ABL facilities agreement waiver request letter
as Agent under the Facilities Agreement (as defined below)
and on behalf of the Finance Parties under the Facilities Agreement
| || |
|Address: || ||745 7th Avenue |
|Electronic mail address: || || ***@***|
|For the attention of: || ||Komal Ramkirath|
|To: || |
CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH
as Lender under the Facilities Agreement (as defined below)
19 February 2019
ABL Facilities Agreement Waiver Request
1.1 We refer to the ABL facilities agreement dated 17 April 2018 between, amongst others, Barclays Bank PLC (as agent), Bristow Norway AS and Bristow Helicopters Limited as borrowers and guarantors and Bristow Group Inc. as a guarantor, as amended from time to time including on 7 November 2018 (the Facilities Agreement).
1.2 Pursuant to paragraph (b) of clause 25.1 (Financial statements) of the Facilities Agreement, the Parent was required to deliver its unaudited consolidated financial statements for the Financial Quarter ending on 31 December 2018 within 45 days after the end of such Financial Quarter. The Parent has not done so. Such financial statements are also required to be delivered pursuant to certain other agreements governing Financial Indebtedness and other contracts. This letter serves as a notification of the Default arising therefrom for the purposes of clause 25.8 (Notification of Default) of the Facilities Agreement. The Parent intends to remedy such Default by ensuring such financial statements are provided prior to events of default or analogous events arising as a result of such failure and is seeking extensions of time periods where necessary to ensure that this is the case.
1.3 In addition, this letter sets out certain amendments to the Facilities Agreement which have been agreed between the Agent and ourselves as Obligors Agent.
1.4 In accordance with Clause 42 (Amendments and Waivers) of the Facilities Agreement we (on behalf of ourselves and as Obligors Agent on behalf of each other Obligor) request that the Majority Lenders consent to the terms of this letter, the waiver of certain Defaults as set out in paragraph 2.1 below (collectively, the Waivers) and the amendments set out in paragraph 3 below (the Amendments) which, in each case, shall take effect on the Effective Date (as defined below).