investor relations presentation -...
TRANSCRIPT
Investor Relations Presentation
January 2008
2
Forward-looking Statements
This presentation may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements about our future business, operations, capital expenditures, fleet composition, capabilities and results; financial projections; plans, strategies and objectives of our management, including our plans and strategies to grow earnings and our business, our general strategy going forward and our business model; expected actions by us and by third parties, including our customers, competitors and regulators; the valuation of our company and its valuation relative to relevant financial indices; assumptions underlying or relating to any of the foregoing, including assumptions regarding factors impacting our business, financial results and industry; and other matters. Our forward-looking statements reflect our views and assumptions on the date of this presentation regarding future events and operating performance. They involve known and unknown risks, uncertainties and other factors, many of which may be beyond our control, that may cause actual results to differ materially from any future results, performance or achievements expressed or implied by the forward-looking statements. These risks, uncertainties and other factors include those discussed under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended March 31, 2007 and Form 10-Q for the quarter ended September 30, 2007. We do not undertake any obligation, other than as required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
3
Investment Highlights
Industry• Production Based
• Paid from offshore operating expenditures• Not as volatile or as correlated to energy cycles and oil prices
• Aftermarket• Total helicopter install base of ~ 37,000 (civil ~20,000; oil and gas ~ 1,500)• 90% of civil install base is aftermarket• Liquidity (bluebook) provides floor to BRS pricing
Bristow Group Inc.• Turnaround in 2005• Managed using Return on Capital Employed (ROCE)• Substantial investment program in progress
to drive growth• Strategic five-year financial goals
• $1.5 billion in revenues • 20% ROCE
4
Agenda
• Bristow Group overview
• Financial highlights• Strategy going forward
5
Bristow At A Glance
• NYSE: BRS• Leader in helicopter transportation services for the global offshore oil
and gas industry• Number of aircraft:
• Consolidated• Commercial 351• Training 53
• Unconsolidated 144• Total 548
• Countries Served: 22 • Employees: 4,240 • Market cap: ~ $ 1.7 billion • FY 2008 Six Months – September 30, 2007:
• Revenue: $518 million• Net Income: $57 million• EBITDA: $118 million
• FY 2007 March 31, 2007:• Revenue: $898 million• Net Income: $74 million• EBITDA: $168 million
(1)
(1)
(2)
(3)
(1) At September 30, 2007(2) At June 30, 2007(3) At December 21, 2007
6
Our Mission
“Our mission is to provide the safest and most efficient helicopter services and aviation support worldwide.”
We will achieve this by focusing on and committing to:
• Working in innovative partnerships with our customers
• Further developing our highly professional workforce• Expanding our business and extending our horizons
Through these commitments, we will provide industry-leading value to our customers, employees and shareholders while remaining true to our core values
7
1955 Bristow Helicopters Founded
1969 Offshore Logistics Founded
1996 Acquired Bristow Helicopters
2004 & 2005 Internal Review and Senior Management Changes
2006 Integrated the company and changed name to Bristow Group (NYSE:BRS)
2007 Formed Global Training Division, acquired Bristow Academy and sold Grasso Production Management Services
Key Milestones
8
Core Values
Bristow’s values represent core beliefs about how to conduct business
• Safety – Safety first, with a “Target Zero” goal of no accidents
• Quality and Excellence – Set and achieve high standards in everything we do
• Integrity – Do the right thing• Fulfillment – Develop our talents and enjoy our work• Teamwork – Communicate openly and respect each
other• Profitability – Make wise decisions and help grow
the business
9
What We Do
ProductionPlatforms and Rigs
We fly crewchanges
Fly crews and light cargo to production platforms and drilling rigs offshore
10
Where We Fit in the Offshore Energy Service Industry
Seismic Construction Drilling **Production**
Helicopter Transportation Services
Abandonment
Fundamentals which make our business less volatile:– Primarily production based– Aircraft aftermarket for excess capacity
11
Stable and Growing Business through Energy Cycles
Demand for services strongly dependent upon production activity and operating expenditures (OPEX)
• Production activity (~8,800 platforms globally; ~4,000 in the U.S. Gulf of Mexico)
• Drilling activity (~660 rigs globally, ~130 in the U.S. Gulf of Mexico)• OPEX is much less volatile than oil prices and E&D spending • BRS revenue 90% + correlated to offshore OPEX
BRS Peer Group Revenue Volatility
0.0
0.5
1.0
1.5
2.0
BRS DeepwaterDrillers
Shallow WaterDrillers
Supply Boat
Relative Volatility: OPEX & Commodity Prices
$0
$10
$20
$30
$40
$50
$60
1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006
Fiscal Year
Crud
e Oil $
/bbl
$25
$35
$45
$55
$65
$75
$85
Offs
hore
OPE
X $b
n
Offshore OPEX ($ bn) US Crude Oil Price ($/bbl)
12
Helicopter Dayrates Less Volatile than Rig/Boat DayratesGulf of Mexico Rates
$0
$3
$6
$9
$12
$15
$18
1997 1998 1999 2000 2001 2002 2003 2004 2005 2006
Supp
ly V
esse
l Day
Rat
e (0
00's
)
$0
$2
$4
$6
$8
$10
$12 Helicopter D
ay Rate (000's)
$0
$25
$50
$75
$100
$125
$150
1997 1998 1999 2000 2001 2002 2003 2004 2005 2006
Jack
up D
ay R
ate
(000
's)
$0
$5
$10
$15
$20
$25
$30 Helicopter D
ay Rate (000's)
Jackups Semis
Supply Vessels
Source: Bristow Business Development,
Rig / Boat Dayrates Bristow Helicopter Rates Bell 206L-4 Bell 214ST Sikorsky S-76C/C++Sikorsky S-76A
$0
$70
$140
$210
$280
$350
$420
1997 1998 1999 2000 2001 2002 2003 2004 2005 2006
Sem
i Day
Rat
e (0
00's
)
$0
$6
$12
$18
$24
$30
$36 Helicopter D
ay Rate (000's)
1313
Other Factors Impacting the Business
• Helicopters can be sold into the aftermarket:• Air Medical• Corporate Transportation• Electronic News Gathering• Fire Fighting• Police and Military• Tourism• Other Civilian Uses
• Strong demand increases aftermarket pricing significantly
• Cyclical, but generally less so than other oilfield service sectors
• Weather and seasonal factors can affect operations
GlobalHelicopter Fleet
(November 2007)
Military:16,921
NonOil & Gas:
18,738
Oil & Gas:1,538
Civilian Total:20,276
Source: HeliCAS Helicopter Summary
14
• Current operations in almost every major producing region in the world
Global Footprint Provides Diversity of Cash Flow Across Multiple Geographic Regions
Operating in 22 countries(as of September 30, 2007)
Region
Europe 36%
North America 24%
West Africa 16%
Southeast Asia 10%
South & Central America 7%
Other International 5%
EH Centralized Operation 1%
Bristow Academy 1%
% of Helicopter Service Total Revenue
15
Aircraft FleetAs of September 30, 2007
Type Consolidated Unconsolidated Total Capacity Engine Small Helicopters EC 120 9 - 9 4 TurbineBell 206B 21 4 25 4 Turbine AS350BB - 35 35 4 TurbineBO-105 2 - 2 4 Tw in Turbine Bell 206L-1 24 - 24 6 Turbine Bell 206L-3 15 6 21 6 Turbine Bell 206L-4 38 1 39 6 Turbine Bell 407 39 3 42 6 Turbine EC 135 2 3 5 6 Tw in Turbine Bell 427 - - - 7 Tw in Turbine BK-117 2 - 2 7 Tw in Turbine Augusta 109 - 2 2 8 Tw in Turbine
152 54 206 Medium Helicopters AW139 - 1 1 12 Tw in Turbine Bell 212 12 18 30 12 Tw in Turbine Bell 412 36 31 67 13 Tw in Turbine EC 155 10 - 10 13 Tw in Turbine Sikorsky S-76 A 35 - 35 12 Tw in Turbine Sikorsky S-76 C 30 1 31 12 Tw in Turbine EC SA 365N - 7 7 14 Tw in Turbine
123 58 181 Large Helicopters ASS332L Super Puma 31 4 35 18 Tw in Turbine Bell 214ST 5 - 5 18 Tw in Turbine Sikorsky S-61 12 - 12 18 Tw in Turbine Sikorsky S-92 4 3 7 19 Tw in TurbineMil 8 7 1 8 20 Tw in Turbine EC 225 6 - 6 25 Tw in Turbine
65 8 73 Training HelicoptersRobinson 22 9 - 9 2 PistonSchw eizer 300 CB/Cbi 41 - 41 2 PistonBell 206B 2 - 2 6 Tw in Turbine Fixed Wing 1 - 1
53 - 53 Fixed Wing 11 24 35
Total 404 144 548
Aircraft Operated
Next Generation Aircraft
Mature Aircraft Models
16
Our Customers are World Leaders
•Contracts are a monthly retainer plus per-hour flight fee– virtually no fuel risk– limited ad hoc work
•Customer dedicated aircraft•Some pooled aircraft•Corporate relationship and supply chain integration•Result – Bristow visibility to demand
Grasso
17
The Bristow Safety Vision: Target ZeroBristow Safety Record Better Than Industry
Air Accident Rate(per 100,000 flight hours)
0.860.5
1.24
2.69
1.26
4.76
00.5
11.5
22.5
33.5
44.5
5
All Types Multi Engine Single Engine
Bristow (1) OGP (2)
Safety is our first core value and our global‘Target Zero’ safety vision is:
• Zero accidents• Zero harm to people• Zero harm to the environment
25% of Management’s incentive compensation is safety based
(1) Bristow data is the average for the period from January 2003 – October 2007(2) OGP data is the Oil & Gas Producers average for the period from January 2000 – December 2004 (most recent available data)
18
Strong Macro Outlook
• Global demand for oil continues to rise; Chinese and Indian economies contributing incremental growing demand
• Continued strength in the long-term commodity market has encouraged increased investments in future exploration and production programs
• Declining shallow water opportunities continue to drive oil exploration into deeper water and to emerging markets
• Trend to more remote locations further offshore, increasing the demand for medium and large helicopters
NYMEX Futures CurvesOil & Natural Gas¹
WorldwideCapacity / Production2
(1) Source: FactSet. Dotted line represents NYMEX future curves as of June 1, 2007(2) Source: International Energy Agency
40
50
60
70
80
90
1971 1976 1981 1986 1991 1996 2001 2006
MM
bbl/d
Capacity Production
$0
$15
$30
$45
$60
$75
$90
May-2002 Feb-2004 Nov-2005 Aug-2007 May-2009 Feb-2011 Nov-2012
$/B
BL
$0.00
$3.00
$6.00
$9.00
$12.00
$15.00
$/M
MC
F
Oil Gas
19
Agenda
• Bristow Group overview
• Financial highlights
• Strategy going forward
20
Steady Revenue & EBITDA Growth
$50
$98$83
$65
$95$113 $112
$126 $130 $131$118
$168
1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008
$197
$427 $466$417
$519 $553$602 $617
$674$769
$518
$898
1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008
Fiscal Year ended March 31 ($ in millions)
Revenue EBITDA
345
292K
2007 20082006200520042003200220012000199919981997
351331320332335345335302295301288Aircraft
155K273K243K249K251K257K248K211K228K233K141KFlight Hours
13%CAGR13%CAGR16%
CAGR16%CAGR
(1)
(1)
(1)
(1)
(2)
(1) Six months ended September 30, 2007(2) Excludes Bristow Group training aircraft and unconsolidated affiliate aircraft
21
Growth in Net Income and EPS
Fiscal Year ended March 31
$21
$31
$21
$9
$28
$42$40
$52
$58 $57
$50
$74
1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008
$1.05
$1.35
$0.97
$0.42
$1.25
$1.75 $1.67
$2.21
$2.45
$1.87
$2.74
$2.15
1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008
Net Income($ in millions)
EPS
10%CAGR10%CAGR13%
CAGR13%CAGR
(1) (1)
(2)
(2)
(1) Includes $16 million pension curtailment gain(2) Six months ended September 30, 2007
22
Bristow is Well Capitalized
December 2005 Sale/Leaseback $ 70August 2006 Revolver 100September 2006 Preferred Stock 230June 2007 Senior Notes 300November 2007 Senior Notes 50
$ 750
Adjusted Debt to Total Capital 43%Adjusted Debt to EBITDA 3.50 : 1
Cash on hand * $ 348Undrawn borrowing capacity: revolving credit facility 100Aircraft sales in normal course of business not estimatedCFFO (estimated five years) ** 500
$ 948
Aircraft Capital Expenditure Program Orders FY 2008-2013 $ 276Options FY 2008-2013 608
Other not estimatedInfrastructure ($50 million in FY2008) not estimated
not estimated$ 884
* Cash on hand (as of September 30, 2007) $276 million plus pro forma for the proceeds of the November Senior Note Offering and sale of Grasso
** TTM EBITDA: $205 million (as of September 30, 2007)
Recent Financings:
Acquisitions and investments
Leverage at September 30, 2007:
Sources for Capital Expansion Program:
Uses for Capital Expansion Program:
($ in millions)
23
Agenda
• Bristow Group overview
• Financial highlights
• Strategy going forward
24
(1) Integration
Western
• North America
• South and Central America
Eastern
• Europe• West Africa• S.E. Asia• Other Int’l• Central
Operations
BristowAcademy
• One global organization• Common global standards for quality and
safety• Global customer relationship
management• Centralized financial reporting structure• New management team in place• Global fleet management, based on
ROCE (country specific hurdle rates)• Purchasing, maintenance, quality
controls• California• Florida• Louisiana• U.K.
25
(2) Growth
• Leverage existing market strength in all regions• Invest in fleet and position Bristow in growth
markets• Evaluate acquisition opportunities that
strategically fit Bristow’s business model
Opportunities for Growth
• Southeast Asia• South America• Africa• Arctic
26
BRS Total Aircraft Capital Expenditures
$18
$113
$265
$132$81
$214
$141
$86$163
$114
$0
$50
$100
$150
$200
$250
$300
$350
2005 2006 2007 2008 2009 2010 2011 2012-13
Mill
ions
OptionsOrderedActual
$294
$345
$276
$81
$265
Fiscal Year ended March 31 (Updated as of September 30, 2007)
$132
Includes Bristow training aircraft expenditures
27
16
16
1
16 1411
17
26
18
26
0
5
10
15
20
25
30
35
2005 2006 2007 2008 2009 2010 2011 2012-13
Airc
raft
Options - 42Ordered - 32Actual - 87
BRS Fleet Additions — Incremental Capacity
Fiscal Year ended March 31 (Updated as of September 30, 2007)
33
17
1114
16
Includes Bristow training aircraft
28
(a) Long-term estimates are that demand will exceed supply by a greater margin than in the next three years(b) Supply is the number of helicopters expected to enter the Oil & Gas market and is based upon discussions with Original
Equipment Manufacturers, publicly available competitor information and excludes additional supply expected to go into other markets
(c) Demand is based on known Bristow customer requirements for new helicopters and our consultants (PFC Energy) worldwide Offshore Oil & Gas new helicopter demand study which assumes a 25 year retirement timetable
Estimated Global New Helicopter Supply and DemandOffshore Oil & Gas Market
0
100
200
300
400
500
Small-Light Twins Medium Large/Heavy Total
Supply (b) Demand (c)
2008 – 2010(a)
29
Investment Highlights
Industry• Production Based
• Paid from offshore operating expenditures• Not as volatile or as correlated to energy cycles and oil prices
• Aftermarket• Total helicopter install base of ~ 37,000 (civil ~20,000; oil and gas ~ 1,500)• 90% of civil install base is aftermarket• Liquidity (bluebook) provides floor to BRS pricing
Bristow Group Inc.• Turnaround in 2005• Managed using Return on Capital Employed (ROCE)• Substantial investment program in progress
to drive growth• Strategic five-year financial goals
• $1.5 billion in revenues • 20% ROCE
Appendix
January 2008
31
CorporateSegment
Business UnitDivision
(No. of Aircraft)
CountryJoint Venture
Percent of Total Helicopter Service Revenue as of September 30, 2007.
* As of November 2, 2007
Organizational Chart
Operated Aircraft
Affiliated Aircraft
32
Resolving Regulatory Issues
Security and Exchange Commission (SEC)
Self-reported to SEC in early 2005
September 2007 - SEC final settlement (no monetary sanctions)
Department of Justice (DOJ)
DOJ subpoena to Bristow and two competitors in U.S.Gulf of Mexico in mid 2005
DOJ requests information related to Internal Review in 2007
Fully complying with all requests
No assurances as to what or when the outcome will be finalized
33
Centralized Operations
• Hub• Maintenance of aircraft• Field bases and central maintenance• Major and routine maintenance of rotating equipment and hull• Turbine engine overhaul outsourced (Power by the Hour – PBH)• Intercompany and joint venture aircraft leases
• Technical Services• Engineering design of aircraft modifications• Rotating equipment repair• Intercompany and limited third-party work
• Division Headquarters• Division President• Finance & Administration / IT & Supply chain• Facilities
34
Senior Management Team
Bill ChilesPresident and Chief
Executive OfficerJuly 2004
34*
Bill ChilesPresident and Chief
Executive OfficerJuly 2004
34*
Mark DuncanSenior Vice President
Global BusinessDevelopment January 2005
23*
Mark DuncanSenior Vice President
Global BusinessDevelopment January 2005
23*
Mike SuldoSenior Vice PresidentWestern Hemisphere
March 200239*
Mike SuldoSenior Vice PresidentWestern Hemisphere
March 200239*
Perry EldersExecutive Vice President& Chief Financial Officer
November 200524*
Perry EldersExecutive Vice President& Chief Financial Officer
November 200524*
Bill HopkinsVice President
Global StandardsSeptember 2004
37*
Bill HopkinsVice President
Global StandardsSeptember 2004
37*
Randy StaffordVice President
General Counsel &Corporate Secretary
May 200633*
Randy StaffordVice President
General Counsel &Corporate Secretary
May 200633*
Patrick CorrSenior Vice President
Global TrainingApril 2007
24*
Patrick CorrSenior Vice President
Global TrainingApril 2007
24*
* Represents years of relevant experience.
Hilary WareVice President
Global Human ResourcesAugust 2007
30*
Hilary WareVice President
Global Human ResourcesAugust 2007
30*
Richard BurmanSenior Vice PresidentEastern Hemisphere
October 200432*
Richard BurmanSenior Vice PresidentEastern Hemisphere
October 200432*
35
Management’s Stake in Bristow
% of Outstanding Common Stock Owned/
Vested Unvested Total Equity Ownership*
Board of Directors 0.6% 0.0% 0.6% Senior Management Team ** 0.8% 1.8% 2.6% Other Management 0.5% 1.6% 2.1% Total 1.9% 3.5% 5.3%
* Excludes Production Management Services sold November 2, 2007. ** SMT restricted stock vests based on time and stock price growth.
Incentive Compensation KPI’s Corporate Division Financial Performance 50% 55% Safety 25% 25% Individual Targets 25% 20% 100% 100%
(as of September 30, 2007)
36
Leverage Reconciliation
Reconciliation of Adjusted Leverage Calculationto Leverage as Disclosed at September 30, 2007in $ thousands
Total Minority Stockholders' TotalDebt Interest Investment Capital Leverage
(a) (b) (c) (d) = (a) + (b) + (c) (a) / (d)
As of September 30, 2007 557,335$ 5,258$ 942,322$ 1,504,915$ 37.0%
Adjust for:Unfunded Pension Liability 112,121 112,121$ NPV of GE Lease Obligation 47,773 47,773$
159,894 159,894$
Adjusted 717,229$ (e) 5,258$ 942,322$ 1,664,809$ 43.1%
Calculation of debt to EBITDA multiple
12-month trailing EBITDA:Fiscal year 2007 168,121$ Q1 & Q2 fiscal year 2007 (81,702) Six months ended March 31, 2007 86,419 Q1 & Q2 fiscal year 2008 118,321
204,740$ (f)
= (e)/(f) 3.50 : 1
37
EBITDA Reconciliation
($ in millions)1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007
Net Income $21,282 $31,254 $20,920 $8,890 $28,175 $42,039 $40,404 $49,825 $51,560 $57,809 $74,172Income Tax Expense 9,220 13,833 9,509 4,586 14,191 20,301 18,554 19,402 21,835 16,607 40,366Interest Expense 5,231 20,536 19,811 18,527 18,385 15,825 14,904 16,829 15,665 14,689 10,940Depreciation and Amortization 14,362 32,240 32,742 33,213 34,369 35,246 37,664 39,543 40,693 42,256 42,643EBITDA $50,095 $97,863 $82,982 $65,216 $95,120 $113,411 $111,526 $125,599 $129,753 $131,361 $168,121
Trailing 12 Months (TTM) EBITDA (A) (B) (C=A-B) (D) (C+D)6 Months Ended 6 Months Ended 6 Months Ended TTM
2007 30-Sep-06 31-Mar-07 30-Sep-07 30-Sep-07Net Income $74,172 $36,304 $37,868 $56,622 $94,490Income Tax Expense 40,366 18,271 22,095 28,475 50,570Interest Expense 10,940 6,107 4,833 9,456 14,289Depreciation and Amortization 42,643 21,020 21,623 23,768 45,391EBITDA $168,121 $81,702 $86,419 $118,321 $204,740
Reconciliation for Fiscal year ended 1997 (E) (F) (G=E-F) (H) (G+H)Year End 9 Months End Quarter End 9 Months End30-Jun-96 31-Mar-96 30-Jun-96 31-Mar-97 FY 1997
Net Income $15,276 $11,226 $4,050 $17,232 $21,282Income Tax Expense 6,123 4,578 1,545 7,675 9,220Interest Expense 300 597 -297 5,528 5,231Depreciation and Amortization 8,549 6,811 1,738 12,624 14,362EBITDA $30,248 $23,212 $7,036 $43,059 50,095$