Jennifer Whalen
Analyst · Evercore ISI
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?