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PRA Enhances COVID-19 Monitoring Program with Integration of Microsoft Healthcare Bot Service

RALEIGH, N.C., June 12, 2020 (GLOBE NEWSWIRE) — PRA Health Sciences, Inc. (NASDAQ: PRAH) announced today the enhancement of its commercial Health Harmony COVID-19 Monitoring Program with the integration of the Microsoft Healthcare Bot service. Users of PRA’s Health Harmony digital platform who enroll in their organization’s COVID-19 Monitoring Program can use the AI-based chatbot, which can recognize and respond to COVID-19-related questions, to enhance their own COVID-19 care.

Through a series of conversational questions and interactions within PRA’s Health Harmony digital health platform, the COVID-19 chatbot compares users’ symptoms to U.S. Centers for Disease Control guidance and then recommends one of three available COVID-19 programs in which they should enroll. For users of the Health Harmony app, the enrollment experience becomes more personalized and is more accurate in determining the level of COVID-19 care needed. For organizations that have implemented PRA’s COVID-19 Monitoring Program, the integration allows them to understand patient flow and to monitor, educate and individualize care with greater agility.

“Collaborating closely with leading edge companies like Microsoft, PRA is uniquely positioned to deliver innovative new models of care to patients as their needs evolve, especially in times of crisis and uncertainty,” said Kent Thoelke, EVP and Chief Scientific Officer at PRA Health Sciences. “With PRA’s Health Harmony app in their hands, patients can track signs, symptoms and self-manage their own COVID-19-related care, but if symptoms escalate, remote monitoring and the help obtained from a healthcare professional can make all the difference. PRA is giving patients more control and better access to personalized healthcare, right from their own devices and on their own schedule.”

Last month, PRA rolled out the program and the Health Harmony mobile app, with the integration of the COVID-19 Healthcare Bot service, to more than 7,000 employees in the United States. Since March, thousands of users from around the globe have downloaded PRA’s Health Harmony app and enrolled in the COVID-19 Monitoring Program. As part of the program, users can track their own COVID-19 symptoms and educate themselves about the disease. The COVID-19 Monitoring Program – available commercially to employers, payers, providers and health systems – offers three levels of support:

  • The educational program, which provides vital sign tracking, prevention techniques and mental health support for those who are asymptomatic.
  • The quarantine program, which delivers insights on what to watch for, addresses feelings of fear and isolation, and connects with a healthcare professional for those who have been exposed to COVID-19.
  • The in-depth monitoring program, which addresses symptom management, frequent monitoring by a healthcare professional and care coordination for those who have been diagnosed with COVID-19 and who are still at home.

“Healthcare and clinical research should be easily accessible to all people and tailored to fit their unique needs,” said Jean Gabarra, General Manager, Health AI at Microsoft. “When technology like Microsoft’s COVID-19 Healthcare Bot and a user-friendly interface like the Health Harmony app can be combined with the insights and expertise of a global healthcare intelligence partner like PRA, patients’ health and wellbeing will benefit tremendously.”

To learn more about how PRA is delivering technology and R&D solutions to employers, payers and providers during COVID-19, please visit www.prahs.com/covid-19. For more information on the COVID-19 Monitoring Program and Health Harmony mobile platform, visit https://www.careinnovations.com/.

About PRA Health Sciences

PRA Health Sciences is one of the world’s leading global contract research organizations by revenue, providing outsourced clinical development and data solution services to the biotechnology and pharmaceutical industries. PRA’s global clinical development platform includes more than 75 offices across North America, Europe, Asia, Latin America, South Africa, Australia and the Middle East and more than 17,500 employees worldwide. Since 2000, PRA has participated in approximately 4,000 clinical trials worldwide. In addition, PRA has participated in the pivotal or supportive trials that led to U.S. Food and Drug Administration or international regulatory approval of more than 95 drugs. To learn more about PRA, please visit www.prahs.com.

INVESTOR INQUIRIES: InvestorRelations@prahs.com

MEDIA INQUIRIES: Laurie Hurst, Sr. Director, Communications and Public Relations
hurstlaurie@prahs.com | +1 (919) 786-8435

Philips launches obstetrics monitoring solution to support clinicians and expectant mothers during COVID-19 pandemic

June 12, 2020

  • Under new April 2020 FDA guidance [1], the Avalon CL Fetal and Maternal Pod and Patch are now available in the U.S., in addition to existing countries in Europe, Australia, New Zealand and Singapore, to support fetal and maternal monitoring
  • Integrated with Philips’ comprehensive obstetrical care portfolio, the new offering has the potential to reduce mother and clinician risk of exposure to COVID-19, in hospital and in the home
  • Solution complements Philips innovative Remote Patient Monitoring suite designed to transform care for at-risk populations

Amsterdam, the NetherlandsRoyal Philips (NYSE: PHG, AEX: PHIA), a global leader in health technology, today announced an addition to its remote patient monitoring suite supporting at-risk populations during the COVID-19 emergency. The new wireless Avalon CL Fetal and Maternal Pod and Patch aim to reduce unnecessary physical interactions between clinicians and patients, which is of particular importance during the COVID-19 pandemic. The patch is part of a broader innovative high-risk pregnancy solution which includes Philips perinatal analytics, and visualization software as well as an ultra-portable battery-operated fetal monitor.

Up to half a million women may deliver their babies while infected with COVID-19 in 2020. Additionally, pregnant women who have not been diagnosed with COVID-19 are interested in ways they can minimize their time in a hospital to limit their exposure to the disease. While clinicians are treating COVID-19 patients in isolation rooms, and accommodating home visits and births when possible, properly managing patient care while reducing the risk of exposure for care providers requires tools that enable remote monitoring of vitals.

The Fetal and Maternal Pod and Patch allow for continuous, non-invasive monitoring of maternal heart rate, fetal heart rate, and uterine activity with a single-use, 48-hour, disposable electrode patch placed on the mother’s abdomen. The patch is designed to be placed on the patient by a clinician only once, unlike traditional elastic belts and sensors that require frequent repositioning.

“Remote monitoring during labor has always provided multiple benefits to expectant mothers, including comfort, mobility, and flexibility. But during the COVID-19 pandemic, the need for mobile solutions during pregnancy is greater than ever,” said Peter Ziese, General Manager, Monitoring & Analytics at Philips. “Philips has been dedicated to providing the best quality care for expectant mothers for more than fifty years. This new solution builds on our commitment to provide integrated continuous monitoring capabilities for high risk pregnancies. With this new patch, clinicians now have access to an innovative tool to help monitor pregnant women during COVID-19, helping to deliver comfort to these mothers during a particularly stressful time.”

“The fact that the new sensors are disposable and don’t require constant repositioning has been particularly useful for us in the peak of the COVID-19 wave in March and April in Lisbon,” said Prof. Dr. Diogo Ayres-de-Campos, University of Lisbon, and President-Elect of the European Association of Perinatal Medicine (EAPM).

The Philips OB solution consists of the Avalon Fetal monitoring portfolio, featuring Philips proprietary Smart Pulse technology, and an obstetrical information management system for continuous data flow to the EMR, which includes:

  • The Avalon Fetal and Maternal Pod and Patch: single-use disposable patch and reusable pod placed on the expectant mother’s abdomen to capture fetal and maternal heart rate, and uterine activity through ECG and EMG signals, without the need for constant repositioning;
  • Avalon CL Transducer System: provides cableless monitoring with the Avalon Fetal Monitors to give expectant mothers freedom to move during labor, while measuring up to three fetuses. The Avalon CL Wide Range Pod leverages the hospital’s wireless LAN installation to allow mothers to expand the area of ambulation, by extending monitoring of all cableless measurements to the full reach of the WLAN.;
  • IntelliSpace Perinatal: obstetrical surveillance and information management system designed for use from antepartum visit through labor, delivery, and postpartum care. Patient data automatically displays and streams to the electronic medical record (EMR). ISP Revision K in combination with IntelliVue XDS Remote Display functionality offers the ability to control the Fetal Monitor remotely.

The Avalon Fetal and Maternal Pod and Patch received CE Mark clearance in 2019 and is available in many EU countries [2], as well as Australia, New Zealand and Singapore.

Philips has a comprehensive portfolio of services and solutions which can help to support the delivery of high-quality care to COVID-19 patients. It includes secure, connected and intelligent approaches to diagnosis, treatment and predictive monitoring in the hospital, plus screening, remote patient monitoring and care at home. With healthcare under more pressure than ever before, Philips’ telehealth and AI-enabled data analytics can help support workflows, facilitate remote collaboration and optimize resources. Philips’ COVID-19-related solutions are designed for rapid deployment and scalability. For more information on how Philips is addressing COVID-19 globally, please visit the Philips centralized COVID-19 hub.

[1] https://www.fda.gov/media/137286/download.
[2] The Avalon Fetal and Maternal Pod and Patch is available across Europe in the Benelux, DACH, UK&I, Nordics, CEE and Iberia markets.

For more information, please contact:
Kathy O’Reilly
Philips Global Press Office
Tel: +1 978-221-8919
Email: kathy.oreilly@philips.com
Twitter: @kathyoreilly

Silvie Casanova
Philips North America
Tel: +1 978 659 7467
E-mail: Silvie.casanova@philips.com

About Royal Philips

Royal Philips (NYSE: PHG, AEX: PHIA) is a leading health technology company focused on improving people’s health and enabling better outcomes across the health continuum from healthy living and prevention, to diagnosis, treatment and home care. Philips leverages advanced technology and deep clinical and consumer insights to deliver integrated solutions. Headquartered in the Netherlands, the company is a leader in diagnostic imaging, image-guided therapy, patient monitoring and health informatics, as well as in consumer health and home care. Philips generated 2019 sales of EUR 19.5 billion and employs approximately 81,000 employees with sales and services in more than 100 countries. News about Philips can be found at www.philips.com/newscenter.

Attachments

PRA Enhances COVID-19 Monitoring Program with Integration of Microsoft Healthcare Bot Service

RALEIGH, N.C., June 12, 2020 (GLOBE NEWSWIRE) — PRA Health Sciences, Inc. (NASDAQ: PRAH) announced today the enhancement of its commercial Health Harmony COVID-19 Monitoring Program with the integration of the Microsoft Healthcare Bot service. Users of PRA’s Health Harmony digital platform who enroll in their organization’s COVID-19 Monitoring Program can use the AI-based chatbot, which can recognize and respond to COVID-19-related questions, to enhance their own COVID-19 care.

Through a series of conversational questions and interactions within PRA’s Health Harmony digital health platform, the COVID-19 chatbot compares users’ symptoms to U.S. Centers for Disease Control guidance and then recommends one of three available COVID-19 programs in which they should enroll. For users of the Health Harmony app, the enrollment experience becomes more personalized and is more accurate in determining the level of COVID-19 care needed. For organizations that have implemented PRA’s COVID-19 Monitoring Program, the integration allows them to understand patient flow and to monitor, educate and individualize care with greater agility.

“Collaborating closely with leading edge companies like Microsoft, PRA is uniquely positioned to deliver innovative new models of care to patients as their needs evolve, especially in times of crisis and uncertainty,” said Kent Thoelke, EVP and Chief Scientific Officer at PRA Health Sciences. “With PRA’s Health Harmony app in their hands, patients can track signs, symptoms and self-manage their own COVID-19-related care, but if symptoms escalate, remote monitoring and the help obtained from a healthcare professional can make all the difference. PRA is giving patients more control and better access to personalized healthcare, right from their own devices and on their own schedule.”

Last month, PRA rolled out the program and the Health Harmony mobile app, with the integration of the COVID-19 Healthcare Bot service, to more than 7,000 employees in the United States. Since March, thousands of users from around the globe have downloaded PRA’s Health Harmony app and enrolled in the COVID-19 Monitoring Program. As part of the program, users can track their own COVID-19 symptoms and educate themselves about the disease. The COVID-19 Monitoring Program – available commercially to employers, payers, providers and health systems – offers three levels of support:

  • The educational program, which provides vital sign tracking, prevention techniques and mental health support for those who are asymptomatic.
  • The quarantine program, which delivers insights on what to watch for, addresses feelings of fear and isolation, and connects with a healthcare professional for those who have been exposed to COVID-19.
  • The in-depth monitoring program, which addresses symptom management, frequent monitoring by a healthcare professional and care coordination for those who have been diagnosed with COVID-19 and who are still at home.

“Healthcare and clinical research should be easily accessible to all people and tailored to fit their unique needs,” said Jean Gabarra, General Manager, Health AI at Microsoft. “When technology like Microsoft’s COVID-19 Healthcare Bot and a user-friendly interface like the Health Harmony app can be combined with the insights and expertise of a global healthcare intelligence partner like PRA, patients’ health and wellbeing will benefit tremendously.”

To learn more about how PRA is delivering technology and R&D solutions to employers, payers and providers during COVID-19, please visit www.prahs.com/covid-19. For more information on the COVID-19 Monitoring Program and Health Harmony mobile platform, visit https://www.careinnovations.com/.

About PRA Health Sciences

PRA Health Sciences is one of the world’s leading global contract research organizations by revenue, providing outsourced clinical development and data solution services to the biotechnology and pharmaceutical industries. PRA’s global clinical development platform includes more than 75 offices across North America, Europe, Asia, Latin America, South Africa, Australia and the Middle East and more than 17,500 employees worldwide. Since 2000, PRA has participated in approximately 4,000 clinical trials worldwide. In addition, PRA has participated in the pivotal or supportive trials that led to U.S. Food and Drug Administration or international regulatory approval of more than 95 drugs. To learn more about PRA, please visit www.prahs.com.

INVESTOR INQUIRIES: InvestorRelations@prahs.com

MEDIA INQUIRIES: Laurie Hurst, Sr. Director, Communications and Public Relations
hurstlaurie@prahs.com | +1 (919) 786-8435

Philips launches obstetrics monitoring solution to support clinicians and expectant mothers during COVID-19 pandemic

June 12, 2020

  • Under new April 2020 FDA guidance [1], the Avalon CL Fetal and Maternal Pod and Patch are now available in the U.S., in addition to existing countries in Europe, Australia, New Zealand and Singapore, to support fetal and maternal monitoring
  • Integrated with Philips’ comprehensive obstetrical care portfolio, the new offering has the potential to reduce mother and clinician risk of exposure to COVID-19, in hospital and in the home
  • Solution complements Philips innovative Remote Patient Monitoring suite designed to transform care for at-risk populations

Amsterdam, the NetherlandsRoyal Philips (NYSE: PHG, AEX: PHIA), a global leader in health technology, today announced an addition to its remote patient monitoring suite supporting at-risk populations during the COVID-19 emergency. The new wireless Avalon CL Fetal and Maternal Pod and Patch aim to reduce unnecessary physical interactions between clinicians and patients, which is of particular importance during the COVID-19 pandemic. The patch is part of a broader innovative high-risk pregnancy solution which includes Philips perinatal analytics, and visualization software as well as an ultra-portable battery-operated fetal monitor.

Up to half a million women may deliver their babies while infected with COVID-19 in 2020. Additionally, pregnant women who have not been diagnosed with COVID-19 are interested in ways they can minimize their time in a hospital to limit their exposure to the disease. While clinicians are treating COVID-19 patients in isolation rooms, and accommodating home visits and births when possible, properly managing patient care while reducing the risk of exposure for care providers requires tools that enable remote monitoring of vitals.

The Fetal and Maternal Pod and Patch allow for continuous, non-invasive monitoring of maternal heart rate, fetal heart rate, and uterine activity with a single-use, 48-hour, disposable electrode patch placed on the mother’s abdomen. The patch is designed to be placed on the patient by a clinician only once, unlike traditional elastic belts and sensors that require frequent repositioning.

“Remote monitoring during labor has always provided multiple benefits to expectant mothers, including comfort, mobility, and flexibility. But during the COVID-19 pandemic, the need for mobile solutions during pregnancy is greater than ever,” said Peter Ziese, General Manager, Monitoring & Analytics at Philips. “Philips has been dedicated to providing the best quality care for expectant mothers for more than fifty years. This new solution builds on our commitment to provide integrated continuous monitoring capabilities for high risk pregnancies. With this new patch, clinicians now have access to an innovative tool to help monitor pregnant women during COVID-19, helping to deliver comfort to these mothers during a particularly stressful time.”

“The fact that the new sensors are disposable and don’t require constant repositioning has been particularly useful for us in the peak of the COVID-19 wave in March and April in Lisbon,” said Prof. Dr. Diogo Ayres-de-Campos, University of Lisbon, and President-Elect of the European Association of Perinatal Medicine (EAPM).

The Philips OB solution consists of the Avalon Fetal monitoring portfolio, featuring Philips proprietary Smart Pulse technology, and an obstetrical information management system for continuous data flow to the EMR, which includes:

  • The Avalon Fetal and Maternal Pod and Patch: single-use disposable patch and reusable pod placed on the expectant mother’s abdomen to capture fetal and maternal heart rate, and uterine activity through ECG and EMG signals, without the need for constant repositioning;
  • Avalon CL Transducer System: provides cableless monitoring with the Avalon Fetal Monitors to give expectant mothers freedom to move during labor, while measuring up to three fetuses. The Avalon CL Wide Range Pod leverages the hospital’s wireless LAN installation to allow mothers to expand the area of ambulation, by extending monitoring of all cableless measurements to the full reach of the WLAN.;
  • IntelliSpace Perinatal: obstetrical surveillance and information management system designed for use from antepartum visit through labor, delivery, and postpartum care. Patient data automatically displays and streams to the electronic medical record (EMR). ISP Revision K in combination with IntelliVue XDS Remote Display functionality offers the ability to control the Fetal Monitor remotely.

The Avalon Fetal and Maternal Pod and Patch received CE Mark clearance in 2019 and is available in many EU countries [2], as well as Australia, New Zealand and Singapore.

Philips has a comprehensive portfolio of services and solutions which can help to support the delivery of high-quality care to COVID-19 patients. It includes secure, connected and intelligent approaches to diagnosis, treatment and predictive monitoring in the hospital, plus screening, remote patient monitoring and care at home. With healthcare under more pressure than ever before, Philips’ telehealth and AI-enabled data analytics can help support workflows, facilitate remote collaboration and optimize resources. Philips’ COVID-19-related solutions are designed for rapid deployment and scalability. For more information on how Philips is addressing COVID-19 globally, please visit the Philips centralized COVID-19 hub.

[1] https://www.fda.gov/media/137286/download.
[2] The Avalon Fetal and Maternal Pod and Patch is available across Europe in the Benelux, DACH, UK&I, Nordics, CEE and Iberia markets.

For more information, please contact:
Kathy O’Reilly
Philips Global Press Office
Tel: +1 978-221-8919
Email: kathy.oreilly@philips.com
Twitter: @kathyoreilly

Silvie Casanova
Philips North America
Tel: +1 978 659 7467
E-mail: Silvie.casanova@philips.com

About Royal Philips

Royal Philips (NYSE: PHG, AEX: PHIA) is a leading health technology company focused on improving people’s health and enabling better outcomes across the health continuum from healthy living and prevention, to diagnosis, treatment and home care. Philips leverages advanced technology and deep clinical and consumer insights to deliver integrated solutions. Headquartered in the Netherlands, the company is a leader in diagnostic imaging, image-guided therapy, patient monitoring and health informatics, as well as in consumer health and home care. Philips generated 2019 sales of EUR 19.5 billion and employs approximately 81,000 employees with sales and services in more than 100 countries. News about Philips can be found at www.philips.com/newscenter.

Attachments

Bristow Completes Merger with Era

HOUSTON, June 11, 2020 (GLOBE NEWSWIRE) — Bristow Group Inc. (NYSE:VTOL) and Era Group Inc. (“Era”) announced today that they have completed their combination (the “Merger”), creating a financially stronger company with enhanced size and diversification. The newly combined company will use the Bristow Group name (“Bristow”) and will remain a publicly traded company on the New York Stock Exchange.  The newly combined company’s common stock will begin trading under the stock ticker “VTOL” beginning on June 12, 2020 and will have a new CUSIP number of 11040G103.

“The closing of this strategic and financially compelling merger makes Bristow a larger, more diverse and stronger company, better positioned for the future,” said Chris Bradshaw, President and CEO of Bristow. “The combination brings long-overdue consolidation in the industry, better prepares us to navigate today’s market challenges, and ensures we remain the global leader in helicopter services with an outstanding culture focused on safety and providing excellent service to our valued customers.”

The Merger strengthens Bristow’s global leadership position, with significant operations throughout the Americas, Nigeria, Norway, the United Kingdom and Australia for offshore aviation transportation and search and rescue solutions. The combined company offers a broader range of world-class, efficient solutions through enhanced fleet size and diversity, investments in new technology and safety features to meet the evolving needs of new and existing oil and gas customers and governmental agencies.

The combined company will be headquartered at 3151 Briarpark Drive, Suite 700, in Houston, Texas. The newly structured organization encourages enhanced collaboration globally while maintaining efficient and nimble local operations.

The combined company has an eight-member Board of Directors, including five members from legacy Bristow and two members from legacy Era, including the legacy Era CEO. The Board of Directors is comprised of G. Mark Mickelson (who will act as Chairman of the Board of Directors), Christopher S. Bradshaw, Lorin L. Brass, Charles Fabrikant, Wesley E. Kern, Robert J. Manzo, Christopher Pucillo and Brian D. Truelove.

The rationale for the Merger remains just as strong today as it was when first announced on January 24, 2020:

Enhanced Global Leadership with Significant Presence in Key Geographic Regions and End-Markets:

  • Significant operations throughout the Americas, Nigeria, Norway, the United Kingdom and Australia
  • Global leader in offshore oil and gas transportation, search and rescue and aircraft support services to government and civil organizations, with significant revenues and cash flow generated from government services contracts

Increased Fleet Size and Diversity:

  • Combined fleet of more than 300 of the industry’s most modern aircraft with the latest generation of technology and safety features
  • Creates the world’s largest operator of S92, AW189 and AW139 model helicopters
  • Combined fleet is predominantly owned (>80%)

Creates Financially Stronger Company:

  • Substantial and highly achievable cost synergies with an annualized saving of at least $35 million through the elimination of redundant corporate expenses and the realization of enhanced operational efficiencies
  • Maintains a strong balance sheet, supported by a large combined cash balance (over $250 million expected at closing)
  • Positive free cash flow generation

Transaction Structure:
The Merger was structured as a reverse triangular merger whereby each share of legacy Bristow preferred stock issued and outstanding was converted into 5.179562 shares of legacy Bristow common stock in accordance with the terms thereof.  At the closing of the Merger, each share of legacy Bristow common stock (including shares issued as a result of the preferred stock conversion) was converted into 0.502096 shares of Era common stock.  After giving effect to the Merger, legacy Bristow shareholders own 77% of the equity of the new company, and legacy Era shareholders own 23% of the equity of the combined company.

On June 11, 2020, immediately prior to the closing of the Merger, Era effectuated a reverse stock split whereby shares of Era common stock were automatically reclassified into a smaller number of shares, such that a holder of Era shares owns one share of Era common stock of the combined company for every three shares of common stock of Era held by that stockholder immediately prior to the Merger. The amount of shares of Era common stock issuable to legacy Bristow holders gave effect to the reverse stock split.

At Era’s joint annual and special meeting, held on June 11, 2020, Era stockholders of record approved the issuance of shares of Era common stock to holders of Bristow capital stock, as consideration for the Merger, as well as certain other proposals including (i) an amendment to Era’s certificate of incorporation effecting (a) an increase in the number of authorized shares of Era common stock available for issuance and (b) a 1-for-3 reverse stock split of the issued and outstanding shares of Era common stock immediately prior to the Merger and (ii) an amendment to Era’s certificate of incorporation which changed the name of Era, the parent entity of the newly combined company, from “Era Group Inc.” to “Bristow Group Inc.”.

Bristow stockholders approved the adoption of the merger agreement through a solicitation of written consent that was completed on June 11, 2020.

ABOUT BRISTOW GROUP
Bristow is the world’s leading provider of offshore oil and gas transportation, search and rescue (SAR) and aircraft support services to government and civil organizations worldwide. Bristow’s strategically located global fleet supports operations in the North Sea, Nigeria and the U.S. Gulf of Mexico; as well as in most of the other major offshore oil and gas producing regions of the world, including Australia, Brazil, Canada, Colombia, Guyana, Suriname and Trinidad. Bristow provides SAR services to the private sector worldwide and to the public sector for all of the United Kingdom on behalf of the Maritime and Coastguard Agency. To learn more, visit our website at www.bristowgroup.com.

Forward-Looking Statements

Bristow cautions that statements in this press release which are forward-looking, and provide information other than historical information, involve risks, contingencies and uncertainties that may impact actual results of operations of the combined company. These forward-looking statements include, among other things, statements regarding plans and expectations with respect to the results of operations, financial position, growth opportunities and competitive position of the combined company, including anticipated or expected revenues, EBITDA run-rates, cost savings and synergies, best-in-class operations, opportunities to capture additional value from market trends, fleet size and diversity, safety and transition issues, free cash flow, plans to de-lever and potential shareholder return. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we can give no assurance that those expectations will prove to have been correct. These statements are made by using various underlying assumptions and are subject to numerous risks, contingencies and uncertainties, including, among others: the possibility that the expected synergies or cost savings from the anticipated combination will not be realized, or will not be realized within the expected time period; difficulties related to the integration of the two companies; adverse changes in the markets in which the combined company operates or credit markets, including disruptions in the offshore oil and gas markets throughout the globe; changes in the regulatory regimes governing the offshore oil and gas markets and the offshore oil and gas services markets; the inability of the combined company to execute on contracts successfully; changes in project design or schedules; the availability of qualified personnel, changes in the terms, scope or timing of contracts, contract cancellations, change orders and other modifications and actions by customers and other business counterparties of the combined company, changes in industry norms and adverse outcomes in legal or other dispute resolution proceedings. If one or more of these risks materialize, or if underlying assumptions prove incorrect, actual results may vary materially from those expected. You should not place undue reliance on forward looking statements. For a more complete discussion of these and other risk factors, please see each of Bristow’s and Era’s annual and quarterly filings with the Securities and Exchange Commission, including Era’s annual report on Form 10-K for the year ended December 31, 2018, and Bristow’s annual report on Form 10-K for the year ended March 31, 2019 and their respective subsequent quarterly reports on Form 10-Q. This press release reflects the views of Bristow’s management as of the date hereof. Except to the extent required by applicable law, Bristow undertakes no obligation to update or revise any forward-looking statement.

News Media

Bristow Group Inc.
Adam Morgan
+1 281.253.9005
adam.morgan@bristowgroup.com

Investors
Bristow Group Inc.
Jennifer Whalen 
+1 713.369.4636 
jwhalen@eragroupinc.com

Bristow Completes Merger with Era

HOUSTON, June 11, 2020 (GLOBE NEWSWIRE) — Bristow Group Inc. (NYSE:VTOL) and Era Group Inc. (“Era”) announced today that they have completed their combination (the “Merger”), creating a financially stronger company with enhanced size and diversification. The newly combined company will use the Bristow Group name (“Bristow”) and will remain a publicly traded company on the New York Stock Exchange.  The newly combined company’s common stock will begin trading under the stock ticker “VTOL” beginning on June 12, 2020 and will have a new CUSIP number of 11040G103.

“The closing of this strategic and financially compelling merger makes Bristow a larger, more diverse and stronger company, better positioned for the future,” said Chris Bradshaw, President and CEO of Bristow. “The combination brings long-overdue consolidation in the industry, better prepares us to navigate today’s market challenges, and ensures we remain the global leader in helicopter services with an outstanding culture focused on safety and providing excellent service to our valued customers.”

The Merger strengthens Bristow’s global leadership position, with significant operations throughout the Americas, Nigeria, Norway, the United Kingdom and Australia for offshore aviation transportation and search and rescue solutions. The combined company offers a broader range of world-class, efficient solutions through enhanced fleet size and diversity, investments in new technology and safety features to meet the evolving needs of new and existing oil and gas customers and governmental agencies.

The combined company will be headquartered at 3151 Briarpark Drive, Suite 700, in Houston, Texas. The newly structured organization encourages enhanced collaboration globally while maintaining efficient and nimble local operations.

The combined company has an eight-member Board of Directors, including five members from legacy Bristow and two members from legacy Era, including the legacy Era CEO. The Board of Directors is comprised of G. Mark Mickelson (who will act as Chairman of the Board of Directors), Christopher S. Bradshaw, Lorin L. Brass, Charles Fabrikant, Wesley E. Kern, Robert J. Manzo, Christopher Pucillo and Brian D. Truelove.

The rationale for the Merger remains just as strong today as it was when first announced on January 24, 2020:

Enhanced Global Leadership with Significant Presence in Key Geographic Regions and End-Markets:

  • Significant operations throughout the Americas, Nigeria, Norway, the United Kingdom and Australia
  • Global leader in offshore oil and gas transportation, search and rescue and aircraft support services to government and civil organizations, with significant revenues and cash flow generated from government services contracts

Increased Fleet Size and Diversity:

  • Combined fleet of more than 300 of the industry’s most modern aircraft with the latest generation of technology and safety features
  • Creates the world’s largest operator of S92, AW189 and AW139 model helicopters
  • Combined fleet is predominantly owned (>80%)

Creates Financially Stronger Company:

  • Substantial and highly achievable cost synergies with an annualized saving of at least $35 million through the elimination of redundant corporate expenses and the realization of enhanced operational efficiencies
  • Maintains a strong balance sheet, supported by a large combined cash balance (over $250 million expected at closing)
  • Positive free cash flow generation

Transaction Structure:
The Merger was structured as a reverse triangular merger whereby each share of legacy Bristow preferred stock issued and outstanding was converted into 5.179562 shares of legacy Bristow common stock in accordance with the terms thereof.  At the closing of the Merger, each share of legacy Bristow common stock (including shares issued as a result of the preferred stock conversion) was converted into 0.502096 shares of Era common stock.  After giving effect to the Merger, legacy Bristow shareholders own 77% of the equity of the new company, and legacy Era shareholders own 23% of the equity of the combined company.

On June 11, 2020, immediately prior to the closing of the Merger, Era effectuated a reverse stock split whereby shares of Era common stock were automatically reclassified into a smaller number of shares, such that a holder of Era shares owns one share of Era common stock of the combined company for every three shares of common stock of Era held by that stockholder immediately prior to the Merger. The amount of shares of Era common stock issuable to legacy Bristow holders gave effect to the reverse stock split.

At Era’s joint annual and special meeting, held on June 11, 2020, Era stockholders of record approved the issuance of shares of Era common stock to holders of Bristow capital stock, as consideration for the Merger, as well as certain other proposals including (i) an amendment to Era’s certificate of incorporation effecting (a) an increase in the number of authorized shares of Era common stock available for issuance and (b) a 1-for-3 reverse stock split of the issued and outstanding shares of Era common stock immediately prior to the Merger and (ii) an amendment to Era’s certificate of incorporation which changed the name of Era, the parent entity of the newly combined company, from “Era Group Inc.” to “Bristow Group Inc.”.

Bristow stockholders approved the adoption of the merger agreement through a solicitation of written consent that was completed on June 11, 2020.

ABOUT BRISTOW GROUP
Bristow is the world’s leading provider of offshore oil and gas transportation, search and rescue (SAR) and aircraft support services to government and civil organizations worldwide. Bristow’s strategically located global fleet supports operations in the North Sea, Nigeria and the U.S. Gulf of Mexico; as well as in most of the other major offshore oil and gas producing regions of the world, including Australia, Brazil, Canada, Colombia, Guyana, Suriname and Trinidad. Bristow provides SAR services to the private sector worldwide and to the public sector for all of the United Kingdom on behalf of the Maritime and Coastguard Agency. To learn more, visit our website at www.bristowgroup.com.

Forward-Looking Statements

Bristow cautions that statements in this press release which are forward-looking, and provide information other than historical information, involve risks, contingencies and uncertainties that may impact actual results of operations of the combined company. These forward-looking statements include, among other things, statements regarding plans and expectations with respect to the results of operations, financial position, growth opportunities and competitive position of the combined company, including anticipated or expected revenues, EBITDA run-rates, cost savings and synergies, best-in-class operations, opportunities to capture additional value from market trends, fleet size and diversity, safety and transition issues, free cash flow, plans to de-lever and potential shareholder return. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we can give no assurance that those expectations will prove to have been correct. These statements are made by using various underlying assumptions and are subject to numerous risks, contingencies and uncertainties, including, among others: the possibility that the expected synergies or cost savings from the anticipated combination will not be realized, or will not be realized within the expected time period; difficulties related to the integration of the two companies; adverse changes in the markets in which the combined company operates or credit markets, including disruptions in the offshore oil and gas markets throughout the globe; changes in the regulatory regimes governing the offshore oil and gas markets and the offshore oil and gas services markets; the inability of the combined company to execute on contracts successfully; changes in project design or schedules; the availability of qualified personnel, changes in the terms, scope or timing of contracts, contract cancellations, change orders and other modifications and actions by customers and other business counterparties of the combined company, changes in industry norms and adverse outcomes in legal or other dispute resolution proceedings. If one or more of these risks materialize, or if underlying assumptions prove incorrect, actual results may vary materially from those expected. You should not place undue reliance on forward looking statements. For a more complete discussion of these and other risk factors, please see each of Bristow’s and Era’s annual and quarterly filings with the Securities and Exchange Commission, including Era’s annual report on Form 10-K for the year ended December 31, 2018, and Bristow’s annual report on Form 10-K for the year ended March 31, 2019 and their respective subsequent quarterly reports on Form 10-Q. This press release reflects the views of Bristow’s management as of the date hereof. Except to the extent required by applicable law, Bristow undertakes no obligation to update or revise any forward-looking statement.

News Media

Bristow Group Inc.
Adam Morgan
+1 281.253.9005
adam.morgan@bristowgroup.com

Investors
Bristow Group Inc.
Jennifer Whalen 
+1 713.369.4636 
jwhalen@eragroupinc.com

Three company directors arrested for alleged corruption in securing RM90 mln contract

 

KUALA LUMPUR Three company directors were arrested by the Malaysian Anti-Corruption Commission (MACC) for alleged corruption in the acquisition of an advertisement contract worth over RM90 million managed by a government agency in 2019.

 

According to MACC sources, all of them, aged between 31 and 48, were detained yesterday at the MACC headquarters.

 

“The MACC has also identified the officers of the agency involved and is expected to make several arrests of individuals believed to have abetted with the three company directors.

 

 

 

“The company was believed to have submitted false information and documents when entering the tender process for the contract,” he told Bernama here today.

 

He said the company was also believed to be unqualified and have failed the technical and financial assessment required to enter the tender process.

 

“The case is being investigated under Section 17 (a) and Section 18 of the MACC Act 2009,” he added.

 

 

Meanwhile, MACC deputy chief commissioner (Operations) Datuk Seri Ahmad Khusairi Yahaya, when contacted, confirmed the arrest.

 

 

 

Source: BERNAMA News Agency