Air Amazonia Aerial Services Business Signs Five-Year Aerial Services Agreement With Minimum Revenue Of $29 Million Per Year

Erickson Air-Crane has signed a definitive purchase agreement to acquire Air Amazonia Serviços Aeronauticos Ltda. (“Air Amazonia”), the aviation services division of HRT Participações em Petróleo S.A. (“HRT”), as well as a fleet of six aircraft and ground facilities. The Company expects the transaction to close in the third quarter, following the satisfaction of certain customary closing conditions. The terms of the deal were revised from those previously disclosed in a binding term sheet announced on March 7, 2013.

Udo Rieder, Chief Executive Officer of Erickson Air-Crane, Incorporated, commented, “We are very pleased to have reached agreement with HRT for the purchase of the aerial services business of HRT. We are pleased with the structure of the transaction and in particular, because we are able to fund the initial purchase price with our existing revolving credit facility and will release the $45 million cash held in escrow under the notes offering. This preserves the potential financial upside contemplated by the previous structure, without the higher capital outlay. We believe that the transaction is an excellent use of capital, will prove to be significantly and immediately accretive, and produce Adjusted EBITDA margins in line with our core business. This is a significant step in our strategy of continuing our expansion into the South American oil and gas market.”

Pursuant to our agreement, Erickson will pay $23.0 million at closing for the business, which includes a fully operational fleet of 6 rotary-wing aircraft of varying types and mission capabilities, and an additional $3.0 million within twelve months of closing as consideration for the achievement of certain milestones.

In conjunction with the acquisition, Erickson will enter into a five year aerial services contract (including annual renewal options) with HRT to provide rotary-wing aircraft services to support their oil & gas activities in the Solimoes region. Erickson expects to service the contract with the 6 aircraft acquired from HRT in addition to deploying 2 currently idle aircraft from our fleet. The aerial services contract will provide Erickson with minimum revenue of $29 million per year.

Erickson will also have a right of first refusal to purchase any or all of HRT’s remaining 8 aircraft over the next twelve months and the right of first refusal on all helicopter services in the Solimoes region of Brazil from HRT as operator, as well as on all helicopter services in all of Brazil (including offshore) from HRT.

“We continue to push toward our vision of Erickson as a global, diversified aviation services provider to a wide range of customers, end markets, and geographies," Reider said. "We are excited to have made rapid progress both with our acquisition of Evergreen Helicopters (“EHI”) and now again with Air Amazonia, which strengthens our position as a key partner for a growing number of customers throughout this important and fast growing region for the oil and gas industry. We are now turning our sights very squarely on world-class execution, a smooth integration, and the synergies and efficiencies we believe we can create throughout our combined organizations.”

FMI: www.ericksonaircrane.com