Bristow signs $150 million DIP commitment
Bristow announced this week that it has signed a new debtor-in-possession (DIP) commitment to provide a new debt facility worth $150 million. The process is a preliminary part of the company’s progress through its Chapter 11 proceedings and of its necessary capital restructuring.
The company will be using the DIP facility to pay off on outstanding debt under secured notes and the rest will be used for general corporate purposes. Specifically, $75 million of the DIP Facility will be used to pay down outstanding secured notes.
As previously mentioned, Bristow Group will use the capital to fund global operations and to continue with investments into global operations, safety and reliability. The DIP facility is still subject to approval from the bankruptcy court.
DIP lenders on the deal include Wells Fargo Bank, DWV Maples Investments, Highbridge Capital Management, Whitebox Advisors and Bain Capital management. Davis Polk & Wardwell and Kirkland & Ellis are acting as counsel to the lenders.
New DIP Facility facts:
- Borrowers: Bristow Group
- Facility amount: $150 million
- Lenders: 50% Secured and 50% Unsecured
- LIBOR: +6% per annum
When the company filed for Chapter 11 Bankruptcy protection in May, certain senior secured noteholders made a $75 million loan to Bristow prior to the filing as well as an original $75 million DIP facility.
Alongside this new DIP facility, 89.84% of holders of Bristow’s 8.75% secured notes due 2023 as well as 54.54% of holders of its 6.25% notes due 2022 and of its 4.50% convertible notes due 2023 entered into an amended restructuring support agreement (RSA).
As part of this agreement, certain noteholders will commit to backstop $40 million and $360 million respectively for a total of $400 million of new rights offering to purchase new equity. Each holder of the unsecured notes will receive reorganized equity and the right to participate in the $360 million offering.
Finally, each holder of the secured notes will receive a payment in full or up to 98% of holder claims and will be able to participate in the $40 million rights offering.
The following eight entities are included in the filing: Bristow Group Inc., 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.