Bristow Group Inc. Stock

Good day, everyone, and welcome to Bristow Group's Third Quarter 2026 Earnings Call. Today's call is being recorded.

[Operator Instructions]

At this time, I would like to turn the call over to Red Tillahan, Senior Manager of Investor Relations and Financial Reporting.

Thank you, Michael. Good morning, everyone, and welcome to Bristow Group's Third Quarter of 2026 Earnings Call.

I am joined on the call today with our President and Chief Executive Officer, Chris Bradshaw, and Senior Vice President and Chief Financial Officer, Jennifer Whalen.

Before we begin, I'd like to take this opportunity to remind everyone that during the course of this call, management may make forward-looking statements that are subject to risks and uncertainties that are described in more detail on Slide 3 of the investor presentation.

You may access the investor presentation on our website. We will also reference certain non-GAAP financial measures such as EBITDA and free cash flow.

A reconciliation of such measures to GAAP is included in the earnings release and the investor presentation. I will now turn the call over to our President and CEO. Chris?

Thank you, Red. I'll begin with updates on 5 key topics. First, safety, which remains Bristow's #1 core value and highest operational priority.

The company delivered on our goal of 0 air accidents through the first 10 months of 2026. In occupational safety, we remain on track to achieve our third consecutive year of fewer lost workdays.

I would like to thank everyone on the Bristow team for their continued focus on Target Zero, which is our commitment to 0 accidents and zero harm.

Second, Bristow announced strong financial results for the third quarter, and we are reaffirming the midpoint for the company's full-year 2026 adjusted EBITDA guidance, which reflects year-over-year growth of approximately 25%.

The ability to confirm this outlook despite macro uncertainties and continued supply chain challenges is a testament to the complementary nature of Bristow's business segments and the benefits provided by the significant geographic and customer diversity in our business model.

Third, Bristow Special Missions, formerly known as Berry Aviation, has contributed strong financial results since the acquisition closed in July, and we expect this growth to accelerate in the fourth quarter and full year 2027.

This acquisition has strengthened Bristow's business by adding specialized capabilities across a range of mission-critical operations and strong relationships with key military and defense customers, better positioning the company to benefit from increased defense spending trends.

Fourth, persistent industry supply chain challenges have hampered our performance. The fact that this is a familiar theme common across the aviation sector does not make it any less frustrating.

Since 2020, on-time deliveries from key original equipment manufacturers have fallen by approximately 20%. Moreover, when delivery dates are missed, they have been missed by extended intervals.

Slide #9 of this quarter's earnings presentation summarizes extended maintenance downtime periods experienced across the helicopter industry.

We have been compelled to increase inventory levels and implement other mitigations that come at a cost to the company. But unfortunately, key components continue to have increased turn times and arrive late from the suppliers.

While we are experiencing these challenges across Bristow's business, the most acute impacts can be seen in delayed aircraft modification programs for the company's new search and rescue contracts.

These delays and their associated knock-on effects are depressing current margins in our Government Services segment. While the most readily visible effects may be contractual performance penalties, these penalties dramatically underestimate the total impact.

The full knock-on effects of these delayed contract transitions include, but are not limited to, lost revenue opportunities, manpower and time spent chasing parts, cannibalization of the company's internal fleet to keep aircraft flying, and delayed aircraft lease returns, not to mention retaining additional headcount, overtime expense, and costs for outsourced third-party maintenance support.

Looking forward, based on detailed discussions and work with our key vendors, we expect these supply chain issues to stabilize during 2027, facilitating a return to historically strong margins in our Government Services business.

Fifth and finally, Bristow's overall business is continuing to perform well despite the supply chain headwinds.

Our Offshore Energy Services business has continued to demonstrate robust profitability, and we believe positive offshore energy fundamentals and the tight supply of relevant offshore helicopters have combined for more favorable industry conditions than we've seen in more than a dozen years.

I'll take some time to discuss more of the drivers poised to benefit the company later in this call. But for now, I'll hand it over to our CFO for a detailed discussion of Q3 results. Jennifer?

Thank you, Chris, and good morning, everyone.

Before we begin, I would like to highlight that the financial results for Bristow Special Mission, Inc., or BSM, from July 13 onwards are included in our consolidated financial results following the successful closing of the acquisition in July.

As a reminder, Special Missions, MRO, and UAS business results are included as a part of our Government Services segment, while the results for on-demand cargo and other remaining BSM services are reflected as a part of our Other Services segment.

Looking at the sequential quarter financial results on a consolidated basis, Bristow's total revenues were approximately $26 million higher in Q3 compared to Q2, while adjusted EBITDA was approximately $10 million higher this quarter.

We have tightened our guidance ranges for the remainder of the year and updated certain segments and consolidated ranges as reflected on Slide 13 of our presentation.

We are also affirming our 2026 adjusted EBITDA guidance midpoint of approximately $310 million.

Turning now to our segment financial results and outlook. Revenues in our Offshore Energy Services, or OES, segment were $5.6 million lower in Q3, primarily due to lower utilization in Europe and higher penalties in Africa, partially offset by higher utilization and rates in the Americas.

Adjusted operating income in OES was $2 million higher this quarter, due to lower total operating expenses of $8.3 million and general and administrative expenses of $1.1 million, offsetting the lower revenues.

The decrease in costs was primarily driven by lower utilization levels in the North Sea and lower global fuel prices.

Given that the North Sea is one of our higher-cost markets in which we operate, these decreased costs, coupled with successful contract resets and growth over the past few years in key markets such as the Americas and Africa, have led to margin expansion.

Our OES segment adjusted operating income margin was 27% this quarter compared to margins in the low teens when we first began to reset our contracts towards the end of 2023.

Our OES contracts are now effectively fully reset, with full-year impact of the more recent rate adjustments to be seen in 2027.

Given the continued performance of our OES business, we are tightening our 2026 guidance and increasing the adjusted operating income guidance range to $240 million to $250 million for this segment.

Moving on to Government Services. Revenues for this segment were $17.8 million higher, primarily due to the acquisition of BSM, which contributed $16.9 million of revenues in the quarter.

Revenues on the U.K. search and rescue contract were $1.6 million higher as a result of lower penalties and increased fuel revenues.

Revenues on the Irish Coast Guard contract were $0.7 million lower due to higher penalties related to aircraft availability.

Adjusted operating income was $2.5 million higher, primarily due to the revenues from BSM, partially offset by higher operating expenses of $13 million and general and administrative expenses of $2.4 million, both of which were driven by the inclusion of BSM and ongoing contract transitions.

While government contract transitions have continued to progress and penalties have decreased in the U.K. this quarter, overall penalties related to aircraft availability, which has been adversely impacted by continued supply chain challenges, have remained elevated throughout this year.

As Chris noted, the knock-on effects of these supply chain issues have been more significant than the penalties themselves. The net impact of these factors is included in our revised Government Services segment adjusted operating income range for 2026.

At this time, we are updating our 2026 revenue guidance range to $470 million to $490 million and the adjusted operating income guidance range to $35 million to $45 million for this segment.

As noted on our previous call, some of these transition costs will extend into early 2027, and margins on these government SAR contracts are expected to recover over time.

As a reminder, these are typically 10-year base contract periods plus option years, and we still expect to generate attractive long-term cash flow yields on these important government services mandates.

2027 and beyond will also benefit from the full-year impact of the BSM acquisition and the new opportunities that are expected to arise from Bristow's new multi-mission government services offering.

In our Other Services segment, revenues were $14 million higher this quarter, primarily due to the inclusion of BSM revenues of $9.2 million and higher activity in Australia, resulting in higher revenues of $4.8 million.

Adjusted operating income for this segment was $7.4 million higher in the current quarter, mostly resulting from the increased revenues, partially offset by higher operating expenses of $4.7 million and general and administrative expenses of $1.9 million, both of which were largely related to the inclusion of BSM.

We are affirming our 2026 other services revenues and adjusted operating income guidance ranges of $155 million to $175 million and $25 million to $30 million, respectively.

Lastly, the $4.5 million increase in corporate expenses this quarter is attributable to higher professional service fees related to the acquisition of BSM. But otherwise, our corporate costs remain consistent.

During the quarter, we launched a new initiative aimed at retiring our legacy enterprise resource planning system and implementing a new ERP system over the course of the next year.

Once live, the new ERP system is expected to save the company a meaningful amount of annual costs while offering more robust capabilities than our existing system.

The new ERP is expected to go live in 2028. We are excited to launch this project, and we will provide material updates as we progress.

Turning now to capital allocation, cash flows, and liquidity. Our primary sources and uses of cash during the third quarter included approximately $103 million of net cash used to acquire BSM, which is subject to additional purchase price adjustments; about $29 million on shareholder returns, which include $25 million of share repurchases and nearly $4 million in cash dividends; $20.8 million of capital expenditures primarily related to progress payments on OES-configured AW189 aircraft on order, ongoing contract transitions, and normal course maintenance CapEx.

Principal and interest payments of $24 million and net proceeds on an aircraft sale-leaseback transaction of $19 million.

Net cash provided by operating activities increased by $20 million this quarter, while working capital showed an improvement of $17.7 million during Q3.

Bristow continues to maintain a healthy cash balance and strong liquidity position. As of September 2026, our unrestricted cash balance was $233.4 million, with total available liquidity of approximately $287 million.

As we continue to execute on our capital allocation program, we were pleased to return capital to shareholders this quarter through opportunistic share buybacks and additional dividend payments.

The company repurchased 550,000 shares of common stock for $25 million at an average price per share of $45.64, with $96 million remaining available under the repurchase program.

Additionally, on October 29, 2026, Bristow declared a dividend of $0.125 per share of common stock payable on November 27 to shareholders of record at the close of business on November 13.

At this time, I will turn the call back to Chris for further remarks. Chris?

Thank you. As noted earlier, I want to spend some time discussing industry fundamentals and the trends supporting a positive outlook for offshore Energy Services.

Referencing Slide #14 of the earnings presentation materials.

While the spot prices for crude oil and natural gas may swing up or down based upon the day's headlines, our OES customers plan their activities and expenditures based upon long-term views for commodity prices and expected financial returns.

The global demand for oil and gas is expected to increase more than 12% over the next 15 years. But where will the incremental supply come from, and how secure are those barrels?

Like many industry observers, we expect offshore projects will receive an increasing share of future upstream capital investment. Deepwater projects are favorably positioned, offering attractive relative returns within the asset portfolios of oil and gas companies.

Moreover, recent geopolitical events have placed an enduring emphasis on where hydrocarbon supplies are located, and the established offshore energy basins that Bristow services represent some of the most attractive and secure sources of supply.

As seen on Slide #15, offshore project final investment decisions, or FIDs, are on pace to exceed $110 billion this year, following $70 billion in 2025, which would represent a year-over-year increase of more than 60%.

The outlook for next year is another 30% increase to total FIDs of approximately $144 billion in 2027. Slide 16 shows growth in the offshore rig count and utilization levels, with the utilization rate for global floating rigs expected to reach 96% next year.

While the vast majority of Bristow's OES revenues, roughly 85%, support long-term production activities, an increase in the working number of offshore drilling rigs drives additional demand for helicopter services, and successful discoveries represent future production work.

Slide 17 contains additional information from Westwood Global Energy Group, which presents a comprehensive overview of the current global offshore energy infrastructure, including production facilities, drilling rigs, and offshore wind installations, as well as expectations for growth in the number of these offshore platforms over the next 10 years.

As you can see, these trends point to a significant increase in demand for offshore energy logistics services, supporting a positive outlook for Bristow's business.

Finally, Slide 18 is an updated look at offshore helicopter capacity from Steve Robertson at A&C Analytics. As you can see, effective utilization rates for the relevant models of heavy, super medium, and medium helicopters remain at or near full utilization.

This supply dynamic provides further context to the strong financial results that Jennifer reviewed earlier.

In conclusion, the combination of the positive offshore energy fundamentals and the tight supply of relevant offshore helicopters represents more favorable industry conditions than we've seen in more than a dozen years.

With that, let's open the line for questions. Michael?

[Operator Instructions]

The first question is from Josh Sullivan from JonesTrading.

Just given the complexities of the aviation industry supply chain, obviously, most of it's out of your hands.

But I mean, what can you do to protect yourself from the issue while you wait for the OEMs to get their solutions in line and begin delivering on time? What can Bristow do in this time period?

Yes, we are taking steps to mitigate the situation as best as possible. We have increased inventory levels. We have retained additional headcount. We're spending more on overtime.

We've added a second shift to the hangar that's working through the aircraft modification programs for those new search and rescue contracts.

Unfortunately, all those measures come at an additional cost to the company, and you're seeing the impacts of that in Bristow's Q2 and Q3 Government Services financial results, thankfully being offset by strength in other parts of the business.

In addition to those measures, on the customer side, we have made some progress in getting relief on availability issues that are not under Bristow's control related to those supply chain issues you referenced.

So you see some benefit from that in new OES contract terms.

On the government side, we've had success with our largest customer and also getting some relief on KPI penalties during this transition period, which has provided a cap on those penalties that we expect to endure at least through Q1 of 2027. So that's helped some.

The main thing, though, is really working in concert with our key suppliers to help get through this aircraft modification program and to a more normalized supply chain picture stabilized in 2027.

So we're really focused on working through that picture with them.

And then if we think about the balance of the dynamic between OEM new deliveries versus aftermarket parts, which is the bigger industry issue today?

Yes. By far, it's really the aftermarket and the availability of parts for existing aircraft.

We have had some delays in new aircraft deliveries, as you referenced, and that's not a welcome situation, clearly, but nowhere near as impactful as the overall issues with aftermarket parts availability that we need to keep the existing fleet working and operational for our customers.

So it's really that focus on getting parts on a more timely basis.

And then I guess it leads into another question. Your Bristow's leadership in the advanced mobility market, upcoming flights with Electra, other partners, Data, Alroy, et cetera.

As we think about the supply chain issues with the legacy aviation industry, your diversification into the AM market and its supply chains- is that an emerging advantage?

I think it could be on the margin once those aircraft are certified and operational.

Thankfully, most of those aircraft designs have less complexity and many fewer working parts. It's one of the reasons that their operating costs are expected to be dramatically lower than current-generation aircraft.

So fewer moving parts should translate into more reliable operations. So to your question, there could be a benefit there. I think overall, though, to draw out maybe a bit bigger picture, I mean, one of the main benefits that we have at Bristow is our scale and diversification.

We're having the supply chain issues we've discussed with our current suppliers. However, we are their biggest customer, really across the board. So the benefits of that scale mean that we are at the front of the line.

Unfortunately, right now, it's really just a math situation where there are not enough parts to go around.

But I think we are favorably positioned relative to the rest of the industry.

And then, importantly, on the diversification front, the number of different customers, the number of different geographies, and importantly, the number of different end markets, which is part of your original question, Josh, I think is a benefit for the overall portfolio in Bristow's business.

Our next question comes from Savanthi Syth from Raymond James.

Could you elaborate a little bit more, maybe, Jennifer, on the ERP implementation? Just what drove the decision, what gives you the confidence around the 1-year time frame, costs that we should consider around implementation, and what you're expecting in savings?

Sure. The implementation will require a one-time investment, but we expect it to deliver recurring savings of several million dollars a year once it's fully in place.

Beyond the savings, the project will modernize our finance processes and systems with built-in AI and other new capabilities that will make us more efficient and better at making decisions across the organization.

And I guess to address the conference, we do expect it to go live in 2028, so a little more than a year from now, but these more modern technologies have a streamlined way of being able to get that implemented in that time.

So we have some pretty good confidence in that.

And just on the cost drag, any way to quantify that or help us appreciate what that could be to 2027?

Well, we're early in the project and scoping it all out. So a little too early to give numbers yet. We will call that out as we go, but we're a little early to call out the numbers yet.

And if I might follow up on one of Josh's questions. Can you provide like some specifics around which parts or aircraft models you're seeing the most supply chain delays?

And maybe along with that, just the comfort in meeting the government services, having that trail off here in early 2027 because it seems to be taking longer than maybe you thought last quarter.

Yes, and happy to address that. I'll talk mostly about aircraft models. The list of parts really can change month-to-month or sometimes week-to-week.

But in terms of aircraft types, it is primarily in the Leonardo models. By way of a reminder, all of the new aircraft going to work on the Irish Coast Guard contract are AW189, super medium helicopters.

The majority of the aircraft for U.K. SAR 2G are AW189s and, to a lesser extent, 139s. So really, again, the Leonardo products.

In terms of what gives us some comfort on that timeline, we've spent an extensive amount of time in working sessions with them, really in Italy, on the production line as well as in our bases.

They've also come out and had joint meetings supporting us with our end customers, those government customers, which has been helpful for the end customer to hear the message directly from the OEM.

But they are making significant investments into their supply chain. As you'll be familiar, they have a complex network of subcontractors that amalgamate to form a supply chain for a given aircraft model.

They've been putting a lot of investment into those suppliers, those subcontractors, on new parts orders to help build up key inventory levels.

They're also making investments to diversify the sources of supply. To give you maybe just one case study or example there, the wind screens, so these are literally the windshields for the aircraft.

The industry has really been too concentrated in a single-source supplier there that's had issues, both from timing and then quality control.

And so one thing that Leonardo has done is made an investment to put a second source of supply in business and actually now, after that, a third to help provide some better resiliency into that key component.

And then overall, we think the incentives are in place to get this fixed and normalized. As a reminder, the same aircraft that we're ordering from Leonardo, who, by the way, is a key player in the European military-industrial complex, are the same aircraft models that European militaries are reliant upon for their defense posture against geopolitical threats.

So we think all the incentives are aligned to get this fixed and to a more stable situation. It's just unfortunately not going to happen overnight.

Based upon all those discussions and steps that I mentioned, our best information at this time is that we should be at a more stabilized position by the end of Q1 2027.

And just a clarification, just on the OES side, if you get more demand, does that come from higher utilization of the existing fleet? Or is that through further deliveries?

So we do have a high effective utilization rate for Bristow's fleet, similar to the broader industry stats that were summarized in the presentation materials.

However, we do have some available aircraft. For example, we have some S-92s that we're moving out of the North Sea, which is a more mature market, into markets like Africa and the Americas to meet customer demand and growth there.

We are also taking delivery of new super medium aircraft. As a reminder, we had 7 of those on order. Really, none of those have contributed meaningfully to reported financials to date. So that's all still to come.

We are one of the few operators with an order book and the ability to meet that incremental customer demand. So that will provide growth as we look at 2027 and beyond.

And then I guess the final note there is, as Jennifer referenced, 2027, we'll see more of the full period benefit of the contract rate resets that have occurred during calendar '26.

Our next question comes from Alex Rygiel from Texas Capital.

Regarding your comments about additional OES demand, do the current supply chain challenges place Bristow opportunities in the OES space at risk at all?

They certainly could if it impacts our ongoing aircraft availability levels. However, we are managing through that as best as possible.

As noted, we have also achieved some better contractual terms, which have carved out risk and penalties for us on certain of those availability issues that are beyond our control because of the supply chain issues.

But overall, yes, it does present risk. I would note, though, it also presents opportunity to the extent that the supply chain improvements are realized going forward.

It frees up quite a bit of what's been hampering the company's performance to date, and that really opens us up for even better performance moving forward.

And then can you speak to the special missions business? How is it tracking to initial expectations, and comment on any kind of integration that's occurring right now?

Sure. As far as where it's tracking, it's on track to perform for 2026. We highlighted some of that in the prepared remarks where it did contribute this quarter, and it's moving as expected. We do expect that to accelerate in 2027.

The business is doing well and has more opportunities now than it had to date. And then as far as the integration piece goes, because BSM is a fixed-wing business, its operations do not overlap too much with the helicopter business.

So we were always expecting limited operational integration, but the back office integration is progressing well with no meaningful issues to date.

Our next question comes from Steve Silver from Argus.

First of all, can you talk a little bit about the composition of the current fleet after the recent sale-leasebacks and periodic aircraft sales over time?

And just your current thinking around when you're expecting the remaining aircraft on your order book to be delivered?

Sure. I'll take the first part of that, Steve.

In terms of the composition of the current fleet, we think Bristow remains very competitive with the aircraft models that we have and the new additions to the fleet, which include those new-generation super medium aircraft principally.

So a good balance on the heavy and super medium model mix, also on the medium side with the largest operating fleet of AW139s, which is really the category leader in the medium space around the world, recently supplemented by the addition of a new H160 model from Airbus into that medium category.

So overall, we continue to think we have a very competitive fleet, the right mix of aircraft to meet customer demand. And Jennifer, do you want to touch on timing?

Sure. So we have 2 aircraft left in our order book; they're AW189s, and we do expect one this month and the other one in 2027.

We also hold options for more aircraft, and we would exercise them only if customer demand supports it and the commercial terms were right. And any of those aircraft that were ordered under those options will be delivered at a later date.

And you just mentioned special missions expected to accelerate growth in Q4 and in 2027.

Just curious as to whether there are any particular catalysts or projects worth calling out there?

Yes. Happy to address that. And I guess as a preface, we're really happy with how that business is performing to date.

When you do an acquisition, as much diligence as you do upfront, you never really know exactly what you're buying until you are on the inside. And we've been really pleased to date with what we've seen: the performance of the business to date and the outlook both for Q4 and 2027.

In terms of opportunities, starting first on the other category, their on-demand cargo business, or ODC business, is really performing well, above expectations.

And so long as supply chain issues exist and geopolitical tensions strain trade routes, we think the tailwinds for that ODC on-demand cargo business will continue to be good.

Then, more on the special missions basis, what we're seeing really is an opportunity set, whether it's on intelligence, surveillance and reconnaissance or ISR missions or troop movements that looks ripe for growth if capital is available.

So, over the last few years, they've had limited ability to add aircraft to their fleet to pursue some of those growth opportunities.

I think with our support, looking at bringing in some more leased aircraft, potentially some owned aircraft, there's going to be more of an opportunity to capture growth in that mission profile likely throughout the Americas as well as other areas outside the Continental United States.

And one more for me. So free cash flow was solid in the quarter. Share repurchases picked up quite a bit in Q3.

So I'm just curious, I mean, the company has stated consistently that the goal was to be opportunistic on share repurchases.

But I was wondering if you could expand a little bit on maybe the timing of the activity this quarter and really your current thinking on capital allocation, trying to balance additional share repurchases and debt reduction.

Sure. As you noted, our share repurchases are done on an opportunistic basis. We hadn't done as many of those up to date because of a lot of reasons that we've discussed in the past.

We had a big capital investment in aircraft related to the U.K. SAR 2G contract and the Irish Coast Guard contract.

Those have largely completed, and we were able to deploy capital to expand our government services business with the purchase of BSM, investing in the fleet on the OES side with the new purchases of AW189s that will go to work for customers.

Again, share repurchases, the $25 million we did this quarter, again, it is done on an opportunistic basis. We're not doing it programmatically as we move along.

And we are consistently working through our dividend program and continuing to declare dividends on a quarterly basis.

Our final question today is from Colby Sasso from Daniel Energy Partners.

Can you expand on the key drivers behind the updates on the guidance ranges, noting the midpoint was affirmed?

And what risks or opportunities do you see for the remainder of the year?

Yes. First, we were pleased to reaffirm the adjusted EBITDA midpoint for full year 2026, which I think is a testament to the significant diversity that we have in the business from an end market, customer and geographic standpoint. So happy to be able to reaffirm that.

In terms of some of the drivers on some of the range changes, first, on the Government Services side, really the supply chain issues that we've talked about during the call would be the primary one.

And then on the OES side, those changes were really supported by the strong industry fundamentals and the tight supply-demand dynamic that exists with relevant offshore helicopter models globally.

In terms of risks, certainly, geopolitical developments, the macro side with the commodity price, anything there is always a risk that we'll be exposed to.

Foreign exchange rates are another one that can impact our business, particularly with the big government contracts where we are paid in the local currency under those particular contracts.

And then on the opportunities front, I think supply chain, which has obviously been a big hindrance to the business recently to the extent that those issues do stabilize, that will be an opportunity to free up aircraft in the business for better performance.

And as a follow-up, looking at the utilization levels you highlighted earlier on Slide 18, if these aircrafts are effectively fully utilized and contracted out, how are you thinking about picking up any incremental ad hoc short-term exploration work in 2027?

Yes. And thank you for the question. I appreciate the opportunity to clarify that.

The information on Slide 18 is really industry-wide data that comes from a third-party source, which we think does the best job of tracking industry data on this metric.

For Bristow, overall, our fleet is similarly positioned.

However, there are some differences. For example, we do have some available S-92s that we will move out of the North Sea, which is a more mature market, into some other markets where there is additional demand from customers in places like Africa and the Americas.

So we'll be able to meet that growth and their demand there. We do also have the new deliveries that we spoke about, those new super mediums coming into the fleet, which really haven't contributed meaningfully to reported financials to date, but they have now mostly been delivered.

As those go to work, that will drive growth for us and meet demand for our customers. And we're one of the few operators who actually does have an order book and the ability to bring in those aircraft.

Then beyond that, as we think about part of your original question, which relates to short-term drilling exploration opportunities, we do have the ability to share aircraft to support ad hoc and short-term work with aircraft that might be under other contracts, but we can use available flight hour capacity to support additional customers as well.

This concludes our question-and-answer session. I'll now turn the call back over to Chris Bradshaw for closing remarks.

Thank you, Michael, and thanks, everyone, for joining the call on what's, I guess, been a slow couple of news days. We appreciate the interest.

We look forward to speaking again next quarter. In the meantime, stay safe and well.

This concludes today's call. You may now disconnect at any time.

Good day, everyone, and welcome to Bristow Group's Second Quarter of 2026 Earnings Call. Today's call is being recorded.

[Operator Instructions] At this time, I would like to turn the call over to Red Tilahun, Senior Manager of Investor Relations and Financial Reporting.

Thank you, Amy. Good morning, everyone, and welcome to Bristow Group's Second Quarter of 2026 Earnings Call. I am joined on the call today with our President and Chief Executive Officer, Chris Bradshaw; and Senior Vice President and Chief Financial Officer, Jennifer Whalen.

Before we begin, I'd like to take this opportunity to remind everyone that during the course of this call, management may make forward-looking statements that are subject to risks and uncertainties that are described in more detail on Slide 3 of our investor presentation. You may access the investor presentation on our website. We will also reference certain non-GAAP financial measures such as EBITDA and free cash flow. A reconciliation of such measures to GAAP is included in the earnings release and the investor presentation.

I will now turn the call over to our President and CEO.

Chris?

Thank you, Red. I'll begin with a brief note on safety, which remains Bristow's #1 core value and highest operational priority. The company has delivered on our goal of 0 air accidents year-to-date 2026. With regard to occupational safety, we are pleased that the number of lost workdays is down from this time last year, and we are on track to achieve our third consecutive year of fewer lost workdays. I would like to thank everyone on the Bristow team for their continued commitment to place safety first every day.

We closed on the acquisition of Berry Aviation on July 13, and we are excited to welcome the Berry team to Bristow. Headquartered in San Marcos, Texas, Berry Aviation operates a fleet of more than 20 aircraft, primarily providing military and defense aviation services across multiple countries. Through its government services offering, Berry provides a broad range of services such as special missions, ISR operations, MRO services, training and mission support and unmanned aerial systems design and development capabilities.

Berry's other services consist of on-demand cargo logistics for blue-chip end customers and aftermarket supply chain aviation solutions. Berry has extensive experience supporting all branches of the U.S. military and a record of excellence in completing missions that demand precision, safety and strict compliance. Bristow and Berry share a cultural emphasis on safety, reliability and rapid response in complex environments. And through this transaction, customers will benefit from Bristow's scale, operational expertise and global platform. We now have a presence on 6 continents across 20 different countries.

Berry's specialized capabilities across a range of mission-critical operations and strong customer relationships are complementary to our existing government services operations, better positioning Bristow to compete for long-duration government programs. The acquisition is expected to enhance the quality of Bristow's earnings through increased exposure to contracted government services and multi-mission aviation activities, supporting a more durable and balanced business profile. The acquisition is also expected to be immediately accretive to Bristow's earnings and free cash flow while bolstering the company's EBITDA margin profile.

In a separate initiative, we announced that Bristow is pursuing the sale of our Norway Offshore Energy Services business as part of our long-standing portfolio optimization strategy. The exit is consistent with Bristow's ongoing strategy to deploy assets and resources in markets with attractive margin profiles and value-accretive returns on capital.

Bristow remains focused on growing our global offshore energy services business in markets that meet our financial return parameters. We also expect to continue pursuing other opportunities in Norway, such as those in the advanced air mobility space. We should note that the timing and structure of any sale transaction remains subject to market conditions and other considerations. I would further note that the planned exit of the Norway OES business and the addition of Berry Aviation would have been neutral to Bristow's 2025 EBITDA on a pro forma basis.

Turning now to our financial outlook. Bristow's second quarter financial results keep us on track for what is expected to be a transformational year for the company. We are pleased to affirm our adjusted EBITDA guidance range for full year 2026 of $295 million to $325 million, which reflects year-over-year growth of approximately 25%. The ability to confirm this outlook despite macro uncertainties and continued supply chain challenges that are adversely impacting our government search and rescue contract transitions is a testament to the complementary nature of Bristow's business segments and the benefits provided by the significant geographic and customer diversity in our business model. I'll have more comments on the strong tailwinds poised to benefit the company later in the call.

But for now, I will hand it over to our CFO for a detailed discussion of Q2 results and our financial outlook.

Jennifer?

Thank you, Chris, and good morning, everyone. Before we begin, I would like to echo Chris's comments on the acquisition of Berry Aviation. We are pleased to have successfully closed the deal and welcome the Berry Aviation team to Bristow. As we begin consolidating Berry Aviation's financials, we plan to include their special missions, MRO, CRO and UAS business as part of our Government Services segment and their on-demand cargo and remaining services as part of our Other segment.

Today, I will begin with a review of Bristow's sequential quarter financial results on a consolidated basis before covering the financial results and the 2026 guidance ranges for each of our segments. In Q2, Bristow's total revenues were $23.1 million higher compared to Q1, primarily due to higher utilization in our Other Services segment and higher fuel revenues and rates in our Offshore Energy Services or OES business.

Adjusted EBITDA was $20.5 million higher in Q2, largely attributable to the increased revenues across our segments and lower repairs and maintenance costs. We are affirming our 2026 guidance ranges of $1.6 billion to $1.7 billion for total revenues and $295 million to $325 million for adjusted EBITDA.

Turning now to our segment financial results. Revenues in our OES segment were $7.3 million higher in Q2, primarily due to higher rates and fuel revenues in Europe and across several key markets in the Americas, while revenues in Africa remained consistent with the preceding quarter. Adjusted operating income in OES was $16.4 million higher this quarter due to higher revenues, coupled with lower operating expenses of $4.3 million and higher earnings from unconsolidated affiliates of $2.2 million.

In Q2, repairs and maintenance costs were $7.8 million lower, primarily due to higher vendor credits. Personnel costs were $6.3 million lower due to seasonal personnel cost variations in Norway, while increases in activity and global commodity prices contributed to higher fuel, freight and other operating costs of $9.9 million. Depreciation and amortization expense was $4 million higher as a result of accelerated depreciation of assets related to a lease facility in the U.S. and capital spare parts associated with the S-76D medium helicopter model that is in the process of being phased out, as I mentioned last quarter.

Given the continued performance of our OES business, we are tightening our 2026 revenues guidance and increasing the adjusted operating income guidance range to $235 million to $245 million for this segment.

Moving on to Government Services. Revenues were $4.4 million higher, largely attributable to the commencement of operations at two UKSAR2G seasonal bases and increased rates from annual rate escalations. Irish Coast Guard revenues were $1.5 million higher due to the full quarter impact of the Waterford base that commenced operations last quarter. And revenues in the U.S. were $1 million higher due to higher utilization.

Penalties related to aircraft availability, which has been adversely impacted by continued supply chain challenges, have remained elevated in the current quarter, but were consistent with the preceding quarter, While fuel revenues were consistent with the preceding quarter despite increases in global fuel prices due to contractual lags in the -- in rebilling fuel costs under UKSAR2G.

Adjusted operating income was $2.3 million lower, primarily due to higher operating expenses of $6.1 million, offsetting the higher revenues. The commencement of operations at certain UKSAR2G and Irish Coast Guard bases, including full quarter impact of costs that were previously deferred, increased overtime costs to support the ongoing transition and onetime salary adjustments related to a labor agreement in the U.K. resulted in personnel costs being $3.3 million higher this quarter.

Additionally, increased training, travel between bases and higher base and facilities costs related to transitions were $1.8 million higher this quarter. Lastly, fuel costs were $1.5 million higher due to higher global fuel prices. While fuel is typically a pass-through, there is a delay between when the company incurs the cost of fuel at prevailing market prices and is then able to recoup the fuel expense under UKSAR2G.

In summary, the lower margins in this segment are expected to be largely confined to calendar year 2026. The unprecedented pace and severity of increases in global jet fuel prices in Q2 adversely impacted profitability in our Government Services segment by $1.5 million, primarily due to a deferred price adjustment mechanism in the UKSAR2G contract. We have since tightened the adjustment mechanism via contractual amendment, and this impact should not recur in Q3 and beyond.

In addition and more materially, continued supply chain challenges have resulted in delayed aircraft deliveries and modification schedules, which adversely impacted 2026 adjusted operating income by approximately $8 million. This is a function of elevated KPI penalties adversely impacting revenues as well as transition costs persisting longer than anticipated due to retained headcount and other transition costs. The net impact of these factors is included in our revised Government Services segment adjusted operating income range for 2026. While some of these transition costs will roll into early 2027, the 2027 Government Services results should track closer to the original guidance range plus the additional benefit of the incremental EBITDA from the Berry acquisition.

As a reminder, these are typically 10-year base contract periods plus option years, and we still expect to generate attractive long-term cash flow yields on these important government services mandates. At this time, we are updating our 2026 Government Services segment guidance ranges to include the addition of Berry Aviation government contracts and take into the effect the transition impact I noted a moment ago.

As such, our 2026 revenue guidance range is updated to $475 million to $495 million, and the adjusted operating income guidance range is updated to $55 million to $65 million for this segment, which is roughly 60% higher when compared to the midpoint to the 2025 results.

And finally, revenues from Other Services were $11.4 million higher in Q2, primarily due to higher seasonal activity and higher fuel revenues. Adjusted operating income was $4.2 million higher due to the higher seasonal revenues, partially offset by higher operating expenses of $7.7 million related to the higher activity and fuel prices. We are updating our 2026 Other Services guidance ranges based on the performance to date and to include the addition of Berry's ODC and other offerings. The updated 2026 revenues and adjusted operating income guidance for this segment is between $155 million and $175 million and $25 million to $30 million, respectively.

Turning now to cash flows and liquidity. As of June 2026, our unrestricted cash balance was $312 million with total available liquidity of approximately $372 million. Net cash provided by operating activities was $41.4 million this quarter compared to net cash used in operating activities of $8.3 million in Q1. The increase in operating cash flows is primarily due to higher earnings, coupled with a decrease in working capital uses during the current quarter.

On a year-to-date basis, working capital uses remain elevated as a result of increases in accounts receivable due to higher activity, increases in other assets related to start-up costs for new government services contracts as the costs are incurred prior to the full commencement of revenues, and a decrease in accounts payable and accrued liabilities related to the timing of tax and OEM vendor payments at the end of the current quarter. As noted in previous calls, the company does not have material amounts of aged receivables in any of our segments and new contract transitions are set to conclude in the coming quarters. So we expect to see continued improvements in working capital as activity and timing-related items normalize.

During the current quarter, Bristow paid $3.7 million in dividends. And on July 30, declared another dividend of $0.125 per share of common stock. This dividend will be paid on August 28, 2026, to shareholders of record at the close of business on August 14. We consistently evaluate the best uses of our cash flow and aim to yield the highest value and return on capital.

Additionally, we will continue to execute on our capital allocation strategy, which prioritize maintaining a strong balance sheet, the conclusion of investments and other transition costs tied to growth in our various regions and a return of capital to shareholders. We believe the company will continue to generate strong free cash flow and accelerate in earnest as we near the completion of this transformative year. At this time, I'll turn the call back to Chris for further remarks.

Chris?

Thank you. Looking forward, we continue to believe Bristow is favorably positioned to benefit from three global mega trends, namely increased defense spending, the importance of energy security and the electrification of transportation. Taking each of these in turn, number one, we expect defense spending to increase significantly over a multiyear period. With the expected scale of these defense expenditures and the continued budgetary pressures for most countries in the Western world, we anticipate the need for increased public-private partnerships to realize these government and military objectives.

We see additional growth opportunities in our core government search and rescue business as well as a broader spectrum of aviation services to government and military customers, particularly in Europe and the Americas. The recent addition of Berry Aviation significantly increases our exposure and addressable opportunities in this segment. The transaction will enable cross-selling of services to government customers by leveraging the combined company's expertise, diversified fleet and global footprint.

Number two, the importance of energy security. Recent geopolitical events have placed an enduring emphasis on where hydrocarbon supplies are located. And the established offshore energy basins that Bristow services represent some of the most attractive and secure sources of supply. Deepwater projects are favorably positioned, offering attractive relative returns within the asset portfolios of oil and gas companies. And we believe offshore projects will receive an increasing share of future upstream capital investment. The leading indicators for offshore activity from subsea equipment orders to rig contracting activity to expected FID approvals are positive and poised to further benefit Bristow's OES business.

Number three, the electrification of transportation. We have continued to advance Bristow's position as an early leader in the development of the advanced air mobility industry, which will incorporate the operation of next-generation aircraft powered by electric, hybrid electric and other new propulsion technologies. Bristow has a unique opportunity to leverage our core competencies as an advanced proven operator to serve the needs of this new industry sector. Most recently, the Scottish Electric Aviation Network, or Project SEAN, was launched by a Bristow-led Consortium in partnership with BETA Technologies and supported by GBP 1.5 million of funding from the U.K. Department of Transport to advance electric aviation services across Scotland's Highlands and Islands.

We believe Bristow has created significant option value with minimal capital commitment to date and what is expected to be a large and rapidly growing addressable market to these new generation aircraft. In conclusion, we have a very positive outlook for Bristow's business as we continue the company's evolution as a global leader in mission-critical aviation services for government entities, offshore energy companies and other customers around the world. With that, let's open the line for questions.

Amy?

[Operator Instructions] The first question is from Jason Bandel from Evercore ISI.

I have a couple of questions this morning on OES. Can we unpack your updated guidance in OES there a little more? Can you discuss what were the primary drivers that led to the increase in the adjusted operating income while narrowing the range for revenue?

Sure. We had -- we did have better performance in the first half of the year. This is both in rate and in activity, more aircraft being put on contracts and contracts that went longer than we had originally expected. And we expect that to continue through the rest of the year, which really informed our increase in the guidance, and we just have more certainty around the revenue. So we were able to tighten the revenue guidance.

Got it. Understood. And then on the effective utilization side of things, has that changed for a portion of your fleet in recent months? And can you kind of discuss, I guess, well, first of all, what idle capacity looks like right now and your expectations for flight hours for the rest of the year? And if you can give us some color regionally as well, that would be helpful, too.

Yes. Happy to address that. So there has not been a material change in the effective utilization. It remains -- if we're talking about the relevant heavy super medium and medium offshore helicopter models, effective utilization remains very tight. And as we know, it's also a constrained supply picture with limited new capacity that could come into the market.

In terms of flight hour activity, we would expect second half '26 to be slightly higher, but not a huge increase. We see 2027 as being a more significant inflection point for new incremental offshore projects moving forward.

Regionally, I would say that the North Sea remains a more mature market. So stable, but not a lot of growth that we're seeing. We're seeing more growth and higher activity in areas like Africa as well as in South America. So Brazil, Suriname and even in the Caribbean with Trinidad, we've seen more activity regionally in those locations.

Great. That's helpful color, Chris. And my last one, just around the planned Norwegian exit. I guess, first, have you experienced any impact to that business after you made that announcement? And then I guess, secondly, any sense for timing about a potential exit there would be helpful as well.

Sure. So take those in order. No, we have not seen a material impact on the business since the announcement. We're continuing to focus on delivering safe and reliable service to our long-term customers there. It is a very well-established business that's been around for more than 30 years, strong customer relationships, good operating footprint, a strong, very capable management team continuing to manage the business there in Norway.

In terms of timing, we are at the beginning of the process. So we're still in the process of reaching out to potential buyers to gauge who has an interest. And for those that are interested, we would then move forward in earnest with a more detailed part of that sale process. So still at the early stages of that.

The next question is from Savi Syth from Raymond James.

Maybe, Jennifer, you noted that most of the transition costs related to your kind of government SAR contracts in the U.K. and Ireland should subside in 2026, but maybe some continuing into early 2027. Could you provide a little bit more color on kind of which costs are expected to flow into 2027?

Sure. There will be some additional costs related to aircraft and people as we prepare the last of the aircraft for the UKSAR2G to modifications, et cetera, on to that. So there will be people costs and some other lease costs, et cetera. And those people will roll off, and this is really very early in the part of '27. Those people would then roll off and all the rest of those costs would roll off as well.

That's helpful. And maybe, Chris, you mentioned the Project SEAN announcement with kind of advanced mobility kind of taking a lot of attention at Farnborough, particular around these kind of tactical commercial deployments, kind of what milestones should investors watch to kind of evaluate Bristow's progress in converting this segment from an investment into like true commercial opportunities?

I would note a couple of things there. First would be aircraft certification time lines. So in the Western world, we're still waiting on the first of these aircraft to be certified. Those companies are making progress with the relevant regulatory authorities, whether that be the FAA here in the U.S., EASA in Europe or the CAA in the U.K. And within that certification journey, another milestone that we would point to are their flight test programs. So for the relevant aircraft, have they made the transition in flight on a manned basis to vertical flight and then back again. So those are some important milestones on that journey.

And then to Bristow specifically and when there might be a translation into commercial opportunities, one of the milestones I would follow is our order status. So right now, we have positions with our partners. Those are largely contingent upon things like the certification time line, also the aircraft's actual performance meeting the design specifications. So as you see some of those positions move into firm orders and start to show up in our CapEx schedule, that would be an indicator that we believe, we reached a point where there is an underwritable business case to put the aircraft to work.

That makes sense. That's helpful. And if I might, just -- following up on kind of Jason's question earlier, he asked on the OES side. Just on the government services side, just what are your kind of flight hour expectations there and how that should progress given some of the challenges that you're having with the transition?

I would expect flight hours to be relatively stable, should be consistent. Our variations in flight hours tend to be more seasonal. So in the summer months, when it's warmer and people are out being more active, we tend to have more call-outs for rescue missions, whereas in the months where maybe the weather is such, that people aren't as outdoors or doing more things, we tend to have less call-outs for those rescue missions. But should be noting those seasonal differences relatively stable from a flight hour standpoint otherwise.

Our next question comes from Alex Rygiel with Texas Capital.

What percentage of Berry revenues are under long-term contracts? And how does that recompete schedule look over the next few years?

Jennifer, I don't know if you wanted to take that or I can certainly start, and then Jennifer can add as we go. So the contracts for -- maybe I'll back up a minute. There are different contract structures in Berry business versus our existing government search and rescue business, and a lot of that really goes back to the mission itself. So in our civilian search and rescue work, we know the mission is going to be there. For better or worse, we know that there are going to be people who get in a condition where they need to be saved and for us to go conduct those rescue missions. So because of that visibility, the contracts tend to be longer term in nature.

On the Berry side, which is primarily doing business with various branches of the U.S. military, those military missions tend to evolve more rapidly. There are more changes in the scope and demands of the mission. And so those tend to be shorter-term contracts, but the activity tends to be a higher cadence activity than our civilian search and rescue call-out business. So Jennifer might be can address specifically in terms of percentages, but good contract coverage for '26 and into next year. In terms of a recompete basis, the company, Berry is very well positioned on its three largest contracts, it's really held these for multiple contract cycles. And they are in pretty demanding environments in Africa, in Asia Pacific. So they're very strongly positioned as the incumbent and very much valued and trusted by the military customer.

So Jennifer, I don't know if you wanted to add anything to that.

Yes. I mean I would just say some of these contracts, they've been on for a very long time. So even though they've changed slightly the mission over time, they're highly specialized what they do as far as contract coverage, it's a pretty high percentage. But again, as Chris noted, the contracts tend to be shorter in duration. But again, they do specialize mission, so they tend to be in a very good position when the mission changes and the contract changes.

That's helpful. And sorry if I missed this, but can you speak more to the supply chain challenges that you referenced earlier in the prepared remarks?

Yes. And these have really evolved over time. A few years ago, we, as an industry, were having a very acute supply chain challenge around the S-92, which is a Sikorsky manufactured helicopter. Those -- a lot of improvements have been made there, and there's been a strong recovery, not always exactly where we want it to be, of course, but a very strong recovery on that side of things.

And then what we're experiencing now more is with a different OEM, Leonardo, around either, in some cases, the 139, but namely the AW189 model helicopter. And it really stems from the fact that going into the downturn in the offshore oil and gas industry, there weren't a lot of new deliveries being made. But as activity has picked up and deliveries have been placed from that end market, but also importantly, around search and rescue aircraft, which has mainly been Bristow as well as military customers because as a reminder, that production line is shared across all global military and civilian customers. It's been a challenge as they've ramped up, and that's impacted the schedule for new aircraft deliveries.

So as aircraft have been late in our modifications because we're not taking delivery and putting to work a base aircraft, right? When we're putting into search and rescue configuration, it's highly bespoke to that country's mission. And it takes some time after initial delivery to complete all the aircraft modifications, including the mission management system. So it's just pushed all of that time line to the right for us, which has resulted in some KPI penalties. It's resulted in us keeping personnel, transition personnel on longer than contemplated. So higher compensation, but also all the other expenses that come along with a transition to the new aircraft model and at a new base in some cases.

Just to put like one number around that, it could be a longer answer, but to put one number around that, Leonardo plans to make 40 AW189s a year going forward. That's their target for manufacturing new aircraft this year and beyond. Last year, they delivered about 15. So it shows you kind of where things have been. We are obviously in active discussions with them. We are their largest customer globally, continues to be a very strong relationship with Leonardo. And we've -- I was there last month in Italy, and we've gone through a timeline where they plan to get some of these key components back to a recovery status by either Q4 of '26 or in some cases, Q1 of '27.

Our next question is from Steve Silver with Argus Research.

So looking at this announcement about Project SEAN in Scotland, I'm curious as to whether there are any similar opportunities that you see emerging around the world over the near term and perhaps if there are any others that may be in the current pipeline at earlier stages.

Yes, happy to address that. So first with Project SEAN itself, really pleased to have that opportunity in Scotland. We think the community there will benefit from it. It's certainly a landscape, a geography that is well suited to this type of aircraft and being able to enhance regional connectivity on a efficient, both from time and money standpoint. And also happy to have the funding support from the U.K. Department of Transport for that program.

Also in Norway, we are moving forward with Phase 2 of the test arena. So by way of reminder, there was a Phase 1 where we worked in partnership with BETA Technologies to test out potential cargo routes using their CTOL, ALIA aircraft. This Phase 2 will be with a different aircraft and a different mission type. It's going to be with Electra.aero, really focused more on regional passenger missions and exploring those capabilities in Norway.

Also here in the U.S., we're partnered with a few of the OEMs on the different state eIPP programs, which were sponsored by the administration. One of those, for example, is with our partner, Elroy, using their unmanned, hybrid aircraft, the Chaparral. We're actually going to be doing test missions later this month in Louisiana, testing the use of those aircraft to move cargo to offshore platforms and drilling rigs in the U.S., Gulf.

So a few different projects underway globally as this industry continues to progress.

That's helpful. So while the company's liquidity remains healthy, there have been a couple of moving parts this year with the Berry acquisition, the financing earlier in the year, and you guys also have a share repurchase program in place. I'm just curious as to whether you have any updated thinking on any net debt targets either by the end of 2026 or even at the end of 2027.

Thank you for the question. I mean we have, over time, done some debt repurchases and paid down some debt. We don't have a target per se, but we -- always in our capital allocation, we protect the balance sheet. That's our #1 priority. We do show in our guidance, you can kind of get back to where our free cash flow is that kind of gives you an idea of where we are. And as a reminder, when we did the bond deal earlier this year, we did upsize the bond from $400 million to $500 million, which gave us the flexibility to be able to do the Berry acquisition without too much friction.

Great. And one last one, if I may. So now that we are halfway through the year, do you have any update on your full year expectations for free cash flow?

I mean we -- as you saw, the guidance, we don't really give -- generally give free cash flow guidance, but you have the waterfall there, so you can get to where we're at. I will say our expected growth CapEx for this year is $130 million plus the maintenance CapEx of $30 million gets you $160 million for the total CapEx for the year. And then there's going to need to be some assumptions made around working capital as it has remained elevated uses of working capital this year. But generally, you can kind of get to where we are thinking from there.

Yes. And I think, Jennifer, the only other note I'd add to that is on the CapEx numbers you gave for the full year, very much weighted to the first half. So we've gotten through most of that already. The second half of the year really would just see about $30 million of growth CapEx plus the proportionate share of maintenance for the year.

Our final question today is from Josh Jain from Daniel Energy Partners.

First one, just obviously, a lot of volatility in the energy space with the Iran conflict. Could you just speak to if this persists, the impact on the near to intermediate term of -- for the business? But then also conversely, what do you see as the long-term impact of this conflict? Does it strengthen the outlook in the energy business over a multiyear period and give you more confidence in sort of your multiyear outlook? That's the first question.

Yes. Thank you for the question. So near term, it hasn't had a big impact on our business. I think we have been in a good position in that we are offshore oriented, but we're not in the Middle East. So we're not directly impacted. And we haven't seen a material change in customer activity levels thus far. We do expect that to change, though. Our expectation is that on the other side of this, there will be structurally higher commodity prices. And so we think the thesis, which already existed coming into the conflict that there would be a growth in offshore spend and offshore activity going forward. We think that thesis has been significantly derisked.

So more confidence, more conviction in the outlook for offshore activity. And certainly, what we're seeing is an increased importance of energy security and an emphasis on that moving forward and where the source of hydrocarbons is coming from. And again, I think we are fortunate in that the basins -- the offshore basins that we serve at Bristow are some of the most well-established as well as most secure sources of offshore supply globally.

Understood. And then just one just on general capital allocation. So once you do have a sort of resolution or conclusion with the Norway business, would that potentially open the door to perhaps a more aggressive return of capital to shareholder stance? Or are there more things out there similar to Berry that may be a more attractive use of capital based on sort of where we are in the cycle for defense spending today?

I'm just curious how you're thinking about those options or potential proceeds once you do have a resolution to the sale of that business? And then I'll turn it back.

Yes. Thank you. It's a great question, and I think appropriate to ask the two together. So in terms of potential share repurchases, we will deploy the program on an opportunistic basis. So we'll evaluate that in the context of other opportunities as well as, of course, where the share price is at the time and whether or not we're in a window where we're permitted to be buying back shares, and just a logistical note, for most of this calendar year, we have been restricted because of the Berry acquisition and the potential sale of Norway as well as our normal earnings-related blackout windows.

But we'll continue to approach -- take an opportunistic approach to the deployment of capital under that share repurchase program. As we do weigh considerations and alternatives, other M&A will be a part of that. And to that part of your question, we do see additional opportunities for similar tuck-in acquisitions that would be in the government military space, other opportunities to add differentiated capabilities, customer relationships, things that we see as being very long-term value-added opportunities.

So we do see a pretty compelling opportunity set. Now of course, each of those situations would need to meet our financial parameters, so fall within the context of deals that make sense for us financially.

This concludes our question-and-answer session. I will now turn the call back over to Chris Bradshaw for closing remarks.

Yes. Thanks, everyone, for joining the call today. I know it's a busy time out in the market as well as summer plans, so we appreciate that. I also wish everyone stay safe and well, and we look forward to speaking again next quarter. Thank you.

This concludes today's call. You may now disconnect at any time.

Good day, everyone, and welcome to Bristow Group's First Quarter of 2026 Earnings Call. Today's call is being recorded. [Operator Instructions]

At this time, I would like to turn the call over to Redeate Tilahun, Senior Manager of Investor Relations and Financial Reporting.

Thank you, Michael. Good morning, everyone, and welcome to Bristow Group's First Quarter of 2026 Earnings Call. I'm joined on the call today with our President and Chief Executive Officer, Chris Bradshaw, and Senior Vice President and Chief Financial Officer, Jennifer Whalen.

Before we begin, I would like to take this opportunity to remind everyone that during the course of this call, management may make forward-looking statements that are subject to risks and uncertainties that are described in more detail on Slide 3 of the investor presentation. You may access the investor presentation on our website. We will also reference certain non-GAAP financial measures such as EBITDA and free cash flow. A reconciliation of such measures to GAAP is included in the earnings release and the investor presentation.

I will now turn the call over to our President and CEO. Chris?

Thank you, Red. The company delivered on our goal of 0 air accidents in the first quarter, and the Bristow team remains committed to safety as our #1 core value and highest operational priority. Bristow's first quarter financial results place us on track for what is expected to be a transformational year for the company. We are pleased to affirm our financial guidance ranges for 2026, which notably reflect adjusted EBITDA growth of approximately 25% year-over-year. While geopolitical conflicts and tensions have driven turbulent and concerning global conditions thus far in 2026, these macro developments underscore the conviction we have in the outlook for Bristow's business.

I'll have more comments on the strong tailwinds poised to benefit the company later in the call. But for now, I will hand it over to our CFO for a detailed discussion of Q1 results and our financial outlook. Jennifer?

Thank you, Chris, and good morning, everyone. Today, I will begin with a review of Bristow's sequential quarter financial results on a consolidated basis before covering the financial results and 2026 guidance ranges for each of our segments. While the first quarter is typically our seasonally lowest quarter, Bristow's total revenues were $11.4 million higher compared to Q4 2025, primarily due to increased activity in our Government Services business and increased rates and activity in certain of our key Offshore Energy Services or OES markets. Adjusted EBITDA was $0.9 million lower in Q1, mainly due to higher repair and maintenance costs and lease and equipment costs across our segments. We are affirming our 2026 guidance ranges of $1.6 billion to $1.7 billion for total revenues and $295 million to $325 million for adjusted EBITDA.

Turning now to our segment financial results. Revenues in our OES segment were $6.9 million higher in Q1 versus Q4 2025, primarily due to increased rates and higher utilization in the U.S. and Trinidad, and higher utilization in Africa, which were partially offset by lower utilization in Europe. Adjusted operating income was $0.7 million lower, primarily due to higher operating expenses of $5.6 million and lower earnings from unconsolidated affiliates of $1.8 million, offsetting the higher revenues. Operating expenses in OES were higher primarily due to lower vendor credits recognized this quarter, coupled with additional aircraft leases, which were partially offset by lower personnel and other operating expenses.

During the quarter, the company recognized additional noncash depreciation expense of $6.4 million related to S76D medium helicopters used in our OES segment as it finalizes plans to return this model and transition to newer models as part of Bristow's ongoing fleet management efforts to better meet customer needs. The company plans to complete this transition of models by early 2027 and expects to recognize approximately $24 million of additional depreciation expense through the transition period.

Our 2026 OES revenue guidance range remains between $1 billion and $1.1 billion, and our 2026 adjusted operating income guidance range remains $225 million to $235 million for this segment.

Moving on to Government Services. Revenues were $7.8 million higher, primarily due to the transition of the Irish Coast Guard contract, including the full quarter impact of the base in Sligo that began operations last quarter and the commencement of operations at the final base in Waterford this quarter. Adjusted operating income was $1.9 million higher in Q1, primarily due to the higher revenues, partially offset by higher operating expenses of $4.8 million as a result of higher repairs and maintenance, increased headcount in Ireland, higher leased-in equipment costs related to the ongoing transition activities in the U.K. and higher general and administrative expenses of $0.5 million, largely related to professional service fees.

Our 2026 Government Services revenue guidance range remains between $440 million and $460 million, and the adjusted operating income guidance range remains $70 million to $80 million, which is roughly double that of 2025.

And finally, revenues from Other Services were $3.2 million lower in Q1, primarily due to lower seasonal activity in Australia, partially offset by favorable foreign exchange rate impact. Adjusted operating income decreased by $2.9 million due to the lower seasonal revenues, partially offset by reduced operating expenses of $0.4 million related to the lower seasonal activity. Our 2026 revenues and adjusted operating income guidance for this segment remain between $130 million and $150 million and $20 million and $25 million, respectively.

Turning now to cash flows and liquidity. Net cash used in operating activities was $8.3 million in the current quarter. The working capital used in the current quarter primarily resulted from an increase in accounts receivables, largely due to timing of customer payments. In comparison to the prior year, working capital changes consumed more cash flow in Q1 2025 than was the case in Q1 of this year. The company does not have material amounts of aged receivables, so we expect to see improvements in working capital in the coming quarters. As of March 2026, our unrestricted cash balance was $342 million with total available liquidity of approximately $394 million.

As a reminder, in January, Bristow closed a private offering of $500 million senior secured notes due in 2033 with a coupon of 6.75%. The company used a portion of the net proceeds to redeem its existing 6.875% senior notes with the remaining net proceeds to be used for general corporate purposes. We are very pleased with the successful refinancing transaction highlighted by an upsized deal at a lower coupon rate and extended maturity.

Bristow's financial flexibility, positive financial outlook and robust balance sheet represent a competitive advantage for the company and favorably position us to pursue various potential growth opportunities.

Lastly, Bristow paid $3.7 million in dividends during the quarter and on April 30 declared another dividend of $0.125 per share of common stock. This dividend is payable on May 29 to shareholders of record at the close of business on May 15.

At this time, I will turn the call back to Chris for further remarks. Chris?

Thank you. Looking forward, we believe Bristow is favorably positioned to benefit from three global megatrends, namely: increased defense spending; the importance of energy security; and the electrification of transportation.

Taking each of these in turn, number one: Increased defense spending. Given recent hostilities and the overall geopolitical landscape, we expect defense spending to increase significantly over a multiyear period. With the expected scale of these defense expenditures and the continued budgetary pressures for most countries in the Western world, we anticipate the need for increased public-private partnerships to realize these government and military objectives. We see additional growth opportunities in our core government search and rescue business as well as a broader spectrum of aviation services to government and military customers, particularly in Europe and the Americas. In the context of a complicated geopolitical landscape and expectations for higher defense spending, we believe there will be compelling organic and inorganic growth opportunities for a specialized aviation services provider with Bristow's track record, operational expertise and financial flexibility.

Number two: The importance of energy security. While oil and gas remain commodities, recent geopolitical events have placed an enduring emphasis on where hydrocarbon supplies are located and the established offshore energy basins that Bristow services represents some of the most attractive and secure sources of supply. Deepwater projects are favorably positioned, offering attractive relative returns within the asset portfolios of oil and gas companies. And we believe offshore projects will receive an increasing share of future upstream capital investment. This positive demand outlook is paired with a tight supply dynamic. The fleet status for offshore configured heavy and super medium helicopters remains tight and the ability to bring in new capacity remains constrained with long manufacturing lead times. This constructive supply and demand balance, combined with an increased prioritization of energy security, supports a positive outlook for the offshore helicopter sector.

Number three: The electrification of transportation. We have continued to advance Bristow's position as an early leader in the development of the advanced air mobility industry, which will incorporate the operation of next-generation aircraft powered by electric, hybrid electric, and other new propulsion technologies. As a leader in vertical flight solutions for over 75 years, Bristow has a unique opportunity to leverage our core competencies as an advanced proven operator to serve the needs of this new industry sector. We believe the company has created significant option value with minimal capital commitment to date in what is expected to be a large and rapidly growing addressable market for these new generation aircraft.

In conclusion, we have a very positive outlook for Bristow's business in 2026 and beyond as we continue the company's evolution as a scaled multi-mission aviation services provider with complementary business lines.

With that, let's open the line for questions. Michael?

[Operator Instructions] Our first question comes from Savi Syth from Raymond James.

First question may be on the fuel prices here, especially more so on the kind of the jet fuel price and availability. Just curious if that's affecting your business either directly or indirectly and your expectations as you go through the year?

Thanks for the question. Obviously, a lot of attention and rightfully so around the aviation jet fuel market globally. Fortunately, Bristow is naturally hedged as fuel is a pass-through in the vast majority of our business. For example, in all of our OES contracts, there is a pass-through of fuel cost to the end customer. There is one of our government contracts that has a slight lag in the reset mechanism, but that's more of a timing issue. So again, naturally protected through our pass-through mechanisms.

The one area of the business, which is a bit different is the commercial airline that we own and operate in Northern Australia. There, our recovery mechanisms are more around increasing rates and imposing as we recently have a fuel levy on ticket sales. In terms of supply of that aviation fuel, thankfully, we've had ample supply to date, and our suppliers assure us that we should continue to do so. That's obviously something we'll continue to monitor. And in a scenario where there may be some rationing, we think as a provider of critical transportation services, and search and rescue services that we should receive priority. But again, availability has not been an issue to date, and we are naturally hedged and protected through the pass-through mechanisms in our customer contracts.

Our next question comes from Josh Sullivan from JonesTrading.

Just as we think about trends in global defense spending, you're highlighting and the opportunity for Bristow, historically, we've primarily known you as a civilian search and rescue operator. But as we think about Bristow fitting into the broader defense spending cycle perspective, can you just highlight maybe where and how that conversation is going to evolve?

Sure. We believe there are really multiple avenues of potential benefit for us. First of all, as you mentioned, in our core civilian Coast Guard search and rescue services, where we are the market leader in that segment. What we're seeing in a lot of conversations, particularly out of Europe right now is as those countries have committed to increase their defense spending, usually tied to percentages of GDP, they're looking for ways to balance their overall budgets. And one of the ways they could potentially do that is as they're spending more money on tanks and missiles, potentially outsourcing some of the civilian services like the Coast Guards. So, we're having conversations with more countries, again, particularly in Europe about potentially outsourcing their civilian services, which could be a source of growth for our core search and rescue business.

In addition to that, we already provide other aviation services to militaries and government customers such as troop movements and ISR or Intelligence, Surveillance, and Reconnaissance missions. We think those mission profiles will be an additional source of growth for Bristow as we look to expand our capabilities and expand our customer base that we're servicing by providing that broader spectrum of services.

And then on your side of things, the new international sandbox project in Norway with Electra.aero, how does that differ from the previous one with BETA? Is it a continuation with just a different aircraft? Are you seeking new insights, different use cases? Just curious how you guys are approaching these sandboxes.

Yes. I think we would characterize it as an evolution. It is a different aircraft that we'll be using this time. In the first test arena, there was a focus primarily on shorter routes, primarily around cargo logistics. In the new test arena, we're looking at broader regional air mobility applications, which could include both cargo and passenger transportation along really longer routes. So, more regional mobility with a different range and payload capability. So again, I would characterize it more as an evolution of the exploration of this new market for these next-generation aircraft.

And then just one last one on the operating expenses and working capital dynamics here in the first quarter or even first half. Can we just have a conversation what those are going to look like in the second half? Or what are the bigger tent poles there that are going to keep us on track with guidance here?

To start with working capital, I mean, this quarter was truly -- the draw on working capital was related to customer payments, which was similar to Q1 of 2025. Those have since been almost completely collected. So, I think on the working capital trends, it should potentially look similar to last year as far as that goes. On the rest of guidance, we give an annual guidance number, as you know, our Q4 and our Q1 are lower quarters than our Q3 and Q2. So that trend would continue.

I'd like to go back to Savi Syth from Raymond James. Did you have a follow-up question?

Yes. Just curious on the Slide 13. Could you remind us how global offshore production CapEx and OpEx translate into kinds of offshore opportunities? I'm guessing there is a lag in there, but I wonder if you could talk about how those two progress.

Sure. Happy to do that. So, with reference to that Slide 13 in the investor presentation, there is an expectation that drilling and exploration activity will pick up in the latter half of this year, and we expect overall offshore spending, both CapEx and OpEx to remain elevated at increasing levels through the end of this decade.

For the two components, OpEx or operating expenditures really relate to existing established projects, primarily production support, and 85% of the revenue that Bristow generates in our OES business are related to those production activities. So that's really a direct indicator of spend that goes to services like ours.

CapEx is related to new projects. So, this would be new exploration and development activities. Any increases there provide upside to us through that 15% of our OES business. So, we do have upside exposure there. And of course, any successful new discoveries on the exploration side are leading to next year's or following year's operating expenditure as production expands. So, the fact that growth of those -- both of those categories are expected to grow meaningfully over the next few years are positive tailwinds for our business.

Is there like a timeline generally that we should look forward to in terms of when these kinds of plans step up versus when it translates to Bristow's kind of P&L?

In terms of project timelines, it does have a spectrum to it. If it's a tieback to an existing platform, that will typically be faster than an entirely new greenfield project. But overall, we expect activity to increase in the latter half of this year. We'll see almost an immediate benefit from that. And then the flow-through from that into the rest of our business should pick up in 2027 and beyond.

But again, on specific timelines, if it's a subsea well tieback to a platform that's already there, it may be a 9-month lead time. If it's an entirely new greenfield project in an entirely new exploration area, you might be looking at 3 years between when exploration activities begin and when you have production start to flow. So, a pretty broad spectrum depending upon the type of activity.

Our next question comes from Alex Rygiel from Texas Capital.

Nice quarter. Can you update us on the OES contract resets in the U.S.?

Alex, thank you for the question. Here in the U.S., we have now reset effective in the beginning of this year, our largest OES contract in the U.S. Gulf. There are others that will reset over the course of this year. More broadly speaking, across our global portfolio, we expect by the end of this calendar year that essentially all of our OES -- our legacy OES contracts will have reset. So, we'll have the benefit of that this year and of course, more of a full year benefit in '27 and beyond.

And then can you elaborate on the specific operational and financial considerations that led to the decision to retire the S76D helicopters earlier than expected?

Sure. This decision was primarily based on operational considerations, including repair and maintenance coverage with the OEM and our ability to procure parts and inventory needed to support the fleet. It has a small installed base, and it's been difficult to continue to keep those flying. So, to meet our customers' needs, we've had to make a change.

Our final question today comes from Steven Silver from Argus Research.

So, it's an interesting concept laying out these megatrends that Bristow might be in position to participate in over the coming years. Can you just discuss your thoughts around the timing of the opportunities and really how you're balancing them with just the continued tight equipment supply and really the ever-changing geopolitical landscape?

Steve, thanks for the question. From a timing standpoint, I'd say that these are really already tangible in many ways. For example, the progress that's being made on the projects for the advanced air mobility initiatives that are out there. In addition to that, energy security is, I think, again, very tangible for everyone in the world right now and the importance of where your sources for supply are coming from. And then around the defense spending and government opportunity, again, I think very tangible just with the way headlines and developments are occurring in the world and the conversations that we're having with potential -- both existing and potential customers about new ways to support them.

So, it is already tangible, but we expect traction and momentum really to increase in the latter part of this year. And then we see this as a multiyear opportunity set. So, we see it as being quite durable in terms of opportunities to continue to grow the business.

In the context of the tight supply market that you mentioned, I think we -- that will always be a challenge in how you have enough supply to meet an increased demand. Thankfully, I think we're well positioned in the sense of being the largest operator in the space, having the largest fleet globally. It does present us with both challenges as well as opportunities to optimize the portfolio and where the assets are and are they generating the best return potential for that potential asset. And then I think, again, we have a competitive advantage in the sense of the financial flexibility that we have. It's really a differentiator versus our competitors in the market. So that allows us -- we can bring in aircraft on lease. We can also purchase them when that makes more sense. And being the biggest operator for most of our key OEMs on the vertical aircraft side, I think we're as well, if not better positioned than anyone to capitalize on that.

This concludes our question-and-answer session. I'll now turn the call back over to Chris Bradshaw for closing remarks.

Thank you, Michael. Thanks, everyone, for your time. We look forward to updating you again next quarter. In the meantime, stay safe and well.

This concludes today's call. You may now disconnect at any time.

Good day, everyone, and welcome to the Bristow Group's Fourth Quarter 2025 Earnings Call. Today's call is being recorded. [Operator Instructions] At this time, I'd like to turn the call over to Red Tilahun, Senior Manager of Investor Relations and Financial Reporting.

Thank you, Luke. Good morning, everyone, and welcome to Bristow Group's Fourth Quarter and Full Year 2025 Earnings Call. I'm joined on the call today with our President and Chief Executive Officer, Chris Bradshaw; and Senior Vice President and Chief Financial Officer, Jennifer Whalen.

Before we begin, I'd like to take this opportunity to remind everyone that during the course of this call, management may make forward-looking statements that are subject to risks and uncertainties that are described in more detail on Slide 3 of the investor presentation. You may access the investor presentation on our website. We will also reference certain non-GAAP financial measures such as EBITDA and free cash flow. A reconciliation of such measures to GAAP is included in the earnings release and the investor presentation.

I'll now turn the call over to our President and CEO. Chris?

Thank you, Red. I will begin with a note on safety, which is Bristow's #1 core value and our highest operational priority. We experienced fewer lost workdays in 2025, the second consecutive year of improvement in this metric. The Bristow team remains committed to our Target Zero Safety culture and the belief that we each own safety every day.

By maintaining situational awareness and always looking out for one another, we can deliver on Bristow's commitment, zero accidents and zero harm. We are also pleased to report strong financial performance in 2025. Full year adjusted EBITDA of $246 million was in line with guidance for 2025, and we are affirming our financial guidance range of $295 million to $325 million for 2026, which reflects adjusted EBITDA growth of approximately 25% year-over-year. We expect strong cash flow conversion, which Jennifer will further detail in her commentary.

For now, I will refer you to Slide #15 in our earnings presentation, which summarizes the transformative growth in Bristow's business over the last few years. Since the pandemic era trough in 2022, we have experienced significant year-over-year growth in [indiscernible] adjusted operating income, adjusted EBITDA and margins. 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.

As reflected in our firm 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.

In January, Bristow completed a successful refinancing of our senior notes, 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 yesterday's announcement of a $0.125 per share dividend payable on March 26, 2026.

I will now hand it over to our CFO for a more detailed discussion of 2025 results and our financial outlook. Jennifer?

Thank you, Chris, and good morning, everyone. Today, I will begin with a review of Bristow's sequential quarter and full year financial results on a consolidated basis before covering the financial results and 2026 guidance ranges for each of our segments.

Total revenues and adjusted EBITDA were $9 million and $7 million lower in Q4 compared to Q3, respectively. Primarily due to lower seasonal activity in our other services and Offshore Energy Services segment. As Chris noted, we are pleased to report another year of strong financial results with total revenues in 2025, up $75 million compared to 2024 and adjusted EBITDA of $246 million, which is approximately 4% higher than last year and in line with our previously published outlook. At this time, we are affirming our 2026 guidance ranges of $1.6 billion to $1.7 billion for total revenues and $295 million to $325 million for adjusted EBITDA.

Turning now to our segment financial results. Revenues in our Offshore Energy Services, or OES segment, were $3 million lower in Q4, primarily due to the end of fixed wing services in Africa and lower utilization in the U.S. Adjusted operating income was consistent with the preceding quarter as the lower revenues were partially offset by higher earnings from unconsolidated affiliates coupled with lower net operating expenses, largely due to lower subcontractor and repair maintenance costs.

Year-over-year, OES revenues were $24.4 million higher, primarily due to increased utilization and additional aircraft capacity in Africa of $21.7 million and higher utilization in the Americas of $19.2 million, primarily driven by the U.S. and Brazil. Revenues in Europe were $16.5 million lower due to lower utilization. Adjusted operating income was $30 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 G&A costs was attributable to lower professional service fees, insurance and lease costs, while operating expenses benefited from lower R&M costs, lower fuel prices and lower insurance premiums, which were partially offset by higher personnel and other operating costs related to increased activity.

Our 2026 OES revenues guidance range is between $1 billion and $1.1 billion compared to $990 million reported for 2025. And our 2026 adjusted operating income guidance range is $225 million to $235 million compared to $203 million in 2025. Moving on to Government Services. Revenues were $0.8 million lower primarily due to lower seasonal activity in the U.K. but were partially offset by the commencement of operations at an additional base in Ireland.

Adjusted operating income was $3.2 million lower in Q4, impacted by higher repairs and maintenance of $2.9 million, resulting from lower vendor credit and the timing of repairs and [indiscernible], coupled with higher personnel costs of $1.6 million related to contract transitions, which were partially offset by lower other operating expenses. Full year revenues from Government Services were $49.8 million higher in the current year with the commencement of the Irish Coast Guard contract and higher U.K. SAR revenues largely resulting from favorable FX impact 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 U.K., partially offset by the higher revenue. The outlook for our government services business is positive.

As illustrated by the 2026 revenues guidance range of $440 million to $460 million and adjusted operating income guidance range of $70 million to $80 million, which is roughly double that of 2025, as shown on Slides 14 and 15. With strong margins and earnings potential of this business will continue to improve as the operations and revenues for these contracts continue to ramp and certain cost of side as transitions to the new contracts conclude in 2026.

And finally, revenues from our other services were $5.2 million lower in Q4, primarily due to lower seasonal activity in Australia and adjusted operating income was $4.1 million lower due to the lower revenue partially offset by lower operating expenses of $1.2 million related to lower seasonal activity. On a full year basis, revenues from other services were $0.8 million higher in the current year as a result of 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 was due to higher activity in Australia. We expect the improved economics in our regional airline in Australia to continue for this segment to remain consistent and cash flow accretive.

In our 2026 revenues and adjusted operating income guidance for this segment is between $130 million and $150 million and $225 million, respectively. Moving on to cash flows and liquidity. As of December 2025, our unrestricted cash balance was approximately $286 million with total available liquidity of approximately $347 million. In recent years, working capital has been impacted by increases in our various other assets, primarily related to start-up costs for new government services contracts and inventory to support new contracts and mitigate risks related to supply chain constraints. Despite these impacts, the business has continued to generate strong operating cash flows.

In 2025, Cash flow from our operations generated $198 million compared to $177 million in the prior year, and adjusted free cash flow was approximately $26 million higher in the current year. We expect the business to continue generating strong free cash flows into 2026 and working capital to improve over time as supply chain constraints subside and our new contracts include their transition period, reaching their full operational [indiscernible].

Lastly, as Chris noted, in January, Bristow closed a private offering of $500 million senior secured notes due in 2033, with a coupon of 6.75%. The company used a portion of the net proceeds redeemed the [indiscernible] senior notes, with the remaining net proceeds to be used for general corporate purposes. This refinancing has increased the pro forma cash balance and liquidity of the company.

Today, Bristow has no near-term debt maturities, attractive financing with lower coupon rate and improved terms, amortizing equipment financing that include flexible prepayment terms and growth and net leverage ratios that have continued to reduce each year. In summary, we are pleased with Bristow's financial performance this year and with the outcome of this transaction and remain committed to protecting and maintaining a strong balance sheet and liquidity position, while furthering shareholder return initiatives with the commencement of our new cash dividend program.

At this time, I'll turn the call back to Chris for further remarks. Chris?

Thank you. I will now refer you to Slide #21 in our earnings presentation, which summarizes Bristow's annual net asset value or NAV disclosure. As a reminder, we provide this NAV presentation annually in compliance with certain covenants and other disclosure obligations.

The helicopter fair market values are based on a desktop appraisal performed by a third-party expert as of December 31, 2025. The NAV calculation takes this estimated fair market value of Bristow's owned aircraft, plus the book value of other tangible assets, less total debt and deferred taxes, to arrive at an aggregate NAV of approximately $1.8 billion or $60 per share. Thus far in the call, we have discussed Bristow's financial outlook for 2026 and outlook supported by the growth and stability of our government services business, the heavy weighting of our offshore energy services business, the more stable production support activities and the breadth and diversity of the geographic markets we serve.

Looking forward, we would now like to share some perspectives beyond the confines of calendar year 2026. Bristow continues to have a positive long-term outlook for offshore energy services activity. Deepwater projects are favorably positioned, offering attractive relative returns within the asset portfolios of oil and gas companies. And we believe offshore projects will receive an increasing share of future upstream capital investment. This positive demand outlook is paired with a tight supply dynamic. The fleet status for offshore configured heavy and super medium helicopters remains tight, and the ability to bring in new capacity remains constrained with long manufacturing lead times on production line that must be shared with military aircraft orders. We believe this constructive supply/demand balance supports a positive outlook for the offshore helicopter sector. As noted earlier, with the continued growth and diversification of our government services business, Bristow has evolved into a scale, multi-mission aviation services provider. We see additional growth opportunities in our core government search and rescue business as well as a broader spectrum of aviation services to government and military customers.

In the context of a complicated geopolitical landscape, and expectations for significant increases in defense spending. We believe there will be compelling organic and inorganic growth opportunities for a specialized aviation services provider with Bristow's track record, operational expertise, and financial flexibility.

Finally, as summarized on Slide #5 of the earnings presentation. We have continued to advance Bristow's position as an early leader in advanced air mobility. We recently completed Bristow's first electric aviation project conducted as an international test arena in Norway in partnership with the local regulator and our partners at Beta technologies, where we flew over 100 missions and 6 months of operational testing.

In addition, we recently secured some of the first delivery slots, including slot number one, for the hybrid electric, highly versatile Electra EL9 Ulta short take-off and landing aircraft. Bristow also recently announced an expanded role and advancing the U.K.'s first electric air travel network through a new collaboration with vertical Aerospace and Skyport infrastructure with initial service targeted for early 2029. We believe that Bristow has created significant option value with minimal capital commitment to date and what is expected to be a large and rapidly growing addressable market for these new generation aircraft.

With that, let's open the line for questions. Luke?

[Operator Instructions] The first question will come from Jason Bandel with Evercore ISI.

So you affirmed your '26 OES guidance and noted improved terms on contract renewals. Can you talk about how far into the renewal cycle you currently are? Has there been any kind of changes to rates as these contracts renew and how much of this is reflected in your guidance?

Yes. As of our last disclosure, we were about 50% through rolling over our Offshore Energy Services customer contract portfolio, and we expect to be substantially complete with that conversion by the end of this calendar year. So by December of this year, effectively all of the OES customer contract portfolio, we'll have reset. The impact is reflected in our guidance for 2026 and most of the 15% uplift in the adjusted operating income for that segment is due to those improved contract terms.

On average, globally, the rate uplift for leading-edge contracts compared to the legacy contract rates they're replacing is about 25%. There are some regional differences, some higher and some lower, but on average, it's been about 25%, and that's holding pretty consistent.

Got it. And then next, can you highlight, I guess, the regions here that are going to be driving your growth in '26 and where you are most likely to mobilize additional capacity, whether it's taken from other markets or just from a new aircraft deliveries?

Yes, happy to do that. The regions where we're seeing more demand and growth and where we're mobilizing additional aircraft capacity include Africa, which has been a strong region for us for the last couple of years, and we expect it to remain that way in 2026 as well as Brazil, which has been one of the fastest-growing deepwater basins. And again, we expect that to continue. Those are probably 2 of the faster-growing ones that I would highlight in terms of where additional capacity is moving into.

Got it. And last one for me, just on a popular topic this quarter in terms of the discussion around Venezuela. We generally think about the entree opportunities there, but there has been some offshore gas development in the past. How do you view potential opportunities for Bristow in Venezuela? And just given your presence in the Caribbean, would you have any kind of advantages if you decide to enter that market?

Yes, there could be. We're not expecting near-term opportunities to materialize for offshore helicopters. Though we will be supporting some work out of Trinidad into joint basins that overlap with Venezuela, which are more likely to go forward now. But as you noted, we do have a large presence in the Americas. That includes a long time presence in Trinidad, where we do both crew change and search and rescue work as well as the [indiscernible] and including Curacao. So given our presence in the region, I think if and when opportunities do materialize, we're as well positioned as anyone to take advantage of them.

The next question comes from Josh Sullivan with Jones Trading.

Just wanted to ask on U.K. SAR 2G, just on the transition, how is that coming along? Supply chain issues or otherwise state of the world? Any delays or risks to aircraft delivery time lines we should be thinking about?

Thank you for the question, Josh. I'd say, overall, the transition from the current U.K. SARH contract to the new U.K. SAR 2G contract is going well. And I want to extend my gratitude to the the whole team, everyone on the Bristow team as well as [indiscernible] team that are working on that. There have been some aircraft delays, consistent with the supply chain issues that have plagued the aviation industry and certainly the civilian helicopter industry over the last few years.

I think Leonardo is having some of those with their suppliers and vendors as well. So we have had some aircraft delivery delays, which is complicated the time line, but we're working closely in collaboration with our customer at the Marine and Coast Guard agency to manage through those issues. And the communication is going well. And again, overall, the contract transitions U.K. SAR 2G is progressing along.

Got it. And then I guess on the Irish side, now you have the full suit of bases online and the costs you mentioned in the prepared comments there, Jennifer, can you just talk about what costs are going to be subsiding through '26 and how that ramps down?

Sure. So there are still transition costs for the Irish 1 contract into 2026 as we took the new over the last phase in February. There's still training that needs to occur. These pilots are moving from one aircraft type to a new aircraft type. So it's primarily that training and getting everyone up to speed and ready to go on the new contract.

Then maybe just switching over to advance [indiscernible] ability, congrats on Norway Sandbox and getting that done. But curious if you could give us any insights into findings or how significant that initiative was towards your future plans, but you guys are on the tip of the spear there. So it's always interesting to hear your perspective.

I would say very significant. This was really a first-of-its-kind project globally, and we were able to operate the aircraft really on a daily basis in partnership with the local regulator and beta technologies and get some valuable real-world insights. There will be a formal report published in a couple of months. I don't want to preempt that. But I would say at a high level, there are some learnings related to the battery storage, battery charging as well as radar position and communication of the aircraft. There'll be more to say on that when the full report comes out. But again, we were really excited to complete that project, which is one of the first of its kind globally.

And then just one last one. Chris, your comments on just the defense market, given geopolitically what's going on and your interest there. But then combining it with the reality that you guys are at the tip of the spear and the advanced mobility market and the interest the defense market has in those applications. Are you looking at your combined capabilities here? Is that going to be an advantage? Or are you thinking more traditional kind of defense sort of orientation?

We're thinking both. We're thinking traditional defense orientation, and we're already doing work today with the U.K. MOD, and we've done some work historically with the U.S. military, but we think that opportunity set will be a big one for us going forward. But also, I think you're spot on, Josh, in mentioning that our early leader position and advance our mobility should be a strong interplay with government and militaries, which are expected to be some of the biggest customers globally for those new generation aircraft.

The next question comes from Savi Syth with Raymond James.

I wonder if you could talk a little bit about the thinking and the shift in your debt strategy here and how you're thinking about kind of balance sheet targets going forward?

Sure. We were happy to execute the transaction that we did in January and we were able to upsize that with an attractive coupon in terms and really dramatically better credit spreads than the last issuance that we had. We did state that we plan to pay down debt by the end of 2026, and that would likely be our U.K. SAR 2G equipment financing and all things being equal, that will still be the case.

In the meantime, we will plan to evaluate other opportunities so we still feel comfortable where we're at on that and we're happy to get that refi done.

Got it. And then just on the aircraft deliveries that are expected here in '26. Could you remind me kind of the plan on the financing front on that, Jennifer?

So we do have orders for 7 AW189 this year. We we do plan to either pay for those with cash on hand or lease them or do something else around that, but no significant financing needed based on what we did in the bond deal. We did pledge a couple of those in that bond deal.

Got it. And then just finally, if I might ask one last question just on the electro announcement that came -- it sounded like this included some agreements on PDPs. Just could you talk about or provide a little bit more detail on kind of the timing and level of investment in that area?

Yes. Thank you for the question, and happy to address that. To date, we only have a few million dollars of capital commitments that have been made -- the agreements that we have in place are subject to certain milestones around certification and aircraft performance. If those are met. And if we see the compelling market opportunities we have the option to bring those aircraft in. And specifically to the Electra that would be up to $30 million for the ones that have been ordered thus far and the financing for anything that we would do around advanced air mobility. We think we have the ability to execute given the financial flexibility that Bristow has built today with our balance sheet and liquidity position.

[Operator Instructions] Our next question will come from Alex Fragile with Texas Capital.

As it relates to your guidance, can you talk to some of the variables that could either surprise you on the upside or the downside?

Sure. Happy to answer that. So there are a few items that would buy a size or to the high side or the low side of the range, really the macro environment price of oil, stability of prices could -- about 15% of our revenues do come from exploration, which would be the most affected by those foreign exchange rates, particularly the British pound and the euro on our search and rescue contracts in Ireland and the U.K.

We do get paid in those currencies and those that could bias us one way or the other depending on what happens with to those currencies. And then further, either supply chain constraints or improvements could also affect that is us 1 way or the other.

That's very helpful. And then can you also help us to sort of understand where the next kind of notable government contracts might develop? And what that time line might look like?

Yes. There's not a published tangible time line for a lot of the search and rescue projects to date. But I would note that there are a lot of conversations that are going on now, particularly with European governments A lot of them have made commitments to spend more on defense over the next several years. And one of the ways, from a budgetary standpoint, they may look to balance that is potentially outsourcing some of the non combatant services like a civilian Coast Guard.

So we are having encouraging conversations with a few different countries in Europe today about outsourced coast guard opportunity similar to what we're already doing for countries like the U.K., Netherlands, Ireland, et cetera. So we remain optimistic about the pipeline for additional government search and rescue work. And then beyond that, we do see a broader set of opportunities for an aviation service partner to work in public-private type partnerships with militaries and governments in both Europe and the Americas to meet some of the defense -- increased defense spending objectives that they have.

Our final question will come from Steve Silver with Argus Research.

First, referencing the NAV slide, does the cited $1.6 billion in fair market value of the owned aircraft reflect any of the new aircraft that have been committed for purchased but not yet delivered or does that just apply to the current fleet?

Steve, thanks for the question. No, the fair market value of the aircraft on the NAV side reflects the third-party appraisal of of the aircraft that Bristow has in the fleet today and does not include the anticipated new delivery. However, there are deposits in the the new aircraft and the other PP line on that NAV slide.

Great. And so even though commercialization is still a few years out now, but as AAM gets closer to the market and Bristow's now secured initial delivery slots, is there any early view that you guys have on the supply dynamics that you envision for that market that could help define the pace of an eventual commercial rollout?

It will start small as those companies mature their manufacturing capabilities. So it could be single digits to low double digits in the first year ramping up pretty quickly after that. But I think it will be a measured pace within this decade. But likely scaling to a much larger hundreds of units across the different manufacturers as we roll the calendar into the next decade.

Great. And 1 last one, if I may. Earlier, you discussed the improved terms on the 2026 contract renewals for OES supporting adjusted operating income growth. Can you provide any details on the percentage of the total contract book that was up for renewal this year? And any parameters around contracts coming up for renewal over the next couple of years that you're envisioning?

So about 50% of the OES customer contracts had renewed prior to the end of 2025 and most of the rest of potentially all will have renewed by the end of this calendar year. The benefits of that within calendar 2026 are reflected in the guidance range that you provided and future years will include the full year benefit of those. It's been a healthy rate uplift, again, about 25% on average globally for leading-edge rates compared to the legacy contract rates that they're replacing. And most of the 15% increase in our adjusted operating income from our OES segment in 2026 is due to those improved contracts.

This concludes our question-and-answer session. I will now turn the call over to Chris Bradshaw for closing remarks.

Yes. Thank you, Luke, and thanks, everyone, for joining the call. We look forward to updating you again next quarter. In the meantime, stay safe and well.

This concludes today's call. You may now disconnect at any time.

Good day, everyone, and welcome to Bristow Group's Third Quarter of 2025 Earnings Call. Today's call is being recorded. [Operator Instructions] At this time, I'd like to turn the call over to Red Tilahun, Senior Manager of Investor Relations and Financial Reporting.

Thank you, Luke. Good morning, everyone, and welcome to Bristow Group's Third Quarter 2025 Earnings Call. I am joined on the call today with our President and Chief Executive Officer, Chris Bradshaw; and Senior Vice President and Chief Financial Officer, Jennifer Whalen. Before we begin, I'd like to take this opportunity to remind everyone that during the course of this call, management may make forward-looking statements that are subject to risks and uncertainties that are described in more detail on Slide 3 of our investor presentation. You may access the investor presentation on our website. We will also reference certain non-GAAP financial measures such as EBITDA and free cash flow. A reconciliation of such measures to GAAP is included in the earnings release and the investor presentation. I'll now turn the call over to our President and CEO. Chris?

Thank you, Red. To begin, I want to commend the Bristow team for their steadfast dedication to deliver safe, efficient and reliable services despite the persistent supply chain challenges that have plagued the aviation industry in general and the civilian helicopter industry, in particular, for the last 4 years. I appreciate our team's unwavering commitment to operational excellence and delivering the best possible outcomes for our customers and stakeholders.

We are also pleased to report another quarter of strong financial performance with adjusted EBITDA of $67.1 million in Q3 2025. Looking forward, Bristow continues to have a positive outlook for offshore energy services activity. Deepwater projects are favorably positioned, offering attractive relative returns within the asset portfolios of oil and gas companies. And we believe offshore projects will receive an increasing share of upstream capital investment. This positive long-term demand outlook is paired with a tight supply dynamic. The fleet status for offshore configured heavy and super medium helicopters remains near full effective utilization levels.

The ability to bring in new capacity remains constrained with production lines that must be shared with military aircraft orders and current manufacturing lead times of approximately 24 months. We believe the tight supply of offshore helicopters supports a more constructive outlook for our sector relative to some other offshore equipment sectors. In addition, 2026 represents an important inflection point for Bristow's Government Services business as we reach the full operational run rate under the Irish Coast Guard contract and continue the transition to the new UKSAR2G contract in the United Kingdom. While the costs incurred to effectuate these contract transitions have caused a negative drag on profitability in 2025, that impact inverts in 2026 with adjusted operating income from our Government Services business nearly doubling year-over-year.

For the company as a whole, I would highlight that the midpoint of Bristow's 2026 adjusted EBITDA guidance represents a 27% increase over the midpoint in 2025, reflecting the robust growth expectations for our business. I will now hand it over to our CFO for a more detailed discussion of Q3 results and our financial outlook. Jennifer?

Thank you, Chris, and good morning, everyone. As Chris noted, we are pleased to report another quarter of strong financial results with total revenues reflecting an increase of $9.9 million and adjusted EBITDA reflecting an increase of $6.4 million on a consolidated sequential basis, both of which were primarily driven by our Government Services and Other Services segments.

We have also updated and tightened our 2025 and 2026 outlook ranges, which I will discuss further on during this call. Turning now to our sequential quarter segment financial results, beginning with our Offshore Energy Services or OES segment.

Revenues and adjusted operating income were both $2.4 million lower this quarter. Revenues in Europe and Africa were $6.6 million and $1.5 million lower, respectively, primarily due to lower utilization, while revenues in the Americas were $5.7 million higher, primarily due to higher utilization. The lower revenues were partially offset by lower general and administrative expenses due to a decrease in professional services fees. Overall, operating expenses were consistent with the preceding quarter, primarily due to higher personnel costs of $7.3 million due to the absence of a seasonal personnel cost benefit in Norway in the preceding quarter and higher benefits and overtime costs in the current quarter.

These increases were offset by lower repairs and maintenance costs of $5.3 million, driven by higher vendor credit and a decrease in other operating expenses of $2.3 million. Moving on to Government Services. Revenues were $8.4 million higher, primarily due to the ongoing transition of the Irish Coast Guard contract as an additional base commenced operations in the third quarter. Operating expenses were $2.8 million higher and largely comprised of higher subcontractor costs, increased amortization of deferred costs and higher personnel costs, all of which were related to the new government services contract.

Repairs and maintenance costs, however, were $4 million lower due to higher vendor credits and the timing of repairs. General and administrative expenses were $0.8 million higher, primarily due to higher professional services fees and personnel costs related to contract transitions. Adjusted operating income for this segment was $4.8 million higher this quarter. Before we move on to our Other Services segment, I'd like to provide color on the references to vendor credits in our OES and Government Services segment.

In our industry, OEM or vendor credits are common practice and generally provided for reasons such as credits tied to asset purchases, particularly when a customer has placed orders for several aircraft, OEM performance and delays and incentives when entering or extending long-term maintenance contracts or as refunds when exiting such contracts. While we have historically received vendor credits and applied them towards aircraft and inventory parts purchases or ongoing maintenance, we benefited more materially from such credits this quarter and continue to value our strong relationships with our OEMs.

As a reminder, Bristow is the world's largest operator of S92, AW189 and AW139 helicopter models, which remain the most in-demand models for both offshore crude transportation and SAR missions. Finally, revenues from other services were $3.8 million higher, primarily due to higher activity in Australia of $4.8 million, partially offset by the conclusion of a dry lease contract. The higher revenues were partially offset by higher operating expenses of $1.9 million related to the increased activity in Australia. As a result, adjusted operating income was $1.9 million higher this quarter.

Moving on to Bristow's financial outlook. You may recall from our previous earnings calls that the primary factors that could bias results to either end of our guidance range include supply chain dynamics that impact aircraft availability, customer activity levels influenced by global energy demand, new contract transitions and the exchange rate of foreign currencies relative to the U.S. dollar, namely the British pound sterling and to a lesser extent, the euro. As such, we are tightening our 2025 adjusted EBITDA range to $240 million to $250 million on total projected revenues of $1.46 billion to $1.53 billion. For 2026, we are tightening our adjusted EBITDA range to $295 million to $325 million on total projected revenues of $1.6 billion to $1.7 billion.

This represents an approximately 27% increase in adjusted EBITDA from the 2025 to 2026 midpoint. Given better visibility into operating costs and expected customer activity levels, we are updating the adjusted operating income guidance ranges for our OES segment to approximately $200 million for 2025. Despite current market conditions in the energy sector, we expect strong performance from this segment to continue in 2026 as evidenced by the updated adjusted operating income range of $225 million to $235 million, representing a 15% year-over-year increase from the midpoint.

While margins in our Government Services segment improved this quarter and the capital investment for our 2 new government contracts have largely concluded, we expect this segment will continue to feel the effects of new contract transitions until they are fully operational. The strong margins and earning potential of this business will continue to improve as the operations and revenues for the contracts continue to ramp. The 2026 midpoint for our adjusted operating income range reflects a 76% increase compared to 2025. And in other services, we expect the improved economics of our regional airline in Australia to persist and for this segment to remain consistent and cash flow accretive.

Turning now to cash flows. Operating cash flows generated approximately $122 million year-to-date 2025 compared to $126 million in the prior year. Working capital continues to be impacted by increases in inventory to support new contracts and mitigate risk related to supply chain constraints and an increase in other assets primarily related to start-up costs for new government services contracts. However, we expect working capital to improve over time as supply chain constraints subside and our new contracts conclude their transition periods and reach their full operational run rate.

Additionally, as of the third quarter, our unrestricted cash balance was approximately $246 million with a total available liquidity of $313 million. Moving on to our previously announced capital allocation targets. We made an additional $25 million of accelerated principal payments on the U.K. SAR debt facility in the current quarter, bringing the total accelerated payment to $40 million this year. In summary, we remain focused on meeting our financial and operational targets and executing our capital allocation strategy while continuing to benefit from and working to maintain a strong balance sheet and liquidity position. At this time, I'll turn the call back to Chris for further remarks. Chris?

Thank you. In conclusion, we are pleased to highlight the company's robust growth outlook for 2026 as evidenced by expected adjusted EBITDA growth of approximately 27% year-over-year. This outlook is supported by the growth and stability of our Government Services business, the heavy weighting of our offshore energy services business to more stable production support activities and the breadth and diversity of the geographic markets we serve. With that, let's open the line for questions. Luke?

[Operator Instructions] Our first question will come from Jason Bandel with Evercore ISI.

I want to first ask about your guidance in OES. I give you guys a lot of credit for providing 2-year forward guidance on most -- you have only 1 quarter forward. But given the lower utilization in OES during the quarter, and I guess the tightening of the forward guidance that you talked about, Jennifer, could be slightly lower, what kind of implications should we make about the market given that? And is this a sign that customer demand for helicopters is beginning to weaken in the short term? Or how should we think about it?

Yes. Thanks for the question. As you noted, we did tighten the range this quarter. That's consistent with how we generally approach as we near the end of a period/beginning of a new one, we'll look to narrow that range. In this case, that updated guidance did impact the midpoint by about 2%. But in terms of the guidance around the OES business specifically, I would point to 2 main factors. First, we have experienced some persistent supply chain challenges that are impacting aircraft availability.

In some cases, that might result in lost revenue opportunities. In other cases, particularly on some legacy contracts, it may result in some contractual penalties under the contract related to aircraft availability. And then the second category I would point to is fewer aircraft, a small number on contract in the North Sea and the U.S. But overall, again, still expecting positive offshore energy services activity and growth for our business. And overall, for the company, really highlighting that we're expecting 27% growth in our adjusted EBITDA year-over-year, which I think within our sector, within a peer group is a real positive differentiator. I'm not sure that anyone else is pointing to that kind of growth in the next year.

Yes. I agree, Chris. And as a follow-up to that, I guess this is more of a kind of a macro level. Can we discuss your current outlook for your main OES markets and regions given some of the seasonality you have in your business? And if you can kind of just go around and what you're seeing out there would be helpful.

Yes, happy to do that. I would probably start with Brazil, which is a market that we believe continues to have some of the best, if not the best growth prospects for any of the offshore regions. Really right near there in the same category would be Africa, where we're seeing continued demand and a need for additional aircraft in our business there. And I'd also add the Caribbean to that list, which is still growing. So each one of those markets are ones that, again, are still growing.

We're seeing net aircraft inflows, meaning that we're mobilizing additional capacity into those markets to meet the demand. The U.S., I would say, is mostly stable, though with less ad hoc work. So the U.S. Gulf is an area where we typically would see a lot of ad hoc aircraft over and above the contracted fleet count. That has admittedly decreased some, which I think is an indication of stable activity that's able to be addressed by the contracted fleet levels. And then finally, on the less positive side would be the North Sea, which is softer in terms of activity.

That was helpful. And just one last quick one since you brought up in the prepared remarks on the vendor credits since some might not be as familiar with those. Why were those materially higher this quarter? And do you guys typically include that in your guidance?

Sure. I mean it's an indication of the increased activity that we've had. I noted a few different ways that we -- that credits come about, right, buying aircraft, the incentives when you enter into long-term maintenance contracts or you exit aircraft out of those contracts and then OEM performance and delays. So all of that is -- it's a mixture of all those credits. We -- this is not anything new. It's just an increased activity we've always experienced these credits. So as activity levels continue to be increased, there's likely to be a heightened level of credits over the next period of time.

Our next question comes from the line of Josh Sullivan with JonesTrading.

So how many aircraft are you aiming to take delivery of for each of your segments? And then I guess if you could just touch on maybe the timing and location where these aircraft are expected to be deployed?

Yes. I would say there are really 2 categories of pending deliveries. The first are aircraft that we've actually already taken delivery of from the OEM, but are not yet placed into our operating fleet count as we're completing final configuration and modifications on those aircraft. In our Government Services business, that would be the right category for the pending deliveries. So we've taken delivery of 5 aircraft that are, again, undergoing final modifications now before being placed into operations. 2 of those are AW189s that are going to the Irish Coast Guard contract in Ireland. And 3 of them are AW139 aircraft that are going to the new SAR2G contract in the United Kingdom.

The second category of pending deliveries are aircraft that are still under construction by the OEM. We have not yet taken physical delivery of these aircraft. That category would characterize the remainder, which is 7 offshore, so OES configured AW189s that we have on order. We know where those are going. Those locations are going to be split between Brazil, Africa and the North Sea.

Got it. And then where -- between those 2 groups or just generally, where are the primary supply chain bottlenecks at this point?

Yes. We're still seeing significant supply chain issues, I'd say, across the board, unfortunately. So this is impacting the aftermarket. So delays for parts, components that we need to maintain the aircraft, keep them operational and in service. Over the last few years, we had more of a concentration of that type of challenge in a particular model, namely the S-92 heavy helicopter.

However, we're seeing -- well, that situation has actually improved some, so it's ameliorated. So not quite where we would want it to be. We're seeing now similar issues with other helicopter models, for example, the AW189. So aftermarket support would be one category. This is now also impacting the timing of new deliveries. So not so much for the government side because I mentioned, we've already taken delivery of those aircraft now and are putting them through final modifications. But on the offshore configured AW189s, we expect there will be delays in aircraft coming off the production line.

A lot of that relates to something you'll be familiar with, Josh, which is just the complexity of a modern aviation supply chain where the OEM itself over the last several decades has outsourced to an increasing number of subcontractors and vendors. And as they're now looking to produce these aircraft, they're having their own struggles in sourcing some of the components on time to meet the expected delivery schedules. So it's really both aftermarket and new deliveries that are being impacted by these supply chain issues in the industry.

And I guess maybe a related question, just what does CapEx maybe look like in '26 as a result?

We see total CapEx in '26 of about $100 million. So that's in round numbers, roughly $20 million of maintenance and another $80 million of growth on a net basis, which is really related to those offshore configured AW189s that I mentioned. The one thing I would highlight there is if you take that full $100 million of CapEx growth and maintenance, run it through the waterfall of the guidance we've provided, you're still looking at approximately $140 million of free cash flow in 2026 at the midpoint of guidance, which on a company that has an equity market cap of roughly $1 billion, $140 million is a pretty healthy free cash flow yield in our view.

Yes. And then I guess just one last one. Just any updates on the advanced mobility trials, BETA, Elroy, others? Just how is that dynamic progressing?

Yes. Thanks for the question. I'd say that's going very well. As you may be aware, we launched in August a Norway Sandbox project, which really represents a first-of-its-kind real-world flight testing of precertified aircraft that's being sponsored by the Norwegian government in partnership with the OEM, which in this case is Beta Technologies. And congratulations to our friends and partners at Beta Technologies for their IPO on the New York Stock Exchange yesterday. It was a nice milestone for them.

And here in the test arena in Norway, we're using the Beta CX300 all-electric aircraft that's being operated by Bristow. So what this is allowing us to do is collect real-world data to validate assumptions and learn. So what's the aircraft, what are the batteries actually doing in different temperatures at different altitudes, et cetera, and take that, incorporate that again into the learnings, which, again, first of its kind test arena, we see this as being an important step in commercializing advanced air mobility. And we see this type of model being probably likely replicated in other countries and with other AAM model aircraft as well.

Our next question is from Steve Silver with Argus Research.

They are mostly housekeeping. Just in terms of the asset sales that you guys reported this quarter and then also the proceeds from the sale of 2 helicopters, I was hoping you could provide any color just on the nature of these sales and whether we should expect any further activity like this over the coming years?

Sure. Steve. So we opportunistically sell assets when they're no longer needed in our fleet. And typically, there are older assets that have outlasted their feasibility in the markets we serve and sold them -- and typically sold to other markets like utility or firefighting. In addition, we will look at opportunities to do sale-leaseback transactions when those make sense for helicopters in our fleet. In the case of this quarter, we performed a sale-leaseback transaction on one of our new SAR aircraft, which accounted for much of that sales proceeds for this quarter, and we did then sell an older asset as well.

Great. And one more, if I may. On the income tax benefit in Q3, I was hoping you could just discuss the future outlook on the tax line, especially on the effective tax rate and what your thoughts are as the net income position of the company continues to grow?

Sure. So related to this quarter, each quarter, we do review our -- the attributes for our different tax positions by our different jurisdictions that we're in. This quarter, we determined that the valuation allowance we had on our Australian operation could be removed due to the positive results we have with that part of our business.

So this release of the valuation allowance was the primary driver for the onetime tax benefit. So I wouldn't expect that -- that was a onetime deal. So as our profitability does improve, our tax rate will be closer to a normalized tax rate. We have -- we're in many different jurisdictions. So it will be some average tax rate a little bit somewhat north of what the U.S. tax rate is.

Our final question will come from the line of Colby Sasso with Daniel Energy Partners.

A number of larger integrated E&Ps have talked on their conference calls about a need for more exploratory drilling over the next few years. Do you see this as a focus for your customers moving forward?

Yes. Thanks for the question. Yes, we do see that as a focus moving forward. Our business is really much more weighted to production support activity with 85% of our revenues from offshore energy services driven by production activities. For the remainder, though, we are exposed to exploration. And I'd say our view is probably mostly in line with consensus and that we continue to believe that deepwater projects are favorably positioned with attractive relative return prospects within our oil and gas customer portfolios. And so we see an increasing share of capital investment from the upstream going into deepwater and offshore projects. And we see that as being a solid long-term driver and outlook for the business. And in our case, really coupling that with a very tight supply picture with a limited number of available heavy and super medium offshore configured helicopters today.

Makes sense. And as a quick follow-up, you noted a new aircraft headed to the North Sea, but several drillers have moved their rigs out of Norway in recent years, setting no near-term upside in rates or utilization in that market. Additionally, E&Ps are not bullish on the U.K. energy industry either. Can you expand on why you see the need for new builds going into that market?

Yes. Fair question, and I appreciate the opportunity to expand upon that. So I would say that we do not see upside or growth in the North Sea necessarily. It is a mature market that over the long run is more likely to decline than otherwise. However, what's going on in this situation is that these are helicopter fleet replacements.

So namely new AW189 that will be replacing legacy S-92s that are aging out of the fleet. And so we have customers, upstream oil and gas companies that we're looking for a more reliable aircraft, a more modern aircraft and so it's an opportunity for us to provide that on a secure long-term contract with enhanced profitability, better returns than what they're replacing. So while not growth, this is certainly value accretive for the company.

This concludes our question-and-answer session. I'll now turn the call back over to Chris Bradshaw for closing remarks.

Thank you, Luke. And I appreciated the opportunity earlier to talk about what's going on in advanced air mobility and the important developments in that new industry sector for all-electric and hybrid aircraft platforms. As I mentioned, there are some important milestones and developments happening right now. We expect the first aircraft models in that sector to be certified next year, 2026, really just around the corner.

In theory, Bristow might take delivery of the first of those aircraft in 2026. However, we think that's less likely. We're not contemplating any contributions in our guidance for next year. It's probably more likely that Bristow would take its potential first deliveries in the 2027, 2028 time frame. But we do believe that advanced air mobility and both all-electric and hybrid aircraft are going to be a part of the future of aviation. And as the global leader in vertical flight for the last 75-plus years, we believe there's a role for Bristow to play there and are excited about the partnerships we're developing with some of these OEMs and pursuing market opportunities together.

We also remain excited about the growth that we're projecting for the business next year with that 27% increase in adjusted EBITDA, which we see as really a positive differentiator for the company. With that, we appreciate everyone's time today. I hope you stay safe and well. We'll talk again next quarter. Thank you.

This concludes today's call. You may now disconnect at any time.