SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION (Tables)

12 Months Ended

Mar. 31, 2019

Supplemental Condensed Consolidating Financial Information [Abstract]

The following supplemental financial information sets forth, on a consolidating basis, the balance sheet, statement of operations, comprehensive income and cash flow information for Bristow Group Inc. (“Parent Company Only”), for the Guarantor Subsidiaries and for our other subsidiaries (the “Non-Guarantor Subsidiaries”). We have not presented separate financial statements and other disclosures concerning the Guarantor Subsidiaries because management has determined that such information is not material to investors.

The supplemental condensed consolidating financial information has been prepared pursuant to the rules and regulations for condensed financial information and does not include all disclosures included in annual financial statements, although we believe that the disclosures made are adequate to make the information presented not misleading. The principal eliminating entries eliminate investments in intercompany subsidiaries, intercompany balances and intercompany revenue and expense.

The allocation of the consolidated income tax provision was made using the with and without allocation method.

Supplemental Condensed Consolidating Statement of Operations

Fiscal Year Ended March 31, 2019



	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated

	(In thousands)
Revenue:
Gross revenue	$	81		$	145,360		$	1,224,221		$	—		$	1,369,662
Intercompany revenue	—			100,402			—			(100,402		)	—
	81			245,762			1,224,221			(100,402		)	1,369,662
Operating expense:
Direct cost and reimbursable expense	219			161,814			977,196			—			1,139,229
Intercompany expenses	—			—			100,402			(100,402		)	—
Depreciation and amortization	12,330			75,743			36,826			—			124,899
General and administrative	72,770			17,221			92,122			—			182,113
	85,319			254,778			1,206,546			(100,402		)	1,446,241

Loss on impairment	—			(87,474		)	(29,746		)	—			(117,220		)
Gain (loss) on disposal of assets	(1,318		)	(23,937		)	(2,588		)	—			(27,843		)
Earnings from unconsolidated affiliates, net of losses	(203,904		)	—			4,317			203,904			4,317
Operating income (loss)	(290,460		)	(120,427		)	(10,342		)	203,904			(217,325		)

Interest expense, net	(67,672		)	(24,167		)	(18,237		)	—			(110,076		)
Other income (expense), net	217			1,358			(10,473		)	—			(8,898		)

Income (loss) before (provision) benefit for income taxes	(357,915		)	(143,236		)	(39,052		)	203,904			(336,299		)
Allocation of consolidated income taxes	21,124			(743		)	(20,220		)	—			161
Net income (loss)	(336,791		)	(143,979		)	(59,272		)	203,904			(336,138		)
Net income attributable to noncontrolling interests	(56		)	—			(653		)	—			(709		)
Net income (loss) attributable to Bristow Group	$	(336,847	)	$	(143,979	)	$	(59,925	)	$	203,904		$	(336,847	)

Supplemental Condensed Consolidating Statement of Operations

Fiscal Year Ended March 31, 2018



	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated

	(In thousands)
Revenue:
Gross revenue	$	233		$	187,333		$	1,246,409		$	—		$	1,433,975
Intercompany revenue	—			118,807			—			(118,807		)	—
	233			306,140			1,246,409			(118,807		)	1,433,975
Operating expense:
Direct cost and reimbursable expense	3,442			200,178			979,013			—			1,182,633
Intercompany expenses	—			—			118,807			(118,807		)	—
Depreciation and amortization	12,031			53,034			58,977			—			124,042
General and administrative	54,598			27,401			102,988			—			184,987
	70,071			280,613			1,259,785			(118,807		)	1,491,662

Loss on impairment	—			(1,192		)	(90,208		)	—			(91,400		)
Gain (loss) on disposal of assets	(1,995		)	5,112			(20,712		)	—			(17,595		)
Earnings from unconsolidated affiliates, net of losses	(103,422		)	—			18,699			103,422			18,699
Operating income (loss)	(175,255		)	29,447			(105,597		)	103,422			(147,983		)

Interest expense, net	(42,871		)	(22,942		)	(11,247		)	—			(77,060		)
Other income (expense), net	(168		)	(1,038		)	(1,751		)	—			(2,957		)

Loss before (provision) benefit for income taxes	(218,294		)	5,467			(118,595		)	103,422			(228,000		)
Allocation of consolidated income taxes	23,661			11,196			(3,966		)	—			30,891
Net loss	(194,633		)	16,663			(122,561		)	103,422			(197,109		)
Net (income) loss attributable to noncontrolling interests	(51		)	—			2,476			—			2,425
Net loss attributable to Bristow Group	$	(194,684	)	$	16,663		$	(120,085	)	$	103,422		$	(194,684	)

Supplemental Condensed Consolidating Statement of Operations

Fiscal Year Ended March 31, 2017



	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated

	(In thousands)
Revenue:
Gross revenue	$	—		$	170,306		$	1,217,776		$	—		$	1,388,082
Intercompany revenue	—			114,196			—			(114,196		)	—
	—			284,502			1,217,776			(114,196		)	1,388,082
Operating expense:
Direct cost and reimbursable expense	77			202,974			950,349			—			1,153,400
Intercompany expenses	—			—			114,196			(114,196		)	—
Depreciation and amortization	9,513			51,784			57,451			—			118,748
General and administrative	64,278			23,055			108,034			—			195,367
	73,868			277,813			1,230,030			(114,196		)	1,467,515

Loss on impairment	—			(4,761		)	(11,517		)	—			(16,278		)
Loss on disposal of assets	—			(15,576		)	1,077			—			(14,499		)
Earnings from unconsolidated affiliates, net of losses	(27,145		)	—			20,297			27,187			20,339
Operating income (loss)	(101,013		)	(13,648		)	(2,397		)	27,187			(89,871		)

Interest expense, net	(43,581		)	(3,480		)	(2,858		)	—			(49,919		)
Other income (expense), net	1,257			3,883			(8,678		)	—			(3,538		)

Income (loss) before (provision) benefit for income taxes	(143,337		)	(13,245		)	(13,933		)	27,187			(143,328		)
Allocation of consolidated income taxes	(26,175		)	(10,862		)	4,449			—			(32,588		)
Net income (loss)	(169,512		)	(24,107		)	(9,484		)	27,187			(175,916		)
Net (income) loss attributable to noncontrolling interests	(50		)	—			6,404			—			6,354
Net income (loss) attributable to Bristow Group	$	(169,562	)	$	(24,107	)	$	(3,080	)	$	27,187		$	(169,562	)

Condensed Statement of Comprehensive Income

The allocation of the consolidated income tax provision was made using the with and without allocation method.

Supplemental Condensed Consolidating Statement of Comprehensive Income (Loss)

Fiscal Year Ended March 31, 2019



	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations		Consolidated

	(In thousands)
Net income (loss)	$	(336,791	)	$	(143,979	)	$	(59,272	)	$	203,904	$	(336,138	)
Other comprehensive income (loss):
Currency translation adjustments	—			(1,025		)	(102,659		)	67,302		(36,382		)
Pension liability adjustment	—			—			(5,291		)	—		(5,291		)
Unrealized loss on cash flow hedges, net of tax benefit	—			—			(42		)	—		(42		)
Total comprehensive income (loss)	(336,791		)	(145,004		)	(167,264		)	271,206		(377,853		)

Net income attributable to noncontrolling interests	(56		)	—			(653		)	—		(709		)
Currency translation adjustments attributable to noncontrolling interests	—			—			(180		)	—		(180		)
Total comprehensive (income) loss attributable to noncontrolling interests	(56		)	—			(833		)	—		(889		)
Total comprehensive income (loss) attributable to Bristow Group	$	(336,847	)	$	(145,004	)	$	(168,097	)	$	271,206	$	(378,742	)

Supplemental Condensed Consolidating Statement of Comprehensive Income (Loss)

Fiscal Year Ended March 31, 2018



	Parent Company Only			Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Eliminations			Consolidated

	(In thousands)
Net loss	$	(194,633	)	$	16,663	$	(122,561	)	$	103,422		$	(197,109	)
Other comprehensive income (loss):
Currency translation adjustments	—			992		91,737			(66,802		)	25,927
Pension liability adjustment	—			—		12,333			—			12,333
Unrealized loss on cash flow hedges, net of tax benefit	—			—		(346		)	—			(346		)
Total comprehensive income (loss)	(194,633		)	17,655		(18,837		)	36,620			(159,195		)

Net (income) loss attributable to noncontrolling interests	(51		)	—		2,476			—			2,425
Currency translation adjustment attributable to noncontrolling interest	—			—		4,269			—			4,269
Total comprehensive income (loss) attributable to noncontrolling interests	(51		)	—		6,745			—			6,694
Total comprehensive income (loss) attributable to Bristow Group	$	(194,684	)	$	17,655	$	(12,092	)	$	36,620		$	(152,501	)

Supplemental Condensed Consolidating Statement of Comprehensive Income (Loss)

Fiscal Year Ended March 31, 2017



	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated

	(In thousands)
Net income (loss)	$	(169,512	)	$	(24,107	)	$	(9,484	)	$	27,187		$	(175,916	)
Other comprehensive income (loss):
Currency translation adjustments	—			388			209,065			(231,089		)	(21,636		)
Pension liability adjustment	—			—			(11,511		)	—			(11,511		)
Total comprehensive income (loss)	(169,512		)	(23,719		)	188,070			(203,902		)	(209,063		)

Net income attributable to noncontrolling interests	(50		)	—			6,404			—			6,354
Currency translation adjustments attributable to noncontrolling interests	—			—			(5,311		)	—			(5,311		)
Total comprehensive income attributable to noncontrolling interests	(50		)	—			1,093			—			1,043
Total comprehensive income (loss) attributable to Bristow Group	$	(169,562	)	$	(23,719	)	$	189,163		$	(203,902	)	$	(208,020	)

Condensed Balance Sheet

The allocation of the consolidated income tax provision was made using the with and without allocation method.

Supplemental Condensed Consolidating Balance Sheet

As of March 31, 2019



	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated

	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	90,586		$	3,205		$	84,264		$	—		$	178,055
Accounts receivable	535,502			583,912			287,822			(1,190,445		)	216,791
Inventories	—			35,331			85,977			—			121,308
Assets held for sale	—			5,541			(191		)	—			5,350
Prepaid expenses and other current assets	3,734			1,001			39,274			—			44,009
Total current assets	629,822			628,990			497,146			(1,190,445		)	565,513

Intercompany investment	1,829,271			97,435			131,608			(2,058,314		)	—
Investment in unconsolidated affiliates	—			—			118,203			—			118,203
Intercompany notes receivable	140,659			11,151			128,410			(280,220		)	—
Property and equipment - at cost:
Land and buildings	4,807			58,204			181,262			—			244,273
Aircraft and equipment	155,667			1,312,115			1,029,840			—			2,497,622
	160,474			1,370,319			1,211,102			—			2,741,895
Less – Accumulated depreciation and amortization	(47,546		)	(419,983		)	(440,186		)	—			(907,715		)
	112,928			950,336			770,916			—			1,834,180
Goodwill	—			—			18,436			—			18,436
Other assets	3,563			3,410			109,294			—			116,267
Total assets	$	2,716,243		$	1,691,322		$	1,774,013		$	(3,528,979	)	$	2,652,599

LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND STOCKHOLDERS’ INVESTMENT
Current liabilities:
Accounts payable	$	441,485		$	510,911		$	327,447		$	(1,180,270	)	$	99,573
Accrued liabilities	51,071			(9,807		)	119,433			(10,049		)	150,648
Short-term borrowings and current maturities of long-term debt	849,524			268,559			300,547			—			1,418,630
Total current liabilities	1,342,080			769,663			747,427			(1,190,319		)	1,668,851

Long-term debt, less current maturities	—			—			8,223			—			8,223
Intercompany notes payable	91,664			155,643			32,913			(280,220		)	—
Accrued pension liabilities	—			—			25,726			—			25,726
Other liabilities and deferred credits	10,430			8,613			7,186			—			26,229
Deferred taxes	59,302			26,268			25,633			—			111,203
Stockholders’ investment:
Common stock	386			4,996			131,317			(136,313		)	386
Additional paid-in-capital	862,020			29,387			284,048			(313,435		)	862,020
Retained earnings	455,598			696,397			250,333			(946,730		)	455,598
Accumulated other comprehensive income (loss)	78,306			355			255,312			(661,962		)	(327,989		)
Treasury shares	(184,796		)	—			—			—			(184,796		)
Total Bristow Group stockholders’ investment	1,211,514			731,135			921,010			(2,058,440		)	805,219
Noncontrolling interests	1,253			—			5,895			—			7,148
Total stockholders’ investment	1,212,767			731,135			926,905			(2,058,440		)	812,367
Total liabilities, redeemable noncontrolling interests and stockholders’ investment	$	2,716,243		$	1,691,322		$	1,774,013		$	(3,528,979	)	$	2,652,599

Supplemental Condensed Consolidating Balance Sheet

As of March 31, 2018



	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated

	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	277,176		$	8,904		$	94,143		$	—		$	380,223
Accounts receivable	211,412			423,214			250,984			(638,630		)	246,980
Inventories	—			31,300			98,314			—			129,614
Assets held for sale	—			26,737			3,611			—			30,348
Prepaid expenses and other current assets	3,367			4,494			41,016			(1,643		)	47,234
Total current assets	491,955			494,649			488,068			(640,273		)	834,399

Intercompany investment	2,204,862			104,435			141,683			(2,450,980		)	—
Investment in unconsolidated affiliates	—			—			131,527			—			131,527
Intercompany notes receivable	183,634			36,358			368,575			(588,567		)	—
Property and equipment - at cost:
Land and buildings	4,806			58,191			187,043			—			250,040
Aircraft and equipment	156,651			1,326,922			1,027,558			—			2,511,131
	161,457			1,385,113			1,214,601			—			2,761,171
Less – Accumulated depreciation and amortization	(39,780		)	(263,412		)	(389,959		)	—			(693,151		)
	121,677			1,121,701			824,642			—			2,068,020
Goodwill	—			—			19,907			—			19,907
Other assets	4,966			2,122			109,418			—			116,506
Total assets	$	3,007,094		$	1,759,265		$	2,083,820		$	(3,679,820	)	$	3,170,359

LIABILITIES AND STOCKHOLDERS’ INVESTMENT
Current liabilities:
Accounts payable	$	341,342		$	175,133		$	201,704		$	(616,909	)	$	101,270
Accrued liabilities	59,070			6,735			166,026			(21,955		)	209,876
Short-term borrowings and current maturities of long-term debt	840,485			296,782			338,171			—			1,475,438
Total current liabilities	1,240,897			478,650			705,901			(638,864		)	1,786,584

Long-term debt, less current maturities	—			—			11,096			—			11,096
Intercompany notes payable	132,740			370,407			41,001			(544,148		)	—
Accrued pension liabilities	—			—			37,034			—			37,034
Other liabilities and deferred credits	14,078			7,924			14,950			—			36,952
Deferred taxes	77,373			27,794			10,025			—			115,192
Stockholders’ investment:
Common stock	382			4,996			131,317			(136,313		)	382
Additional paid-in-capital	852,565			29,387			284,048			(313,435		)	852,565
Retained earnings	794,191			838,727			479,069			(1,317,796		)	794,191
Accumulated other comprehensive income (loss)	78,306			1,380			363,484			(729,264		)	(286,094		)
Treasury shares	(184,796		)	—			—			—			(184,796		)
Total Bristow Group stockholders’ investment	1,540,648			874,490			1,257,918			(2,496,808		)	1,176,248
Noncontrolling interests	1,358			—			5,895			—			7,253
Total stockholders’ investment	1,542,006			874,490			1,263,813			(2,496,808		)	1,183,501
Total liabilities and stockholders’ investment	$	3,007,094		$	1,759,265		$	2,083,820		$	(3,679,820	)	$	3,170,359

Condensed Cash Flow Statement

The allocation of the consolidated income tax provision was made using the with and without allocation method.

Supplemental Condensed Consolidating Statement of Cash Flows

Fiscal Year Ended March 31, 2019



	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations		Consolidated

	(In thousands)
Net cash provided by (used in) operating activities	$	(99,839	)	$	32,174		$	(41,772	)	$	—	$	(109,437	)

Cash flows from investing activities:
Capital expenditures	(4,576		)	(14,091		)	(22,235		)	—		(40,902		)
Proceeds from sale of consolidated affiliate	965			—			—			—		965
Proceeds from asset dispositions	—			11,780			2,033			—		13,813
Net cash provided by (used in) investing activities	(3,611		)	(2,311		)	(20,202		)	—		(26,124		)

Cash flows from financing activities:
Proceeds from borrowings	—			—			470			—		470
Debt issuance costs	(642		)	(32		)	(1,925		)	—		(2,599		)
Repayment of debt	—			(20,950		)	(40,102		)	—		(61,052		)
Partial prepayment of put/call obligation	(54		)	—			—			—		(54		)
Dividends paid to noncontrolling interest	—			—			(580		)	—		(580		)
Dividends paid	165,416			1,649			(167,065		)	—		—
Increases (decreases) in cash related to intercompany advances and debt	(248,533		)	(16,229		)	264,762			—		—
Repurchases for tax withholdings on vesting of equity awards	(2,157		)	—			—			—		(2,157		)
Issuance of Common Stock	2,830			—			—			—		2,830
Net cash provided by (used in) financing activities	(83,140		)	(35,562		)	55,560			—		(63,142		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(3,465		)	—		(3,465		)
Net increase in cash and cash equivalents	(186,590		)	(5,699		)	(9,879		)	—		(202,168		)
Cash and cash equivalents at beginning of period	277,176			8,904			94,143			—		380,223
Cash and cash equivalents at end of period	$	90,586		$	3,205		$	84,264		$	—	$	178,055

Supplemental Condensed Consolidating Statement of Cash Flows

Fiscal Year Ended March 31, 2018



	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated

	(In thousands)
Net cash provided by (used in) operating activities	$	(125,596	)	$	61,757		$	44,295		$	—		$	(19,544	)

Cash flows from investing activities:
Capital expenditures	(8,902		)	(9,754		)	(105,111		)	77,480			(46,287		)
Proceeds from asset dispositions	—			85,785			40,435			(77,480		)	48,740
Proceeds from OEM cost recoveries	—			—			94,463			—			94,463
Net cash used in investing activities	(8,902		)	76,031			29,787			—			96,916

Cash flows from financing activities:
Proceeds from borrowings	665,106			—			231,768			—			896,874
Debt issuance costs	(11,677		)	(552		)	(8,331		)	—			(20,560		)
Repayment of debt and debt redemption premiums	(621,902		)	(18,512		)	(31,153		)	—			(671,567		)
Purchase of 4½% Convertible Senior Notes call option	(40,393		)	—			—			—			(40,393		)
Proceeds from issuance of warrants	30,259			—			—			—			30,259
Partial prepayment of put/call obligation	(49		)	—			—			—			(49		)
Dividends to noncontrolling interest	—			—			(331		)	—			(331		)
Dividends paid	217,802			—			(220,267		)	—			(2,465		)
Increases (decreases) in cash related to intercompany advances and debt	171,886			(110,119		)	(61,767		)	—			—
Repurchases for tax withholdings on vesting of equity awards	(2,740		)	—			—			—			(2,740		)
Net cash provided by (used in) financing activities	408,292			(129,183		)	(90,081		)	—			189,028
Effect of exchange rate changes on cash and cash equivalents	—			—			17,167			—			17,167
Net increase (decrease) in cash and cash equivalents	273,794			8,605			1,168			—			283,567
Cash and cash equivalents at beginning of period	3,382			299			92,975			—			96,656
Cash and cash equivalents at end of period	$	277,176		$	8,904		$	94,143		$	—		$	380,223

Supplemental Condensed Consolidating Statement of Cash Flows

Fiscal Year Ended March 31, 2017



	Parent Company Only			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations		Consolidated

	(In thousands)
Net cash provided by (used in) operating activities	$	(100,841	)	$	18,359		$	94,019		$	—	$	11,537

Cash flows from investing activities:
Capital expenditures	(16,544		)	(25,756		)	(92,810		)	—		(135,110		)
Proceeds from asset dispositions	—			16,346			2,125			—		18,471
Deposits on assets held for sale	—			290			—			—		290
Net cash used in investing activities	(16,544		)	(9,120		)	(90,685		)	—		(116,349		)

Cash flows from financing activities:
Proceeds from borrowings	300,600			309,889			97,778			—		708,267
Payment of contingent consideration	—			—			(10,000		)	—		(10,000		)
Debt issuance costs	(2,925		)	(4,199		)	(886		)	—		(8,010		)
Repayment of debt and debt redemption premiums	(533,500		)	(5,016		)	(31,812		)	—		(570,328		)
Partial prepayment of put/call obligation	(49		)	—			—			—		(49		)
Dividends paid to noncontrolling interests	—			—			(2,533		)	—		(2,533		)
Dividends paid	13,780			(21,226		)	(2,385		)	—		(9,831		)
Increases (decreases) in cash related to intercompany advances and debt	308,455			(291,781		)	(16,674		)	—		—
Repurchases for tax withholdings on vesting of equity awards	(835		)	—			—			—		(835		)
Net cash provided by (used in) financing activities	85,526			(12,333		)	33,488			—		106,681
Effect of exchange rate changes on cash and cash equivalents	—			—			(9,523		)	—		(9,523		)
Net increase (decrease) in cash and cash equivalents	(31,859		)	(3,094		)	27,299			—		(7,654		)
Cash and cash equivalents at beginning of period	35,241			3,393			65,676			—		104,310
Cash and cash equivalents at end of period	$	3,382		$	299		$	92,975		$	—	$	96,656