3-May-2013 Source: Erickson Air-Crane
Erickson Air-Crane Incorporated (NASDAQ:EAC) (“Erickson” or “the Company”), a leading global provider of aviation services to a diverse mix of commercial and government customers and the vertically integrated manufacturer and operator of the powerful, heavy-lift helicopter, the Erickson S-64 Aircrane, announced today that it had closed its acquisition of Evergreen Helicopters, Inc. (“EHI”) from Evergreen International Aviation, Inc. (“EIA”).
EHI, based in McMinnville, Oregon, currently operates a fleet of 65 aircraft of varying rotary-wing and fixed-wing types for a wide range of passenger transport and light, medium and heavy load-carrying missions. This diverse fleet serves both government and commercial customers, including significant and critical programs with the US Military in support of overseas operations. EHI maintains a global presence with operations in North America, the Middle East, Africa, and Asia-Pacific.
Total consideration for the acquisition was: $185.0 million of cash, $17.5 million in unsecured promissory notes issued by Erickson, and approximately four million newly-issued preferred shares, mandatorily convertible, at the option of the Company, into an equal number of common shares, subject to shareholder approval under NASDAQ marketplace rules, which the Company now intends to seek. As part of the acquisition, Erickson funded the acquisition by EHI of nine aircraft from an affiliate of EIA for approximately $13 million. As part of its integration plans, the Company will consolidate operations and will incur restructuring and other costs as a result.
EHI reported audited 2012 results of $201.2 million in revenues and $51.2 million of adjusted EBITDA, a margin of 25.4%. Using a comparable reporting basis Erickson’s 2012 results were adjusted EBITDA of $57.2 million on revenues of $180.8 million, a margin of 31.6%. The Company noted that these metrics do not yet include the planned, pending acquisition of Air Amazonia from HRT Petroleum, which is expected to close in the second quarter of 2013. Please note the below section entitled “Reconciliation of Non-GAAP Financial Measures” in this press release.
Udo Rieder, Chief Executive Officer of Erickson, commented, “This acquisition marks the beginning of a new chapter in the history of our company. We will see an immediate increase in scale, have a wider range of mission capabilities, do business with an expanded suite of customers, and reduce risk through a greatly enhanced level of diversification, including a truly global footprint. We believe that we will quickly demonstrate that our ongoing strategic acquisition program is a powerful use of our access to capital. We are excited that this acquisition is expected to be immediately accretive to our results and we are pleased to deliver that value to our shareholders.”
Mr. Rieder continued, “We expect to quickly follow this transaction with the closing of our planned acquisition of Air Amazonia, which is squarely focused on the fast-growing South American oil and gas market. These deals are transformative and, combined with our core, vertically integrated operations and expertise in the heavy-lift market, we are emerging as a new Erickson. We are excited to begin a thoughtful and focused process of integration designed to fully leverage the deeper pool of talent, highly capable infrastructure and valuable, versatile base of assets now at our disposal. We are very pleased to welcome our many new team members and are confident that, together, we will foster a strong culture, a shared vision for the future and a deep commitment to our customers around the world. We believe that by sharing best practices and creating efficiency across the organization we will create an enduring focus on driving sustainable, high-margin growth.”
First Quarter Earnings Call Announcement
The Company also announced today that it will release its earnings results for the first quarter fiscal 2013 ended March 31, 2013 on Thursday, May 9, 2013 after the market closes.
Udo Rieder, the Company’s President and Chief Executive Officer, and Chuck Ryan, the Company’s Chief Financial Officer, will host a conference call at 4:30 p.m. ET that afternoon to discuss the results of the quarter, followed by a question and answer session for the investment community. A live webcast of the call can be accessed at investors.ericksonaircrane.com. To access the call, dial toll-free 1-888-438-5519 or 1-719-325-2428 (international). The pass code is 3039751.
To listen to a telephonic replay of the conference call, dial toll-free 1-877-870-5176 or 1-858-384-5517 (international) and enter pass code 3039751. The replay will be available beginning at 7:30 p.m. ET on Thursday, May 9, 2013 and will last through 11:59 p.m. ET May 23, 2013.
About Erickson Air-Crane Incorporated
Erickson Air-Crane, Incorporated is a leading global provider of aviation services to a diverse mix of commercial and government customers. The Company currently operates a diverse fleet of 87 rotary-wing and fixed wing aircraft, including a fleet of 20 heavy-lift S-64 Aircranes. This fleet supports a wide and worldwide variety of government and commercial customers, across a broad range of aerial services, including critical supply and logistics for deployed military forces, humanitarian relief, firefighting, timber harvesting, infrastructure construction, and crewing. The Company also maintains a vertical manufacturing capability for the S-64 Aircrane, related components, and other aftermarket support and maintenance, repair, and overhaul services for the Aircrane and other aircraft. Founded in 1971, Erickson Air-Crane is headquartered in Portland, Oregon and maintains facilities and operations in North America, South America, the Middle East, Africa and Asia-Pacific.