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SEC Filings

8-K
BRISTOW GROUP INC filed this Form 8-K on 11/14/2018
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ABL facilities agreement amendment request letter

 

  (c)

paragraph (g) of the definition of “Material Indebtedness” in Clause 1.1 (Definitions) of the Facilities Agreement shall be deleted and replaced with the following:

 

  “(g)

any indenture or other agreement governing Financial Indebtedness of the Parent or any Restricted Subsidiary under which an aggregate principal amount in excess of USD 50,000,000 is outstanding at any time;”

 

  (d)

paragraph (c) of Clause 24.2 (Status) of the Facilities Agreement shall be deleted and replaced with the following:

“(c)     It and each Restricted Subsidiary has the power to own its assets and carry on its business as it is being conducted.”

 

  (e)

paragraph (b) of Clause 24.12 (No default) of the Facilities Agreement shall be deleted and replaced with the following:

“(b)     No other event or circumstance is outstanding which constitutes (or, with the expiry of a grace period, the giving of notice, the making of any determination or any combination of any of the foregoing, would constitute) a default or termination event (however described) under any other agreement or instrument which is binding on it or any Restricted Subsidiary or to which its (or any Restricted Subsidiary’s) assets are subject which has or is reasonably likely to have a Material Adverse Effect.”

 

  (f)

Clause 24.23 (Good title to assets) of the Facilities Agreement shall be deleted and replaced with the following:

24.23    Good title to assets

It and each Restricted Subsidiary has a good, valid and marketable title to, or valid leases or licences of, and all appropriate Authorisations to use, the assets necessary to carry on its business as presently conducted but only to the extent that a failure to so have would have or would reasonably likely to have Material Adverse Effect.”

 

  (g)

Clause 28.5 (Cross default) of the Facilities Agreement shall be deleted and replaced with the following:

28.5    Cross default

 

  (a)

Any Material Indebtedness of the Parent or any Restricted Subsidiary or any Financial Indebtedness of any Borrower is not paid when due nor within any originally applicable grace period.

 

  (b)

Any Material Indebtedness of the Parent or any Restricted Subsidiary or any Financial Indebtedness of any Borrower is declared to be or otherwise becomes due and payable prior to its specified maturity as a result of an event of default (however described).

 

  (c)

Any commitment for any Material Indebtedness of the Parent or any Restricted Subsidiary or any Financial Indebtedness of any Borrower is cancelled or suspended by a creditor of any member of the Group as a result of an event of default (however described).

 

  (d)

Any creditor of the Parent or any Restricted Subsidiary becomes entitled to declare any Material Indebtedness of the Parent or any Restricted Subsidiary due and payable prior to its specified maturity as a result of an event of default (however described) or any creditor of any Borrower becomes entitled to declare any Financial Indebtedness of any Borrower due and payable prior to its specified maturity as a result of an event of default (however described) any Financial Indebtedness of any Borrower.