BRISTOW GROUP, INC. Common Stock, par value $0.01 per share UNDERWRITING AGREEMENTUnderwriting Agreement • June 17th, 2008 • Bristow Group Inc • Air transportation, nonscheduled • New York
Credit Suisse Securities (USA) LLC Goldman, Sachs & Co. J.P. Morgan Securities Inc. As Representatives of the Several Underwriters, c/o Credit Suisse Securities (USA) LLC, Eleven Madison Avenue, New York, N.Y. 10010-3629
FIRST SUPPLEMENTAL INDENTURE by and among BRISTOW GROUP INC., THE SUBSIDIARY GUARANTORS NAMED HEREIN and U. S. BANK NATIONAL ASSOCIATION as Trustee Dated as of June 17, 2008 Supplemental to Indenture Dated as of June 17, 2008 3.00% Convertible Senior...First Supplemental Indenture • June 17th, 2008 • Bristow Group Inc • Air transportation, nonscheduled • New York
THIS FIRST SUPPLEMENTAL INDENTURE dated as of June 17, 2008 (this “Supplemental Indenture”), is entered into among Bristow Group Inc., a Delaware corporation (the “Company”), the Subsidiary Guarantors signatory hereto, and U.S. Bank National Association, a national banking association organized under the laws of the United States of America, as trustee (the “Trustee”). Capitalized terms used herein and not otherwise defined have the meanings set forth in the Original Indenture (as defined below).
BRISTOW GROUP INC. COMMON STOCK PURCHASE AGREEMENT June 11, 2008Common Stock Purchase Agreement • June 17th, 2008 • Bristow Group Inc • Air transportation, nonscheduled • Delaware
BRISTOW GROUP INC. UNDERWRITING AGREEMENTUnderwriting Agreement • June 17th, 2008 • Bristow Group Inc • Air transportation, nonscheduled • Alaska
Credit Suisse Securities (USA) LLC Goldman, Sachs & Co. J.P. Morgan Securities Inc. As Representatives of the Several Underwriters, c/o Credit Suisse Securities (USA) LLC,
THIRD AMENDMENT TO REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • June 17th, 2008 • Bristow Group Inc • Air transportation, nonscheduled • New York
THIS THIRD AMENDMENT TO REVOLVING CREDIT AGREEMENT (this “Amendment”), is made and entered into as of June 5, 2008, by and among BRISTOW GROUP INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions and lenders from time to time party hereto (the “Lenders”), SUNTRUST BANK, in its capacity as administrative agent for the Lenders (the “Administrative Agent”), as issuing bank (the “Issuing Bank”) and as swingline lender (the “Swingline Lender”) JPMORGAN CHASE BANK, NATIONAL ASSOCIATION as Syndication Agent, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Documentation Agent (the “Documentation Agent”).
THIRD AMENDMENT TO LETTER OF CREDIT FACILITY AGREEMENTCredit Facility Agreement • June 17th, 2008 • Bristow Group Inc • Air transportation, nonscheduled • New York
THIS THIRD AMENDMENT TO LETTER OF CREDIT FACILITY AGREEMENT (this “Amendment”), is made and entered into as of June 5, 2008, by and among BRISTOW GROUP INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions and lenders from time to time party hereto (the “Lenders”), SUNTRUST BANK, in its capacity as administrative agent for the Lenders (the “Administrative Agent”), and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as issuing bank (the “Issuing Bank”) and as Syndication Agent (the “Syndication Agent”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Documentation Agent (the “Documentation Agent”).
