — 40,918 Insurance policies — — 159,087 159,087 Total investments $ 13,888 $ 244,644 $ 218,605 $ 477,137 The following table summarizes, by level within the fair value hierarchy, the plan assets as of March 31, 2019 (Predecessor), which are valued at fair value (in thousands): Predecessor Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance as of March 31, 2019 Cash and cash equivalents $ 26,191 $ — $ — $ 26,191 Cash plus — 84,438 — 84,438 Equity investments - U.K. — 2,476 — 2,476 Equity investments - Non-U.K. — 1,303 — 1,303 Insurance Linked Securities — — 25,279 25,279 Illiquid credit — — 40,004 40,004 Diversified growth (absolute return) funds — 86,001 — 86,001 Government debt securities — 138,384 — 138,384 Corporate debt securities — 74,274 — 74,274 Total investments $ 26,191 $ 386,876 $ 65,283 $ 478,350 The investments’ fair value measurement level within the fair value hierarchy is classified in its entirety based on the lowest level of input that is significant to the measurement. The fair value of assets using Level 2 inputs is determined based on the fair value of the underlying investment using quoted prices in active markets or other significant inputs that are deemed observable. Estimated future benefit payments over each of the next five fiscal years from March 31, 2020 (Successor) and in the aggregate for the following five fiscal years after fiscal year 2025 are as follows (in thousands): Successor Projected Benefit Payments by the Plans for Fiscal Years Ending March 31, Payments 2021 $ 21,451 2022 21,823 2023 22,567 2024 22,815 2025 23,187 Aggregate 2026 - 2030 119,408 The Company expects to fund these payments with cash contributions to the plans, plan assets and earnings on plan assets. The current estimates of cash contributions for the Company’s pension plans required for fiscal year 2021 (Successor) are expected to be $16.4 million. Incentive Compensation Prior to May 11, 2019, stock-based awards were made under the Bristow Group Inc. 2007 Long-Term Incentive Plan (the “2007 Plan”). A maximum of 10,646,729 shares of common stock were reserved. Awards granted under the 2007 Plan were in the form of stock options, stock appreciation rights, shares of restricted stock, other stock-based awards (payable in cash or common stock) or performance awards, or any combination thereof, and were made to outside directors, employees or consultants. In June 2018 and 2017, the Compensation Committee of the Company’s prior board of directors authorized the grant of stock options, time vested restricted stock and long-term performance cash awards to participating employees. Each of the stock options had a ten-year term and an exercise price equal to the fair market value (as defined in the 2007 Plan) of common stock on the grant date. The options would vest in annual installments of one-third each, beginning on the first anniversary of the grant date. Restricted stock grants vested at the end of three years. Performance cash awards granted in June 2017 and 2018 had two components. One half of each performance cash award would vest and pay out in cash three years after the date of grant at varying levels depending on the Company’s performance in total shareholder return against a peer group of companies. The other half of each performance cash award would be earned based on absolute performance in respect of improved average adjusted earnings per share for the Company over the three-year performance period beginning on April 1, 2017 and 2018. The value of the performance cash awards was calculated on a quarterly basis by comparing the performance of the Company’s common stock, including any dividends paid since the award date, against the peer group. The total value of the awards was recognized as compensation expense over a three-year vesting period with the recognition amount being adjusted quarterly. Compensation (benefit) expense related to the performance cash awards during the seven months ended October 31, 2019 (Successor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor) was $(0.2) million, $(2.0) million and $1.5 million, respectively. Performance cash compensation (benefit) expense has been allocated to the Company’s various regions. Total share-based compensation expense related to the 2007 Plan, which includes stock options and restricted stock, was $1.9 million, $6.4 million and $10.4 million for the seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), respectively. Stock-based compensation expense is included in general and administrative expense in the consolidated statements of operations and has been allocated to the Company’s various regions. No stock-based compensation was awarded in fiscal year 2020 under the 2007 Plan. The 2007 Plan and all awards thereunder were cancelled effective upon emergence from bankruptcy on October 31, 2019 (Predecessor). Weighted Average Exercise Prices Number of Shares Outstanding at March 31, 2019 (Predecessor) $ 26.49 3,217,723 Expired or forfeited 25.74 (130,023 ) Cancelled 26.54 (3,087,700 ) Outstanding at October 31, 2019 (Predecessor) — — Stock options granted to employees under the 2004 and 2007 Plans vested ratably over three years on each anniversary from the date of grant and expired ten years from the date of grant. The Company used a Black-Scholes option pricing model to estimate the fair value of share-based awards. The Black-Scholes option pricing model incorporates various assumptions, including the risk-free interest rate, volatility, dividend yield and the expected term of the options. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for a period equal to the expected term of the option. Expected volatilities are based on the historical volatility of shares of the Company’s common stock, which had not been adjusted for any expectation of future volatility given uncertainty related to the future performance of its common stock at this time. The Company also uses historical data to estimate the expected term of the options within the option pricing model and groups of employees that have similar historical exercise behavior are considered separately for valuation purposes. The expected term of the options represents the period of time that the options granted are expected to be outstanding. Additionally, the Company recorded forfeitures based on actual forfeitures. The following table shows the assumptions used to compute the stock-based compensation expense for stock option grants issued during fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor). Predecessor Fiscal Year Ended March 31, 2019 2018 Risk free interest rate 2.76 % 1.78 % Expected life (years) 5 5 Volatility 62.8 % 56.1 % Dividend yield — % 3.98 % Weighted average grant-date fair value of options granted $ 6.71 $ 2.53 No options vested during the seven months ended October 31, 2019 (Predecessor). The total fair value of options vested during fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor) was approximately $2.9 million and $4.7 million, respectively. No options were exercised during the seven months ended October 31, 2019 (Predecessor). The total intrinsic value, determined as of the date of exercise, of options exercised during fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor) was $0.3 million and zero, respectively. The total tax benefit attributable to options exercised during fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor) was $0.1 million and zero, respectively. The Company had restricted stock awards that cliff vest on the third anniversary from the date of grant provided the grantee was still employed by the Company, subject to its retirement policy. Restricted stock granted to non-employee directors under the 2003 Non-qualified Stock Option Plan for Non-employee Directors vested after six months. The Company recorded compensation expense for restricted stock awards based on an estimate of the service period related to the awards, which was tied to the future performance of its stock over certain time periods under the terms of the award agreements. The estimated service period was reassessed quarterly. Changes in this estimate may cause the timing of expense recognized in future periods to accelerate. Compensation expense related to awards of restricted stock for the seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor) was $1.0 million, $4.0 million and $6.7 million, respectively. The following is a summary of non-vested restricted stock: Units Weighted Average Grant Date Fair Value per Unit Non-vested as of March 31, 2019 (Predecessor) 860,362 $ 9.43 Forfeited (18,788 ) 9.39 Cancelled (841,574 ) 9.43 Non-vested as of October 31, 2019 (Predecessor) — — During June 2017 and 2018, the Company awarded certain members of management phantom restricted stock, which would have paid out in cash after three years. The Company accounted for these awards as liability awards. As of March 31, 2019 (Predecessor), the Company had $0.2 million in other liabilities and deferred credits on its consolidated balance sheet. The Company recognized a benefit of $0.2 million for the seven months ended October 31, 2019 (Predecessor), $0.5 million in fiscal year 2019 (Predecessor) and an expense of $1.1 million in fiscal year 2018 (Predecessor) in general and administrative expense on its consolidated statement of operations related to these awards. The Annual Incentive Compensation Plan provides for an annual award of cash bonuses to key employees based primarily on pre-established objective measures of performance. The accrued bonuses related to this plan were $3.9 million and $10.1 million during fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), respectively. See “ Key Employee Incentive Plans Additionally, the Company has a non-qualified deferred compensation plan for senior executives (the “Deferred Compensation Plan”). Under the terms of the Deferred Compensation Plan, participants can elect to defer a portion of their compensation for distribution at a later date. Prior to December 31, 2018, the Company had the discretion to make annual tax deferred contributions to the Deferred Compensation Plan on the participants’ behalf. The Company contributed $0.3 million and $0.1 million to the Deferred Compensation Plan for fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), respectively. Effective as of December 31, 2018, the Deferred Compensation Plan was amended to eliminate the Company’s mandatory annual contributions to each participant’s Employer Contribution Account (as such term is defined in the Deferred Compensation Plan), other than the Company’s contributions allocated in calendar year 2018 but settled in calendar year 2019. The Company did not make any contributions to the Deferred Compensation Plan for the five months ended March 31, 2020 (Successor) or the seven months ended October 31, 2019 (Predecessor). The assets of the plan are held in a rabbi trust and are subject to the Company’s general creditors. As of March 31, 2020 (Successor), the amount held in trust was $2.3 million. Separation Agreements — Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, VSP: 2020 2019 2019 2018 Direct cost $ — $ — $ — $ 105 General and administrative — — 1,017 Total $ — $ — $ — $ 1,122 ISP: Direct cost $ 104 $ 4,376 $ 7,125 $ 11,538 General and administrative 123 163 2,110 9,676 Total $ 227 $ 4,539 $ 9,235 $ 21,214 Key Employee Incentive Plans In connection with the Chapter 11 Cases, the Compensation Committee of the Board adopted on behalf of the Company an Executive Key Employee Incentive Plan (the “Executive KEIP”) and a Non-Executive Key Employee Incentive Plan (“Non-Executive KEIP”), each approved by the Bankruptcy Court on August 22, 2019. The Executive KEIP is designed to incentivize ten of the Company’s senior executives by providing a total potential cash award pool of approximately $3.1 million at threshold, $6.1 million at target and up to $12.3 million for exceeding target, and was contingent upon achievement of certain financial targets and safety metrics, and the timing of confirmation of the Plan by the Bankruptcy Court. The Non-Executive KEIP is designed to enhance retention of up to 183 other non-insider employees and provides a total potential cash award pool of approximately $7.7 million at threshold, $10.3 million at target and up to $15.4 million for exceeding target, with 50 percent of the payment contingent upon achievement of certain financial targets and safety metrics, and 50 percent of the payment being based on continued employment with the Company. The payments for the Executive KEIP are made on a quarterly basis with the first payment made in October 2019. The payments for the Non-Executive KEIP will be made quarterly with the first payment made in October 2019. In addition to the key employee incentive plans approved by the Bankruptcy Court, the Company made retention payments in April and October 2019 (Predecessor) totaling $3.2 million to non-executives and retention payments in April 2019 (Predecessor) totaling $3.1 million to executives. The Company made payments for the management incentive plan of $3.5 million in May 2019 (Predecessor) for the first quarter of fiscal year 2020, $9.2 million in October 2019 (Predecessor) for the second quarter of fiscal year and $6.7 million in January 2020 (Successor) for the third quarter of fiscal year 2020 and accrued $8.4 million for the fourth quarter of fiscal year 2020 (Successor). Management Incentive Plan As of the Effective Date, the Compensation Committee of the Board adopted the 2019 Management Incentive Plan (the “MIP”). The MIP is an equity-based compensation plan for directors, officers and participating employees and other service providers of the Company and its affiliates, pursuant to which the Company may issue awards covering shares of the New Common Stock and New Preferred Stock. As adopted, the share reserve of the MIP was initially comprised of 473,218 shares of New Common Stock and 284,358 shares of New Preferred Stock, representing in the aggregate 4.0% of the Company’s outstanding New Stock on a fully diluted basis. On December 6, 2019, the Board approved an increase to the share reserve of the MIP, bringing the total share reserve to 699,890 shares of New Common Stock and 323,664 shares of New Preferred Stock, which represents in the aggregate 5.0% of the Company’s outstanding New Stock on a fully diluted basis. During the five months ended March 31, 2020 (Successor), the Company awarded 313,681 shares of restricted common stock at an average grant date fair value of $25.50 and 188,869 shares of restricted preferred stock at an average grant date fair value of $89.99 under the MIP. Also, during the five months ended March 31, 2020 (Successor), 267,771 common stock options and 113,081 preferred stock options were granted under the MIP. Total stock-based compensation expense related to the MIP was $2.4 million for the five months ended March 31, 2020 (Successor). The following table shows the assumptions used to compute the stock-based compensation expense for stock options granted during the five months ended March 31, 2020 (Successor): Common Stock Options Preferred Stock Options Risk free interest rate 1.61% to 1.91% 1.61% to 1.66% Expected life (years) 3 to 10 years 3 to 4 years Volatility 44% – 45 % 45% – 47 % Dividend yield — % — % Weighted average exercise price of options granted $36.37 per option $36.37 per option Weighted average grant-date fair value of options granted $13.00 per option $59.52 per option Compensation expense related to the restricted common stock awards and common stock options was $0.8 million and $0.4 million, respectively, for the five months ended March 31, 2020 (Successor). Unrecognized stock-based compensation expense related to non-vested restricted common stock awards was approximately $7.1 million as of March 31, 2020 (Successor), relating to a total of 313,681 shares of unvested restricted common stock awards. Unrecognized stock-based compensation expense related to non-vested common stock options was approximately $3.8 million as of March 31, 2020 (Successor), relating to a total of 267,771 units of unvested common stock options. The Company expects to recognize this stock-based compensation expense over a weighted average period of approximately four years. The restricted preferred stock awards and preferred stock options are accounted for as liability awards. The total value of the awards is recognized as compensation expense over a four-year vesting period with the recognition amount being adjusted quarterly. Compensation expense related to the restricted preferred stock awards and preferred stock options was $0.9 million and $0.3 million, respectively, for the five months ended March 31, 2020 (Successor). No common stock options or preferred stock options were exercised, expired or forfeited during the five months ended March 31, 2020 (Successor). As of March 31, 2020 (Successor), 2,592 common stock options were exercisable at a price of $15.43 and no preferred stock options were exercisable. Restricted common stock awards and restricted preferred stock awards totaling 19,693 and 52,649, respectively, vested during the five months ended March 31, 2020 (Successor). No common stock awards and restricted stock awards were forfeited or expired during the five months ended March 31, 2020 (Successor). Severance Plan and Participation Agreements As of the Effective Date, the Company adopted the Amended and Restated 2019 Management Severance Benefits Plan for U.S. Employees (the “Severance Plan”), which provides severance benefits to certain key employees, which are categorized into five “tiers” based on job title or job grade level, including L. Don Miller (President and Chief Executive Officer), who is a Tier 1 participant, and each of Brian J. Allman (Senior Vice President and Chief Financial Officer), Robert Phillips (Senior Vice President, Americas), Alan Corbett (Senior Vice President, EAMEA) and Victoria Lazar (Senior Vice President, General Counsel and Corporate Secretary), all of whom are Tier 2 participants (collectively, the “Specified Officers”) and those with a title of Vice President being Tier 3 participants. Each of the Tier 1, Tier 2 and Tier 3 participants will also be required to enter into a separate participation agreement to the Severance Plan (a “Participation Agreement”), which provides for certain enhanced benefits and imposes additional requirements in addition to the terms of the Severance Plan. The Severance Plan provides participants with severance benefits in the event of a termination by the Company without Cause (as defined therein) or, in the case of Tier 1 through 3 participants, by the participant for Good Reason (as defined therein) (each, a “Qualifying Termination”), with such severance benefits consisting of the following for the Specified Officers: (i) cash severance in the form of continued base salary payments for 24 months (Tier 1 participant) or 12 months (Tier 2 participant) post-termination; (ii) subsidized COBRA coverage for 18 months post-termination (both Tier 1 and 2 participants); (iii) outplacement services for 12 months post-termination (both Tier 1 and 2 participants); and (iv) if the Qualifying Termination occurs after fiscal year 2020, a pro-rata annual bonus for the year of termination based on actual performance (both Tier 1 and 2 participants). For Tier 1 and 2 participants (i.e., all of the Specified Officers), the Severance Plan and Participation Agreements provide for enhanced severance benefits in the event that the Qualifying Termination occurs within the two-year period following a Change in Control (as defined therein), with such enhanced severance benefits consisting of the same severance benefits as described in the preceding paragraph, subject to the following enhancements: (i) the cash severance consists of an amount equal to 2.0x (Tier 1 participant) or 1.5x (Tier 2 participants) the sum of the participant’s (x) base salary and (y) target bonus (initially 110% of base salary (Tier 1 participant) and 65% of base salary (Tier 2 participants, other than Mr. Allman, whose target bonus is initially 75% of base salary)), payable in installments over the 24-month (Tier 1 participant) or 18-month (Tier 2 participants) post-termination period; and (ii) the pro-rata annual bonus is based on target (as opposed to actual) performance. If the Qualifying Termination occurs after the date that the Compensation Committee of the Board determines annual compensation for fiscal year 2021, then the amount in clause (i)(y) above will equal to the greatest of (x) the Specified Officer’s initial target bonus amount described above, (y) 100% of the Specified Officer’s target bonus for the fiscal year in which the Qualifying Termination occurs and (z) 100% of the Specified Officer’s target bonus for the prior fiscal year (excluding fiscal year 2020 and all prior years). The Participation Agreements also subject Tier 1 through Tier 3 participants, including the Specified Officers, to restrictive covenants as a condition of participating therein, with such covenants consisting of the following: (i) 12-month (or, if longer, the length of the base salary continuation period) post-termination non-compete; (ii) 24-month post-termination non-solicitation/non-hire; (iii) assignment of inventions; and (iv) perpetual confidentiality and non-disparagement. The Participation Agreements also provide that the Severance Plan may not be amended in an adverse manner to the Tier 1 through Tier 3 participants during the three-year period following the Effective Date. |
STOCKHOLDERS' INVESTMENT, EARNI
STOCKHOLDERS' INVESTMENT, EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 12 Months Ended |
Mar. 31, 2020 | |
STOCKHOLDERS' INVESTMENT, EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) [Abstract] | |
STOCKHOLDERS' INVESTMENT, EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | Note 15 — STOCKHOLDERS’ INVESTMENT, EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) Stockholders’ Investment, Common Stock and Preferred Stock Pursuant to the Plan, upon the Effective Date, all existing equity interests in the Company (Predecessor) were cancelled and discharged, including the options and restricted stock awards. On the Effective Date, the Predecessor Common Stock, including options, warrants, rights, restricted stock units or other securities or agreements to acquire such Predecessor Common Stock, was cancelled pursuant to the Plan, and the Company (Successor) issued the following in accordance with the Plan: • Approximately 1,300,000 shares of New Common Stock to holders of the 8.75% Senior Secured Notes; • Approximately 9,900,000 shares of New Common Stock to holders of the Unsecured Notes and holders of General Unsecured Claims; • Approximately 900,000 shares of New Preferred Stock to holders of the 8.75% Senior Secured Notes; and • Approximately 5,900,000 shares of New Preferred Stock to holders of the Unsecured Notes. The New Stock was issued under the Plan pursuant to exemptions from the registration requirements of the Securities Act under Section 1145 of the Bankruptcy Code and Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder. On the Effective Date, the Company executed the Certificate of Designation of 13,000,000 shares of New Preferred Stock designated as “10.000% Series A Convertible Preferred Stock”, by filing the certificate of designations relating to the New Preferred Stock (the “Certificate of Designations”). As of March 31, 2020 (Successor), there were 11,235,566 shares of New Common Stock and 6,824,582 shares of New Preferred Stock issued and outstanding. At any time and from time to time following the Effective Date, each holder of shares of the New Preferred Stock shall have the right to convert all or any portion of such holder’s shares of New Preferred Stock, at such holder’s sole discretion, into a whole number of fully-paid and non-assessable shares of New Common Stock equal to (i) the Initial Liquidation Preference of $48.51 (as defined in the Certificate of Designations) divided by (ii) the conversion price of $36.37 (such amount, the “Conversion Return”) and then multiplied by (iii) the number of shares of New Preferred Stock being converted (the “Converted Shares”). In addition, from time to time following the Effective Date, holders of a majority of the then-outstanding shares of New Preferred Stock, voting as a separate class, shall have the right to (i) convert all of the shares of New Preferred Stock into a number of shares of New Common Stock equal to (a) the Conversion Return multiplied by (b) the Converted Shares, or (ii) convert all of the shares of New Preferred Stock into substantially equivalent securities of one or more of the Company’s domestic subsidiaries. Dividends with respect to each share of New Preferred Stock accrue together with any previously declared but unpaid dividends in respect of the New Preferred Stock, and accumulate annually at ten percent (10.0%) for each year that such share is outstanding, to and including the dividend payment date with respect to such year. In the event of a breach by the Company, including, but not limited to, the failure by the Company to timely pay the holders any PIK Dividend (as defined below), the holders shall be entitled to an increase in the dividend rate by an increment of two percent (2.0%) per annum. Holders shall be entitled to receive prior to any distributions made in respect of any junior stock in respect of the same year the amount that would have been payable if such dividend had been paid in cash (the “PIK Dividend Amount”) to be paid by delivering to the holders a number of PIK shares equal to the quotient of (x) the applicable PIK Dividend Amount divided by (y) the New Preferred Stock purchase price (such dividend, a “PIK Dividend”). The Base Return Amount means, at the applicable date of determination, an amount equal to: (i) prior to the third anniversary of the Issue Date, an amount per share of the Initially Issued New Preferred Stock necessary to achieve, with respect to each such share of Initially Issued New Preferred Stock, the greater of (a) an IRR of 14% and (b) a 1.5x MOIC; (ii) on or after the third anniversary of the Issue Date, but prior to the fourth anniversary, an amount per share of the Initially Issued New Preferred Stock necessary, with respect to each such share to achieve the greater of (a) an IRR of 15% and (b) a 1.7x MOIC; (iii) on or after the fourth anniversary of the Issue Date, but prior to the fifth anniversary, an amount per share of Initially Issued New Preferred Stock necessary, with respect of each such share to achieve the greater of (a) an IRR of 16% and (b) 1.9x MOIC; or (iv) on or after the fifth anniversary of the Issue Date, an amount per share of Initially Issued New Preferred Stock equal to the greater of (a) an IRR of 17% and (b) a 2.1x MOIC. In lieu of receiving the Liquidation Preference in cash (if applicable), each holder may elect to convert his or her shares of New Preferred Stock into shares of New Common Stock immediately prior to (and subject to the consummation of) a liquidation event or deemed liquidation event and share in the proceeds and other consideration with such conversion being sufficient to result in each holder receiving a number of shares of New Common Stock that would be economically equivalent to such holder receiving the Liquidation Preference in cash. The New Preferred Stock will become redeemable at the holder’s option on or after the fifth anniversary of the issuance date, at a price equal to the Liquidation Preference. Prior to the fifth anniversary of the issuance date, New Preferred Stock will become redeemable at the holder’s option upon the occurrence of a breach of the Certificate of Designations but only during the continuation thereof or on or immediately prior to the consummation of any liquidation event or deemed liquidation event. Upon a fundamental transaction, the Company shall have a call right to convert all of the then-outstanding shares of Preferred Stock (including any accrued and unpaid PIK Dividends thereon) into shares of New Common Stock immediately prior to and subject to the consummation of such fundamental transaction so that the holders share in the proceeds and other consideration of the fundamental transaction as holders of New Common Stock, with such conversion being sufficient to result in each holder receiving a number of shares of New Common Stock that would be economically equivalent to such holder receiving, as determined in good faith by the Board, (i) the Liquidation Preference, multiplied by the applicable make-whole redemption percentage plus (ii) if positive, the present value as of the call date of the expected amount of all remaining dividends that would accrue had the Company not exercised the call right between (inclusive of such dates) the call date and 5th anniversary of the issue date multiplied by the applicable make-whole redemption percentage. Holders of New Preferred Stock are entitled to vote on an as-converted basis, giving hypothetical effect to the Conversion Return in the hypothetical conversion of New Preferred Stock to New Common Stock. The affirmative consent of the holders of a majority of the then-outstanding shares of New Preferred Stock, voting as a separate class, is required for certain matters related to New Preferred Stock. As of March 31, 2020 (Successor), the New Preferred Stock had accumulated PIK Dividends of $3.78 per share and $25.8 million in the aggregate. Because the New Preferred Stock may be redeemed in certain circumstances outside of the sole control of the Company (including at the option of the holder), but it is not mandatorily redeemable, the New Preferred Stock has been classified as mezzanine equity and initially recognized at fair value of $618.9 million as of October 31, 2019 (Successor). This amount has been reduced by the fair value of the bifurcated derivative liability as of October 31, 2019 (Successor) of $470.3 million, resulting in an initial value of $148.6 million. Redeemable equity securities that are not currently redeemable, but are probable of becoming redeemable should be accreted to their redemption values. The Company assessed whether the New Preferred Stock is probable of becoming cash redeemable. An event outside the holder’s control may prevent an instrument from becoming otherwise redeemable, and in such circumstances, the probability that an intervening event will occur should be considered in determining whether an instrument is probable of becoming redeemable (and thus whether subsequent measurement is required). The Company determined that it is not probable that the New Preferred Stock will become cash redeemable as the Company expects that (1) settlement events outside of the holder’s control are more probable than not of occurring prior to a potential cash redemption date, and (2) upon occurrence of these events, the Company controls the ability to settle the New Preferred Stock using shares of New Common Stock, and (3) it is probable that the Company will have sufficient authorized, unissued shares of New Common Stock (in other words, it is not probable that the Company would be unable to settle in shares upon the occurrence of a triggering event). The Company continues to monitor the likelihood of any circumstance that would require the Company to settle the New Preferred Stock using cash. If it becomes probable that the New Preferred Stock will become cash redeemable, the Company will accrete to redemption value using an appropriate method. The Company entered into an agreement to repurchase 142,721 shares of its New Common Stock and 98,784 shares of its New Preferred Stock at an aggregate purchase price of approximately $4.8 million in privately negotiated transactions (collectively, the “Repurchases”). The closing of the Repurchases is expected to occur immediately prior to the completion of the contemplated Merger and repurchased shares will be canceled. The following is a summary of changes in outstanding shares of common stock: Shares Weighted Average Price Per Share Outstanding as of March 31, 2018 (Predecessor) 35,526,625 Exercise of stock options 174,578 $ 16.21 Issuance of restricted stock 217,713 $ 6.93 Outstanding as of March 31, 2019 (Predecessor) 35,918,916 Cancellation and discharged (35,918,916 ) Outstanding as of October 31, 2019 (Predecessor) — Issuance of Successor Common Stock 11,235,535 Outstanding as of October 31, 2019 (Successor) 11,235,535 Issuance of Successor Common Stock 31 $ 19.25 Outstanding as of March 31, 2020 (Successor) 11,235,566 Dividends — Earnings per Share Basic earnings per common share is computed by dividing income available to common stockholders by the weighted average number of shares of common stock outstanding during the period. The New Preferred Stock is not included on an if-converted basis under diluted earnings per common share because the conversion of the shares would be anti-dilutive. Diluted earnings per common share excludes options to purchase shares and restricted stock awards, which were outstanding during the period but were anti-dilutive, as follows: Predecessor Seven Months Ended October 31, Fiscal Year Ended March 31, 2019 2019 2018 Options: Outstanding 3,175,849 2,490,483 2,890,140 Weighted average exercise price $ 26.58 $ 34.20 $ 38.77 Restricted stock awards: Outstanding 646,714 581,677 547,927 Weighted average price $ 8.51 $ 9.33 $ 21.00 The following table sets forth the computation of basic and diluted earnings per share: Predecessor Seven Months Ended October 31, Fiscal Year Ended March 31, 2019 2019 2018 Loss (in thousands): Loss available to common stockholders – basic $ (836,414 ) $ (336,847 ) $ (194,684 ) Interest expense on assumed conversion of 4½% Convertible Senior Notes, net of tax (1) — — — Loss available to common stockholders $ (836,414 ) $ (336,847 ) $ (194,684 ) Shares: Weighted average number of common shares outstanding – basic 35,918,916 35,740,933 35,288,579 Assumed conversion of 4½% Convertible Senior Notes outstanding during period (1) — — — Net effect of dilutive stock options, restricted stock units and restricted stock awards based on the treasury stock method — — — Weighted average number of common shares outstanding – diluted (2) 35,918,916 35,740,933 35,288,579 Basic loss per common share $ (23.29 ) $ (9.42 ) $ (5.52 ) Diluted loss per common share $ (23.29 ) $ (9.42 ) $ (5.52 ) (1) Potentially dilutive shares issuable pursuant to the Warrant Transactions were not included in the computation of diluted income per share for the seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor) because to do so would have been anti-dilutive. Successor Five Months Ended March 31, 2020 Net income (in thousands): Net income attributable to Bristow Group $ 139,228 Less: PIK dividends (1) (25,788 ) Income available to common stockholders – basic $ 113,440 Add: PIK dividends 25,788 Less: Change in fair value of preferred stock derivative liability $ (184,140 ) Loss available to common stockholders – diluted $ (44,912 ) Shares: Weighted average number of common shares outstanding – basic 11,235,541 Net effect of dilutive stock options and restricted stock awards (2) — Preferred shares as converted basis 9,292,207 Weighted average number of common shares outstanding – diluted 20,527,748 Basic earnings per common share $ 10.10 Diluted loss per common share $ (2.19 ) (1) See “ Stockholders’ Investment, Common Stock and Preferred Stock ” above for further details on PIK Dividends. (2) Potentially dilutive shares were not included in the calculation because to do so would have been anti-dilutive. See Note 14 for further details on stock options and restricted stock awards. Accumulated Other Comprehensive Income (Loss) The following table sets forth the changes in the balances of each component of accumulated other comprehensive income: Currency Translation Adjustments Pension Liability Adjustments (1) Unrealized loss on cash flow hedges (2) Total Balance as of March 31, 2017 (Predecessor) $ (149,721 ) $ (178,556 ) $ — $ (328,277 ) Other comprehensive income (loss) before reclassification 30,196 3,713 (414 ) 33,495 Reclassified from accumulated other comprehensive loss . — 8,620 68 8,688 Net current period other comprehensive income (loss) 30,196 12,333 (346 ) 42,183 Foreign currency exchange rate impact 40,459 (40,459 ) — — Balance as of March 31, 2018 (Predecessor) (79,066 ) (206,682 ) (346 ) (286,094 ) Other comprehensive loss before reclassification (36,562 ) (13,175 ) (506 ) (50,243 ) Reclassified from accumulated other comprehensive loss — 7,884 464 8,348 Net current period other comprehensive loss (36,562 ) (5,291 ) (42 ) (41,895 ) Foreign currency exchange rate impact (22,239 ) 22,239 — — Balance as of March 31, 2019 (Predecessor) (137,867 ) (189,734 ) (388 ) (327,989 ) Other comprehensive income (loss) before reclassification 23,004 — (1,828 ) 21,176 Reclassified from accumulated other comprehensive loss . — — 1,146 1,146 Net current period other comprehensive income (loss) 23,004 — (682 ) 22,322 Foreign currency exchange rate impact (1,551 ) 1,551 — — Balance as of October 31, 2019 (Predecessor) . (116,414 ) (188,183 ) (1,070 ) (305,667 ) Fair value fresh-start adjustment 116,414 188,183 1,070 305,667 Balance as of October 31, 2019 (Predecessor) $ — $ — $ — $ — Balance as of October 31, 2019 (Successor) $ — $ — $ — $ — Net current period other comprehensive income (loss) (16,440 ) 6,389 1,410 (8,641 ) Balance as of March 31, 2020 (Successor) $ (16,440 ) $ 6,389 $ 1,410 $ (8,641 ) (1) Reclassification of amounts related to pension liability adjustments were included as a component of net periodic pension cost. For further details on additional pension liability recorded during fiscal year 2019, see Note 14 . (2) Reclassification of amounts related to cash flow hedges were included as direct costs. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | Note 16 — SEGMENT INFORMATION The Company conducts its business in one segment: industrial aviation services. The industrial aviation services global operations are conducted primarily through two hubs that include four regions as follows: Europe Caspian, Africa, Americas and Asia Pacific. The Europe Caspian region comprises all of the Company’s operations and affiliates in Europe and Central Asia, including Norway, the U.K. and Turkmenistan. The Africa region comprises all of the Company’s operations and affiliates on the African continent, including Nigeria and Egypt. The Americas region comprises all of the Company’s operations and affiliates in North America and South America, including Brazil, Canada, Guyana, Trinidad and the U.S. Gulf of Mexico. The Asia Pacific region comprises all of the Company’s operations and affiliates in Australia and Southeast Asia. Prior to the sale of BHLL and Aviashelf during the seven months ended October 31, 2019 (Predecessor), the Company had operations in Sakhalin, Russia, which is included in the Asia Pacific region. Prior to the sale of Eastern Airways on May 10, 2019 (Predecessor), the Company had fixed wing operations in the Europe Caspian region. The following tables show region information reconciled to consolidated totals, and prepared on the same basis as the Company’s consolidated financial statements (in thousands): Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Region gross revenue from external customers: Europe Caspian $ 284,844 $ 428,660 $ 791,204 $ 793,630 Africa 70,305 111,896 164,835 195,681 Americas 99,634 140,551 218,278 217,671 Asia Pacific 30,605 75,722 193,510 222,500 Corporate and other 375 394 1,835 4,493 Total region gross revenue $ 485,763 $ 757,223 $ 1,369,662 $ 1,433,975 Intra-region gross revenue: Europe Caspian $ 599 $ 1,719 $ 7,577 $ 5,655 Africa — 122 — — Americas 2,038 1,911 5,100 8,995 Asia Pacific 1 73 58 — Corporate and other — — 2 27 Total intra-region gross revenue $ 2,638 $ 3,825 $ 12,737 $ 14,677 Consolidated gross revenue reconciliation: Europe Caspian $ 285,443 $ 430,379 $ 798,781 $ 799,285 Africa 70,305 112,018 164,835 195,681 Americas 101,672 142,462 223,378 226,666 Asia Pacific 30,606 75,795 193,568 222,500 Corporate and other 375 394 1,837 4,520 Intra-region eliminations (2,638 ) (3,825 ) (12,737 ) (14,677 ) Total consolidated gross revenue $ 485,763 $ 757,223 $ 1,369,662 $ 1,433,975 (1) Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 Region revenue from external customers: Europe Caspian $ 535 $ 726 $ 20,037 Africa — — — Americas 14,971 18,627 30,799 Asia Pacific 20 191 274 Corporate and other 70 — — Total region revenue $ 15,596 $ 19,544 $ 51,110 Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Earnings from unconsolidated affiliates, net of losses – equity method investments: Europe Caspian $ 248 $ 168 $ 161 $ 191 Americas 4,046 6,100 2,041 16,263 Corporate and other — 321 (403 ) (273 ) Total earnings from unconsolidated affiliates, net of losses – equity method investments $ 4,294 $ 6,589 $ 1,799 $ 16,181 Consolidated operating income (loss) reconciliation: Europe Caspian $ 19,334 $ 26,143 $ 12,874 $ 22,624 Africa 10,154 17,255 13,499 32,326 Americas (1) 9,762 13,391 3,530 (72,083 ) Asia Pacific (6,921 ) (33,653 ) (23,645 ) (24,290 ) Corporate and other (36,970 ) (101,559 ) (195,740 ) (88,965 ) Loss on disposal of assets (451 ) (3,768 ) (27,843 ) (17,595 ) Total consolidated operating income (loss) (2) $ (5,092 ) $ (82,191 ) $ (217,325 ) $ (147,983 ) Capital expenditures: Europe Caspian $ 30,888 $ 34,670 $ 11,957 $ 24,797 Africa 508 609 777 3,769 Americas 864 1,281 13,777 2,523 Asia Pacific 1,363 1,593 7,957 6,795 Corporate and other (3) 2,492 3,421 6,434 8,403 Total capital expenditures $ 36,115 $ 41,574 $ 40,902 $ 46,287 Depreciation and amortization: Europe Caspian $ 14,898 $ 28,155 $ 50,737 $ 48,854 Africa 2,274 10,829 16,113 13,705 Americas 4,168 16,654 28,300 27,468 Asia Pacific 3,836 7,463 16,735 19,695 Corporate and other 3,062 7,763 13,014 14,320 Total depreciation and amortization $ 28,238 $ 70,864 $ 124,899 $ 124,042 Successor Predecessor March 31, 2020 March 31, 2019 Identifiable assets: Europe Caspian $ 1,096,022 $ 1,070,863 Africa 235,165 325,502 Americas 319,015 661,266 Asia Pacific 166,229 255,136 Corporate and other (4) 128,830 339,832 Total identifiable assets $ 1,945,261 $ 2,652,599 Successor Predecessor March 31, 2020 March 31, 2019 Investments in unconsolidated affiliates – equity method investments: Europe Caspian $ 575 $ 375 Americas 76,483 108,831 Corporate and other — 2,711 Total investments in unconsolidated affiliates – equity method investments $ 77,058 $ 111,917 (1) Includes an impairment of the Company’s investment in Líder of $9.6 million for the five months ended March 31, 2020 (Successor) and $85.7 million for fiscal year 2018 (Predecessor). For further details, see Note 1. (2) Results for fiscal year 2019 (Predecessor) were positively impacted by a reduction to rent expense of $7.9 million (included in direct costs) impacting the Europe Caspian and Asia Pacific regions by $4.9 million and $3.0 million, respectively, related to OEM cost recoveries for ongoing aircraft issues. For further details, see Note 7. (3) Includes $2.3 million of construction in progress payments that were not allocated to business units in fiscal year 2018 (Predecessor). There were no construction in progress payments made in the five months ended March 31, 2020 (Successor), the seven months ended October 31, 2019 (Predecessor) and fiscal year 2019 (Predecessor). (4) Includes $7.8 million and $51.7 million of construction in progress within property and equipment on the Company’s consolidated balance sheets as of March 31, 2020 (Successor) and March 31, 2019 (Predecessor). The balance as of March 31, 2020 (Successor) primarily represents aircraft modifications and other miscellaneous equipment, tooling and building improvements currently in progress. The balance as of March 31, 2019 (Predecessor) primarily represents progress payments on aircraft to be delivered in future periods. During the seven months ended October 31, 2019 (Predecessor), the Company rejected its aircraft purchase agreement with Airbus and wrote-off $30.6 million of construction in progress. The Company attributes revenue to various countries based on the location where services are actually performed. Long-lived assets consist primarily of helicopters and fixed wing aircraft and are attributed to various countries based on the physical location of the asset at a given fiscal year-end. Information by geographic area is as follows (in thousands): Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31 2020 2019 2019 2018 Gross revenue: United Kingdom $ 178,702 $ 265,189 $ 515,854 $ 530,948 Norway 104,073 160,695 272,547 258,878 Nigeria 68,425 111,896 164,835 195,681 United States 43,901 60,440 105,243 103,047 Australia 30,606 70,144 170,461 199,264 Trinidad 18,563 32,896 52,463 53,144 Canada 21,139 27,479 43,970 50,714 Other countries 20,354 28,484 44,289 42,299 $ 485,763 $ 757,223 $ 1,369,662 $ 1,433,975 Successor Predecessor March 31, 2020 March 31, 2019 Long-lived assets: United Kingdom $ 394,394 $ 600,714 Nigeria 114,219 255,989 United States 106,046 255,439 Norway 77,836 206,597 Australia 95,110 162,681 Canada 50,068 155,594 Trinidad 16,676 126,892 Other countries 14,622 18,560 Construction in progress 7,783 51,714 $ 876,754 $ 1,834,180 During the five months ended March 31, 2020 (Successor) and the seven months ended October 31, 2019 (Predecessor), the Company conducted operations in over 10 countries. Due to the nature of the Company’s principal assets, aircraft are regularly and routinely moved between operating areas (both domestic and foreign) to meet changes in market and operating conditions. During the five months ended March 31, 2020 (Successor), seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), one client accounted for 10% or more of the Company’s consolidated gross revenue. During the five months ended March 31, 2020 (Successor) and the seven months ended October 31, 2019 (Predecessor), the Company’s top ten customers accounted for 62% of consolidated gross revenue. |
QUARTERLY FINANCIAL INFORMATION
QUARTERLY FINANCIAL INFORMATION (Unaudited) | 12 Months Ended |
Mar. 31, 2020 | |
Quarterly Financial Data [Abstract] | |
QUARTERLY FINANCIAL INFORMATION (Unaudited) | Note 17 — QUARTERLY FINANCIAL INFORMATION (Unaudited) Predecessor Successor Three Months Ended June 30 (1) Three Months Ended September 30 (3) One Month Ended October 31 (5) Two Months Ended December 31 (5) Three Months Ended March 31 (7) Fiscal year 2020 (In thousands, except per share amounts) Gross revenue $ 333,176 $ 318,220 $ 105,827 $ 200,924 $ 284,839 Operating income (loss) (9) (21,742 ) (62,096 ) 1,647 (1,885 ) (3,207 ) Net income (loss) attributable to Bristow Group (9) (169,246 ) (162,974 ) (504,194 ) (152,512 ) 291,740 Earnings (loss) per share: Basic $ (4.71 ) $ (4.54 ) $ (14.04 ) $ (14.49 ) $ 24.59 Diluted $ (4.71 ) $ (4.54 ) $ (14.04 ) $ (14.49 ) $ (1.26 ) Predecessor Fiscal Quarter Ended Three Months Ended June 30 (2) Three Months Ended September 30 (4) Three Months Ended December 31 (6) Three Months Ended March 31 (8) (In thousands, except per share amounts) Fiscal year 2019 Gross revenue $ 366,668 $ 349,343 $ 329,858 $ 323,793 Operating loss (9) (3,555 ) (129,448 ) (30,919 ) (53,403 ) Net loss attributable to Bristow Group (9) (31,865 ) (143,947 ) (85,699 ) (75,336 ) Loss per share: Basic $ (0.89 ) $ (4.02 ) $ (2.39 ) $ (2.10 ) Diluted $ (0.89 ) $ (4.02 ) $ (2.39 ) $ (2.10 ) (1) Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 (Predecessor) included: (a) a negative impact of $91.4 million, $78.7 million and $2.19, respectively, from organizational restructuring costs resulting professional fees related to the Chapter 11 Cases, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses from write-offs of discounts and financing fees and separation programs across the Company’s global organization designed to increase efficiency and reduce costs, (b) a negative impact of $56.3 million, $56.3 million and $1.57, respectively, on loss on sale of subsidiaries resulting from the sale of Eastern Airways, BHLL and Aviashelf and (c) negative impact of $10.8 million, $10.8 million and $0.30, respectively, from cost associated with the lease return costs of H225 aircrafts. Net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 included: (a) a negative impact of $2.1 million and $0.06, respectively, related to the DIP Credit Agreement and (b) a negative impact of $0.7 million and $0.02, respectively, due to tax valuation allowances on deferred tax assets. (2) Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2018 (Predecessor) included: (a) a negative impact of $1.7 million, $1.7 million and $0.05, respectively, from organizational restructuring costs resulting from separation programs across the Company’s global organization designed to increase efficiency and reduce costs. (3) Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 (Predecessor) included: (a) a negative impact of $96.5 million, $83.8 million and $2.33, respectively, resulting from organizational restructuring costs related to professional fees related to the Chapter 11 Cases, H175 settlement charges from the rejection of the Company’s aircraft purchase contract for the 22 H175 helicopters, Backstop Commitment Agreement estimated fees, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses related to its DIP Credit Agreement, separation programs across its global organization designed to increase efficiency and reduce costs, corporate lease termination cost offset by a termination credit from the rejection of four H225 aircraft and (b) a negative impact of $62.1 million, $53.3 million and $1.48, respectively, from the impairments of $42.0 million of the H225 aircrafts, $17.5 million of Airnorth goodwill and $2.6 million of its investment in Sky Future Partners, (c) offset by a positive impact of $0.4 million, $0.4 million and $0.01, respectively, resulting from the cash received from the sale of Aviashelf. Net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 included: (a) a negative impact of $1.5 million and $0.04, respectively, from the write-off of a portion of the deferred financing fees and discount related to a portion of its 8.75% Senior Secured Notes and (b) a negative impact of $2.6 million and $0.07, respectively, due to tax valuation allowances on deferred tax assets. (4) Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 (Predecessor) included: (a) a negative impact of $2.7 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company’s global organization designed to increase efficiency and reduce costs, (b) a negative impact of $1.2 million, $1.0 million and $0.03, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $117.2 million, $101.1 million and $2.83, respectively, due to loss on impairment ($87.5 million on H225 aircraft, $8.9 million impairment of H225 inventory and $20.8 million of Eastern Airways asset). Net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 included a negative impact of $10.3 million and $0.29, respectively, due to tax valuation allowances on deferred tax assets. (5) Operating loss and net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $448.1 million and $430.8 million, respectively, resulting from organizational restructuring costs relating to fresh-start accounting adjustments loss, professional fees related to emergence from Chapter 11, debt related expenses from write-offs of discounts and financing fees as well as fees incurred relating to the DIP Credit Agreement and the ABL Facility, write-off of corporate lease leasehold improvements offset by the gain on settlement of liabilities subject to compromise and the reversal of the Backstop Commitment Agreement, (b) a negative impact of $133.3 million and $133.3 million, respectively, from the fair value of preferred stock derivative liability, (c) a negative impact of $56.9 million and $56.9 million, respectively, resulting from conversion features in the DIP Facility triggered upon emergence from Chapter 11, (d) a negative impact of $15.0 million and $5.0 million, respectively, resulting from the DIP claims liability expense, (e) a negative impact of $10.0 million and $9.8 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets, (f) a negative impact of $0.3 million and $0.3 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era. Net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $5.4 million due to tax valuation allowances on deferred tax assets. (6) Operating loss, net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 (Predecessor) included: (a) a negative impact of $2.4 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company’s global organization designed to increase efficiency and reduce costs and (b) a negative impact of $7.2 million, $5.7 million and $0.16, respectively, due to transaction cost resulting from announced agreement to acquire Columbia. Net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 included a negative impact of $45.2 million and $1.26, respectively, due to tax valuation allowances and the Act. (7) Operating income and net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a negative impact of $7.2 million and $5.7 million, respectively, resulting from professional fees related to post bankruptcy professional fees and organizational restructuring costs, (b) a negative impact of $6.0 million and $4.7 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era, and (c) a negative impact of $5.5 million and $5.1 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets. Net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a positive impact of $317.5 million from the fair value of preferred stock derivative liability and (b) a negative impact of $0.1 million due to tax valuation allowances on deferred tax assets. (8) Operating loss, net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 (Predecessor) included: (a) a negative impact of $5.0 million, $4.5 million and $0.13, respectively, from organizational restructuring costs resulting from separation programs across the Company’s global organization designed to increase efficiency and reduce costs, (b) a negative impact of $24.4 million, $19.3 million and $0.54, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $1.0 million, $0.8 million and $0.02, respectively, due to CEO succession cost. Net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 included a negative impact of $7.2 million and $0.20, respectively, due to tax valuation allowances and the Act. (9) The fiscal quarters ended June 30, 2019 (Predecessor), September 30, 2019 (Predecessor), combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) and March 31, 2020 (Successor) included $(3.8) million, $(0.2) million, $0.1 million and $(0.3) million, respectively, in gain (loss) on disposal of assets included in operating income (loss), which impacted net income (loss) by $(3.7) million, $(0.2) million, $1.3 million and $(1.5) million, respectively. The loss on disposal of assets included the fiscal quarters ended June 30, 2019 (Predecessor) and September 30, 2019 (Predecessor) increased diluted loss per share by $0.10 and $0.00, respectively. The fiscal quarters ended June 30, 2018 (Predecessor), September 30 2018 (Predecessor), December 31, 2018 (Predecessor) and March 31, 2019 (Predecessor) included $1.7 million, $1.3 million, $16.0 million and $8.9 million, respectively, in loss on disposal of assets included in operating loss, which also increased net loss by $1.3 million, $1.4 million, $12.5 million and $7.3 million, respectively, and diluted loss per share by $0.04, $0.04, $0.35 and $0.20, respectively. |
OPERATIONS, BASIS OF PRESENTA_2
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Mar. 31, 2020 | |
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements include the accounts of the Company after elimination of all significant intercompany accounts and transactions. Investments in affiliates in which the Company has a majority voting interest and entities that meet the criteria of Variable Interest Entities (“VIEs”) of which the Company is the primary beneficiary are consolidated. See discussion of VIEs in Note 6. The Company applies the equity method of accounting for investments in entities if it has the ability to exercise significant influence over an entity that (a) does not meet the variable interest entity criteria or (b) meets the variable interest entity criteria, but for which the Company is not deemed to be the primary beneficiary. The Company applies the cost method of accounting for investments in other entities if it does not have the ability to exercise significant influence over the unconsolidated affiliate. These investments in private companies are carried at cost and are adjusted only for capital distributions and other-than-temporary declines in value. Dividends from cost method investments are recognized in earnings from unconsolidated affiliates, net of losses, when paid. |
Fiscal Year | The Company’s fiscal year ends March 31, and the Company refers to fiscal years based on the end of such period. Therefore, the fiscal year ended March 31, 2020 is referred to as fiscal year 2020. |
Emergence from Voluntary Reorganization under Chapter 11 | Emergence from Voluntary Reorganization under Chapter 11 On May 11, 2019 (the “Petition Date”), Bristow Group Inc. and certain of its subsidiaries, BHNA Holdings Inc., Bristow Alaska Inc., Bristow Helicopters Inc., Bristow U.S. Leasing LLC, Bristow U.S. LLC, BriLog Leasing Ltd. and Bristow Equipment Leasing Ltd. (together, the “Debtors”), filed voluntary petitions (the “Chapter 11 Cases”) in the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the “Bankruptcy Court”) seeking relief under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”). The Debtors’ Chapter 11 Cases were jointly administered under the caption In re: Bristow Group Inc., et al., Main Case No. 19-32713. During the pendency of the Chapter 11 Cases, the Debtors continued to operate their businesses and manage their properties as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. On October 8, 2019, the Bankruptcy Court entered an order confirming the Amended Joint Chapter 11 Plan of Reorganization of Bristow Group Inc. and its Debtor Affiliates (as modified, the “Plan”). The effective date of the Plan (the “Effective Date”) occurred on October 31, 2019. Upon the Company’s emergence from bankruptcy, the Company adopted fresh-start accounting in accordance with provisions of the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) No. 852, “Reorganizations” (“ASC 852”), which resulted in the Company becoming a new entity for financial reporting purposes on the Effective Date. Upon the adoption of fresh-start accounting, the Company’s assets and liabilities were recorded at their fair values as of the fresh-start reporting date, October 31, 2019. As a result of the adoption of fresh-start accounting, the Company’s consolidated financial statements subsequent to October 31, 2019 may not be comparable to its consolidated financial statements prior to October 31, 2019. See Note 3 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. References to “Successor” or “Successor Company” relate to the financial position and results of operations of the reorganized Company subsequent to October 31, 2019. References to “Predecessor” or “Predecessor Company” relate to the financial position and results of operations of the Company prior to, and including, October 31, 2019. See Note 2 for further details on the Chapter 11 Cases and the Plan. |
Use of Estimates | Use of Estimates • Allowances for doubtful accounts; • Inventory allowances; • Property and equipment; • Goodwill, intangible and other long-lived assets; • Pension benefits; • Derivatives; • Contingent liabilities; and • Taxes. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that add up to the total of such amounts shown in the consolidated statements of cash flows (in thousands). Successor Predecessor March 31, 2020 October 31, 2019 March 31, 2019 Reconciliation of cash, cash equivalents and restricted cash as shown in the statements of cash flows: Cash and cash equivalents $ 196,662 $ 202,079 $ 178,055 Restricted cash 2,459 48,447 — Total cash, cash equivalents and restricted cash $ 199,121 $ 250,526 $ 178,055 |
Accounts Receivable | Accounts Receivable — As of March 31, 2020 (Successor), the allowance for doubtful accounts for non-affiliates was $0.4 million, which was recorded during the five months ended March 31, 2020 (Successor) and primarily related to a customer in the U.S. Gulf of Mexico. As of March 31, 2019 (Predecessor), the allowance for doubtful accounts for non-affiliates was $1.6 million and primarily related to the amounts due from a customer in Australia. The following table is a rollforward of the allowance for doubtful accounts from non-affiliates (in thousands): Successor Predecessor Five Months Seven Months Ended Ended Fiscal Year Ended March 31, March 31, October 31, 2020 2019 2019 2018 Balance – beginning of period $ — $ 1,617 $ 3,304 $ 4,498 Additional allowances 368 25 1,073 1,463 Write-offs and collections — — (2,760 ) (2,657 ) Sale of subsidiaries (1) — (851 ) — — Fresh-start accounting adjustments (2) — (791 ) — — Balance – end of period $ 368 $ — $ 1,617 $ 3,304 (1) As the result of the sale of Eastern Airways International Limited (“Eastern Airways”), Aviashelf Aviation Co. (“Aviashelf”), Bristow Helicopters Leasing Limited (“BHLL”) and Sakhalin Bristow Air Services Ltd, the Company wrote off allowance for doubtful accounts for non-affiliates by $0.9 million. For more details, see “ Loss on Sale of Subsidiaries (2) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted allowance for doubtful accounts to fair value at the Effective Date. As of March 31, 2020 (Successor) and March 31, 2019 (Predecessor), there were no allowances for doubtful accounts related to accounts receivable due from affiliates. |
Inventories | Inventories — Impairment of Assets” In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted inventory to its fair value of $81.2 million at the Effective Date. See Note 3 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. The following table is a rollforward of the allowance related to dormant, obsolete and excess inventory (in thousands): Successor Predecessor Five Months Seven Months Ended Ended Fiscal Year Ended March 31, March 31, October 31, 2020 2019 2019 2018 Balance – beginning of period $ — $ 19,448 $ 26,030 $ 21,514 Additional allowances 62 551 2,140 6,355 Inventory disposed and scrapped — (811 ) (7,427 ) (3,353 ) Fresh start accounting adjustments — (19,143 ) — — Foreign currency effects — (45 ) (1,295 ) 1,514 Balance – end of period $ 62 $ — $ 19,448 $ 26,030 During the five months ended March 31, 2020 (Successor), the seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), the Company increased the allowance for inventory by $0.1 million, $0.6 million, $2.1 million and $6.4 million, respectively, as a result of its periodic assessment of inventory that was dormant or obsolete within its operational fleet of aircraft and the recognition of reserves for the end of aircraft fleet lives. For discussion of impairment of inventories, see “Impairment of Assets” below. The impairment of inventories is included in loss on impairment and additional allowances are included in direct costs on the consolidated statements of operations. |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets |
Property and Equipment | Property and Equipment Consistent with the Company’s policy to review useful lives and residual value when changes in circumstances indicate a change in estimate may be required, upon emergence from Chapter 11, the Company performed a review of useful lives and residual values. As a result of this review, the Company made certain changes to the useful lives and residual values of aircraft and related equipment. No material changes were made to non-aircraft property, plant and equipment useful lives and residual values. The Company’s previous policy stated that estimated useful lives of aircraft generally range from 5 to 15 years, and the residual value used in calculating depreciation of aircraft generally ranged from 30% to 50% of cost. The Company’s revised policy will generally utilize a 30 year useful life from the date of manufacture of an aircraft for used aircraft and the in-service date for new aircraft and a residual value range of 5% to 25% of cost. In certain circumstances, the useful lives of aircraft are limited by a 30,000 flight hour restriction on the airframe of an aircraft imposed by certain aircraft manufacturers. These changes in useful lives reflect the Company’s view of expected operating conditions and the economic environment, which suggest the Company will utilize its aircraft for longer than it has historically. The changes in residual values reflect the change made to useful lives and the current expectations of fair market value to be achieved at the time of eventual disposal, based on historical sales data during the decline in the oil and gas industry. The Company capitalizes betterments and improvements to its aircraft and depreciates such costs over the remaining useful lives of the aircraft. Betterments and improvements increase the life or utility of an aircraft. For further details on property and equipment, see Note 7. |
Goodwill | Goodwill — The Company no longer has goodwill associated with any reporting units as of March 31, 2020 (Successor). Goodwill related to the Predecessor Company’s Asia Pacific reporting unit was as follows (in thousands): Total March 31, 2018 (Predecessor) $ 19,907 Foreign currency translation (1,471 ) March 31, 2019 (Predecessor) 18,436 Foreign currency translation (932 ) Impairments (17,504 ) October 31, 2019 (Predecessor) $ — For the purposes of performing an impairment assessment of goodwill, the Company evaluates whether there are reporting units below the reporting segment it discloses for segment reporting purposes by assessing whether its regional management typically reviews results and whether discrete financial information exists at a lower level. During the three months ended September 30, 2019 (Predecessor), the Company noted an overall reduction in expected operating results for Airnorth, resulting from continued cost pressure combined with less than expected passenger and route fulfillment. The Company concluded the fair value of goodwill for Airnorth could have fallen below its carrying value and performed an interim impairment test of goodwill for Airnorth as of September 30, 2019 (Predecessor), concluding the estimated fair value of Airnorth was below its carrying value. The Company recorded an impairment charge of $17.5 million reflected in loss on impairment on the statement of operations for the seven months ended October 31, 2019 (Predecessor). The Company estimated the fair value of Airnorth using a combination of the income and market approaches, requiring the Company to use significant unobservable inputs, representative of a Level 3 fair value measurement, including assumptions related to future performance, such as projected demand for services and rates. The income approach was based on a discounted cash flow model using projected future cash flows based on the Company’s estimates of future rates for services, utilization, operating costs, capital requirements, growth rates and terminal values. Forecasted rates and utilization take into account current market conditions and anticipated business outlook, both of which were impacted by the adverse changes in the offshore energy and mining business environment. Operating costs were forecasted using a combination of historical average operating costs and expected future costs. Capital requirements included cash outflows for new aircraft, infrastructure and improvements, as necessary, based on management’s estimates of future capital costs driven by expected market demand in future periods. A terminal period was used to reflect the Company’s estimate of stable, perpetual growth. The future cash flows were discounted using a market-participant risk-adjusted weighted average cost of capital for the reporting unit. These assumptions were derived from unobservable inputs and reflect management’s judgments and assumptions. The market approach was based upon the application of price-to-earnings multiples to management’s estimates of future earnings adjusted for a control premium. Management’s earnings estimates were derived from unobservable inputs that require significant estimates, judgments and assumptions as described in the income approach. During the seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), the Company did not evaluate the estimated fair value of its reporting units compared to its market capitalization because the reporting units with goodwill did not represent a significant portion of its business. |
Other Intangible Assets | Other Intangible Assets Intangible assets by type were as follows for the Successor Company (in thousands): U.K. SAR PBH Total Gross Carrying Amount Additions (1) $ 58,000 $ 76,838 $ 134,838 Translation (2,294 ) (2,517 ) $ (4,811 ) March 31, 2020 (Successor) $ 55,706 $ 74,321 $ 130,027 Accumulated Amortization October 31, 2019 (Successor) $ — $ — $ — Amortization expense (3,251 ) (15,503 ) (18,754 ) March 31, 2020 (Successor) $ (3,251 ) $ (15,503 ) $ (18,754 ) Weighted average remaining contractual life, in years 7.0 16.9 10.7 (1) In connection with the Company’s emergence from bankruptcy and in accordance with ASC 852, the Company recognized customer contract intangibles of $58.0 million related to U.K. SAR and $76.8 million related to power-by-the-hour (“PBH”) contracts. The amortization expense for the U.K. SAR contract is recorded in depreciation and amortization on the consolidated financial statements and the amortization expense for the PBH contracts is recorded in maintenance expense included in direct costs on the consolidated financial statements. Future amortization expense of intangible assets for each of the years ending March 31 (Successor) is as follows (in thousands): 2021 (1) $ 24,207 2022 (1) 15,956 2023 (1) 15,909 2024 (1) 15,767 2025 (1) 15,767 Thereafter (1) 23,667 $ 111,273 (1) The portion of future amortization expense that will be included in maintenance expense is $16.7 million for fiscal year 2021, $8.5 million for fiscal year 2022, $8.4 million for fiscal year 2023, $8.3 million for fiscal year 2024, $8.3 million for fiscal year 2025 and $8.7 million thereafter. Intangible assets by type were as follows for the Predecessor Company (in thousands): Client relationships (1) Trade name and trademarks (1) Internally developed software (1) Licenses (1) Total Gross Carrying Amount March 31, 2018 $ 12,777 $ 4,878 $ 1,107 $ 755 $ 19,517 Foreign currency translation (98 ) (259 ) (13 ) (2 ) (372 ) March 31, 2019 12,679 4,619 1,094 753 19,145 Foreign currency translation (33 ) (11 ) — — (44 ) October 31, 2019 (Predecessor) $ 12,646 $ 4,608 $ 1,094 $ 753 $ 19,101 Accumulated Amortization March 31, 2018 $ (11,372 ) $ (1,213 ) $ (915 ) $ (719 ) $ (14,219 ) Impairments — (2,933 ) (72 ) — (3,005 ) Amortization expense (234 ) (142 ) (107 ) (34 ) (517 ) March 31, 2019 (11,606 ) (4,288 ) (1,094 ) (753 ) (17,741 ) Amortization expense (90 ) — — — (90 ) October 31, 2019 (11,696 ) (4,288 ) (1,094 ) (753 ) (17,831 ) Fresh-start accounting adjustment (2) (950 ) (320 ) — — (1,270 ) October 31, 2019 (Predecessor) $ (12,646 ) $ (4,608 ) $ (1,094 ) $ (753 ) $ (19,101 ) (1) The Bristow Norway and Eastern Airways acquisitions, completed in October 2008 and February 2014, respectively, included in the Europe Caspian region, resulted in intangible assets for client contracts, client relationships, trade names and trademarks, internally developed software and licenses. On May 10, 2019, the Company sold Eastern Airways. The Airnorth acquisition completed in January 2015, included in its Asia Pacific region, resulted in intangible assets for client contracts, client relationships and trade name and trademarks. For discussion of impairment of long-lived assets, including purchased intangibles subject to amortization, see “ Impairment of Assets. (2) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted the intangible assets of $1.3 million to its fair value of zero at the Effective Date. See Note 3 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. In addition to the other intangible assets described above, other assets included the long-term portion of contract acquisition and pre-operating costs totaling $37.1 million as of March 31, 2019 (Predecessor), related to the SAR contracts in the U.K. and two customer contracts in Norway, which were recoverable under the contracts and were being expensed over the terms of the contracts. In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted the long-term portion of contract acquisition and pre-operating costs by $31.2 million to its fair value of zero at the Effective Date. See Note 3 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. |
Contingent Liabilities | Contingent Liabilities — Proceeds from casualty insurance settlements in excess of the carrying value of damaged assets are recognized in gain (loss) on disposal of assets when the Company has received proof of loss documentation or are otherwise assured of collection of these amounts. |
Revenue Recognition | Revenue Recognition |
Pension Benefits | Pension Benefits — |
Maintenance and Repairs | Maintenance and Repairs |
Taxes | Taxes The Company recognizes deferred income tax assets to the extent that it believes that these assets are more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines that it would be able to realize its deferred income taxes assets in the future in excess of their net recorded amount, the Company would adjust the valuation allowance. The Company recognizes tax benefits attributable to uncertain tax positions when it is more-likely-than-not that a tax position will be sustained upon examination by the authorities. The benefit from a position that has surpassed the more-likely-than-not threshold is the largest amount of benefit that is more than 50% likely to be realized upon settlement. The Company recognizes interest and penalties accrued related to unrecognized tax benefits as a component of benefit (provision) for income taxes in its statement of operations. |
Foreign Currency | Foreign Currency Other income (expense), net, in the Company’s consolidated statements of operations includes foreign currency transaction gains and losses as shown in the following table. Earnings from unconsolidated affiliates, net of losses, are also affected by the impact of changes in foreign currency exchange rates on the reported results of the Company’s unconsolidated affiliate, primarily the impact of changes in the Brazilian real to U.S. dollar exchange rate on earnings for its affiliate in Brazil, as shown in the following table (in thousands): Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Foreign currency transaction losses (11,577 ) (1,327 ) (5,163 ) (2,580 ) Foreign currency transaction gains (losses) from earnings from unconsolidated affiliates, net of losses (115 ) (1,123 ) (4,163 ) (1,956 ) |
Derivative Financial Instruments | Derivative Financial Instruments |
Incentive Compensation | Incentive Compensation |
Interest Income (Expense), Net | Interest Income (Expense), Net Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Interest income $ 662 $ 822 $ 3,424 $ 677 Interest expense (1)(2)(3) (22,964 ) (128,658 ) (113,500 ) (77,737 ) Interest expense, net $ (22,302 ) $ (127,836 ) $ (110,076 ) $ (77,060 ) (1) Interest expense for the seven months ended October 31, 2019 (Predecessor) includes $56.9 million of non-cash interest expense related to the beneficial conversion feature on the DIP Facility (as defined herein) and $15.0 million of non-cash interest expense related to the DIP claim liability. See Note 3 for further details on the DIP beneficial conversion feature. (2) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted debt to its respective fair value of $586.4 million at the Effective Date by $57.7 million, which represents the discount from par value of the debt. Interest expense for the five months ended March 31, 2020 (Successor) includes discount amortization of $5.9 million. See Notes 3 and 8 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. (3) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company wrote-off all deferred financing fees as of October 31, 2019 (Predecessor). Therefore, interest expense for the five months ended March 31, 2020 (Successor) does not include any amortization of deferred financing fees. See Notes 3 and 8 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. |
Other Income (Expense), Net | Other Income (Expense), Net |
Redeemable Noncontrolling Interest | Redeemable Noncontrolling Interest |
Mezzanine Preferred Stock | Mezzanine Preferred Stock Redeemable equity securities that are not currently redeemable, but are probable of becoming redeemable should be accreted to their redemption values. The Company assessed whether the New Preferred Stock is probable of becoming cash redeemable. An event outside the holder’s control may prevent an instrument from becoming otherwise redeemable, and in such circumstances, the probability that an intervening event will occur should be considered in determining whether an instrument is probable of becoming redeemable (and thus whether subsequent measurement is required). The Company determined that it is not probable that the New Preferred Stock will become cash redeemable as the Company expects that (1) settlement events outside of the holder’s control are more probable than not of occurring prior to a potential cash redemption date, (2) upon occurrence of these events, the Company controls the ability to settle the New Preferred Stock using shares of New Common Stock (as defined herein), and (3) it is probable that the Company will have sufficient authorized, unissued shares of New Common Stock (in other words, it is not probable that the Company would be unable to settle in shares upon the occurrence of a triggering event). The Company continues to monitor the likelihood of any circumstance that would require the Company to settle the New Preferred Stock using cash. If it becomes probable that the New Preferred Stock will become cash redeemable, the Company will accrete to redemption value using an appropriate method. For further details, see Note 15. |
Impairment of Assets | Impairment of Assets Loss on impairment includes the following (in thousands): Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Impairment of property and equipment (1) $ — $ 42,022 $ 104,939 $ — Impairment of inventories — — 9,276 5,717 Impairment of investment in unconsolidated affiliates 9,591 2,575 — 85,683 Impairment of intangibles — — 3,005 — Impairment of goodwill — 17,504 — — $ 9,591 $ 62,101 $ 117,220 $ 91,400 (1) Includes impairment of $42.0 million for H225 aircraft for the seven months ended October 31, 2019 (Predecessor). Includes impairment of $87.5 million for H225 aircraft and $17.5 million for Eastern Airways aircraft and equipment for the nine months ended December 31, 2018 (Predecessor). For details on the Company’s analysis of impairment of property and equipment, inventories, investment in unconsolidated affiliates, goodwill and other long-lived assets, see discussion below. On March 31, 2020, Brent crude oil prices closed at $20.51 per barrel, declining from $61.14 per barrel on December 31, 2019. A gradual decline occurred from December 31, 2019 to the first week of March 2020. The decline accelerated the first week of March 2020 from ~$50 per barrel to the mid-$30’s per barrel and further downward volatility continued in April 2020. A combination of factors led to this decline, including an increase in low-priced oil from Saudi Arabia supplied into the market coupled with Russia’s position to abstain from participating in the supply reduction agreement with the Organization of the Petroleum Countries and the reduction in demand for oil due to the coronavirus disease, COVID-19 (“COVID-19”). COVID-19 has resulted in a global crisis with the majority of countries closing off international travel and instituting other measures, including, among other things, reducing or eliminating public gatherings by placing limits on such events, shuttering non-essential stores and services, encouraging voluntary quarantines and imposing involuntary quarantines, in an effort to reduce and slow the spread of COVID-19. The long-term impact of COVID-19 on the global economy is not yet known, but it has had and is likely to have a significant influence on economic activity in the near-term. Financial markets have experienced significant volatility and energy companies have experienced a significant decline as a result of COVID-19. The Company has implemented several measures at its bases, in conjunction with its customers and based upon guidance from local public health authorities, to help protect employees and customers, including, but not limited to, measures to restrict access to sites, medical screenings/questionnaires prior to all flights, enhanced sanitization of aircraft and equipment, modification of aircraft and special protocols on travel and passenger transport, and is also monitoring developments to modify actions as appropriate. Many of the Company’s employees are deemed “essential” in the regions in which they operate and are therefore allowed to continue conducting business notwithstanding guidance or orders of general applicability issued by governments requiring businesses to close, persons to shelter in place, borders to close and other actions of that nature. In addition, the Company has developed and is offering its customers COVID-19 medevac transport in certain regions. The Company cannot estimate the impact such measures and the reduced demand for oil and gas will have on its financial results at this time; however, the effects could be significant. Property and equipment — During the quarter ended March 31, 2020 (Successor), the Australian government implemented significant travel restrictions within Australia and to and from Australia, severely impacting Airnorth operations in addition to the reduction in general aviation activity due to COVID-19 concerns. As a result, the Company made significant changes to the near-term forecasted Airnorth cash flows, which are considered, along with the future uncertainty of longer-term forecasted cash flows, to be an indicator of impairment for the Airnorth asset group. The Company estimated future undiscounted cash flows to test the recoverability of the Airnorth asset group, requiring the Company to use significant unobservable inputs, including assumptions related to projected demand for services and rates. Given the uncertainty of the future forecasted cash flows, the Company prepared a probability weighted scenario analysis. The analysis resulted in a determination that the Airnorth asset group was recoverable based on the comparison of the undiscounted cash flows to the carrying value of the asset group at March 31, 2020 (Successor). The Company will continue to monitor the impacts of the COVID-19 global pandemic on Airnorth operations and update this analysis should changes in facts and circumstances indicate a potential lack of recoverability in future periods. The Company’s Humberside Airport operations were similarly impacted by the COVID-19 global pandemic during the quarter ended March 31, 2020 (Successor). Humberside Airport is an airport located near Humberside, England, which provides airport and related services to global and regional airlines. As a result of COVID-19, a significant customer temporarily suspended flight services into the airport, in addition to the decline in general aviation activity being experienced by all airlines and airports globally. The Company has made significant changes to the near-term forecasted Humberside Airport cash flows, which are considered, along with the future uncertainty of longer-term forecasted cash flows, to be an indicator of impairment for the Humberside Airport asset group. The Company estimated future undiscounted cash flows to test the recoverability of the Humberside Airport asset group, requiring the Company to use significant unobservable inputs, including assumptions related to projected demand for services and rates. Given the uncertainty of the future forecasted cash flows, the Company prepared a probability weighted scenario analysis. The analysis resulted in a determination that the Humberside Airport asset group was recoverable based on the comparison of the undiscounted cash flows to the carrying value of the asset group at March 31, 2020 (Successor). The Company will continue to monitor the impacts of the COVID-19 global pandemic on the Humberside Airport operations and update this analysis should changes in facts and circumstances indicate a potential lack of recoverability in future periods. The Company’s oil and gas operations have experienced a reduction in flight hours during the quarter ended March 31, 2020 (Successor) and the Company expects to continue to experience a reduction in flight hours and aircraft on contract in future periods as a result of the aforementioned global events. As a result, the Company made changes to the near-term forecasted oil and gas cash flows, which are considered, along with the future uncertainty of longer-term forecasted cash flows, to be an indicator of impairment for the oil and gas asset group. The Company estimated future undiscounted cash flows to test the recoverability of the oil and gas asset group, requiring the Company to use significant unobservable inputs, including assumptions related to projected demand for services and rates. Given the uncertainty of the future forecasted cash flows, the Company prepared a scenario analysis providing for several potential estimated impacts in order to ensure the reasonableness of the Company’s undiscounted cash flow analysis. The analysis resulted in a determination that the oil and gas asset group was recoverable based on the comparison of the undiscounted cash flows to the carrying value of the asset group at March 31, 2020 (Successor). The Company will continue to monitor the impacts of the COVID-19 global pandemic and changes in the global energy markets on oil and gas operations and update this analysis should changes in facts and circumstances indicate a potential lack of recoverability in future periods. Prior to the three months ended September 30, 2018 (Predecessor), the Company had been actively marketing its H225 aircraft with the expectation of a substantial return of the aircraft to oil and gas service. However, market conditions and more significantly, the development of alternative opportunities outside of the Company’s traditional oil and gas service for its H225 aircraft and its decision to pursue those opportunities during the three months ended September 30, 2018 (Predecessor), indicated a substantial return to oil and gas service within its operations was not likely. Therefore, during the three months ended September 30, 2018 (Predecessor), the Company concluded that cash flows associated with its H225 helicopters were largely independent from the cash flows associated with the remainder of the Company’s oil and gas related property and equipment (the “oil and gas asset group”) and should be tested for impairment as a stand-alone asset group. In accordance with ASC 360-10, the Company performed an impairment analysis for its stand-alone H225 asset group (“H225 asset group”) and determined the forecasted cash flows over the remaining useful life of the asset group were insufficient to recover the carrying value of the asset group. The Company determined the fair value of the H225 asset group to be $116.4 million and recorded an impairment charge of $87.5 million. In addition, the Company performed a review of its H225 aircraft related inventory and recorded an impairment charge of $8.9 million to record the inventory at the lower of cost or net realizable value. These impairments are included in the Corporate and other region in Note 16. The inputs used in fair value estimates were from Level 3 of the fair value hierarchy discussed in Note 9. Changes in the Company’s forecasted cash flows during the three months ended September 30, 2018 (Predecessor) indicated the need for the performance of a recoverability analysis for the airline related assets of Eastern Airways. In accordance with ASC 360-10, the Company estimated future undiscounted cash flows to test the recoverability of the airline related assets of Eastern Airways for potential impairment, requiring the Company to use significant unobservable inputs including assumptions related to projected demand for services and rates. The Company concluded the estimated future undiscounted cash flows were below the carrying value for its airline related assets of Eastern Airways as of September 30, 2018 (Predecessor) and determined the fair value of the asset group to be $20.5 million, resulting in an impairment charge of $17.5 million. As part of the impairment review of the airline assets of Eastern Airways, the Company also recorded impairments of $3.0 million related to the remaining intangible assets and $0.3 million related to inventory. These impairments are included in the Europe and Caspian region in Note 16. The inputs used in the fair value estimates were from Level 3 of the fair value hierarchy discussed in Note 9. In September 2019 (Predecessor), the Company identified a potential further decline in the fair value of the H225 asset group based on market transactions for the aircraft and as a result, in accordance with ASC 360-10, performed an impairment analysis for the H225 asset group. The Company determined the forecasted cash flows over the remaining useful life of the H225 asset group were insufficient to recover the carrying value of the H225 asset group. The Company determined the fair value of the H225 asset group to be $61.2 million and recorded an impairment charge of $42.0 million in the three months ended September 30, 2019 (Predecessor). The inputs used in the fair value estimates were from Level 2 of the fair value hierarchy discussed in Note 9. Inventories — Investment in Unconsolidated Affiliates — As a result of the aforementioned global events, the Company considered whether its investments in unconsolidated affiliates experienced an other-than-temporary impairment under the guidance provided in ASC 323, Investments — Despite the aforementioned global events, the Company did not determine an other-than-temporary impairment had occurred for its investments in Cougar and PAS. While Cougar has made revisions to its near-term forecasted results, its forecast indicates a return of activity levels in future periods, sustaining the value of the investee over an extended period of time into the future. PAS has continued to experience positive results, including the distribution in March 2020 (Successor) of the largest dividend payment received by the Company. Based on the facts and circumstances at March 31, 2020 (Successor) surrounding these two investees, the Company does not believe there has been a permanent and expected sustained reduction to the operations and results of these investees. In March 2020 (Successor), the Company recorded a $9.6 million impairment to its investment in Líder. Líder indicated it experienced a decline in activity as a result of the aforementioned events and also indicated an expected decline in future business opportunities in its market as a result of the decline in oil prices leading to the Company’s evaluation of the investment for other-than-temporary impairment. In connection with the pending merger with Era, the Company may be required to dispose of its investment in Líder. This fact indicates the Company may not be able to hold the investment in Líder for the time period required to experience a recovery in the financial results of Líder necessary to assert there has been no other-than-temporary impairment in the investment at March 31, 2020 (Successor). The Company estimated the fair value of its investment in Líder as of March 31, 2020 (Successor) using the income approach, requiring the Company to use significant unobservable inputs, representative of a Level 3 fair value measurement, including assumptions related to the future performance of the investment, such as projected demand for services and rates. The income approach was based on a discounted cash flow model, utilizing projected future cash flows based on estimates of future rates for services, utilization, operating costs, capital requirements, growth rates and terminal values. Forecasted rates and utilization consider current market conditions and the Company’s anticipated business outlook, both of which have been impacted by the adverse changes in the offshore energy business environment from the current downturn. Operating costs were forecasted using a combination of historical average operating costs and expected future costs, including cost reduction initiatives. Capital requirements were based on management’s estimates of future capital costs resulting from expected market demand in future periods and included cash outflows for new aircraft, infrastructure and improvements, as necessary. A terminal period was used to reflect the Company’s estimate of stable, perpetual growth. The future cash flows were discounted using a market-participant risk-adjusted weighted average cost of capital. The Company owns a 17.2% investment in Sky Future Partners Limited (“Sky Future Partners”), a provider of drone-based inspection services to the global industrial markets. Given the negative evolution of Sky Future Partners’ liquidity forecast during the three months ended September 30, 2019 (Predecessor) and the expected impact on continued operations and future opportunities, the Company determined the investment to be other-than-temporarily impaired as of September 30, 2019 (Predecessor). During the three months ended September 30, 2019 (Predecessor), the Company recorded a $2.6 million impairment to its investment in Sky Future Partners in the Corporate and other region. The carrying value of this investment is zero as of December 31, 2019 (Successor). The fair value of Sky Future Partners was estimated using the income approach. The estimate of fair value includes unobservable inputs, representative of Level 3 fair value measurement, including assumptions related to future performance, such as projected demand for services. In fiscal year 2018 (Predecessor), the Company recorded an $85.7 million impairment to its investment in Líder. In fiscal year 2018 (Predecessor), Líder’s management significantly decreased their future financial projections as a result of tender awards announced by their largest client, Petrobras. This significant decline in future forecasted results, coupled with previous declines in financial results, triggered the Company’s review of the investment for potential other-than-temporary impairment as of March 31, 2018 (Predecessor). The Company estimated the fair value of its investment in Líder as of March 31, 2018 (Predecessor) using a combination of the income and market approaches, requiring the Company to use significant unobservable inputs, representative of a Level 3 fair value measurement, including assumptions related to the future performance of the investment, such as projected demand for services and rates. The income approach was based on a discounted cash flow model, utilizing projected future cash flows based on estimates of future rates for services, utilization, operating costs, capital requirements, growth rates and terminal values. Forecasted rates and utilization consider current market conditions and the Company’s anticipated business outlook, both of which have been impacted by the adverse changes in the offshore energy business environment from the current downturn. Operating costs were forecasted using a combination of historical average operating costs and expected future costs, including cost reduction initiatives. Capital requirements were based on management’s estimates of future capital costs resulting from expected market demand in future periods and included cash outflows for new aircraft, infrastructure and improvements, as necessary. A terminal period was used to reflect the Company’s estimate of stable, perpetual growth. The future cash flows were discounted using a market-participant risk-adjusted weighted average cost of capital. The market approach was based upon the application of price-to-earnings multiples to management’s estimates of future earnings. Management’s earnings estimates were derived from unobservable inputs that require significant estimates, judgments and assumptions as described in the income approach. Goodwill — Summary of Significant Accounting Policies — Goodwill During the seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor), the Company did not evaluate the estimated fair value of its reporting units compared to its market capitalization because the reporting units with goodwill did not represent a significant portion of its business. |
Loss on Sale of Subsidiaries | Loss on Sale of Subsidiaries Loss on sale of subsidiaries includes the following (in thousands): Predecessor Seven Months Ended Sale of Eastern Airways $ (46,852 ) Sale of Aviashelf and Bristow Helicopters Leasing Limited (9,031 ) $ (55,883 ) Eastern Airways Bristow Helicopters Limited (“Bristow Helicopters”), a subsidiary of Bristow Group, together with its legal and financial advisors, pursued various transactions to exit the Eastern Airways business, which made negative contributions to the Company’s operating income in each of the last three fiscal years, including pursuing a sales process with several third parties over an extended period. On May 10, 2019 (Predecessor), Bristow Helicopters completed the sale of all of the shares of Eastern Airways to Orient Industrial Holdings Limited (“OIHL”), an entity affiliated with Mr. Richard Lake, a director of Bristow Helicopters, pursuant to a Sale and Purchase Agreement (the “EAIL Purchase Agreement”). Pursuant to the EAIL Purchase Agreement and related agreements, Bristow Helicopters contributed approximately £17.1 million to Eastern Airways as working capital and OIHL acquired Eastern Airways. Bristow Helicopters retained its controlling ownership of the shares in Humberside International Airport Limited that it previously held through Eastern Airways. Certain intercompany balances between Bristow Helicopters and Eastern Airways were also written off. As a result of the transaction, OIHL now owns and operates Eastern Airways, which had previously operated as a separate unit within Bristow Group, and Bristow Helicopters maintains its controlling interest in Humberside Airport, from which Bristow Helicopters provides U.K. SAR services. The EAIL Purchase Agreement contained customary representations and warranties. OIHL agreed to certain covenants with respect to non-solicitation of directors, officers or employees of Bristow Helicopters for a period of 12 months. Pursuant to the terms of the EAIL Purchase Agreement, Bristow Helicopters has the right to appoint an observer to the board of directors of Eastern Airways for an initial period of 12 months following the sale. Eastern Airways also agreed to provide certain transition services for a minimum of 12 months from the date of the completion of the transaction. The loss on the sale of Eastern Airways for the seven months ended October 31, 2019 (Predecessor) of $46.9 million includes the write-off of net assets of $35.0 million and write-off of cumulative translation adjustment of $11.9 million. Aviashelf and Bristow Helicopters Leasing Limited As of March 31, 2019 (Predecessor), Bristow Aviation Holdings Limited (“Bristow Aviation”) had an indirect 48.5% interest in Aviashelf Aviation Co. (“Aviashelf”), a Russian helicopter company. Additionally, the Company owned 60% of two U.K. joint venture companies, BHLL and Sakhalin Bristow Air Services Ltd. These two U.K. companies lease aircraft to Aviashelf, which held the client contracts for the Company’s Russian operations. Aviashelf was consolidated based on the ability of certain consolidated subsidiaries of Bristow Aviation to control the vote on a majority of the shares of Aviashelf, rights to manage the day-to-day operations of the company, which were granted under a shareholders’ agreement, and the Company’s ability to acquire an additional 8.5% interest in Aviashelf under a put/call option agreement. In April 2019 (Predecessor), the Company sold its 60% ownership interest in BHLL for $1.4 million. In June 2019 (Predecessor), the Company sold its 48.5% ownership interest in Aviashelf for $2.6 million. In August 2019 (Predecessor), the Company exercised its call option to acquire an 8.5% interest in Aviashelf and subsequently sold that interest for $0.4 million. The loss on the sale of Aviashelf and BHLL for the seven months ended October 31, 2019 (Predecessor) of $9.0 million includes the loss on sale of net assets of $1.8 million and write-off of cumulative translation adjustment of $7.2 million. Columbia Helicopters On February 11, 2019, the Company announced its agreement to acquire Columbia Helicopters, Inc. (“Columbia”) had been terminated by mutual agreement of the parties. The Company also paid a $20 million termination fee in February 2019 related to the Columbia acquisition, which is included as general and administrative expense in its consolidated statements of operations for fiscal year 2019 (Predecessor). Upon termination of the acquisition agreement, the financing agreements related to the acquisition also terminated pursuant to their respective terms. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The Company considers the applicability and impact of all accounting standard updates (“ASUs”). ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on the Company’s consolidated financial position or results of operations. Adopted In February 2016, the FASB issued accounting guidance ASC 842, Leases, Leases, The Company completed a system implementation and has updated its accounting policies to meet the standard’s requirements. On April 1, 2019 (Predecessor), the adoption of this accounting standard resulted in recording ROU assets of $281.0 million and an increase in lease liabilities of $285.3 million on the Company’s consolidated balance sheet with no material impact on its consolidated statements of operations and consolidated statements of cash flows. For further information on leases, see Note 12. In February 2018, the FASB issued new accounting guidance on income statement reporting of comprehensive income, specifically pertaining to reclassification of certain tax effects from accumulated other comprehensive income to retained earnings. This pronouncement is effective for fiscal years, and for interim periods within those years, beginning after December 15, 2018, with early adoption permitted. The Company adopted this accounting guidance on April 1, 2019 (Predecessor). The Company did not elect to reclassify certain tax effects from accumulated other comprehensive income to retained earnings. In June 2018, the FASB issued an amendment to the accounting guidance related to accounting for employee share-based payments which clarifies that an entity should recognize excess tax benefits in the period in which the amount of the deduction is determined. This amendment is effective for annual periods beginning after December 15, 2018, and is applied prospectively to changes in terms or conditions of awards occurring on or after the adoption date. The Company adopted this accounting guidance on April 1, 2019 (Predecessor) with no impact to its financial statements. Not Yet Adopted In August 2018, the FASB modified the disclosure requirements on fair value measurements. The amendment modifies, removes and adds several disclosure requirements on fair value measurements in ASC 820, Fair Value Measurement. The amendment is effective for fiscal years ending after December 15, 2021 for public business entities and early adoption is permitted. The Company has not yet adopted this accounting guidance and is currently evaluating the effect this accounting guidance will have on its disclosure requirements. In August 2018, the FASB modified disclosure requirements for employers that sponsor defined benefit pension plans. Certain disclosure requirements were removed and certain disclosure requirements were added. The amendment also clarifies disclosure requirements for projected benefit obligations and accumulated benefit obligations in excess of respective plan assets. The amendment is effective beginning in the Company’s fiscal year 2021 financial statements and early adoption is permitted. The Company has not yet adopted this accounting guidance and is currently evaluating the effect this accounting guidance will have on its disclosure requirements. In August 2018, the FASB issued new accounting guidance that addresses the accounting for implementation costs associated with a hosted service. The guidance provides that implementation costs be evaluated for capitalization using the same criteria as that used for internal-use software development costs, with amortization expense being recorded in the same income statement expense line as the hosted service costs and over the expected term of the hosting arrangement. The amendment is effective beginning in the Company’s fiscal year 2021 financial statements and early adoption is permitted. The guidance will be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company has not yet adopted this accounting guidance and is currently evaluating the effect this accounting guidance will have on its financial statements. In October 2018, the FASB amended the guidance for determining whether a decision-making fee is a variable interest. The amendments require organizations to consider indirect interests held through related parties under common control on a proportional basis rather than as the equivalent of a direct interest in its entirety (as currently required in generally accepted accounting principles). Therefore, these amendments likely will result in more decision makers not consolidating VIEs. This amendment is effective beginning in the Company’s fiscal year 2021 financial statements and early adoption is permitted. The Company has not yet adopted this accounting guidance and is currently evaluating the effect this accounting guidance will have on its disclosure requirements. In December 2019, the FASB issued new guidance to simplify the accounting for income taxes, which eliminates certain exceptions for recognizing deferred taxes for investments, performing intraperiod allocation and calculating income taxes in interim periods. This ASU also includes guidance to reduce complexity in certain areas, including recognizing deferred taxes for tax goodwill and allocating taxes to members of a consolidated group. ASU 2019-12 is effective for annual and interim periods in fiscal years beginning after December 15, 2020. Early adoption is permitted. The Company is currently assessing the impact of ASU 2019-12 on its consolidated financial statements. In January 2020, the FASB issued new accounting guidance to clarify certain interactions between the guidance to account for certain equity securities under Topic 321, 323 and 815, and improve current GAAP by reducing diversity in practice and increasing comparability of accounting. The amendments in this ASU are effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. The Company has not yet adopted this accounting guidance and is currently evaluating the effect this accounting guidance will have on its financial statements. In March 2020, the FASB issued codification improvements to financial instruments, which makes improvements to financial instruments guidance. The standard is effective immediately for certain amendments and for fiscal years beginning after December 15, 2019. The Company has not yet adopted this accounting guidance and is currently evaluating the effect this accounting guidance will have on its financial statements. In March 2020, the FASB issued new accounting guidance related to reference rate reform. The pronouncement provides optional guidance for a limited period of time to ease the potential burden of accounting for reference rate reform. This guidance is effective for all entities as of March 12, 2020 through December 31, 2022. The Company has not yet adopted this accounting guidance and is currently evaluating the effect this accounting guidance will have on its financial statements. |
REVENUE RECOGNITION (Policies)
REVENUE RECOGNITION (Policies) | 12 Months Ended |
Mar. 31, 2020 | |
REVENUE RECOGNITION [Abstract] | |
Revenue Recognition | In general, the Company recognizes revenue when a service is provided or a good is sold to a customer and there is a contract. At contract inception, the Company assesses the goods and services promised in its contracts with customers and identifies all performance obligations for each distinct promise that transfers a good or service (or bundle of goods or services) to the customer. To identify the performance obligations, the Company considers all goods or services promised in the contract, whether explicitly stated or implied based on customary business practices. Revenue is recognized when control of the identified distinct goods or services has been transferred to the customer, the transaction price is determined and allocated to the satisfied performance obligations and the Company has determined that collection has occurred or is probable of occurring. A majority of the Company’s revenue from contracts with customers is currently generated through two types of contracts: helicopter services and fixed wing services. Each contract type has a single distinct performance obligation as described below. Helicopter services — — — A performance obligation arises under contracts with customers to render services and is the unit of account under the new accounting guidance for revenue. Operating revenue from the Company’s oil and gas segment is derived mainly from fixed-term contracts with its customers, a substantial portion of which is competitively bid. A small portion of its oil and gas customer revenue is derived from providing services on an “ad-hoc” basis. Its fixed-term contracts typically have original terms of one year to seven years (subject to provisions permitting early termination by its customers). The Company accounts for services rendered separately if they are distinct and the service is separately identifiable from other items provided to a customer and if a customer can benefit from the services rendered on its own or with other resources that are readily available to the customer. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. Within this contract type for helicopter services, the Company determined that each contract has a single distinct performance obligation. These contracts include a fixed monthly rate for a particular model of aircraft, and flight hour services, which represents the variable component of a typical contract with a customer. Rates for these services vary depending on the type of services provided and can be based on a per flight hour, per day, or per month basis. Variable charges within its flight services contracts are not effective until a customer-initiated flight order is received and the actual hours flown are determined; therefore, the associated flight revenue generally cannot be reasonably and reliably estimated beforehand. A contract’s standalone selling prices are determined based upon the prices that the Company charges for services rendered. Revenue is recognized as performance obligations are satisfied over time, by measuring progress towards satisfying the contracted services in a manner that best depicts the transfer of services to the customer, which is generally represented by a period of 30 days or less. The Company typically invoices customers on a monthly basis and the term between invoicing and when the payment is due is typically between 30 and 60 days. In order to offset potential increases in operating costs, long-term contracts may provide for periodic increases in the contractual rates charged for services. The Company recognizes the impact of these rate escalations when estimable and applicable, which generally includes written acknowledgment from the customers that they are in agreement with the amount of the rate escalation. Cost reimbursements from customers are recorded as reimbursable revenue with the related reimbursed costs recorded as reimbursable expense on the Company’s consolidated statements of operations. Taxes collected from customers and remitted to governmental authorities are reported on a net basis in the Company’s financial statements. Thus, the Company excludes taxes imposed on the customer and collected on behalf of governmental agencies to be remitted to these agencies from the transaction price in determining the revenue related to contracts with a customer. Fixed wing services — Contract Assets, Liabilities and Receivables The Company generally satisfies performance of contract obligations by providing helicopter and fixed wing services to its customers in exchange for consideration. The timing of performance may differ from the timing of the customer’s payment, which results in the recognition of a contract asset or a contract liability. A contract asset exists when the Company has a contract with a customer for which revenue has been recognized (i.e., services have been performed), but customer payment is contingent on a future event (i.e. satisfaction of additional performance obligations). These contract assets are transferred to receivables when the right to consideration becomes unconditional. Contract liabilities relate to deferred revenue in which advance consideration is received from customers for contracts where revenue is recognized on future performance of services. |
VARIABLE INTEREST ENTITIES AN_2
VARIABLE INTEREST ENTITIES AND OTHER INVESTMENTS IN SIGNIFICANT AFFILIATES (Policies) | 12 Months Ended |
Mar. 31, 2020 | |
VARIABLE INTEREST ENTITIES AND OTHER INVESTMENTS IN SIGNIFICANT AFFILIATES [Abstract] | |
Variable Interest Entity | A VIE is an entity that either (i) has insufficient equity to permit the entity to finance its activities without additional subordinated financial support or (ii) has equity investors who lack the characteristics of a controlling financial interest. A VIE is consolidated by its primary beneficiary. The primary beneficiary has both the power to direct the activities that most significantly impact the entity’s economic performance and the obligation to absorb losses or the right to receive benefits from the entity that could potentially be significant to the VIE. If the Company determines that it has operating power and the obligation to absorb losses or receive benefits, the Company consolidates the VIE as the primary beneficiary, and if not, the Company does not consolidate. |
DERIVATIVE FINANCIAL INSTRUME_2
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Policies) | 12 Months Ended |
Mar. 31, 2020 | |
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES [Abstract] | |
Derivative Financial Instruments and Hedging Activities | All derivatives are recognized as assets or liabilities and measured at fair value. The Company does not use financial instruments for trading or speculative purposes. During fiscal year 2019 (Predecessor), the seven months ended October 31, 2019 (Predecessor) and the five months ended March 31, 2020 (Successor), the Company entered into foreign currency put option contracts of £5 million per month through February 2021 to mitigate a portion of the Company’s foreign currency exposure. Upon emergence from bankruptcy, these derivatives were re-designated as cash flow hedges. The designation of a derivative instrument as a hedge and its ability to meet relevant hedge accounting criteria determines how the change in fair value of the derivative instrument will be reflected in the consolidated financial statements. A derivative qualifies for hedge accounting if, at inception of the hedging relationship, the derivative is expected to be highly effective in offsetting the hedged item’s underlying cash flows or fair value and the documentation requirements of the accounting standard for derivative instruments and hedging activities are fulfilled at the time the Company entered into the derivative contract. A hedge is designated as a cash flow hedge, fair value hedge, or a net investment in foreign operations hedge based on the exposure being hedged. The asset or liability value of the derivative will change in tandem with its fair value. For derivatives designated as cash flow hedges, the changes in fair value are recorded in accumulated other comprehensive income (loss). The derivative’s gain or loss is released from accumulated other comprehensive income (loss) to match the timing of the effect on earnings of the hedged item’s underlying cash flows. The Company reviews the effectiveness of hedging instruments on a quarterly basis. The Company discontinues hedge accounting for any hedge that the Company no longer considers to be highly effective. Changes in fair value for derivatives not designated as hedges or those not qualifying for hedge accounting are recognized in current period earnings. |
LEASES (Policies)
LEASES (Policies) | 12 Months Ended |
Mar. 31, 2020 | |
LEASES [Abstract] | |
Leases | The Company determines if an arrangement is a lease at inception. All of the Company’s leases are operating leases and are recorded in ROU assets, accounts payable and operating lease liabilities in its consolidated balance sheet as of March 31, 2020 (Successor). ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligations to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date of a lease based on the present value of lease payments over the lease term. The Company uses its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments. The Company’s lease terms may include options to extend or terminate the lease. The lease term includes options to extend when the Company is reasonably certain to exercise the option. The Company is not, however, reasonably certain that the Company will exercise any option(s) to extend at commencement of a lease as each extension would be based on the relevant facts and circumstances at the time of the decision to exercise or not exercise an extension option, and as such, they have not been included in the remaining lease terms. The Company will evaluate the impact of lease extensions, if and when the exercise of an extension option is probable. |
OPERATIONS, BASIS OF PRESENTA_3
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Schedule of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that add up to the total of such amounts shown in the consolidated statements of cash flows (in thousands). Successor Predecessor March 31, 2020 October 31, 2019 March 31, 2019 Reconciliation of cash, cash equivalents and restricted cash as shown in the statements of cash flows: Cash and cash equivalents $ 196,662 $ 202,079 $ 178,055 Restricted cash 2,459 48,447 — Total cash, cash equivalents and restricted cash $ 199,121 $ 250,526 $ 178,055 |
Schedule of Allowance for Doubtful Accounts | The following table is a rollforward of the allowance for doubtful accounts from non-affiliates (in thousands): Successor Predecessor Five Months Seven Months Ended Ended Fiscal Year Ended March 31, March 31, October 31, 2020 2019 2019 2018 Balance – beginning of period $ — $ 1,617 $ 3,304 $ 4,498 Additional allowances 368 25 1,073 1,463 Write-offs and collections — — (2,760 ) (2,657 ) Sale of subsidiaries (1) — (851 ) — — Fresh-start accounting adjustments (2) — (791 ) — — Balance – end of period $ 368 $ — $ 1,617 $ 3,304 (1) As the result of the sale of Eastern Airways International Limited (“Eastern Airways”), Aviashelf Aviation Co. (“Aviashelf”), Bristow Helicopters Leasing Limited (“BHLL”) and Sakhalin Bristow Air Services Ltd, the Company wrote off allowance for doubtful accounts for non-affiliates by $0.9 million. For more details, see “ Loss on Sale of Subsidiaries (2) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted allowance for doubtful accounts to fair value at the Effective Date. |
Schedule of Valuation and Qualifying Accounts Disclosure | The following table is a rollforward of the allowance related to dormant, obsolete and excess inventory (in thousands): Successor Predecessor Five Months Seven Months Ended Ended Fiscal Year Ended March 31, March 31, October 31, 2020 2019 2019 2018 Balance – beginning of period $ — $ 19,448 $ 26,030 $ 21,514 Additional allowances 62 551 2,140 6,355 Inventory disposed and scrapped — (811 ) (7,427 ) (3,353 ) Fresh start accounting adjustments — (19,143 ) — — Foreign currency effects — (45 ) (1,295 ) 1,514 Balance – end of period $ 62 $ — $ 19,448 $ 26,030 |
Schedule of Goodwill | Goodwill related to the Predecessor Company’s Asia Pacific reporting unit was as follows (in thousands): Total March 31, 2018 (Predecessor) $ 19,907 Foreign currency translation (1,471 ) March 31, 2019 (Predecessor) 18,436 Foreign currency translation (932 ) Impairments (17,504 ) October 31, 2019 (Predecessor) $ — |
Schedule of Other Intangible Assets | Intangible assets by type were as follows for the Successor Company (in thousands): U.K. SAR PBH Total Gross Carrying Amount Additions (1) $ 58,000 $ 76,838 $ 134,838 Translation (2,294 ) (2,517 ) $ (4,811 ) March 31, 2020 (Successor) $ 55,706 $ 74,321 $ 130,027 Accumulated Amortization October 31, 2019 (Successor) $ — $ — $ — Amortization expense (3,251 ) (15,503 ) (18,754 ) March 31, 2020 (Successor) $ (3,251 ) $ (15,503 ) $ (18,754 ) Weighted average remaining contractual life, in years 7.0 16.9 10.7 (1) In connection with the Company’s emergence from bankruptcy and in accordance with ASC 852, the Company recognized customer contract intangibles of $58.0 million related to U.K. SAR and $76.8 million related to power-by-the-hour (“PBH”) contracts. The amortization expense for the U.K. SAR contract is recorded in depreciation and amortization on the consolidated financial statements and the amortization expense for the PBH contracts is recorded in maintenance expense included in direct costs on the consolidated financial statements. |
Schedule of Other Intangible Assets, Future Amortization Expense | Future amortization expense of intangible assets for each of the years ending March 31 (Successor) is as follows (in thousands): 2021 (1) $ 24,207 2022 (1) 15,956 2023 (1) 15,909 2024 (1) 15,767 2025 (1) 15,767 Thereafter (1) 23,667 $ 111,273 (1) The portion of future amortization expense that will be included in maintenance expense is $16.7 million for fiscal year 2021, $8.5 million for fiscal year 2022, $8.4 million for fiscal year 2023, $8.3 million for fiscal year 2024, $8.3 million for fiscal year 2025 and $8.7 million thereafter. Intangible assets by type were as follows for the Predecessor Company (in thousands): Client relationships (1) Trade name and trademarks (1) Internally developed software (1) Licenses (1) Total Gross Carrying Amount March 31, 2018 $ 12,777 $ 4,878 $ 1,107 $ 755 $ 19,517 Foreign currency translation (98 ) (259 ) (13 ) (2 ) (372 ) March 31, 2019 12,679 4,619 1,094 753 19,145 Foreign currency translation (33 ) (11 ) — — (44 ) October 31, 2019 (Predecessor) $ 12,646 $ 4,608 $ 1,094 $ 753 $ 19,101 Accumulated Amortization March 31, 2018 $ (11,372 ) $ (1,213 ) $ (915 ) $ (719 ) $ (14,219 ) Impairments — (2,933 ) (72 ) — (3,005 ) Amortization expense (234 ) (142 ) (107 ) (34 ) (517 ) March 31, 2019 (11,606 ) (4,288 ) (1,094 ) (753 ) (17,741 ) Amortization expense (90 ) — — — (90 ) October 31, 2019 (11,696 ) (4,288 ) (1,094 ) (753 ) (17,831 ) Fresh-start accounting adjustment (2) (950 ) (320 ) — — (1,270 ) October 31, 2019 (Predecessor) $ (12,646 ) $ (4,608 ) $ (1,094 ) $ (753 ) $ (19,101 ) (1) The Bristow Norway and Eastern Airways acquisitions, completed in October 2008 and February 2014, respectively, included in the Europe Caspian region, resulted in intangible assets for client contracts, client relationships, trade names and trademarks, internally developed software and licenses. On May 10, 2019, the Company sold Eastern Airways. The Airnorth acquisition completed in January 2015, included in its Asia Pacific region, resulted in intangible assets for client contracts, client relationships and trade name and trademarks. For discussion of impairment of long-lived assets, including purchased intangibles subject to amortization, see “ Impairment of Assets. (2) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted the intangible assets of $1.3 million to its fair value of zero at the Effective Date. See Note 3 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. |
Schedule of Foreign Exchange Impact | Other income (expense), net, in the Company’s consolidated statements of operations includes foreign currency transaction gains and losses as shown in the following table. Earnings from unconsolidated affiliates, net of losses, are also affected by the impact of changes in foreign currency exchange rates on the reported results of the Company’s unconsolidated affiliate, primarily the impact of changes in the Brazilian real to U.S. dollar exchange rate on earnings for its affiliate in Brazil, as shown in the following table (in thousands): Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Foreign currency transaction losses (11,577 ) (1,327 ) (5,163 ) (2,580 ) Foreign currency transaction gains (losses) from earnings from unconsolidated affiliates, net of losses (115 ) (1,123 ) (4,163 ) (1,956 ) |
Schedule of Interest Income and interest Expense | Interest Income (Expense), Net Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Interest income $ 662 $ 822 $ 3,424 $ 677 Interest expense (1)(2)(3) (22,964 ) (128,658 ) (113,500 ) (77,737 ) Interest expense, net $ (22,302 ) $ (127,836 ) $ (110,076 ) $ (77,060 ) (1) Interest expense for the seven months ended October 31, 2019 (Predecessor) includes $56.9 million of non-cash interest expense related to the beneficial conversion feature on the DIP Facility (as defined herein) and $15.0 million of non-cash interest expense related to the DIP claim liability. See Note 3 for further details on the DIP beneficial conversion feature. (2) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted debt to its respective fair value of $586.4 million at the Effective Date by $57.7 million, which represents the discount from par value of the debt. Interest expense for the five months ended March 31, 2020 (Successor) includes discount amortization of $5.9 million. See Notes 3 and 8 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. (3) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company wrote-off all deferred financing fees as of October 31, 2019 (Predecessor). Therefore, interest expense for the five months ended March 31, 2020 (Successor) does not include any amortization of deferred financing fees. See Notes 3 and 8 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. |
Schedule of Loss on Impairment | Loss on impairment includes the following (in thousands): Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Impairment of property and equipment (1) $ — $ 42,022 $ 104,939 $ — Impairment of inventories — — 9,276 5,717 Impairment of investment in unconsolidated affiliates 9,591 2,575 — 85,683 Impairment of intangibles — — 3,005 — Impairment of goodwill — 17,504 — — $ 9,591 $ 62,101 $ 117,220 $ 91,400 (1) Includes impairment of $42.0 million for H225 aircraft for the seven months ended October 31, 2019 (Predecessor). Includes impairment of $87.5 million for H225 aircraft and $17.5 million for Eastern Airways aircraft and equipment for the nine months ended December 31, 2018 (Predecessor). |
Schedule of Loss on Sale of Subsidiaries | Loss on sale of subsidiaries includes the following (in thousands): Predecessor Seven Months Ended Sale of Eastern Airways $ (46,852 ) Sale of Aviashelf and Bristow Helicopters Leasing Limited (9,031 ) $ (55,883 ) |
FRESH-START ACCOUNTING (Tables)
FRESH-START ACCOUNTING (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
FRESH-START ACCOUNTING [Abstract] | |
Reconciliation of Estimated Enterprise Value to Estimated Fair Value of Common Stock | The following table reconciles the Company’s estimated Enterprise Value to the estimated fair value of the Successor’s Common Stock as of October 31, 2019 (in millions): Enterprise Value $ 1,250 Plus: Cash, cash equivalents and restricted cash 251 Less: Fair value of debt (586 ) Total Implied Equity 915 Less: Successor Preferred Stock (1) (619 ) Implied value of Successor Common Stock (2) $ 296 (1) At emergence, $470 million share settled redemption feature embedded derivative was bifurcated from issued Successor Preferred Stock and reclassified to preferred stock embedded derivative on the consolidated balance sheet. See Note 9 for further information. (2) Difference between $294.7 million shown on the October 31, 2019 consolidated balance sheet is a result of rounding. |
Reconciliation of Enterprise Value to Reorganization Value | The following table reconciles the Company’s Enterprise Value to its Reorganization Value as of October 31, 2019 (in millions): Enterprise Value $ 1,250 Plus: Cash, cash equivalents and restricted cash 251 Plus: Current Liabilities and other, noninterest bearing 209 Plus: Other Long-term Liabilities, noninterest bearing (including Deferred Tax Liability) 409 Total Reorganization Value $ 2,119 |
Reorganization and Fresh-Start Accounting Adjustments | The following table illustrates the effects on the Company’s consolidated balance sheet due to the reorganization and fresh-start accounting adjustments. The explanatory notes following the table below provide further details on the adjustments, including the Company’s assumptions and methods used to determine fair value for its assets and liabilities. Amounts included in the table below are rounded to thousands. As of October 31, 2019 Current assets: Predecessor Reorganization Fresh-Start Successor Cash and cash equivalents $ 139,278 $ 62,801 (1 ) $ — $ 202,079 Restricted cash 23,761 24,686 (2 ) — 48,447 Accounts receivable from non-affiliates 201,950 (3,034 ) (3 ) — 198,916 Accounts receivable from affiliates 15,926 — (1,298 ) (12 ) 14,628 Inventories 116,926 — (35,766 ) (13 ) 81,160 Prepaid expenses and other current assets 47,283 (3,322 ) (4 ) (13,415 ) (14 ) 30,546 Total current assets 545,124 81,131 (50,479 ) 575,776 Investment in unconsolidated affiliates 112,932 — 7,039 (15 ) 119,971 Property and equipment – at cost: Land and buildings 238,967 — (74,225 ) (16 ) 164,742 Aircraft and equipment 2,432,045 — (1,665,136 ) (17 ) 766,909 2,671,012 — (1,739,361 ) 931,651 Less – Accumulated depreciation and amortization (970,731 ) — 970,731 (18 ) — 1,700,281 — (768,630 ) 931,651 Right-of-use assets 325,764 — 3,263 (19 ) 329,027 Other assets 91,179 213 70,897 (20 ) 162,289 Total assets $ 2,775,280 $ 81,344 $ (737,910 ) $ 2,118,714 Current liabilities: Accounts payable $ 74,170 $ 10,448 (5 ) $ (2,377 ) (21 ) $ 82,241 Accrued wages, benefits and related taxes 40,657 — — 40,657 Income taxes payable 2,988 — — 2,988 Other accrued taxes 8,223 — — 8,223 Deferred revenue 9,187 — (321 ) (22 ) 8,866 Accrued maintenance and repairs 31,303 — — 31,303 Accrued interest 21,213 (20,111 ) (6 ) — 1,102 Current portion of operating lease liabilities 83,008 — (8,497 ) (23 ) 74,511 Other accrued liabilities 50,070 (15,417 ) (7 ) (718 ) (24 ) 33,935 Short-term borrowings and current maturities of long-term debt 955,009 (926,556 ) (8 ) 8,627 (25 ) 37,080 Total current liabilities 1,275,828 (951,636 ) (3,286 ) 320,906 Long-term debt, less current maturities 75,167 525,301 (51,186 ) (25 ) 549,282 Accrued pension liabilities 18,623 — 14,891 (26 ) 33,514 Preferred stock embedded derivative — 470,322 (10 ) — 470,322 Other liabilities and deferred credits 7,701 — (3,110 ) (27 ) 4,591 Deferred taxes 54,009 93,245 (28 ) (104,025 ) (28 ) 43,229 Long-term operating lease liabilities 244,566 — 9,139 (23 ) 253,705 Total liabilities not subject to compromise 1,675,894 137,232 (137,577 ) 1,675,549 Liabilities subject to compromise 624,867 (624,867 ) (9 ) — — Total liabilities 2,300,761 (487,635 ) (137,577 ) 1,675,549 Commitments and contingencies (Note 11) Mezzanine equity: Preferred stock — 148,599 (10 ) — 148,599 Stockholders’ investment: — Predecessor common stock, $.01 par value 386 (386 ) (11 ) — — Predecessor additional paid-in capital 920,761 (920,761 ) (11 ) — — Predecessor retained earnings 52,136 524,687 (11 ) (576,823 ) (30 ) — Predecessor accumulated other comprehensive loss (314,439 ) 337,373 (11 ) (22,934 ) (30 ) — Predecessor Treasury shares (184,796 ) 184,796 (11 ) — — Successor Common stock — 1 (10 ) — 1 Successor Additional paid-in capital — 294,670 (10 ) — 294,670 Total Bristow Group stockholders’ investment 474,048 420,380 (599,757 ) 294,671 Noncontrolling interests 471 — (576 ) (29 ) (105 ) Total stockholders’ investment 474,519 420,380 (600,333 ) 294,566 Total liabilities, mezzanine equity and stockholders’ investment $ 2,775,280 $ 81,344 $ (737,910 ) $ 2,118,714 Reorganization adjustments (1) The table below details cash payments as of October 31, 2019, pursuant to the terms of the Plan described in Note 2 (in thousands): Equity Rights Offering Proceeds $ 385,000 Release of funds from Restricted Cash 6,972 Payments to 8.75% Senior Secured Notes due 2023 for principal and interest (270,939 ) Payment of DIP interest (1,098 ) Payments for 2019 Term Loan Amendment Fee (563 ) Reserve for Professional Fee Escrow (30,669 ) Payment of Unsecured 4(a)(2) Cash Pool Funding (7,000 ) Payments for Transaction Expenses (11,867 ) Payments to Indenture Trustee (989 ) Payment of Executive Key Employee Incentive Plan (3,432 ) Payments for Prepetition Trade Cures (2,614 ) Total $ 62,801 (2) Represents the Reserve for Professional Fee Escrow of $30.7 million plus the remainder of the Disputed Claims Cash Reserve under the Plan of $0.9 million offset by a $6.9 million release of restricted cash related to the DIP Facility. (3) Represents the write-off of the value added tax receivable in relation to the rejected aircraft purchase contract with Airbus Helicopters S.A.S. (“Airbus”) for 22 large aircraft in October 2019. (4) Represents the write-off of the prepaid asset related to the Predecessor’s directors and officers tail coverage insurance policy. (5) Represents the accrual for success fees of $14.0 million, partially offset by trade cure payments of $2.6 million and other miscellaneous accruals of $0.9 million. (6) Represents the settlement of the DIP Facility accrued interest of $16.1 million and the 8.75% Senior Secured Notes accrued interest of $4.0 million. (7) Represents reversal of the $19.3 million Backstop Obligation Reserve plus $0.3 million miscellaneous adjustments, partially offset by accrual for ABL Facility (as defined herein) fees of $2.2 million and a reclassification of the deferred compensation plan of $2.0 million. (8) The table below reflects the settlement and write-off of the short-term debt and current maturities (in thousands): Settlement of the 8.75% Senior Secured Notes due 2023 $ 275,182 Settlement of DIP Facility 150,000 Settlement of remaining 8.75% Senior Secured Notes due 2023 (1) (8,255 ) Write-off of unamortized discount on the 8.75% Senior Secured Notes due 2023 1,641 Reinstated Milestone Omnibus Agreement (17,313 ) Reclassification from short-term borrowings and current maturities of long-term debt to long-term debt, less current maturities 525,301 $ 926,556 (1) Represents the difference between the amount outstanding on the 8.75% Senior Secured Notes and the cash paid to settle the 8.75% Senior Secured Notes. (9) Liabilities subject to compromise consisted of the following (in thousands): 6¼% Senior Notes due 2022 principal and accrued interest (1) $ 415,894 4½% Convertible Senior Notes due 2023 principal and accrued interest (2) 146,627 Accrued lease termination costs (3) 43,049 Milestone Omnibus Agreement (4) 17,313 Deferred compensation plan 1,984 Liabilities subject to compromise $ 624,867 (1) Includes $401.5 million of principal and $14.4 million of interest accrued through May 11, 2019. (2) Includes $143.8 million of principal and $2.9 million of interest accrued through May 11, 2019. (3) Relates to ten aircraft leases rejected in June 2019, including nine S-76C+s and one S-76D. (4) Includes costs related to the return of four leased H225s on May 6, 2019 and includes lease termination costs, deferred lease costs previously included as short-term debt on the consolidated balance sheet and additional lease return costs. (10) Represents the discharge of debt through the issuance of New Stock. Pursuant to the Plan, Class 4 (Secured Notes Claim holders), Class 8 (Unsecured Notes Claim holders), and Class 12 (General Unsecured Claim holders) received cash and subscription rights to the New Stock issued pursuant to the Rights Offering in full satisfaction and settlement of claims. Any subscription right not exercised by these parties was purchased by the Commitment Parties. Further, Class 8 and Class 12 received New Stock as part of the Unsecured Equity Pool and DIP claim holders received New Stock in full satisfaction and settlement of DIP claims. The following is the calculation of the total pre-tax gain and corresponding impact on additional paid-in capital (“APIC”) on the discharge of debt (in thousands): Liabilities subject to compromise (see footnote above for further details) $ 624,867 Less amounts reinstated: Milestone Omnibus Agreement (17,313 ) Deferred Compensation Plan (1,984 ) Total liabilities subject to compromise settled at emergence 605,570 Plus 8.75% Senior Secured Notes due 2023 275,182 Plus proceeds from Rights Offering 385,000 Shares issued to participants in Rights Offering and to compromised creditor classes: Equity issued pursuant to Rights Offering and Unsecured Equity Pool (1) (727,139 ) Less cash paid to settle claims: Cash paid out (2) (273,022 ) Total pre-tax gain $ 265,591 Settlement of DIP Claims through issuance of New Stock DIP Claims plus interest accrued 165,000 DIP Equitization Allocation New Stock plus Consent Fee (1) (186,453 ) APIC Predecessor (3) $ (21,453 ) (1) Successor Equity Issued (2) The cash paid was used to settle 97% of the 8.75% Senior Secured Notes principal balance (Class 4) and the payments made to Unsecured Notes Claim holders (Class 8) and General Unsecured Claim holders (Class 12). (3) Pursuant to the DIP Credit Agreement, the DIP claims and the Equitization Consent Fee were settled with New Stock. The difference between the “DIP claims plus accrued interest” and “DIP Equitization Allocation New Stock plus Consent Fee” does not flow through the income statement but is a direct adjustment to the Predecessor APIC. Successor New Stock Equity Issued pursuant to Rights Offering Common Stock, $.01 par value (b) $ 1 Preferred Stock Mezzanine Equity (a) 523,973 Additional paid in capital (c) 153,897 Equity Issued Unsecured Equity Pool Common Stock, $.01 par value (b) — Additional paid in capital (c) 49,268 Total New Stock issued to participants in Rights Offering and to compromised creditor classes $ 727,139 New Stock Issued for settlement of DIP Claims Common Stock, $.01 par value (b) — Preferred Stock Mezzanine Equity (a) 94,948 Additional Paid in Capital (c) 91,505 Total New Stock issued for settlement of DIP Claims $ 186,453 Total New Stock Issued 913,592 (a) 618,921 (b) 1 (c) 294,670 New Preferred Stock 618,921 Less: Share-settled Redemption Feature Embedded Derivative (470,322 ) Total Equity at Emergence $ 148,599 (11) Represents the cancellation of the Predecessor common stock and related components of the Predecessor equity. Fresh-start accounting adjustments (12) Represents the adjustments to accounts receivable from affiliate caused by the write-off of revenue previously being straight-lined for which the Company has no future performance obligations. (13) Represents the valuation adjustments applied to the Company’s inventory, which consists of aircraft parts, kit parts, work in process and fuel. The fair value of the inventory was estimated using the cost approach. (14) Represents the write-off of the Predecessor’s unamortized debt issuance costs as of October 31, 2019 as well as the adjustment to prepaid rent resulting from the change in the Company’s fair value of leases. See footnotes 19 and 25 for further details. This balance also represents the fair value adjustment of the Company’s short-term portion of contract acquisition and pre-operating costs by $8.8 million to its fair value of zero at the Effective Date. (15) Represents the valuation adjustments to the Company’s equity method investments in Cougar and Líder, and cost method investment in PAS to fair value. The fair value for the unconsolidated investments was based on a combination of the income approach and the market approach. The income approach includes consideration of a market participant discount rate and cash flow projections prepared by their management. The Guideline Public Company Method relies on valuation multiples from reasonably similar Guideline Public Companies. (16) Represents the fair value adjustment to the Company’s land and buildings. The fair value was determined using the direct valuation method of the cost approach of certain owned properties with all other owned properties and related site improvements valued using the indirect method of the cost approach. Concurrently, the income approach and market approach were considered in the context of the Company’s economic obsolescence analysis as part of the application of the cost approach. (17) Represents the valuation adjustment to the Company’s aircraft and equipment fair value. The cost approach was the primary valuation method utilized to determine fair value. Concurrently, the income approach was considered in the context of the Company’s economic obsolescence analysis as part of the application of the cost approach. Certain assets, specifically those aircraft classified as held for sale as of December 31, 2019 (Successor), were valued utilizing the market approach, based on preliminary sales offers for those assets. The key assumptions used were market conditions and third party market data, locational considerations and aircraft interchangeability, asset age, current flight hours and operational status and earning potential of the overall business. (18) Represents the elimination of the Predecessor’s accumulated depreciation in accordance with fresh-start accounting requirements and revaluation of the corresponding assets described in footnotes 16 and 17 above. (19) Reflects the valuation adjustments to the Company’s ROU assets based on the recalculated operating lease liabilities adjusted for the fair value of any favorable or unfavorable lease term. (20) Primarily reflects the valuation adjustments to intangible assets and deferred tax asset. The Company’s intangible assets consist of PBH contracts, in which aircraft maintenance is covered by the manufacturer in exchange for a fee per flight hour, and a U.K. SAR customer contract. The fair value of the PBH contracts was determined using a cost approach in which the estimated prior accrued payments were discounted using the weighted average cost of capital for each business over the vendor’s remaining non-cancelable term of the contract. The fair value of the PBH contracts related to non-UK aircraft was further reduced based on the economic obsolescence rate applied to the corresponding aircraft. The U.K. SAR customer contract was fair valued using the multi-period excess earnings method of the income approach. (21) Primarily reflects the write-off of short-term portion of contract acquisition and pre-operating costs related to two customer contracts in Norway of $2.2 million and various other miscellaneous costs of $0.2 million. (22) Reflects the write-off of deferred revenue related to contracts in which the Company was no longer obligated to provide future services. (23) Reflects the adjustment to the Company’s lease assumptions (i.e. discount rate) to record its lease obligations as of the Effective Date and the corresponding adjustment to its short-term lease liability. To estimate the market rent, comparable closed leases and current lease listing were analyzed. Market rent growth was based on published survey data. (24) Primarily reflects the write-off of long-term portion of contract acquisition and pre-operating costs related to two customer contracts in Norway. (25) Reflects the valuation adjustments to the Lombard Debt, Macquarie Debt, PK Air Debt and Airnorth Debt (each as defined herein). The fair value for these debt instruments was determined by considering the future cash flows of the instruments based on the contractual interest rates and then discounted back to Day 1, based on the implied market yield and the Company’s credit rating as of the Effective Date. When fair valuing the debt, credit spreads, a term-matched risk-free rate associated with each payment based on interpolating the U.S. Constant Maturity Treasury Curve, yield volatility (ranging from 30% to 35%) and call schedule (ranging from 100.25% to 103.5%) were utilized. All of the Predecessor’s unamortized debt issuance costs of $15.2 million were written off as of October 31, 2019. Refer to Note 8 for definitions of and further information regarding debt instruments. (26) Reflects the valuation adjustment to the Company’s pension liabilities. The fair value was determined by updating the pension plan assumptions and calculations as of the Effective Date. (27) Represents the write-off of long-term deferred revenue as no performance obligations remained for the Successor. (28) Represents the adjustments to deferred tax liability. (29) Reflects the portion of the valuation adjustments to land, buildings and equipment applicable to noncontrolling interest. (30) Represents the cumulative impact of the fresh-start accounting adjustments discussed above and the cancellation of the Predecessor’s retained earnings and accumulated other comprehensive loss. |
Summary of Reorganization Items | The following table summarizes the net reorganization items (in thousands): Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Gain on settlement of liabilities subject to compromise $ — $ 265,591 Fresh-start accounting adjustments — (686,116 ) Reorganization professional fees and other (7,232 ) (197,448 ) Loss on reorganization items $ (7,232 ) $ (617,973 ) |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
REVENUE RECOGNITION [Abstract] | |
Revenue Related to Third Party Customers | Total revenue related to third party customers is as follows (in thousands): Successor Predecessor Five Months Seven Months October 31, Fiscal Year Ended March 31, 2019 Revenue: Operating revenue from non-affiliates $ 443,716 $ 691,360 $ 1,239,117 Operating revenue from affiliates 8,413 12,015 23,099 Reimbursable revenue from non-affiliates 18,038 34,304 61,755 Revenue from Contracts with Customers 470,167 737,679 1,323,971 Other revenue from non-affiliates 686 945 20,412 Other revenue from affiliates 14,910 18,599 25,279 Total Revenue $ 485,763 $ 757,223 $ 1,369,662 |
Revenue of Remaining Performance Obligations | Remaining performance obligations represent firm contracts for which work has not been performed and future revenue recognition is expected. The table below discloses (1) the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) as of the end of the reporting period and (2) the expected timing to recognize this revenue (in thousands): Remaining Performance Obligations (Successor) Fiscal Year Ending March 31, 2021 2022 2023 2024 2025 and thereafter Total Outstanding Service Revenue: Helicopter contracts $ 365,809 $ 186,528 $ 177,716 $ 133,455 $ 136,239 $ 999,747 Fixed-wing contracts 1,080 — — — — 1,080 Total remaining performance obligation revenue $ 366,889 $ 186,528 $ 177,716 $ 133,455 $ 136,239 $ 1,000,827 |
VARIABLE INTEREST ENTITIES AN_3
VARIABLE INTEREST ENTITIES AND OTHER INVESTMENTS IN SIGNIFICANT AFFILIATES (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
VARIABLE INTEREST ENTITIES AND OTHER INVESTMENTS IN SIGNIFICANT AFFILIATES [Abstract] | |
Noncontrolling Interest | Changes in the balance for the noncontrolling interest associated with Bristow Aviation are as follows (in thousands): Successor Predecessor Five Months March 31, Seven Months Fiscal Year Ended March 31, 2019 2018 Balance – beginning of fiscal year $ 1,332 $ 1,253 $ 1,358 $ 1,226 Payments to noncontrolling interest shareholders — (37 ) (54 ) (49 ) Noncontrolling interest expense 21 31 55 50 Currency translation (62 ) 85 (106 ) 131 Balance – end of fiscal year $ 1,291 $ 1,332 $ 1,253 $ 1,358 |
Primary Beneficiary Variable Interest Financial Statements | Bristow Aviation and its subsidiaries are exposed to similar operational risks and are therefore monitored and evaluated on a similar basis by management. Accordingly, the financial information reflected on the Company’s consolidated balance sheets and statements of operations for Bristow Aviation and subsidiaries is presented in the aggregate, including intercompany amounts with other consolidated entities, as follows (in thousands): Successor Predecessor March 31, 2020 March 31, 2019 Assets Cash and cash equivalents $ 110,385 $ 83,499 Restricted cash 1,686 — Accounts receivable 297,962 307,864 Inventories 55,166 85,977 Prepaid expenses and other current assets 27,851 36,646 Total current assets 493,050 513,986 Investment in unconsolidated affiliates 575 3,087 Property and equipment, net 285,142 281,944 Right-of-use assets 54,333 — Goodwill — 18,436 Other assets 196,996 229,902 Total assets $ 1,030,096 $ 1,047,355 Liabilities Accounts payable $ 497,867 $ 442,187 Accrued liabilities 91,220 113,905 Accrued interest 2,697,878 2,399,704 Current maturities of long-term debt 7,904 85,287 Total current liabilities 3,294,869 3,041,083 Long-term debt, less current maturities 441,665 384,369 Accrued pension liabilities 17,855 25,726 Other liabilities and deferred credits — 4,810 Deferred taxes — 37,063 Long-term operating lease liabilities 38,228 — Total liabilities $ 3,792,617 $ 3,493,051 Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 2018 Revenue $ 413,885 $ 663,047 $ 1,221,344 $ 1,241,223 Operating loss (14,083 ) 45,505 (41,148 ) (65,254 ) Net loss (166,698 ) (193,867 ) (347,056 ) (322,752 ) |
Redeemable Noncontrolling Interest | Changes in the balance for the redeemable noncontrolling interest related to Eastern Airways were as follows (in thousands): Predecessor Balance as of March 31, 2017 6,886 Noncontrolling interest expense (4,093 ) Currency translation 4,163 Acquisition of remaining 40% of Eastern Airways (6,121 ) Reclassification to noncontrolling interest (835 ) Balance as of March 31, 2018 $ — |
Schedule of Unconsolidated Affiliates | The Company’s percentage of economic ownership and investment balances for the unconsolidated affiliates are as follows (in thousands): Successor Predecessor Successor Predecessor March 31, 2020 March 31, 2019 March 31, 2020 March 31, 2019 Cost Method: PAS 25 % 25 % $ 33,000 $ 6,286 Equity Method: Cougar (1) 40 % 40 % 54,483 58,047 Líder (1) 41.9 % 41.9 % 22,000 50,784 Other 575 3,086 Total $ 110,058 $ 118,203 (1) The Company had a 25% voting interest in Cougar and an approximate 20% voting interest in Líder as of March 31, 2020 (Successor) and March 31, 2019 (Predecessor). Earnings from unconsolidated affiliates were as follows (in thousands): Successor Predecessor Five Months 2020 Seven Months 2019 Fiscal Year Ended March 31, 2019 2018 Dividends from entities accounted for under the cost method: PAS $ 2,968 $ — $ 2,518 $ 2,518 Earnings, net of losses, from entities accounted for under the equity method: Cougar 3,593 6,538 4,100 9,084 Líder 453 (438 ) (2,059 ) 7,179 Other 248 489 (242 ) (82 ) 4,294 6,589 1,799 16,181 Total $ 7,262 $ 6,589 $ 4,317 $ 18,699 |
Schedule of Combined Financial Information for Equity Method Investments | A summary of combined financial information of unconsolidated affiliates accounted for under the equity method is set forth below (unaudited, in thousands): Successor Predecessor March 31, 2020 March 31, 2019 Current assets $ 144,603 $ 152,438 Non-current assets 254,807 274,401 Total assets $ 399,410 $ 426,839 Current liabilities $ 97,689 $ 106,658 Non-current liabilities 141,936 160,082 Equity 159,785 160,099 Total liabilities and equity $ 399,410 $ 426,839 Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 (Unaudited) Revenue $ 37,303 $ 158,823 $ 254,617 $ 298,731 Gross profit $ 8,153 $ 13,034 $ 47,894 $ 46,717 Net income $ 2,989 $ 5,684 $ (7,115 ) $ 13,285 |
PROPERTY AND EQUIPMENT, ASSET_2
PROPERTY AND EQUIPMENT, ASSETS HELD FOR SALE AND OEM COST RECOVERIES (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
PROPERTY AND EQUIPMENT, ASSETS HELD FOR SALE AND OEM COST RECOVERIES [Abstract] | |
Capital Expenditures | The Company made capital expenditures as follows: Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 2018 Number of aircraft delivered: Medium (1) — — 1 5 SAR aircraft 2 2 — — Total aircraft 2 2 1 5 Capital expenditures (in thousands): Aircraft and related equipment (2) $ 35,767 $ 38,386 $ 35,315 $ 32,418 Other 348 3,188 5,587 13,869 Total capital expenditures $ 36,115 $ 41,574 $ 40,902 $ 46,287 (1) During fiscal year 2019, the Company purchased an aircraft that was not on order that was previously leased. (2) During the seven months ended October 31, 2019 (Predecessor), the Company took delivery of two U.K. SAR configured AW189 and during the five months ended March 31, 2020 (Successor), the Company took delivery of an additional two U.K. SAR configured AW189. During fiscal year 2019, the Company did not make any progress payments for aircraft to be delivered in future periods. During fiscal year 2018 (Predecessor), the Company spent $2.3 million on progress payments for aircraft to be delivered in future periods. |
Sold or Disposed of and Impairments on Assets Held for Sale | The following table presents details on the aircraft sold or disposed of and impairments on assets held for sale: Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 2018 (In thousands, except for number of aircraft) Number of aircraft sold or disposed of 5 3 8 11 Proceeds from sale or disposal of assets $ 13,845 $ 5,314 $ 13,813 $ 48,740 Deposits on assets held for sale $ 4,500 $ — $ — $ — Loss from sale or disposal of assets (1) $ 451 $ 3,768 $ 4,995 $ 1,742 Number of aircraft impaired — 14 5 8 Impairment charges on aircraft held for sale (1) (2) $ — $ — $ 8,149 $ 15,853 Impairment charges on property and equipment (3) $ — $ 42,022 $ 104,939 $ — Contract termination costs (1) (4) $ — $ — $ 14,699 $ — Fresh-start accounting adjustment (5) $ — $ 768,630 $ — $ — (1) Included in loss on disposal of assets on the consolidated statements of operations. (2) Includes a $6.5 million impairment of the Bristow Academy disposal group for fiscal year 2018 (Predecessor). (3) Includes $42.0 million impairment related to H225s for the seven months ended October 31, 2019 (Predecessor). Includes an $87.5 million impairment related to H225s and a $17.5 million impairment related to Eastern Airways assets for fiscal year 2019 (Predecessor), included in loss on impairment on the consolidated statements of operations. See “ Impairment of Assets (4) Includes $11.7 million of progress payments and $2.3 million of capitalized interest for an aircraft purchase contract that was terminated in fiscal year 2019 (Predecessor). Additionally, $0.5 million of progress payments and $0.2 million of capitalized interest for aircraft options were terminated in fiscal year 2019 (Predecessor). For further details, see Note 11. (5) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted property and equipment by $768.6 million to its fair value of $931.7 million at the Effective Date. See Note 3 for further details on the impact of fresh-start accounting on the Company’s consolidated financial statements. In addition to capital expenditures and sale or disposal of assets, the following items impacted property and equipment during fiscal year 2019 (Predecessor): • In connection with the $87.5 million impairment of H225 aircraft, the Company revised its salvage values for each H225 aircraft. In accordance with accounting standards, the Company recognized the change in depreciation due to the reduction in carrying value and revision of salvage values on a prospective basis over the remaining life of the aircraft. This resulted in an additional $3.0 million of depreciation expense during fiscal year 2019 (Predecessor) and resulted in an increase of depreciation expense of $2.9 million for the seven months ended October 31, 2019 (Predecessor). • The Company revised the salvage values of certain aircraft to reflect its expectation of future sales values given its disposal plans for those aircraft. The Company recorded additional depreciation expense of $1.4 million during fiscal year 2019 (Predecessor). • The Company transferred two aircraft and other properties to held for sale and reduced property and equipment by $1.5 million. In addition, the Company transferred three aircraft out of held for sale, as they were determined to no longer meet the criteria for held for sale classification, and increased property and equipment by $8.2 million. In addition to capital expenditures and sale or disposal of assets, the following items impacted property and equipment during fiscal year 2018 (Predecessor): • The Company transferred four aircraft to held for sale and reduced property and equipment by $9.3 million. |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
DEBT [Abstract] | |
Schedule of Debt | Debt consisted of the following (in thousands): Successor Predecessor March 31, 2020 March 31, 2019 8.75% Senior Secured Notes (1) $ — $ 347,400 4½% Convertible Senior Notes (1) — 112,944 6¼% Senior Notes (1) — 401,535 Term Loan 61,500 — Lombard Debt (2) 136,180 183,450 Macquarie Debt (2) 148,165 171,028 PK Air Debt (2) 207,326 212,041 Airnorth Debt (2) 7,618 11,058 Humberside Debt 335 — Other Debt — 9,168 Unamortized debt issuance costs (3) — (21,771 ) Total debt 561,124 1,426,853 Less short-term borrowings and current maturities of long-term debt (45,739 ) (1,418,630 ) Total long-term debt $ 515,385 $ 8,223 (1) These notes were settled in accordance with the Plan. See Note 2 for further details. (2) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted debt to its aggregate respective fair value at the Effective Date by a reduction of $57.7 million. The adjustments as of December 31, 2019 were as follows: $30.0 million for the Lombard Debt, $11.7 million for the Macquarie Debt, $13.3 million for the PK Air Debt and $0.7 million for the Airnorth Debt. (3) All unamortized debt issuance costs were written off as of October 31, 2019 (Predecessor). |
Schedule of Convertible Debt | The balance of the debt and equity components of the Company’s 4½% Convertible Senior Notes prior to the settlement of the 4½% Convertible Senior Notes in accordance with the Plan were as follows (in thousands): March 31, 2019 Equity component - net carrying value (1) $ 36,778 Debt component: Face amount due at maturity $ 143,750 Unamortized discount (30,806 ) Debt component - net carrying value $ 112,944 (1) Prior to May 11, 2019, the remaining debt discount was amortized to interest expense over the term of the 4½% Convertible Senior Notes using the effective interest rate. The effective interest rate for April 1, 2019 to May 11, 2019 (Predecessor) was 11.0%. Interest expense related to the 4½% Convertible Senior Notes was as follows (in thousands): Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 2018 Contractual coupon interest $ — $ 715 $ 6,475 $ 1,851 Amortization of debt discount — 648 5,547 1,454 Total interest expense $ — $ 1,363 $ 12,022 $ 3,305 |
Schedule of Maturities of Long-term Debt | Successor Fiscal year ending March 31 2021 $ 45,739 2022 47,206 2023 240,693 2024 153,294 2025 124,852 $ 611,784 |
FAIR VALUE DISCLOSURES (Tables)
FAIR VALUE DISCLOSURES (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
FAIR VALUE DISCLOSURES [Abstract] | |
Schedule of Fair Value Assets Measured on Recurring Basis | The following table summarizes the financial instruments the Company had as of March 31, 2020 (Successor), valued at fair value on a recurring basis (in thousands): Successor Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance of March 31, 2020 Balance Sheet Classification Derivative financial instrument $ — $ 2,747 $ — $ 2,747 Prepaid expenses and other current assets Rabbi Trust investments 2,327 — — 2,327 Other assets Total assets $ 2,327 $ 2,747 $ — $ 5,074 The following table summarizes the financial instruments the Company had as of March 31, 2019 (Predecessor), valued at fair value on a recurring basis (in thousands): Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance at March 31, 2019 Balance Sheet Classification Derivative financial instrument $ — $ 1,845 $ — $ 1,845 Prepaid expenses and other current assets Rabbi Trust investments 2,544 — — 2,544 Other assets Total assets $ 2,544 $ 1,845 $ — $ 4,389 |
Rollforward of Liability Measured at Fair Value Using Significant Unobservable Inputs (Level 3) | The following table provides a rollforward of the preferred stock embedded derivative Level 3 fair value measurements for the five months ended March 31, 2020 (Successor): Significant Unobservable Inputs (Level 3) Derivative financial instruments: Balance October 31, 2019 $ 470,322 Change in fair value (184,140 ) Balance March 31, 2020 $ 286,182 |
Schedule of Fair Value Assets Measured on Nonrecurring Basis | The following table summarizes the assets as of March 31, 2019 (Predecessor), valued at fair value on a non-recurring basis (in thousands): Predecessor Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance as of March 31, 2019 Total Loss for Fiscal Year 2019 Inventories (1) $ — $ — $ 7,697 $ 7,697 $ 9,276 Assets held for sale (2) — — 5,350 5,350 8,149 Aircraft and equipment (1) — — 136,338 136,338 104,939 Other intangible assets (1) — — — — 3,005 Total assets $ — $ — $ 149,385 $ 149,385 $ 125,369 (1) Fair value as of September 30, 2018. (2) Fair value as of March 31, 2019. |
Schedule of Fair Value of Debt | The carrying and fair value of the Company’s debt, excluding unamortized debt issuance costs, are as follows (in thousands): Successor Predecessor March 31, 2020 March 31, 2019 Carrying Value Fair Value Carrying Value Fair Value 8.75% Senior Secured Notes (1)(2) $ — $ — $ 347,400 $ 252,000 4½% Convertible Senior Notes (1)(3) — — 112,944 28,923 6¼% Senior Notes (1) — — 401,535 75,288 Term Loan 61,500 56,894 — — Lombard Debt (4) 136,180 122,165 183,450 183,450 Macquarie Debt (4) 148,165 138,133 171,028 171,028 PK Air Debt (4) 207,326 180,290 212,041 212,041 Airnorth Debt (4) 7,618 7,221 11,058 11,058 Humberside Debt 335 335 — — Other Debt — — 9,168 9,168 $ 561,124 $ 505,038 $ 1,448,624 $ 942,956 (1) These debt instruments were settled in accordance with the Plan. See Note 8 for further details. (2) The carrying value is net of unamortized discount of $2.6 million as of March 31, 2019 (Predecessor). (3) The carrying value is net of unamortized discount of $30.8 million as of March 31, 2019 (Predecessor). (4) In connection with the Company’s emergence from bankruptcy and the application of ASC 852, the Company adjusted debt to its respective fair value at the Effective Date by a reduction of $57.7 million. The unamortized discounts as of March 31, 2020 (Successor) were as follows: $26.4 million for the Lombard Debt, $11.1 million for the Macquarie Debt, $12.6 million for the PK Air Debt and $0.6 million for the Airnorth Debt. |
DERIVATIVE FINANCIAL INSTRUME_3
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES [Abstract] | |
Fair Value of Compound Derivative Linked to New Preferred Stock | The following tables summarize the fair value of the compound derivative linked to the New Preferred Stock: Derivatives not designated as hedging instruments Successor Five Months Ended March 31, 2020 Preferred stock embedded derivative $ 286,182 Total derivatives not designated as hedging instruments $ 286,182 Successor Five Months Ended March 31, 2020 Total amounts of income and expense line items presented in the statement of financial performance in which the effects of fair value are recorded Change in fair value of preferred stock derivative liability Gain or (loss) on derivatives not designated as hedging instruments: Preferred stock embedded derivative $ 184,140 |
Foreign Exchange Contracts Designated as Hedging Instruments | The following table presents the balance sheet location and fair value of the portions of the Company’s derivative instruments that were designated as hedging instruments as of March 31, 2020 (Successor) (in thousands): Derivatives designated as hedging instruments under ASC 815 Derivatives not designated as hedging instruments under ASC 815 Gross amounts of recognized assets and liabilities Gross amounts offset in the Balance Sheet Net amounts of assets and liabilities presented in the Balance Sheet Prepaid expenses and other current assets $ 2,747 $ — $ 2,747 $ — $ 2,747 Net $ 2,747 $ — $ 2,747 $ — $ 2,747 The following table presents the balance sheet location and fair value of the portions of the Company’s derivative instruments that were designated as hedging instruments as of March 31, 2019 (Predecessor) (in thousands): Derivatives designated as hedging instruments under ASC 815 Derivatives not designated as hedging instruments under ASC 815 Gross amounts of recognized assets and liabilities Gross amounts offset in the Balance Sheet Net amounts of assets and liabilities presented in the Balance Sheet Prepaid expenses and other current assets $ 1,845 $ — $ 1,845 $ — $ 1,845 Net $ 1,845 $ — $ 1,845 $ — $ 1,845 |
Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) | The following table presents the impact that derivative instruments, designated as cash flow hedges, had on accumulated other comprehensive loss (net of tax) and consolidated statements of operations (in thousands): Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Financial statement location Amount of income (loss) recognized in accumulated other comprehensive loss $ — $ (1,828 ) Accumulated other comprehensive loss Amount of income (loss) reclassified from accumulated other comprehensive loss into earnings $ — $ (1,146 ) Statements of operations The following table presents the impact that derivative instruments, designated as cash flow hedges, had on accumulated other comprehensive loss (net of tax) and consolidated statements of operations for fiscal year 2019 (Predecessor) (in thousands): Financial statement location Amount of loss recognized in accumulated other comprehensive loss $ (506 ) Accumulated other comprehensive loss Amount of loss reclassified from accumulated other comprehensive loss into earnings $ (464 ) Statement of operations |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Rollforward Schedule of Aircraft Purchase Orders and Options | Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Orders Options Orders Options Orders Options Orders Options Beginning of period 2 — 26 — 27 4 32 4 Aircraft delivered (1) (2 ) — (2 ) — — — (5 ) — Aircraft rejected (2) — — (22 ) — — — — — Cancelled order (3) — — — — (1 ) — — — Expired options — — — — — (4 ) — — End of period — — 2 — 26 — 27 4 (1) On July 25, 2019 (Predecessor), the Company entered into an amendment to its agreement for the purchase of four AW189 U.K. SAR configuration helicopters. Pursuant to the amendment, the parties mutually agreed to postpone the delivery dates for three helicopters to the second half of fiscal year 2020 and the first quarter of fiscal year 2021. The postponement in deliveries resulted in deferral of approximately $14.4 million in capital expenditures scheduled for fiscal years 2020 into fiscal year 2021. One of the four AW189s was purchased in August 2019, one was purchased in October 2019 and two were purchased ahead of schedule in December 2019. (2) In October 2019 (Predecessor), the Bankruptcy Court approved the Company’s agreement with Airbus to reject its aircraft purchase contract for 22 large aircraft. (3) In December 2018 (Predecessor), a large aircraft order was terminated and the Company recorded contract termination costs of $14.0 million included in loss on disposal of assets on its consolidated statements of operations for amounts previously included in construction in progress on its consolidated balance sheets. |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
LEASES [Abstract] | |
Schedule of End of Lease Term | Successor End of Lease Term Number of Aircraft Fiscal year 2021 to fiscal year 2022 17 Fiscal year 2023 to fiscal year 2026 29 46 |
Schedule of Rent Expenses | Rent expense incurred is as follows (in thousands): Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 2018 Rent expense under all operating leases $ 50,061 $ 101,543 $ 192,316 208,691 Rent expense under operating leases for aircraft $ 43,044 $ 88,599 $ 168,299 181,318 |
Operating Leases | Operating leases as of March 31, 2020 (Successor) were as follows (in thousands, except years and percentages): Successor Operating lease right-of-use assets $ 305,962 Current portion of operating lease liabilities 81,484 Operating lease liabilities 224,595 Total operating lease liabilities $ 306,079 Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Cash paid for operating leases $ 48,967 $ 95,601 ROU assets obtained in exchange for lease obligations $ 338,257 $ 256,242 Weighted average remaining lease term 4 years 5 years Weighted average discount rate 6.27 % 7.14 % |
Maturity of Operating Leases | As of March 31, 2020 (Successor), aggregate future payments under all non-cancelable operating leases that have initial terms in excess of one year, including leases for 46 aircraft, are as follows (in thousands): Successor Aircraft Other Total Fiscal year ending March 31, 2021 $ 89,736 $ 7,680 $ 97,416 2022 77,229 6,435 83,664 2023 58,583 6,468 65,051 2024 46,005 6,086 52,091 2025 28,370 5,005 33,375 Thereafter 2,170 16,382 18,552 $ 302,093 $ 48,056 $ 350,149 As of March 31, 2019 (Predecessor), aggregate future payments under all non-cancelable operating leases that have initial terms in excess of one year, including leases for 75 aircraft, are as follows (in thousands): Predecessor Aircraft Other Total Fiscal year ending March 31, 2020 $ 121,516 $ 11,367 $ 132,883 2021 59,999 9,814 69,813 2022 39,035 8,797 47,832 2023 16,605 8,396 25,001 2024 5,086 8,513 13,599 Thereafter — 29,256 29,256 $ 242,241 $ 76,143 $ 318,384 |
TAXES (Tables)
TAXES (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
TAXES [Abstract] | |
Schedule of Deferred Tax Assets and Liabilities | The components of deferred tax assets and liabilities are as follows (in thousands): Successor Predecessor March 31, 2020 March 31, 2019 Deferred tax assets: Foreign tax credits $ 39,554 $ 39,554 State net operating losses 9,140 12,448 Net operating losses 68,919 102,074 Accrued pension liability 2,869 4,254 Accrued equity compensation 440 9,115 Interest expense limitation 33,567 17,852 Deferred revenue 375 511 Employee award programs 86 387 Employee payroll accruals 1,656 3,476 Inventories 6,853 1,263 Investment in unconsolidated affiliates — 30,783 Convertible note — 2,013 Capital loss carryover — 4,200 Accrued expenses not currently deductible 9,000 6,339 Lease liabilities 22,369 — Other 8,992 7,005 Valuation allowance - foreign tax credits (39,554 ) (39,554 ) Valuation allowance - state (9,140 ) (12,448 ) Valuation allowance - interest expense limitation (11,603 ) — Valuation allowance (58,264 ) (76,212 ) Total deferred tax assets $ 85,259 $ 113,060 Deferred tax liabilities: Property and equipment $ (38,299 ) $ (136,175 ) Inventories (987 ) (1,754 ) Investment in unconsolidated affiliates (23,112 ) (27,595 ) ROU asset (21,552 ) — Intangibles (18,539 ) — Deferred gain — (1,872 ) Other (5,545 ) (4,872 ) Total deferred tax liabilities $ (108,034 ) $ (172,268 ) Net deferred tax liabilities $ (22,775 ) $ (59,208 ) |
Schedule of Deferred Tax Valuation Allowance | The following table is a rollforward of the valuation allowance against the Company’s deferred tax assets (in thousands): Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 2018 Balance – beginning of fiscal year $ (124,700 ) $ (128,214 ) $ (71,987 ) $ (74,727 ) Additional allowances (19,434 ) (5,381 ) (59,493 ) (20,259 ) Reversals and other changes 25,573 8,895 3,266 22,999 Balance – end of fiscal year $ (118,561 ) $ (124,700 ) $ (128,214 ) $ (71,987 ) |
Schedule of Income Before Income Tax, Domestic and Foreign | The components of loss before benefit (provision) for income taxes are as follows (in thousands): Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 2018 Domestic $ 163,866 $ (568,781 ) $ (263,377 ) $ (91,002 ) Foreign (24,308 ) (318,603 ) (72,922 ) (136,998 ) Total $ 139,558 $ (887,384 ) $ (336,299 ) $ (228,000 ) |
Schedule of Components of Income Tax Expense (Benefit) | The provision (benefit) for income taxes consisted of the following (in thousands): Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, Current: 2020 2019 2019 2018 Domestic $ (1,542 ) $ 2,516 $ 1,337 $ 1,247 Foreign 6,572 9,178 15,313 13,607 $ 5,030 $ 11,694 $ 16,650 $ 14,854 Deferred: Domestic $ (5,072 ) $ (49,634 ) $ (16,523 ) $ (39,079 ) Foreign 524 (13,238 ) (288 ) (6,666 ) $ (4,548 ) $ (62,872 ) $ (16,811 ) $ (45,745 ) Total $ 482 $ (51,178 ) $ (161 ) $ (30,891 ) |
Schedule of Effective Income Tax Rate Reconciliation | The reconciliation of the U.S. Federal statutory tax rate to the effective income tax rate for the (provision) benefit for income taxes is shown below: Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Statutory rate 21.0 % 21.0 % 21.0 % 31.6 % Effect of U.S. tax reform — % — % (3.5 )% 9.9 % Net foreign tax on non-U.S. earnings (4.2 )% (0.7 )% (0.3 )% 0.8 % Benefit of foreign tax deduction in the U.S. (0.2 )% — % — % — % Foreign earnings indefinitely reinvested abroad 2.2 % (5.9 )% (4.4 )% (8.1 )% Change in valuation allowance (0.4 )% (0.6 )% (15.2 )% 1.1 % Foreign earnings that are currently taxed in the U.S. 0.8 % — % (0.7 )% (33.0 )% Sales of subsidiaries — % (1.1 )% — % — % Effect of change in foreign statutory corporate income tax rates — % — % 0.4 % — % Preferred stock embedded derivative (27.7 )% — % — % — % Contingent beneficial conversion feature — % (1.0 )% — % — % Impairment of foreign investments 1.4 % (0.6 )% — % 11.9 % Fresh start accounting and reorganization 6.7 % (3.6 )% — % — % Professional fees to be capitalized for tax 1.3 % (1.3 )% — % — % Changes in tax reserves 0.1 % — % 0.7 % (2.3 )% Other, net (0.7 )% (0.4 )% 2.0 % 1.6 % Effective tax rate 0.3 % 5.8 % — % 13.5 % |
Schedule of Years Open by Jurisdiction | The following table summarizes the years open by jurisdiction as of March 31, 2020 (Successor): Jurisdiction Years Open U.S. Fiscal year 2018 to present U.K. Fiscal year 2017 to present Guyana Fiscal year 2013 to present Nigeria Fiscal year 2012 to present Trinidad Fiscal year 2010 to present Australia Fiscal year 2016 to present Norway Fiscal year 2016 to present |
Rollforward of Unrecognized Tax Benefits | The activity associated with unrecognized tax benefit is as follows (in thousands): Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal year ended March 31, 2019 Unrecognized tax benefits – beginning of period $ 4,060 $ 4,337 $ 6,682 Increases for tax positions taken in prior periods 213 170 100 Decreases for tax positions taken in prior periods — (442 ) (2,445 ) Decrease related to statute of limitation expirations (21 ) (5 ) — Unrecognized tax benefits – end of period $ 4,252 $ 4,060 $ 4,337 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
EMPLOYEE BENEFIT PLANS [Abstract] | |
Schedule of Accumulated and Projected Benefit Obligations | The following tables provide a rollforward of the projected benefit obligation and the fair value of plan assets, set forth the defined benefit retirement plans’ funded status and provide detail of the components of net periodic pension cost calculated for the U.K. pension plans. The measurement date adopted is March 31. For the purposes of amortizing gains and losses, the 10% corridor approach has been adopted and assets are taken at fair market value. Any such gains or losses are amortized over the average remaining life expectancy of the plan members. Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 Change in benefit obligation: (In thousands) Projected benefit obligation (PBO) at beginning of period $ 528,858 $ 504,076 $ 545,128 Service cost 594 29 655 Interest cost 4,109 6,705 12,984 Actuarial loss (gain) (5,545 ) 34,618 9,702 Benefit payments and expenses (11,394 ) (13,882 ) (28,593 ) Plan amendments — — 3,020 Effect of exchange rate changes (21,630 ) (2,688 ) (38,820 ) Projected benefit obligation (PBO) at end of period $ 494,992 $ 528,858 $ 504,076 |
Schedule of Change in Plan Assets | The following tables provide a rollforward of the projected benefit obligation and the fair value of plan assets, set forth the defined benefit retirement plans’ funded status and provide detail of the components of net periodic pension cost calculated for the U.K. pension plans. The measurement date adopted is March 31. For the purposes of amortizing gains and losses, the 10% corridor approach has been adopted and assets are taken at fair market value. Any such gains or losses are amortized over the average remaining life expectancy of the plan members. Change in plan assets: Market value of assets at beginning of period $ 495,343 $ 478,350 $ 508,375 Actual return on assets 6,827 24,633 18,121 Employer contributions 7,144 9,032 16,644 Benefit payments and expenses (11,394 ) (13,882 ) (28,593 ) Effect of exchange rate changes (20,783 ) (2,790 ) (36,197 ) Market value of assets at end of period $ 477,137 $ 495,343 $ 478,350 |
Schedule of Net Funded Status | The following tables provide a rollforward of the projected benefit obligation and the fair value of plan assets, set forth the defined benefit retirement plans’ funded status and provide detail of the components of net periodic pension cost calculated for the U.K. pension plans. The measurement date adopted is March 31. For the purposes of amortizing gains and losses, the 10% corridor approach has been adopted and assets are taken at fair market value. Any such gains or losses are amortized over the average remaining life expectancy of the plan members. Reconciliation of funded status: Accumulated benefit obligation (ABO) $ 494,992 $ 528,858 $ 504,076 Projected benefit obligation (PBO) $ 494,992 $ 528,858 $ 504,076 Fair value of assets (477,137 ) (495,343 ) (478,350 ) Net recognized pension liability $ 17,855 $ 33,515 $ 25,726 Amounts recognized in accumulated other comprehensive loss $ (6,389 ) $ — $ 219,232 |
Schedule of Components of Net Periodic Pension Cost | The following tables provide a rollforward of the projected benefit obligation and the fair value of plan assets, set forth the defined benefit retirement plans’ funded status and provide detail of the components of net periodic pension cost calculated for the U.K. pension plans. The measurement date adopted is March 31. For the purposes of amortizing gains and losses, the 10% corridor approach has been adopted and assets are taken at fair market value. Any such gains or losses are amortized over the average remaining life expectancy of the plan members. Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 (In thousands) Components of net periodic pension cost: Service cost for benefits earned during the period $ 594 $ 29 $ 655 $ 856 Interest cost on PBO 4,109 6,705 12,984 12,914 Expected return on assets (5,735 ) (5,610 ) (17,118 ) (21,184 ) Amortization of unrecognized losses — — 8,001 8,151 Net periodic pension cost $ (1,032 ) $ 1,124 $ 4,522 $ 737 |
Schedule of Assumptions | Actuarial assumptions used to develop the components of the U.K. plans were as follows: Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 2018 Discount rate 1.90 % 1.90 % 2.60 % 2.40 % Expected long-term rate of return on assets 2.80 % 2.80 % 3.62 % 4.41 % Pension increase rate . 2.80 % 2.80 % 2.90 % 3.00 % |
Schedule of Investment Strategy | The market value of the plan’s assets as of March 31, 2020 (Successor) and March 31, 2019 (Predecessor) was allocated between asset classes as follows. Details of target allocation percentages under the Plan Trustee’s investment strategies as of the same dates are also included. Successor Predecessor Successor Predecessor Asset Category Target Allocation as of March 31, 2020 Target Allocation as of March 31, 2019 Actual Allocation as of March 31, 2020 Actual Allocation as of March 31, 2019 Equity securities 25.3 % 25.4 % 23.0 % 24.1 % Debt securities 25.0 % 34.8 % 27.1 % 44.5 % Property 7.4 % 7.4 % 6.5 % 6.1 % Other assets 42.3 % 32.4 % 43.4 % 25.3 % Total 100.0 % 100.0 % 100.0 % 100.0 % |
Schedule of Fair Value Hierarchy | The following table summarizes, by level within the fair value hierarchy, the plan assets as of March 31, 2020 (Successor), which are valued at fair value (in thousands): Successor Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance as of March 31, 2020 Cash and cash equivalents $ 8,680 $ — $ — $ 8,680 Cash plus — 10,788 — 10,788 Equity investments - U.K. 992 — — 992 Equity investments - Non-U.K. 1,488 — — 1,488 Insurance Linked Securities — 24,303 — 24,303 Illiquid credit — — 28,271 28,271 Diversified growth (absolute return) funds 868 40,919 — 41,787 Government debt securities 248 86,549 — 86,797 Corporate debt securities 1,612 — — 1,612 Alternatives — 41,167 — 41,167 Property debt — — 31,247 31,247 Multi asset credit — 40,918 — 40,918 Insurance policies — — 159,087 159,087 Total investments $ 13,888 $ 244,644 $ 218,605 $ 477,137 The following table summarizes, by level within the fair value hierarchy, the plan assets as of March 31, 2019 (Predecessor), which are valued at fair value (in thousands): Predecessor Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance as of March 31, 2019 Cash and cash equivalents $ 26,191 $ — $ — $ 26,191 Cash plus — 84,438 — 84,438 Equity investments - U.K. — 2,476 — 2,476 Equity investments - Non-U.K. — 1,303 — 1,303 Insurance Linked Securities — — 25,279 25,279 Illiquid credit — — 40,004 40,004 Diversified growth (absolute return) funds — 86,001 — 86,001 Government debt securities — 138,384 — 138,384 Corporate debt securities — 74,274 — 74,274 Total investments $ 26,191 $ 386,876 $ 65,283 $ 478,350 |
Future Benefit Payments | Estimated future benefit payments over each of the next five fiscal years from March 31, 2020 (Successor) and in the aggregate for the following five fiscal years after fiscal year 2025 are as follows (in thousands): Successor Projected Benefit Payments by the Plans for Fiscal Years Ending March 31, Payments 2021 $ 21,451 2022 21,823 2023 22,567 2024 22,815 2025 23,187 Aggregate 2026 - 2030 119,408 |
Schedule of Stock Option Activity | No stock-based compensation was awarded in fiscal year 2020 under the 2007 Plan. The 2007 Plan and all awards thereunder were cancelled effective upon emergence from bankruptcy on October 31, 2019 (Predecessor). Weighted Average Exercise Prices Number of Shares Outstanding at March 31, 2019 (Predecessor) $ 26.49 3,217,723 Expired or forfeited 25.74 (130,023 ) Cancelled 26.54 (3,087,700 ) Outstanding at October 31, 2019 (Predecessor) — — |
Schedule of Black Scholes Assumptions | The following table shows the assumptions used to compute the stock-based compensation expense for stock option grants issued during fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor). Predecessor Fiscal Year Ended March 31, 2019 2018 Risk free interest rate 2.76 % 1.78 % Expected life (years) 5 5 Volatility 62.8 % 56.1 % Dividend yield — % 3.98 % Weighted average grant-date fair value of options granted $ 6.71 $ 2.53 |
Schedule of Non-vested Restricted Stock and Restricted Stock Units | The following is a summary of non-vested restricted stock: Units Weighted Average Grant Date Fair Value per Unit Non-vested as of March 31, 2019 (Predecessor) 860,362 $ 9.43 Forfeited (18,788 ) 9.39 Cancelled (841,574 ) 9.43 Non-vested as of October 31, 2019 (Predecessor) — — |
Schedule of Separation Programs | The expense related to the VSPs and ISPs is follows (in thousands): Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, VSP: 2020 2019 2019 2018 Direct cost $ — $ — $ — $ 105 General and administrative — — 1,017 Total $ — $ — $ — $ 1,122 ISP: Direct cost $ 104 $ 4,376 $ 7,125 $ 11,538 General and administrative 123 163 2,110 9,676 Total $ 227 $ 4,539 $ 9,235 $ 21,214 |
Schedule of Stock-based Compensation Expense for Stock Options | The following table shows the assumptions used to compute the stock-based compensation expense for stock options granted during the five months ended March 31, 2020 (Successor): Common Stock Options Preferred Stock Options Risk free interest rate 1.61% to 1.91% 1.61% to 1.66% Expected life (years) 3 to 10 years 3 to 4 years Volatility 44% – 45 % 45% – 47 % Dividend yield — % — % Weighted average exercise price of options granted $36.37 per option $36.37 per option Weighted average grant-date fair value of options granted $13.00 per option $59.52 per option |
STOCKHOLDERS' INVESTMENT, EAR_2
STOCKHOLDERS' INVESTMENT, EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
STOCKHOLDERS' INVESTMENT, EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) [Abstract] | |
Summary of Changes in Outstanding Shares of Common Stock | The following is a summary of changes in outstanding shares of common stock: Shares Weighted Average Price Per Share Outstanding as of March 31, 2018 (Predecessor) 35,526,625 Exercise of stock options 174,578 $ 16.21 Issuance of restricted stock 217,713 $ 6.93 Outstanding as of March 31, 2019 (Predecessor) 35,918,916 Cancellation and discharged (35,918,916 ) Outstanding as of October 31, 2019 (Predecessor) — Issuance of Successor Common Stock 11,235,535 Outstanding as of October 31, 2019 (Successor) 11,235,535 Issuance of Successor Common Stock 31 $ 19.25 Outstanding as of March 31, 2020 (Successor) 11,235,566 |
Anti-dilutive Securities Excluded from Calculation of Diluted Earnings per Common Share | Diluted earnings per common share excludes options to purchase shares and restricted stock awards, which were outstanding during the period but were anti-dilutive, as follows: Predecessor Seven Months Ended October 31, Fiscal Year Ended March 31, 2019 2019 2018 Options: Outstanding 3,175,849 2,490,483 2,890,140 Weighted average exercise price $ 26.58 $ 34.20 $ 38.77 Restricted stock awards: Outstanding 646,714 581,677 547,927 Weighted average price $ 8.51 $ 9.33 $ 21.00 |
Computation of Basic and Diluted Earnings per Share | The following table sets forth the computation of basic and diluted earnings per share: Predecessor Seven Months Ended October 31, Fiscal Year Ended March 31, 2019 2019 2018 Loss (in thousands): Loss available to common stockholders – basic $ (836,414 ) $ (336,847 ) $ (194,684 ) Interest expense on assumed conversion of 4½% Convertible Senior Notes, net of tax (1) — — — Loss available to common stockholders $ (836,414 ) $ (336,847 ) $ (194,684 ) Shares: Weighted average number of common shares outstanding – basic 35,918,916 35,740,933 35,288,579 Assumed conversion of 4½% Convertible Senior Notes outstanding during period (1) — — — Net effect of dilutive stock options, restricted stock units and restricted stock awards based on the treasury stock method — — — Weighted average number of common shares outstanding – diluted (2) 35,918,916 35,740,933 35,288,579 Basic loss per common share $ (23.29 ) $ (9.42 ) $ (5.52 ) Diluted loss per common share $ (23.29 ) $ (9.42 ) $ (5.52 ) (1) Potentially dilutive shares issuable pursuant to the Warrant Transactions were not included in the computation of diluted income per share for the seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor) because to do so would have been anti-dilutive. Successor Five Months Ended March 31, 2020 Net income (in thousands): Net income attributable to Bristow Group $ 139,228 Less: PIK dividends (1) (25,788 ) Income available to common stockholders – basic $ 113,440 Add: PIK dividends 25,788 Less: Change in fair value of preferred stock derivative liability $ (184,140 ) Loss available to common stockholders – diluted $ (44,912 ) Shares: Weighted average number of common shares outstanding – basic 11,235,541 Net effect of dilutive stock options and restricted stock awards (2) — Preferred shares as converted basis 9,292,207 Weighted average number of common shares outstanding – diluted 20,527,748 Basic earnings per common share $ 10.10 Diluted loss per common share $ (2.19 ) (1) See “ Stockholders’ Investment, Common Stock and Preferred Stock ” above for further details on PIK Dividends. (2) Potentially dilutive shares were not included in the calculation because to do so would have been anti-dilutive. See Note 14 for further details on stock options and restricted stock awards. |
Changes in Balances of Each Component of Accumulated Other Comprehensive Income | The following table sets forth the changes in the balances of each component of accumulated other comprehensive income: Currency Translation Adjustments Pension Liability Adjustments (1) Unrealized loss on cash flow hedges (2) Total Balance as of March 31, 2017 (Predecessor) $ (149,721 ) $ (178,556 ) $ — $ (328,277 ) Other comprehensive income (loss) before reclassification 30,196 3,713 (414 ) 33,495 Reclassified from accumulated other comprehensive loss . — 8,620 68 8,688 Net current period other comprehensive income (loss) 30,196 12,333 (346 ) 42,183 Foreign currency exchange rate impact 40,459 (40,459 ) — — Balance as of March 31, 2018 (Predecessor) (79,066 ) (206,682 ) (346 ) (286,094 ) Other comprehensive loss before reclassification (36,562 ) (13,175 ) (506 ) (50,243 ) Reclassified from accumulated other comprehensive loss — 7,884 464 8,348 Net current period other comprehensive loss (36,562 ) (5,291 ) (42 ) (41,895 ) Foreign currency exchange rate impact (22,239 ) 22,239 — — Balance as of March 31, 2019 (Predecessor) (137,867 ) (189,734 ) (388 ) (327,989 ) Other comprehensive income (loss) before reclassification 23,004 — (1,828 ) 21,176 Reclassified from accumulated other comprehensive loss . — — 1,146 1,146 Net current period other comprehensive income (loss) 23,004 — (682 ) 22,322 Foreign currency exchange rate impact (1,551 ) 1,551 — — Balance as of October 31, 2019 (Predecessor) . (116,414 ) (188,183 ) (1,070 ) (305,667 ) Fair value fresh-start adjustment 116,414 188,183 1,070 305,667 Balance as of October 31, 2019 (Predecessor) $ — $ — $ — $ — Balance as of October 31, 2019 (Successor) $ — $ — $ — $ — Net current period other comprehensive income (loss) (16,440 ) 6,389 1,410 (8,641 ) Balance as of March 31, 2020 (Successor) $ (16,440 ) $ 6,389 $ 1,410 $ (8,641 ) (1) Reclassification of amounts related to pension liability adjustments were included as a component of net periodic pension cost. For further details on additional pension liability recorded during fiscal year 2019, see Note 14 . (2) Reclassification of amounts related to cash flow hedges were included as direct costs. |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Revenue by Segment | The following tables show region information reconciled to consolidated totals, and prepared on the same basis as the Company’s consolidated financial statements (in thousands): Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Region gross revenue from external customers: Europe Caspian $ 284,844 $ 428,660 $ 791,204 $ 793,630 Africa 70,305 111,896 164,835 195,681 Americas 99,634 140,551 218,278 217,671 Asia Pacific 30,605 75,722 193,510 222,500 Corporate and other 375 394 1,835 4,493 Total region gross revenue $ 485,763 $ 757,223 $ 1,369,662 $ 1,433,975 Intra-region gross revenue: Europe Caspian $ 599 $ 1,719 $ 7,577 $ 5,655 Africa — 122 — — Americas 2,038 1,911 5,100 8,995 Asia Pacific 1 73 58 — Corporate and other — — 2 27 Total intra-region gross revenue $ 2,638 $ 3,825 $ 12,737 $ 14,677 Consolidated gross revenue reconciliation: Europe Caspian $ 285,443 $ 430,379 $ 798,781 $ 799,285 Africa 70,305 112,018 164,835 195,681 Americas 101,672 142,462 223,378 226,666 Asia Pacific 30,606 75,795 193,568 222,500 Corporate and other 375 394 1,837 4,520 Intra-region eliminations (2,638 ) (3,825 ) (12,737 ) (14,677 ) Total consolidated gross revenue $ 485,763 $ 757,223 $ 1,369,662 $ 1,433,975 (1) Successor Predecessor Five Months Ended March 31, 2020 Seven Months Ended October 31, 2019 Fiscal Year Ended March 31, 2019 Region revenue from external customers: Europe Caspian $ 535 $ 726 $ 20,037 Africa — — — Americas 14,971 18,627 30,799 Asia Pacific 20 191 274 Corporate and other 70 — — Total region revenue $ 15,596 $ 19,544 $ 51,110 Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31, 2020 2019 2019 2018 Earnings from unconsolidated affiliates, net of losses – equity method investments: Europe Caspian $ 248 $ 168 $ 161 $ 191 Americas 4,046 6,100 2,041 16,263 Corporate and other — 321 (403 ) (273 ) Total earnings from unconsolidated affiliates, net of losses – equity method investments $ 4,294 $ 6,589 $ 1,799 $ 16,181 Consolidated operating income (loss) reconciliation: Europe Caspian $ 19,334 $ 26,143 $ 12,874 $ 22,624 Africa 10,154 17,255 13,499 32,326 Americas (1) 9,762 13,391 3,530 (72,083 ) Asia Pacific (6,921 ) (33,653 ) (23,645 ) (24,290 ) Corporate and other (36,970 ) (101,559 ) (195,740 ) (88,965 ) Loss on disposal of assets (451 ) (3,768 ) (27,843 ) (17,595 ) Total consolidated operating income (loss) (2) $ (5,092 ) $ (82,191 ) $ (217,325 ) $ (147,983 ) Capital expenditures: Europe Caspian $ 30,888 $ 34,670 $ 11,957 $ 24,797 Africa 508 609 777 3,769 Americas 864 1,281 13,777 2,523 Asia Pacific 1,363 1,593 7,957 6,795 Corporate and other (3) 2,492 3,421 6,434 8,403 Total capital expenditures $ 36,115 $ 41,574 $ 40,902 $ 46,287 Depreciation and amortization: Europe Caspian $ 14,898 $ 28,155 $ 50,737 $ 48,854 Africa 2,274 10,829 16,113 13,705 Americas 4,168 16,654 28,300 27,468 Asia Pacific 3,836 7,463 16,735 19,695 Corporate and other 3,062 7,763 13,014 14,320 Total depreciation and amortization $ 28,238 $ 70,864 $ 124,899 $ 124,042 Successor Predecessor March 31, 2020 March 31, 2019 Identifiable assets: Europe Caspian $ 1,096,022 $ 1,070,863 Africa 235,165 325,502 Americas 319,015 661,266 Asia Pacific 166,229 255,136 Corporate and other (4) 128,830 339,832 Total identifiable assets $ 1,945,261 $ 2,652,599 Successor Predecessor March 31, 2020 March 31, 2019 Investments in unconsolidated affiliates – equity method investments: Europe Caspian $ 575 $ 375 Americas 76,483 108,831 Corporate and other — 2,711 Total investments in unconsolidated affiliates – equity method investments $ 77,058 $ 111,917 (1) Includes an impairment of the Company’s investment in Líder of $9.6 million for the five months ended March 31, 2020 (Successor) and $85.7 million for fiscal year 2018 (Predecessor). For further details, see Note 1. (2) Results for fiscal year 2019 (Predecessor) were positively impacted by a reduction to rent expense of $7.9 million (included in direct costs) impacting the Europe Caspian and Asia Pacific regions by $4.9 million and $3.0 million, respectively, related to OEM cost recoveries for ongoing aircraft issues. For further details, see Note 7. (3) Includes $2.3 million of construction in progress payments that were not allocated to business units in fiscal year 2018 (Predecessor). There were no construction in progress payments made in the five months ended March 31, 2020 (Successor), the seven months ended October 31, 2019 (Predecessor) and fiscal year 2019 (Predecessor). (4) Includes $7.8 million and $51.7 million of construction in progress within property and equipment on the Company’s consolidated balance sheets as of March 31, 2020 (Successor) and March 31, 2019 (Predecessor). The balance as of March 31, 2020 (Successor) primarily represents aircraft modifications and other miscellaneous equipment, tooling and building improvements currently in progress. The balance as of March 31, 2019 (Predecessor) primarily represents progress payments on aircraft to be delivered in future periods. During the seven months ended October 31, 2019 (Predecessor), the Company rejected its aircraft purchase agreement with Airbus and wrote-off $30.6 million of construction in progress. |
Operating Performance and Total Assets by Segment | The Company attributes revenue to various countries based on the location where services are actually performed. Long-lived assets consist primarily of helicopters and fixed wing aircraft and are attributed to various countries based on the physical location of the asset at a given fiscal year-end. Information by geographic area is as follows (in thousands): Successor Predecessor Five Months Ended March 31, Seven Months Ended October 31, Fiscal Year Ended March 31 2020 2019 2019 2018 Gross revenue: United Kingdom $ 178,702 $ 265,189 $ 515,854 $ 530,948 Norway 104,073 160,695 272,547 258,878 Nigeria 68,425 111,896 164,835 195,681 United States 43,901 60,440 105,243 103,047 Australia 30,606 70,144 170,461 199,264 Trinidad 18,563 32,896 52,463 53,144 Canada 21,139 27,479 43,970 50,714 Other countries 20,354 28,484 44,289 42,299 $ 485,763 $ 757,223 $ 1,369,662 $ 1,433,975 Successor Predecessor March 31, 2020 March 31, 2019 Long-lived assets: United Kingdom $ 394,394 $ 600,714 Nigeria 114,219 255,989 United States 106,046 255,439 Norway 77,836 206,597 Australia 95,110 162,681 Canada 50,068 155,594 Trinidad 16,676 126,892 Other countries 14,622 18,560 Construction in progress 7,783 51,714 $ 876,754 $ 1,834,180 |
QUARTERLY FINANCIAL INFORMATI_2
QUARTERLY FINANCIAL INFORMATION (Unaudited) (Tables) | 12 Months Ended |
Mar. 31, 2020 | |
Quarterly Financial Data [Abstract] | |
Schedule of Quarterly Financial Information | Predecessor Successor Three Months Ended June 30 (1) Three Months Ended September 30 (3) One Month Ended October 31 (5) Two Months Ended December 31 (5) Three Months Ended March 31 (7) Fiscal year 2020 (In thousands, except per share amounts) Gross revenue $ 333,176 $ 318,220 $ 105,827 $ 200,924 $ 284,839 Operating income (loss) (9) (21,742 ) (62,096 ) 1,647 (1,885 ) (3,207 ) Net income (loss) attributable to Bristow Group (9) (169,246 ) (162,974 ) (504,194 ) (152,512 ) 291,740 Earnings (loss) per share: Basic $ (4.71 ) $ (4.54 ) $ (14.04 ) $ (14.49 ) $ 24.59 Diluted $ (4.71 ) $ (4.54 ) $ (14.04 ) $ (14.49 ) $ (1.26 ) Predecessor Fiscal Quarter Ended Three Months Ended June 30 (2) Three Months Ended September 30 (4) Three Months Ended December 31 (6) Three Months Ended March 31 (8) (In thousands, except per share amounts) Fiscal year 2019 Gross revenue $ 366,668 $ 349,343 $ 329,858 $ 323,793 Operating loss (9) (3,555 ) (129,448 ) (30,919 ) (53,403 ) Net loss attributable to Bristow Group (9) (31,865 ) (143,947 ) (85,699 ) (75,336 ) Loss per share: Basic $ (0.89 ) $ (4.02 ) $ (2.39 ) $ (2.10 ) Diluted $ (0.89 ) $ (4.02 ) $ (2.39 ) $ (2.10 ) (1) Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 (Predecessor) included: (a) a negative impact of $91.4 million, $78.7 million and $2.19, respectively, from organizational restructuring costs resulting professional fees related to the Chapter 11 Cases, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses from write-offs of discounts and financing fees and separation programs across the Company’s global organization designed to increase efficiency and reduce costs, (b) a negative impact of $56.3 million, $56.3 million and $1.57, respectively, on loss on sale of subsidiaries resulting from the sale of Eastern Airways, BHLL and Aviashelf and (c) negative impact of $10.8 million, $10.8 million and $0.30, respectively, from cost associated with the lease return costs of H225 aircrafts. Net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 included: (a) a negative impact of $2.1 million and $0.06, respectively, related to the DIP Credit Agreement and (b) a negative impact of $0.7 million and $0.02, respectively, due to tax valuation allowances on deferred tax assets. (2) Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2018 (Predecessor) included: (a) a negative impact of $1.7 million, $1.7 million and $0.05, respectively, from organizational restructuring costs resulting from separation programs across the Company’s global organization designed to increase efficiency and reduce costs. (3) Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 (Predecessor) included: (a) a negative impact of $96.5 million, $83.8 million and $2.33, respectively, resulting from organizational restructuring costs related to professional fees related to the Chapter 11 Cases, H175 settlement charges from the rejection of the Company’s aircraft purchase contract for the 22 H175 helicopters, Backstop Commitment Agreement estimated fees, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses related to its DIP Credit Agreement, separation programs across its global organization designed to increase efficiency and reduce costs, corporate lease termination cost offset by a termination credit from the rejection of four H225 aircraft and (b) a negative impact of $62.1 million, $53.3 million and $1.48, respectively, from the impairments of $42.0 million of the H225 aircrafts, $17.5 million of Airnorth goodwill and $2.6 million of its investment in Sky Future Partners, (c) offset by a positive impact of $0.4 million, $0.4 million and $0.01, respectively, resulting from the cash received from the sale of Aviashelf. Net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 included: (a) a negative impact of $1.5 million and $0.04, respectively, from the write-off of a portion of the deferred financing fees and discount related to a portion of its 8.75% Senior Secured Notes and (b) a negative impact of $2.6 million and $0.07, respectively, due to tax valuation allowances on deferred tax assets. (4) Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 (Predecessor) included: (a) a negative impact of $2.7 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company’s global organization designed to increase efficiency and reduce costs, (b) a negative impact of $1.2 million, $1.0 million and $0.03, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $117.2 million, $101.1 million and $2.83, respectively, due to loss on impairment ($87.5 million on H225 aircraft, $8.9 million impairment of H225 inventory and $20.8 million of Eastern Airways asset). Net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 included a negative impact of $10.3 million and $0.29, respectively, due to tax valuation allowances on deferred tax assets. (5) Operating loss and net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $448.1 million and $430.8 million, respectively, resulting from organizational restructuring costs relating to fresh-start accounting adjustments loss, professional fees related to emergence from Chapter 11, debt related expenses from write-offs of discounts and financing fees as well as fees incurred relating to the DIP Credit Agreement and the ABL Facility, write-off of corporate lease leasehold improvements offset by the gain on settlement of liabilities subject to compromise and the reversal of the Backstop Commitment Agreement, (b) a negative impact of $133.3 million and $133.3 million, respectively, from the fair value of preferred stock derivative liability, (c) a negative impact of $56.9 million and $56.9 million, respectively, resulting from conversion features in the DIP Facility triggered upon emergence from Chapter 11, (d) a negative impact of $15.0 million and $5.0 million, respectively, resulting from the DIP claims liability expense, (e) a negative impact of $10.0 million and $9.8 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets, (f) a negative impact of $0.3 million and $0.3 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era. Net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $5.4 million due to tax valuation allowances on deferred tax assets. (6) Operating loss, net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 (Predecessor) included: (a) a negative impact of $2.4 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company’s global organization designed to increase efficiency and reduce costs and (b) a negative impact of $7.2 million, $5.7 million and $0.16, respectively, due to transaction cost resulting from announced agreement to acquire Columbia. Net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 included a negative impact of $45.2 million and $1.26, respectively, due to tax valuation allowances and the Act. (7) Operating income and net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a negative impact of $7.2 million and $5.7 million, respectively, resulting from professional fees related to post bankruptcy professional fees and organizational restructuring costs, (b) a negative impact of $6.0 million and $4.7 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era, and (c) a negative impact of $5.5 million and $5.1 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets. Net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a positive impact of $317.5 million from the fair value of preferred stock derivative liability and (b) a negative impact of $0.1 million due to tax valuation allowances on deferred tax assets. (8) Operating loss, net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 (Predecessor) included: (a) a negative impact of $5.0 million, $4.5 million and $0.13, respectively, from organizational restructuring costs resulting from separation programs across the Company’s global organization designed to increase efficiency and reduce costs, (b) a negative impact of $24.4 million, $19.3 million and $0.54, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $1.0 million, $0.8 million and $0.02, respectively, due to CEO succession cost. Net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 included a negative impact of $7.2 million and $0.20, respectively, due to tax valuation allowances and the Act. (9) The fiscal quarters ended June 30, 2019 (Predecessor), September 30, 2019 (Predecessor), combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) and March 31, 2020 (Successor) included $(3.8) million, $(0.2) million, $0.1 million and $(0.3) million, respectively, in gain (loss) on disposal of assets included in operating income (loss), which impacted net income (loss) by $(3.7) million, $(0.2) million, $1.3 million and $(1.5) million, respectively. The loss on disposal of assets included the fiscal quarters ended June 30, 2019 (Predecessor) and September 30, 2019 (Predecessor) increased diluted loss per share by $0.10 and $0.00, respectively. The fiscal quarters ended June 30, 2018 (Predecessor), September 30 2018 (Predecessor), December 31, 2018 (Predecessor) and March 31, 2019 (Predecessor) included $1.7 million, $1.3 million, $16.0 million and $8.9 million, respectively, in loss on disposal of assets included in operating loss, which also increased net loss by $1.3 million, $1.4 million, $12.5 million and $7.3 million, respectively, and diluted loss per share by $0.04, $0.04, $0.35 and $0.20, respectively. |
OPERATIONS, BASIS OF PRESENTA_4
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Operations (Details) | 12 Months Ended |
Mar. 31, 2020Aircraft | |
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |
Number of aircraft operated | 315 |
Unconsolidated Affiliates | |
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |
Number of aircraft operated | 105 |
OPERATIONS, BASIS OF PRESENTA_5
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 |
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |||||
Cash and cash equivalents | $ 196,662 | $ 202,079 | $ 178,055 | ||
Restricted cash | 2,459 | 48,447 | 0 | ||
Cash, cash equivalents and restricted | 199,121 | $ 250,526 | $ 178,055 | $ 380,223 | $ 96,656 |
Post-emergence Bankruptcy | |||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |||||
Restricted cash | 800 | ||||
Norway Withholding Taxes | |||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |||||
Restricted cash | $ 1,700 |
OPERATIONS, BASIS OF PRESENTA_6
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Accounts Receivable (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | ||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |||||
Balance - beginning of period | $ 0 | $ 1,617 | $ 3,304 | $ 4,498 | |
Additional allowances | 368 | 25 | 1,073 | 1,463 | |
Write-offs and collections | 0 | 0 | (2,760) | (2,657) | |
Sale of subsidiaries | [1] | 0 | (851) | 0 | 0 |
Fresh-start accounting adjustments | [2] | 0 | (791) | 0 | 0 |
Balance - end of period | $ 368 | 0 | $ 1,617 | $ 3,304 | |
Non-affiliates | |||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |||||
Write-offs and collections | $ 900 | ||||
[1] | As the result of the sale of Eastern Airways International Limited ("Eastern Airways"), Aviashelf Aviation Co. ("Aviashelf"), Bristow Helicopters Leasing Limited ("BHLL") and Sakhalin Bristow Air Services Ltd, the Company wrote off allowance for doubtful accounts for non-affiliates by $0.9 million. For more details, see "Loss on Sale of Subsidiaries" below. | ||||
[2] | In connection with the Company's emergence from bankruptcy and the application of ASC 852, the Company adjusted allowance for doubtful accounts to fair value at the Effective Date. |
OPERATIONS, BASIS OF PRESENTA_7
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Inventories (Details) - USD ($) $ in Thousands | 3 Months Ended | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Sep. 30, 2018 | Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |||||
Impairment of inventories | $ 0 | $ 0 | $ 9,276 | $ 5,717 | |
Inventories, fair value | 82,419 | 81,160 | 121,308 | ||
H225 Aircraft | |||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |||||
Impairment of inventories | $ 8,900 | 8,900 | |||
Eastern Airways International Limited | |||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |||||
Impairment of inventories | $ 300 | 300 | 4,500 | ||
Inventory Valuation Reserve | |||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |||||
Balance - beginning of period | 0 | 19,448 | 26,030 | 21,514 | |
Additional allowances | 62 | 551 | 2,140 | 6,355 | |
Inventory disposed and scrapped | 0 | (811) | (7,427) | (3,353) | |
Fresh start accounting adjustments | 0 | (19,143) | 0 | 0 | |
Foreign currency effects | 0 | (45) | (1,295) | 1,514 | |
Balance - end of period | $ 62 | $ 0 | $ 19,448 | $ 26,030 |
OPERATIONS, BASIS OF PRESENTA_8
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Prepaid Expenses and Other Current Assets (Details) $ in Millions | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020USD ($) | Oct. 31, 2019USD ($) | Mar. 31, 2019USD ($)Contract | Mar. 31, 2018USD ($) | |
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||
Pre-operating costs | $ 9.8 | |||
Amortization of other deferred charges | $ 6.9 | $ 10.1 | $ 11.4 | |
Short-term portion of contract acquisition and pre-operating costs adjusted | $ 8.8 | |||
Norway | ||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||
Number of client contracts | Contract | 2 |
OPERATIONS, BASIS OF PRESENTA_9
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Property and Equipment (Details) $ in Millions | 5 Months Ended | 12 Months Ended | ||
Mar. 31, 2020USD ($) | Mar. 31, 2020USD ($)FlightHour | Mar. 31, 2019USD ($) | Oct. 31, 2019 | |
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||
Construction in progress | $ | $ 7.8 | $ 7.8 | $ 51.7 | |
Useful lives | 30 years | |||
Minimum | ||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||
Property and equipment, salvage value percentage | 5.00% | |||
Maximum | ||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||
Property and equipment, salvage value percentage | 25.00% | |||
Aircraft | ||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||
Useful lives | 30 years | |||
Aircraft | Minimum | ||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||
Useful lives | 5 years | |||
Property and equipment, salvage value percentage | 5.00% | 5.00% | 30.00% | |
Aircraft | Maximum | ||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||
Useful lives | 15 years | |||
Property and equipment, salvage value percentage | 25.00% | 25.00% | 50.00% | |
Useful lives flight hour restriction | FlightHour | 30,000 |
OPERATIONS, BASIS OF PRESENT_10
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Goodwill (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | ||||
Goodwill - beginning balance | $ 0 | $ 18,436 | $ 19,907 | |
Foreign currency translation | (932) | (1,471) | ||
Impairments | 0 | (17,504) | 0 | $ 0 |
Goodwill - ending balance | $ 0 | $ 0 | $ 18,436 | $ 19,907 |
OPERATIONS, BASIS OF PRESENT_11
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Other Intangible Assets (Details) - USD ($) $ in Thousands | Oct. 31, 2019 | Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | ||
Finite-lived Intangible Assets [Roll Forward] | |||||||
Intangible assets - beginning balance | $ 19,101 | $ 19,145 | $ 19,517 | ||||
Additions | [1] | 134,838 | |||||
Foreign currency translation | (4,811) | (44) | (372) | ||||
Intangible assets - ending balance | $ 19,101 | 130,027 | 19,101 | 19,145 | $ 19,517 | ||
Accumulated amortization of intangible assets - beginning balance | (17,831) | (17,741) | (14,219) | ||||
Impairments of other intangible assets | 0 | 0 | (3,005) | 0 | |||
Amortization expense | (18,754) | (90) | (517) | ||||
Fresh-start accounting adjustment | (1,270) | [2] | 0 | (768,630) | 0 | 0 | |
Accumulated amortization of intangible assets - ending balance | (17,831) | $ (18,754) | (17,831) | (17,741) | (14,219) | ||
Weighted average remaining contractual life, in years | 10 years 8 months 12 days | ||||||
Other intangible assets, net, amortization expense, fiscal year maturity [Abstract] | |||||||
2021 | [3] | $ 24,207 | |||||
2022 | [3] | 15,956 | |||||
2023 | [3] | 15,909 | |||||
2024 | [3] | 15,767 | |||||
2025 | [3] | 15,767 | |||||
Thereafter | [3] | 23,667 | |||||
Future intangible assets amortization expense | 111,273 | ||||||
Predecessor | |||||||
Finite-lived Intangible Assets [Roll Forward] | |||||||
Accumulated amortization of intangible assets - beginning balance | (19,101) | ||||||
Accumulated amortization of intangible assets - ending balance | (19,101) | (19,101) | |||||
Maintenance Expense | |||||||
Other intangible assets, net, amortization expense, fiscal year maturity [Abstract] | |||||||
2021 | [3] | 16,700 | |||||
2022 | [3] | 8,500 | |||||
2023 | [3] | 8,400 | |||||
2024 | [3] | 8,300 | |||||
2025 | [3] | 8,300 | |||||
Thereafter | [3] | 8,700 | |||||
Total | |||||||
Finite-lived Intangible Assets [Roll Forward] | |||||||
Accumulated amortization of intangible assets - beginning balance | 0 | ||||||
Accumulated amortization of intangible assets - ending balance | 0 | 0 | |||||
U.K. SAR Customer Contract | |||||||
Finite-lived Intangible Assets [Roll Forward] | |||||||
Additions | [1] | 58,000 | |||||
Foreign currency translation | (2,294) | ||||||
Intangible assets - ending balance | 55,706 | ||||||
Accumulated amortization of intangible assets - beginning balance | 0 | ||||||
Amortization expense | (3,251) | ||||||
Accumulated amortization of intangible assets - ending balance | 0 | $ (3,251) | 0 | ||||
Weighted average remaining contractual life, in years | 7 years | ||||||
PBH | |||||||
Finite-lived Intangible Assets [Roll Forward] | |||||||
Additions | [1] | $ 76,838 | |||||
Foreign currency translation | (2,517) | ||||||
Intangible assets - ending balance | 74,321 | ||||||
Accumulated amortization of intangible assets - beginning balance | 0 | ||||||
Amortization expense | (15,503) | ||||||
Accumulated amortization of intangible assets - ending balance | 0 | $ (15,503) | 0 | ||||
Weighted average remaining contractual life, in years | 16 years 10 months 24 days | ||||||
Client relationships | |||||||
Finite-lived Intangible Assets [Roll Forward] | |||||||
Intangible assets - beginning balance | [4] | $ 12,646 | 12,679 | 12,777 | |||
Foreign currency translation | [4] | (33) | (98) | ||||
Intangible assets - ending balance | [4] | 12,646 | 12,646 | 12,679 | 12,777 | ||
Accumulated amortization of intangible assets - beginning balance | [4] | (11,696) | (11,606) | (11,372) | |||
Impairments of other intangible assets | [4] | 0 | |||||
Amortization expense | [4] | (90) | (234) | ||||
Fresh-start accounting adjustment | [2],[4] | (950) | |||||
Accumulated amortization of intangible assets - ending balance | [4] | (11,696) | (11,696) | (11,606) | (11,372) | ||
Client relationships | Predecessor | |||||||
Finite-lived Intangible Assets [Roll Forward] | |||||||
Accumulated amortization of intangible assets - beginning balance | [4] | (12,646) | |||||
Accumulated amortization of intangible assets - ending balance | [4] | (12,646) | (12,646) | ||||
Trade name and trademarks | |||||||
Finite-lived Intangible Assets [Roll Forward] | |||||||
Intangible assets - beginning balance | [4] | 4,608 | 4,619 | 4,878 | |||
Foreign currency translation | [4] | (11) | (259) | ||||
Intangible assets - ending balance | [4] | 4,608 | 4,608 | 4,619 | 4,878 | ||
Accumulated amortization of intangible assets - beginning balance | [4] | (4,288) | (4,288) | (1,213) | |||
Impairments of other intangible assets | [4] | (2,933) | |||||
Amortization expense | [4] | 0 | (142) | ||||
Fresh-start accounting adjustment | [2],[4] | (320) | |||||
Accumulated amortization of intangible assets - ending balance | [4] | (4,288) | (4,288) | (4,288) | (1,213) | ||
Trade name and trademarks | Predecessor | |||||||
Finite-lived Intangible Assets [Roll Forward] | |||||||
Accumulated amortization of intangible assets - beginning balance | [4] | (4,608) | |||||
Accumulated amortization of intangible assets - ending balance | [4] | (4,608) | (4,608) | ||||
Internally developed software | |||||||
Finite-lived Intangible Assets [Roll Forward] | |||||||
Intangible assets - beginning balance | [4] | 1,094 | 1,094 | 1,107 | |||
Foreign currency translation | [4] | 0 | (13) | ||||
Intangible assets - ending balance | [4] | 1,094 | 1,094 | 1,094 | 1,107 | ||
Accumulated amortization of intangible assets - beginning balance | [4] | (1,094) | (1,094) | (915) | |||
Impairments of other intangible assets | [4] | (72) | |||||
Amortization expense | [4] | 0 | (107) | ||||
Fresh-start accounting adjustment | [2],[4] | 0 | |||||
Accumulated amortization of intangible assets - ending balance | [4] | (1,094) | (1,094) | (1,094) | (915) | ||
Internally developed software | Predecessor | |||||||
Finite-lived Intangible Assets [Roll Forward] | |||||||
Accumulated amortization of intangible assets - beginning balance | [4] | (1,094) | |||||
Accumulated amortization of intangible assets - ending balance | [4] | (1,094) | (1,094) | ||||
Licenses | |||||||
Finite-lived Intangible Assets [Roll Forward] | |||||||
Intangible assets - beginning balance | [4] | 753 | 753 | 755 | |||
Foreign currency translation | [4] | 0 | (2) | ||||
Intangible assets - ending balance | [4] | 753 | 753 | 753 | 755 | ||
Accumulated amortization of intangible assets - beginning balance | [4] | (753) | (753) | (719) | |||
Impairments of other intangible assets | [4] | 0 | |||||
Amortization expense | [4] | 0 | (34) | ||||
Fresh-start accounting adjustment | [2],[4] | 0 | |||||
Accumulated amortization of intangible assets - ending balance | [4] | (753) | (753) | $ (753) | $ (719) | ||
Licenses | Predecessor | |||||||
Finite-lived Intangible Assets [Roll Forward] | |||||||
Accumulated amortization of intangible assets - beginning balance | [4] | $ (753) | |||||
Accumulated amortization of intangible assets - ending balance | [4] | $ (753) | $ (753) | ||||
[1] | In connection with the Company's emergence from bankruptcy and in accordance with ASC 852, the Company recognized customer contract intangibles of $58.0 million related to U.K. SAR and $76.8 million related to power-by-the-hour ("PBH") contracts. The amortization expense for the U.K. SAR contract is recorded in depreciation and amortization on the consolidated financial statements and the amortization expense for the PBH contracts is recorded in maintenance expense included in direct costs on the consolidated financial statements. | ||||||
[2] | In connection with the Company's emergence from bankruptcy and the application of ASC 852, the Company adjusted the intangible assets of $1.3 million to its fair value of zero at the Effective Date. See Note 3 for further details on the impact of fresh-start accounting on the Company's consolidated financial statements. | ||||||
[3] | The portion of future amortization expense that will be included in maintenance expense is $16.7 million for fiscal year 2021, $8.5 million for fiscal year 2022, $8.4 million for fiscal year 2023, $8.3 million for fiscal year 2024, $8.3 million for fiscal year 2025 and $8.7 million thereafter. | ||||||
[4] | The Bristow Norway and Eastern Airways acquisitions, completed in October 2008 and February 2014, respectively, included in the Europe Caspian region, resulted in intangible assets for client contracts, client relationships, trade names and trademarks, internally developed software and licenses. On May 10, 2019, the Company sold Eastern Airways. The Airnorth acquisition completed in January 2015, included in its Asia Pacific region, resulted in intangible assets for client contracts, client relationships and trade name and trademarks. For discussion of impairment of long-lived assets, including purchased intangibles subject to amortization, see "Impairment of Assets." |
OPERATIONS, BASIS OF PRESENT_12
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Foreign Currency (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||
Foreign currency transaction losses | $ (11,577) | $ (1,327) | $ (5,163) | $ (2,580) |
Foreign currency transaction gains (losses) from earnings from unconsolidated affiliates, net of losses | $ (115) | $ (1,123) | $ (4,163) | $ (1,956) |
OPERATIONS, BASIS OF PRESENT_13
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Interest Income (Expense), Net (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | ||
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |||||
Interest income | $ 662 | $ 822 | $ 3,424 | $ 677 | |
Interest expense | [1],[2],[3] | (22,964) | (128,658) | (113,500) | (77,737) |
Interest expense, net | (22,302) | (127,836) | (110,076) | (77,060) | |
Beneficial conversion feature on DIP Loan | 56,870 | ||||
DIP Claim Liability | 0 | 15,000 | 0 | 0 | |
Debt Instrument, Fair Value Disclosure | 505,038 | 586,400 | 942,956 | ||
Reduction of debt | (57,700) | (51,186) | |||
Amortization of debt discount | $ 5,890 | $ 1,563 | $ 6,337 | $ 1,701 | |
[1] | In connection with the Company's emergence from bankruptcy and the application of ASC 852, the Company adjusted debt to its respective fair value of $586.4 million at the Effective Date by $57.7 million, which represents the discount from par value of the debt. Interest expense for the five months ended March 31, 2020 (Successor) includes discount amortization of $5.9 million. See Notes 3 and 8 for further details on the impact of fresh-start accounting on the Company's consolidated financial statements. | ||||
[2] | In connection with the Company's emergence from bankruptcy and the application of ASC 852, the Company wrote-off all deferred financing fees as of October 31, 2019 (Predecessor). Therefore, interest expense for the five months ended March 31, 2020 (Successor) does not include any amortization of deferred financing fees. See Notes 3 and 8 for further details on the impact of fresh-start accounting on the Company's consolidated financial statements. | ||||
[3] | Interest expense for the seven months ended October 31, 2019 (Predecessor) includes $56.9 million of non-cash interest expense related to the beneficial conversion feature on the DIP Facility (as defined herein) and $15.0 million of non-cash interest expense related to the DIP claim liability. See Note 3 for further details on the DIP beneficial conversion feature. |
OPERATIONS, BASIS OF PRESENT_14
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Redeemable Noncontrolling Interest (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2018 | Jan. 31, 2018 | |
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |||
Redeemable non controlling interest, carrying amount, period increase (decrease) | $ 6,121 | ||
Eastern Airways | |||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |||
Business acquisition, percentage of voting interests acquired | 40.00% | ||
Redeemable non controlling interest, carrying amount, period increase (decrease) | $ 6,121 |
OPERATIONS, BASIS OF PRESENT_15
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Mezzanine Preferred Stock (Details) - New Preferred Stock $ in Millions | Oct. 31, 2019USD ($) |
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | |
Preferred Stock, fair value of mezzanine equity | $ 618.9 |
Preferred Stock, fair value of bifurcated derivative liability | 470.3 |
Preferred Stock, initial value | $ 148.6 |
OPERATIONS, BASIS OF PRESENT_16
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Impairment of Assets (Details) $ in Thousands | Mar. 07, 2020bbl | Dec. 31, 2019USD ($)bbl | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Mar. 31, 2020USD ($) | Oct. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Mar. 31, 2020USD ($)bbl | Mar. 31, 2019USD ($) | Mar. 31, 2018USD ($) | Jul. 24, 2019 | |
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||||||||||
Impairment of property and equipment | $ 0 | $ 42,022 | $ 104,939 | [1] | $ 0 | |||||||
Impairment of inventories | 0 | 0 | 9,276 | 5,717 | ||||||||
Impairment of investment in unconsolidated affiliates | 9,591 | 2,575 | 0 | 85,683 | ||||||||
Impairment of intangible assets | 0 | 0 | 3,005 | 0 | ||||||||
Impairment of goodwill | 0 | 17,504 | 0 | 0 | ||||||||
Loss on impairment | 9,591 | 62,101 | 117,220 | 91,400 | ||||||||
Brent crude oil prices (in dollars per barrel) | bbl | 61.14 | 20.51 | ||||||||||
Property and equipment, net | 876,754 | 931,700 | $ 876,754 | 1,834,180 | ||||||||
Equity method investment, ownership percentage | 58.22% | |||||||||||
Equity method investment, carrying value | $ 0 | 77,058 | $ 77,058 | $ 111,917 | ||||||||
Minimum | ||||||||||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||||||||||
Brent crude oil prices (in dollars per barrel) | bbl | 30 | |||||||||||
Maximum | ||||||||||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||||||||||
Brent crude oil prices (in dollars per barrel) | bbl | 50 | |||||||||||
Lider | ||||||||||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||||||||||
Impairment of investment in unconsolidated affiliates | $ 9,600 | 85,700 | ||||||||||
Equity method investment, ownership percentage | 41.90% | 41.90% | 41.90% | |||||||||
Sky Futures | ||||||||||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||||||||||
Impairment of investment in unconsolidated affiliates | $ 2,600 | |||||||||||
Equity method investment, ownership percentage | 17.20% | |||||||||||
H225 Aircraft | ||||||||||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||||||||||
Impairment of property and equipment | $ 87,500 | $ 87,500 | $ 42,000 | $ 87,500 | ||||||||
Impairment of inventories | 8,900 | $ 8,900 | ||||||||||
Loss on impairment | $ 42,000 | |||||||||||
Property and equipment, net | 116,400 | |||||||||||
Eastern Airways | ||||||||||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||||||||||
Impairment of property and equipment | 61,200 | $ 17,500 | ||||||||||
Impairment of inventories | 300 | $ 300 | 4,500 | |||||||||
Property and equipment, net | $ 42,000 | |||||||||||
Bristow Academy | ||||||||||||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||||||||||||
Impairment of inventories | $ 1,200 | |||||||||||
[1] | Includes impairment of $42.0 million for H225 aircraft for the seven months ended October 31, 2019 (Predecessor). Includes impairment of $87.5 million for H225 aircraft and $17.5 million for Eastern Airways aircraft and equipment for the nine months ended December 31, 2018 (Predecessor). |
OPERATIONS, BASIS OF PRESENT_17
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Loss on Sale of Subsidiaries (Details) $ in Thousands, £ in Millions | 1 Months Ended | 5 Months Ended | 7 Months Ended | 12 Months Ended | |||||||
Aug. 31, 2019USD ($) | Mar. 31, 2020USD ($) | Oct. 31, 2019USD ($) | Mar. 31, 2020GBP (£) | Mar. 31, 2019USD ($) | Mar. 31, 2019 | Mar. 31, 2019Affiliates | Mar. 31, 2019Company | Mar. 31, 2018USD ($) | Dec. 31, 2019 | Jun. 30, 2019 | |
Gain (loss) on sale of subsidiaries | $ 0 | $ (55,883) | $ 0 | $ 0 | |||||||
Eastern Airways International Limited | |||||||||||
Gain (loss) on sale of subsidiaries | (46,852) | ||||||||||
Write off of net assets | 35,000 | ||||||||||
Write off of cumulative translation adjustment | 11,900 | ||||||||||
Aviashelf and Bristow Helicopters Leasing Limited | |||||||||||
Gain (loss) on sale of subsidiaries | (9,031) | ||||||||||
Write off of net assets | 1,800 | ||||||||||
Write off of cumulative translation adjustment | $ 7,200 | ||||||||||
Eastern Airways | |||||||||||
Consideration paid | £ | £ 17.1 | ||||||||||
Purchase covenants, non solicitation of key employees period | 12 months | ||||||||||
Purchase covenants, right to appoint observer to board of directors period | 12 months | ||||||||||
Purchase covenants, transition services coverage period | 12 months | ||||||||||
Aviashelf Aviation Co. | |||||||||||
Ownership percentage by parent | 48.50% | 48.50% | 48.50% | 48.50% | 48.50% | 48.50% | |||||
Proceeds from sale of business | $ 400 | $ 2,600 | |||||||||
Number of joint ventures | 2 | 2 | |||||||||
Option to acquire additional interest in affiliate | 8.50% | 8.50% | |||||||||
Bristow Helicopter Leasing | |||||||||||
Ownership percentage by parent | 60.00% | 60.00% | 60.00% | 60.00% | 60.00% | ||||||
Proceeds from sale of business | $ 1,400 | ||||||||||
Columbia Helicopters | |||||||||||
Termination fee | $ 20,000 |
OPERATIONS, BASIS OF PRESENT_18
OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Mar. 31, 2019 |
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||
Right-of-use asset | $ 305,962 | $ 0 |
Operating lease, liability | $ 306,079 | |
Accounting Standards Update 2016-02 | ||
Operations, Basis of Presentation and Summary of Significant Accounting Policies [Abstract] | ||
Right-of-use asset | 281,000 | |
Operating lease, liability | $ 285,300 |
REORGANIZATION, Narrative (Deta
REORGANIZATION, Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 31, 2019 | Jul. 24, 2019 | Mar. 31, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | May 10, 2019 | Mar. 31, 2019 |
Plan of Reorganization [Abstract] | |||||||
Interest rate | 8.75% | 8.75% | |||||
Percentage of cash equal to shares of holders to eligible claims | 97.00% | ||||||
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||
Total debt | $ 561,124 | $ 561,124 | $ 1,448,624 | ||||
Percentage ownership on total shares issued eligible holders under rights offering | 58.22% | ||||||
Percentage of additional commitment premium on new stock | 5.83% | ||||||
Preferred stock, shares authorized (in shares) | 1,059,211 | ||||||
Issuance of stock (in shares) | 11,235,535 | 31 | |||||
Proceeds from rights offering | $ 385,000 | ||||||
New Common Stock | |||||||
Plan of Reorganization [Abstract] | |||||||
Common stock par value (in dollars per share) | $ 0.01 | ||||||
Rights offering shares, percentage | 91.825% | ||||||
New Preferred Stock | |||||||
Plan of Reorganization [Abstract] | |||||||
Rights offering shares, percentage | 8.175% | ||||||
Secured Rights Offering | |||||||
Plan of Reorganization [Abstract] | |||||||
Proceeds from rights offering | $ 347,500 | ||||||
Unsecured Rights Offering | |||||||
Plan of Reorganization [Abstract] | |||||||
Proceeds from rights offering | $ 37,500 | ||||||
8.75% Senior Secured Notes due 2023 | |||||||
Plan of Reorganization [Abstract] | |||||||
Interest rate | 8.75% | ||||||
8.75% Senior Secured Notes due 2023 | Secured Rights Offering | |||||||
Plan of Reorganization [Abstract] | |||||||
Proceeds from rights offering | $ 37,500 | ||||||
Rights offering shares, percentage | 99.30% | ||||||
8.75% Senior Secured Notes due 2023 | Secured Rights Offering | New Common Stock | |||||||
Plan of Reorganization [Abstract] | |||||||
Issuance of stock (in shares) | 1,300,000 | ||||||
8.75% Senior Secured Notes due 2023 | Secured Rights Offering | New Preferred Stock | |||||||
Plan of Reorganization [Abstract] | |||||||
Issuance of stock (in shares) | 900,000 | ||||||
6.25% Senior Notes due 2022 | |||||||
Plan of Reorganization [Abstract] | |||||||
Interest rate | 6.25% | ||||||
4.5% Convertible Senior Notes due 2023 | |||||||
Plan of Reorganization [Abstract] | |||||||
Interest rate | 4.50% | ||||||
6.25% Senior Notes | |||||||
Plan of Reorganization [Abstract] | |||||||
Interest rate | 6.25% | ||||||
6.25% Senior Notes | Unsecured Rights Offering | |||||||
Plan of Reorganization [Abstract] | |||||||
Rights offering shares, percentage | 73.60% | ||||||
6.25% Senior Notes | Unsecured Rights Offering | New Common Stock | |||||||
Plan of Reorganization [Abstract] | |||||||
Issuance of stock (in shares) | 9,900,000 | ||||||
6.25% Senior Notes | Unsecured Rights Offering | New Preferred Stock | |||||||
Plan of Reorganization [Abstract] | |||||||
Issuance of stock (in shares) | 5,900,000 | ||||||
DIP Credit Agreement | |||||||
Plan of Reorganization [Abstract] | |||||||
Common stock par value (in dollars per share) | $ 0.0001 | ||||||
Preferred stock par value (in dollars per share) | $ 0.0001 | ||||||
Total debt | $ 150,000 | ||||||
Credit lenders fee percentage on total facility | 10.00% | ||||||
DIP Credit Agreement | New Common Stock | |||||||
Plan of Reorganization [Abstract] | |||||||
Debt and equitization fee converted into shares of new common stock (in shares) | 3,490,010 | ||||||
DIP Credit Agreement | New Preferred Stock | |||||||
Plan of Reorganization [Abstract] | |||||||
Debt and equitization fee converted into shares of new common stock (in shares) | 634,269 |
FRESH-START ACCOUNTING, Reconci
FRESH-START ACCOUNTING, Reconciliation of Estimated Enterprise Value to Estimated Fair Value of Common Stock (Details) - USD ($) $ in Thousands | Oct. 31, 2019 | Mar. 31, 2020 | Oct. 31, 2019 | |
Estimated Enterprise Value to Estimated Fair Value of Successor's Common Stock [Abstract] | ||||
Enterprise Value | $ 1,250,000 | $ 1,250,000 | ||
Plus: Cash, cash equivalents and restricted cash | 251,000 | 251,000 | ||
Less: Fair value of debt | (586,000) | (586,000) | ||
Total Implied Equity | 915,000 | 915,000 | ||
Less: Successor Preferred Stock | [1] | (619,000) | (619,000) | |
Implied value of Successor Common Stock | [2] | 296,000 | 296,000 | |
Share-settled redemption feature embedded derivative | (470,322) | $ 470,322 | (470,322) | |
Successor value of common stock | $ 294,671 | $ 294,671 | ||
[1] | At emergence, $470 million share settled redemption feature embedded derivative was bifurcated from issued Successor Preferred Stock and reclassified to preferred stock embedded derivative on the consolidated balance sheet. See Note 9 for further information. | |||
[2] | Difference between $294.7 million shown on the October 31, 2019 consolidated balance sheet is a result of rounding. |
FRESH-START ACCOUNTING, Recon_2
FRESH-START ACCOUNTING, Reconciliation of Enterprise Value to Reorganization Value (Details) $ in Millions | Oct. 31, 2019USD ($) |
Reconciliation of Enterprise Value to Reorganization Value [Abstract] | |
Enterprise Value | $ 1,250 |
Plus: Cash, cash equivalents and restricted cash | 251 |
Plus: Current Liabilities and other, noninterest bearing | 209 |
Plus: Other Long-term Liabilities, noninterest bearing (including Deferred Tax Liability) | 409 |
Total Reorganization Value | $ 2,119 |
FRESH-START ACCOUNTING, Consoli
FRESH-START ACCOUNTING, Consolidated Balance Sheet (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 31, 2020 | Oct. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 139,278 | |
Restricted cash | 23,761 | |
Accounts receivable from non-affiliates | 201,950 | |
Accounts receivable from affiliates | 15,926 | |
Inventories | 116,926 | |
Prepaid expenses and other current assets | 47,283 | |
Total current assets | 545,124 | |
Investment in unconsolidated affiliates | 112,932 | |
Property and equipment - at cost: | ||
Land and buildings | 238,967 | |
Aircraft and equipment | 2,432,045 | |
Total property and equipment, at cost | 2,671,012 | |
Less - Accumulated depreciation and amortization | (970,731) | |
Total property and equipment, net | 1,700,281 | |
Right-of-use assets | 325,764 | |
Other assets | 91,179 | |
Total assets | 2,775,280 | |
Current liabilities: | ||
Accounts payable | 74,170 | |
Accrued wages, benefits and related taxes | 40,657 | |
Income taxes payable | 2,988 | |
Other accrued taxes | 8,223 | |
Deferred revenue | 9,187 | |
Accrued maintenance and repairs | 31,303 | |
Accrued interest | 21,213 | |
Current portion of operating lease liabilities | 83,008 | |
Other accrued liabilities | 50,070 | |
Short-term borrowings and current maturities of long-term debt | 955,009 | |
Total current liabilities | 1,275,828 | |
Long-term debt, less current maturities | 75,167 | |
Accrued pension liabilities | 18,623 | |
Preferred stock embedded derivative | 0 | |
Other liabilities and deferred credits | 7,701 | |
Deferred taxes | 54,009 | |
Long-term operating lease liabilities | 244,566 | |
Total liabilities not subject to compromise | 1,675,894 | |
Liabilities subject to compromise | 624,867 | |
Total liabilities | 2,300,761 | |
Commitments and contingencies (Note 11) | ||
Mezzanine equity: | ||
Preferred stock | 0 | |
Stockholders' investment: | ||
Predecessor common stock, $.01 par value | 386 | |
Predecessor additional paid-in capital | 920,761 | |
Predecessor retained earnings | 52,136 | |
Predecessor accumulated other comprehensive loss | (314,439) | |
Predecessor Treasury shares | (184,796) | |
Successor Common stock | 1 | |
Successor Additional paid-in capital | 294,670 | |
Total Bristow Group stockholders' investment | 474,048 | |
Noncontrolling interests | 471 | |
Total stockholders' investment | 474,519 | |
Total liabilities, mezzanine equity and stockholders' investment | $ 2,775,280 | |
Common stock, par value (in dollars per share) | $ 0.01 | |
Current assets: | ||
Cash and cash equivalents | $ 0 | |
Restricted cash | 0 | |
Accounts receivable from non-affiliates | 0 | |
Accounts receivable from affiliates | (1,298) | |
Inventories | (35,766) | |
Prepaid expenses and other current assets | (13,415) | |
Total current assets | (50,479) | |
Investment in unconsolidated affiliates | 7,039 | |
Property and equipment - at cost: | ||
Land and buildings | (74,225) | |
Aircraft and equipment | (1,665,136) | |
Total property and equipment, at cost | (1,739,361) | |
Less - Accumulated depreciation and amortization | 970,731 | |
Total property and equipment, net | (768,630) | |
Right-of-use assets | 3,263 | |
Other assets | 70,897 | |
Total assets | (737,910) | |
Current liabilities: | ||
Accounts payable | (2,377) | |
Accrued wages, benefits and related taxes | 0 | |
Income taxes payable | 0 | |
Other accrued taxes | 0 | |
Deferred revenue | (321) | |
Accrued maintenance and repairs | 0 | |
Accrued interest | 0 | |
Current portion of operating lease liabilities | (8,497) | |
Other accrued liabilities | (718) | |
Short-term borrowings and current maturities of long-term debt | 8,627 | |
Total current liabilities | (3,286) | |
Long-term debt, less current maturities | $ (57,700) | (51,186) |
Accrued pension liabilities | 14,891 | |
Preferred stock embedded derivative | 0 | |
Other liabilities and deferred credits | (3,110) | |
Deferred taxes | (104,025) | |
Long-term operating lease liabilities | 9,139 | |
Total liabilities not subject to compromise | (137,577) | |
Liabilities subject to compromise | 0 | |
Total liabilities | (137,577) | |
Commitments and contingencies (Note 11) | ||
Mezzanine equity: | ||
Preferred stock | 0 | |
Stockholders' investment: | ||
Predecessor common stock, $.01 par value | 0 | |
Predecessor additional paid-in capital | 0 | |
Predecessor retained earnings | (576,823) | |
Predecessor accumulated other comprehensive loss | (22,934) | |
Predecessor Treasury shares | 0 | |
Total Bristow Group stockholders' investment | (599,757) | |
Noncontrolling interests | (576) | |
Total stockholders' investment | (600,333) | |
Total liabilities, mezzanine equity and stockholders' investment | (737,910) | |
Current assets: | ||
Cash and cash equivalents | 202,079 | |
Restricted cash | 48,447 | |
Accounts receivable from non-affiliates | 198,916 | |
Accounts receivable from affiliates | 14,628 | |
Inventories | 81,160 | |
Prepaid expenses and other current assets | 30,546 | |
Total current assets | 575,776 | |
Investment in unconsolidated affiliates | 119,971 | |
Property and equipment - at cost: | ||
Land and buildings | 164,742 | |
Aircraft and equipment | 766,909 | |
Total property and equipment, at cost | 931,651 | |
Less - Accumulated depreciation and amortization | 0 | |
Total property and equipment, net | 931,651 | |
Right-of-use assets | 329,027 | |
Other assets | 162,289 | |
Total assets | 2,118,714 | |
Current liabilities: | ||
Accounts payable | 82,241 | |
Accrued wages, benefits and related taxes | 40,657 | |
Income taxes payable | 2,988 | |
Other accrued taxes | 8,223 | |
Deferred revenue | 8,866 | |
Accrued maintenance and repairs | 31,303 | |
Accrued interest | 1,102 | |
Current portion of operating lease liabilities | 74,511 | |
Other accrued liabilities | 33,935 | |
Short-term borrowings and current maturities of long-term debt | 37,080 | |
Total current liabilities | 320,906 | |
Long-term debt, less current maturities | 549,282 | |
Accrued pension liabilities | 33,514 | |
Preferred stock embedded derivative | 470,322 | |
Other liabilities and deferred credits | 4,591 | |
Deferred taxes | 43,229 | |
Long-term operating lease liabilities | 253,705 | |
Total liabilities not subject to compromise | 1,675,549 | |
Liabilities subject to compromise | 0 | |
Total liabilities | 1,675,549 | |
Commitments and contingencies (Note 11) | ||
Mezzanine equity: | ||
Preferred stock | 148,599 | |
Stockholders' investment: | ||
Successor Common stock | 1 | |
Successor Additional paid-in capital | 294,670 | |
Total Bristow Group stockholders' investment | 294,671 | |
Noncontrolling interests | (105) | |
Total stockholders' investment | 294,566 | |
Total liabilities, mezzanine equity and stockholders' investment | 2,118,714 | |
Reorganization Adjustments | ||
Current assets: | ||
Cash and cash equivalents | 62,801 | |
Restricted cash | 24,686 | |
Accounts receivable from non-affiliates | (3,034) | |
Accounts receivable from affiliates | 0 | |
Inventories | 0 | |
Prepaid expenses and other current assets | (3,322) | |
Total current assets | 81,131 | |
Investment in unconsolidated affiliates | 0 | |
Property and equipment - at cost: | ||
Land and buildings | 0 | |
Aircraft and equipment | 0 | |
Total property and equipment, at cost | 0 | |
Less - Accumulated depreciation and amortization | 0 | |
Total property and equipment, net | 0 | |
Right-of-use assets | 0 | |
Other assets | 213 | |
Total assets | 81,344 | |
Current liabilities: | ||
Accounts payable | 10,448 | |
Accrued wages, benefits and related taxes | 0 | |
Income taxes payable | 0 | |
Other accrued taxes | 0 | |
Deferred revenue | 0 | |
Accrued maintenance and repairs | 0 | |
Accrued interest | (20,111) | |
Current portion of operating lease liabilities | 0 | |
Other accrued liabilities | (15,417) | |
Short-term borrowings and current maturities of long-term debt | (926,556) | |
Total current liabilities | (951,636) | |
Long-term debt, less current maturities | 525,301 | |
Accrued pension liabilities | 0 | |
Preferred stock embedded derivative | 470,322 | |
Other liabilities and deferred credits | 0 | |
Deferred taxes | 93,245 | |
Long-term operating lease liabilities | 0 | |
Total liabilities not subject to compromise | 137,232 | |
Liabilities subject to compromise | (624,867) | |
Total liabilities | (487,635) | |
Commitments and contingencies (Note 11) | ||
Mezzanine equity: | ||
Preferred stock | 148,599 | |
Stockholders' investment: | ||
Predecessor common stock, $.01 par value | (386) | |
Predecessor additional paid-in capital | (920,761) | |
Predecessor retained earnings | 524,687 | |
Predecessor accumulated other comprehensive loss | 337,373 | |
Predecessor Treasury shares | 184,796 | |
Successor Common stock | 1 | |
Successor Additional paid-in capital | 294,670 | |
Total Bristow Group stockholders' investment | 420,380 | |
Noncontrolling interests | 0 | |
Total stockholders' investment | 420,380 | |
Total liabilities, mezzanine equity and stockholders' investment | $ 81,344 | |
Common stock, par value (in dollars per share) | $ 0.01 | |
Stockholders' investment: | ||
Successor Common stock | $ 1 | |
Successor Additional paid-in capital | $ 294,670 |
FRESH-START ACCOUNTING, Reorgan
FRESH-START ACCOUNTING, Reorganization Adjustments (Details) $ / shares in Units, $ in Thousands | Oct. 31, 2019USD ($)$ / shares | May 06, 2019Aircraft | Oct. 31, 2019USD ($)Aircraft$ / shares | Jun. 30, 2019Lease | Mar. 31, 2020USD ($)$ / shares | Oct. 31, 2019USD ($)$ / shares | Mar. 31, 2019USD ($)$ / shares | Mar. 31, 2018USD ($) | Sep. 30, 2019 | Jul. 24, 2019$ / shares | May 11, 2019USD ($) | May 10, 2019 | |
Reorganization Adjustments [Abstract] | |||||||||||||
Total | $ 139,278 | $ 139,278 | $ 139,278 | ||||||||||
Reserve for professional fee escrow | 30,700 | 30,700 | 30,700 | ||||||||||
Disputed claims cash reserve | 900 | $ 900 | 900 | ||||||||||
Number of aircraft under rejected purchase contract with Airbus | Aircraft | 22 | ||||||||||||
Accrual for success fees | 14,000 | $ 14,000 | 14,000 | ||||||||||
Trade cure payments | (2,600) | (2,600) | (2,600) | ||||||||||
Other miscellaneous accruals | $ (900) | $ (900) | $ (900) | ||||||||||
Interest rate | 8.75% | 8.75% | 8.75% | 8.75% | |||||||||
Reversal of backstop obligation reserve | $ (19,300) | $ (19,300) | $ (19,300) | ||||||||||
Reversal of miscellaneous adjustments | (300) | (300) | (300) | ||||||||||
Accrual of ABL Facility fees | 2,200 | 2,200 | 2,200 | ||||||||||
Reclassification of deferred compensation plan | 2,000 | 2,000 | 2,000 | ||||||||||
Short-term borrowings and current maturities of long-term debt | (955,009) | (955,009) | (955,009) | ||||||||||
Accrued lease termination costs | [1] | 43,049 | 43,049 | 43,049 | |||||||||
Milestone Omnibus Agreement | [2] | 17,313 | 17,313 | 17,313 | |||||||||
Deferred compensation plan | 1,984 | 1,984 | 1,984 | ||||||||||
Liabilities subject to compromise | 624,867 | 624,867 | 624,867 | ||||||||||
Number of aircraft leases rejected | Lease | 10 | ||||||||||||
Milestone Omnibus Agreement | [2] | 17,313 | 17,313 | 17,313 | |||||||||
Deferred Compensation Plan | 1,984 | 1,984 | 1,984 | ||||||||||
Total liabilities subject to compromise settled at emergence | 605,570 | 605,570 | 605,570 | ||||||||||
Proceeds from Rights Offering | $ 0 | 385,000 | $ 2,830 | $ 0 | |||||||||
Equity issued pursuant to Rights Offering and Unsecured Equity Pool | [3] | 727,139 | 727,139 | 727,139 | |||||||||
Cash paid out | [4] | (273,022) | |||||||||||
Total pre-tax gain | 265,591 | ||||||||||||
DIP Claims plus accrued interest | 165,000 | 165,000 | 165,000 | ||||||||||
DIP Equitization Allocation New Stock plus Consent Fee | [3] | (186,453) | (186,453) | (186,453) | |||||||||
APIC Predecessor | [5] | $ (21,453) | $ (21,453) | $ (21,453) | |||||||||
Percentage of principal balance settled | 97.00% | 97.00% | 97.00% | ||||||||||
Equity Issued Pursuant to Rights Offering [Abstract] | |||||||||||||
Common Stock, $.01 par value | $ 1 | ||||||||||||
Preferred Stock Mezzanine Equity | 523,973 | ||||||||||||
Additional paid in capital | 153,897 | ||||||||||||
Equity Issued Unsecured Equity Pool [Abstract] | |||||||||||||
Common Stock, $.01 par value | 0 | ||||||||||||
Additional paid in capital | 49,268 | ||||||||||||
Total New Stock issued to participants in Rights Offering and to compromised creditor classes | [3] | 727,139 | $ 727,139 | $ 727,139 | |||||||||
New Stock Issued for Settlement of DIP Claims [Abstract] | |||||||||||||
Common Stock, $.01 par value | 0 | ||||||||||||
Preferred Stock Mezzanine Equity | 94,948 | ||||||||||||
Additional paid in capital | 91,505 | ||||||||||||
Total New Stock issued for settlement of DIP Claims | [3] | 186,453 | 186,453 | 186,453 | |||||||||
Total new stock issued | 913,592 | ||||||||||||
Total New Stock Issued [Abstract] | |||||||||||||
Total Preferred Stock Mezzanine Equity | 618,921 | 1,186 | |||||||||||
Total Common Stock issued | 294,671 | 1,227 | 1,871 | $ 8,867 | 9,808 | ||||||||
Less: Share-settled Redemption Feature Embedded Derivative | (470,322) | $ 470,322 | (470,322) | ||||||||||
Total Equity at Emergence | $ 148,599 | $ 148,599 | $ 148,599 | ||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Common Stock | |||||||||||||
Total New Stock Issued [Abstract] | |||||||||||||
Total Common Stock issued | $ 1 | $ 0 | $ 4 | 3 | |||||||||
Additional Paid-in Capital | |||||||||||||
Total New Stock Issued [Abstract] | |||||||||||||
Total Common Stock issued | 294,670 | $ 1,227 | $ 1,871 | $ 8,863 | $ 9,805 | ||||||||
S-76C+ | |||||||||||||
Reorganization Adjustments [Abstract] | |||||||||||||
Number of aircraft leases rejected | Lease | 9 | ||||||||||||
S-76D | |||||||||||||
Reorganization Adjustments [Abstract] | |||||||||||||
Number of aircraft leases rejected | Lease | 1 | ||||||||||||
H225 | |||||||||||||
Reorganization Adjustments [Abstract] | |||||||||||||
Number of leased aircraft returned | Aircraft | 4 | ||||||||||||
DIP Credit Facility | |||||||||||||
Reorganization Adjustments [Abstract] | |||||||||||||
Release of restricted cash | (6,900) | $ (6,900) | (6,900) | ||||||||||
Settlement of accrued interest | (16,100) | (16,100) | (16,100) | ||||||||||
Total New Stock Issued [Abstract] | |||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | ||||||||||||
8.75% Senior Secured Notes due 2023 | |||||||||||||
Reorganization Adjustments [Abstract] | |||||||||||||
Settlement of accrued interest | (4,000) | (4,000) | (4,000) | ||||||||||
Interest rate | 8.75% | ||||||||||||
Settlement of short-term debt and current maturities | $ 275,182 | $ 275,182 | $ 275,182 | ||||||||||
6.25% Senior Notes due 2022 | |||||||||||||
Reorganization Adjustments [Abstract] | |||||||||||||
Interest rate | 6.25% | 6.25% | 6.25% | ||||||||||
Principal and accrued interest | [6] | $ 415,894 | $ 415,894 | $ 415,894 | |||||||||
Principal | $ 401,500 | ||||||||||||
Accrued interest | 14,400 | ||||||||||||
4.5% Convertible Senior Notes due 2023 | |||||||||||||
Reorganization Adjustments [Abstract] | |||||||||||||
Interest rate | 4.50% | 4.50% | 4.50% | 4.50% | |||||||||
Principal and accrued interest | [7] | $ 146,627 | $ 146,627 | $ 146,627 | |||||||||
Principal | 143,800 | ||||||||||||
Accrued interest | $ 2,900 | ||||||||||||
Reorganization Adjustments | |||||||||||||
Reorganization Adjustments [Abstract] | |||||||||||||
Equity rights offering proceeds | 385,000 | 385,000 | 385,000 | ||||||||||
Release of funds from restricted cash | 6,972 | 6,972 | 6,972 | ||||||||||
Payments to 8.75% Senior Secured Notes due 2023 for principal and interest | (270,939) | (270,939) | (270,939) | ||||||||||
Payment of DIP interest | (1,098) | (1,098) | (1,098) | ||||||||||
Payments for 2019 Term Loan Amendment Fee | (563) | (563) | (563) | ||||||||||
Reserve for Professional Fee Escrow | (30,669) | (30,669) | (30,669) | ||||||||||
Payment of Unsecured 4(a)(2) Cash Pool Funding | (7,000) | (7,000) | (7,000) | ||||||||||
Payments for Transaction Expenses | (11,867) | (11,867) | (11,867) | ||||||||||
Payments to Indenture Trustee | (989) | (989) | (989) | ||||||||||
Payment of Executive Key Employee Incentive Plan | (3,432) | (3,432) | (3,432) | ||||||||||
Payments for Prepetition Trade Cures | (2,614) | (2,614) | (2,614) | ||||||||||
Total | 62,801 | 62,801 | 62,801 | ||||||||||
Reinstated Milestone Omnibus Agreement | (17,313) | (17,313) | (17,313) | ||||||||||
Reclassification from short-term borrowings and current maturities of long-term debt to long-term debt, less current maturities | 525,301 | 525,301 | 525,301 | ||||||||||
Short-term borrowings and current maturities of long-term debt | 926,556 | 926,556 | 926,556 | ||||||||||
Liabilities subject to compromise | (624,867) | (624,867) | (624,867) | ||||||||||
Reorganization Adjustments | DIP Credit Facility | |||||||||||||
Reorganization Adjustments [Abstract] | |||||||||||||
Settlement of short-term debt and current maturities | 150,000 | 150,000 | 150,000 | ||||||||||
Reorganization Adjustments | 8.75% Senior Secured Notes due 2023 | |||||||||||||
Reorganization Adjustments [Abstract] | |||||||||||||
Settlement of short-term debt and current maturities | 275,182 | 275,182 | 275,182 | ||||||||||
Settlement of remaining 8.75% Senior Secured Notes due 2023 | [8] | (8,255) | (8,255) | (8,255) | |||||||||
Write-off of unamortized discount on the 8.75% Senior Secured Notes due 2023 | $ 1,641 | $ 1,641 | $ 1,641 | ||||||||||
[1] | Relates to ten aircraft leases rejected in June 2019, including nine S-76C+s and one S-76D. | ||||||||||||
[2] | Includes costs related to the return of four leased H225s on May 6, 2019 and includes lease termination costs, deferred lease costs previously included as short-term debt on the consolidated balance sheet and additional lease return costs. | ||||||||||||
[3] | Successor Equity Issued | ||||||||||||
[4] | The cash paid was used to settle 97% of the 8.75% Senior Secured Notes principal balance (Class 4) and the payments made to Unsecured Notes Claim holders (Class 8) and General Unsecured Claim holders (Class 12). | ||||||||||||
[5] | Pursuant to the DIP Credit Agreement, the DIP claims and the Equitization Consent Fee were settled with New Stock. The difference between the "DIP claims plus accrued interest" and "DIP Equitization Allocation New Stock plus Consent Fee" does not flow through the income statement but is a direct adjustment to the Predecessor APIC. | ||||||||||||
[6] | Includes $401.5 million of principal and $14.4 million of interest accrued through May 11, 2019. | ||||||||||||
[7] | Includes $143.8 million of principal and $2.9 million of interest accrued through May 11, 2019. | ||||||||||||
[8] | Represents the difference between the amount outstanding on the 8.75% Senior Secured Notes and the cash paid to settle the 8.75% Senior Secured Notes. |
FRESH-START ACCOUNTING, Fresh-S
FRESH-START ACCOUNTING, Fresh-Start Accounting Adjustments (Details) $ in Millions | Oct. 31, 2019USD ($)Customer |
Fresh Start Adjustments [Abstract] | |
Fair value adjustment of short-term portion of contract acquisition and pre-operating costs | $ (8.8) |
Fair value of short-term portion of contract acquisition and pre-operating costs | $ 0 |
Number of customer contracts | Customer | 2 |
Write-off of short-term portion of contraction acquisition and pre-operating costs | $ (2.2) |
Write-off of miscellaneous costs | (0.2) |
Write-off of unamortized debt issuance costs | $ (15.2) |
Minimum | |
Fresh Start Adjustments [Abstract] | |
Yield volatility | 30.00% |
Call schedule | 100.25% |
Maximum | |
Fresh Start Adjustments [Abstract] | |
Yield volatility | 35.00% |
Call schedule | 103.50% |
FRESH-START ACCOUNTING, Reorg_2
FRESH-START ACCOUNTING, Reorganization Items (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
Reorganization Items [Abstract] | ||||
Gain on settlement of liabilities subject to compromise | $ 0 | |||
Fresh-start accounting adjustments | 0 | |||
Reorganization professional fees and other | (7,232) | |||
Gain on settlement of liabilities subject to compromise | $ 265,591 | |||
Fresh-start accounting adjustments | (686,116) | |||
Reorganization professional fees and other | (197,448) | |||
Loss on reorganization Items | (7,232) | (617,973) | $ 0 | $ 0 |
Cash paid for reorganization items | $ 21,300 | |||
Cash paid for reorganization items | $ 66,000 |
TRANSACTIONS (Details)
TRANSACTIONS (Details) | 12 Months Ended | ||
Mar. 31, 2020USD ($)Days$ / shares | Oct. 31, 2019$ / shares | Mar. 31, 2019USD ($)$ / shares | |
Transactions [Abstract] | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 |
Percentage of merger agreement multiplied | 77.00% | ||
Percentage of aggregate merger consideration | 23.00% | ||
Number of business days matching period | Days | 3 | ||
Termination fees between entities | $ 9,000,000 | ||
Maximum amount obligated to reimburse other party's expenses | 4,000,000 | ||
Total debt | 561,124,000 | $ 1,448,624,000 | |
PK Air Debt | |||
Transactions [Abstract] | |||
Total debt | $ 230,000,000 |
REVENUE RECOGNITION, Revenue Re
REVENUE RECOGNITION, Revenue Recognition, Narrative (Details) - Helicopter Service Contracts | 5 Months Ended |
Mar. 31, 2020 | |
Revenue Recognition [Abstract] | |
Revenue recognition period of service | 30 days |
Low | |
Revenue Recognition [Abstract] | |
Revenue recognition invoicing payment due period | 30 days |
High | |
Revenue Recognition [Abstract] | |
Revenue recognition invoicing payment due period | 60 days |
REVENUE RECOGNITION, Contract A
REVENUE RECOGNITION, Contract Assets, Liabilities and Receivables (Details) - USD ($) $ in Millions | 5 Months Ended | 7 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | |
Revenue Recognition [Abstract] | |||
Contract liabilities related to services performed | $ 4.9 | $ 10 | |
Revenue recognized from outstanding contract liabilities | 4.9 | $ 8.5 | 12.4 |
Contract asset | 0 | 0 | |
Revenue recognized from satisfied performance obligations | $ 0 | 2.7 | |
Revenue from Contract with Customer Benchmark | |||
Revenue Recognition [Abstract] | |||
Accounts receivable | $ 148.3 | $ 164.7 |
REVENUE RECOGNITION, Revenue _2
REVENUE RECOGNITION, Revenue Recognition Adoption Impact (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 5 Months Ended | 7 Months Ended | 12 Months Ended | |||||||||||||||||
Oct. 31, 2020 | [1] | Sep. 30, 2020 | [2] | Jun. 30, 2020 | [3] | Mar. 31, 2020 | [4] | Dec. 31, 2019 | [5] | Sep. 30, 2019 | [6] | Jun. 30, 2019 | [7] | Mar. 31, 2019 | [8] | Mar. 31, 2020 | Oct. 31, 2019 | Dec. 31, 2020 | [1] | Mar. 31, 2019 | Mar. 31, 2018 | |
Revenue Recognition [Abstract] | ||||||||||||||||||||||
Operating revenue from non-affiliates | $ 444,402 | $ 692,305 | $ 1,259,529 | $ 1,317,295 | ||||||||||||||||||
Operating revenue from affiliates | 23,323 | 30,614 | 48,378 | 56,142 | ||||||||||||||||||
Reimbursable revenue from non-affiliates | 18,038 | 34,304 | 61,755 | 60,538 | ||||||||||||||||||
Revenue | $ 105,827 | $ 318,220 | $ 333,176 | $ 284,839 | $ 329,858 | $ 349,343 | $ 366,668 | $ 323,793 | 485,763 | 757,223 | $ 200,924 | 1,369,662 | $ 1,433,975 | |||||||||
Revenue from Contract with Customer Benchmark | ||||||||||||||||||||||
Revenue Recognition [Abstract] | ||||||||||||||||||||||
Operating revenue from non-affiliates | 443,716 | 691,360 | 1,239,117 | |||||||||||||||||||
Operating revenue from affiliates | 8,413 | 12,015 | 23,099 | |||||||||||||||||||
Reimbursable revenue from non-affiliates | 18,038 | 34,304 | 61,755 | |||||||||||||||||||
Revenue | 470,167 | 737,679 | 1,323,971 | |||||||||||||||||||
Revenue Not from Contract with Customer | ||||||||||||||||||||||
Revenue Recognition [Abstract] | ||||||||||||||||||||||
Operating revenue from non-affiliates | 686 | 945 | 20,412 | |||||||||||||||||||
Operating revenue from affiliates | $ 14,910 | $ 18,599 | $ 25,279 | |||||||||||||||||||
[1] | Operating loss and net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $448.1 million and $430.8 million, respectively, resulting from organizational restructuring costs relating to fresh-start accounting adjustments loss, professional fees related to emergence from Chapter 11, debt related expenses from write-offs of discounts and financing fees as well as fees incurred relating to the DIP Credit Agreement and the ABL Facility, write-off of corporate lease leasehold improvements offset by the gain on settlement of liabilities subject to compromise and the reversal of the Backstop Commitment Agreement, (b) a negative impact of $133.3 million and $133.3 million, respectively, from the fair value of preferred stock derivative liability, (c) a negative impact of $56.9 million and $56.9 million, respectively, resulting from conversion features in the DIP Facility triggered upon emergence from Chapter 11, (d) a negative impact of $15.0 million and $5.0 million, respectively, resulting from the DIP claims liability expense, (e) a negative impact of $10.0 million and $9.8 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets, (f) a negative impact of $0.3 million and $0.3 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era. Net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $5.4 million due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||
[2] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 (Predecessor) included: (a) a negative impact of $96.5 million, $83.8 million and $2.33, respectively, resulting from organizational restructuring costs related to professional fees related to the Chapter 11 Cases, H175 settlement charges from the rejection of the Company's aircraft purchase contract for the 22 H175 helicopters, Backstop Commitment Agreement estimated fees, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses related to its DIP Credit Agreement, separation programs across its global organization designed to increase efficiency and reduce costs, corporate lease termination cost offset by a termination credit from the rejection of four H225 aircraft and (b) a negative impact of $62.1 million, $53.3 million and $1.48, respectively, from the impairments of $42.0 million of the H225 aircrafts, $17.5 million of Airnorth goodwill and $2.6 million of its investment in Sky Future Partners, (c) offset by a positive impact of $0.4 million, $0.4 million and $0.01, respectively, resulting from the cash received from the sale of Aviashelf. Net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 included: (a) a negative impact of $1.5 million and $0.04, respectively, from the write-off of a portion of the deferred financing fees and discount related to a portion of its 8.75% Senior Secured Notes and (b) a negative impact of $2.6 million and $0.07, respectively, due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||
[3] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 (Predecessor) included: (a) a negative impact of $91.4 million, $78.7 million and $2.19, respectively, from organizational restructuring costs resulting professional fees related to the Chapter 11 Cases, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses from write-offs of discounts and financing fees and separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $56.3 million, $56.3 million and $1.57, respectively, on loss on sale of subsidiaries resulting from the sale of Eastern Airways, BHLL and Aviashelf and (c) negative impact of $10.8 million, $10.8 million and $0.30, respectively, from cost associated with the lease return costs of H225 aircrafts. Net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 included: (a) a negative impact of $2.1 million and $0.06, respectively, related to the DIP Credit Agreement and (b) a negative impact of $0.7 million and $0.02, respectively, due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||
[4] | Operating income and net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a negative impact of $7.2 million and $5.7 million, respectively, resulting from professional fees related to post bankruptcy professional fees and organizational restructuring costs, (b) a negative impact of $6.0 million and $4.7 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era, and (c) a negative impact of $5.5 million and $5.1 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets. Net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a positive impact of $317.5 million from the fair value of preferred stock derivative liability and (b) a negative impact of $0.1 million due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||
[5] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 (Predecessor) included: (a) a negative impact of $2.4 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs and (b) a negative impact of $7.2 million, $5.7 million and $0.16, respectively, due to transaction cost resulting from announced agreement to acquire Columbia. Net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 included a negative impact of $45.2 million and $1.26, respectively, due to tax valuation allowances and the Act. | |||||||||||||||||||||
[6] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 (Predecessor) included: (a) a negative impact of $2.7 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $1.2 million, $1.0 million and $0.03, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $117.2 million, $101.1 million and $2.83, respectively, due to loss on impairment ($87.5 million on H225 aircraft, $8.9 million impairment of H225 inventory and $20.8 million of Eastern Airways asset). Net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 included a negative impact of $10.3 million and $0.29, respectively, due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||
[7] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2018 (Predecessor) included: (a) a negative impact of $1.7 million, $1.7 million and $0.05, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs. | |||||||||||||||||||||
[8] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 (Predecessor) included: (a) a negative impact of $5.0 million, $4.5 million and $0.13, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $24.4 million, $19.3 million and $0.54, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $1.0 million, $0.8 million and $0.02, respectively, due to CEO succession cost. Net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 included a negative impact of $7.2 million and $0.20, respectively, due to tax valuation allowances and the Act. |
REVENUE RECOGNITION, Remaining
REVENUE RECOGNITION, Remaining Performance Obligations (Details) $ in Thousands | 5 Months Ended |
Mar. 31, 2020USD ($) | |
Revenue Recognition [Abstract] | |
2021 | $ 366,889 |
2022 | 186,528 |
2023 | 177,716 |
2024 | 133,455 |
2025 and thereafter | 136,239 |
Total | $ 1,000,827 |
Low | |
Revenue Recognition [Abstract] | |
Termination period | 30 days |
High | |
Revenue Recognition [Abstract] | |
Termination period | 365 days |
Helicopter Service Contracts | |
Revenue Recognition [Abstract] | |
2021 | $ 365,809 |
2022 | 186,528 |
2023 | 177,716 |
2024 | 133,455 |
2025 and thereafter | 136,239 |
Total | 999,747 |
Fixed Wing Service Contracts | |
Revenue Recognition [Abstract] | |
2021 | 1,080 |
2022 | 0 |
2023 | 0 |
2024 | 0 |
2025 and thereafter | 0 |
Total | $ 1,080 |
VARIABLE INTEREST ENTITIES AN_4
VARIABLE INTEREST ENTITIES AND OTHER INVESTMENTS IN SIGNIFICANT AFFILIATES, Narrative (Details) £ / shares in Units, $ in Thousands, £ in Millions | 1 Months Ended | 12 Months Ended | ||||||||||
Apr. 30, 2015 | Jul. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2020USD ($)Affiliateshares | Mar. 31, 2020GBP (£)shares | Mar. 31, 2020EUR (€)shares | Apr. 19, 2019EUR (€) | Mar. 31, 2019USD ($) | Mar. 14, 2019EUR (€) | May 31, 2004USD ($)shares | May 31, 2004£ / shares | Apr. 30, 2004 | |
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||
Number of variable interest entities | Affiliate | 5 | |||||||||||
Deferred interest accrued | $ | $ 832 | $ 17,174 | ||||||||||
Caledonia Investments Plc | ||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||
Ownership percentage in VIE | 46.00% | |||||||||||
European Union | ||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||
Ownership percentage in VIE | 5.00% | |||||||||||
Nigerian Company owned by 100% Nigerian Employees | ||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||
Ownership percentage in VIE | 50.00% | |||||||||||
VIE, qualitative or quantitative information, purchased percentage from third party | 2.00% | 29.00% | 19.00% | |||||||||
Employee Trust Fund | ||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||
Ownership percentage in VIE | 2.00% | |||||||||||
Bristow Aviation Holdings Limited | ||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||
Class of shares, number | shares | 3 | 3 | 3 | |||||||||
Ownership percentage in variable interest entity, third party | 49.00% | |||||||||||
Purchase of deferred stock shares | shares | 8,000,000 | |||||||||||
Business acquisition share price | £ / shares | £ 1 | |||||||||||
Principal amount of subordinated unsecured loan stock | $ 112,800 | £ 91 | ||||||||||
Interest rate on unsecured loan | 13.50% | |||||||||||
Total amount paid for deferred shares | $ | $ 14,400 | |||||||||||
Deferred interest accrued | $ | $ 2,697,878 | $ 2,399,704 | ||||||||||
Purchase price | € | € 920,000 | |||||||||||
Bristow Aviation Holdings Limited | Call Option | ||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||
Common Stock value | € | € 1,000,000 | |||||||||||
Call option guaranteed rate | 3.00% | 3.00% | 3.00% | |||||||||
Bristow Aviation Holdings Limited | Put option | ||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||
Call option guaranteed rate | 10.00% | |||||||||||
Bristow Aviation Holdings Limited | E.U. Investor | ||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||
Purchase price | € | € 100,000 | |||||||||||
Bristow Helicopters Nigeria Ltd | ||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||
Ownership percentage in VIE | 48.00% | |||||||||||
VIE, qualitative or quantitative information, purchased percentage from third party | 8.00% | |||||||||||
Pan African Airlines Nigeria Ltd | ||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||
Ownership percentage in VIE | 50.17% |
VARIABLE INTEREST ENTITIES AN_5
VARIABLE INTEREST ENTITIES AND OTHER INVESTMENTS IN SIGNIFICANT AFFILIATES, Balance Sheets of VIEs (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
Balance for the Noncontrolling Interest [Abstract] | ||||
Balance - beginning of fiscal year | $ 7,148 | |||
Payments to noncontrolling interest shareholders | (1,323) | $ (54) | $ (49) | |
Noncontrolling interest expense | $ (152) | 208 | 709 | (2,425) |
Currency translation | (16,428) | 22,952 | (36,382) | 25,927 |
Balance - end of fiscal year | (269) | 7,148 | ||
Intercompany Amounts With Other Consolidated Entities [Abstract] | ||||
Cash and cash equivalents | 196,662 | 202,079 | 178,055 | |
Restricted cash | 2,459 | 48,447 | 0 | |
Inventories | 82,419 | 81,160 | 121,308 | |
Prepaid expenses and other current assets | 29,527 | 44,009 | ||
Total current assets | 524,151 | 565,513 | ||
Investment in unconsolidated affiliates | 110,058 | 118,203 | ||
Property and equipment, net | 876,754 | 931,700 | 1,834,180 | |
Right-of-use assets | 305,962 | 0 | ||
Goodwill | 0 | 0 | 18,436 | 19,907 |
Other assets | 128,336 | 116,267 | ||
Total assets | 1,945,261 | 2,652,599 | ||
Accounts payable | 52,110 | 99,573 | ||
Accrued interest | 832 | 17,174 | ||
Current maturities of long-term debt | 45,739 | 1,418,630 | ||
Total current liabilities | 297,978 | 1,668,851 | ||
Long-term debt, less current maturities | 515,385 | 8,223 | ||
Accrued pension liabilities | 17,855 | 25,726 | ||
Other liabilities and deferred credits | 4,490 | 26,229 | ||
Deferred taxes | 22,775 | 111,203 | ||
Long-term operating lease liabilities | 224,595 | 0 | ||
Bristow Aviation Holdings Limited | ||||
Balance for the Noncontrolling Interest [Abstract] | ||||
Balance - beginning of fiscal year | 1,332 | 1,253 | 1,358 | 1,226 |
Payments to noncontrolling interest shareholders | 0 | (37) | (54) | (49) |
Noncontrolling interest expense | 21 | 31 | 55 | 50 |
Currency translation | (62) | 85 | (106) | 131 |
Balance - end of fiscal year | 1,291 | $ 1,332 | 1,253 | $ 1,358 |
Intercompany Amounts With Other Consolidated Entities [Abstract] | ||||
Cash and cash equivalents | 110,385 | 83,499 | ||
Restricted cash | 1,686 | 0 | ||
Accounts receivable | 297,962 | 307,864 | ||
Inventories | 55,166 | 85,977 | ||
Prepaid expenses and other current assets | 27,851 | 36,646 | ||
Total current assets | 493,050 | 513,986 | ||
Investment in unconsolidated affiliates | 575 | 3,087 | ||
Property and equipment, net | 285,142 | 281,944 | ||
Right-of-use assets | 54,333 | 0 | ||
Goodwill | 0 | 18,436 | ||
Other assets | 196,996 | 229,902 | ||
Total assets | 1,030,096 | 1,047,355 | ||
Accounts payable | 497,867 | 442,187 | ||
Accrued liabilities | 91,220 | 113,905 | ||
Accrued interest | 2,697,878 | 2,399,704 | ||
Current maturities of long-term debt | 7,904 | 85,287 | ||
Total current liabilities | 3,294,869 | 3,041,083 | ||
Long-term debt, less current maturities | 441,665 | 384,369 | ||
Accrued pension liabilities | 17,855 | 25,726 | ||
Other liabilities and deferred credits | 0 | 4,810 | ||
Deferred taxes | 0 | 37,063 | ||
Long-term operating lease liabilities | 38,228 | 0 | ||
Total Liabilities | $ 3,792,617 | $ 3,493,051 |
VARIABLE INTEREST ENTITIES AN_6
VARIABLE INTEREST ENTITIES AND OTHER INVESTMENTS IN SIGNIFICANT AFFILIATES, Statements of Operations of VIEs (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 5 Months Ended | 7 Months Ended | 12 Months Ended | |||||||||||||||||
Oct. 31, 2020 | [1] | Sep. 30, 2020 | [2] | Jun. 30, 2020 | [3] | Mar. 31, 2020 | [4] | Dec. 31, 2019 | [5] | Sep. 30, 2019 | [6] | Jun. 30, 2019 | [7] | Mar. 31, 2019 | [8] | Mar. 31, 2020 | Oct. 31, 2019 | Dec. 31, 2020 | [1] | Mar. 31, 2019 | Mar. 31, 2018 | |
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||||||||||||
Revenue | $ 105,827 | $ 318,220 | $ 333,176 | $ 284,839 | $ 329,858 | $ 349,343 | $ 366,668 | $ 323,793 | $ 485,763 | $ 757,223 | $ 200,924 | $ 1,369,662 | $ 1,433,975 | |||||||||
Net loss | 139,076 | (836,206) | (336,138) | (197,109) | ||||||||||||||||||
Bristow Aviation Holdings Limited | ||||||||||||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||||||||||||
Revenue | 413,885 | 663,047 | 1,221,344 | 1,241,223 | ||||||||||||||||||
Operating loss | (14,083) | 45,505 | (41,148) | (65,254) | ||||||||||||||||||
Net loss | $ (166,698) | $ (193,867) | $ (347,056) | $ (322,752) | ||||||||||||||||||
[1] | Operating loss and net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $448.1 million and $430.8 million, respectively, resulting from organizational restructuring costs relating to fresh-start accounting adjustments loss, professional fees related to emergence from Chapter 11, debt related expenses from write-offs of discounts and financing fees as well as fees incurred relating to the DIP Credit Agreement and the ABL Facility, write-off of corporate lease leasehold improvements offset by the gain on settlement of liabilities subject to compromise and the reversal of the Backstop Commitment Agreement, (b) a negative impact of $133.3 million and $133.3 million, respectively, from the fair value of preferred stock derivative liability, (c) a negative impact of $56.9 million and $56.9 million, respectively, resulting from conversion features in the DIP Facility triggered upon emergence from Chapter 11, (d) a negative impact of $15.0 million and $5.0 million, respectively, resulting from the DIP claims liability expense, (e) a negative impact of $10.0 million and $9.8 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets, (f) a negative impact of $0.3 million and $0.3 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era. Net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $5.4 million due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||
[2] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 (Predecessor) included: (a) a negative impact of $96.5 million, $83.8 million and $2.33, respectively, resulting from organizational restructuring costs related to professional fees related to the Chapter 11 Cases, H175 settlement charges from the rejection of the Company's aircraft purchase contract for the 22 H175 helicopters, Backstop Commitment Agreement estimated fees, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses related to its DIP Credit Agreement, separation programs across its global organization designed to increase efficiency and reduce costs, corporate lease termination cost offset by a termination credit from the rejection of four H225 aircraft and (b) a negative impact of $62.1 million, $53.3 million and $1.48, respectively, from the impairments of $42.0 million of the H225 aircrafts, $17.5 million of Airnorth goodwill and $2.6 million of its investment in Sky Future Partners, (c) offset by a positive impact of $0.4 million, $0.4 million and $0.01, respectively, resulting from the cash received from the sale of Aviashelf. Net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 included: (a) a negative impact of $1.5 million and $0.04, respectively, from the write-off of a portion of the deferred financing fees and discount related to a portion of its 8.75% Senior Secured Notes and (b) a negative impact of $2.6 million and $0.07, respectively, due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||
[3] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 (Predecessor) included: (a) a negative impact of $91.4 million, $78.7 million and $2.19, respectively, from organizational restructuring costs resulting professional fees related to the Chapter 11 Cases, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses from write-offs of discounts and financing fees and separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $56.3 million, $56.3 million and $1.57, respectively, on loss on sale of subsidiaries resulting from the sale of Eastern Airways, BHLL and Aviashelf and (c) negative impact of $10.8 million, $10.8 million and $0.30, respectively, from cost associated with the lease return costs of H225 aircrafts. Net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 included: (a) a negative impact of $2.1 million and $0.06, respectively, related to the DIP Credit Agreement and (b) a negative impact of $0.7 million and $0.02, respectively, due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||
[4] | Operating income and net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a negative impact of $7.2 million and $5.7 million, respectively, resulting from professional fees related to post bankruptcy professional fees and organizational restructuring costs, (b) a negative impact of $6.0 million and $4.7 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era, and (c) a negative impact of $5.5 million and $5.1 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets. Net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a positive impact of $317.5 million from the fair value of preferred stock derivative liability and (b) a negative impact of $0.1 million due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||
[5] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 (Predecessor) included: (a) a negative impact of $2.4 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs and (b) a negative impact of $7.2 million, $5.7 million and $0.16, respectively, due to transaction cost resulting from announced agreement to acquire Columbia. Net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 included a negative impact of $45.2 million and $1.26, respectively, due to tax valuation allowances and the Act. | |||||||||||||||||||||
[6] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 (Predecessor) included: (a) a negative impact of $2.7 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $1.2 million, $1.0 million and $0.03, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $117.2 million, $101.1 million and $2.83, respectively, due to loss on impairment ($87.5 million on H225 aircraft, $8.9 million impairment of H225 inventory and $20.8 million of Eastern Airways asset). Net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 included a negative impact of $10.3 million and $0.29, respectively, due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||
[7] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2018 (Predecessor) included: (a) a negative impact of $1.7 million, $1.7 million and $0.05, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs. | |||||||||||||||||||||
[8] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 (Predecessor) included: (a) a negative impact of $5.0 million, $4.5 million and $0.13, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $24.4 million, $19.3 million and $0.54, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $1.0 million, $0.8 million and $0.02, respectively, due to CEO succession cost. Net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 included a negative impact of $7.2 million and $0.20, respectively, due to tax valuation allowances and the Act. |
VARIABLE INTEREST ENTITIES AN_7
VARIABLE INTEREST ENTITIES AND OTHER INVESTMENTS IN SIGNIFICANT AFFILIATES, Other Significant Affiliates - Consolidated (Details) $ in Thousands, £ in Millions, $ in Millions | May 10, 2019GBP (£) | Feb. 06, 2014 | Aug. 31, 2019USD ($) | Jun. 30, 2019USD ($) | Apr. 30, 2019USD ($) | Nov. 30, 2015USD ($) | Nov. 30, 2015AUD ($) | Jan. 31, 2015USD ($) | Jan. 31, 2015AUD ($) | Mar. 31, 2020USD ($)Aircraft | Jun. 30, 2019USD ($) | Mar. 31, 2020USD ($) | Oct. 31, 2019USD ($) | Mar. 31, 2020USD ($)Aircraft | Mar. 31, 2020GBP (£)Aircraft | Mar. 31, 2019USD ($) | Mar. 31, 2019 | Mar. 31, 2019Affiliates | Mar. 31, 2019Company | Mar. 31, 2018USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2015AUD ($) |
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||||||||||||||
Number of aircraft operated | Aircraft | 315 | 315 | ||||||||||||||||||||||
Acquisition of noncontrolling interest | $ (6,121) | |||||||||||||||||||||||
Redeemable noncontrolling interest [Abstract] | ||||||||||||||||||||||||
Beginning Balance | $ 0 | $ 0 | $ 618,921 | $ 0 | $ 0 | $ 0 | 6,886 | |||||||||||||||||
Noncontrolling interest expense | 0 | (4,093) | ||||||||||||||||||||||
Currency translation | 0 | 4,163 | ||||||||||||||||||||||
Acquisition of remaining 40% of Eastern Airways | (6,121) | |||||||||||||||||||||||
Reclassification to noncontrolling interest | (835) | |||||||||||||||||||||||
Ending Balance | $ 149,785 | $ 149,785 | 618,921 | $ 149,785 | $ 0 | $ 0 | ||||||||||||||||||
Eastern Airways | ||||||||||||||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||||||||||||||
Consideration paid | £ | £ 17.1 | |||||||||||||||||||||||
Purchase agreement period | 12 months | 12 months | ||||||||||||||||||||||
Initial sale period | 12 months | 12 months | ||||||||||||||||||||||
Transition services period | 12 months | 12 months | ||||||||||||||||||||||
Airnorth | ||||||||||||||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||||||||||||||
Ownership percentage by parent | 100.00% | 100.00% | 100.00% | 100.00% | ||||||||||||||||||||
Number of aircraft operated | Aircraft | 13 | |||||||||||||||||||||||
Business acquisition, percentage of voting interests acquired | 15.00% | 15.00% | 85.00% | 85.00% | ||||||||||||||||||||
Acquisition cost | $ 24,000 | $ 30.3 | ||||||||||||||||||||||
Payments for repurchase of redeemable noncontrolling interest | $ 5,300 | $ 7.3 | ||||||||||||||||||||||
Acquisition of noncontrolling interest | 5,500 | |||||||||||||||||||||||
Adjustments to Additional Paid in Capital, Other | 2,600 | |||||||||||||||||||||||
Potential earn-out payments | $ 13,000 | $ 17 | ||||||||||||||||||||||
Business combination contingent consideration arrangement terms | 4 months | 4 months | ||||||||||||||||||||||
Payment of contingent consideration | $ 1,500 | |||||||||||||||||||||||
Redeemable noncontrolling interest [Abstract] | ||||||||||||||||||||||||
Acquisition of remaining 40% of Eastern Airways | $ 5,500 | |||||||||||||||||||||||
Eastern Airways | ||||||||||||||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||||||||||||||
Business acquisition, percentage of voting interests acquired | 40.00% | |||||||||||||||||||||||
Acquisition of noncontrolling interest | $ (6,121) | |||||||||||||||||||||||
Redeemable noncontrolling interest [Abstract] | ||||||||||||||||||||||||
Acquisition of remaining 40% of Eastern Airways | $ (6,121) | |||||||||||||||||||||||
Eastern Airways | Eastern Airways | ||||||||||||||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||||||||||||||
Ownership percentage by parent | 100.00% | 100.00% | 100.00% | 100.00% | ||||||||||||||||||||
Business acquisition, percentage of voting interests acquired | 60.00% | 40.00% | ||||||||||||||||||||||
Option indexed to issuer's equity period | 7 months | |||||||||||||||||||||||
Consideration paid | £ | £ 17.1 | |||||||||||||||||||||||
Purchase agreement period | 12 months | |||||||||||||||||||||||
Initial sale period | 12 months | |||||||||||||||||||||||
Transition services period | 12 months | |||||||||||||||||||||||
Loss on sale of property | 46,900 | |||||||||||||||||||||||
Write-off of net assets amount | 35,000 | |||||||||||||||||||||||
Redeemable noncontrolling interest [Abstract] | ||||||||||||||||||||||||
Currency translation | 11,900 | |||||||||||||||||||||||
Aviashelf Aviation | ||||||||||||||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||||||||||||||
Ownership percentage by parent | 48.50% | 48.50% | 48.50% | 48.50% | 48.50% | 48.50% | 48.50% | |||||||||||||||||
Acquisition cost | $ 400 | $ 2,600 | ||||||||||||||||||||||
Loss on sale of property | 9,000 | |||||||||||||||||||||||
Write-off of net assets amount | 1,800 | |||||||||||||||||||||||
Number of joint ventures | 2 | 2 | ||||||||||||||||||||||
Option to acquire additional interest in affiliate | 8.50% | 8.50% | ||||||||||||||||||||||
Redeemable noncontrolling interest [Abstract] | ||||||||||||||||||||||||
Currency translation | 7,200 | |||||||||||||||||||||||
Bristow Helicopter Leasing | ||||||||||||||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||||||||||||||
Ownership percentage by parent | 60.00% | 60.00% | 60.00% | 60.00% | 60.00% | |||||||||||||||||||
Acquisition cost | $ 1,400 | |||||||||||||||||||||||
Loss on sale of property | 9,000 | |||||||||||||||||||||||
Write-off of net assets amount | 1,800 | |||||||||||||||||||||||
Redeemable noncontrolling interest [Abstract] | ||||||||||||||||||||||||
Currency translation | $ 7,200 | |||||||||||||||||||||||
Sakhalin Bristow Air Services | ||||||||||||||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||||||||||||||
Ownership percentage by parent | 60.00% | |||||||||||||||||||||||
Lider | ||||||||||||||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||||||||||||||
Business acquisition, percentage of voting interests acquired | 20.00% | 20.00% | 20.00% | 20.00% | ||||||||||||||||||||
Cougar | ||||||||||||||||||||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||||||||||||||||||||
Business acquisition, percentage of voting interests acquired | 25.00% | 25.00% | 25.00% | 25.00% |
VARIABLE INTEREST ENTITIES AN_8
VARIABLE INTEREST ENTITIES AND OTHER INVESTMENTS IN SIGNIFICANT AFFILIATES, Other Significant Affiliates - Unconsoildated Tables (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Jul. 24, 2019 | |
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | |||||
Equity method investment, ownership percentage | 58.22% | ||||
Investment in unconsolidated affiliates | $ 110,058 | $ 118,203 | |||
Earnings, net of losses, from entities accounted for under the equity method | 4,294 | $ 6,589 | 1,799 | $ 16,181 | |
Earnings from unconsolidated affiliates, net of losses | 7,262 | 6,589 | 4,317 | 18,699 | |
Proceeds from Equity Method Investment, Distribution | 0 | 200 | 200 | 400 | |
Equity Method Investment, Summarized Financial Information [Abstract] | |||||
Current assets | 144,603 | 152,438 | |||
Non-current assets | 254,807 | 274,401 | |||
Total assets | 399,410 | 426,839 | |||
Current liabilities | 97,689 | 106,658 | |||
Non-current liabilities | 141,936 | 160,082 | |||
Equity | 159,785 | 160,099 | |||
Total liabilities and equity | 399,410 | 426,839 | |||
Revenue | 37,303 | 158,823 | 254,617 | 298,731 | |
Gross profit | 8,153 | 13,034 | 47,894 | 46,717 | |
Net income | $ 2,989 | 5,684 | $ (7,115) | 13,285 | |
Petroleum Air Services | |||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | |||||
Equity method investment, ownership percentage | 25.00% | 25.00% | |||
Investment in unconsolidated affiliates | $ 33,000 | $ 6,286 | |||
Business acquisition, percentage of voting interests acquired | 25.00% | 20.00% | |||
Dividends from entities accounted for under the cost method | $ 2,968 | 0 | $ 2,518 | 2,518 | |
Cougar | |||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | |||||
Equity method investment, ownership percentage | 40.00% | 40.00% | |||
Investment in unconsolidated affiliates | $ 54,483 | $ 58,047 | |||
Business acquisition, percentage of voting interests acquired | 25.00% | ||||
Earnings, net of losses, from entities accounted for under the equity method | $ 3,593 | 6,538 | $ 4,100 | 9,084 | |
Lider | |||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | |||||
Equity method investment, ownership percentage | 41.90% | 41.90% | |||
Investment in unconsolidated affiliates | $ 22,000 | $ 50,784 | |||
Business acquisition, percentage of voting interests acquired | 20.00% | ||||
Earnings, net of losses, from entities accounted for under the equity method | $ 453 | (438) | (2,059) | 7,179 | |
Other Unconsolidated Significant Affiliates | |||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | |||||
Investment in unconsolidated affiliates | 575 | 3,086 | |||
Earnings, net of losses, from entities accounted for under the equity method | $ 248 | $ 489 | $ (242) | $ (82) |
VARIABLE INTEREST ENTITIES AN_9
VARIABLE INTEREST ENTITIES AND OTHER INVESTMENTS IN SIGNIFICANT AFFILIATES, Other Significant Affiliates - Unconsolidated (Details) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | |||
Mar. 31, 2020USD ($)Aircraft | Oct. 31, 2019USD ($) | Mar. 31, 2020USD ($)Aircraft | Mar. 31, 2019USD ($) | Mar. 31, 2018USD ($) | Jul. 24, 2019 | |
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||
Equity method investment, ownership percentage | 58.22% | |||||
Investment in unconsolidated affiliates | $ 110,058 | $ 110,058 | $ 118,203 | |||
Impairment of investment in unconsolidated affiliates | $ 9,591 | $ 2,575 | $ 0 | $ 85,683 | ||
Cougar | ||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||
Equity method investment, ownership percentage | 40.00% | 40.00% | 40.00% | |||
Business acquisition, percentage of voting interests acquired | 25.00% | 25.00% | ||||
Number of aircraft leased from affiliates | Aircraft | 8 | 8 | ||||
Investment in unconsolidated affiliates | $ 54,483 | $ 54,483 | $ 58,047 | |||
Adjusted fair value amount | $ 54,000 | |||||
Lider | ||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||
Equity method investment, ownership percentage | 41.90% | 41.90% | 41.90% | |||
Business acquisition, percentage of voting interests acquired | 20.00% | 20.00% | ||||
Number of aircraft leased from affiliates | Aircraft | 39 | 39 | ||||
Investment in unconsolidated affiliates | $ 22,000 | $ 22,000 | $ 50,784 | |||
Impairment of investment in unconsolidated affiliates | $ 9,600 | $ 85,700 | ||||
Adjusted fair value amount | $ 32,600 | |||||
Petroleum Air Services | ||||||
Variable Interest Entities and Other Investments in Significant Affiliates [Abstract] | ||||||
Equity method investment, ownership percentage | 25.00% | 25.00% | 25.00% | |||
Business acquisition, percentage of voting interests acquired | 25.00% | 25.00% | 20.00% | |||
Investment in unconsolidated affiliates | $ 33,000 | $ 33,000 | $ 6,286 | |||
Number of aircraft owned | Aircraft | 45 | 45 | ||||
Adjusted fair value amount | $ 33,000 |
PROPERTY AND EQUIPMENT, ASSET_3
PROPERTY AND EQUIPMENT, ASSETS HELD FOR SALE AND OEM COST RECOVERIES, Capital Expenditures (Details) $ in Thousands | 1 Months Ended | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Dec. 31, 2018USD ($) | Mar. 31, 2020USD ($)Aircraft | Oct. 31, 2019USD ($)Aircraft | Mar. 31, 2019USD ($)Aircraft | Mar. 31, 2018USD ($)Aircraft | |
Property and. Equipment [Abstract] | |||||
Number of aircraft delivered | Aircraft | 2 | 2 | 1 | 5 | |
Capital expenditures | $ 36,115 | $ 41,574 | $ 40,902 | $ 46,287 | |
Gain (Loss) on Contract Termination | $ 14,000 | 0 | 0 | 14,699 | 0 |
Aircraft | |||||
Property and. Equipment [Abstract] | |||||
Capital expenditures | 35,767 | 38,386 | 35,315 | 32,418 | |
Other Capitalized Property Plant and Equipment | |||||
Property and. Equipment [Abstract] | |||||
Capital expenditures | $ 348 | $ 3,188 | $ 5,587 | 13,869 | |
Construction in progress | |||||
Property and. Equipment [Abstract] | |||||
Capital expenditures | $ 2,300 | ||||
Medium Aircraft | |||||
Property and. Equipment [Abstract] | |||||
Number of aircraft delivered | Aircraft | 0 | 0 | 1 | 5 | |
SAR Aircraft | |||||
Property and. Equipment [Abstract] | |||||
Number of aircraft delivered | Aircraft | 2 | 2 | 0 | 0 | |
U.K SAR | |||||
Property and. Equipment [Abstract] | |||||
Number of aircraft delivered | Aircraft | 2 | 2 |
PROPERTY AND EQUIPMENT, ASSET_4
PROPERTY AND EQUIPMENT, ASSETS HELD FOR SALE AND OEM COST RECOVERIES, Narrative (Details) $ in Thousands | 3 Months Ended | 5 Months Ended | 7 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2018USD ($) | Mar. 31, 2020USD ($) | Oct. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Mar. 31, 2019USD ($)Aircraft | Mar. 31, 2018USD ($)Aircraft | ||
Property and. Equipment [Abstract] | |||||||
Impairment of property and equipment | $ 0 | $ 42,022 | $ 104,939 | [1] | $ 0 | ||
Depreciation | $ 0 | $ 2,000 | $ 1,400 | ||||
Useful life | 30 years | ||||||
Number of aircraft transferred to held for sale | Aircraft | 2 | ||||||
Property and equipment | $ 1,500 | ||||||
Number of aircraft transferred out of held for sale | Aircraft | 3 | 4 | |||||
Property and equipment changes | $ 8,200 | $ 9,300 | |||||
Minimum | |||||||
Property and. Equipment [Abstract] | |||||||
Residual value range | 5.00% | ||||||
Maximum | |||||||
Property and. Equipment [Abstract] | |||||||
Residual value range | 25.00% | ||||||
H225 Aircraft | |||||||
Property and. Equipment [Abstract] | |||||||
Impairment of property and equipment | $ 87,500 | $ 87,500 | $ 42,000 | $ 87,500 | |||
Depreciation | $ 3,000 | ||||||
Depreciation expense | $ 2,900 | ||||||
[1] | Includes impairment of $42.0 million for H225 aircraft for the seven months ended October 31, 2019 (Predecessor). Includes impairment of $87.5 million for H225 aircraft and $17.5 million for Eastern Airways aircraft and equipment for the nine months ended December 31, 2018 (Predecessor). |
PROPERTY AND EQUIPMENT, ASSET_5
PROPERTY AND EQUIPMENT, ASSETS HELD FOR SALE AND OEM COST RECOVERIES, Sold or Disposed and Impairments (Details) $ in Thousands | Oct. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Mar. 31, 2020USD ($)Aircraft | Oct. 31, 2019USD ($)Aircraft | Dec. 31, 2018USD ($) | Mar. 31, 2019USD ($)Aircraft | Mar. 31, 2018USD ($)Aircraft | ||
Property and. Equipment [Abstract] | ||||||||||
Number of aircraft sold or disposed of | Aircraft | 5 | 3 | 8 | 11 | ||||||
Proceeds from asset dispositions | $ 13,845 | $ 5,314 | $ 13,813 | $ 48,740 | ||||||
Deposits on assets held for sale | 4,500 | 0 | 0 | 0 | ||||||
Loss on disposal of assets | $ 451 | $ 3,768 | $ 27,843 | $ 17,595 | ||||||
Number of aircraft impaired | Aircraft | 0 | 14 | 5 | 8 | ||||||
Impairment charges on aircraft held for sale | $ 0 | $ 0 | $ 8,149 | $ 15,853 | ||||||
Impairment of property and equipment | 0 | 42,022 | 104,939 | [1] | 0 | |||||
Contract termination costs | $ 14,000 | 0 | 0 | 14,699 | 0 | |||||
Fresh-start accounting adjustment | $ 1,270 | [2] | 0 | 768,630 | 0 | 0 | ||||
Property and equipment, net | $ 931,700 | 876,754 | 931,700 | 1,834,180 | ||||||
Bristow Academy | ||||||||||
Property and. Equipment [Abstract] | ||||||||||
Impairment charges on aircraft held for sale | 6,500 | |||||||||
Aircraft Held for Sale | ||||||||||
Property and. Equipment [Abstract] | ||||||||||
Loss on disposal of assets | 451 | 3,768 | 4,995 | $ 1,742 | ||||||
Aircraft Purchase Contracts | ||||||||||
Property and. Equipment [Abstract] | ||||||||||
Progress payments | 11,700 | |||||||||
Capitalized interest | 2,300 | |||||||||
Options | ||||||||||
Property and. Equipment [Abstract] | ||||||||||
Progress payments | 500 | |||||||||
Capitalized interest | $ 200 | |||||||||
Construction in progress | ||||||||||
Property and. Equipment [Abstract] | ||||||||||
Impairment of property and equipment | 30,600 | |||||||||
H225 Aircraft | ||||||||||
Property and. Equipment [Abstract] | ||||||||||
Impairment of property and equipment | $ 87,500 | 87,500 | $ 42,000 | $ 87,500 | ||||||
Property and equipment, net | $ 116,400 | |||||||||
Eastern Airways | ||||||||||
Property and. Equipment [Abstract] | ||||||||||
Impairment of property and equipment | $ 17,500 | |||||||||
[1] | Includes impairment of $42.0 million for H225 aircraft for the seven months ended October 31, 2019 (Predecessor). Includes impairment of $87.5 million for H225 aircraft and $17.5 million for Eastern Airways aircraft and equipment for the nine months ended December 31, 2018 (Predecessor). | |||||||||
[2] | In connection with the Company's emergence from bankruptcy and the application of ASC 852, the Company adjusted the intangible assets of $1.3 million to its fair value of zero at the Effective Date. See Note 3 for further details on the impact of fresh-start accounting on the Company's consolidated financial statements. |
PROPERTY AND EQUIPMENT, ASSET_6
PROPERTY AND EQUIPMENT, ASSETS HELD FOR SALE AND OEM COST RECOVERIES, Assets Held for Sale (Details) $ in Thousands | Nov. 01, 2017 | Mar. 31, 2020USD ($)Aircraft | Oct. 31, 2019USD ($)Aircraft | Mar. 31, 2019USD ($)Aircraft | Mar. 31, 2018USD ($)Aircraft |
Assets Held-for-sale [Abstract] | |||||
Number of aircraft owned | Aircraft | 15 | 3 | |||
Assets held for sale | $ 32,401 | $ 5,350 | |||
Impairment charges on aircraft held for sale | $ 0 | $ 0 | $ 8,149 | $ 15,853 | |
Number of impairment of long lived assets to be disposed of | Aircraft | 0 | 14 | 5 | 8 | |
Loss on disposal of assets | $ (451) | $ (3,768) | $ (27,843) | $ (17,595) | |
Bristow Academy | |||||
Assets Held-for-sale [Abstract] | |||||
Impairment charges on aircraft held for sale | 6,500 | ||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Bristow Academy | |||||
Assets Held-for-sale [Abstract] | |||||
Ownership percentage | 100.00% | ||||
Consideration term | 4 years | ||||
Loss on disposal of assets | 7,200 | ||||
Full settlement consideration | 1,200 | ||||
Aircraft Held for Sale | |||||
Assets Held-for-sale [Abstract] | |||||
Loss on disposal of assets | $ (451) | $ (3,768) | $ (4,995) | $ (1,742) |
PROPERTY AND EQUIPMENT, ASSET_7
PROPERTY AND EQUIPMENT, ASSETS HELD FOR SALE AND OEM COST RECOVERIES OEM, Cost Recoveries (Details) - OEM Cost recoveries $ in Millions | 3 Months Ended | 7 Months Ended | 12 Months Ended | ||
Jun. 30, 2018USD ($) | Oct. 31, 2019USD ($)Aircraft | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | Mar. 31, 2018USD ($) | |
Property and. Equipment [Abstract] | |||||
Original equipment manufacturer recoveries sought | $ 136 | ||||
Original equipment manufacturer amount received | $ 11 | $ 11 | $ 0 | $ 1.3 | 125 |
Depreciation expense | 94.5 | ||||
Offset amount, expense | 7.9 | 16.6 | |||
Deferred OEM cost recovery | 6 | $ 13.9 | |||
Number of aircrafts returned | Aircraft | 4 | ||||
Offset amount direct cost | 7.6 | ||||
Rent Expense | |||||
Property and. Equipment [Abstract] | |||||
Offset amount, expense | 7.9 | ||||
Direct cost | |||||
Property and. Equipment [Abstract] | |||||
Offset amount direct cost | $ (2.1) |
DEBT, Schedule of Debt (Details
DEBT, Schedule of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Oct. 31, 2019 | Sep. 30, 2019 | Jul. 24, 2019 | May 10, 2019 | Mar. 31, 2019 | |
Debt [Abstract] | ||||||||
Total debt | $ 561,124 | $ 1,448,624 | ||||||
Unamortized debt issuance cost | 0 | (21,771) | ||||||
Total debt, net | 561,124 | 1,426,853 | ||||||
Less short-term borrowings and current maturities of long-term debt | (45,739) | (1,418,630) | ||||||
Total long-term debt | 515,385 | 8,223 | ||||||
Interest rate | 8.75% | 8.75% | ||||||
Adjustment of debt | $ 57,700 | |||||||
8.75% Senior Secured Notes due 2023 | ||||||||
Debt [Abstract] | ||||||||
Interest rate | 8.75% | |||||||
6.25% Senior Notes due 2022 | ||||||||
Debt [Abstract] | ||||||||
Interest rate | 6.25% | |||||||
4.5% Convertible Senior Notes due 2023 | ||||||||
Debt [Abstract] | ||||||||
Interest rate | 4.50% | 4.50% | ||||||
DIP Credit Agreement | ||||||||
Debt [Abstract] | ||||||||
Total debt | $ 150,000 | |||||||
Lombard Debt | ||||||||
Debt [Abstract] | ||||||||
Adjustment of debt | $ 30,000 | |||||||
PK Air Debt | ||||||||
Debt [Abstract] | ||||||||
Total debt | $ 230,000 | |||||||
Senior Notes | 8.75% Senior Secured Notes due 2023 | ||||||||
Debt [Abstract] | ||||||||
Total debt | [1],[2] | $ 0 | $ 347,400 | |||||
Interest rate | 8.75% | 8.75% | ||||||
Senior Notes | 6.25% Senior Notes due 2022 | ||||||||
Debt [Abstract] | ||||||||
Total debt | [2] | $ 0 | $ 401,535 | |||||
Interest rate | 6.25% | 6.25% | ||||||
Convertible Debt | 4.5% Convertible Senior Notes due 2023 | ||||||||
Debt [Abstract] | ||||||||
Total debt | [2],[3] | $ 0 | $ 112,944 | |||||
Interest rate | 4.50% | 4.50% | ||||||
Secured Debt | 8.75% Senior Secured Notes due 2023 | ||||||||
Debt [Abstract] | ||||||||
Interest rate | 8.75% | |||||||
Secured Debt | Lombard Debt | ||||||||
Debt [Abstract] | ||||||||
Total debt | [4] | $ 136,180 | $ 183,450 | |||||
Secured Debt | Macquarie Debt | ||||||||
Debt [Abstract] | ||||||||
Total debt | [4] | 148,165 | 171,028 | |||||
Secured Debt | PK Air Debt | ||||||||
Debt [Abstract] | ||||||||
Total debt | [4] | 207,326 | 212,041 | |||||
Other Debt | Macquarie Debt | ||||||||
Debt [Abstract] | ||||||||
Adjustment of debt | 11,700 | |||||||
Other Debt | PK Air Debt | ||||||||
Debt [Abstract] | ||||||||
Adjustment of debt | 13,300 | |||||||
Other Debt | Airnorth Debt | ||||||||
Debt [Abstract] | ||||||||
Total debt | [4] | 7,618 | 11,058 | |||||
Adjustment of debt | $ 700 | |||||||
Other Debt | Humberside Debt | ||||||||
Debt [Abstract] | ||||||||
Total debt | 335 | 0 | ||||||
Other Debt | Other Debt | ||||||||
Debt [Abstract] | ||||||||
Total debt | 0 | 9,168 | ||||||
Term Loan | ||||||||
Debt [Abstract] | ||||||||
Total debt | $ 61,500 | $ 0 | ||||||
[1] | The carrying value is net of unamortized discount of $2.6 million as of March 31, 2019 (Predecessor). | |||||||
[2] | These debt instruments were settled in accordance with the Plan. See Note 8 for further details. | |||||||
[3] | The carrying value is net of unamortized discount of $30.8 million as of March 31, 2019 (Predecessor). | |||||||
[4] | In connection with the Company's emergence from bankruptcy and the application of ASC 852, the Company adjusted debt to its respective fair value at the Effective Date by a reduction of $57.7 million. The unamortized discounts as of March 31, 2020 (Successor) were as follows: $26.4 million for the Lombard Debt, $11.1 million for the Macquarie Debt, $12.6 million for the PK Air Debt and $0.6 million for the Airnorth Debt. |
DEBT, Narrative (Details)
DEBT, Narrative (Details) | Jan. 23, 2020USD ($) | Sep. 11, 2019USD ($) | Jul. 24, 2019USD ($) | Jun. 01, 2019GBP (£) | Jan. 31, 2017 | Dec. 31, 2016 | Oct. 12, 2012 | Mar. 31, 2020USD ($)AircraftSubsidiariesLoan$ / shares | Oct. 31, 2019USD ($) | Mar. 31, 2020USD ($)AircraftSubsidiariesLoanTranches$ / shares | Mar. 31, 2020GBP (£)AircraftLoanTranches | Mar. 31, 2019USD ($) | Mar. 31, 2018USD ($) | Mar. 31, 2020GBP (£)AircraftSubsidiariesLoan | Sep. 30, 2019 | Aug. 12, 2019USD ($) | May 10, 2019USD ($) | Apr. 17, 2018USD ($) | Dec. 13, 2017 | |
Debt [Abstract] | ||||||||||||||||||||
Interest rate | 8.75% | 8.75% | ||||||||||||||||||
Proceeds from borrowings | $ 0 | $ 225,585,000 | $ 470,000 | $ 896,874,000 | ||||||||||||||||
Total debt | 561,124,000 | $ 561,124,000 | 1,448,624,000 | |||||||||||||||||
Proceeds from rights offering | $ 385,000,000 | |||||||||||||||||||
Fair value of total debt | 505,038,000 | 586,400,000 | 505,038,000 | 942,956,000 | ||||||||||||||||
Proceeds from warrant transactions | 0 | 0 | 0 | 30,259,000 | ||||||||||||||||
Interest paid | 20,900,000 | 41,400,000 | 100,600,000 | 78,100,000 | ||||||||||||||||
Unamortized discount | 50,700,000 | 50,700,000 | ||||||||||||||||||
Capitalized interest cost | 0 | 200,000 | 2,400,000 | 3,400,000 | ||||||||||||||||
Aggregate hedge transactions cost | 0 | $ 0 | 0 | $ 40,393,000 | ||||||||||||||||
Borrowed amount of DIP credit agreement | $ 150,000,000 | $ 150,000,000 | ||||||||||||||||||
Borrowed amount of DIP credit agreement interest rate | 8.50% | 8.50% | 8.50% | |||||||||||||||||
Common Stock | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Rights offering shares, percentage | 91.825% | |||||||||||||||||||
Preferred Stock | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Rights offering shares, percentage | 8.175% | |||||||||||||||||||
Secured Rights Offering | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Proceeds from rights offering | $ 347,500,000 | |||||||||||||||||||
Unsecured Rights Offering | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Proceeds from rights offering | $ 37,500,000 | |||||||||||||||||||
8.75% Senior Secured Notes due 2023 | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Interest rate | 8.75% | |||||||||||||||||||
8.75% Senior Secured Notes due 2023 | Secured Rights Offering | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Proceeds from rights offering | $ 37,500,000 | |||||||||||||||||||
Rights offering shares, percentage | 99.30% | |||||||||||||||||||
4.5% Convertible Senior Notes due 2023 | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Interest rate | 4.50% | 4.50% | 4.50% | 4.50% | ||||||||||||||||
DIP Credit Agreement | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Total debt | $ 150,000,000 | |||||||||||||||||||
Lombard Debt | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Fair value of total debt | $ 145,300,000 | $ 145,300,000 | ||||||||||||||||||
Fair value of debt discount | 30,600,000 | 30,600,000 | ||||||||||||||||||
Fair value of debt discount par | 175,900,000 | 175,900,000 | ||||||||||||||||||
Macquarie Debt | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Fair value of total debt | 151,500,000 | 151,500,000 | ||||||||||||||||||
Fair value of debt discount | 12,600,000 | 12,600,000 | ||||||||||||||||||
Fair value of debt discount par | 164,000,000 | 164,000,000 | ||||||||||||||||||
PK Air Debt | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Total debt | 230,000,000 | 230,000,000 | ||||||||||||||||||
Fair value of total debt | 206,100,000 | 206,100,000 | ||||||||||||||||||
Fair value of debt discount | 13,800,000 | 13,800,000 | ||||||||||||||||||
Fair value of debt discount par | $ 219,900,000 | $ 219,900,000 | ||||||||||||||||||
Humberside Debt | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Interest rate | 1.94% | 1.94% | 1.94% | |||||||||||||||||
Total debt | £ | £ 600,000 | |||||||||||||||||||
Debt with drawn | £ | £ 300,000 | |||||||||||||||||||
Repayments of debt | £ | £ 15,000 | |||||||||||||||||||
Frequency of periodic payment | Quarterly | Quarterly | ||||||||||||||||||
Maturity date | Dec. 31, 2024 | Dec. 31, 2024 | ||||||||||||||||||
6.25% Senior Notes due 2022 | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Interest rate | 6.25% | |||||||||||||||||||
6.25% Senior Notes due 2022 | Unsecured Rights Offering | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Rights offering shares, percentage | 73.60% | |||||||||||||||||||
Term Loan | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Total debt | $ 61,500,000 | $ 61,500,000 | 0 | |||||||||||||||||
Fair value of total debt | $ 56,894,000 | $ 56,894,000 | $ 0 | |||||||||||||||||
Term Loan | 2019 Term Loan | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Total debt | $ 75,000,000 | |||||||||||||||||||
Maturity date | May 10, 2022 | May 10, 2022 | ||||||||||||||||||
Term Loan | 2019 Term Loan | Eurodollar | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Basis spread on variable rate | 8.00% | 8.00% | ||||||||||||||||||
Term Loan | 2019 Term Loan | Eurodollar | Maximum | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Basis spread on variable rate | 9.00% | 9.00% | ||||||||||||||||||
Term Loan | 2019 Term Loan | Base Rate | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Basis spread on variable rate | 7.00% | 7.00% | ||||||||||||||||||
Term Loan | 2019 Term Loan | Base Rate | Maximum | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Basis spread on variable rate | 8.00% | 8.00% | ||||||||||||||||||
Revolving Credit Facility | ABL Facility | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Number of borrowers | Subsidiaries | 2 | 2 | 2 | |||||||||||||||||
Aggregate amount | $ 75,000,000 | |||||||||||||||||||
Availability block capacity | $ 15,000,000 | $ 15,000,000 | ||||||||||||||||||
Maximum borrowing capacity | $ 112,500,000 | 115,000,000 | $ 115,000,000 | $ 100,000,000 | ||||||||||||||||
Terms of debt instruments | 5 years | 5 years | 5 years | |||||||||||||||||
Commitment letter date | Jul. 23, 2020 | |||||||||||||||||||
Total debt | 0 | $ 0 | ||||||||||||||||||
Aggregate face amount | 16,200,000 | 16,200,000 | ||||||||||||||||||
Senior Notes | 8.75% Senior Secured Notes due 2023 | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
face amount | $ 350,000,000 | $ 350,000,000 | ||||||||||||||||||
Interest rate | 8.75% | 8.75% | 8.75% | 8.75% | ||||||||||||||||
Proceeds from borrowings | $ 346,600,000 | |||||||||||||||||||
Number of aircraft pledged as collateral | Aircraft | 77 | 77 | ||||||||||||||||||
Mandatory redemption amount | $ 125,000,000 | $ 125,000,000 | ||||||||||||||||||
Total debt | [1],[2] | 0 | $ 0 | $ 347,400,000 | ||||||||||||||||
Basis spread on variable rate | 8.75% | 8.75% | ||||||||||||||||||
Percentage of outstanding balance in cash | 97.00% | |||||||||||||||||||
Rights offering shares, percentage | 3.00% | |||||||||||||||||||
Unsolicited tender offer gross amount | $ 75,000,000 | |||||||||||||||||||
Repayments of debt | $ 74,800,000 | |||||||||||||||||||
Maturity date | Jun. 1, 2023 | Jun. 1, 2023 | ||||||||||||||||||
Fair value of total debt | [1],[2] | 0 | $ 0 | 252,000,000 | ||||||||||||||||
Interest unpaid | $ 200,000 | |||||||||||||||||||
Unamortized discount | $ 2,600,000 | |||||||||||||||||||
Additional paid in capital and interest expenses | 56,900,000 | 56,900,000 | ||||||||||||||||||
Repayment of debt principal and interest | 75,000,000 | |||||||||||||||||||
Senior Notes | 8.75% Senior Secured Notes due 2023 | Unsecured Rights Offering | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Total debt | 112,500,000 | 112,500,000 | ||||||||||||||||||
Senior Notes | 6.25% Senior Notes due 2022 | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
face amount | $ 450,000,000 | $ 450,000,000 | ||||||||||||||||||
Interest rate | 6.25% | 6.25% | 6.25% | 6.25% | ||||||||||||||||
Total debt | [2] | $ 0 | $ 0 | $ 401,535,000 | ||||||||||||||||
Maturity date | Oct. 15, 2022 | |||||||||||||||||||
Fair value of total debt | [2] | 0 | 0 | 75,288,000 | ||||||||||||||||
Total contractual interest expense | $ 14,600,000 | |||||||||||||||||||
Interest expenses | 11,900,000 | |||||||||||||||||||
Unamortized discount | 2,400,000 | |||||||||||||||||||
Convertible Debt | 4.5% Convertible Senior Notes due 2023 | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
face amount | $ 143,800,000 | $ 143,800,000 | $ 143,750,000 | |||||||||||||||||
Interest rate | 4.50% | 4.50% | 4.50% | 4.50% | ||||||||||||||||
Total debt | [2],[3] | $ 0 | $ 0 | $ 112,944,000 | ||||||||||||||||
Maturity date | Jun. 1, 2023 | Jun. 1, 2023 | ||||||||||||||||||
Fair value of total debt | [2],[3] | $ 0 | $ 0 | $ 28,923,000 | ||||||||||||||||
Initial conversion price | $ / shares | $ 15.64 | $ 15.64 | ||||||||||||||||||
Proceeds from warrant transactions | $ 30,300,000 | |||||||||||||||||||
Strike price warrant transactions | $ / shares | $ 20.02 | $ 20.02 | ||||||||||||||||||
Strike price percentage difference from specific date | 60.00% | |||||||||||||||||||
Conversion ratio | 63.9488 | 63.9488 | ||||||||||||||||||
Conversion per principal amount | $ 1,000 | |||||||||||||||||||
Interest rate | 11.00% | 11.00% | 11.00% | 11.00% | ||||||||||||||||
Unamortized discount | $ 30,806,000 | |||||||||||||||||||
Total contractual interest expense | 3,800,000 | |||||||||||||||||||
Interest expenses | $ 3,100,000 | |||||||||||||||||||
Unamortized discount | $ 30,200,000 | |||||||||||||||||||
Deferred financing fees included in reorganization items | 2,300,000 | |||||||||||||||||||
Aggregate hedge transactions cost | $ 40,400,000 | |||||||||||||||||||
Secured Debt | 8.75% Senior Secured Notes due 2023 | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Interest rate | 8.75% | |||||||||||||||||||
Secured Debt | Lombard Debt | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Terms of debt instruments | 7 years | 7 years | ||||||||||||||||||
face amount | $ 200,000,000 | $ 200,000,000 | ||||||||||||||||||
Number of debt borrowings | Loan | 2 | 2 | ||||||||||||||||||
Total debt | [4] | 136,180,000 | $ 136,180,000 | 183,450,000 | ||||||||||||||||
Basis spread on variable rate | 2.25% | 2.25% | ||||||||||||||||||
Maturity date | Jan. 31, 2024 | Dec. 31, 2023 | ||||||||||||||||||
Fair value of total debt | [4] | $ 122,165,000 | $ 122,165,000 | $ 183,450,000 | ||||||||||||||||
Interest rate | 2.85% | 2.85% | 3.10% | 2.85% | ||||||||||||||||
Unamortized discount | $ 26,400,000 | $ 26,400,000 | ||||||||||||||||||
Secured Debt | Lombard Debt Tranche One | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Proceeds from borrowings | 109,900,000 | £ 89,100,000 | ||||||||||||||||||
Repayments of debt | $ 4,500,000 | £ 3,700,000 | ||||||||||||||||||
Number of aircraft financed | Aircraft | 3 | 3 | ||||||||||||||||||
Secured Debt | Lombard Debt Tranche Two | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Proceeds from borrowings | $ 90,100,000 | £ 72,400,000 | ||||||||||||||||||
Number of aircraft financed | Aircraft | 5 | 5 | ||||||||||||||||||
Secured Debt | Macquarie Debt | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Number of leased aircraft | Aircraft | 5 | 5 | 5 | |||||||||||||||||
Terms of debt instruments | 5 years | 5 years | ||||||||||||||||||
face amount | $ 200,000,000 | $ 200,000,000 | ||||||||||||||||||
Number of aircraft pledged as collateral | Aircraft | 20 | 20 | ||||||||||||||||||
Total debt | [4] | 148,165,000 | $ 148,165,000 | $ 171,028,000 | ||||||||||||||||
Basis spread on variable rate | 5.35% | 5.35% | ||||||||||||||||||
Maturity date | Mar. 31, 2022 | Mar. 31, 2022 | ||||||||||||||||||
Fair value of total debt | [4] | $ 138,133,000 | $ 138,133,000 | $ 171,028,000 | ||||||||||||||||
Interest rate | 6.93% | 6.93% | 7.87% | 6.93% | ||||||||||||||||
Unamortized discount | $ 11,100,000 | $ 11,100,000 | ||||||||||||||||||
Secured Debt | Macquarie Debt | Minimum | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Operating lease, term of contract | 60 months | 60 months | 60 months | |||||||||||||||||
Secured Debt | Macquarie Debt | Maximum | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Operating lease, term of contract | 63 months | 63 months | 63 months | |||||||||||||||||
Secured Debt | PK Air Debt | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Terms of debt instruments | 70 months | 70 months | ||||||||||||||||||
face amount | $ 230,000,000 | $ 230,000,000 | ||||||||||||||||||
Total debt | [4] | 207,326,000 | 207,326,000 | $ 212,041,000 | ||||||||||||||||
Fair value of total debt | [4] | $ 180,290,000 | $ 180,290,000 | 212,041,000 | ||||||||||||||||
Interest rate | 5.84% | 5.84% | 5.84% | |||||||||||||||||
Unamortized discount | $ 12,600,000 | $ 12,600,000 | ||||||||||||||||||
Number of loans | Loan | 24 | 24 | 24 | |||||||||||||||||
Number of tranches | Tranches | 2 | 2 | ||||||||||||||||||
Debt instrument payment period | 7 months | 7 months | ||||||||||||||||||
Final payment percentage of initial amount | 53.00% | 53.00% | ||||||||||||||||||
Extension of original maturity date | 18 months | 18 months | ||||||||||||||||||
Secured Debt | PK Air Debt | Omnibus Agreement | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Number of loans | Loan | 24 | 24 | 24 | |||||||||||||||||
Interest payment period | 6 months | 6 months | ||||||||||||||||||
Additional debt amount | $ 17,300,000 | $ 17,300,000 | ||||||||||||||||||
Balloon amount | 104,200,000 | $ 104,200,000 | ||||||||||||||||||
Secured Debt | PK Air Debt | One-Month LIBOR | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Basis spread on variable rate | 5.00% | 5.00% | ||||||||||||||||||
Number of days | 2 days | 2 days | ||||||||||||||||||
Notional amount on interest rate swap | 12 months | 12 months | ||||||||||||||||||
Description of variable rate basis | One-Month LIBOR | One-Month LIBOR | ||||||||||||||||||
Other Debt | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Repayments of debt | $ 400,000 | |||||||||||||||||||
Maturity date | May 31, 2021 | |||||||||||||||||||
Other Debt | Airnorth Debt | ||||||||||||||||||||
Debt [Abstract] | ||||||||||||||||||||
Total debt | [4] | 7,618,000 | $ 7,618,000 | $ 11,058,000 | ||||||||||||||||
Basis spread on variable rate | 2.85% | 2.85% | ||||||||||||||||||
Maturity date | Apr. 30, 2023 | Apr. 30, 2023 | ||||||||||||||||||
Fair value of total debt | [4] | 7,221,000 | $ 7,221,000 | $ 11,058,000 | ||||||||||||||||
Unamortized discount | $ 600,000 | $ 600,000 | ||||||||||||||||||
[1] | The carrying value is net of unamortized discount of $2.6 million as of March 31, 2019 (Predecessor). | |||||||||||||||||||
[2] | These debt instruments were settled in accordance with the Plan. See Note 8 for further details. | |||||||||||||||||||
[3] | The carrying value is net of unamortized discount of $30.8 million as of March 31, 2019 (Predecessor). | |||||||||||||||||||
[4] | In connection with the Company's emergence from bankruptcy and the application of ASC 852, the Company adjusted debt to its respective fair value at the Effective Date by a reduction of $57.7 million. The unamortized discounts as of March 31, 2020 (Successor) were as follows: $26.4 million for the Lombard Debt, $11.1 million for the Macquarie Debt, $12.6 million for the PK Air Debt and $0.6 million for the Airnorth Debt. |
DEBT, Convertible Debt (Details
DEBT, Convertible Debt (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | ||
Debt [Abstract] | |||||
Unamortized discount | $ (50,700) | ||||
Debt component - net carrying value | 561,124 | $ 1,448,624 | |||
Amortization of debt discount | 5,890 | $ 1,563 | 6,337 | $ 1,701 | |
Convertible Debt | 4.5% Convertible Senior Notes due 2023 | |||||
Debt [Abstract] | |||||
Equity component - net carrying value (1) | 36,778 | ||||
Face amount due at maturity | 143,800 | 143,750 | |||
Unamortized discount | (30,806) | ||||
Debt component - net carrying value | [1],[2] | $ 0 | $ 112,944 | ||
Interest rate | 11.00% | 11.00% | |||
Contractual coupon interest | $ 0 | 715 | $ 6,475 | 1,851 | |
Amortization of debt discount | 0 | 648 | 5,547 | 1,454 | |
Total interest expense | $ 0 | $ 1,363 | 12,022 | $ 3,305 | |
Convertible Debt | 4.5% Convertible Senior Notes due 2023 | Debt Issuance Cost | |||||
Debt [Abstract] | |||||
Equity component - net carrying value (1) | $ 1,000 | ||||
[1] | The carrying value is net of unamortized discount of $30.8 million as of March 31, 2019 (Predecessor). | ||||
[2] | These debt instruments were settled in accordance with the Plan. See Note 8 for further details. |
DEBT, Annual Maturities (Detail
DEBT, Annual Maturities (Details) $ in Thousands | Mar. 31, 2020USD ($) |
DEBT [Abstract] | |
2021 | $ 45,739 |
2022 | 47,206 |
2023 | 240,693 |
2024 | 153,294 |
2025 | 124,852 |
Long-term Debt, Gross | $ 611,784 |
FAIR VALUE DISCLOSURES, Assets
FAIR VALUE DISCLOSURES, Assets At Fair Value On A Recurring and Non Recurring Basis (Details) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | ||||
Mar. 31, 2020USD ($) | Oct. 31, 2019USD ($) | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | Mar. 31, 2018USD ($) | |||
Fair Value Disclosures [Abstract] | |||||||
Rabbi Trust investments | $ 2,300 | $ 2,300 | |||||
Assets held for sale | 32,401 | $ 32,401 | $ 5,350 | ||||
Impairment of inventories | 0 | $ 0 | (9,276) | $ (5,717) | |||
Impairment charges on assets held for sale | 0 | 0 | (8,149) | (15,853) | |||
Impairment of aircraft and equipment | 0 | (42,022) | (104,939) | [1] | 0 | ||
Impairments of other intangible assets | $ 0 | 0 | (3,005) | $ 0 | |||
Multiple of invested capital | 2.1 | ||||||
IRR if liquidity event is prior to 3 years | 0.14 | ||||||
IRR if liquidity event is in fifth year or more | 0.17 | ||||||
Term of exit | 3 years | ||||||
Weighted percentage of three-year exit scenario | 0.1 | ||||||
Weighted percentage of nearer term exit scenario | 0.9 | ||||||
Paid-in-kind dividend | 10.00% | ||||||
Risk Free Interest Rate | |||||||
Fair Value Disclosures [Abstract] | |||||||
Measurement input | 0.0161 | 0.0161 | |||||
Volatility | |||||||
Fair Value Disclosures [Abstract] | |||||||
Measurement input | 0.45 | 0.45 | |||||
Significant Unobservable Inputs (Level 3) | Derivative financial instruments | |||||||
Preferred Stock Embedded Derivative Level 3 Fair Value Measurements [Roll Forward] | |||||||
Opening balance | $ 470,322 | ||||||
Change in fair value | (184,140) | ||||||
Closing balance | 286,182 | $ 470,322 | $ 286,182 | ||||
Fair Value, Measurements, Recurring | |||||||
Fair Value Disclosures [Abstract] | |||||||
Derivative financial instruments | 2,747 | 2,747 | 2,747 | ||||
Rabbi Trust investments | 2,327 | 2,327 | 2,327 | ||||
Total assets | 5,074 | 5,074 | 5,074 | ||||
Fair Value, Measurements, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | |||||||
Fair Value Disclosures [Abstract] | |||||||
Derivative financial instruments | 0 | 0 | 0 | ||||
Rabbi Trust investments | 2,327 | 2,327 | 2,327 | ||||
Total assets | 2,327 | 2,327 | 2,327 | ||||
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | |||||||
Fair Value Disclosures [Abstract] | |||||||
Derivative financial instruments | 2,747 | 2,747 | 2,747 | ||||
Rabbi Trust investments | 0 | 0 | 0 | ||||
Total assets | 2,747 | 2,747 | 2,747 | ||||
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | |||||||
Fair Value Disclosures [Abstract] | |||||||
Derivative financial instruments | 0 | 0 | 0 | ||||
Rabbi Trust investments | 0 | 0 | 0 | ||||
Total assets | $ 0 | $ 0 | 0 | ||||
Fair Value, Measurement, Nonrecurring | |||||||
Fair Value Disclosures [Abstract] | |||||||
Inventories | [2] | 7,697 | |||||
Assets held for sale | [3] | 5,350 | |||||
Aircraft and equipment | [2] | 136,338 | |||||
Other intangible assets | [2] | 0 | |||||
Total assets | 149,385 | ||||||
Impairment of inventories | [2] | 9,276 | |||||
Impairment charges on assets held for sale | [3] | 8,149 | |||||
Impairment of aircraft and equipment | [2] | 104,939 | |||||
Impairments of other intangible assets | [2] | 3,005 | |||||
Total loss on sale of assets and asset impairment charges | 125,369 | ||||||
Fair Value, Measurement, Nonrecurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | |||||||
Fair Value Disclosures [Abstract] | |||||||
Inventories | [2] | 0 | |||||
Assets held for sale | [3] | 0 | |||||
Aircraft and equipment | [2] | 0 | |||||
Other intangible assets | [2] | 0 | |||||
Total assets | 0 | ||||||
Fair Value, Measurement, Nonrecurring | Significant Other Observable Inputs (Level 2) | |||||||
Fair Value Disclosures [Abstract] | |||||||
Inventories | [2] | 0 | |||||
Assets held for sale | [3] | 0 | |||||
Aircraft and equipment | [2] | 0 | |||||
Other intangible assets | [2] | 0 | |||||
Total assets | 0 | ||||||
Fair Value, Measurement, Nonrecurring | Significant Unobservable Inputs (Level 3) | |||||||
Fair Value Disclosures [Abstract] | |||||||
Inventories | [2] | 7,697 | |||||
Assets held for sale | [3] | 5,350 | |||||
Aircraft and equipment | [2] | 136,338 | |||||
Other intangible assets | [2] | 0 | |||||
Total assets | $ 149,385 | ||||||
[1] | Includes impairment of $42.0 million for H225 aircraft for the seven months ended October 31, 2019 (Predecessor). Includes impairment of $87.5 million for H225 aircraft and $17.5 million for Eastern Airways aircraft and equipment for the nine months ended December 31, 2018 (Predecessor). | ||||||
[2] | Fair value as of September 30, 2018. | ||||||
[3] | Fair value as of March 31, 2019. |
FAIR VALUE DISCLOSURES, Fair Va
FAIR VALUE DISCLOSURES, Fair Value of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | ||||
Debt component - net carrying value | $ 561,124 | $ 1,448,624 | ||
Fair value of total debt | 505,038 | $ 586,400 | 942,956 | |
Adjusted debt amount as the effective date. | 57,700 | |||
Unamortized discount | 50,700 | |||
Lombard Debt | ||||
Fair Value Disclosures [Abstract] | ||||
Fair value of total debt | 145,300 | |||
Macquarie Debt | ||||
Fair Value Disclosures [Abstract] | ||||
Fair value of total debt | 151,500 | |||
PK Air Debt | ||||
Fair Value Disclosures [Abstract] | ||||
Debt component - net carrying value | 230,000 | |||
Fair value of total debt | 206,100 | |||
Senior Notes | 8.75% Senior Secured Notes | ||||
Fair Value Disclosures [Abstract] | ||||
Debt component - net carrying value | [1],[2] | 0 | 347,400 | |
Fair value of total debt | [1],[2] | 0 | 252,000 | |
Unamortized discount | 2,600 | |||
Senior Notes | 6.25% Senior Notes | ||||
Fair Value Disclosures [Abstract] | ||||
Debt component - net carrying value | [2] | 0 | 401,535 | |
Fair value of total debt | [2] | 0 | 75,288 | |
Convertible Debt | 4.5% Convertible Senior Notes | ||||
Fair Value Disclosures [Abstract] | ||||
Debt component - net carrying value | [2],[3] | 0 | 112,944 | |
Fair value of total debt | [2],[3] | 0 | 28,923 | |
Unamortized discount | 30,806 | |||
Term Loan | ||||
Fair Value Disclosures [Abstract] | ||||
Debt component - net carrying value | 61,500 | 0 | ||
Fair value of total debt | 56,894 | 0 | ||
Secured Debt | Lombard Debt | ||||
Fair Value Disclosures [Abstract] | ||||
Debt component - net carrying value | [4] | 136,180 | 183,450 | |
Fair value of total debt | [4] | 122,165 | 183,450 | |
Unamortized discount | 26,400 | |||
Secured Debt | Macquarie Debt | ||||
Fair Value Disclosures [Abstract] | ||||
Debt component - net carrying value | [4] | 148,165 | 171,028 | |
Fair value of total debt | [4] | 138,133 | 171,028 | |
Unamortized discount | 11,100 | |||
Secured Debt | PK Air Debt | ||||
Fair Value Disclosures [Abstract] | ||||
Debt component - net carrying value | [4] | 207,326 | 212,041 | |
Fair value of total debt | [4] | 180,290 | 212,041 | |
Unamortized discount | 12,600 | |||
Other Debt | Airnorth Debt | ||||
Fair Value Disclosures [Abstract] | ||||
Debt component - net carrying value | [4] | 7,618 | 11,058 | |
Fair value of total debt | [4] | 7,221 | 11,058 | |
Unamortized discount | 600 | |||
Other Debt | Humberside Debt | ||||
Fair Value Disclosures [Abstract] | ||||
Debt component - net carrying value | 335 | 0 | ||
Fair value of total debt | 335 | 0 | ||
Other Debt | Other Debt | ||||
Fair Value Disclosures [Abstract] | ||||
Debt component - net carrying value | 0 | 9,168 | ||
Fair value of total debt | $ 0 | $ 9,168 | ||
[1] | The carrying value is net of unamortized discount of $2.6 million as of March 31, 2019 (Predecessor). | |||
[2] | These debt instruments were settled in accordance with the Plan. See Note 8 for further details. | |||
[3] | The carrying value is net of unamortized discount of $30.8 million as of March 31, 2019 (Predecessor). | |||
[4] | In connection with the Company's emergence from bankruptcy and the application of ASC 852, the Company adjusted debt to its respective fair value at the Effective Date by a reduction of $57.7 million. The unamortized discounts as of March 31, 2020 (Successor) were as follows: $26.4 million for the Lombard Debt, $11.1 million for the Macquarie Debt, $12.6 million for the PK Air Debt and $0.6 million for the Airnorth Debt. |
DERIVATIVE FINANCIAL INSTRUME_4
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES, Fair Value of Compound Derivative Linked to New Preferred Stock (Details) - Not Designated as Hedging Instrument $ in Thousands | 5 Months Ended |
Mar. 31, 2020USD ($) | |
Derivative Financial Instruments and Hedging Activities [Abstract] | |
Total derivatives not designated as hedging instruments | $ 286,182 |
Preferred Stock | |
Derivative Financial Instruments and Hedging Activities [Abstract] | |
Total derivatives not designated as hedging instruments | 286,182 |
Gain or (loss) on derivatives not designated as hedging instruments | $ 184,140 |
DERIVATIVE FINANCIAL INSTRUME_5
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES, Narrative (Details) - 12 months ended Mar. 31, 2020 £ in Millions, $ in Millions | USD ($) | GBP (£) |
Derivative Financial Instruments and Hedging Activities [Abstract] | ||
Foreign currency put option contracts amount | £ | £ 5 | |
Foreign Exchange Contract | ||
Derivative Financial Instruments and Hedging Activities [Abstract] | ||
Derivative instruments, net losses in accumulated other comprehensive loss | $ | $ (1.4) |
DERIVATIVE FINANCIAL INSTRUME_6
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES, Foreign Exchange Contracts Designated as Hedging Instruments (Details) - Foreign Exchange Contract - USD ($) $ in Thousands | Mar. 31, 2020 | Mar. 31, 2019 |
Derivative Financial Instruments and Hedging Activities [Abstract] | ||
Derivative financial instruments | $ 2,747 | $ 1,845 |
Derivative gross offset amount | 0 | 0 |
Derivative net amounts of assets and liabilities | 2,747 | 1,845 |
Derivatives designated as hedging instruments under ASC 815 | ||
Derivative Financial Instruments and Hedging Activities [Abstract] | ||
Derivative financial instruments | 2,747 | 1,845 |
Derivatives not designated as hedging instruments under ASC 815 | ||
Derivative Financial Instruments and Hedging Activities [Abstract] | ||
Derivative financial instruments | 0 | 0 |
Prepaid expenses and other current assets | ||
Derivative Financial Instruments and Hedging Activities [Abstract] | ||
Derivative financial instruments | 2,747 | 1,845 |
Derivative gross offset amount | 0 | 0 |
Derivative net amounts of assets and liabilities | 2,747 | 1,845 |
Prepaid expenses and other current assets | Derivatives designated as hedging instruments under ASC 815 | ||
Derivative Financial Instruments and Hedging Activities [Abstract] | ||
Derivative financial instruments | 2,747 | 1,845 |
Prepaid expenses and other current assets | Derivatives not designated as hedging instruments under ASC 815 | ||
Derivative Financial Instruments and Hedging Activities [Abstract] | ||
Derivative financial instruments | $ 0 | $ 0 |
DERIVATIVE FINANCIAL INSTRUME_7
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES, Cash Flow Hedges Included in AOCI (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | |
Derivative Financial Instruments and Hedging Activities [Abstract] | |||
Amount of income (loss) recognized in accumulated other comprehensive loss | $ 0 | $ (1,828) | $ (506) |
Amount of income (loss) reclassified from accumulated other comprehensive loss into earnings | 0 | -1,146 | -464 |
COMMITMENTS AND CONTINGENCIES,
COMMITMENTS AND CONTINGENCIES, Aircraft Orders and Options (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 5 Months Ended | 7 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2019Aircraft | Oct. 31, 2019Aircraft | Aug. 31, 2019Aircraft | Dec. 31, 2018USD ($) | Sep. 30, 2019Aircraft | Jun. 30, 2019Aircraft | Mar. 31, 2020USD ($)Aircraft | Oct. 31, 2019USD ($)Aircraft | Mar. 31, 2020USD ($)Aircraft | Mar. 31, 2019USD ($)Aircraft | Mar. 31, 2018USD ($)Aircraft | |
Commitments and Contingencies [Abstract] | |||||||||||
Aircraft rejected | 10 | 10 | |||||||||
Purchase commitment, total aircrafts | 22 | 22 | |||||||||
Postponement of commitments, number of aircraft | 3 | 3 | |||||||||
Deferral of capital expenditures | $ | $ 14,400 | $ 14,400 | |||||||||
Number of aircraft purchased | 2 | 1 | 1 | ||||||||
Contract termination costs | $ | $ 14,000 | $ 0 | $ 0 | $ 14,699 | $ 0 | ||||||
Number of aircrafts purchased without orders | 0 | 1 | 0 | ||||||||
U.K. SAR | |||||||||||
Commitments and Contingencies [Abstract] | |||||||||||
Purchase commitment, total aircrafts | 4 | 4 | |||||||||
Orders | |||||||||||
Commitments and Contingencies [Abstract] | |||||||||||
Beginning of period | 26 | 2 | 26 | 26 | 27 | 32 | |||||
Aircraft delivered | (2) | (2) | 0 | (5) | |||||||
Aircraft rejected | 0 | (22) | 0 | 0 | |||||||
Cancelled order | 0 | 0 | (1) | 0 | |||||||
Expired options | 0 | 0 | 0 | 0 | |||||||
End of period | 2 | 0 | 2 | 0 | 26 | 27 | |||||
Options | |||||||||||
Commitments and Contingencies [Abstract] | |||||||||||
Beginning of period | 0 | 0 | 0 | 0 | 4 | 4 | |||||
Aircraft delivered | 0 | 0 | 0 | 0 | |||||||
Aircraft rejected | 0 | 0 | 0 | 0 | |||||||
Cancelled order | 0 | 0 | 0 | 0 | |||||||
Expired options | 0 | 0 | (4) | 0 | |||||||
End of period | 0 | 0 | 0 | 0 | 0 | 4 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES, Employee Agreements (Details) | 12 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies [Abstract] | |
Concentration risk percentage | 69.00% |
Collective bargaining agreements, maximum annual escalation per employee, percent | 4.50% |
Employees Subject to Collective Bargaining Arrangements Expiring within One Year | |
Commitments and Contingencies [Abstract] | |
Concentration risk percentage | 87.00% |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES, Litigation, Environmental, Other Purchase Contracts and Other (Details) | 3 Months Ended | 5 Months Ended | |
Jun. 30, 2019USD ($) | Mar. 31, 2020USD ($)Facility | Jan. 08, 2019USD ($) | |
Commitments and Contingencies [Abstract] | |||
Site contingency, number of locations | Facility | 3 | ||
Sikorsky Lawsuit | |||
Commitments and Contingencies [Abstract] | |||
Deposits | $ 11,700,000 | ||
Huntington Lawsuit | |||
Commitments and Contingencies [Abstract] | |||
Loss contingency, damages sought value | $ 2,500,000 | ||
Counterclaim, damages sought value | $ 100,000 | ||
Other Commitments | |||
Commitments and Contingencies [Abstract] | |||
Other purchase obligations | $ 39,800,000 |
LEASES, Narrative (Details)
LEASES, Narrative (Details) | Oct. 31, 2019USD ($) | Mar. 31, 2020USD ($)Aircraft | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2020USD ($)Aircraft | Oct. 31, 2019USD ($) | Mar. 31, 2020USD ($)Aircraft | Mar. 31, 2019USD ($)Aircraft | Mar. 31, 2018USD ($) |
Leases [Abstract] | |||||||||
Number of aircraft | Aircraft | 46 | 46 | 46 | 75 | |||||
Accrued costs | $ 9,000,000 | $ 9,000,000 | $ 9,000,000 | ||||||
Reduction in ROU Assets | $ 2,600,000 | ||||||||
S-76C Aircraft | |||||||||
Leases [Abstract] | |||||||||
Liabilities subject to compromise, number of aircraft lease rejections | Aircraft | 9 | 9 | 9 | ||||||
H225 Aircraft | |||||||||
Leases [Abstract] | |||||||||
Liabilities subject to compromise, number of aircraft lease rejections | Aircraft | 4 | 4 | 4 | ||||||
Debtor reorganization items, net gain (loss) on rejection of leases and other executory contracts | $ 4,300,000 | ||||||||
Reduction in ROU Assets | 11,900,000 | ||||||||
Reduction in operating lease liabilities | $ 12,400,000 | ||||||||
S-76D Aircraft | |||||||||
Leases [Abstract] | |||||||||
Liabilities subject to compromise, number of aircraft lease rejections | Aircraft | 1 | 1 | 1 | ||||||
S-76s | |||||||||
Leases [Abstract] | |||||||||
Liabilities subject to compromise, number of aircraft lease rejections | Aircraft | 10 | 10 | 10 | ||||||
Debtor reorganization items, net gain (loss) on rejection of leases and other executory contracts | $ 4,200,000 | $ 26,000,000 | |||||||
Reduction in ROU Assets | 18,600,000 | ||||||||
Reduction in operating lease liabilities | 20,200,000 | ||||||||
Settlements | $ 3,900,000 | ||||||||
Accounts Payable and Accrued Liabilities | H225 Aircraft | |||||||||
Leases [Abstract] | |||||||||
Accrued costs | $ 2,800,000 | $ 2,800,000 | $ 2,800,000 | ||||||
Commitments | H225 Aircraft | |||||||||
Leases [Abstract] | |||||||||
Accrued costs | 9,700,000 | 9,700,000 | 9,700,000 | ||||||
Debt | H225 Aircraft | |||||||||
Leases [Abstract] | |||||||||
Accrued costs | $ 9,400,000 | 9,400,000 | $ 9,400,000 | ||||||
VIH Aviation Group | Leasing From Related Party | |||||||||
Leases [Abstract] | |||||||||
Related party transaction, expenses from transactions with related party | $ 5,500,000 | $ 8,600,000 | $ 16,100,000 | $ 19,300,000 | |||||
VIH Aviation Group | Leasing From Related Party | S-92 | |||||||||
Leases [Abstract] | |||||||||
Number of aircraft | Aircraft | 6 | 6 | 6 | ||||||
VIH Aviation Group | Leasing From Related Party | AW139 | |||||||||
Leases [Abstract] | |||||||||
Number of aircraft | Aircraft | 1 | 1 | 1 | ||||||
VIH Helicopters USA, Inc | Leasing From Related Party | |||||||||
Leases [Abstract] | |||||||||
Related party transaction, expenses from transactions with related party | $ 100,000 | $ 100,000 | $ 200,000 | $ 200,000 | |||||
Aircraft Type Lease Arrangement | |||||||||
Leases [Abstract] | |||||||||
Lessee, operating lease, term of contract | 180 months | 180 months | 180 months | ||||||
Lessee, operating lease, renewal term | 60 months | 60 months | 60 months | ||||||
Other Operating Lease Arrangement | |||||||||
Leases [Abstract] | |||||||||
Accrued costs | 5,300,000 | ||||||||
Reduction in ROU Assets | 13,200,000 | ||||||||
Reduction in operating lease liabilities | $ 18,900,000 | ||||||||
Settlements | $ 600,000 |
LEASES, Operating Lease Terms (
LEASES, Operating Lease Terms (Details) - Aircraft | Mar. 31, 2020 | Mar. 31, 2019 |
Leases [Abstract] | ||
Number of aircraft | 46 | 75 |
Fiscal year 2021 to fiscal year 2022 | ||
Leases [Abstract] | ||
Number of aircraft | 17 | |
Fiscal year 2023 to fiscal year 2026 | ||
Leases [Abstract] | ||
Number of aircraft | 29 |
LEASES, Rent Expense (Details)
LEASES, Rent Expense (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
Leases [Abstract] | ||||
Operating leases rental expense | $ 50,061 | $ 101,543 | $ 192,316 | $ 208,691 |
Aircraft | ||||
Leases [Abstract] | ||||
Operating leases rental expense | $ 43,044 | $ 88,599 | $ 168,299 | $ 181,318 |
LEASES, Operating Lease Table (
LEASES, Operating Lease Table (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | |
LEASES [Abstract] | |||
Operating lease right-of-use assets | $ 305,962 | $ 0 | |
Current portion of operating lease liabilities | 81,484 | 0 | |
Operating lease liabilities | 224,595 | $ 0 | |
Total operating lease liabilities | 306,079 | ||
Cash paid for operating leases | 48,967 | $ 95,601 | |
ROU assets obtained in exchange for lease obligations | $ 338,257 | $ 256,242 | |
Weighted average remaining lease term | 4 years | 5 years | |
Weighted average discount rate | 6.27% | 7.14% |
LEASES, Operating Lease Maturit
LEASES, Operating Lease Maturity Table (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Mar. 31, 2019 |
Leases [Abstract] | ||
2021 | $ 97,416 | $ 132,883 |
2022 | 83,664 | 69,813 |
2023 | 65,051 | 47,832 |
2024 | 52,091 | 25,001 |
2025 | 33,375 | 13,599 |
Thereafter | 18,552 | 29,256 |
Payments due | 350,149 | 318,384 |
Aircraft Type Lease Arrangement | ||
Leases [Abstract] | ||
2021 | 89,736 | 121,516 |
2022 | 77,229 | 59,999 |
2023 | 58,583 | 39,035 |
2024 | 46,005 | 16,605 |
2025 | 28,370 | 5,086 |
Thereafter | 2,170 | 0 |
Payments due | 302,093 | 242,241 |
Other Operating Lease Arrangement | ||
Leases [Abstract] | ||
2021 | 7,680 | 11,367 |
2022 | 6,435 | 9,814 |
2023 | 6,468 | 8,797 |
2024 | 6,086 | 8,396 |
2025 | 5,005 | 8,513 |
Thereafter | 16,382 | 29,256 |
Payments due | $ 48,056 | $ 76,143 |
TAXES, Components of Deferred T
TAXES, Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 |
Deferred tax assets: | |||||
Foreign tax credits | $ 39,554 | $ 39,554 | |||
State net operating losses | 9,140 | 12,448 | |||
Net operating losses | 68,919 | 102,074 | |||
Accrued pension liability | 2,869 | 4,254 | |||
Accrued equity compensation | 440 | 9,115 | |||
Interest expense limitation | 33,567 | 17,852 | |||
Deferred revenue | 375 | 511 | |||
Employee award programs | 86 | 387 | |||
Employee payroll accruals | 1,656 | 3,476 | |||
Inventories | 6,853 | 1,263 | |||
Investment in unconsolidated affiliates | 0 | 30,783 | |||
Convertible note | 0 | 2,013 | |||
Capital loss carryover | 0 | 4,200 | |||
Accrued expenses not currently deductible | 9,000 | 6,339 | |||
Lease liabilities | 22,369 | 0 | |||
Other | 8,992 | 7,005 | |||
Valuation allowance | (118,561) | $ (124,700) | (128,214) | $ (71,987) | $ (74,727) |
Total deferred tax assets | 85,259 | $ 0 | 113,060 | ||
Deferred tax liabilities: | |||||
Property and equipment | (38,299) | (136,175) | |||
Inventories | (987) | (1,754) | |||
Investment in unconsolidated affiliates | (23,112) | (27,595) | |||
ROU Asset | (21,552) | 0 | |||
Intangibles | (18,539) | 0 | |||
Deferred gain | 0 | (1,872) | |||
Other | (5,545) | (4,872) | |||
Total deferred tax liabilities | (108,034) | (172,268) | |||
Net deferred tax liabilities | (22,775) | (59,208) | |||
Interest Expense Limitation | |||||
Deferred tax assets: | |||||
Valuation allowance | (11,603) | ||||
Valuation Allowance, Foreign Tax Credit Carryforward | |||||
Deferred tax assets: | |||||
Valuation allowance | (39,554) | (39,554) | |||
Valuation Allowance, Operating Loss Carryforwards | Interest Expense Limitation | |||||
Deferred tax assets: | |||||
Valuation allowance | (11,603) | 0 | |||
Valuation Allowance, Operating Loss Carryforwards | State and Local Jurisdiction | |||||
Deferred tax assets: | |||||
Valuation allowance | (9,140) | (12,448) | |||
Valuation Allowance, Operating Loss Carryforwards | Foreign Tax Authority | |||||
Deferred tax assets: | |||||
Valuation allowance | $ (58,264) | $ (76,212) |
TAXES, Rollforward of deferred
TAXES, Rollforward of deferred tax valuation allowance (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
TAXES [Abstract] | ||||
Balance - beginning of fiscal year | $ (124,700) | $ (128,214) | $ (71,987) | $ (74,727) |
Additional allowances | (19,434) | (5,381) | (59,493) | (20,259) |
Reversals and other changes | 25,573 | 8,895 | 3,266 | 22,999 |
Balance - end of fiscal year | $ (118,561) | $ (124,700) | $ (128,214) | $ (71,987) |
TAXES, Component of Income Befo
TAXES, Component of Income Before Provision For Income Taxes (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
TAXES [Abstract] | ||||
Domestic | $ 163,866 | $ (568,781) | $ (263,377) | $ (91,002) |
Foreign | (24,308) | (318,603) | (72,922) | (136,998) |
Income (loss) before provision for income taxes | $ 139,558 | $ (887,384) | $ (336,299) | $ (228,000) |
TAXES, Provision for Income Tax
TAXES, Provision for Income Taxes Table (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
TAXES [Abstract] | ||||
Current domestic provision for income taxes | $ (1,542) | $ 2,516 | $ 1,337 | $ 1,247 |
Current foreign provision for income taxes | 6,572 | 9,178 | 15,313 | 13,607 |
Current provision for income taxes total | 5,030 | 11,694 | 16,650 | 14,854 |
Deferred domestic provision for income taxes | (5,072) | (49,634) | (16,523) | (39,079) |
Deferred foreign provision for income taxes | 524 | (13,238) | (288) | (6,666) |
Deferred provision for income taxes total | (4,548) | (62,872) | (16,811) | (45,745) |
Income tax expense (benefit), total | $ 482 | $ (51,178) | $ (161) | $ (30,891) |
TAXES, Reconciliation of U.S. F
TAXES, Reconciliation of U.S. Federal Statutory Tax Rate (Details) | 5 Months Ended | 7 Months Ended | 9 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Dec. 31, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | |
TAXES [Abstract] | |||||
Statutory rate | 21.00% | 21.00% | 35.00% | 21.00% | 31.60% |
Effect of U.S. tax reform | 0.00% | 0.00% | (3.50%) | 9.90% | |
Net foreign tax on non-U.S. earnings | (4.20%) | (0.70%) | (0.30%) | 0.80% | |
Benefit of foreign tax deduction in the U.S. | (0.20%) | 0.00% | 0.00% | 0.00% | |
Foreign earnings indefinitely reinvested abroad | 2.20% | (5.90%) | (4.40%) | (8.10%) | |
Change in valuation allowance | (0.40%) | (0.60%) | (15.20%) | 1.10% | |
Foreign earnings that are currently taxed in the U.S. | 0.80% | 0.00% | (0.70%) | (33.00%) | |
Sales of subsidiaries | 0.00% | (1.10%) | 0.00% | 0.00% | |
Effect of change in foreign statutory corporate income tax rates | 0.00% | 0.00% | 0.40% | 0.00% | |
Preferred stock embedded derivative | (27.70%) | 0.00% | 0.00% | 0.00% | |
Contingent beneficial conversion feature | 0.00% | (1.00%) | 0.00% | 0.00% | |
Impairment of foreign investments | 1.40% | (0.60%) | 0.00% | 11.90% | |
Fresh start accounting and reorganization | 6.70% | (3.60%) | 0.00% | 0.00% | |
Professional fees to be capitalized for tax | 1.30% | (1.30%) | 0.00% | 0.00% | |
Changes in tax reserves | 0.10% | 0.00% | 0.70% | (2.30%) | |
Other, net | (0.70%) | (0.40%) | 2.00% | 1.60% | |
Effective tax rate | 0.30% | 5.80% | 0.00% | 13.50% |
TAXES, Tax Jurisdiction (Detail
TAXES, Tax Jurisdiction (Details) | 12 Months Ended |
Mar. 31, 2020 | |
United States | |
Taxes [Abstract] | |
Open tax year | 2018 |
U.K. | |
Taxes [Abstract] | |
Open tax year | 2017 |
Guyana | |
Taxes [Abstract] | |
Open tax year | 2013 |
Nigeria | |
Taxes [Abstract] | |
Open tax year | 2012 |
Trinidad | |
Taxes [Abstract] | |
Open tax year | 2010 |
Australia | |
Taxes [Abstract] | |
Open tax year | 2016 |
Norway | |
Taxes [Abstract] | |
Open tax year | 2016 |
TAXES, Schedule of Unrecognized
TAXES, Schedule of Unrecognized Tax Benefit (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | |
TAXES [Abstract] | |||
Unrecognized tax benefits- beginning balance | $ 4,060 | $ 4,337 | $ 6,682 |
Increase for tax positions taken in prior periods | 213 | 170 | 100 |
Decreases for tax positions taken in prior periods | 0 | (442) | (2,445) |
Decrease related to settlements with authorities | (21) | (5) | 0 |
Unrecognized tax benefits- ending balance | $ 4,252 | $ 4,060 | $ 4,337 |
TAXES, Narrative (Details)
TAXES, Narrative (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Mar. 31, 2020 | Oct. 31, 2019 | Dec. 31, 2017 | Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2018 | May 10, 2019 | Mar. 31, 2017 | |
Taxes [Abstract] | ||||||||
Deferred tax assets, tax credit carryforwards, foreign | $ 39,554 | $ 39,554 | $ 39,554 | |||||
Interest rate | 8.75% | 8.75% | ||||||
Deferred tax asset | 85,259 | $ 0 | 85,259 | 113,060 | ||||
Deferred income tax expense (benefit) | (4,548) | (62,872) | (16,811) | $ (45,745) | ||||
Deferred tax assets, valuation allowance | $ 118,561 | $ 124,700 | 118,561 | $ 128,214 | $ 71,987 | $ 74,727 | ||
Effective income tax rate reconciliation, percent | 0.30% | 5.80% | 0.00% | 13.50% | ||||
Tax expense for fresh start accounting and reorganization | $ 11,100 | $ 43,400 | ||||||
Tax benefit from the preferred stock embedded derivative | (38,700) | |||||||
Tax expense (benefit) related to impairment of investment in unconsolidated affiliates | $ 2,000 | 5,300 | $ (27,000) | |||||
Tax expense related to contingent beneficial conversion feature | 8,900 | |||||||
Tax expense from sale of foreign subsidiaries | 9,800 | |||||||
Change in deferred tax assets valuation allowance, amount | $ 5,400 | $ 51,000 | $ 53,000 | |||||
Change in enacted tax rate, amount | (19,000) | |||||||
One-time non-cash transition, amount | $ (30,600) | |||||||
Federal statutory income tax rate, percent | 21.00% | 21.00% | 35.00% | 21.00% | 31.60% | |||
Repatriation of foreign earnings, amount | $ (11,600) | $ (52,900) | ||||||
Tax credit, foreign, amount | 22,600 | |||||||
Change in foreign tax credit valuation allowances, amount | 22,800 | |||||||
Unrecognized tax benefits period increase decrease | $ 200 | $ (200) | (2,300) | 5,400 | ||||
Unrecognized tax benefit, Interest and penalties | 200 | 200 | 0 | 100 | ||||
Unrecognized Tax Benefits | 4,252 | 4,060 | 4,252 | 4,337 | 6,682 | |||
Unrecognized tax benefits possible decrease | 400 | 400 | ||||||
Current other remaining unrecognized tax benefits | 3,800 | 3,800 | ||||||
Unremitted foreign earnings reinvested abroad | 102,100 | 102,100 | ||||||
Income taxes paid | 7,600 | 9,500 | 19,400 | $ 26,700 | ||||
Estimated amount of CODI | 487,700 | 487,700 | ||||||
Deferred tax expense (benefit) | (4,200) | $ 93,800 | 89,600 | |||||
Reduction in net operating losses | (500) | |||||||
Valuation Allowance, Foreign Tax Credit Carryforward | ||||||||
Taxes [Abstract] | ||||||||
Deferred tax assets, valuation allowance | 39,554 | 39,554 | 39,554 | |||||
Interest Expense | ||||||||
Taxes [Abstract] | ||||||||
Deferred income tax expense (benefit) | 159,800 | (85,000) | ||||||
Deferred tax assets, valuation allowance | 11,603 | 11,603 | ||||||
Interest Expense | Valuation Allowance, Operating Loss Carryforwards | ||||||||
Taxes [Abstract] | ||||||||
Deferred tax assets, valuation allowance | 11,603 | 11,603 | 0 | |||||
Charitable Contribution | ||||||||
Taxes [Abstract] | ||||||||
Deferred tax assets, valuation allowance | $ 200 | $ 200 | ||||||
4.5% Convertible Senior Notes due 2023 | ||||||||
Taxes [Abstract] | ||||||||
Interest rate | 4.50% | 4.50% | 4.50% | |||||
Year 2021 | ||||||||
Taxes [Abstract] | ||||||||
Deferred tax assets, tax credit carryforwards, foreign | $ 6,600 | $ 6,600 | ||||||
Year 2022 | ||||||||
Taxes [Abstract] | ||||||||
Deferred tax assets, tax credit carryforwards, foreign | 4,000 | 4,000 | ||||||
Year 2023 | ||||||||
Taxes [Abstract] | ||||||||
Deferred tax assets, tax credit carryforwards, foreign | 200 | 200 | ||||||
Year 2024 | ||||||||
Taxes [Abstract] | ||||||||
Deferred tax assets, tax credit carryforwards, foreign | 15,600 | 15,600 | ||||||
Year 2025 | ||||||||
Taxes [Abstract] | ||||||||
Deferred tax assets, tax credit carryforwards, foreign | 13,200 | 13,200 | ||||||
State and Local Jurisdiction | Valuation Allowance, Operating Loss Carryforwards | ||||||||
Taxes [Abstract] | ||||||||
Deferred tax assets, valuation allowance | 9,140 | 9,140 | 12,448 | |||||
State and Local Jurisdiction | Year 2022 | ||||||||
Taxes [Abstract] | ||||||||
Deferred tax assets, operating loss carryforwards, subject to expiration | 147,800 | 147,800 | ||||||
Foreign Tax Authority | ||||||||
Taxes [Abstract] | ||||||||
Deferred tax assets, operating loss carryforwards | 500 | 500 | ||||||
Foreign Tax Authority | Valuation Allowance, Operating Loss Carryforwards | ||||||||
Taxes [Abstract] | ||||||||
Deferred tax assets, valuation allowance | 58,264 | 58,264 | $ 76,212 | |||||
Foreign Tax Authority | Year 2038 | ||||||||
Taxes [Abstract] | ||||||||
Deferred tax assets, operating loss carryforwards, subject to expiration | $ 500 | $ 500 |
EMPLOYEE BENEFIT PLANS, Defined
EMPLOYEE BENEFIT PLANS, Defined Contribution Plans (Details) - USD ($) $ in Millions | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
EMPLOYEE BENEFIT PLANS [Abstract] | ||||
Employer matching contribution, percentage | 3.00% | |||
Additional employee compensation after the end of each calendar year | 3.00% | |||
Defined contribution plans | $ 8.5 | $ 13.6 | $ 22.2 | $ 22 |
EMPLOYEE BENEFIT PLANS, Rollfor
EMPLOYEE BENEFIT PLANS, Rollforward of Change in Benefit Obligation (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | ||||
Projected benefit obligation (PBO) at beginning of period | $ 528,858 | $ 504,076 | $ 545,128 | |
Service cost | 594 | 29 | 655 | $ 856 |
Interest cost | 4,109 | 6,705 | 12,984 | 12,914 |
Actuarial loss (gain) | (5,545) | 34,618 | 9,702 | |
Benefit payments and expenses | (11,394) | (13,882) | (28,593) | |
Plan amendments | 0 | 0 | 3,020 | |
Effect of exchange rate changes | (21,630) | (2,688) | (38,820) | |
Projected benefit obligation (PBO) at end of period | $ 494,992 | $ 528,858 | $ 504,076 | $ 545,128 |
EMPLOYEE BENEFIT PLANS, Rollf_2
EMPLOYEE BENEFIT PLANS, Rollforward of Change in Plan Assets (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Market value of assets at beginning of period | $ 495,343 | $ 478,350 | $ 508,375 |
Actual return on assets | 6,827 | 24,633 | 18,121 |
Employer contributions | 7,144 | 9,032 | 16,644 |
Benefit payments and expenses | (11,394) | (13,882) | (28,593) |
Effect of exchange rate changes | (20,783) | (2,790) | (36,197) |
Market value of assets at end of period | $ 477,137 | $ 495,343 | $ 478,350 |
EMPLOYEE BENEFIT PLANS, Reconci
EMPLOYEE BENEFIT PLANS, Reconciliation of Funded Status (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 |
EMPLOYEE BENEFIT PLANS [Abstract] | ||||
Accumulated benefit obligation (ABO) | $ 494,992 | $ 528,858 | $ 504,076 | |
Projected benefit obligation (PBO) | 494,992 | 528,858 | 504,076 | $ 545,128 |
Fair value of assets | (477,137) | (495,343) | (478,350) | $ (508,375) |
Net recognized pension liability | 17,855 | 33,515 | 25,726 | |
Amounts recognized in accumulated other comprehensive loss | $ (6,389) | $ 0 | $ 219,232 |
EMPLOYEE BENEFIT PLANS, Defin_2
EMPLOYEE BENEFIT PLANS, Defined Benefit Plan (Details) $ in Millions | 3 Months Ended | 5 Months Ended |
Dec. 31, 2018USD ($) | Mar. 31, 2020USD ($)Plan | |
Employee Benefit Plans [Abstract] | ||
Defined benefit plan, expected amortization | $ | $ 0 | |
Current estimates of cash contributions for pension plans required | $ | $ 16.4 | |
Judicial Ruling | ||
Employee Benefit Plans [Abstract] | ||
Additional pension liability | $ | $ 2.9 | |
Unequal guaranteed minimum pension ruling, period, additional expense amortization | 20 years | |
Pension Plan | UK Pension Plan | ||
Employee Benefit Plans [Abstract] | ||
Number of original closed defined benefit pension plans | Plan | 2 | |
Minimum contribution match | 5.00% | |
Number of other defined contribution plans | Plan | 3 | |
Number of other defined contribution plans closed to new members | Plan | 2 | |
Pension Plan | UK Pension Plan | Other Employee | ||
Employee Benefit Plans [Abstract] | ||
Closed plan maximum contribution | 7.00% | |
Pension Plan | UK Pension Plan | Pilot | ||
Employee Benefit Plans [Abstract] | ||
Closed plan maximum contribution | 7.35% | |
Pension Plan | UK Pension Plan | Maximum | ||
Employee Benefit Plans [Abstract] | ||
Defined benefit plan, average period salary | 3 years | |
Defined benefit plan, rate of compensation increase | 5.00% |
EMPLOYEE BENEFIT PLANS, Compone
EMPLOYEE BENEFIT PLANS, Components of Net Periodic Pension Cost (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
Components of net periodic pension cost [Abstract] | ||||
Service cost for benefits earned during the period | $ 594 | $ 29 | $ 655 | $ 856 |
Interest cost on pension benefit obligation | 4,109 | 6,705 | 12,984 | 12,914 |
Expected return on assets | (5,735) | (5,610) | (17,118) | (21,184) |
Amortization of unrecognized losses | 0 | 0 | 8,001 | 8,151 |
Net periodic pension cost | $ (1,032) | $ 1,124 | $ 4,522 | $ 737 |
EMPLOYEE BENEFIT PLANS, Actuari
EMPLOYEE BENEFIT PLANS, Actuarial Assumptions (Details) - Pension Plan - UK Pension Plan | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
Employee Benefit Plans [Abstract] | ||||
Discount rate | 1.90% | 1.90% | 2.60% | 2.40% |
Expected long-term rate of return on assets | 2.80% | 2.80% | 3.60% | 4.40% |
Pension increase rate | 2.80% | 2.80% | 2.90% | 3.00% |
EMPLOYEE BENEFIT PLANS, Plan Al
EMPLOYEE BENEFIT PLANS, Plan Allocations (Details) | Mar. 31, 2020 | Mar. 31, 2019 |
Employee Benefit Plans [Abstract] | ||
Target allocation, percentage | 100.00% | 100.00% |
Actual allocation, percentage | 100.00% | 100.00% |
Equity Securities | ||
Employee Benefit Plans [Abstract] | ||
Target allocation, percentage | 25.30% | 25.40% |
Actual allocation, percentage | 23.00% | 24.10% |
Debt Securities | ||
Employee Benefit Plans [Abstract] | ||
Target allocation, percentage | 25.00% | 34.80% |
Actual allocation, percentage | 27.10% | 44.50% |
Property | ||
Employee Benefit Plans [Abstract] | ||
Target allocation, percentage | 7.40% | 7.40% |
Actual allocation, percentage | 6.50% | 6.10% |
Other Assets | ||
Employee Benefit Plans [Abstract] | ||
Target allocation, percentage | 42.30% | 32.40% |
Actual allocation, percentage | 43.40% | 25.30% |
EMPLOYEE BENEFIT PLANS, Schedul
EMPLOYEE BENEFIT PLANS, Schedule of Fair Value of Plan Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 |
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | $ 477,137 | $ 495,343 | $ 478,350 | $ 508,375 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 13,888 | 26,191 | ||
Significant Other Observable Inputs (Level 2) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 244,644 | 386,876 | ||
Significant Unobservable Inputs (Level 3) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 218,605 | 65,283 | ||
Cash and Cash Equivalents | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 8,680 | 26,191 | ||
Cash and Cash Equivalents | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 8,680 | 26,191 | ||
Cash and Cash Equivalents | Significant Other Observable Inputs (Level 2) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | 0 | ||
Cash and Cash Equivalents | Significant Unobservable Inputs (Level 3) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | 0 | ||
Cash Plus | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 10,788 | 84,438 | ||
Cash Plus | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | 0 | ||
Cash Plus | Significant Other Observable Inputs (Level 2) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 10,788 | 84,438 | ||
Cash Plus | Significant Unobservable Inputs (Level 3) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | 0 | ||
Equity Investments - U.K. | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 992 | 2,476 | ||
Equity Investments - U.K. | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 992 | 0 | ||
Equity Investments - U.K. | Significant Other Observable Inputs (Level 2) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | 2,476 | ||
Equity Investments - U.K. | Significant Unobservable Inputs (Level 3) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | 0 | ||
Equity Investments - Non-U.K. | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 1,488 | 1,303 | ||
Equity Investments - Non-U.K. | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 1,488 | 0 | ||
Equity Investments - Non-U.K. | Significant Other Observable Inputs (Level 2) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | 1,303 | ||
Equity Investments - Non-U.K. | Significant Unobservable Inputs (Level 3) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | 0 | ||
Insurance Linked Securities | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 24,303 | 25,279 | ||
Insurance Linked Securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | 0 | ||
Insurance Linked Securities | Significant Other Observable Inputs (Level 2) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 24,303 | 0 | ||
Insurance Linked Securities | Significant Unobservable Inputs (Level 3) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | 25,279 | ||
Illiquid Credit | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 28,271 | 40,004 | ||
Illiquid Credit | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | 0 | ||
Illiquid Credit | Significant Other Observable Inputs (Level 2) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | 0 | ||
Illiquid Credit | Significant Unobservable Inputs (Level 3) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 28,271 | 40,004 | ||
Diversified Growth (Absolute Return) Funds | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 41,787 | 86,001 | ||
Diversified Growth (Absolute Return) Funds | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 868 | 0 | ||
Diversified Growth (Absolute Return) Funds | Significant Other Observable Inputs (Level 2) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 40,919 | 86,001 | ||
Diversified Growth (Absolute Return) Funds | Significant Unobservable Inputs (Level 3) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | 0 | ||
Government Debt Securities | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 86,797 | 138,384 | ||
Government Debt Securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 248 | 0 | ||
Government Debt Securities | Significant Other Observable Inputs (Level 2) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 86,549 | 138,384 | ||
Government Debt Securities | Significant Unobservable Inputs (Level 3) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | 0 | ||
Corporate Debt Securities | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 1,612 | 74,274 | ||
Corporate Debt Securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 1,612 | 0 | ||
Corporate Debt Securities | Significant Other Observable Inputs (Level 2) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | 74,274 | ||
Corporate Debt Securities | Significant Unobservable Inputs (Level 3) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | $ 0 | ||
Alternatives | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 41,167 | |||
Alternatives | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | |||
Alternatives | Significant Other Observable Inputs (Level 2) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 41,167 | |||
Alternatives | Significant Unobservable Inputs (Level 3) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | |||
Property Debt | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 31,247 | |||
Property Debt | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | |||
Property Debt | Significant Other Observable Inputs (Level 2) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | |||
Property Debt | Significant Unobservable Inputs (Level 3) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 31,247 | |||
Multi Asset Credit | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 40,918 | |||
Multi Asset Credit | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | |||
Multi Asset Credit | Significant Other Observable Inputs (Level 2) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 40,918 | |||
Multi Asset Credit | Significant Unobservable Inputs (Level 3) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | |||
Insurance Policies | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 159,087 | |||
Insurance Policies | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | |||
Insurance Policies | Significant Other Observable Inputs (Level 2) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | 0 | |||
Insurance Policies | Significant Unobservable Inputs (Level 3) | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of assets | $ 159,087 |
EMPLOYEE BENEFIT PLANS, Sched_2
EMPLOYEE BENEFIT PLANS, Schedule of Estimated Future Benefit Payments (Details) $ in Thousands | Mar. 31, 2020USD ($) |
EMPLOYEE BENEFIT PLANS [Abstract] | |
2021 | $ 21,451 |
2022 | 21,823 |
2023 | 22,567 |
2024 | 22,815 |
2025 | 23,187 |
Aggregate 2026 - 2030 | $ 119,408 |
EMPLOYEE BENEFIT PLANS, Stock O
EMPLOYEE BENEFIT PLANS, Stock Option Activity Rollforward (Details) | 7 Months Ended |
Oct. 31, 2019$ / sharesshares | |
Weighted Average Exercise Price [Abstract] | |
Outstanding at March 31, 2018 | $ / shares | $ 26.5 |
Expired or forfeited | $ / shares | 25.7 |
Cancelled | $ / shares | 26.5 |
Outstanding at March 31, 2019 | $ / shares | $ 0 |
Number of Shares [Roll Forward] | |
Outstanding at March 31, 2018 | shares | 3,217,723 |
Cancelled | shares | (3,087,700) |
Expired or forfeited | shares | (130,023) |
Outstanding at March 31, 2019 | shares | 0 |
EMPLOYEE BENEFIT PLANS, Stock_2
EMPLOYEE BENEFIT PLANS, Stock Option Assumptions (Details) - Employee Stock Option - $ / shares | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2018 | |
Employee Benefit Plans [Abstract] | |||
Risk free interest rate | 2.76% | 1.78% | |
Expected life (years) | 5 years | 5 years | |
Volatility | 62.80% | 56.10% | |
Dividend yield | 0.00% | 0.00% | 3.98% |
Weighted average grant-date fair value of options granted (in dollars per share) | $ 13 | $ 6.71 | $ 2.53 |
EMPLOYEE BENEFIT PLANS, Rollf_3
EMPLOYEE BENEFIT PLANS, Rollforward of Non-Vested Restricted Stock (Details) | 7 Months Ended |
Oct. 31, 2019$ / sharesshares | |
Units [Roll Forward] | |
Non-vested as of March 31, 2018 | shares | 860,362 |
Forfeited | shares | (18,788) |
Cancelled | shares | (841,574) |
Non-vested as of March 31, 2019 | shares | 0 |
Weighted Average Grant Date Fair Value per Unit [Abstract] | |
Non-vested as of March 31, 2019 | $ / shares | $ 9.43 |
Forfeited | $ / shares | 9.39 |
Cancelled | $ / shares | 9.43 |
Non-vested as of October 31, 2019 | $ / shares | $ 0 |
EMPLOYEE BENEFIT PLANS, Sched_3
EMPLOYEE BENEFIT PLANS, Schedule of Separation Agreements (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
Voluntary Separation Program | ||||
Employee Benefit Plans [Abstract] | ||||
Severance costs | $ 0 | $ 0 | $ 0 | $ 1,122 |
Voluntary Separation Program | Direct cost | ||||
Employee Benefit Plans [Abstract] | ||||
Severance costs | 0 | 0 | 0 | 105 |
Voluntary Separation Program | General and Administrative Expense | ||||
Employee Benefit Plans [Abstract] | ||||
Severance costs | 0 | 0 | 0 | 1,017 |
Involuntary Separation Program | ||||
Employee Benefit Plans [Abstract] | ||||
Severance costs | 227 | 4,539 | 9,235 | 21,214 |
Involuntary Separation Program | Direct cost | ||||
Employee Benefit Plans [Abstract] | ||||
Severance costs | 104 | 4,376 | 7,125 | 11,538 |
Involuntary Separation Program | General and Administrative Expense | ||||
Employee Benefit Plans [Abstract] | ||||
Severance costs | $ 123 | $ 163 | $ 2,110 | $ 9,676 |
EMPLOYEE BENEFIT PLANS, Incenti
EMPLOYEE BENEFIT PLANS, Incentive and Stock Options (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
Employee Benefit Plans [Abstract] | ||||
Other liabilities and deferred credits | $ 4,490 | $ 26,229 | ||
Stock-based compensation | 2,412 | $ 1,871 | 6,382 | $ 10,436 |
Intrinsic value, exercises prioce | 0 | 300 | 0 | |
Employee service share-based compensation, tax benefit from exercise of stock options | 0 | 100 | 0 | |
Cash bonus | 3,900 | 10,100 | ||
Contributions to deferred compensation plan | 300 | 100 | ||
Rabbi Trust investments | $ 2,300 | |||
Employee Stock Option | ||||
Employee Benefit Plans [Abstract] | ||||
Fair value of options vested | 0 | 2,900 | 4,700 | |
Restricted Stock and Restricted Stock Units | ||||
Employee Benefit Plans [Abstract] | ||||
Share-based Compensation award service period | 3 years | |||
Stock-based compensation | 1,000 | 4,000 | 6,700 | |
Restricted Stock and Restricted Stock Units | Consultant | ||||
Employee Benefit Plans [Abstract] | ||||
Other liabilities and deferred credits | 200 | |||
Compensation expenses | (200) | (500) | (1,100) | |
Performance Cash | ||||
Employee Benefit Plans [Abstract] | ||||
Share-based Compensation award service period | 3 years | |||
Compensation expenses | (200) | (200) | 1,500 | |
Phantom Restricted Stock | ||||
Employee Benefit Plans [Abstract] | ||||
Share-based Compensation award service period | 3 years | |||
Plan 2007 | ||||
Employee Benefit Plans [Abstract] | ||||
Stock-based compensation | $ 1,900 | $ 6,400 | $ 10,400 | |
Common stock additional capital shares reserved for future issuance | 10,646,729 | |||
Plan 2007 | Employee Stock Option | ||||
Employee Benefit Plans [Abstract] | ||||
Share-based compensation expiration period | 10 years | |||
Plan 2004 | Employee Stock Option | ||||
Employee Benefit Plans [Abstract] | ||||
Share-based compensation expiration period | 10 years | |||
Director one | Plan 2003 | Employee Stock Option | ||||
Employee Benefit Plans [Abstract] | ||||
Share-based Compensation award service period | 6 months |
EMPLOYEE BENEFIT PLANS, Key Emp
EMPLOYEE BENEFIT PLANS, Key Employee Incentive Plans (Details) $ in Millions | 3 Months Ended | 7 Months Ended | 12 Months Ended | |||
Mar. 31, 2020USD ($)Employees | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Oct. 31, 2019USD ($) | Mar. 31, 2019USD ($) | |
EMPLOYEE BENEFIT PLANS [Abstract] | ||||||
Executive key employee incentive plan, number of employee | Employees | 10 | |||||
Executive key employee incentive plan, potential cash award, Ttreshold | $ 3.1 | |||||
Executive key employee incentive plan, potential cash award, target | 6.1 | |||||
Executive key employee incentive plan, potential cash award, exceed target | $ 12.3 | |||||
Non-executive key employee incentive plan, number of employee | Employees | 183 | |||||
Non-executive key employee incentive plan, potential cash award, threshold | $ 7.7 | |||||
Non-executive key employee incentive plan, potential cash award, target | 10.3 | |||||
Non-executive key employee incentive plan, potential cash award, exceed target | $ 15.4 | |||||
Percentage of continued employment | 50.00% | |||||
Retention Bonus | ||||||
Employee Benefit Plans [Abstract] | ||||||
Retention payments | $ 3.2 | $ 3.1 | ||||
Deferred Bonus | ||||||
Employee Benefit Plans [Abstract] | ||||||
Retention payments | $ 8.4 | $ 6.7 | $ 9.2 | $ 3.5 |
EMPLOYEE BENEFIT PLANS, Managem
EMPLOYEE BENEFIT PLANS, Management Incentive Plan (Details) - USD ($) $ / shares in Units, $ in Millions | 5 Months Ended | 12 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 06, 2019 | |
Employee Benefit Plans [Abstract] | |||||
Percentage of stock in MIP from total shares outstanding | 4.00% | 4.00% | 5.00% | ||
Computation of Stock-based Compensation Expense for Stock Option Grants Issued [Abstract] | |||||
Weighted average exercise price of options granted (in dollars per share) | $ 16.21 | ||||
Stock-based compensation expense related to MIP | $ 2.4 | ||||
Weighted average period to recognize stock based compensation expense | 4 years | ||||
Vesting period of awards | 4 years | ||||
Options exercised (in shares) | 174,578 | ||||
Options forfeited (in shares) | 0 | ||||
Awards vested (in shares) | 19,693 | ||||
Common Stock | |||||
Employee Benefit Plans [Abstract] | |||||
Share reserve of the MIP (in shares) | 473,218 | 473,218 | 699,890 | ||
Computation of Stock-based Compensation Expense for Stock Option Grants Issued [Abstract] | |||||
Stock awards forfeited (in shares) | 0 | ||||
Stock awards expired (in shares) | 0 | ||||
Preferred Stock | |||||
Employee Benefit Plans [Abstract] | |||||
Share reserve of the MIP (in shares) | 284,358 | 284,358 | 323,664 | ||
Computation of Stock-based Compensation Expense for Stock Option Grants Issued [Abstract] | |||||
Dividend yield | 0.00% | ||||
Weighted average exercise price of options granted (in dollars per share) | $ 36.37 | ||||
Weighted average grant-date fair value of options granted (in dollars per share) | $ 59.52 | ||||
Preferred Stock | Minimum | |||||
Computation of Stock-based Compensation Expense for Stock Option Grants Issued [Abstract] | |||||
Risk free interest rate | 1.61% | ||||
Expected life (years) | 3 years | ||||
Volatility | 45.00% | ||||
Preferred Stock | Maximum | |||||
Computation of Stock-based Compensation Expense for Stock Option Grants Issued [Abstract] | |||||
Risk free interest rate | 1.66% | ||||
Expected life (years) | 4 years | ||||
Volatility | 47.00% | ||||
Stock Options | |||||
Computation of Stock-based Compensation Expense for Stock Option Grants Issued [Abstract] | |||||
Risk free interest rate | 2.76% | 1.78% | |||
Expected life (years) | 5 years | 5 years | |||
Volatility | 62.80% | 56.10% | |||
Dividend yield | 0.00% | 0.00% | 3.98% | ||
Weighted average exercise price of options granted (in dollars per share) | $ 36.37 | ||||
Weighted average grant-date fair value of options granted (in dollars per share) | $ 13 | $ 6.71 | $ 2.53 | ||
Stock-based compensation expense related to MIP | $ 0.4 | ||||
Unrecognized stock based compensation expense | $ 3.8 | $ 3.8 | |||
Shares of unvested stock awards (in shares) | 267,771 | 267,771 | |||
Options exercised (in shares) | 0 | ||||
Options expired (in shares) | 0 | ||||
Options exercisable (in shares) | 2,592 | 2,592 | |||
Exercisable price (in dollars per share) | $ 15.43 | $ 15.43 | |||
Stock Options | Minimum | |||||
Computation of Stock-based Compensation Expense for Stock Option Grants Issued [Abstract] | |||||
Risk free interest rate | 1.61% | ||||
Expected life (years) | 3 years | ||||
Volatility | 44.00% | ||||
Stock Options | Maximum | |||||
Computation of Stock-based Compensation Expense for Stock Option Grants Issued [Abstract] | |||||
Risk free interest rate | 1.91% | ||||
Expected life (years) | 10 years | ||||
Volatility | 45.00% | ||||
Stock Options | Common Stock | |||||
Employee Benefit Plans [Abstract] | |||||
Stock options granted under the MIP (in shares) | 267,771 | ||||
Stock Options | Preferred Stock | |||||
Employee Benefit Plans [Abstract] | |||||
Stock options granted under the MIP (in shares) | 113,081 | ||||
Computation of Stock-based Compensation Expense for Stock Option Grants Issued [Abstract] | |||||
Stock-based compensation expense related to MIP | $ 0.3 | ||||
Options exercised (in shares) | 0 | ||||
Options expired (in shares) | 0 | ||||
Options exercisable (in shares) | 0 | 0 | |||
Awards vested (in shares) | 52,649 | ||||
Restricted Stock | |||||
Computation of Stock-based Compensation Expense for Stock Option Grants Issued [Abstract] | |||||
Stock-based compensation expense related to MIP | $ 0.8 | ||||
Unrecognized stock based compensation expense | $ 7.1 | $ 7.1 | |||
Shares of unvested stock awards (in shares) | 313,681 | 313,681 | |||
Stock awards forfeited (in shares) | 0 | ||||
Stock awards expired (in shares) | 0 | ||||
Restricted Stock | Common Stock | |||||
Employee Benefit Plans [Abstract] | |||||
Shares of restricted stock awarded (in shares) | 313,681 | ||||
Average grant date fair value (in dollars per share) | $ 25.50 | ||||
Restricted Stock | Preferred Stock | |||||
Employee Benefit Plans [Abstract] | |||||
Shares of restricted stock awarded (in shares) | 188,869 | ||||
Average grant date fair value (in dollars per share) | $ 89.99 | ||||
Computation of Stock-based Compensation Expense for Stock Option Grants Issued [Abstract] | |||||
Stock-based compensation expense related to MIP | $ 0.9 |
EMPLOYEE BENEFIT PLANS, Severan
EMPLOYEE BENEFIT PLANS, Severance Plan and Participation Agreements (Details) | 12 Months Ended |
Mar. 31, 2020Tier | |
Severance Plan and Participation Agreements [Abstract] | |
Number of tiers of severance benefits | 5 |
Percentage of specified officer's target bonus for the fiscal year | 100.00% |
Percentage of specified officer's target bonus for the prior fiscal year | 100.00% |
Tier 1 | |
Severance Plan and Participation Agreements [Abstract] | |
Term of cash severance payments | 24 months |
Ratio for enhanced benefits | 2 |
Percentage of target bonus above base salary | 110.00% |
Term of installments | 24 months |
Tier 2 | |
Severance Plan and Participation Agreements [Abstract] | |
Term of cash severance payments | 12 months |
Ratio for enhanced benefits | 1.5 |
Percentage of target bonus above base salary | 65.00% |
Term of installments | 18 months |
Tier 1 and Tier 2 | |
Severance Plan and Participation Agreements [Abstract] | |
Term of COBRA coverage | 18 months |
Term of outplacement services | 12 months |
Tier 1, Tier 2 and Tier 3 | |
Severance Plan and Participation Agreements [Abstract] | |
Covenant term of post-termination non-compete | 12 months |
Covenant term of post-termination non-solicitation/non-hire | 24 months |
Term of effective period for severance plan | 3 years |
Brian J. Allman | |
Severance Plan and Participation Agreements [Abstract] | |
Percentage of target bonus above base salary | 75.00% |
Maximum | |
Severance Plan and Participation Agreements [Abstract] | |
Period of change in control | 2 years |
STOCKHOLDERS' INVESTMENT, EAR_3
STOCKHOLDERS' INVESTMENT, EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS), Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 31, 2019 | Mar. 31, 2020 | Jun. 30, 2017 | Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2018 | Sep. 30, 2019 | May 10, 2019 |
Stockholders' Investment, Common Stock and Preferred Stock [Abstract] | ||||||||||
Debt instrument, stated interest rate | 8.75% | 8.75% | 8.75% | |||||||
Preferred Stock, dividend percentage | 10.00% | |||||||||
Share repurchases, aggregate repurchase price | $ 4,800 | $ 4,800 | $ 4,800 | |||||||
Common stock, shares beginning balance | 11,235,535 | 35,918,916 | 35,918,916 | 35,526,625 | ||||||
Exercise of stock option (in shares) | 174,578 | |||||||||
Exercise of stock options, weighted price per share (in dollars per share) | $ 16.21 | |||||||||
Issuance of restricted stock (in shares) | 217,713 | |||||||||
Issuance of restricted stock, weighted price per share (in dollars per share) | $ 6.93 | |||||||||
Cancellation and discharged (in shares) | (35,918,916) | |||||||||
Issuance of stock (in shares) | 11,235,535 | 31 | ||||||||
Issuance of stock, weighted average price per share (in dollars per share) | $ 19.25 | $ 19.25 | $ 19.25 | |||||||
Common stock, outstanding, ending balance (in shares) | 0 | 0 | ||||||||
Common stock, shares ending balance | 11,235,535 | 11,235,566 | 11,235,566 | 11,235,535 | 11,235,566 | 35,918,916 | 35,526,625 | |||
Cash dividends declared per common share (in dollars per share) | $ 0.07 | $ 0 | $ 0 | $ 0 | $ 0.07 | |||||
Payment of dividends | $ 0 | $ 0 | $ 0 | $ 2,465 | ||||||
New Common Stock | ||||||||||
Stockholders' Investment, Common Stock and Preferred Stock [Abstract] | ||||||||||
Common Stock, shares issued (in shares) | 11,235,566 | 11,235,566 | 11,235,566 | |||||||
Share repurchases, shares to be repurchased (in shares) | 142,721 | 142,721 | 142,721 | |||||||
Common stock, shares beginning balance | 35,213,991 | 11,235,535 | 35,918,916 | 35,918,916 | 35,526,625 | 35,213,991 | ||||
Issuance of stock (in shares) | 11,235,535 | 31 | 392,291 | 312,634 | ||||||
Common stock, shares ending balance | 11,235,535 | 11,235,566 | 11,235,566 | 11,235,535 | 11,235,566 | 35,918,916 | 35,526,625 | |||
New Preferred Stock | ||||||||||
Stockholders' Investment, Common Stock and Preferred Stock [Abstract] | ||||||||||
Designation of Preferred Stock (in shares) | 13,000,000 | |||||||||
Preferred Stock, dividend percentage | 10.00% | |||||||||
Preferred Stock, shares issued (in shares) | 6,824,582 | 6,824,582 | 6,824,582 | |||||||
Preferred Stock, shares outstanding (in shares) | 6,824,582 | 6,824,582 | 6,824,582 | |||||||
Preferred Stock, initial liquidation preference (in dollars per share) | $ 48.51 | $ 48.51 | $ 48.51 | |||||||
Preferred Stock, conversion price (in dollars per share) | $ 36.37 | $ 36.37 | $ 36.37 | |||||||
Preferred Stock, increase in annual dividend rate in the event of breach by the Company | 2.00% | 2.00% | 2.00% | |||||||
Preferred Stock, accumulated PIK dividends (in dollars per share) | $ 3.78 | |||||||||
Preferred Stock, aggregate accumulated PIK dividends | $ 25,800 | |||||||||
Preferred Stock, fair value of mezzanine equity | $ 618,900 | $ 618,900 | ||||||||
Preferred Stock, fair value of bifurcated derivative liability | 470,300 | 470,300 | ||||||||
Preferred Stock, initial value | $ 148,600 | $ 148,600 | ||||||||
Share repurchases, shares to be repurchased (in shares) | 98,784 | 98,784 | 98,784 | |||||||
Exercise of stock options, weighted price per share (in dollars per share) | $ 36.37 | |||||||||
New Preferred Stock | Prior to Third Anniversary of Issue Date | ||||||||||
Stockholders' Investment, Common Stock and Preferred Stock [Abstract] | ||||||||||
Preferred Stock, IRR | 14.00% | 14.00% | 14.00% | |||||||
Preferred Stock, MOIC | 1.5 | 1.5 | 1.5 | |||||||
New Preferred Stock | On or After Third but Prior to Fourth Anniversary of Issue Date | ||||||||||
Stockholders' Investment, Common Stock and Preferred Stock [Abstract] | ||||||||||
Preferred Stock, IRR | 15.00% | 15.00% | 15.00% | |||||||
Preferred Stock, MOIC | 1.7 | 1.7 | 1.7 | |||||||
New Preferred Stock | On or After Fourth but Prior to Fifth Anniversary of Issue Date | ||||||||||
Stockholders' Investment, Common Stock and Preferred Stock [Abstract] | ||||||||||
Preferred Stock, IRR | 16.00% | 16.00% | 16.00% | |||||||
Preferred Stock, MOIC | 1.9 | 1.9 | 1.9 | |||||||
New Preferred Stock | On or After Fifth Anniversary of Issue Date | ||||||||||
Stockholders' Investment, Common Stock and Preferred Stock [Abstract] | ||||||||||
Preferred Stock, IRR | 17.00% | 17.00% | 17.00% | |||||||
Preferred Stock, MOIC | 2.1 | 2.1 | 2.1 | |||||||
8.75% Senior Secured Notes | ||||||||||
Stockholders' Investment, Common Stock and Preferred Stock [Abstract] | ||||||||||
Debt instrument, stated interest rate | 8.75% | |||||||||
Secured Debt | 8.75% Senior Secured Notes | ||||||||||
Stockholders' Investment, Common Stock and Preferred Stock [Abstract] | ||||||||||
Debt instrument, stated interest rate | 8.75% | 8.75% | ||||||||
Secured Debt | 8.75% Senior Secured Notes | New Common Stock | ||||||||||
Stockholders' Investment, Common Stock and Preferred Stock [Abstract] | ||||||||||
Issuance of stock (in shares) | 1,300,000 | |||||||||
Secured Debt | 8.75% Senior Secured Notes | New Preferred Stock | ||||||||||
Stockholders' Investment, Common Stock and Preferred Stock [Abstract] | ||||||||||
Issuance of stock (in shares) | 900,000 | |||||||||
Unsecured Notes | New Common Stock | ||||||||||
Stockholders' Investment, Common Stock and Preferred Stock [Abstract] | ||||||||||
Issuance of stock (in shares) | 9,900,000 | |||||||||
Unsecured Notes | New Preferred Stock | ||||||||||
Stockholders' Investment, Common Stock and Preferred Stock [Abstract] | ||||||||||
Issuance of stock (in shares) | 5,900,000 |
STOCKHOLDERS' INVESTMENT, EAR_4
STOCKHOLDERS' INVESTMENT, EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS), Anti-dilutive Securities (Details) - $ / shares | 7 Months Ended | 12 Months Ended | |
Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | |
Options | |||
Antidilutive Securities [Abstract] | |||
Antidilutive securities excluded from computation of earnings per share, outstanding | 3,175,849 | 2,490,483 | 2,890,140 |
Antidilutive securities excluded from computation of earnings per share, weighted average exercise price (in dollars per share) | $ 26.58 | $ 34.20 | $ 38.77 |
Restricted Stock Awards | |||
Antidilutive Securities [Abstract] | |||
Antidilutive securities excluded from computation of earnings per share, outstanding | 646,714 | 581,677 | 547,927 |
Antidilutive securities excluded from computation of earnings per share, weighted average exercise price (in dollars per share) | $ 8.51 | $ 9.33 | $ 21 |
STOCKHOLDERS' INVESTMENT, EAR_5
STOCKHOLDERS' INVESTMENT, EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS), Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 5 Months Ended | 7 Months Ended | 12 Months Ended | |||||||||||||||||||
Oct. 31, 2020 | [1] | Sep. 30, 2020 | [3] | Jun. 30, 2020 | [4] | Mar. 31, 2020 | [5] | Dec. 31, 2019 | [6] | Sep. 30, 2019 | [7] | Jun. 30, 2019 | [8] | Mar. 31, 2019 | [9] | Mar. 31, 2020 | Oct. 31, 2019 | Dec. 31, 2020 | [1] | Mar. 31, 2019 | Mar. 31, 2018 | |||
Earnings Per Share [Abstract] | ||||||||||||||||||||||||
Net income attributable to Bristow Group | $ (504,194) | [2] | $ (162,974) | [2] | $ (169,246) | [2] | $ 291,740 | [2] | $ (85,699) | [2] | $ (143,947) | [2] | $ (31,865) | [2] | $ (75,336) | [2] | $ 139,228 | $ (836,414) | $ (152,512) | [2] | $ (336,847) | $ (194,684) | ||
Less: PIK dividends | [10] | (25,788) | ||||||||||||||||||||||
Income (loss) available to common stockholders - basic | 113,440 | (836,414) | (336,847) | (194,684) | ||||||||||||||||||||
Add: PIK dividends | 25,788 | |||||||||||||||||||||||
Interest expense on assumed conversion of 4 1/2% Convertible Senior Notes, net of tax (1) | [11] | 0 | 0 | 0 | ||||||||||||||||||||
Less: Change in fair value of preferred stock derivative liability | (184,140) | |||||||||||||||||||||||
Loss available to common stockholders - diluted | $ (44,912) | $ (836,414) | $ (336,847) | $ (194,684) | ||||||||||||||||||||
Weighted average number of common shares outstanding - basic | 11,235,541 | 35,918,916 | 35,740,933 | 35,288,579 | ||||||||||||||||||||
Assumed conversion of 41/2% Convertible Senior Notes outstanding during period (1) | [11] | 0 | 0 | 0 | ||||||||||||||||||||
Net effect of dilutive stock options and restricted stock awards | 0 | [12] | 0 | 0 | 0 | |||||||||||||||||||
Preferred shares as converted basis | 9,292,207 | |||||||||||||||||||||||
Weighted average number of common shares outstanding - diluted | 20,527,748 | 35,918,916 | 35,740,933 | 35,288,579 | ||||||||||||||||||||
Basic loss per common share (in dollars per share) | $ (14.04) | $ (4.54) | $ (4.71) | $ 24.59 | $ (2.39) | $ (4.02) | $ (0.89) | $ (2.10) | $ 10.10 | $ (23.29) | $ (14.49) | $ (9.42) | $ (5.52) | |||||||||||
Diluted loss per common share (in dollars per share) | $ (14.04) | $ (4.54) | $ (4.71) | $ (1.26) | $ (2.39) | $ (4.02) | $ (0.89) | $ (2.10) | $ (2.19) | $ (23.29) | $ (14.49) | $ (9.42) | $ (5.52) | |||||||||||
[1] | Operating loss and net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $448.1 million and $430.8 million, respectively, resulting from organizational restructuring costs relating to fresh-start accounting adjustments loss, professional fees related to emergence from Chapter 11, debt related expenses from write-offs of discounts and financing fees as well as fees incurred relating to the DIP Credit Agreement and the ABL Facility, write-off of corporate lease leasehold improvements offset by the gain on settlement of liabilities subject to compromise and the reversal of the Backstop Commitment Agreement, (b) a negative impact of $133.3 million and $133.3 million, respectively, from the fair value of preferred stock derivative liability, (c) a negative impact of $56.9 million and $56.9 million, respectively, resulting from conversion features in the DIP Facility triggered upon emergence from Chapter 11, (d) a negative impact of $15.0 million and $5.0 million, respectively, resulting from the DIP claims liability expense, (e) a negative impact of $10.0 million and $9.8 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets, (f) a negative impact of $0.3 million and $0.3 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era. Net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $5.4 million due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||||
[2] | The fiscal quarters ended June 30, 2019 (Predecessor), September 30, 2019 (Predecessor), combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) and March 31, 2020 (Successor) included $(3.8) million, $(0.2) million, $0.1 million and $(0.3) million, respectively, in gain (loss) on disposal of assets included in operating income (loss), which impacted net income (loss) by $(3.7) million, $(0.2) million, $1.3 million and $(1.5) million, respectively. The loss on disposal of assets included the fiscal quarters ended June 30, 2019 (Predecessor) and September 30, 2019 (Predecessor) increased diluted loss per share by $0.10 and $0.00, respectively. The fiscal quarters ended June 30, 2018 (Predecessor), September 30 2018 (Predecessor), December 31, 2018 (Predecessor) and March 31, 2019 (Predecessor) included $1.7 million, $1.3 million, $16.0 million and $8.9 million, respectively, in loss on disposal of assets included in operating loss, which also increased net loss by $1.3 million, $1.4 million, $12.5 million and $7.3 million, respectively, and diluted loss per share by $0.04, $0.04, $0.35 and $0.20, respectively. | |||||||||||||||||||||||
[3] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 (Predecessor) included: (a) a negative impact of $96.5 million, $83.8 million and $2.33, respectively, resulting from organizational restructuring costs related to professional fees related to the Chapter 11 Cases, H175 settlement charges from the rejection of the Company's aircraft purchase contract for the 22 H175 helicopters, Backstop Commitment Agreement estimated fees, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses related to its DIP Credit Agreement, separation programs across its global organization designed to increase efficiency and reduce costs, corporate lease termination cost offset by a termination credit from the rejection of four H225 aircraft and (b) a negative impact of $62.1 million, $53.3 million and $1.48, respectively, from the impairments of $42.0 million of the H225 aircrafts, $17.5 million of Airnorth goodwill and $2.6 million of its investment in Sky Future Partners, (c) offset by a positive impact of $0.4 million, $0.4 million and $0.01, respectively, resulting from the cash received from the sale of Aviashelf. Net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 included: (a) a negative impact of $1.5 million and $0.04, respectively, from the write-off of a portion of the deferred financing fees and discount related to a portion of its 8.75% Senior Secured Notes and (b) a negative impact of $2.6 million and $0.07, respectively, due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||||
[4] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 (Predecessor) included: (a) a negative impact of $91.4 million, $78.7 million and $2.19, respectively, from organizational restructuring costs resulting professional fees related to the Chapter 11 Cases, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses from write-offs of discounts and financing fees and separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $56.3 million, $56.3 million and $1.57, respectively, on loss on sale of subsidiaries resulting from the sale of Eastern Airways, BHLL and Aviashelf and (c) negative impact of $10.8 million, $10.8 million and $0.30, respectively, from cost associated with the lease return costs of H225 aircrafts. Net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 included: (a) a negative impact of $2.1 million and $0.06, respectively, related to the DIP Credit Agreement and (b) a negative impact of $0.7 million and $0.02, respectively, due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||||
[5] | Operating income and net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a negative impact of $7.2 million and $5.7 million, respectively, resulting from professional fees related to post bankruptcy professional fees and organizational restructuring costs, (b) a negative impact of $6.0 million and $4.7 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era, and (c) a negative impact of $5.5 million and $5.1 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets. Net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a positive impact of $317.5 million from the fair value of preferred stock derivative liability and (b) a negative impact of $0.1 million due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||||
[6] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 (Predecessor) included: (a) a negative impact of $2.4 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs and (b) a negative impact of $7.2 million, $5.7 million and $0.16, respectively, due to transaction cost resulting from announced agreement to acquire Columbia. Net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 included a negative impact of $45.2 million and $1.26, respectively, due to tax valuation allowances and the Act. | |||||||||||||||||||||||
[7] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 (Predecessor) included: (a) a negative impact of $2.7 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $1.2 million, $1.0 million and $0.03, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $117.2 million, $101.1 million and $2.83, respectively, due to loss on impairment ($87.5 million on H225 aircraft, $8.9 million impairment of H225 inventory and $20.8 million of Eastern Airways asset). Net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 included a negative impact of $10.3 million and $0.29, respectively, due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||||
[8] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2018 (Predecessor) included: (a) a negative impact of $1.7 million, $1.7 million and $0.05, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs. | |||||||||||||||||||||||
[9] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 (Predecessor) included: (a) a negative impact of $5.0 million, $4.5 million and $0.13, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $24.4 million, $19.3 million and $0.54, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $1.0 million, $0.8 million and $0.02, respectively, due to CEO succession cost. Net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 included a negative impact of $7.2 million and $0.20, respectively, due to tax valuation allowances and the Act. | |||||||||||||||||||||||
[10] | See "Stockholders' Investment, Common Stock and Preferred Stock" above for further details on PIK Dividends. | |||||||||||||||||||||||
[11] | Potentially dilutive shares issuable pursuant to the Warrant Transactions were not included in the computation of diluted income per share for the seven months ended October 31, 2019 (Predecessor), fiscal year 2019 (Predecessor) and fiscal year 2018 (Predecessor) because to do so would have been anti-dilutive. | |||||||||||||||||||||||
[12] | Potentially dilutive shares were not included in the calculation because to do so would have been anti-dilutive. See Note 14 for further details on stock options and restricted stock awards. |
STOCKHOLDERS' INVESTMENT, EAR_6
STOCKHOLDERS' INVESTMENT, EARNINGS PER SHARE AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS), Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Oct. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | ||
Accumulated Other Comprehensive Income (Loss) [Abstract] | |||||
Accumulated other comprehensive loss - beginning balance | $ 0 | $ (327,989) | $ (286,094) | $ (328,277) | |
Other comprehensive income (loss) before reclassification | 21,176 | (50,243) | 33,495 | ||
Reclassified from accumulated other comprehensive loss | 1,146 | 8,348 | 8,688 | ||
Net current period other comprehensive income (loss) | (8,641) | 22,322 | (41,895) | 42,183 | |
Foreign currency exchange rate impact | 0 | 0 | 0 | ||
Accumulated other comprehensive loss - ending balance | (305,667) | ||||
Fair value fresh-start adjustment | 305,667 | ||||
Accumulated other comprehensive loss - ending balance | 0 | ||||
Accumulated other comprehensive loss - ending balance | (8,641) | 0 | (327,989) | (286,094) | |
Currency Translation Adjustments | |||||
Accumulated Other Comprehensive Income (Loss) [Abstract] | |||||
Accumulated other comprehensive loss - beginning balance | 0 | (137,867) | (79,066) | (149,721) | |
Other comprehensive income (loss) before reclassification | 23,004 | (36,562) | 30,196 | ||
Reclassified from accumulated other comprehensive loss | 0 | 0 | 0 | ||
Net current period other comprehensive income (loss) | (16,440) | 23,004 | (36,562) | 30,196 | |
Foreign currency exchange rate impact | (1,551) | (22,239) | 40,459 | ||
Accumulated other comprehensive loss - ending balance | (116,414) | ||||
Fair value fresh-start adjustment | 116,414 | ||||
Accumulated other comprehensive loss - ending balance | 0 | ||||
Accumulated other comprehensive loss - ending balance | (16,440) | 0 | (137,867) | (79,066) | |
Pension Liability Adjustments | |||||
Accumulated Other Comprehensive Income (Loss) [Abstract] | |||||
Accumulated other comprehensive loss - beginning balance | [1] | 0 | (189,734) | (206,682) | (178,556) |
Other comprehensive income (loss) before reclassification | [1] | 0 | (13,175) | 3,713 | |
Reclassified from accumulated other comprehensive loss | [1] | 0 | 7,884 | 8,620 | |
Net current period other comprehensive income (loss) | [1] | 6,389 | 0 | (5,291) | 12,333 |
Foreign currency exchange rate impact | [1] | 1,551 | 22,239 | (40,459) | |
Accumulated other comprehensive loss - ending balance | [1] | (188,183) | |||
Fair value fresh-start adjustment | [1] | 188,183 | |||
Accumulated other comprehensive loss - ending balance | [1] | 0 | |||
Accumulated other comprehensive loss - ending balance | [1] | 6,389 | 0 | (189,734) | (206,682) |
Unrealized Loss on Cash Flow Hedges | |||||
Accumulated Other Comprehensive Income (Loss) [Abstract] | |||||
Accumulated other comprehensive loss - beginning balance | [2] | 0 | (388) | (346) | 0 |
Other comprehensive income (loss) before reclassification | [2] | (1,828) | (506) | (414) | |
Reclassified from accumulated other comprehensive loss | [2] | 1,146 | 464 | 68 | |
Net current period other comprehensive income (loss) | [2] | 1,410 | (682) | (42) | (346) |
Foreign currency exchange rate impact | [2] | 0 | 0 | 0 | |
Accumulated other comprehensive loss - ending balance | [2] | (1,070) | |||
Fair value fresh-start adjustment | [2] | 1,070 | |||
Accumulated other comprehensive loss - ending balance | [2] | 0 | |||
Accumulated other comprehensive loss - ending balance | [2] | $ 1,410 | $ 0 | $ (388) | $ (346) |
[1] | Reclassification of amounts related to pension liability adjustments were included as a component of net periodic pension cost. For further details on additional pension liability recorded during fiscal year 2019, see Note 14. | ||||
[2] | Reclassification of amounts related to cash flow hedges were included as direct costs. |
SEGMENT INFORMATION, Narrative
SEGMENT INFORMATION, Narrative (Details) | 12 Months Ended |
Mar. 31, 2020SegmentHubRegion | |
Segment Reporting [Abstract] | |
Number of operating segments | Segment | 1 |
Number of aircraft hubs | Hub | 2 |
Number of reportable segments | Region | 4 |
SEGMENT INFORMATION, Revenue by
SEGMENT INFORMATION, Revenue by Segment (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 5 Months Ended | 7 Months Ended | 12 Months Ended | |||||||||||||||||
Oct. 31, 2020 | [1] | Sep. 30, 2020 | [2] | Jun. 30, 2020 | [3] | Mar. 31, 2020 | [4] | Dec. 31, 2019 | [5] | Sep. 30, 2019 | [6] | Jun. 30, 2019 | [7] | Mar. 31, 2019 | [8] | Mar. 31, 2020 | Oct. 31, 2019 | Dec. 31, 2020 | [1] | Mar. 31, 2019 | Mar. 31, 2018 | |
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | $ 105,827 | $ 318,220 | $ 333,176 | $ 284,839 | $ 329,858 | $ 349,343 | $ 366,668 | $ 323,793 | $ 485,763 | $ 757,223 | $ 200,924 | $ 1,369,662 | $ 1,433,975 | |||||||||
Europe Caspian | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 285,443 | 430,379 | 798,781 | 799,285 | ||||||||||||||||||
Africa | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 70,305 | 112,018 | 164,835 | 195,681 | ||||||||||||||||||
Americas | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 101,672 | 142,462 | 223,378 | 226,666 | ||||||||||||||||||
Asia Pacific | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 30,606 | 75,795 | 193,568 | 222,500 | ||||||||||||||||||
Corporate and other | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 375 | 394 | 1,837 | 4,520 | ||||||||||||||||||
Intersegment elimination | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 2,638 | 3,825 | 12,737 | 14,677 | ||||||||||||||||||
Intersegment elimination | Europe Caspian | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 599 | 1,719 | 7,577 | 5,655 | ||||||||||||||||||
Intersegment elimination | Africa | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 0 | 122 | 0 | 0 | ||||||||||||||||||
Intersegment elimination | Americas | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 2,038 | 1,911 | 5,100 | 8,995 | ||||||||||||||||||
Intersegment elimination | Asia Pacific | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 1 | 73 | 58 | 0 | ||||||||||||||||||
Intersegment elimination | Corporate and other | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 0 | 0 | 2 | 27 | ||||||||||||||||||
External Customer | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 485,763 | 757,223 | 1,369,662 | 1,433,975 | ||||||||||||||||||
External Customer | Europe Caspian | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 284,844 | 428,660 | 791,204 | 793,630 | ||||||||||||||||||
External Customer | Africa | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 70,305 | 111,896 | 164,835 | 195,681 | ||||||||||||||||||
External Customer | Americas | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 99,634 | 140,551 | 218,278 | 217,671 | ||||||||||||||||||
External Customer | Asia Pacific | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 30,605 | 75,722 | 193,510 | 222,500 | ||||||||||||||||||
External Customer | Corporate and other | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 375 | 394 | 1,835 | $ 4,493 | ||||||||||||||||||
Revenue Not from Contract with Customer | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 15,596 | 19,544 | 51,110 | |||||||||||||||||||
Revenue Not from Contract with Customer | Europe Caspian | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 535 | 726 | 20,037 | |||||||||||||||||||
Revenue Not from Contract with Customer | Africa | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 0 | 0 | 0 | |||||||||||||||||||
Revenue Not from Contract with Customer | Americas | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 14,971 | 18,627 | 30,799 | |||||||||||||||||||
Revenue Not from Contract with Customer | Asia Pacific | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | 20 | 191 | 274 | |||||||||||||||||||
Revenue Not from Contract with Customer | Corporate and other | ||||||||||||||||||||||
Segment Information [Abstract] | ||||||||||||||||||||||
Revenue | $ 70 | $ 0 | $ 0 | |||||||||||||||||||
[1] | Operating loss and net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $448.1 million and $430.8 million, respectively, resulting from organizational restructuring costs relating to fresh-start accounting adjustments loss, professional fees related to emergence from Chapter 11, debt related expenses from write-offs of discounts and financing fees as well as fees incurred relating to the DIP Credit Agreement and the ABL Facility, write-off of corporate lease leasehold improvements offset by the gain on settlement of liabilities subject to compromise and the reversal of the Backstop Commitment Agreement, (b) a negative impact of $133.3 million and $133.3 million, respectively, from the fair value of preferred stock derivative liability, (c) a negative impact of $56.9 million and $56.9 million, respectively, resulting from conversion features in the DIP Facility triggered upon emergence from Chapter 11, (d) a negative impact of $15.0 million and $5.0 million, respectively, resulting from the DIP claims liability expense, (e) a negative impact of $10.0 million and $9.8 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets, (f) a negative impact of $0.3 million and $0.3 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era. Net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $5.4 million due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||
[2] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 (Predecessor) included: (a) a negative impact of $96.5 million, $83.8 million and $2.33, respectively, resulting from organizational restructuring costs related to professional fees related to the Chapter 11 Cases, H175 settlement charges from the rejection of the Company's aircraft purchase contract for the 22 H175 helicopters, Backstop Commitment Agreement estimated fees, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses related to its DIP Credit Agreement, separation programs across its global organization designed to increase efficiency and reduce costs, corporate lease termination cost offset by a termination credit from the rejection of four H225 aircraft and (b) a negative impact of $62.1 million, $53.3 million and $1.48, respectively, from the impairments of $42.0 million of the H225 aircrafts, $17.5 million of Airnorth goodwill and $2.6 million of its investment in Sky Future Partners, (c) offset by a positive impact of $0.4 million, $0.4 million and $0.01, respectively, resulting from the cash received from the sale of Aviashelf. Net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 included: (a) a negative impact of $1.5 million and $0.04, respectively, from the write-off of a portion of the deferred financing fees and discount related to a portion of its 8.75% Senior Secured Notes and (b) a negative impact of $2.6 million and $0.07, respectively, due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||
[3] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 (Predecessor) included: (a) a negative impact of $91.4 million, $78.7 million and $2.19, respectively, from organizational restructuring costs resulting professional fees related to the Chapter 11 Cases, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses from write-offs of discounts and financing fees and separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $56.3 million, $56.3 million and $1.57, respectively, on loss on sale of subsidiaries resulting from the sale of Eastern Airways, BHLL and Aviashelf and (c) negative impact of $10.8 million, $10.8 million and $0.30, respectively, from cost associated with the lease return costs of H225 aircrafts. Net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 included: (a) a negative impact of $2.1 million and $0.06, respectively, related to the DIP Credit Agreement and (b) a negative impact of $0.7 million and $0.02, respectively, due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||
[4] | Operating income and net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a negative impact of $7.2 million and $5.7 million, respectively, resulting from professional fees related to post bankruptcy professional fees and organizational restructuring costs, (b) a negative impact of $6.0 million and $4.7 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era, and (c) a negative impact of $5.5 million and $5.1 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets. Net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a positive impact of $317.5 million from the fair value of preferred stock derivative liability and (b) a negative impact of $0.1 million due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||
[5] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 (Predecessor) included: (a) a negative impact of $2.4 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs and (b) a negative impact of $7.2 million, $5.7 million and $0.16, respectively, due to transaction cost resulting from announced agreement to acquire Columbia. Net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 included a negative impact of $45.2 million and $1.26, respectively, due to tax valuation allowances and the Act. | |||||||||||||||||||||
[6] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 (Predecessor) included: (a) a negative impact of $2.7 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $1.2 million, $1.0 million and $0.03, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $117.2 million, $101.1 million and $2.83, respectively, due to loss on impairment ($87.5 million on H225 aircraft, $8.9 million impairment of H225 inventory and $20.8 million of Eastern Airways asset). Net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 included a negative impact of $10.3 million and $0.29, respectively, due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||
[7] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2018 (Predecessor) included: (a) a negative impact of $1.7 million, $1.7 million and $0.05, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs. | |||||||||||||||||||||
[8] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 (Predecessor) included: (a) a negative impact of $5.0 million, $4.5 million and $0.13, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $24.4 million, $19.3 million and $0.54, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $1.0 million, $0.8 million and $0.02, respectively, due to CEO succession cost. Net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 included a negative impact of $7.2 million and $0.20, respectively, due to tax valuation allowances and the Act. |
SEGMENT INFORMATION, Operating
SEGMENT INFORMATION, Operating Performance and Total Assets by Segment (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 5 Months Ended | 7 Months Ended | 12 Months Ended | ||||||||||||||||||
Oct. 31, 2020 | [1],[2] | Sep. 30, 2020 | [2],[3] | Jun. 30, 2020 | [2],[4] | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | [2],[7] | Jun. 30, 2019 | [2],[8] | Mar. 31, 2019 | Mar. 31, 2020 | Oct. 31, 2019 | Dec. 31, 2020 | [1],[2] | Mar. 31, 2019 | Mar. 31, 2018 | |||||
Segment Information [Abstract] | |||||||||||||||||||||||
Total earnings from unconsolidated affiliates, net of losses - equity method investments | $ 4,294 | $ 6,589 | $ 1,799 | $ 16,181 | |||||||||||||||||||
Loss on disposal of assets | (451) | (3,768) | (27,843) | (17,595) | |||||||||||||||||||
Operating loss | $ 1,647 | $ (62,096) | $ (21,742) | $ (3,207) | [2],[5] | $ (30,919) | [2],[6] | $ (129,448) | $ (3,555) | $ (53,403) | [2],[9] | (5,092) | (82,191) | $ (1,885) | (217,325) | (147,983) | |||||||
Capital expenditures | 36,115 | 41,574 | 40,902 | 46,287 | |||||||||||||||||||
Depreciation and amortization | 28,238 | 70,864 | 124,899 | 124,042 | |||||||||||||||||||
Assets | 1,945,261 | 2,652,599 | 1,945,261 | 2,652,599 | |||||||||||||||||||
Total investments in unconsolidated affiliates - equity method | 77,058 | $ 0 | 111,917 | 77,058 | 111,917 | ||||||||||||||||||
Impairment of investment in unconsolidated affiliates | 9,591 | 2,575 | 0 | 85,683 | |||||||||||||||||||
Payments for construction in process | 0 | 0 | 2,300 | ||||||||||||||||||||
Construction in progress, gross | 7,800 | 51,700 | 7,800 | 51,700 | |||||||||||||||||||
Write-down of property | 0 | 42,022 | 104,939 | [10] | 0 | ||||||||||||||||||
Lider | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Total earnings from unconsolidated affiliates, net of losses - equity method investments | 453 | (438) | (2,059) | 7,179 | |||||||||||||||||||
Impairment of investment in unconsolidated affiliates | 9,600 | 85,700 | |||||||||||||||||||||
Construction in Progress | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Capital expenditures | 2,300 | ||||||||||||||||||||||
Write-down of property | 30,600 | ||||||||||||||||||||||
Original Equipment Manufacturer Cost Recoveries | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Offset amount, expense | 7,900 | 16,600 | |||||||||||||||||||||
Original Equipment Manufacturer Cost Recoveries | Rent Expense | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Offset amount, expense | 7,900 | ||||||||||||||||||||||
Europe Caspian | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Total earnings from unconsolidated affiliates, net of losses - equity method investments | 248 | 168 | 161 | 191 | |||||||||||||||||||
Total business unit operating income | 19,334 | 26,143 | 12,874 | 22,624 | |||||||||||||||||||
Capital expenditures | 30,888 | 34,670 | 11,957 | 24,797 | |||||||||||||||||||
Depreciation and amortization | 14,898 | 28,155 | 50,737 | 48,854 | |||||||||||||||||||
Assets | 1,096,022 | 1,070,863 | 1,096,022 | 1,070,863 | |||||||||||||||||||
Total investments in unconsolidated affiliates - equity method | 575 | 375 | 575 | 375 | |||||||||||||||||||
Europe Caspian | Original Equipment Manufacturer Cost Recoveries | Rent Expense | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Offset amount, expense | 4,900 | ||||||||||||||||||||||
Africa | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Total business unit operating income | 10,154 | 17,255 | 13,499 | 32,326 | |||||||||||||||||||
Capital expenditures | 508 | 609 | 777 | 3,769 | |||||||||||||||||||
Depreciation and amortization | 2,274 | 10,829 | 16,113 | 13,705 | |||||||||||||||||||
Assets | 235,165 | 325,502 | 235,165 | 325,502 | |||||||||||||||||||
Americas | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Total earnings from unconsolidated affiliates, net of losses - equity method investments | 4,046 | 6,100 | 2,041 | 16,263 | |||||||||||||||||||
Total business unit operating income | 9,762 | 13,391 | 3,530 | (72,083) | |||||||||||||||||||
Capital expenditures | 864 | 1,281 | 13,777 | 2,523 | |||||||||||||||||||
Depreciation and amortization | 4,168 | 16,654 | 28,300 | 27,468 | |||||||||||||||||||
Assets | 319,015 | 661,266 | 319,015 | 661,266 | |||||||||||||||||||
Total investments in unconsolidated affiliates - equity method | 76,483 | 108,831 | 76,483 | 108,831 | |||||||||||||||||||
Asia Pacific | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Total business unit operating income | (6,921) | (33,653) | (23,645) | (24,290) | |||||||||||||||||||
Capital expenditures | 1,363 | 1,593 | 7,957 | 6,795 | |||||||||||||||||||
Depreciation and amortization | 3,836 | 7,463 | 16,735 | 19,695 | |||||||||||||||||||
Assets | 166,229 | 255,136 | 166,229 | 255,136 | |||||||||||||||||||
Asia Pacific | Original Equipment Manufacturer Cost Recoveries | Rent Expense | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Offset amount, expense | 3,000 | ||||||||||||||||||||||
Corporate and other | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Total earnings from unconsolidated affiliates, net of losses - equity method investments | 0 | 321 | (403) | (273) | |||||||||||||||||||
Total business unit operating income | (36,970) | (101,559) | (195,740) | (88,965) | |||||||||||||||||||
Capital expenditures | 2,492 | 3,421 | 6,434 | 8,403 | |||||||||||||||||||
Depreciation and amortization | 3,062 | $ 7,763 | 13,014 | $ 14,320 | |||||||||||||||||||
Assets | 128,830 | 339,832 | 128,830 | 339,832 | |||||||||||||||||||
Total investments in unconsolidated affiliates - equity method | $ 0 | $ 2,711 | $ 0 | $ 2,711 | |||||||||||||||||||
[1] | Operating loss and net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $448.1 million and $430.8 million, respectively, resulting from organizational restructuring costs relating to fresh-start accounting adjustments loss, professional fees related to emergence from Chapter 11, debt related expenses from write-offs of discounts and financing fees as well as fees incurred relating to the DIP Credit Agreement and the ABL Facility, write-off of corporate lease leasehold improvements offset by the gain on settlement of liabilities subject to compromise and the reversal of the Backstop Commitment Agreement, (b) a negative impact of $133.3 million and $133.3 million, respectively, from the fair value of preferred stock derivative liability, (c) a negative impact of $56.9 million and $56.9 million, respectively, resulting from conversion features in the DIP Facility triggered upon emergence from Chapter 11, (d) a negative impact of $15.0 million and $5.0 million, respectively, resulting from the DIP claims liability expense, (e) a negative impact of $10.0 million and $9.8 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets, (f) a negative impact of $0.3 million and $0.3 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era. Net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $5.4 million due to tax valuation allowances on deferred tax assets. | ||||||||||||||||||||||
[2] | The fiscal quarters ended June 30, 2019 (Predecessor), September 30, 2019 (Predecessor), combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) and March 31, 2020 (Successor) included $(3.8) million, $(0.2) million, $0.1 million and $(0.3) million, respectively, in gain (loss) on disposal of assets included in operating income (loss), which impacted net income (loss) by $(3.7) million, $(0.2) million, $1.3 million and $(1.5) million, respectively. The loss on disposal of assets included the fiscal quarters ended June 30, 2019 (Predecessor) and September 30, 2019 (Predecessor) increased diluted loss per share by $0.10 and $0.00, respectively. The fiscal quarters ended June 30, 2018 (Predecessor), September 30 2018 (Predecessor), December 31, 2018 (Predecessor) and March 31, 2019 (Predecessor) included $1.7 million, $1.3 million, $16.0 million and $8.9 million, respectively, in loss on disposal of assets included in operating loss, which also increased net loss by $1.3 million, $1.4 million, $12.5 million and $7.3 million, respectively, and diluted loss per share by $0.04, $0.04, $0.35 and $0.20, respectively. | ||||||||||||||||||||||
[3] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 (Predecessor) included: (a) a negative impact of $96.5 million, $83.8 million and $2.33, respectively, resulting from organizational restructuring costs related to professional fees related to the Chapter 11 Cases, H175 settlement charges from the rejection of the Company's aircraft purchase contract for the 22 H175 helicopters, Backstop Commitment Agreement estimated fees, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses related to its DIP Credit Agreement, separation programs across its global organization designed to increase efficiency and reduce costs, corporate lease termination cost offset by a termination credit from the rejection of four H225 aircraft and (b) a negative impact of $62.1 million, $53.3 million and $1.48, respectively, from the impairments of $42.0 million of the H225 aircrafts, $17.5 million of Airnorth goodwill and $2.6 million of its investment in Sky Future Partners, (c) offset by a positive impact of $0.4 million, $0.4 million and $0.01, respectively, resulting from the cash received from the sale of Aviashelf. Net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 included: (a) a negative impact of $1.5 million and $0.04, respectively, from the write-off of a portion of the deferred financing fees and discount related to a portion of its 8.75% Senior Secured Notes and (b) a negative impact of $2.6 million and $0.07, respectively, due to tax valuation allowances on deferred tax assets. | ||||||||||||||||||||||
[4] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 (Predecessor) included: (a) a negative impact of $91.4 million, $78.7 million and $2.19, respectively, from organizational restructuring costs resulting professional fees related to the Chapter 11 Cases, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses from write-offs of discounts and financing fees and separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $56.3 million, $56.3 million and $1.57, respectively, on loss on sale of subsidiaries resulting from the sale of Eastern Airways, BHLL and Aviashelf and (c) negative impact of $10.8 million, $10.8 million and $0.30, respectively, from cost associated with the lease return costs of H225 aircrafts. Net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 included: (a) a negative impact of $2.1 million and $0.06, respectively, related to the DIP Credit Agreement and (b) a negative impact of $0.7 million and $0.02, respectively, due to tax valuation allowances on deferred tax assets. | ||||||||||||||||||||||
[5] | Operating income and net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a negative impact of $7.2 million and $5.7 million, respectively, resulting from professional fees related to post bankruptcy professional fees and organizational restructuring costs, (b) a negative impact of $6.0 million and $4.7 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era, and (c) a negative impact of $5.5 million and $5.1 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets. Net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a positive impact of $317.5 million from the fair value of preferred stock derivative liability and (b) a negative impact of $0.1 million due to tax valuation allowances on deferred tax assets. | ||||||||||||||||||||||
[6] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 (Predecessor) included: (a) a negative impact of $2.4 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs and (b) a negative impact of $7.2 million, $5.7 million and $0.16, respectively, due to transaction cost resulting from announced agreement to acquire Columbia. Net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 included a negative impact of $45.2 million and $1.26, respectively, due to tax valuation allowances and the Act. | ||||||||||||||||||||||
[7] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 (Predecessor) included: (a) a negative impact of $2.7 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $1.2 million, $1.0 million and $0.03, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $117.2 million, $101.1 million and $2.83, respectively, due to loss on impairment ($87.5 million on H225 aircraft, $8.9 million impairment of H225 inventory and $20.8 million of Eastern Airways asset). Net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 included a negative impact of $10.3 million and $0.29, respectively, due to tax valuation allowances on deferred tax assets. | ||||||||||||||||||||||
[8] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2018 (Predecessor) included: (a) a negative impact of $1.7 million, $1.7 million and $0.05, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs. | ||||||||||||||||||||||
[9] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 (Predecessor) included: (a) a negative impact of $5.0 million, $4.5 million and $0.13, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $24.4 million, $19.3 million and $0.54, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $1.0 million, $0.8 million and $0.02, respectively, due to CEO succession cost. Net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 included a negative impact of $7.2 million and $0.20, respectively, due to tax valuation allowances and the Act. | ||||||||||||||||||||||
[10] | Includes impairment of $42.0 million for H225 aircraft for the seven months ended October 31, 2019 (Predecessor). Includes impairment of $87.5 million for H225 aircraft and $17.5 million for Eastern Airways aircraft and equipment for the nine months ended December 31, 2018 (Predecessor). |
SEGMENT INFORMATION, Revenue an
SEGMENT INFORMATION, Revenue and Long Lived Assets by Country (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 5 Months Ended | 7 Months Ended | 12 Months Ended | ||||||||||||||||||
Oct. 31, 2020USD ($) | [1] | Sep. 30, 2020USD ($) | [2] | Jun. 30, 2020USD ($) | [3] | Mar. 31, 2020USD ($)Country | Dec. 31, 2019USD ($) | [5] | Sep. 30, 2019USD ($) | [6] | Jun. 30, 2019USD ($) | [7] | Mar. 31, 2019USD ($) | Mar. 31, 2020USD ($)CustomerCountry | Oct. 31, 2019USD ($)CustomerCountry | Dec. 31, 2020USD ($) | [1] | Mar. 31, 2020USD ($)Country | Mar. 31, 2019USD ($)Customer | Mar. 31, 2018USD ($)Customer | |||
Segment Information [Abstract] | |||||||||||||||||||||||
Revenues | $ 105,827 | $ 318,220 | $ 333,176 | $ 284,839 | [4] | $ 329,858 | $ 349,343 | $ 366,668 | $ 323,793 | [8] | $ 485,763 | $ 757,223 | $ 200,924 | $ 1,369,662 | $ 1,433,975 | ||||||||
Long-lived assets | 876,754 | 1,834,180 | 876,754 | $ 876,754 | 1,834,180 | ||||||||||||||||||
Construction in progress, gross | $ 7,800 | 51,700 | $ 7,800 | $ 7,800 | $ 51,700 | ||||||||||||||||||
Number of countries, entity operates | Country | 10 | 10 | 10 | 10 | |||||||||||||||||||
Concentration risk percentage | 69.00% | ||||||||||||||||||||||
Customer Concentration Risk | Sales Revenue, Net | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Concentration risk percentage | 62.00% | 62.00% | |||||||||||||||||||||
Number of other clients over 10% in any of three comparative years | Customer | 1 | 1 | 1 | 1 | |||||||||||||||||||
External Customer | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Revenues | $ 485,763 | $ 757,223 | $ 1,369,662 | $ 1,433,975 | |||||||||||||||||||
U.K. | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Revenues | 178,702 | 265,189 | 515,854 | 530,948 | |||||||||||||||||||
Long-lived assets | $ 394,394 | 600,714 | 394,394 | $ 394,394 | 600,714 | ||||||||||||||||||
Australia | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Revenues | 30,606 | 70,144 | 170,461 | 199,264 | |||||||||||||||||||
Long-lived assets | 95,110 | 162,681 | 95,110 | 95,110 | 162,681 | ||||||||||||||||||
Nigeria | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Revenues | 68,425 | 111,896 | 164,835 | 195,681 | |||||||||||||||||||
Long-lived assets | 114,219 | 255,989 | 114,219 | 114,219 | 255,989 | ||||||||||||||||||
United States | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Revenues | 43,901 | 60,440 | 105,243 | 103,047 | |||||||||||||||||||
Long-lived assets | 106,046 | 255,439 | 106,046 | 106,046 | 255,439 | ||||||||||||||||||
Canada | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Revenues | 21,139 | 27,479 | 43,970 | 50,714 | |||||||||||||||||||
Long-lived assets | 50,068 | 155,594 | 50,068 | 50,068 | 155,594 | ||||||||||||||||||
Norway | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Revenues | 104,073 | 160,695 | 272,547 | 258,878 | |||||||||||||||||||
Long-lived assets | 77,836 | 206,597 | 77,836 | 77,836 | 206,597 | ||||||||||||||||||
Trinidad | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Revenues | 18,563 | 32,896 | 52,463 | 53,144 | |||||||||||||||||||
Long-lived assets | 16,676 | 126,892 | 16,676 | 16,676 | 126,892 | ||||||||||||||||||
Other countries | |||||||||||||||||||||||
Segment Information [Abstract] | |||||||||||||||||||||||
Revenues | 20,354 | $ 28,484 | 44,289 | $ 42,299 | |||||||||||||||||||
Long-lived assets | $ 14,622 | $ 18,560 | $ 14,622 | $ 14,622 | $ 18,560 | ||||||||||||||||||
[1] | Operating loss and net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $448.1 million and $430.8 million, respectively, resulting from organizational restructuring costs relating to fresh-start accounting adjustments loss, professional fees related to emergence from Chapter 11, debt related expenses from write-offs of discounts and financing fees as well as fees incurred relating to the DIP Credit Agreement and the ABL Facility, write-off of corporate lease leasehold improvements offset by the gain on settlement of liabilities subject to compromise and the reversal of the Backstop Commitment Agreement, (b) a negative impact of $133.3 million and $133.3 million, respectively, from the fair value of preferred stock derivative liability, (c) a negative impact of $56.9 million and $56.9 million, respectively, resulting from conversion features in the DIP Facility triggered upon emergence from Chapter 11, (d) a negative impact of $15.0 million and $5.0 million, respectively, resulting from the DIP claims liability expense, (e) a negative impact of $10.0 million and $9.8 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets, (f) a negative impact of $0.3 million and $0.3 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era. Net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $5.4 million due to tax valuation allowances on deferred tax assets. | ||||||||||||||||||||||
[2] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 (Predecessor) included: (a) a negative impact of $96.5 million, $83.8 million and $2.33, respectively, resulting from organizational restructuring costs related to professional fees related to the Chapter 11 Cases, H175 settlement charges from the rejection of the Company's aircraft purchase contract for the 22 H175 helicopters, Backstop Commitment Agreement estimated fees, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses related to its DIP Credit Agreement, separation programs across its global organization designed to increase efficiency and reduce costs, corporate lease termination cost offset by a termination credit from the rejection of four H225 aircraft and (b) a negative impact of $62.1 million, $53.3 million and $1.48, respectively, from the impairments of $42.0 million of the H225 aircrafts, $17.5 million of Airnorth goodwill and $2.6 million of its investment in Sky Future Partners, (c) offset by a positive impact of $0.4 million, $0.4 million and $0.01, respectively, resulting from the cash received from the sale of Aviashelf. Net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 included: (a) a negative impact of $1.5 million and $0.04, respectively, from the write-off of a portion of the deferred financing fees and discount related to a portion of its 8.75% Senior Secured Notes and (b) a negative impact of $2.6 million and $0.07, respectively, due to tax valuation allowances on deferred tax assets. | ||||||||||||||||||||||
[3] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 (Predecessor) included: (a) a negative impact of $91.4 million, $78.7 million and $2.19, respectively, from organizational restructuring costs resulting professional fees related to the Chapter 11 Cases, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses from write-offs of discounts and financing fees and separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $56.3 million, $56.3 million and $1.57, respectively, on loss on sale of subsidiaries resulting from the sale of Eastern Airways, BHLL and Aviashelf and (c) negative impact of $10.8 million, $10.8 million and $0.30, respectively, from cost associated with the lease return costs of H225 aircrafts. Net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 included: (a) a negative impact of $2.1 million and $0.06, respectively, related to the DIP Credit Agreement and (b) a negative impact of $0.7 million and $0.02, respectively, due to tax valuation allowances on deferred tax assets. | ||||||||||||||||||||||
[4] | Operating income and net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a negative impact of $7.2 million and $5.7 million, respectively, resulting from professional fees related to post bankruptcy professional fees and organizational restructuring costs, (b) a negative impact of $6.0 million and $4.7 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era, and (c) a negative impact of $5.5 million and $5.1 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets. Net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a positive impact of $317.5 million from the fair value of preferred stock derivative liability and (b) a negative impact of $0.1 million due to tax valuation allowances on deferred tax assets. | ||||||||||||||||||||||
[5] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 (Predecessor) included: (a) a negative impact of $2.4 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs and (b) a negative impact of $7.2 million, $5.7 million and $0.16, respectively, due to transaction cost resulting from announced agreement to acquire Columbia. Net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 included a negative impact of $45.2 million and $1.26, respectively, due to tax valuation allowances and the Act. | ||||||||||||||||||||||
[6] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 (Predecessor) included: (a) a negative impact of $2.7 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $1.2 million, $1.0 million and $0.03, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $117.2 million, $101.1 million and $2.83, respectively, due to loss on impairment ($87.5 million on H225 aircraft, $8.9 million impairment of H225 inventory and $20.8 million of Eastern Airways asset). Net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 included a negative impact of $10.3 million and $0.29, respectively, due to tax valuation allowances on deferred tax assets. | ||||||||||||||||||||||
[7] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2018 (Predecessor) included: (a) a negative impact of $1.7 million, $1.7 million and $0.05, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs. | ||||||||||||||||||||||
[8] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 (Predecessor) included: (a) a negative impact of $5.0 million, $4.5 million and $0.13, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $24.4 million, $19.3 million and $0.54, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $1.0 million, $0.8 million and $0.02, respectively, due to CEO succession cost. Net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 included a negative impact of $7.2 million and $0.20, respectively, due to tax valuation allowances and the Act. |
QUARTERLY FINANCIAL INFORMATI_3
QUARTERLY FINANCIAL INFORMATION (Unaudited) (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 5 Months Ended | 7 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||||||||||||||
Oct. 31, 2020USD ($)$ / shares | [1] | Sep. 30, 2020USD ($)$ / shares | [2] | Jun. 30, 2020USD ($)$ / shares | [3] | Mar. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($)$ / shares | Sep. 30, 2019USD ($)Aircraft$ / shares | Jun. 30, 2019USD ($)Aircraft$ / shares | Mar. 31, 2019USD ($)$ / shares | Dec. 31, 2018USD ($)$ / shares | Sep. 30, 2018USD ($)$ / shares | Jun. 30, 2018USD ($)$ / shares | Mar. 31, 2020USD ($)$ / shares | Oct. 31, 2019USD ($)$ / shares | Dec. 31, 2018USD ($) | Dec. 31, 2020USD ($)$ / shares | [1] | Mar. 31, 2019USD ($)$ / shares | Mar. 31, 2018USD ($)$ / shares | May 10, 2019 | |||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Gross revenue | $ 105,827 | $ 318,220 | $ 333,176 | $ 284,839 | [4] | $ 329,858 | [5] | $ 349,343 | [6] | $ 366,668 | [7] | $ 323,793 | [8] | $ 485,763 | $ 757,223 | $ 200,924 | $ 1,369,662 | $ 1,433,975 | ||||||||||
Operating income (loss) | 1,647 | [9] | (62,096) | [9] | (21,742) | [9] | (3,207) | [4],[9] | (30,919) | [5],[9] | (129,448) | [6],[9] | (3,555) | [7],[9] | (53,403) | [8],[9] | (5,092) | (82,191) | (1,885) | [9] | (217,325) | (147,983) | ||||||
Net income attributable to Bristow Group | $ (504,194) | [9] | $ (162,974) | [9] | $ (169,246) | [9] | $ 291,740 | [4],[9] | $ (85,699) | [5],[9] | $ (143,947) | [6],[9] | $ (31,865) | [7],[9] | $ (75,336) | [8],[9] | $ 139,228 | $ (836,414) | $ (152,512) | [9] | $ (336,847) | $ (194,684) | ||||||
Basic (in dollars per share) | $ / shares | $ (14.04) | $ (4.54) | $ (4.71) | $ 24.59 | [4] | $ (2.39) | [5] | $ (4.02) | [6] | $ (0.89) | [7] | $ (2.10) | [8] | $ 10.10 | $ (23.29) | $ (14.49) | $ (9.42) | $ (5.52) | ||||||||||
Diluted (in dollars per share) | $ / shares | $ (14.04) | $ (4.54) | $ (4.71) | $ (1.26) | [4] | $ (2.39) | [5] | $ (4.02) | [6] | $ (0.89) | [7] | $ (2.10) | [8] | $ (2.19) | $ (23.29) | $ (14.49) | $ (9.42) | $ (5.52) | ||||||||||
Impairment of aircraft and equipment | $ 0 | $ 42,022 | $ 104,939 | [10] | $ 0 | |||||||||||||||||||||||
Impairment of inventories | 0 | 0 | 9,276 | 5,717 | ||||||||||||||||||||||||
Loss on impairment | 9,591 | $ 62,101 | 117,220 | $ 91,400 | ||||||||||||||||||||||||
Debt interest rate | 8.75% | 8.75% | ||||||||||||||||||||||||||
Aircraft rejected | Aircraft | 10 | 10 | ||||||||||||||||||||||||||
Derivative | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Unusual or infrequent item, or both, net (gain) loss | $ (133,300) | |||||||||||||||||||||||||||
Unusual or infrequent item, net income impact, net | $ 317,500 | (133,300) | ||||||||||||||||||||||||||
H225 Aircraft | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Unusual or infrequent item, or both, net (gain) loss | $ (10,800) | |||||||||||||||||||||||||||
Unusual or infrequent item, net income impact, net | $ (10,800) | |||||||||||||||||||||||||||
Unusual or infrequent item, earnings per share impact, net | $ / shares | $ (0.30) | |||||||||||||||||||||||||||
Impairment of aircraft and equipment | $ 87,500 | 87,500 | $ 42,000 | $ 87,500 | ||||||||||||||||||||||||
Impairment of inventories | 8,900 | $ 8,900 | ||||||||||||||||||||||||||
Loss on impairment | $ 42,000 | |||||||||||||||||||||||||||
Eastern Airways | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Impairment of aircraft and equipment | $ 17,500 | |||||||||||||||||||||||||||
Loss on impairment | 20,800 | |||||||||||||||||||||||||||
8.75% Senior Secured Notes | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Debt interest rate | 8.75% | |||||||||||||||||||||||||||
Organizational restructuring | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Unusual or infrequent item, or both, net (gain) loss | (7,200) | (448,100) | $ (96,500) | $ (91,400) | $ (5,000) | $ (2,400) | (2,700) | $ (1,700) | ||||||||||||||||||||
Unusual or infrequent item, net income impact, net | (5,700) | (430,800) | $ (83,800) | $ (78,700) | $ (4,500) | $ (2,400) | $ (2,400) | $ (1,700) | ||||||||||||||||||||
Unusual or infrequent item, earnings per share impact, net | $ / shares | $ (2.33) | $ (2.19) | $ (0.13) | $ (0.07) | $ (0.07) | $ (0.05) | ||||||||||||||||||||||
Inventory impairment | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Unusual or infrequent item, or both, net (gain) loss | $ (62,100) | $ (1,200) | ||||||||||||||||||||||||||
Unusual or infrequent item, net income impact, net | $ (53,300) | $ (1,000) | ||||||||||||||||||||||||||
Unusual or infrequent item, earnings per share impact, net | $ / shares | $ (1.48) | $ (0.03) | ||||||||||||||||||||||||||
Tax items | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Unusual or infrequent item, net income impact, net | (100) | (5,400) | $ (2,600) | $ (700) | $ (7,200) | $ (45,200) | $ 10,300 | |||||||||||||||||||||
Unusual or infrequent item, earnings per share impact, net | $ / shares | $ (0.07) | $ (0.02) | $ (0.20) | $ (1.26) | $ 0.3 | |||||||||||||||||||||||
Airnorth | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Loss on impairment | $ 17,500 | |||||||||||||||||||||||||||
Sky Futures | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Unusual or infrequent item, or both, net (gain) loss | 400 | |||||||||||||||||||||||||||
Unusual or infrequent item, net income impact, net | $ 400 | |||||||||||||||||||||||||||
Unusual or infrequent item, earnings per share impact, net | $ / shares | $ 0.01 | |||||||||||||||||||||||||||
Loss on impairment | $ 2,600 | |||||||||||||||||||||||||||
Sale of Subsidiaries | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Unusual or infrequent item, or both, net (gain) loss | $ (56,300) | |||||||||||||||||||||||||||
Unusual or infrequent item, net income impact, net | $ (56,300) | |||||||||||||||||||||||||||
Unusual or infrequent item, earnings per share impact, net | $ / shares | $ (1.57) | |||||||||||||||||||||||||||
CEO succession | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Unusual or infrequent item, or both, net (gain) loss | $ (1,000) | |||||||||||||||||||||||||||
Unusual or infrequent item, net income impact, net | $ (800) | |||||||||||||||||||||||||||
Unusual or infrequent item, earnings per share impact, net | $ / shares | $ (0.02) | |||||||||||||||||||||||||||
Termination Of Columbia | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Unusual or infrequent item, or both, net (gain) loss | $ (24,400) | $ (7,200) | ||||||||||||||||||||||||||
Unusual or infrequent item, net income impact, net | $ (19,300) | $ (5,700) | ||||||||||||||||||||||||||
Unusual or infrequent item, earnings per share impact, net | $ / shares | $ (0.54) | $ (0.16) | ||||||||||||||||||||||||||
Disposal of assets | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Unusual or infrequent item, or both, net (gain) loss | (300) | 100 | (200) | $ (3,800) | $ 8,900 | $ 16,000 | $ 1,300 | $ 1,700 | ||||||||||||||||||||
Unusual or infrequent item, net income impact, net | (1,500) | 1,300 | $ (200) | $ (3,700) | $ 7,300 | $ 12,500 | $ 1,400 | $ 1,300 | ||||||||||||||||||||
Unusual or infrequent item, earnings per share impact, net | $ / shares | $ 0 | $ 0.10 | $ 0.20 | $ 0.35 | $ 0.04 | $ 0.04 | ||||||||||||||||||||||
Write-off | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Unusual or infrequent item, net income impact, net | $ (1,500) | |||||||||||||||||||||||||||
Unusual or infrequent item, earnings per share impact, net | $ / shares | $ (0.04) | |||||||||||||||||||||||||||
DIP Credit Agreement | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Unusual or infrequent item, net income impact, net | $ (2,100) | |||||||||||||||||||||||||||
Unusual or infrequent item, earnings per share impact, net | $ / shares | $ (0.06) | |||||||||||||||||||||||||||
DIP Facility | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Unusual or infrequent item, or both, net (gain) loss | (56,900) | |||||||||||||||||||||||||||
Unusual or infrequent item, net income impact, net | (56,900) | |||||||||||||||||||||||||||
DIP Claims | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Unusual or infrequent item, or both, net (gain) loss | (15,000) | |||||||||||||||||||||||||||
Unusual or infrequent item, net income impact, net | (5,000) | |||||||||||||||||||||||||||
PBH Contract | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Unusual or infrequent item, or both, net (gain) loss | (5,500) | (10,000) | ||||||||||||||||||||||||||
Unusual or infrequent item, net income impact, net | (5,100) | (9,800) | ||||||||||||||||||||||||||
Merger with Era | ||||||||||||||||||||||||||||
Quarterly Financial Information [Abstract] | ||||||||||||||||||||||||||||
Unusual or infrequent item, or both, net (gain) loss | (6,000) | (300) | ||||||||||||||||||||||||||
Unusual or infrequent item, net income impact, net | $ (4,700) | $ (300) | ||||||||||||||||||||||||||
[1] | Operating loss and net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $448.1 million and $430.8 million, respectively, resulting from organizational restructuring costs relating to fresh-start accounting adjustments loss, professional fees related to emergence from Chapter 11, debt related expenses from write-offs of discounts and financing fees as well as fees incurred relating to the DIP Credit Agreement and the ABL Facility, write-off of corporate lease leasehold improvements offset by the gain on settlement of liabilities subject to compromise and the reversal of the Backstop Commitment Agreement, (b) a negative impact of $133.3 million and $133.3 million, respectively, from the fair value of preferred stock derivative liability, (c) a negative impact of $56.9 million and $56.9 million, respectively, resulting from conversion features in the DIP Facility triggered upon emergence from Chapter 11, (d) a negative impact of $15.0 million and $5.0 million, respectively, resulting from the DIP claims liability expense, (e) a negative impact of $10.0 million and $9.8 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets, (f) a negative impact of $0.3 million and $0.3 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era. Net loss for the combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) included: (a) a negative impact of $5.4 million due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||||||||
[2] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 (Predecessor) included: (a) a negative impact of $96.5 million, $83.8 million and $2.33, respectively, resulting from organizational restructuring costs related to professional fees related to the Chapter 11 Cases, H175 settlement charges from the rejection of the Company's aircraft purchase contract for the 22 H175 helicopters, Backstop Commitment Agreement estimated fees, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses related to its DIP Credit Agreement, separation programs across its global organization designed to increase efficiency and reduce costs, corporate lease termination cost offset by a termination credit from the rejection of four H225 aircraft and (b) a negative impact of $62.1 million, $53.3 million and $1.48, respectively, from the impairments of $42.0 million of the H225 aircrafts, $17.5 million of Airnorth goodwill and $2.6 million of its investment in Sky Future Partners, (c) offset by a positive impact of $0.4 million, $0.4 million and $0.01, respectively, resulting from the cash received from the sale of Aviashelf. Net loss and diluted loss per share for the fiscal quarter ended September 30, 2019 included: (a) a negative impact of $1.5 million and $0.04, respectively, from the write-off of a portion of the deferred financing fees and discount related to a portion of its 8.75% Senior Secured Notes and (b) a negative impact of $2.6 million and $0.07, respectively, due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||||||||
[3] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 (Predecessor) included: (a) a negative impact of $91.4 million, $78.7 million and $2.19, respectively, from organizational restructuring costs resulting professional fees related to the Chapter 11 Cases, lease termination costs resulting from the rejection of ten aircraft leases, debt related expenses from write-offs of discounts and financing fees and separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $56.3 million, $56.3 million and $1.57, respectively, on loss on sale of subsidiaries resulting from the sale of Eastern Airways, BHLL and Aviashelf and (c) negative impact of $10.8 million, $10.8 million and $0.30, respectively, from cost associated with the lease return costs of H225 aircrafts. Net loss and diluted loss per share for the fiscal quarter ended June 30, 2019 included: (a) a negative impact of $2.1 million and $0.06, respectively, related to the DIP Credit Agreement and (b) a negative impact of $0.7 million and $0.02, respectively, due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||||||||
[4] | Operating income and net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a negative impact of $7.2 million and $5.7 million, respectively, resulting from professional fees related to post bankruptcy professional fees and organizational restructuring costs, (b) a negative impact of $6.0 million and $4.7 million, respectively, resulting from transaction costs incurred as a result of the pending Merger with Era, and (c) a negative impact of $5.5 million and $5.1 million, respectively, resulting from the non-cash amortization of PBH contract intangible assets. Net income for the fiscal quarter ended March 31, 2020 (Successor) included: (a) a positive impact of $317.5 million from the fair value of preferred stock derivative liability and (b) a negative impact of $0.1 million due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||||||||
[5] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 (Predecessor) included: (a) a negative impact of $2.4 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs and (b) a negative impact of $7.2 million, $5.7 million and $0.16, respectively, due to transaction cost resulting from announced agreement to acquire Columbia. Net loss and diluted loss per share for the fiscal quarter ended December 31, 2018 included a negative impact of $45.2 million and $1.26, respectively, due to tax valuation allowances and the Act. | |||||||||||||||||||||||||||
[6] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 (Predecessor) included: (a) a negative impact of $2.7 million, $2.4 million and $0.07, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $1.2 million, $1.0 million and $0.03, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $117.2 million, $101.1 million and $2.83, respectively, due to loss on impairment ($87.5 million on H225 aircraft, $8.9 million impairment of H225 inventory and $20.8 million of Eastern Airways asset). Net loss and diluted loss per share for the fiscal quarter ended September 30, 2018 included a negative impact of $10.3 million and $0.29, respectively, due to tax valuation allowances on deferred tax assets. | |||||||||||||||||||||||||||
[7] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended June 30, 2018 (Predecessor) included: (a) a negative impact of $1.7 million, $1.7 million and $0.05, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs. | |||||||||||||||||||||||||||
[8] | Operating loss, net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 (Predecessor) included: (a) a negative impact of $5.0 million, $4.5 million and $0.13, respectively, from organizational restructuring costs resulting from separation programs across the Company's global organization designed to increase efficiency and reduce costs, (b) a negative impact of $24.4 million, $19.3 million and $0.54, respectively, due to transaction cost resulting from announced agreement to acquire Columbia and (c) a negative impact of $1.0 million, $0.8 million and $0.02, respectively, due to CEO succession cost. Net loss and diluted loss per share for the fiscal quarter ended March 31, 2019 included a negative impact of $7.2 million and $0.20, respectively, due to tax valuation allowances and the Act. | |||||||||||||||||||||||||||
[9] | The fiscal quarters ended June 30, 2019 (Predecessor), September 30, 2019 (Predecessor), combined one month ended October 31, 2019 (Predecessor) and two months ended December 31, 2019 (Successor) and March 31, 2020 (Successor) included $(3.8) million, $(0.2) million, $0.1 million and $(0.3) million, respectively, in gain (loss) on disposal of assets included in operating income (loss), which impacted net income (loss) by $(3.7) million, $(0.2) million, $1.3 million and $(1.5) million, respectively. The loss on disposal of assets included the fiscal quarters ended June 30, 2019 (Predecessor) and September 30, 2019 (Predecessor) increased diluted loss per share by $0.10 and $0.00, respectively. The fiscal quarters ended June 30, 2018 (Predecessor), September 30 2018 (Predecessor), December 31, 2018 (Predecessor) and March 31, 2019 (Predecessor) included $1.7 million, $1.3 million, $16.0 million and $8.9 million, respectively, in loss on disposal of assets included in operating loss, which also increased net loss by $1.3 million, $1.4 million, $12.5 million and $7.3 million, respectively, and diluted loss per share by $0.04, $0.04, $0.35 and $0.20, respectively. | |||||||||||||||||||||||||||
[10] | Includes impairment of $42.0 million for H225 aircraft for the seven months ended October 31, 2019 (Predecessor). Includes impairment of $87.5 million for H225 aircraft and $17.5 million for Eastern Airways aircraft and equipment for the nine months ended December 31, 2018 (Predecessor). |