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Bristow Group (NYSE: VTOL) lifts 2025 profit, adds dividend and refinances debt

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Bristow Group Inc. reported solid growth for 2025 and introduced a quarterly dividend while refinancing key debt. Full-year revenue reached $1.5 billion, up from $1.4 billion in 2024, with net income rising to $129.1 million and diluted EPS of $4.32.

Full-year Adjusted EBITDA was $245.6 million, in line with the 2025 outlook midpoint, and Adjusted Operating Income increased to $228.7 million. Offshore Energy Services drove higher profits, while Government Services revenue grew but margins compressed during contract transitions. Free cash flow was strong, with Adjusted Free Cash Flow of $186.7 million.

The company refinanced its Senior Notes with an upsized $500 million 6.75% issue due 2033 and extended its ABL facility to 2031. Bristow declared a quarterly cash dividend of $0.125 per share, payable on March 26, 2026, and affirmed 2026 guidance, targeting Adjusted EBITDA of $295–$325 million and total revenue of $1.58–$1.69 billion.

Positive

  • Dividend initiation and capital returns: Bristow declared a new quarterly cash dividend of $0.125 per share, payable on March 26, 2026, adding a recurring cash return alongside its existing $125 million share repurchase authorization.
  • Debt refinancing and extended liquidity: The company closed a $500 million 6.750% Senior Secured Notes offering due 2033 and extended its ABL facility to 2031, improving its maturity profile while maintaining $346.9 million of liquidity at December 31, 2025.
  • Growth and stronger earnings base: 2025 revenue increased to $1.49 billion from $1.42 billion, net income rose to $129.1 million, and Adjusted EBITDA climbed to $245.6 million, with management targeting a further increase to $295–$325 million in 2026.

Negative

  • None.

Insights

Strong 2025 results, cleaner balance sheet, and new dividend support a more mature equity story.

Bristow Group delivered revenue of $1.49 billion and net income of $129.1 million in 2025, both higher than 2024. Adjusted EBITDA increased to $245.6 million, while Adjusted Operating Income rose to $228.7 million, showing underlying earnings expansion despite segment mix shifts and higher personnel and other operating costs.

Cash generation was notable, with operating cash flow of $198.4 million and Adjusted Free Cash Flow of $186.7 million. Management used this position to refinance existing 6.875% Senior Secured Notes with $500 million of 6.750% Senior Notes due 2033 and extend the ABL facility to 2031, improving duration and slightly lowering the coupon.

The initiation of a quarterly dividend at $0.125 per share, alongside an existing share repurchase authorization, signals confidence in recurring cash flows. Management’s 2026 outlook calls for Adjusted EBITDA of $295–$325 million and total revenue of $1.58–$1.69 billion, underpinned by expected 2026 Adjusted Operating Income growth in Offshore Energy Services and a projected doubling in Government Services Adjusted Operating Income as new contracts fully ramp.

0001525221false00015252212026-02-252026-02-25

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  February 25, 2026

Bristow Group Inc.
(Exact Name of Registrant as Specified in Its Charter)

Delaware1-3570172-1455213
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

3151 Briarpark Drive, Suite 700,Houston,Texas77042
(Address of Principal Executive Offices)(Zip Code)

Registrant’s telephone number, including area code
(713)267-7600

None
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act  (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Title of each class
Trading Symbol(s)Name of each exchange on which registered
Common StockVTOLNYSE




Item 2.02 Results of Operations and Financial Condition
On February 25, 2026, Bristow Group Inc. (“Bristow Group”) issued a press release setting forth its fourth quarter and full year 2025 financial results. A copy of the press release is attached hereto as Exhibit 99.1 and hereby incorporated by reference. The information furnished pursuant to Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 7.01 Regulation FD Disclosure
On February 26, 2026, Bristow Group will make a presentation about its fourth quarter and full year 2025 earnings as noted in the press release described in Item 2.02 above. A copy of the presentation slides are attached hereto as Exhibit 99.2. Additionally, Bristow Group has posted the presentation on its website at www.bristowgroup.com. The information furnished pursuant to Item 7.01, including Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits
Exhibit No.Description
99.1
Press Release of Bristow Group Inc.
99.2
Presentation Slides
104Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document.



























SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
     
  Bristow Group Inc.
      
February 25, 2026 By: /s/ Jennifer D. Whalen
    
    Name: Jennifer D. Whalen
    Title: Senior Vice President, Chief Financial Officer

































Exhibit Index
Exhibit No.Description
99.1
Press Release of Bristow Group Inc.
99.2
Presentation Slides
104Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document.

Exhibit 99.1
brslogoa.jpg                                
BRISTOW GROUP REPORTS
FOURTH QUARTER AND FULL YEAR 2025 RESULTS
ACHIEVES 2025 OUTLOOK AND DECLARES DIVIDEND
Houston, Texas
February 25, 2026
Full Year Highlights:
Total revenues were $1.5 billion for the full year ended 2025 compared to $1.4 billion in 2024
Net income was $129.1 million in 2025 compared to $94.8 million in 2024
Full year 2025 Adjusted EBITDA(1) of $245.6 million was in-line with the 2025E outlook EBITDA guidance midpoint
Operating cash flow of $198.4 million in 2025 compared to $177.4 million in 2024, and Adjusted Free Cash Flow of $186.7 million in 2025 compared to $160.9 million in 2024
Refinanced Senior Notes with an upsized $500 million transaction at a lower coupon rate of 6.75% and extended maturity of 2033
Declared a quarterly cash dividend of $0.125 per share of common stock
FOR IMMEDIATE RELEASEBristow Group Inc. (NYSE: VTOL) (“Bristow” or the “Company”) today reported net income attributable to the Company of $18.4 million, or $0.61 per diluted share, for the quarter ended December 31, 2025 (the “Current Quarter”) on total revenues of $377.3 million compared to net income attributable to the Company of $51.5 million, or $1.72 per diluted share, for the quarter ended September 30, 2025 (the “Preceding Quarter”) on total revenues of $386.3 million.
Bristow reported net income attributable to the Company of $129.1 million, or $4.32 per diluted share, for the year ended December 31, 2025 (the “Current Year”) on total revenues of $1.5 billion compared to net income attributable to the Company of $94.8 million, or $3.21 per diluted share, on total revenues of $1.4 billion for the year ended December 31, 2024 (the “Prior Year”).
The following table provides select financial highlights for the periods reflected (in thousands, except per share amounts). A reconciliation of net income to EBITDA and Adjusted EBITDA, operating income to Adjusted Operating Income and net cash provided by operating activities to Free Cash Flow and Adjusted Free Cash Flow is included in the “Non-GAAP Financial Measures” section herein.
Three Months EndedYear Ended December 31,
December 31, 2025September 30, 202520252024
Total revenues$377,264 $386,289 $1,490,512 $1,415,491 
Operating income32,083 50,535 158,806 132,608 
Net income attributable to Bristow Group Inc.18,423 51,544 129,074 94,797 
Basic earnings per common share0.63 1.79 4.47 3.32 
Diluted earnings per common share0.61 1.72 4.32 3.21 
Net cash provided by operating activities76,913 23,057 198,406 177,420 
Non-GAAP(1):
Adjusted Operating Income$54,803 $62,201 $228,687 $216,841 
EBITDA50,511 67,449 261,423 207,931 
Adjusted EBITDA60,128 67,097 245,635 236,766 
Free Cash Flow70,869 20,257 183,144 159,476 
Adjusted Free Cash Flow71,752 21,365 186,661 160,911 
__________________
(1)See definitions of these non-GAAP financial measures and the reconciliation of GAAP to non-GAAP financial measures in the Non-GAAP Financial Measures section further below.
1


“With the continued growth and diversification of our Government Services business, Bristow has evolved into a scaled, multi-mission aviation services provider with leading market positions in our core markets,” said Chris Bradshaw, President and CEO of Bristow Group. “As reflected in our affirmed financial outlook, we expect Adjusted Operating Income in our Government Services business to double in 2026, and the high-quality, infrastructure-like cash flows from these contracts provide a durable cash flow foundation for the Company. In addition, we expect Adjusted Operating Income in our Offshore Energy Services business to increase by approximately 15% in 2026, primarily due to improved terms on contract renewals, and we expect increased activity in this segment in the latter part of 2026 and further building in 2027, as new deepwater projects commence. Overall, we believe the Company’s total Adjusted EBITDA will increase by approximately 25% in 2026 compared to last year, and we expect strong cash flow conversion. Bristow generated approximately $187 million of Adjusted Free Cash Flow in 2025, and our 2026 outlook reflects an Adjusted Free Cash Flow expectation in excess of $200 million. The Company completed a successful refinancing of our Senior Notes last month, with an upsized $500 million transaction at a lower coupon rate of 6.75% and an extended maturity into 2033. Bristow’s positive financial outlook, robust balance sheet, and strong liquidity position support the initiation of the Company’s cash dividend program, confirmed by today’s announcement of a $0.125 per share dividend payable on March 26, 2026.”
Sequential Quarter Results
Offshore Energy Services
Three Months Ended
($ in thousands)December 31,
2025
September 30,
2025
Favorable
(Unfavorable)
Revenues$247,454 $250,431 $(2,977)(1.2)%
Operating income42,193 42,429 (236)(0.6)%
Adjusted Operating Income50,838 51,236 (398)(0.8)%
Operating income margin17 %17 %
Adjusted Operating Income margin21 %20 %
Revenues from Offshore Energy Services were $3.0 million lower in the Current Quarter. Revenues in Africa were $2.2 million lower primarily due to the closure of the fixed wing business, and revenues in the Americas were $1.2 million lower primarily due to lower utilization, while revenues in Europe were consistent with the Preceding Quarter. Operating income from Offshore Energy Services was $0.2 million lower in the Current Quarter primarily due to the lower revenues and higher general and administrative expenses of $1.1 million related to professional services fees, partially offset by higher earnings from unconsolidated affiliates of $2.3 million and lower operating expenses of $1.6 million. The higher earnings from unconsolidated affiliates were primarily due to higher dividends and earnings. The lower operating expenses were due to lower subcontractor and other operating expenses of $3.5 million and lower repairs and maintenance costs of $2.8 million primarily due to higher vendor credits, partially offset by higher personnel and leased-in equipment costs of $4.2 million and $0.4 million, respectively.
Government Services
Three Months Ended
($ in thousands)December 31,
2025
September 30,
2025
Favorable
(Unfavorable)
Revenues$100,097 $100,898 $(801)(0.8)%
Operating income(1,607)2,586 (4,193)nm
Adjusted Operating Income7,646 10,810 (3,164)(29.3)%
Operating income margin(2)%%
Adjusted Operating Income margin%11 %
Revenues from Government Services were $0.8 million lower in the Current Quarter primarily due to lower seasonal flight hours in the United Kingdom search and rescue (“UKSAR”) operations, partially offset by the commencement of operations of an additional base on the Irish Coast Guard ("IRCG") contract in the fourth quarter. Operating loss was $1.6 million in the Current Quarter compared to operating income of $2.6 million in the Preceding Quarter primarily due to higher operating expenses of $3.3 million and the lower revenues of $0.8 million. The increase in operating expenses was due to higher repairs and maintenance costs of $2.9 million, primarily due to lower vendor credits and the timing of repairs, and higher personnel costs of $1.6 million
2


related to contract transitions, partially offset by lower other operating costs of $1.3 million primarily due to lower training and subcontractor costs.
Other Services
Three Months Ended
($ in thousands)December 31, 2025September 30,
2025
Favorable
(Unfavorable)
Revenues$29,713 $34,960 $(5,247)(15.0)%
Operating income1,530 5,463 (3,933)(72.0)%
Adjusted Operating Income4,032 8,121 (4,089)(50.4)%
Operating income margin5%16%
Adjusted Operating Income margin14%23%
Revenues from Other Services were $5.2 million lower in the Current Quarter primarily due to lower seasonal activity in Australia. Operating income was $3.9 million lower in the Current Quarter primarily due to the lower revenues, partially offset by lower operating expenses of $1.2 million related to lower activity.
Corporate
Three Months Ended
($ in thousands)December 31,
2025
September 30,
2025
Favorable
(Unfavorable)
Corporate:
Total expenses$7,922 $8,188 $266 3.2 %
Gains (losses) on disposal of assets(2,111)8,245 (10,356)nm
Operating income (loss)(10,033)57 $(10,090)nm
Consolidated:
Interest income$2,935 $2,262 $673 29.8 %
Interest expense, net(10,432)(9,962)(470)(4.7)%
Other, net(2,884)(3,087)203 6.6 %
Income tax (expense) benefit(3,026)11,843 (14,869)nm
Operating loss was $10.0 million in the Current Quarter compared to operating income of $0.1 million in the Preceding Quarter. The change in operating income (loss) was due to asset dispositions. During the Current Quarter, the Company sold or otherwise disposed of a S92 heavy helicopter and various other assets, resulting in net losses of $2.1 million. During the Preceding Quarter, the Company sold or otherwise disposed of two older AW139 medium helicopters and various other assets, resulting in net gains of $8.2 million.
Other expense, net of $2.9 million in the Current Quarter resulted from foreign exchange losses of $3.1 million and pension related costs of $4.9 million, partially offset by gains on insurance recoveries of $5.0 million. Other expense, net of $3.1 million in the Preceding Quarter resulted from foreign exchange losses.
Income tax expense was $3.0 million in the Current Quarter compared to income tax benefit of $11.8 million in the Preceding Quarter. The change in income tax is due to changes in the geographic mix of the Company’s global earnings in the Current Quarter and the release of a valuation allowance in Australia in the Preceding Quarter.

3


Full Year Results
Offshore Energy Services
Year Ended December 31,
($ in thousands)20252024Favorable
(Unfavorable)
Revenues$990,480 $966,064 $24,416 2.5 %
Operating income165,582 132,165 33,417 25.3 %
Adjusted Operating Income202,777 172,799 29,978 17.3 %
Operating income margin17 %14 %
Adjusted Operating Income margin20 %18 %
Revenues from Offshore Energy Services were $24.4 million higher in the Current Year. Revenues in Africa were $21.7 million higher primarily due to higher utilization and additional aircraft capacity. Revenues in the Americas were $19.2 million higher primarily due to higher utilization in the U.S. and Brazil, which was partially offset by the absence of a one-time benefit in the Prior Year related to the transition from cash basis recognition to an accrual basis of accounting in Canada and lower utilization in Trinidad. Revenues in Europe were $16.5 million lower primarily due to lower utilization, partially offset by higher reimbursable revenues, higher rates and favorable foreign exchange rate impacts.
Operating income was $33.4 million higher in the Current Year primarily due to the higher revenues coupled with lower general and administrative expenses of $5.9 million and lower operating expenses of $3.6 million.
The decrease in general and administrative expenses was primarily due to lower professional services fees, insurance and lease costs. Repairs and maintenance costs were $34.0 million lower primarily due to higher vendor credits. Fuel costs were $6.5 million lower due to lower global fuel prices and decreased flight hours in Europe. Insurance costs were $1.4 million lower primarily due to lower commercial property insurance premiums. Personnel costs were $21.8 million higher primarily due to increased headcount in Africa and Brazil due to increased activity, unfavorable foreign exchange rate impacts and labor agreement escalations. Other operating expenses were $15.7 million higher primarily due to higher reimbursable expenses, freight, demobilization and training costs. Leased-in equipment costs were $1.0 million higher primarily due to an increase in aircraft and non-aircraft leases.
Government Services
Year Ended December 31,
($ in thousands)20252024Favorable
(Unfavorable)
Revenues$379,437 $329,654 $49,783 15.1 %
Operating income5,078 21,070 (15,992)(75.9)%
Adjusted Operating Income38,212 50,766 (12,554)(24.7)%
Operating income margin%%
Adjusted Operating Income margin10 %15 %
Revenues from Government Services were $49.8 million higher in the Current Year due to the commencement of the IRCG contract and higher UKSAR revenues primarily due to favorable foreign exchange rate impacts and the commencement of fixed wing services. Operating income was $16.0 million lower primarily due to higher expenses attributable to the commencement of new contracts in Ireland and the UK, partially offset by the higher revenues. Operating expenses were $57.9 million higher primarily due to higher subcontractor costs of $28.2 million, which are expected to subside as transitions to the new contracts conclude in 2026, higher amortization of deferred costs of $7.7 million, increased personnel costs of $15.1 million and other operating expenses of $9.4 million, partially offset by lower repairs and maintenance costs of $2.5 million primarily due to increased vendor credits. Additionally, general and administrative costs and depreciation and amortization expenses were $4.4 million and $3.5 million higher, respectively, primarily due to the ongoing transitions of the new SAR contracts.
4


Other Services
Year Ended December 31,
($ in thousands)20252024Favorable
(Unfavorable)
Revenues$120,595 $119,773 $822 0.7 %
Operating income9,814 13,747 (3,933)(28.6)%
Adjusted Operating Income20,376 25,786 (5,410)(21.0)%
Operating income margin%11 %
Adjusted Operating Income margin17 %22 %
Revenues from Other Services were $0.8 million higher in the Current Year primarily due to higher activity in Australia and the UK, partially offset by lower revenues due to the conclusion of certain dry-lease contracts. Operating income from Other Services was $3.9 million lower primarily due to higher operating expenses of $5.9 million, offsetting the higher revenues of $0.8 million and lower depreciation and amortization expenses of $1.0 million. The increase in operating expenses was due to higher other operating expense of $2.3 million, higher personnel costs of $1.6 million and higher lease expenses of $1.6 million, all of which were primarily driven by increased activity in Australia.
Corporate
Year Ended December 31,
($ in thousands)20252024Favorable
(Unfavorable)
Corporate:
Total expenses$33,453 $33,329 $(124)(0.4)%
Gains (losses) on disposal of assets11,785 (1,045)12,830 nm
Operating loss(21,668)(34,374)12,706 37.0 %
Consolidated:
Interest income$9,354 $8,901 $453 5.1 %
Interest expense, net(39,918)(37,581)(2,337)(6.2)%
Other, net22,994 (1,865)24,859 nm
Income tax expense(21,809)(7,193)(14,616)nm
Total operating losses for Corporate were $12.7 million lower than the Prior Year primarily due to increased gains on disposal of assets. During the Current Year, the Company sold or otherwise disposed of four AW139 medium helicopters, one S92 heavy helicopter and other assets, resulting in net gains of $11.8 million. During the Prior Year, the Company sold or otherwise disposed of 13 helicopters and various other assets, resulting in net losses of $1.0 million.
Interest expense, net was $2.3 million higher in the Current Year primarily due to higher interest rates and accelerated amortization expense related to early debt repayments, partially offset by higher capitalized interest on new aircraft under construction.
Other income, net of $23.0 million in the Current Year primarily resulted from foreign exchange gains of $22.5 million and gains on insurance recoveries of $5.0 million, partially offset by pension related costs of $4.3 million. Other expense, net of $1.9 million in the Prior Year primarily resulted from foreign exchange losses of $8.9 million, partially offset by insurance recoveries of $4.5 million and pension related income of $2.5 million.
Income tax expense was $14.6 million higher in the Current Year primarily due to higher earnings before tax and the earnings mix of the Company’s global operations.
5


2025 Results In-Line with Outlook and Affirms 2026 Outlook
Please refer to the section entitled "Forward-Looking Statements Disclosure" below for further discussion regarding the risks and uncertainties as well as other important information regarding Bristow’s guidance. The following guidance also contains non-GAAP financial measures. Please read the section entitled “Non-GAAP Financial Measures” for further information.
Select financial results for 2025 and outlook for 2026 are as follows (in USD, millions):
2025E(1)
Outlook
2025A
2026E
Revenues:
Offshore Energy Services$990$990$1,010 - $1,080
Government Services$380$379$440 - $460
Other Services$120$121$130 - $150
Total revenues$1,490$1,490$1,580 - $1,690
Adjusted Operating Income:
Offshore Energy Services$200$203$225 - $235
Government Services$43$38$70 - $80
Other Services$23$20$20 - $25
Corporate($33)($33)($35 - $30)
$233$228$280 - $310
Adjusted EBITDA$245$246$295 - $325
Cash interest$45$47~$40
Cash taxes$28$27$25 - $30
Maintenance capital expenditures$14$15$20 - $25
__________________________ 
(1)Reflects the mid-point of the previously published 2025E financial outlook ranges.
Liquidity and Capital Allocation
In the Current Quarter, purchases of property and equipment were $29.1 million, of which $6.0 million were maintenance capital expenditures, and cash proceeds from dispositions of property and equipment were $2.0 million. In the Preceding Quarter, purchases of property and equipment were $29.2 million, of which $2.8 million were maintenance capital expenditures, and cash proceeds from dispositions of property and equipment were $28.6 million. See “Non-GAAP Financial Measures - Free Cash Flow and Adjusted Free Cash Flow” for a reconciliation to net cash provided by operating cash activities.
As of December 31, 2025, the Company had $286.2 million of unrestricted cash and $60.7 million of remaining availability under its amended asset-based credit facility (the “ABL Facility”) for total liquidity of $346.9 million. Borrowings under the ABL Facility are subject to certain conditions and requirements.
On January 26, 2026, Bristow Group announced the closing of a private offering of $500 million aggregate principal amount of 6.750% Senior Secured Notes due 2033 (the “6.750% Senior Notes”), which were issued at par and bear interest payable semiannually, and the amendment and extension of its ABL Facility until 2031. The Company used a portion of the net proceeds from the 6.750% Senior Notes to irrevocably deposit funds with the trustee under the indenture governing its existing 6.875% Senior Secured Notes due 2028 (the “6.875% Senior Notes”) in an amount sufficient to redeem the 6.875% Senior Notes in full on March 1, 2026, resulting in the satisfaction and discharge of the indenture governing the 6.875% Senior Notes upon deposit, with the remaining net proceeds to be used for general corporate purposes.
On February 25, 2026, Bristow declared a dividend of $0.125 per share of common stock, payable on March 26, 2026, to shareholders of record at the close of business on March 13, 2026.
6


Conference Call
Management will conduct a conference call starting at 10:00 a.m. ET (9:00 a.m. CT) on Thursday, February 26, 2026, to review the results for the quarter and full year ended December 31, 2025. The conference call can be accessed using the following link:
Link to Access Earnings Call: https://bristowgroup-4q2025.open-exchange.net/registration
A replay will be available through March 19, 2026 by using the link above. A replay will also be available on the Company’s website at www.bristowgroup.com shortly after the call and will be accessible through March 19, 2026. The accompanying investor presentation will be available on February 26, 2026, on Bristow’s website at www.bristowgroup.com.
For additional information concerning Bristow, contact Jennifer Whalen at InvestorRelations@bristowgroup.com, (713) 369-4636 or visit Bristow Group’s website at https://ir.bristowgroup.com/.
About Bristow Group
Bristow Group Inc. is the leading global provider of innovative and sustainable vertical flight solutions. We primarily provide aviation services to a broad base of offshore energy companies and government entities. Our aviation services include personnel transportation, search and rescue (“SAR”), medevac, fixed wing transportation, unmanned systems and ad-hoc helicopter services. Our energy customers charter our helicopters primarily to transport personnel to, from and between onshore bases and offshore production platforms, drilling rigs and other installations. Our government customers primarily outsource SAR activities whereby we operate specialized helicopters and provide highly trained personnel. Our other services include fixed wing transportation services through a regional airline in Australia and dry-leasing aircraft to third-party operators in support of other industries and geographic markets.
Our core business of providing aviation services to leading global energy companies and government entities provides us with geographic and customer diversity that helps mitigate risks associated with a single market or customer. We currently have customers in Australia, Brazil, Canada, Chile, the Dutch Caribbean, the Falkland Islands, Ireland, the Netherlands, Nigeria, Norway, Spain, Suriname, Trinidad and Tobago, the United Kingdom (“UK”) and the United States (“U.S.”).
7


Forward-Looking Statements Disclosure
This press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements are statements about our future business, strategy, operations, capabilities and results; financial projections; plans and objectives of our management, including our expectations regarding our quarterly dividend program and our intention to pay down debt; expected actions by us and by third parties, including our customers, competitors, vendors and regulators; and other matters. Some of the forward-looking statements can be identified by the use of words such as “believes," “belief," “forecasts," “expects," “plans," “anticipates," “intends," “projects," “estimates," “may," “might," “will," “would," “could," “should” or other similar words; however, all statements in this press release, other than statements of historical fact or historical financial results, are forward-looking statements. Our forward-looking statements reflect our views and assumptions on the date hereof regarding future events and operating performance. We believe that they are reasonable, but they involve significant known and unknown risks, uncertainties, assumptions 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. Such risks, uncertainties and factors that could cause or contribute to such differences include, but are not limited to, those discussed in our Annual Report on Form 10-K, and in particular, the risks discussed in Part I, Item 1A, “Risk Factors” of such report and those discussed in other documents we file with the Securities and Exchange Commission (the “SEC”). Accordingly, you should not put undue reliance on any forward-looking statements.
You should consider the following key factors when evaluating these forward-looking statements: the impact of supply chain disruptions and inflation and our ability to recoup rising costs in the rates we charge to our customers; our reliance on a limited number of helicopter manufacturers and suppliers and the impact of a shortfall in availability of aircraft components and parts required for maintenance and repairs of our helicopters, including significant delays in the delivery of parts for our S92 and AW189 fleet and aircraft in general; our reliance on a limited number of customers and the reduction of our customer base as a result of consolidation and/or the energy transition; public health crises, such as pandemics and epidemics, and any related government policies and actions; our inability to execute our business strategy for diversification efforts related to government services and advanced air mobility; the potential for cyberattacks or security breaches that could disrupt operations, compromise confidential or sensitive information, damage reputation, expose to legal liability, or cause financial losses; the possibility that we may be unable to maintain compliance with covenants in our financing agreements; global and regional changes in the demand, supply, prices or other market conditions affecting oil and gas, including changes resulting from a public health crisis or from the imposition or lifting of crude oil production quotas or other actions that might be imposed by the Organization of Petroleum Exporting Countries (OPEC) and other producing countries; fluctuations in the demand for our services; the possibility of significant changes in foreign exchange rates and controls; potential effects of increased competition and the introduction of alternative modes of transportation and solutions; the possibility that portions of our fleet may be grounded for extended periods of time or indefinitely (including due to severe weather events); the possibility of political instability, civil unrest, war or acts of terrorism in any of the countries where we operate or elsewhere; the possibility that we may be unable to re-deploy our aircraft to regions with greater demand; the existence of operating risks inherent in our business, including the possibility of declining safety performance; labor issues, including our inability to negotiate acceptable collective bargaining or union agreements with employees covered by such agreements; the possibility of changes in tax, environmental, trade, immigration and other laws and regulations and policies, including, without limitation, tariffs and actions of the governments that impact oil and gas operations, favor renewable energy projects or address climate change; any failure to effectively manage, and receive anticipated returns from, acquisitions, divestitures, investments, joint ventures and other portfolio actions; the possibility that we may be unable to dispose of older aircraft through sales into the aftermarket; the possibility that we may impair our long-lived assets and other assets, including inventory, property and equipment and investments in unconsolidated affiliates; general economic conditions, including interest rates or uncertainty in the capital and credit markets; disruptions in global trade, including as a result of tariffs, trade restrictions, retaliatory trade measures or the effect of such actions on trading relationships between the United States and other countries; the potential effects of any future U.S. government shutdown on our Government Services business; the possibility that reductions in spending on aviation services by governmental agencies where we are seeking contracts could adversely affect or lead to modifications of the procurement process or that such reductions in spending could adversely affect search and rescue (“SAR”) contract terms or otherwise delay service or the receipt of payments under such contracts; and the effectiveness of our environmental, social and governance initiatives.
The above description of risks and uncertainties is by no means all-inclusive, but is designed to highlight what we believe are important factors to consider. All forward-looking statements in this press release are qualified by these cautionary statements and are only made as of the date hereof. The forward-looking statements in this press release should be evaluated together with the many uncertainties that affect our businesses, particularly those discussed in greater detail in Part I, Item 1A, “Risk Factors” and Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K. We disclaim any obligation or undertaking, other than as required by law, to provide any updates or revisions to any forward-looking statement to reflect any change in our expectations or any change in events, conditions or circumstances on which the forward-looking statement is based, whether as a result of new information, future events or otherwise.
8


BRISTOW GROUP INC.
Condensed Consolidated Statements of Operations
(unaudited, in thousands, except per share amounts)
Three Months EndedFavorable/ (Unfavorable)
 December 31, 2025September 30, 2025
Total revenues$377,264 $386,289 $(9,025)
Costs and expenses:
Operating expenses
Personnel104,378 98,581 (5,797)
Repairs and maintenance55,291 55,537 246 
Insurance6,139 5,778 (361)
Fuel20,765 21,396 631 
Leased-in equipment27,329 26,714 (615)
Other69,648 75,047 5,399 
Total operating expenses283,550 283,053 (497)
General and administrative expenses43,441 43,205 (236)
Depreciation and amortization expense18,377 17,739 (638)
Total expenses345,368 343,997 (1,371)
Gains (losses) on disposal of assets(2,111)8,245 (10,356)
Earnings (losses) from unconsolidated affiliates2,298 (2)2,300 
Operating income32,083 50,535 (18,452)
Interest income2,935 2,262 673 
Interest expense, net(10,432)(9,962)(470)
Other, net(2,884)(3,087)203 
Total other income (expense), net(10,381)(10,787)406 
Income before income taxes21,702 39,748 (18,046)
Income tax benefit (expense)(3,026)11,843 (14,869)
Net income18,676 51,591 (32,915)
Net income attributable to noncontrolling interests(253)(47)(206)
Net income attributable to Bristow Group Inc.$18,423 $51,544 $(33,121)
Basic earnings per common share$0.63 $1.79 $(1.16)
Diluted earnings per common share$0.61 $1.72 $(1.11)
Weighted average common shares outstanding, basic29,093 28,867 226 
Weighted average common shares outstanding, diluted29,963 29,932 31 
Adjusted Operating Income$54,803 $62,201 $(7,398)
EBITDA $50,511 $67,449 $(16,938)
Adjusted EBITDA$60,128 $67,097 $(6,969)
9


BRISTOW GROUP INC.
Condensed Consolidated Statements of Operations
(unaudited, in thousands, except per share amounts)
Year Ended
December 31,
Favorable/ (Unfavorable)
 20252024
Total revenues$1,490,512 $1,415,491 $75,021 
Costs and expenses:
Operating expenses
Personnel378,999340,560(38,439)
Repairs and maintenance236,931273,28436,353 
Insurance24,90024,907
Fuel81,43586,9465,511 
Leased-in equipment106,607103,540(3,067)
Other273,407212,881(60,526)
Total operating expenses1,102,279 1,042,118 (60,161)
General and administrative expenses174,121 175,550 1,429 
Depreciation and amortization expense70,269 68,287 (1,982)
Total costs and expenses1,346,669 1,285,955 (60,714)
Gains (losses) on disposal of assets11,785 (1,045)12,830 
Earnings from unconsolidated affiliates3,178 4,117 (939)
Operating income158,806 132,608 26,198 
Interest income9,354 8,901 453 
Interest expense, net(39,918)(37,581)(2,337)
Other, net22,994 (1,865)24,859 
Total other income (expense), net(7,570)(30,545)22,975 
Income before income taxes151,236 102,063 49,173 
Income tax expense(21,809)(7,193)(14,616)
Net income129,427 94,870 34,557 
Net income attributable to noncontrolling interests(353)(73)(280)
Net income attributable to Bristow Group Inc.$129,074 $94,797 $34,277 
Basic earnings per common share$4.47 $3.32 $1.15 
Diluted earnings per common share$4.32 $3.21 $1.11 
Weighted average common stock outstanding, basic28,864 28,515 349 
Weighted average common stock outstanding, diluted29,884 29,552 332 
Adjusted Operating Income$228,687 $216,841 $11,846 
EBITDA$261,423 $207,931 $53,492 
Adjusted EBITDA$245,635 $236,766 $8,869 
10


BRISTOW GROUP INC.
Revenues By Segment
(unaudited, in thousands)

Three Months EndedYear Ended
December 31,
December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
20252024
Offshore Energy Services:
Europe$101,412 $101,026 $107,625 101,218 $411,281 $427,739 
Americas99,757 100,945 95,230 91,569 387,501 368,319 
Africa46,285 48,460 49,955 46,998 191,698 170,006 
Total Offshore Energy Services$247,454 $250,431 $252,810 $239,785 $990,480 $966,064 
Government Services100,097 100,898 92,499 85,943 379,437 329,654 
Other Services29,713 34,960 31,120 24,802 120,595 119,773 
$377,264 $386,289 $376,429 $350,530 $1,490,512 $1,415,491 

Flight Hours By Segment
(unaudited)
Three Months EndedYear Ended
December 31,
December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
20252024
Offshore Energy Services:
Europe8,543 8,471 8,838 8,749 34,601 38,284 
Americas10,506 11,104 10,700 10,002 42,312 42,583 
Africa5,185 4,415 4,931 4,680 19,211 16,946 
Total Offshore Energy Services24,234 23,990 24,469 23,431 96,124 97,813 
Government Services4,186 5,016 4,868 3,941 18,011 18,811 
Other Services3,622 3,942 3,684 3,400 14,648 13,682 
32,042 32,948 33,021 30,772 128,783 130,306 
11


BRISTOW GROUP INC.
Quarterly Segment Statements of Operations
(unaudited, in thousands)
Offshore Energy ServicesGovernment ServicesOtherCorporateConsolidated
Three Months Ended December 31, 2025
Revenues$247,454 $100,097 $29,713 $— $377,264 
Less:
Personnel66,467 31,061 6,850 — 104,378 
Repairs and maintenance39,989 12,312 2,990 — 55,291 
Insurance3,680 2,150 309 — 6,139 
Fuel13,069 2,618 5,078 — 20,765 
Leased-in equipment15,885 9,574 1,870 — 27,329 
Other segment costs37,830 25,002 6,816 — 69,648 
Total operating expenses176,920 82,717 23,913 — 283,550 
General and administrative expenses23,536 10,388 1,804 7,713 43,441 
Depreciation and amortization expense7,103 8,599 2,466 209 18,377 
Total costs and expenses207,559 101,704 28,183 7,922 345,368 
Losses on disposal of assets— — — (2,111)(2,111)
Earnings from unconsolidated affiliates2,298 — — — 2,298 
Operating income (loss)$42,193 $(1,607)$1,530 $(10,033)$32,083 
Non-GAAP:
Depreciation and amortization expense7,103 8,599 2,466 209 18,377 
PBH amortization1,542 654 36 — 2,232 
Gains on disposal of assets— — — 2,111 2,111 
Adjusted Operating Income (Loss)$50,838 $7,646 $4,032 $(7,713)$54,803 
Offshore Energy ServicesGovernment ServicesOtherCorporateConsolidated
Three Months Ended September 30, 2025
Revenues$250,431 $100,898 $34,960 $— $386,289 
Less:
Personnel62,304 29,507 6,770 — 98,581 
Repairs and maintenance42,777 9,365 3,395 — 55,537 
Insurance3,486 1,950 342 — 5,778 
Fuel13,162 2,794 5,440 — 21,396 
Leased-in equipment15,446 9,572 1,696 — 26,714 
Other segment costs41,325 26,271 7,451 — 75,047 
Total operating expenses178,500 79,459 25,094 — 283,053 
General and administrative expenses22,451 11,007 1,781 7,966 43,205 
Depreciation and amortization expense7,049 7,846 2,622 222 17,739 
Total costs and expenses208,000 98,312 29,497 8,188 343,997 
Gains on disposal of assets— — — 8,245 8,245 
Losses from unconsolidated affiliates(2)— — — (2)
Operating income$42,429 $2,586 $5,463 $57 $50,535 
Non-GAAP:
Depreciation and amortization expense7,049 7,846 2,622 222 17,739 
PBH amortization1,758 378 36 — 2,172 
Losses on disposal of assets— — — (8,245)(8,245)
Adjusted Operating Income (Loss)$51,236 $10,810 $8,121 $(7,966)$62,201 
12


BRISTOW GROUP INC.
Full Year Segment Statements of Operations
(unaudited, in thousands)
Offshore Energy ServicesGovernment ServicesOtherCorporateConsolidated
Year Ended December 31, 2025
Revenues$990,480 $379,437 $120,595 $— $1,490,512 
Less:
Personnel240,584 112,312 26,103 — 378,999 
Repairs and maintenance177,751 46,407 12,773 — 236,931 
Insurance15,019 8,485 1,396 — 24,900 
Fuel51,798 10,175 19,462 — 81,435 
Leased-in equipment61,468 38,538 6,601 — 106,607 
Other segment costs160,451 85,861 27,095 — 273,407 
Total operating expenses707,071 301,778 93,430 — 1,102,279 
General and administrative expenses93,059 41,354 7,030 32,678 174,121 
Depreciation and amortization expense27,946 31,227 10,321 775 70,269 
Total costs and expenses828,076 374,359 110,781 33,453 1,346,669 
Gains on disposal of assets— — — 11,785 11,785 
Earnings from unconsolidated affiliates3,178 — — — 3,178 
Operating income (loss)$165,582 $5,078 $9,814 $(21,668)$158,806 
Non-GAAP:
Depreciation and amortization expense27,946 31,227 10,321 775 70,269 
PBH amortization9,249 1,907 241 — 11,397 
Gains on disposal of assets— — — (11,785)(11,785)
Adjusted Operating Income (Loss)$202,777 $38,212 $20,376 $(32,678)$228,687 

Offshore Energy ServicesGovernment ServicesOtherCorporateConsolidated
Year Ended December 31, 2024
Revenues$966,064 $329,654 $119,773 $— $1,415,491 
Less:
Personnel218,811 97,256 24,493 — 340,560 
Repairs and maintenance211,791 48,893 12,600 — 273,284 
Insurance16,464 7,296 1,147 — 24,907 
Fuel58,318 9,072 19,556 — 86,946 
Leased-in equipment60,515 37,995 5,030 — 103,540 
Other segment costs144,741 43,392 24,748 — 212,881 
Total operating expenses710,640 243,904 87,574 — 1,042,118 
General and administrative expenses98,972 36,986 7,082 32,510 175,550 
Depreciation and amortization expense28,404 27,694 11,370 819 68,287 
Total costs and expenses838,016 308,584 106,026 33,329 1,285,955 
Losses on disposal of assets— — — (1,045)(1,045)
Earnings from unconsolidated affiliates4,117 — — — 4,117 
Operating income (loss)$132,165 $21,070 $13,747 $(34,374)$— $132,608 
Non-GAAP:
Depreciation and amortization expense28,404 27,694 11,370 819 68,287 
PBH amortization12,230 2,002 669 — 14,901 
Losses on disposal of assets— — — 1,045 1,045 
Adjusted Operating Income (Loss)$172,799 $50,766 $25,786 $(32,510)$216,841 
13


BRISTOW GROUP INC.
Consolidated Balance Sheets
(unaudited, in thousands)
Year Ended
December 31,
20252024
ASSETS
Current assets:
Cash and cash equivalents$293,631 $251,281 
Accounts receivable, net217,102 211,590 
Inventories132,727 114,509 
Prepaid expenses and other current assets50,828 42,078 
Total current assets694,288 619,458 
Property and equipment, net1,152,668 1,076,221 
Investment in unconsolidated affiliates23,852 22,424 
Right-of-use assets241,666 264,270 
Other assets198,787 142,873 
Total assets$2,311,261 $2,125,246 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable$86,286 $83,462 
Accrued wages, benefits and related taxes68,654 54,406 
Income taxes payable and other accrued taxes22,759 16,229 
Deferred revenue22,440 15,186 
Accrued maintenance and repairs28,793 30,698 
Current portion of operating lease liabilities77,038 78,359 
Accrued interest and other accrued liabilities31,317 28,946 
Current maturities of long-term debt27,943 18,614 
Total current liabilities365,230 325,900 
Long-term debt, less current maturities643,511 671,169 
Deferred taxes46,571 39,019 
Long-term operating lease liabilities164,544 188,949 
Deferred credits and other liabilities31,782 8,937 
Total liabilities1,251,638 1,233,974 
Stockholders’ equity:
Common stock325 315 
Additional paid-in capital762,520 742,072 
Retained earnings441,739 312,765 
Treasury stock, at cost(87,129)(69,776)
Accumulated other comprehensive loss(57,750)(93,669)
Total Bristow Group Inc. stockholders’ equity1,059,705 891,707 
Noncontrolling interests(82)(435)
Total stockholders’ equity1,059,623 891,272 
Total liabilities and stockholders’ equity$2,311,261 $2,125,246 
14


Non-GAAP Financial Measures
The Company’s management uses EBITDA, Adjusted EBITDA and Adjusted Operating Income to assess the performance and operating results of its business. Each of these measures, as well as Free Cash Flow and Adjusted Free Cash Flow, each as detailed below, are non-GAAP measures, have limitations, and are provided in addition to, and not as an alternative for, and should be read in conjunction with, the information contained in the Company's financial statements prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) (including the notes), included in the Company's filings with the SEC and posted on the Company's website.
EBITDA and Adjusted EBITDA
EBITDA is defined as Earnings before Interest expense, Taxes, Depreciation and Amortization. Adjusted EBITDA is defined as EBITDA further adjusted for non-cash gains and losses on the sale of assets, non-cash foreign exchange gains (losses) related to the revaluation of certain balance sheet items, and certain special items that occurred during the reported period, such as the amortization of PBH maintenance agreements that are non-cash within the period, gains on insurance claims, non-cash nonrecurring insurance adjustments and other special items which include professional service fees related to unusual litigation proceedings and other nonrecurring costs related to strategic activities. The professional services fees are primarily attorneys’ fees related to litigation and arbitration matters that the Company is pursuing (where no gain contingency has been recorded or identified) that are unusual in nature and outside of the normal course of the Company’s continuing business operations. The other nonrecurring costs related to strategic activities are costs associated with financing transactions and proposed mergers and acquisitions (“M&A”) transactions. These special items are related to various pursuits that are not individually material to the Company and, as such, are aggregated for presentation. The Company views these matters and their related financial impacts on the Company’s operating performance as extraordinary and not reflective of the operational performance of the Company’s core business activities. In addition, the same costs are not reasonably likely to recur within two years nor have the same charges or gains occurred within the prior two years. The Company includes EBITDA and Adjusted EBITDA to provide investors with a supplemental measure of its operating performance. Management believes that the use of EBITDA and Adjusted EBITDA is meaningful to investors because it provides information with respect to the Company's ability to meet its future debt service, capital expenditures and working capital requirements and the financial performance of the Company's assets without regard to financing methods, capital structure or historical cost basis. Neither EBITDA nor Adjusted EBITDA is a recognized term under GAAP. Accordingly, they should not be used as an indicator of, or an alternative to, net income the most directly comparable GAAP measure, as a measure of operating performance. In addition, EBITDA and Adjusted EBITDA are not intended to be measures of free cash flow available for management’s discretionary use, as they do not consider certain cash requirements, such as debt service requirements. Because the definitions of EBITDA and Adjusted EBITDA (or similar measures) may vary among companies and industries, they may not be comparable to other similarly titled measures used by other companies.
The following tables provide a reconciliation of net income (loss), the most directly comparable GAAP measure, to EBITDA and Adjusted EBITDA (unaudited, in thousands).
Three Months EndedYear Ended
December 31,
December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
20252024
Net income$18,676 $51,591 $31,779 $27,381 $129,427 $94,870 
Depreciation and amortization expense18,377 17,739 17,312 16,841 70,269 68,287 
Interest expense, net10,432 9,962 10,034 9,490 39,918 37,581 
Income tax expense (benefit)3,026 (11,843)20,443 10,183 21,809 7,193 
EBITDA$50,511 $67,449 $79,568 $63,895 $261,423 $207,931 
(Gains) losses on disposal of assets2,111 (8,245)(6,209)558 (11,785)1,045 
Foreign exchange (gains) losses3,051 2,946 (17,435)(11,045)(22,483)8,925 
Special items(1)
4,455 4,947 4,776 4,302 18,480 18,865 
Adjusted EBITDA$60,128 $67,097 $60,700 $57,710 $245,635 $236,766 
15


(1)  Special items include the following:
Three Months EndedYear Ended
December 31,
December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
20252024
PBH amortization$2,232 $2,172 $3,587 $3,406 $11,397 $14,901 
Gain on insurance claim(4,970)— — — (4,970)(4,451)
Other special items7,193 2,775 1,189 896 12,053 8,415 
$4,455 $4,947 $4,776 $4,302 $18,480 $18,865 
The Company is unable to provide a reconciliation of projected Adjusted EBITDA (non-GAAP) for the outlook periods included in this release to projected net income (GAAP) for the same periods because components of the calculation are inherently unpredictable. The inability to forecast certain components of the calculation would significantly affect the accuracy of the reconciliation. Additionally, the Company does not provide guidance on the items used to reconcile projected Adjusted EBITDA due to the uncertainty regarding timing and estimates of such items. Therefore, the Company does not present a reconciliation of projected Adjusted EBITDA (non-GAAP) to net income (GAAP) for the outlook periods.
Free Cash Flow and Adjusted Free Cash Flow
Free Cash Flow represents the Company’s net cash provided by operating activities less maintenance capital expenditures. Adjusted Free Cash Flow is Free Cash Flow adjusted to exclude costs paid in relation to certain special items which primarily include (i) professional service fees related to unusual litigation proceedings and (ii) other nonrecurring costs related to strategic activities. The professional services fees are primarily attorneys’ fees related to unusual litigation and arbitration matters that the Company is pursuing (where no gain contingency has been recorded or identified) that are unusual in nature and outside of the normal course of the Company’s continuing business operations. The other nonrecurring costs related to strategic activities are costs associated with financing transactions and proposed M&A transactions. These special items are related to various pursuits that are not individually material to the Company and, as such, are aggregated for presentation. The Company views these matters and their related financial impacts on the Company’s operating performance as extraordinary and not reflective of the operational performance of the Company’s core business activities. In addition, the same costs are not reasonably likely to recur within two years nor have the same charges or gains occurred within the prior two years. Management believes that Free Cash Flow and Adjusted Free Cash Flow are meaningful to investors because they provide information with respect to the Company’s ability to generate cash from the business. Neither Free Cash Flow nor Adjusted Free Cash Flow is a recognized term under GAAP. Accordingly, these measures should not be used as an indicator of, or an alternative to, net cash provided by operating activities, the most directly comparable GAAP measure. Investors should note numerous methods may exist for calculating a company's free cash flow. As a result, the method used by management to calculate Free Cash Flow and Adjusted Free Cash Flow may differ from the methods used by other companies to calculate their free cash flow. As such, they may not be comparable to other similarly titled measures used by other companies. The following table provides a reconciliation of net cash provided by operating activities, the most directly comparable GAAP measure, to Free Cash Flow and Adjusted Free Cash Flow (unaudited, in thousands).
Three Months EndedYear Ended
December 31,
December 31,
2025
September 30,
2025
June 30,
2025
March 31,
2025
20252024
Net cash provided by (used in) operating activities$76,913 $23,057 $99,039 $(603)$198,406 $177,420 
Less: Maintenance capital expenditures(6,044)(2,800)(4,532)(1,886)(15,262)(17,944)
Free Cash Flow$70,869 $20,257 $94,507 $(2,489)$183,144 $159,476 
Plus: Special items883 1,108 786 740 3,517 1,435 
Adjusted Free Cash Flow$71,752 $21,365 $95,293 $(1,749)$186,661 $160,911 
16


Adjusted Operating Income by Segment
Adjusted Operating Income (Loss) (“Adjusted Operating Income”) is defined as operating income (loss) before depreciation and amortization (including PBH amortization) and gains or losses on asset dispositions that occurred during the reported period. The Company includes Adjusted Operating Income to provide investors with a supplemental measure of each segment’s operating performance. Management believes that the use of Adjusted Operating Income is meaningful to investors because it provides information with respect to each segment’s ability to generate cash from its operations. Adjusted Operating Income is not a recognized term under GAAP. Accordingly, this measure should not be used as an indicator of, or an alternative to, operating income (loss), the most directly comparable GAAP measure, as a measure of operating performance. Because the definition of Adjusted Operating Income (or similar measures) may vary among companies and industries, it may not be comparable to other similarly titled measures used by other companies.
The following table provides a reconciliation of operating income (loss), the most directly comparable GAAP measure, to Adjusted Operating Income for each segment and Corporate (unaudited, in thousands).
Sequential Quarter Adjusted Operating Income by Segment
Three Months Ended
December 31, 2025September 30, 2025Increase
(Decrease)
Offshore Energy Services:
Operating income$42,193 $42,429 $(236)(0.6)%
Depreciation and amortization expense7,103 7,049 54 0.8 %
PBH amortization1,542 1,758 (216)(12.3)%
Offshore Energy Services Adjusted Operating Income$50,838 $51,236 $(398)(0.8)%
Government Services:
Operating income (loss)$(1,607)$2,586 $(4,193)nm
Depreciation and amortization expense8,599 7,846 753 9.6 %
PBH amortization654 378 276 73.0 %
Government Services Adjusted Operating Income$7,646 $10,810 $(3,164)(29.3)%
Other Services:
Operating income$1,530 $5,463 $(3,933)(72.0)%
Depreciation and amortization expense2,466 2,622 (156)(5.9)%
PBH amortization36 36 — — %
Other Services Adjusted Operating Income$4,032 $8,121 $(4,089)(50.4)%
Total Segment Adjusted Operating Income$62,516 $70,167 $(7,651)(10.9)%
Corporate:
Operating income (loss)$(10,033)$57 $(10,090)nm
Depreciation and amortization expense209 222 (13)(5.9)%
Losses (gains) on disposal of assets2,111 (8,245)10,356 nm
Corporate Adjusted Operating Loss$(7,713)$(7,966)$253 3.2 %
Consolidated Adjusted Operating Income$54,803 $62,201 $(7,398)(11.9)%





17


Full Year Adjusted Operating Income by Segment
Year Ended December 31,Increase
(Decrease)
20252024
Offshore Energy Services:
Operating income$165,582 $132,165 $33,417 25.3 %
Depreciation and amortization expense27,946 28,404 (458)(1.6)%
PBH amortization9,249 12,230 (2,981)(24.4)%
Offshore Energy Services Adjusted Operating Income$202,777 $172,799 $29,978 17.3 %
Government Services:
Operating income$5,078 $21,070 $(15,992)(75.9)%
Depreciation and amortization expense31,227 27,694 3,533 12.8 %
PBH amortization1,907 2,002 (95)(4.7)%
Government Services Adjusted Operating Income$38,212 $50,766 $(12,554)(24.7)%
Other Services:
Operating income$9,814 $13,747 $(3,933)(28.6)%
Depreciation and amortization expense10,321 11,370 (1,049)(9.2)%
PBH amortization241 669 (428)(64.0)%
Other Services Adjusted Operating Income$20,376 $25,786 $(5,410)(21.0)%
Total Segment Adjusted Operating Income$261,365 $249,351 $12,014 4.8 %
Corporate:
Operating loss$(21,668)$(34,374)$12,706 37.0 %
Depreciation and amortization expense775 819 (44)(5.4)%
Losses (gains) on disposal of assets(11,785)1,045 (12,830)nm
Corporate Adjusted Operating Loss$(32,678)$(32,510)$(168)(0.5)%
Consolidated Adjusted Operating Income$228,687 $216,841 $11,846 5.5 %
The Company is unable to provide a reconciliation of projected Adjusted Operating Income by segment (non-GAAP) for the outlook periods included in this release to projected operating income (GAAP) for the same periods because components of the calculation are inherently unpredictable. The inability to forecast certain components of the calculation would significantly affect the accuracy of the reconciliation. Additionally, the Company does not provide guidance on the items used to reconcile projected Adjusted Operating Income by segment due to the uncertainty regarding timing and estimates of such items. Therefore, the Company does not present a reconciliation of projected Adjusted Operating Income by segment (non-GAAP) to operating income (GAAP) for the outlook periods.
18


BRISTOW GROUP INC.
Fleet Count
 Number of Aircraft
TypeOwned
Aircraft
Leased
Aircraft
Total
Aircraft
Max Pass.
Capacity
Average Age (years)(1)
Heavy Helicopters:
S9232 29 61 19 15 
AW18922 26 16 
54 33 87 
Medium Helicopters:
AW13948 55 12 13 
S76 D/C++13 — 13 12 14 
AS365— 12 36 
62 69 
Light—Twin Engine Helicopters:
AW109— 18 
H13512 — 12 
15 — 15 
Light—Single Engine Helicopters:
AS35012 — 12 26 
AW11913 — 13 19 
25 — 25 
Total Helicopters156 40 196 14 
Fixed Wing14 
UAS— 
Total Fleet169 45 214 
______________________
(1)Reflects the average age of helicopters that are owned by the Company.
The table below presents the number of aircraft in our fleet and their distribution among the segments in which we operate as of December 31, 2025 and the percentage of revenues that each of our segments provided during the Current Year.
 Percentage
of
Revenues
 HelicoptersFixed
Wing
UAS 
 HeavyMediumLight TwinLight SingleTotal
Offshore Energy Services66 %55 60 12 — — 128 
Government Services26 %32 20 — 68 
Other Services%— — — 13 — 18 
Total100 %87 69 15 25 14 214 
Aircraft not currently in fleet:
Under construction(1)(3)
— — — — 
Options(2)(3)
10 — — — — 19 
______________________
(1)Under construction reflects new aircraft that the Company has either taken possession of and are undergoing additional configuration before being placed into service or are currently under construction by the Original Equipment Manufacturer (“OEM”) and pending delivery. Includes seven AW189 heavy helicopters (of which one was delivered and is undergoing additional configuration) and two AW139 medium helicopters (both of which were delivered and are undergoing additional configuration).
(2)Options include ten AW189 heavy helicopters and nine H135 light-twin helicopters.
(3)Excludes any orders or options for electric/hybrid vertical takeoff and landing and short takeoff and landing aircraft, collectively known as Advanced Air Mobility (“AAM”) aircraft that may have deposits but are pending regulatory certification.
19
Q4 2025 Earnings Presentation February 26, 2026 Exhibit 99.2


 
2 Question & Answer Introduction Redeate (Red) Tilahun Senior Manager, Investor Relations and Financial Reporting Operational Highlights Chris Bradshaw President and CEO Financial Review Jennifer Whalen SVP, Chief Financial Officer Concluding Remarks Chris Bradshaw President and CEO Q4 2025 Earnings Call 01 02 03 04 05


 
3 Cautionary Statement Regarding Forward-Looking Statements This presentation includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are statements about our future business, strategy, operations, capabilities and results; financial projections; plans and objectives of our management, including our expectations regarding our quarterly dividend program and our intention to pay down debt; expected actions by us and by third parties, including our customers, competitors, vendors and regulators; and other matters. Some of the forward-looking statements can be identified by the use of words such as “believes," “belief," “forecasts," “expects," “plans," “anticipates," “intends," “projects," “estimates," “may," “might," “will," “would," “could," “should” or other similar words; however, all statements in this presentation, other than statements of historical fact or historical financial results, are forward-looking statements. Our forward-looking statements reflect our views and assumptions on the date hereof regarding future events and operating performance. We believe that they are reasonable, but they involve significant known and unknown risks, uncertainties, assumptions 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. Such risks, uncertainties and factors that could cause or contribute to such differences include, but are not limited to, those discussed in our Annual Report on Form 10-K, and in particular, the risks discussed in Part I, Item 1A, “Risk Factors” of such report and those discussed in other documents we file with the Securities and Exchange Commission (the “SEC”). Accordingly, you should not put undue reliance on any forward-looking statements. You should consider the following key factors when evaluating these forward-looking statements: the impact of supply chain disruptions and inflation and our ability to recoup rising costs in the rates we charge to our customers; our reliance on a limited number of helicopter manufacturers and suppliers and the impact of a shortfall in availability of aircraft components and parts required for maintenance and repairs of our helicopters, including significant delays in the delivery of parts for our S92 and AW189 fleet and aircraft in general; our reliance on a limited number of customers and the reduction of our customer base as a result of consolidation and/or the energy transition; public health crises, such as pandemics and epidemics, and any related government policies and actions; our inability to execute our business strategy for diversification efforts related to government services and advanced air mobility; the potential for cyberattacks or security breaches that could disrupt operations, compromise confidential or sensitive information, damage reputation, expose to legal liability, or cause financial losses; the possibility that we may be unable to maintain compliance with covenants in our financing agreements; global and regional changes in the demand, supply, prices or other market conditions affecting oil and gas, including changes resulting from a public health crisis or from the imposition or lifting of crude oil production quotas or other actions that might be imposed by the Organization of Petroleum Exporting Countries (OPEC) and other producing countries; fluctuations in the demand for our services; the possibility of significant changes in foreign exchange rates and controls; potential effects of increased competition and the introduction of alternative modes of transportation and solutions; the possibility that portions of our fleet may be grounded for extended periods of time or indefinitely (including due to severe weather events); the possibility of political instability, civil unrest, war or acts of terrorism in any of the countries where we operate or elsewhere; the possibility that we may be unable to re-deploy our aircraft to regions with greater demand; the existence of operating risks inherent in our business, including the possibility of declining safety performance; labor issues, including our inability to negotiate acceptable collective bargaining or union agreements with employees covered by such agreements; the possibility of changes in tax, environmental, trade, immigration and other laws and regulations and policies, including, without limitation, tariffs and actions of the governments that impact oil and gas operations, favor renewable energy projects or address climate change; any failure to effectively manage, and receive anticipated returns from, acquisitions, divestitures, investments, joint ventures and other portfolio actions; the possibility that we may be unable to dispose of older aircraft through sales into the aftermarket; the possibility that we may impair our long-lived assets and other assets, including inventory, property and equipment and investments in unconsolidated affiliates; general economic conditions, including interest rates or uncertainty in the capital and credit markets; disruptions in global trade, including as a result of tariffs, trade restrictions, retaliatory trade measures or the effect of such actions on trading relationships between the United States and other countries; the potential effects of any future U.S. government shutdown on our Government Services business; the possibility that reductions in spending on aviation services by governmental agencies where we are seeking contracts could adversely affect or lead to modifications of the procurement process or that such reductions in spending could adversely affect search and rescue (“SAR”) contract terms or otherwise delay service or the receipt of payments under such contracts; and the effectiveness of our environmental, social and governance initiatives. The above description of risks and uncertainties is by no means all-inclusive, but is designed to highlight what we believe are important factors to consider. All forward-looking statements in this presentation are qualified by these cautionary statements and are only made as of the date thereof. The forward-looking statements in this presentation should be evaluated together with the many uncertainties that affect our businesses, particularly those discussed in greater detail in Part I, Item 1A, “Risk Factors” and Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K. We disclaim any obligation or undertaking, other than as required by law, to provide any updates or revisions to any forward-looking statement to reflect any change in our expectations or any change in events, conditions or circumstances on which the forward-looking statement is based, whether as a result of new information, future events or otherwise. This presentation includes an illustrative calculation of the Company’s Net Asset Value (“NAV”). The Company’s NAV is based upon the market value of the Company’s owned helicopters (as determined by third-party appraisals) plus the book value of the Company’s other assets less the Company’s liabilities. For the purposes of this NAV calculation, the market value of the Company's helicopters is pulled directly from valuation specialists’ and third-party analysts’ reports. When using third party reports, the market value is as of the date of such report and is not updated to reflect factors that may impact the valuation since the date of such report, including fluctuations in foreign currency exchange rates, oil and gas prices and the balance of supply and demand of helicopters. There is no assurance that market value of an asset represents the amount that the Company could obtain from an unaffiliated third-party in an arm’s length sale of the asset, the fleet or the Company.


 
4 Non-GAAP Financial Measures Reconciliation In addition to financial results calculated in accordance with U.S. generally accepted accounting principles (“GAAP”), this presentation includes certain non-GAAP measures including EBITDA, Adjusted EBITDA, Adjusted Operating Income, Net Debt, Free Cash Flow and Adjusted Free Cash Flow. Each of these measures, detailed below, have limitations, and are provided in addition to, and not as an alternative for, and should be read in conjunction with, the information contained in the Company’s financial statements prepared in accordance with GAAP (including the notes), included in the Company’s filings with the SEC and posted on the Company’s website. EBITDA is defined as Earnings before Interest expense, Taxes, Depreciation and Amortization. Adjusted EBITDA is defined as EBITDA further adjusted for certain special items that occurred during the reported period and noted in the applicable reconciliation. The Company includes EBITDA and Adjusted EBITDA to provide investors with a supplemental measure of its operating performance. Management believes that the use of EBITDA and Adjusted EBITDA is meaningful to investors because it provides information with respect to the Company’s ability to meet its future debt service, capital expenditures and working capital requirements and the financial performance of the Company’s assets without regard to financing methods, capital structure or historical cost basis. Neither EBITDA nor Adjusted EBITDA is a recognized term under GAAP. Accordingly, they should not be used as an indicator of, or an alternative to, net income as a measure of operating performance. In addition, EBITDA and Adjusted EBITDA are not intended to be measures of free cash flow available for management’s discretionary use, as they do not consider certain cash requirements, such as debt service requirements. Because the definitions of EBITDA and Adjusted EBITDA (or similar measures) may vary among companies and industries, they may not be comparable to other similarly titled measures used by other companies. There are two main ways in which foreign currency fluctuations impact the Company’s reported financials. The first is primarily non-cash foreign exchange gains (losses) that are reported in the Other Income line on the Income Statement. These are related to the revaluation of balance sheet items, typically do not impact cash flows, and thus are excluded in the Adjusted EBITDA presentation. The second is through impacts to certain revenue and expense items, which impact the Company’s cash flows. The primary exposure is the GBP/USD exchange rate. This presentation provides a reconciliation of net income (loss), the most directly comparable GAAP measure, to EBITDA and Adjusted EBITDA. The Company is unable to provide a reconciliation of forecasted Adjusted EBITDA (non-GAAP) for the outlook periods included in this presentation to projected net income (GAAP) and Adjusted Operating Income (non-GAAP) to operating income (GAAP) for the same periods because components of the calculation are inherently unpredictable. The inability to forecast certain components of the calculation would significantly affect the accuracy of the reconciliation. Additionally, the Company does not provide guidance on the items used to reconcile projected Adjusted EBITDA and projected Adjusted Operating Income due to the uncertainty regarding timing and estimates of such items. Therefore, the Company does not present a reconciliation of forecasted non-GAAP measures to GAAP measures for the outlook periods presented. Adjusted Operating Income (Loss) (“Adjusted Operating Income”) is defined as operating income (loss) before depreciation and amortization (including PBH amortization) and gains or losses on asset dispositions that occurred during the reported period. The Company includes Adjusted Operating Income to provide investors with a supplemental measure of each segments operating performance. Management believes that the use of Adjusted Operating Income is meaningful to investors because it provides information with respect to each segments ability to ability to generate cash from its operations. Adjusted Operating Income is not a recognized term under GAAP. Accordingly, this measure should not be used as an indicator of, or an alternative to, operating income (loss), the most directly comparable GAAP measure, as a measure of operating performance. Because the definition of Adjusted Operating Income (or similar measures) may vary among companies and industries, it may not be comparable to other similarly titled measures used by other companies. Free Cash Flow represents the Company’s net cash provided by operating activities less maintenance capital expenditures. Adjusted Free Cash Flow is Free Cash Flow adjusted to exclude costs paid in relation to certain special items which primarily include (i) professional service fees related to unusual litigation proceedings and (ii) other nonrecurring costs related to strategic activities. Management believes that Free Cash Flow and Adjusted Free Cash Flow are meaningful to investors because they provide information with respect to the Company’s ability to generate cash from the business. The GAAP measure most directly comparable to Free Cash Flow and Adjusted Free Cash Flow is net cash provided by operating activities. Since neither Free Cash Flow nor Adjusted Free Cash Flow is a recognized term under GAAP, they should not be used as an indicator of, or an alternative to, net cash provided by operating activities. Investors should note numerous methods may exist for calculating a company's free cash flow. As a result, the method used by management to calculate Free Cash Flow and Adjusted Free Cash Flow may differ from the methods used by other companies to calculate their free cash flow. As such, they may not be comparable to other similarly titled measures used by other companies. The Company also presents Net Debt, which is a non-GAAP measure, defined as total principal balance on borrowings less unrestricted cash and cash equivalents. The GAAP measure most directly comparable to Net Debt is total debt. Since Net Debt is not a recognized term under GAAP, it should not be used as an indicator of, or an alternative to, total debt. Management uses Net Debt to determine the Company’s outstanding debt obligations that would not be readily satisfied by its cash and cash equivalents on hand. Management believes this metric is useful to investors in determining the Company’s leverage position since the Company has the ability to, and may decide to, use a portion of its cash and cash equivalents to reduce debt. A reconciliation of each of EBITDA, Adjusted EBITDA, Adjusted Operating Income, Free Cash Flow, Adjusted Free Cash Flow, and Net Debt is included elsewhere in this presentation.


 
5 Recent Events Achieves 2025 Guidance and Affirms 2026 Outlook Closes $500 Million Senior Secured Notes and Extends ABL Facility Declares Quarterly Dividend IRCG Contract Transition In January, Bristow closed a private offering of $500 million aggregate principal amount of 6.750% Senior Secured Notes due 2033, and entered into an amendment and extension of its asset-based revolving credit (“ABL”) facility until 2031. See slides 16-17 for details. Bristow declared a cash dividend of $0.125 per share of common stock, payable on March 26, 2026, to shareholders of record at the close of business on March 13, 2026. See slide 18 for details. On February 1, 2026, Bristow’s last Irish Coast Guard (“IRCG”) base went live at Waterford Airport. The 10-year ~€670 million contract provides for day and night-time operations out of four bases leveraging a combination of specialized SAR-configured helicopters and fixed wing aircraft. Transition to the 2nd Generation UK SAR Contract (“UKSAR2G”) is expected to conclude by the end of 2026. Bristow 2025A revenues were in line with its 2025E guidance midpoint. 2025A Adjusted EBITDA was $246 million compared to the 2025E Adjusted EBITDA guidance midpoint of $245 million. Affirmed 2026E outlook ranges. See slides 14-15 for details. Bristow completed its first electric aviation test project, conducted as an international test arena in Norway, after approximately six months of operational testing. Secured the first delivery slots for five Electra EL9 Ultra Short hybrid-electric aircraft, subject to aircraft certification. Announced its expanded role in advancing the UK’s first electric air-taxi network through a new collaboration with Vertical Aerospace and Skyports Infrastructure, with initial service targeted for early 2029. Progresses its Advanced Air Mobility (AAM) Program


 
6 7% Light Twin 12% Single Engine 8% Fixed Wing/UAS 29% S92 12% AW189 26% AW139 6% Other Medium 214 Revenues by Segment(2)Aircraft Fleet(1) Revenues by Region(3) Leading Global Provider of Innovative and Sustainable Vertical Flight Solutions Presence on 5 Continents Customers in 15 Countries Publicly Traded on NYSE (VTOL) Global Employees 3,660 Total 961 Pilots 902 Engineers 66% Offshore Energy Services 8% Other Services 26% Government Services $1.5 bn 28% Americas 52% Europe 7% Asia Pacific 13% Africa $1.5 bn (1) As of December 31, 2025; see slide 20 for further details. (2) Reflects revenues by segment for the year ended December 31, 2025; see slide 23 for additional details. (3) Reflects revenues by region for the year ended December 31, 2025.


 
7 Q4 and Full Year 2025 Consolidated Financial Results $386 $377 $1,415 $1,491 $0 $400 $800 $1,200 $1,600 Q3 Q4 2024 2025 $ in m ill io ns 67 60 237 246 $0 $60 $120 $180 $240 $300 Q3 Q4 2024 2025 $ in m ill io ns Total Revenues Adjusted EBITDA(3) Total revenues were $9.0 million lower in the Current Quarter(1) primarily driven by lower revenues in Other Services and Offshore Energy Services (“OES”). Adjusted EBITDA was $7.0 million lower than the Preceding Quarter(1). Total revenues were $75.0 million higher in the Current Year(2) primarily due to higher revenues in Government Services and OES. Adjusted EBITDA was $8.9 million higher primarily due to the increased revenues and lower general and administrative expenses, which were partially offset by higher operating costs related to personnel, fuel and other operating costs; while repairs and maintenance costs were lower. (1) (2) (3) “Current Quarter” refers to the three months ended December 31, 2025, and “Preceding Quarter” refers to the three months ended September 30, 2025. “Current Year” refers to the year ended December 31, 2025, and “Prior Year” refers to the year ended December 31, 2024. See slide 22 for a description of Adjusted EBITDA and reconciliation to net income.


 
8 Quarterly Offshore Energy Services Total Revenues Adjusted Operating Income $51 $51 $0 $20 $40 $60 Q3 2025 Q4 2025 $ in m ill io ns $250 $247 $100 $140 $180 $220 $260 Q3 2025 Q4 2025 $ in m ill io nsRevenues from Offshore Energy Services were $3.0 million lower in the Current Quarter. Revenues in Africa were $2.2 million lower primarily due to the conclusion of the fixed wing business, and revenues in the Americas were $1.2 million lower primarily due to lower utilization, while revenues in Europe were consistent with the Preceding Quarter. Adjusted Operating Income was consistent with the Preceding Quarter. Lower revenues and higher general and administrative expenses of $1.1 million related to professional services fees were partially offset by higher dividends and earnings from unconsolidated affiliates of $2.3 million and lower operating expenses of $1.6 million primarily due to lower subcontractor and repairs and maintenance costs. See slide 24 for a reconciliation of Adjusted Operating Income to Operating Income.


 
9 See slide 24 for a reconciliation of Adjusted Operating Income to Operating Income. Full Year Offshore Energy Services $966 $990 $0 $500 $1,000 2024 2025 $ in m ill io ns $173 $203 $0 $50 $100 $150 $200 $250 2024 2025 $ in m ill io ns Adjusted Operating Income Revenues from Offshore Energy Services were $24.4 million higher in the Current Year. Revenues in Africa were $21.7 million higher primarily due to higher utilization and additional aircraft capacity. Revenues in the Americas were $19.2 million higher primarily due to higher utilization in the U.S. and Brazil. Revenues in Europe were $16.5 million lower primarily due to lower utilization. Adjusted Operating Income was $30.0 million higher in the Current Year primarily due to the higher revenues coupled with lower general and administrative expenses of $5.9 million and lower operating expenses of $3.6 million, partially offset by lower earnings from unconsolidated affiliates of $0.9 million. Total Revenues


 
10 Quarterly Government Services Total Revenues Adjusted Operating Income Revenues from Government Services were $0.8 million lower in the Current Quarter primarily due to lower seasonal utilization in the United Kingdom search and rescue (“UKSAR”) operations, partially offset by the commencement of operations of an additional base on the Irish Coast Guard ("IRCG") contract in the fourth quarter. Adjusted Operating Income was $3.2 million lower in the Current Quarter due to higher operating expenses of $3.3 million and the lower revenues of $0.8 million. The increase in operating expenses was due to higher repairs and maintenance costs of $2.9 million primarily due to lower vendor credits and timing of repairs, and higher personnel costs of $1.6 million related to contract transitions, partially offset by lower other operating costs of $1.3 million primarily due to lower training and subcontractor costs. $11 $8 $0 $4 $8 $12 Q3 2025 Q4 2025 $ in m ill io ns $101 $100 $0 $20 $40 $60 $80 $100 Q3 2025 Q4 2025 $ in m ill io ns See slide 24 for a reconciliation of Adjusted Operating Income to Operating Income.


 
11 Full Year Government Services $330 $379 $0 $100 $200 $300 $400 2024 2025 $ in m ill io ns $51 $38 $5 $15 $25 $35 $45 $55 2024 2025 $ in m ill io ns Revenues from Government Services were $49.8 million higher in the Current Year due to the commencement of the IRCG contract and higher UKSAR revenues primarily due to favorable foreign exchange rate impacts and the commencement of fixed wing services. Adjusted Operating Income was $12.6 million lower in the Current Year primarily due to higher expenses attributable to the commencement of new contracts in Ireland and the UK, partially offset by the higher revenues. Total Revenues Adjusted Operating Income(1) See slide 24 for a reconciliation of Adjusted Operating Income to Operating Income.


 
12 Total Revenues Adjusted Operating Income Quarterly Other Services $8 $4 $0 $2 $4 $6 $8 $10 Q3 2025 Q4 2025 $ in m ill io ns $35 $30 $0 $10 $20 $30 $40 Q3 2025 Q4 2025 $ in m ill io ns See slide 24 for a reconciliation of Adjusted Operating Income to Operating Income. Adjusted Operating Income was $4.1 million lower in the Current Quarter due to the lower revenues, partially offset by lower operating expenses of $1.2 million related to lower seasonal activity. Revenues from Other Services were $5.2 million lower in the Current Quarter primarily due to lower seasonal activity in Australia.


 
13 Full Year Other Services $120 $121 $0 $20 $40 $60 $80 $100 $120 $140 2024 2025 $ in m ill io ns $26 $20 $5 $10 $15 $20 $25 $30 2024 2025 $ in m ill io ns Revenues from Other Services were $0.8 million higher in the Current Year primarily due to higher activity, partially offset by lower revenues due to the conclusion of certain dry-lease contracts. Adjusted Operating Income was $5.4 million lower in the Current Year primarily due to higher operating expenses of $5.9 million, offsetting the higher revenues of $0.8 million. The increase in operating expenses were due to higher activity in Australia. Adjusted Operating Income Total Revenues See slide 24 for a reconciliation of Adjusted Operating Income to Operating Income.


 
14 (1) Reflects the mid-point of the previously published 2025 outlook ranges. (2) Corporate includes unallocated overhead costs that are not directly associated with the reportable/operating segments. (3) The outlook projections provided for 2026 are based on the Company’s current estimates, using information available at this point in time, and are not a guarantee of future performance. Please refer to Cautionary Statement Regarding Forward-Looking Statements on slide 3, which discusses risks that could cause actual results to differ materially. Published(1) Reported Revenues (in USD, millions) 2025E 2025A Offshore Energy Services $990 $990 Government Services $380 $379 Other Services $120 $121 Total revenues $1,490 $1,490 Adjusted Operating Income: Offshore Energy Services $200 $203 Government Services $43 $38 Other Services $23 $20 Corporate(2) ($33) ($33) Total Segment Adjusted Operating Income $233 $228 Adjusted EBITDA $245 $246 Cash interest $45 $47 Cash taxes $28 $27 Maintenance capital expenditures $14 $15 2025 Results In-Line with Outlook Affirms 2026 Outlook 2025 Actuals vs Outlook AFFIRMED 2026E(3) $1010 - $1,080 $440 - $460 $130 - $150 $1,580 - $1,690 $225 - $235 $70 - $80 $20 - $25 ($35 - $30) $280 - $310 $295 - $325 ~$40 $25 - $30 $20 - $25


 
15 Financial Performance $137 $171 $237 $246 310 2022 2023 2024 2025 2026E Revenue(1) Adjusted Operating Income By Segment(1)(2) % Margin Adjusted EBITDA(1)(2) (1) Figures in USD millions. (2) See Appendix for non-GAAP reconciliations. (3) Amounts for 2026E represents the mid-point of the outlook range. See slide 14 for details. $829 $853 $966 $990 $1,045 $284 $337 $330 $379 $450 $98 $107 $120 $121 $140 $1,210 $1,297 $1,415 $1,491 $1,635 2022 2023 2024 2025 2026E Offshore Energy Services Government Services Other Services $57 $89 $173 $203 $230 $64 $61 $51 $38 $75 $10 $26 $26 $20 $23 2022 2023 2024 2025 2026E Offshore Energy Services Government Services Other Services Consistent YoY revenue growth across all three segments ~23% CAGR over 5-years demonstrating Bristow’s strong financial performance capabilities Government Services contributions increasing significantly in 2026 with fully ramped IRCG contract Continuing to benefit from strong fundamentals in OES business 19% 17% 17% 13% 11%


 
16 Strong Balance Sheet and Liquidity Position (1) Balances reflected as of 31, 2025. (2) As of 31, 2025, the ABL facility had $9.4 million in letters of credit drawn against it and availability of $60.7 million. (3) The 6.875% Senior Notes were satisfied and discharged and will be redeemed in full on March 1, 2026 (4) Reflects principal balance of total debt. December December Actual (USD $mm, as of 12/31/2025) Amount Rate Maturity Cash $294 ABL Facility ($85mm)(2) — SOFR+200 bps May-27 Senior Secured Notes(3) 400 6.875% Mar-28 UKSAR Debt 167 SONIA+275 bps Mar-36 IRCG Debt 116 EURIBOR+195 bps Jun-31 Total Debt(4) $683 Less: Unrestricted Cash $(286) Net Debt $397 Pro Forma (USD $mm, as of 2/24/2026) Amount Rate Maturity ABL Facility ($70mm) $ — SOFR+175 bps Jan-31 Senior Secured Notes 500 6.750% Jan-33 UKSAR Debt 167 SONIA+275 bps Mar-36 IRCG Debt 116 EURIBOR+195 bps Jun-31 Total Debt(4) $783 $286.2 million of unrestricted cash and total liquidity of $346.9 million(1)(2) Entered into an amendment and extension of the ABL Facility at lower rates and updated to $70 million but allows for an increase to a maximum aggregate amount of $105 million and a maturity date of January 2031 Unfunded capital commitments of $104.4 million, consisting primarily of aircraft purchases(1) Refinanced the 6.875% Senior Secured Notes and closed a private offering of $500 million aggregate principal amount of 6.750% Senior Notes due in January 2033


 
17 Balance Sheet Evolution (1) See Appendix for non-GAAP reconciliations. (2) The illustrative annual debt maturity chart reflects the new 6.750% Senior Secured Notes. Does not reflect additional pre-payments on equipment financings. No near-term debt maturities and additional amortizing equipment financings include flexible pre- payment terms Operating and leverage metrics have continued to improve since 20223.7x 3.3x 3.0x 2.8x 2022 2023 2024 2025 2022 2023 2024 2025 Illustrative Annual Debt Maturity Profile(2) Gross Debt/Adjusted EBITDA(1) Net Debt/Adjusted EBITDA(1) Gross and net debt leverage ratios have improved 3.7x 3.3x 3.0x 2.8x 2.7x 2.2x 1.9x 1.6x 16 16 16 16 16 16 16 16 16 16 4 12 12 12 12 12 58 $500 $70 0 100 200 300 400 500 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 UKSAR Debt IRCG Debt Senior Secured Notes ABL Facility Commitment


 
18 Capital Allocation Framework A Disciplined and Focused Approach Priority Philosophy Strategic Objectives Status Balance Sheet • Protect and maintain strong balance sheet and liquidity position • Structure leases and debt to facilitate financial flexibility • Refinance 6.875% Senior Secured Notes and ABL • Reduce debt balance over time • Completed refinancing of Sr. Notes and ABL at lower rates • $40.1 million (£29.6 million) of accelerated principal payments on UKSAR Debt facility Growth • Pursue high impact, high return organic growth opportunities • Assess other growth opportunities: ─ Opportunistic M&A ─ Advanced Air Mobility (AAM) • Complete transitions of new IRCG and UKSAR2G contracts • Upgrade fleet with new OES configured AW189 helicopters to meet customer demand and boost profitability • Completed the investment required for the new Government Services aircraft Shareholder Capital Returns • Return capital to shareholders via opportunistic share buybacks and quarterly dividends • Pay a quarterly dividend beginning in Q1 2026, with an initial dividend payment of $0.125 per share ($0.50 per share annualized) • Opportunistically buy back shares using $125 million share repurchase program • Declared first dividend payment • $4.0 million of share repurchases. Currently, $121.0 million remains available under the repurchase program As of February 2026. • Ongoing investment for new OES AW189 helicopters


 
19 Appendix 1 Fleet Overview 2 3 NAV 4 Adjusted EBITDA 5 Revenues and Flight Hours by Segment Adjusted Operating Income by Segment 6 Adjusted Free Cash Flow


 
20 Fleet Overview (1) As of December 31, 2025. Does not include certain aircraft shown in the “under construction” line in the fleet table. Upon completion of additional configuration, the newly delivered aircraft will appear in the fleet table above when placed into service. (2) Reflects the average age of helicopters that are owned by the Company. (3) Under construction reflects new aircraft that the Company has either taken possession of and are undergoing additional configuration before being placed into service or are currently under construction by the Original Equipment Manufacturer (“OEM”) and pending delivery. Includes seven AW189 heavy helicopters (of which one was delivered and is undergoing additional configuration), and two AW139 medium helicopters (both of which were delivered and are undergoing additional configuration). (4) Options include ten AW189 heavy helicopters and nine H135 light-twin helicopters. (5) Excludes any orders or options for electric vertical takeoff and landing and short takeoff and landing aircraft, collectively known as Advanced Air Mobility (“AAM”) aircraft that may have deposits but are pending regulatory certification. NUMBER OF AIRCRAFT(1) TYPE OWNED AIRCRAFT LEASED AIRCRAFT TOTAL AIRCRAFT AVERAGE AGE (YEARS)(2) Heavy Helicopters: S92 32 29 61 15 AW189 22 4 26 8 54 33 87 Medium Helicopters: AW139 48 7 55 13 S76 D/C++ 13 — 13 14 AS365 1 — 1 36 62 7 69 Light—Twin Engine Helicopters: AW109 3 — 3 18 EC135 / H135 12 — 12 9 15 0 15 Light—Single Engine Helicopters: AS350 12 — 12 26 AW119 13 — 13 19 25 — 25 Total Helicopters 156 40 196 14 Fixed Wing 9 5 14 UAS 4 — 4 Total Fleet 169 45 214 HEAVY MEDIUM LIGHT TWIN TOTAL Under construction(1)(3)(5) 7 2 0 9 Options(4)(5) 10 — 9 19


 
21 NAV per Share Calculation (in $ millions, except per share data) 12/31/2025 FMV of Owned Helicopters $ 1,618 NBV of Other PP&E 317 Working Capital 357 Other Assets, Net 194 Total Debt (671) Deferred Taxes, Net (4) Net Asset Value $ 1,811 Diluted Share Count 29.9 NAV per Share (excl. Leased Helicopters) $60.60 Current Price % (Disc)/Prem Current Share Price (2/24/2026) $46.67 (23.0%) Note: Helicopter fair market values based on annual desktop appraisals performed by Ascend by Cirium as of December 31, 2025. Diluted share count reflects the weighted average outstanding shares during the year ended December 31, 2025, inclusive of unvested awards.


 
22 Adjusted EBITDA Reconciliation (1) a (2) Other special items include professional services fees that are not related to ongoing business operations and other nonrecurring costs Three Months Ended Year Ended ($000s) March 31, 2025 June 30, 2025 September 30, 2025 December 31, 2025 December 31, 2022 December 31, 2023 December 31, 2024 December 31, 2025 Net income (loss) $ 27,381 $ 31,779 $ 51,591 $ 18,676 $ 9,209 $ (6,920) $ 94,870 $ 129,427 Depreciation and amortization expense 16,841 17,312 17,739 18,377 66,506 70,606 68,287 70,269 Interest expense, net 9,490 10,034 9,962 10,432 40,948 41,417 37,581 39,918 Income tax expense (benefit) 10,183 20,443 (11,843) 3,026 10,754 24,932 7,193 21,809 EBITDA $ 63,895 $ 79,568 $ 67,449 $ 50,511 $ 127,417 $ 130,035 $ 207,931 $ 261,423 (Gains) losses on disposal of assets 558 (6,209) (8,245) 2,111 521 (1,112) 1,045 (11,785) Foreign exchange (gains) losses (11,045) (17,435) 2,946 3,051 (20,890) 10,701 8,925 (22,483) Special items (1) 4,302 4,776 4,947 4,455 30,304 30,880 18,865 18,480 Adjusted EBITDA $ 57,710 $ 60,700 $ 67,097 $ 60,128 $ 137,352 $ 170,504 $ 236,766 $ 245,635 Three Months Ended Year Ended (1) Special items include the following: March 31, 2025 June 30, 2025 September 30, 2025 December 31, 2025 December 31, 2022 December 31, 2023 December 31, 2024 December 31, 2025 PBH amortization $ 3,406 $ 3,587 $ 2,172 $ 2,232 $ 13,291 $ 14,980 $ 14,901 $ 11,397 Merger and integration costs — — — — 1,818 2,201 — — Gain on insurance claim — — — (4,970) — — (4,451) (4,970) Non-cash insurance adjustment — — — — — 3,977 — — Restructuring costs — — — — 2,113 — — — Loss on impairment — — — — 5,187 — — — Other special items(2) 896 1,189 2,775 7,193 7,895 9,722 8,415 12,053 $ 4,302 $ 4,776 $ 4,947 $ 4,455 $ 30,304 $ 30,880 $ 18,865 $ 18,480


 
23 Revenues and Flight Hours by Segment Three Months Ended Years Ended March 31, 2025 June 30, 2025 September 30, 2025 December 31, 2025 December 31, 2022 December 31, 2023 December 31, 2024 December 31, 2025 Flight hours by line of service Offshore Energy Services: Europe 8,749 8,838 8,471 8,543 42,559 42,025 38,284 34,601 Americas 10,002 10,700 11,104 10,506 40,115 36,677 42,583 42,312 Africa 4,680 4,931 4,415 5,185 10,663 13,656 16,946 19,211 Total Offshore Energy Services 23,431 24,469 23,990 24,234 93,337 92,358 97,813 96,124 Government Services 3,941 4,868 5,016 4,186 17,194 18,661 18,811 18,011 Other Services 3,400 3,684 3,942 3,622 12,172 11,069 13,682 14,648 30,772 33,021 32,948 32,042 122,703 122,088 130,306 128,783 Three Months Ended Years Ended March 31, 2025 June 30, 2025 September 30, 2025 December 31, 2025 December 31, 2022 December 31, 2023 December 31, 2024 December 31, 2025 Operating revenues ($000s) Offshore Energy Services: Europe $ 101,218 $ 107,625 $ 101,026 $ 101,412 $ 388,859 $ 398,059 $ 427,739 $ 411,281 Americas 91,569 95,230 100,945 99,757 347,046 332,259 368,319 387,501 Africa 46,998 49,955 48,460 46,285 92,859 122,638 170,006 191,698 Total Offshore Energy Services $ 239,785 $ 252,810 $ 250,431 $ 247,454 $ 828,764 $ 852,956 $ 966,064 $ 990,480 Government Services 85,943 92,499 100,898 100,097 283,678 337,280 329,654 379,437 Other Services 24,802 31,120 34,960 29,713 97,523 107,193 119,773 120,595 $ 350,530 $ 376,429 $ 386,289 $ 377,264 $ 1,209,965 $ 1,297,429 $ 1,415,491 $ 1,490,512


 
24 Adjusted Operating Income Reconciliation Three Months Ended Years Ended ($000s) March 31, 2025 June 30, 2025 September 30, 2025 December 31, 2025 December 31, 2022 December 31, 2023 December 31, 2024 December 31, 2025 Offshore Energy Services: Operating income $ 37,365 $ 43,595 $ 42,429 $ 42,193 $ 11,500 $ 45,613 $ 132,165 $ 165,582 Depreciation and amortization expense 6,870 6,924 7,049 7,103 33,353 30,783 28,404 27,946 PBH amortization 2,879 3,069 1,758 1,542 12,017 12,377 12,230 9,248 Offshore Energy Services Adjusted Operating Income $ 47,114 $ 53,588 $ 51,236 $ 50,838 $ 56,870 $ 88,773 $ 172,799 $ 202,776 Government Services: Operating income $ 6,011 $ (1,912) $ 2,586 $ (1,607) $ 38,889 $ 29,610 $ 21,070 $ 5,078 Depreciation and amortization expense 7,286 7,496 7,846 8,599 24,997 29,101 27,694 31,227 PBH amortization 422 452 378 654 864 1,940 2,002 1,906 Government Services Adjusted Operating Income $ 13,719 $ 6,036 $ 10,810 $ 7,646 $ 64,750 $ 60,651 $ 50,766 $ 38,211 Other Services: Operating income $ (622) $ 3,443 $ 5,463 $ 1,530 $ 2,243 $ 15,398 $ 13,747 $ 9,814 Depreciation and amortization expense 2,554 2,679 2,622 2,466 7,631 9,768 11,370 10,321 PBH amortization 105 66 36 36 410 663 669 243 Other Services Adjusted Operating Income $ 2,037 $ 6,188 $ 8,121 $ 4,032 $ 10,284 $ 25,829 $ 25,786 $ 20,378 Total Segments Adjusted Operating Income $ 62,870 $ 65,812 $ 70,167 $ 62,516 $ 131,904 $ 175,253 $ 249,351 $ 261,365 Corporate: Operating loss $ (9,206) $ (2,486) $ 57 $ (10,033) $ (26,633) $ (29,870) $ (34,374) $ (21,668) Depreciation and amortization expense 131 213 222 209 525 954 819 775 Losses (gains) on disposal of assets 558 (6,209) (8,245) 2,111 521 (1,112) 1,045 (11,785) Corporate Adjusted Operating Loss $ (8,517) $ (8,482) $ (7,966) $ (7,713) $ (25,587) $ (30,028) $ (32,510) $ (32,678) Consolidated Adjusted Operating Income $ 54,353 $ 57,330 $ 62,201 $ 54,803 $ 106,317 $ 145,225 $ 216,841 $ 228,687


 
25 Adjusted Free Cash Flow Reconciliation (1) Special items include (i) professional service fees related to unusual litigation proceedings and (ii) other nonrecurring costs. Three Months Ended Year Ended ($000s) March 31, 2025 June 30, 2025 September 30, 2025 December 31, 2025 December 31, 2023 December 31, 2024 December 31, 2025 Net cash provided by (used in) operating activities $ (603) $ 99,039 $ 23,057 $ 76,913 $ 32,037 $ 177,420 $ 198,406 Less: Maintenance capital expenditures (1,886) (4,532) (2,800) (6,044) (14,418) (17,944) (15,262) Free Cash Flow $ (2,489) $ 94,507 $ 20,257 $ 70,869 $ 17,619 $ 159,476 $ 183,144 Plus: Merger and integration costs — — — — 2,118 — — Plus: Other special items(1) 740 786 1,108 883 8,037 1,435 3,517 Adjusted Free Cash Flow $ (1,749) $ 95,293 $ 21,365 $ 71,752 $ 27,774 $ 160,911 $ 186,661


 
26 (1) Reflects ABL Facility size as of 2/25/2026. (2) Reflects principal balance of total debt. (Actual, USD $mm) As of December 31, 2022 December 31, 2023 December 31, 2024 December 31, 2025 Cash $164 $184 $251 $294 ABL Facility ($70mm)(1) — — — — Senior Secured Notes 400 400 400 400 UKSAR Debt 126 162 209 167 IRCG Debt — — 97 116 Total Debt(2) $526 $562 $706 $683 Less: Unrestricted Cash $(160) $(180) $(248) $(286) Net Debt $366 $382 $458 $397 Adjusted EBITDA $137 $171 $237 $246 Net Leverage 2.7x 2.2x 1.9x 1.6x Net Debt Reconciliation


 

FAQ

How did Bristow Group (VTOL) perform financially in 2025?

Bristow Group grew 2025 revenue to $1.5 billion from $1.4 billion in 2024 and lifted net income to $129.1 million. Diluted EPS reached $4.32, while Adjusted EBITDA increased to $245.6 million, reflecting stronger underlying profitability across its aviation services portfolio.

What were Bristow Group (VTOL)’s Q4 2025 results?

In Q4 2025, Bristow Group generated $377.3 million in revenue and net income attributable to the company of $18.4 million, or $0.61 diluted EPS. Adjusted EBITDA for the quarter was $60.1 million, down from $67.1 million in Q3, mainly on softer segment performance.

What guidance did Bristow Group (VTOL) provide for 2026?

For 2026, Bristow projects total revenue of $1.58–$1.69 billion and Adjusted EBITDA of $295–$325 million. Management also expects Adjusted Operating Income to reach $280–$310 million, with notable growth in Government Services and Offshore Energy Services as contracts and activity ramp.

Did Bristow Group (VTOL) announce a dividend, and what is the amount?

Yes. Bristow declared a quarterly cash dividend of $0.125 per share, payable on March 26, 2026, to shareholders of record on March 13, 2026. This represents an annualized dividend of $0.50 per share, funded from the company’s expanding cash flow base.

How did Bristow Group (VTOL) address its debt and liquidity in early 2026?

Bristow issued $500 million of 6.750% Senior Secured Notes due 2033 and amended its asset-based credit facility to extend maturity to 2031. At year-end 2025 it held $286.2 million in unrestricted cash and had total liquidity of $346.9 million.

Which segments drove Bristow Group (VTOL)’s 2025 performance?

Offshore Energy Services led profitability, with 2025 revenue of $990.5 million and Adjusted Operating Income of $202.8 million. Government Services revenue rose to $379.4 million as new contracts ramped, while Other Services contributed $120.6 million of revenue and $20.4 million of Adjusted Operating Income.

What was Bristow Group (VTOL)’s free cash flow profile in 2025?

In 2025, Bristow generated $198.4 million of net cash from operating activities. After $15.3 million of maintenance capital expenditures, Free Cash Flow was $183.1 million, and Adjusted Free Cash Flow, which adds back certain special cash costs, totaled $186.7 million.

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1.39B
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Oil & Gas Equipment & Services
Air Transportation, Nonscheduled
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United States
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