CHC GROUP REPORTS FISCAL 2016 FIRST QUARTER RESULTS



CHC GROUP REPORTS FISCAL 2016 FIRST QUARTER RESULTS
 
Initial cost reduction program has favorable impact and has mitigated top line pressure
Aircraft purchase commitments reduced; creates order book and capital spending flexibility

September 8, 2016 – Vancouver, British Columbia, Canada – CHC Group (NYSE: HELI) reported fiscal 2016 first quarter (ended July 31, 2015) consolidated revenue of $376 million, a decline of 18 percent year-over-year driven by unfavorable currency translation effects and challenging operating conditions in the global oil sector. On a constant currency basis, revenue decreased 9 percent.

The Company reported a net loss of $47 million, or $0.62 per ordinary share, for the fiscal 2016 first quarter. Excluding special items, Adjusted EBITDAR (earnings before interest, taxes, depreciation, amortization and helicopter lease and other costs) increased 2 percent to $114 million, reflecting the Company's successful execution of cost control initiatives. On a constant currency basis, Adjusted EBITDAR excluding special items was up modestly year-over-year. Adjusted EBITDAR margin, excluding special items, was 33 percent, an increase of 620 basis points year-over-year, resulting from cost control initiatives as well as the impact of foreign exchange.

The Company had a fiscal 2016 first quarter adjusted net loss of $34 million. Quarterly adjustments included, but were not limited to, a $19 million restructuring charge related to lease and other contractual costs on certain leased helicopters as well as employee severance costs.

(Periods ended July 31; US$ in millions)
First Quarter
FY15
FY16
% Change
As reported:
 
 
 
Revenue
$
461

$
376

(18)%
Net loss
(34
)
(47
)
(36)%
Adjusted1:
 
 
 
EBITDAR excluding special items2
112

114

2%
EBITDAR Margin3
26.6
%
32.8
%
620bps
Net loss4
(37
)
(34
)
8%

1.
See a description of non-GAAP financial measures and reconciliation to comparable GAAP measures later in this document.
2.
Corporate transaction costs were excluded from EBITDAR. See a description of non-GAAP financial measures and reconciliation to comparable GAAP measures later in this document.
3.
Adjusted EBITDAR margin excluding special items is calculated as Adjusted EBITDAR excluding special items as a percentage of operating revenue. Operating revenue in fiscal 2015 first quarter was $421 million and in fiscal 2016 first quarter was $347 million.
4.
Adjusted net loss excludes corporate transaction costs, asset dispositions, asset impairments, restructuring expense, debt extinguishment, the revaluation of our derivatives and foreign-exchange gain (loss), and net income or loss attributable to non-controlling interests.

Karl Fessenden, CHC President and Chief Executive Officer:
"In the fiscal 2016 first quarter, we significantly lowered our costs and improved our capital efficiency, reflecting both the resiliency and flexibility of our business model. Excluding foreign exchange, we reduced operating expenses at the Adjusted EBITDAR level by approximately $50 million on a year-over-year basis, which more than offset the decline in revenue and resulted in modest growth in Adjusted EBITDAR. We

1



remain confident in our ability to manage through the current operating environment given the mission-critical services that we provide, coupled with the fact that the majority of our revenue is derived from oil and gas production platforms operating at low marginal costs. We continue to believe there are significant opportunities for attractive growth as production and exploration activities continue to move further offshore to meet the forecasted long-term demand for oil."

Lee Eckert, CHC Chief Financial Officer:
"While we are encouraged by the positive impact from our significant initial cost reduction program, we believe there is more runway to further improve our cost base, capital efficiency, productivity and commercial excellence."

BUSINESS SEGMENTS
Helicopter Services (flying)
Fiscal 2016 first quarter revenue of $341 million declined 20 percent, with the negative impact of currency translation being a significant contributor to the reduction. On a constant currency basis, the decline was 9 percent, driven by lower flying activity and lower reimbursable revenue. Adjusted EBITDAR for the segment was $121 million, a decline of 4 percent largely due to the impact of foreign exchange. The segment's Adjusted EBITDAR margin of 39 percent increased approximately 590 basis points compared to the prior year quarter, reflecting the positive impact of foreign exchange and cost saving initiatives.
 
Heli-One (MRO)
Heli-One’s third-party revenue for the fiscal 2016 first quarter was $35 million, a decline of 4 percent compared to the prior year quarter due to the impact of foreign exchange. On a constant currency basis, revenue increased 8 percent year-over-year. Adjusted EBITDAR was $7 million, an increase of 40 percent and Adjusted EBITDAR margin of 12 percent increased 300 basis points compared to the prior year quarter.

LEVERAGE, LIQUIDITY AND COMMITMENTS
The Company ended the fiscal 2016 first quarter with an adjusted leverage ratio of 5.0x, which was unchanged from the prior quarter.

The Company ended the quarter with $559 million in liquidity as defined under “Non-GAAP Measures” below. This includes $145 million in undrawn capacity under the asset-based revolving credit facility. Operating cash flow was $25 million, an improvement of $56 million over the same period in the prior year.

During fiscal 2016 to date, the Company repurchased $41 million in bonds at significant discounts to face value, driving annualized interest savings of approximately $4 million.

In addition, the Company reduced its aircraft purchase commitments by $169 million. Additional flexible orders of $249 million allow the Company to monitor the market recovery before confirming dates and the type of aircraft for deliveries, further strengthening the Company's financial flexibility.  



2



CONFERENCE CALL
On Wednesday, September 9, 2015, the Company will hold its quarterly results call at 8 a.m. (Eastern Time). The call will also be audio webcast at www.chc.ca/presentations.

Presentation material accompanying the release will be posted to the Company's website before the call begins. Analysts only are invited to dial into and register for the call at 877-407-0778 (toll free) or 201-689-8565 (International), using Conference ID 13617734.

#####

ABOUT CHC
CHC Helicopter is a leader in enabling customers to go further, do more and come home safely, including oil and gas companies, government search-and-rescue agencies and organizations requiring helicopter maintenance, repair and overhaul services through the Heli-One segment. The company has a fleet of more than 230 aircraft and operates in approximately 20 countries around the world.
 
#####
 

Cautionary Note on Forward-Looking Statements
This press release contains forward-looking statements and information within the meaning of certain securities laws, including the “safe harbor” provision of the United States Private Securities Litigation Reform Act of 1995, the United States Securities Act of 1933, as amended, the United States Securities Exchange Act of 1934, as amended and other applicable securities legislation. All statements, other than statements of historical fact included in this press release, regarding as well as, our strategy, future operations, projections, conclusions, forecasts and other statements are “forward-looking statements”. While these forward-looking statements represent our best current judgment, actual results could differ materially from the conclusions, forecasts or projections contained in the forward-looking statements. Certain material factors or assumptions were applied in drawing a conclusion or making a forecast or projection in the forward-looking information contained herein. Such factors include: volatility in the oil and gas sector generally, and the potential impact of such volatility on offshore exploration and production, particularly on demand for offshore transportation services, competition in the markets we serve, our ability to secure and maintain long-term support contracts, our ability to maintain standards of acceptable safety performance, exchange rate fluctuations, political, economic, and regulatory uncertainty, problems with our nonwholly-owned entities, including potential conflicts with the other owners of such entities, exposure to credit risks, our ability to continue funding our working capital requirements, our ability to remain in compliance with the New York Stock Exchange listing standards, risks inherent in the operation of helicopters, unanticipated costs or cost increases associated with our business operations, trade industry exposure, inflation, ability to continue maintaining government issued licenses, necessary aircraft or insurance, loss of key personnel, work stoppages due to labor disputes, and future material acquisitions or dispositions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual outcomes may vary materially from those indicated. The Company disclaims any intentions or obligations to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Please refer to our annual report on Form 10-K and quarterly reports on Form 10-Q, and our other filings, in particular any discussion of risk factors or forward-looking statements, which are filed with the SEC and available free of charge at the SEC’s website (www.sec.gov), for a full discussion of the risks and other factors that may impact any estimates or forward-looking statements made herein.

3



Contact Information
INVESTORS
 
MEDIA
Laura Campbell
 
Mary Sanderson
Director, Investor Relations
 
Director, Global Communications
+1.604.232.7316
 
+1.214.262.7384
laura.campbell@chc.ca
 
mary.sanderson@chc.ca


4



Non-GAAP Financial Measures:
This press release includes non-GAAP financial measures, including: net loss adjusted to exclude corporate transaction costs, asset dispositions, asset impairments, restructuring expense, debt extinguishment, the revaluation of our derivatives and foreign-exchange gain (loss), and net income or loss attributable to non-controlling interests ("adjusted net loss"); earnings before interest, taxes, depreciation, amortization, helicopter lease and associated costs, restructuring expense, asset impairments, gain (loss) on disposal of assets, foreign exchange gain (loss) and other financing income (charges) or total revenue plus earnings from equity accounted investees less direct costs, excluding helicopter lease and associated costs, and general and administration expenses (“Adjusted EBITDAR”); Adjusted EBITDAR excluding special items, is Adjusted EBITDAR but excludes corporate transaction costs; Adjusted net loss per ordinary share, which is calculated by dividing adjusted net loss available to common stockholders by the weighted number of ordinary shares outstanding; free cash flow, which is calculated as net cash provided by operating activities less capital expenditures; liquidity, which is calculated as cash and cash equivalents plus available borrowings under our credit facilities and the undrawn capacity of the asset-based revolving credit facility; and Adjusted leverage ratio, which is Adjusted net debt divided by the trailing twelve months Adjusted EBITDAR excluding special items, that are not required by, or presented in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”). These non-GAAP measures are not performance measures under GAAP and should not be considered as alternatives to net earnings (loss) or any other performance or liquidity measures derived in accordance with GAAP. In addition, these measures may not be comparable to similarly titled measures of other companies. CHC has provided a reconciliation of these non-GAAP measures to the most directly comparable GAAP measure below. CHC has chosen to include Adjusted net loss and Adjusted net loss per share as we consider these to be useful measures of our results before asset impairments, gain or loss on the disposal of assets and foreign exchange gains or losses. We have chosen to include Adjusted EBITDAR and Adjusted EBITDAR excluding special items, as we consider these measures to be significant indicators of our financial performance and we use these measures to assist us in allocating available capital resources. CHC has provided liquidity to demonstrate the financial flexibility that we have from period to period. CHC has provided a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measure below and has presented a detailed discussion of its reasons for including non-GAAP financial measures and the limitations associated with those measures as part of the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in our Quarterly Report on Form 10-Q and in our Annual Report on Form 10-K. CHC encourages investors to review the reconciliation and the non-GAAP discussion in conjunction with our presentation of these non-GAAP financial measures.


5



Consolidated Statements of Operations
(Expressed in thousands of United States dollars except share and per share information)
(Unaudited)

 
Three months ended
 
July 31, 2014
 
July 31, 2015
Operating revenue
$
421,074

 
$
347,028

Reimbursable revenue
39,574

 
28,909

Revenue
460,648

 
375,937

Operating expenses:
 
 
 
Direct costs
(394,547
)
 
(314,170
)
Earnings from equity accounted investees
2,677

 
1,433

General and administration costs
(21,662
)
 
(16,356
)
Depreciation
(33,725
)
 
(40,281
)
Restructuring expense

 
(19,379
)
Asset impairments
(275
)
 

Loss on disposal of assets
(5,259
)
 
(987
)
 
(452,791
)
 
(389,740
)
Operating income (loss)
7,857

 
(13,803
)
Interest on long-term debt
(34,872
)
 
(26,946
)
Foreign exchange gain (loss)
4,908

 
(10,079
)
Other financing income (charges)
(4,325
)
 
10,094

Loss before income tax
(26,432
)
 
(40,734
)
Income tax expense
(7,887
)
 
(5,908
)
Net loss
$
(34,319
)
 
$
(46,642
)
Net earnings (loss) attributable to:
 
 
 
Controlling interest
$
(42,100
)
 
$
(53,362
)
Non-controlling interests
7,781

 
6,720

Net loss
$
(34,319
)
 
$
(46,642
)
 
 
 
 
Net loss per ordinary share available to common stockholders:
 
 
 
Net loss attributable to controlling interest
$
(42,100
)
 
$
(53,362
)
Redeemable convertible preferred share dividends

 
(13,324
)
Adjustment of redeemable non-controlling interest to redemption amount

 
16,376

Net loss available to common stockholders
$
(42,100
)
 
$
(50,310
)
 
 
 
 
Net loss per ordinary share available to common stockholders - basic and diluted1
$
(0.52
)
 
$
(0.62
)
 
 
 
 
Weighted average number of ordinary shares outstanding - basic and diluted
80,530,687

 
81,375,804

(1) Net loss per ordinary share is calculated by net loss available to common stockholders divided by the weighted average number of ordinary shares outstanding - basic and diluted.

6



Consolidated Balance Sheets
(Expressed in thousands of United States dollars)
(Unaudited)
 
April 30, 2015
 
July 31, 2015
Assets
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
134,297

 
$
102,110

Receivables, net of allowance for doubtful accounts of $1.7 million and $3.2 million, respectively
241,624

 
203,172

Income taxes receivable
14,191

 
11,268

Deferred income tax assets
416

 
479

Inventories
117,748

 
110,552

Prepaid expenses
28,742

 
25,836

Other assets
67,870

 
61,532

 
604,888

 
514,949

Property and equipment, net
951,554

 
944,084

Investments
33,293

 
34,038

Intangible assets
169,598

 
163,848

Restricted cash
19,333

 
35,412

Other assets
458,156

 
493,353

Deferred income tax assets
1,333

 
1,757

Assets held for sale
13,424

 
9,903

 
$
2,251,579

 
$
2,197,344

Liabilities and Shareholders' Deficit
 
 
 
Current liabilities:
 
 
 
Payables and accruals
$
275,944

 
$
274,381

Deferred revenue
40,949

 
36,662

Income taxes payable
42,000

 
40,034

Deferred income tax liabilities
43

 
494

Current facility secured by accounts receivable
43,379

 
51,437

Other liabilities
102,100

 
100,621

Current portion of long-term debt obligations
3,624

 
10,136

 
508,039

 
513,765

Long-term debt obligations
1,215,655

 
1,227,353

Deferred revenue
64,387

 
63,150

Other liabilities
273,274

 
271,190

Deferred income tax liabilities
8,927

 
9,087

Total liabilities
2,070,282

 
2,084,545

Redeemable non-controlling interests
16,940

 
17,306

Redeemable convertible preferred shares
589,823

 
602,935

Capital stock
8

 
8

Additional paid-in capital
1,961,007

 
1,965,470

Deficit
(2,070,254
)
 
(2,123,616
)
Accumulated other comprehensive loss
(316,227
)
 
(349,304
)
 
(425,466
)
 
(507,442
)
 
$
2,251,579

 
$
2,197,344


7



Consolidated Statements of Cash Flows
(Expressed in thousands of United States dollars)
(Unaudited)
 
Three months ended
 
July 31, 2014
 
July 31, 2015
Cash provided by (used in):
 
 
 
Operating activities:
 
 
 
Net loss
$
(34,319
)
 
$
(46,642
)
Adjustments to reconcile net loss to cash flows provided by (used in) operating activities:
 
 
 
Depreciation
33,725

 
40,281

Loss on disposal of assets
5,259

 
987

Asset impairments
275

 

Earnings from equity accounted investees less dividends received
(2,174
)
 
(793
)
Deferred income taxes
1,065

 
138

Non-cash stock-based compensation expense
3,231

 
1,199

Net loss (gain) on debt extinguishment
7,444

 
(14,687
)
Amortization of long-term debt and lease deferred financing costs
2,573

 
2,469

Mark to market gain on derivative instruments
(8,408
)
 
(3,442
)
Non-cash defined benefit pension income
(207
)
 
(173
)
Defined benefit contributions and benefits paid
(17,127
)
 
(6,777
)
Unrealized loss (gain) on foreign currency exchange translation
(5,990
)
 
10,605

Other
(1,502
)
 
(3,580
)
Change in cash resulting from changes in operating assets and liabilities
 
 
 
Receivables, net of allowance
(8,282
)
 
30,726

Income taxes receivable and payable
(683
)
 
93

Inventories
(7,643
)
 
1,818

Prepaid expenses
(2,666
)
 
2,715

Payables and accruals
(12,070
)
 
5,929

Deferred revenue
11,163

 
170

Other assets and liabilities
5,091

 
4,203

Cash provided by (used in) operating activities
(31,245
)
 
25,239

Financing activities:
 
 
 
Sold interest in accounts receivable, net of collections
(9,146
)
 
10,602

Long-term debt proceeds
70,000

 
150,000

Long-term debt repayments
(71,371
)
 
(95,868
)
Redemption and repurchases of senior secured notes
(70,620
)
 

Redemption and repurchases of senior unsecured notes

 
(18,818
)
Increase in deferred financing costs

 
(2,179
)
Cash provided by (used in) financing activities
(81,137
)
 
43,737

Investing activities:
 
 
 
Property and equipment additions
(125,879
)
 
(80,095
)
Proceeds from disposal of property and equipment
69,198

 
27,723

Helicopter deposits net of lease inception refunds
(14,780
)
 
(24,360
)
Restricted cash
1,605

 
(16,638
)
Cash used in investing activities
(69,856
)
 
(93,370
)
Effect of exchange rate changes on cash and cash equivalents
(356
)
 
(7,793
)
Change in cash and cash equivalents during the period
(182,594
)
 
(32,187
)
Cash and cash equivalents, beginning of period
302,522

 
134,297

Cash and cash equivalents, end of period
$
119,928

 
$
102,110


8



Segment Performance
(Expressed in thousands of United States dollars)
(Unaudited)
Segment Third-party Revenue
 
Three months ended
 
July 31, 2014
 
July 31, 2015
Helicopter Services operating revenue
$
384,137

 
$
311,591

Reimbursable revenue
39,574

 
28,909

Helicopter Services total external revenue
423,711

 
340,500

Heli-One external revenue
36,937

 
35,437

Consolidated external revenue
$
460,648

 
$
375,937




EBITDAR Summary
 
Three months ended
 
July 31, 2014
 
July 31, 2015
Helicopter Services
$
126,801

 
$
121,243

Heli-One
5,276

 
7,364

Corporate and other
(21,662
)
 
(16,356
)
Inter-segment eliminations
(19
)
 
(733
)
Adjusted EBITDAR1
$
110,396

 
$
111,518


(1) See a description of non-GAAP financial measures under "Non-GAAP Financial Measures" and reconciliation to comparable GAAP measures below.



9



EBITDAR - Non-GAAP Reconciliation
(Expressed in thousands of United States dollars)
(Unaudited)

 
Three months ended
 
July 31, 2014
 
July 31, 2015
Helicopter Services
$
126,801

 
$
121,243

Heli-One
5,276

 
7,364

Corporate and other
(21,662
)
 
(16,356
)
Inter-segment eliminations
(19
)
 
(733
)
Adjusted EBITDAR
110,396

 
111,518

Helicopter lease and associated costs
(63,280
)
 
(64,674
)
Depreciation
(33,725
)
 
(40,281
)
Restructuring expense

 
(19,379
)
Asset impairments
(275
)
 

Loss on disposal of assets
(5,259
)
 
(987
)
Operating income (loss)
7,857

 
(13,803
)
Interest on long-term debt
(34,872
)
 
(26,946
)
Foreign exchange gain (loss)
4,908

 
(10,079
)
Other financing income (charges)
(4,325
)
 
10,094

Loss before income tax
(26,432
)
 
(40,734
)
Income tax expense
(7,887
)
 
(5,908
)
Net loss
$
(34,319
)
 
$
(46,642
)
Net earnings (loss) attributable to:
 
 
 
Controlling interest
$
(42,100
)
 
$
(53,362
)
Non-controlling interests
7,781

 
6,720

Net loss
$
(34,319
)
 
$
(46,642
)

10



EBITDAR excluding special items - Non-GAAP Reconciliation
(Expressed in thousands of United States dollars)
(Unaudited)
 
Three months ended
 
July 31, 2014
 
July 31, 2015
Adjusted EBITDAR
$
110,396

 
$
111,518

Corporate transaction costs1
1,701

 
2,309

Adjusted EBITDAR excluding special items
$
112,097

 
$
113,827

Adjusted Net Loss - Non-GAAP Reconciliation
(Expressed in thousands of United States dollars except share and per share information)
(Unaudited)
 
Three months ended
 
July 31, 2014
 
July 31, 2015
Net loss attributable to controlling interest
$
(42,100
)
 
$
(53,362
)
Corporate transaction costs1
1,701

 
2,309

Restructuring expense2

 
19,379

Asset impairments
275

 

Loss on disposal of assets
5,259

 
987

Foreign exchange loss (gain)
(4,908
)
 
10,079

Net loss (gain) on debt extinguishment3
7,444

 
(14,687
)
Unrealized loss (gain) on derivatives
(4,343
)
 
1,608

Adjusted net loss
$
(36,672
)
 
$
(33,687
)
Redeemable convertible preferred share dividends

 
(13,324
)
Adjusted net loss available to common stockholders4
$
(36,672
)
 
$
(47,011
)
Weighted average number of ordinary shares outstanding - basic and diluted
80,530,687

 
81,375,804

Adjusted net loss per ordinary share5
$
(0.46
)
 
$
(0.58
)

(1) Corporate transaction costs include costs related to senior executive turnover and other transactions.
(2) Restructuring expense relates to severance and other costs incurred as part of a review of our operations and organizational structure and fleet.
(3) Net loss (gain) on debt extinguishment relates to the redemption and purchase on the open market of our senior secured and senior unsecured notes.
(4) Adjusted net loss available to common stockholders includes redeemable convertible preferred share dividends but excludes the adjustment of $16.4 million to our redeemable non-controlling interest to redemption amount which was recognized in additional paid-in capital in the three months ended July 31, 2015.
(5) Adjusted net loss per ordinary share is calculated by dividing adjusted net loss available to common stockholders by the weighted average number of ordinary shares outstanding.

11



Reconciliation of Adjusted EBITDAR excluding special items to Adjusted Net Loss
(Expressed in thousands of United States dollars)
(Unaudited)
 
Three months ended
 
July 31, 2014
 
July 31, 2015
Adjusted EBITDAR excluding special items
$
112,097

 
$
113,827

Helicopter lease and associated costs
(63,280
)
 
(64,674
)
Depreciation
(33,725
)
 
(40,281
)
Net loss (gain) on debt extinguishment
7,444

 
(14,687
)
Unrealized loss (gain) on derivatives
(4,343
)
 
1,608

Interest on long-term debt
(34,872
)
 
(26,946
)
Other financing income (charges)
(4,325
)
 
10,094

Income tax expense
(7,887
)
 
(5,908
)
Earnings attributable to non-controlling interests
(7,781
)
 
(6,720
)
Adjusted net loss
$
(36,672
)
 
$
(33,687
)

Reconciliation of Adjusted Net Debt
(Expressed in millions of United States dollars)
(Unaudited)
 
April 30, 2015
 
July 31, 2015
Long-term debt obligations
$
1,215.7

 
$
1,227.4

Current portion of long-term debt obligations
3.6

 
10.1

Discount on senior secured notes
9.1

 
8.8

Premium on senior secured notes
(1.2
)
 
(1.2
)
Less: Cash and cash equivalents
(134.3
)
 
(102.1
)
Net Debt
$
1,092.9

 
$
1,143.0

NPV of lease commitments1
1,212.9

 
1,171.3

 
$
2,305.8

 
$
2,314.3


(1) The net present value (NPV) of lease commitments as of April 30, 2015 and July 31, 2015, discounted at 9%.

Reconciliation of Liquidity
(Expressed in millions of United States dollars)
(Unaudited)
 
April 30, 2015
 
July 31, 2015
Cash and cash equivalents
$
134.3

 
$
102.1

Senior secured revolving credit facility:
 
 
 
Facility credit limit
375.0

 
375.0

Outstanding balance on senior secured revolving credit facility

 
(55.0
)
Outstanding letters of credit
(33.3
)
 
(31.7
)
Available senior secured revolving credit facility
341.7

 
288.3

Asset-based revolving credit facility

 
145.0

Available overdraft facilities
24.1

 
23.3

 
$
500.1

 
$
558.7



12