South Dakota Investment Council Form 3 Bristow / Dakota Investment Council South ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

South Dakota Investment Council

(Last) (First) (Middle)

4009 W 49TH STREET, SUITE 300

(Street)

SIOUX FALLS SD 57106

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/31/2019

3. Issuer Name and Ticker or Trading Symbol
Bristow Group Inc [ BRS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $0.0001 par value per share	2,783,012	I	See footnotes(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
10.000% Series A Convertible Preferred Stock	10/31/2019	(2)	Common Stock, $0.0001 par value	2,692,104(3)	36.37	I	See footnotes(1)(3)

Explanation of Responses:

1. The shares of common stock, $0.0001 par value per share (the "Common Stock") and 10.000% Series A Convertible Preferred Stock, $0.0001 par value per share (the "Preferred Stock") to which this Form 3 relates are held indirectly by certain funds and accounts managed by the South Dakota Investment Council, a state government agency organized under the laws of the State of South Dakota.

2. The Preferred Stock is perpetual and has no expiration date.

3. The amount reported reflects the amount of shares of Common Stock, rounded to the nearest share, issuable upon conversion of the Preferred Stock based upon (i) an initial liquidation preference of $48.51 divided by (ii) a conversion price of $36.37 multiplied by (iii) the aggregate number of shares of Preferred Stock beneficially owned by the Reporting Person as of the date of issuance.

Remarks:

	SOUTH DAKOTA INVESTMENT COUNCIL, By: /s/ Matthew Clark, State Investment Officer	11/08/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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