================================================================================
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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-Q
(X) Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarterly period ended December 31, 1997
( ) Transition Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the transition period _____ to _____
Commission File Number 0-5232
Offshore Logistics, Inc.
(Exact name of registrant as specified in its charter)
Delaware 72-0679819
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
224 Rue de Jean
P. O. Box 5C, Lafayette, Louisiana 70505
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (318) 233-1221
(Former name, former address and former fiscal year, if changed since last
report)
Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months, and (2) has been subject to such filing
requirements for the past 90 days. Yes (X) No ( )
Indicate the number shares outstanding of each of the issuer's classes of
Common Stock, as of December 31, 1997.
21,854,921 shares of Common Stock, $.01 par value
================================================================================
<PAGE>
OFFSHORE LOGISTICS, INC. AND SUBSIDIARIES
Consolidated Statement of Income
(thousands of dollars, except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
December 31, December 31,
1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
GROSS REVENUE
Operating revenue................................................$ 113,177 $ 40,958 $ 320,969 $ 104,088
Gain (loss) on disposal of equipment ............................. (227) 501 (473) 392
--------- --------- --------- ---------
112,950 41,459 320,496 104,480
OPERATING EXPENSES
Direct cost ...................................................... 83,459 29,167 233,903 73,164
Depreciation and amortization .................................... 8,322 2,945 24,401 7,439
General and administrative ....................................... 7,191 2,706 20,517 7,479
--------- --------- --------- ---------
98,972 34,818 278,821 88,082
--------- --------- --------- ---------
OPERATING INCOME ................................................. 13,978 6,641 41,675 16,398
Earnings from unconsolidated entities ............................ 2,289 1,018 5,006 3,374
Interest income .................................................. 539 1,240 2,151 3,373
Interest expense ................................................. 5,057 729 15,584 810
--------- --------- --------- ---------
INCOME FROM CONTINUING OPERATIONS
BEFORE PROVISION FOR INCOME TAXES ................................ 11,749 8,170 33,248 22,335
Provision for income taxes ....................................... 3,524 2,614 9,973 6,965
Minority interest ................................................ (262) (34) (760) (34)
--------- --------- --------- ---------
INCOME FROM CONTINUING OPERATIONS ................................ 7,963 5,522 22,515 15,336
Discontinued operations:
Income (Loss) from CPS operations ............................ -- 86 (230) 178
Gain on sale of CPS .......................................... -- -- 384 --
--------- --------- --------- ---------
-- 86 154 178
--------- --------- --------- ---------
NET INCOME.......................................................$ 7,963 $ 5,608 $ 22,669 $ 15,514
========= ========= ========= =========
BASIC:
Income per common share:
Continuing operations........................................$ 0.37 $ 0.28 $ 1.06 $ 0.78
Discontinued operations ...................................... -- -- -- 0.01
--------- --------- --------- ---------
Net income per common share......................................$ 0.37 $ 0.28 $ 1.06 $ 0.79
========= ========= ========= =========
DILUTED:
Income per common share:
Continuing operations........................................$ 0.34 $ 0.27 $ 0.99 $ 0.77
Discontinued operations ...................................... -- -- -- 0.01
--------- --------- --------- ---------
Net income per common share......................................$ 0.34 $ 0.27 $ 0.99 $ 0.78
========= ========= ========= =========
</TABLE>
<PAGE>
OFFSHORE LOGISTICS, INC. AND SUBSIDIARIES
Consolidated Balance Sheet
(thousands of dollars)
<TABLE>
<CAPTION>
December 31, March 31,
1997 1997
---- ----
ASSETS
<S> <C> <C>
Current Assets:
Cash and cash equivalents.....................................................$ 22,631 $ 29,829
Accounts receivable ........................................................... 79,456 88,268
Inventories ................................................................... 74,851 70,827
Net assets of discontinued operations ......................................... -- 6,686
Prepaid expenses .............................................................. 1,994 887
--------- ---------
Total current assets ....................................................... 178,932 196,497
Investments in unconsolidated entities ............................................ 10,234 9,250
Property and equipment - at cost:
Land and buildings ............................................................ 13,033 13,175
Aircraft and equipment ........................................................ 542,329 497,672
--------- ---------
555,362 510,847
Less: accumulated depreciation and amortization .................................. (90,874) (74,465)
--------- ---------
464,488 436,382
Other assets, primarily goodwill .................................................. 30,838 32,084
--------- ---------
$ 684,492 $ 674,213
========= =========
LIABILITIES AND STOCKHOLDERS' INVESTMENT
Current Liabilities:
Accounts payable..............................................................$ 32,570 $ 31,166
Accrued liabilities ........................................................... 37,497 38,592
Deferred taxes ................................................................ 18,105 17,968
Current maturities of long-term debt .......................................... 6,112 51,240
--------- ---------
Total current liabilities .................................................. 94,284 138,966
Long-term debt, less current maturities ....................................... 220,857 199,631
Deferred credits .............................................................. 1,187 622
Deferred taxes ................................................................ 92,063 91,445
Minority interest ............................................................. 9,478 8,643
Stockholders' Investment:
Common Stock, $.01 par value, authorized
35,000,000 shares; outstanding 21,854,921
and 21,081,133 at December 31, and March 31,
respectively (exclusive of 517,550 treasury shares) ......................... 219 211
Additional paid-in capital .................................................... 123,061 115,346
Retained earnings ............................................................. 143,455 120,786
Cumulative translation adjustment ............................................. (112) (1,437)
--------- ---------
266,623 234,906
--------- ---------
$ 684,492 $ 674,213
========== =========
</TABLE>
<PAGE>
OFFSHORE LOGISTICS, INC. AND SUBSIDIARIES
Consolidated Statement of Cash Flows
(thousands of dollars)
<TABLE>
<CAPTION>
Nine Months Ended
December 31,
1997 1996
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net income....................................................................$ 22,669 $ 15,514
Adjustments to reconcile net income to cash
provided by operating activities:
Depreciation and amortization ................................................. 24,401 7,990
Increase (decrease) in deferred taxes ......................................... 7,283 (162)
(Gain) loss on asset dispositions ............................................. 473 (344)
Equity in earnings from unconsolidated entities
over dividends received .................................................... (666) --
Minority interest in earnings ................................................. 760 (1)
Discontinued operations ....................................................... 230 (178)
(Increase) decrease in accounts receivable .................................... 9,817 (5,500)
Increase in inventories ....................................................... (3,454) (1,729)
Increase in prepaid expenses and other ........................................ (1,581) (2,887)
Decrease in accounts payable .................................................. (993) (1,900)
Increase (decrease) in accrued liabilities .................................... (2,733) 10,269
Increase in deferred credits .................................................. 566 618
--------- ---------
Net cash provided by operating activities ......................................... 56,772 21,690
--------- ---------
Cash flows from investing activities:
Capital expenditures .............................................................. (59,260) (4,290)
Proceeds from asset dispositions .................................................. 10,540 1,046
Proceeds from CPS disposal ........................................................ 5,700 --
Proceeds from maturity of marketable securities ................................... -- 20,001
Cash used in Bristow transaction, net of cash received ............................ -- (153,029)
Acquisitions, net of cash received ................................................ (353) --
--------- ---------
Net cash used in investing activities ............................................. (43,373) (136,272)
--------- ---------
Cash flows from financing activities:
Proceeds from borrowings ...................................................... 27,120 88,418
Repayment of debt ............................................................. (55,844) (2,000)
Issuance of common stock ...................................................... 7,723 1,576
--------- ---------
Net cash provided by (used in) financing activities ............................... (21,001) 87,994
--------- ---------
Effect of exchange rate changes in cash ........................................... 404 7
Net decrease in cash and cash equivalents ......................................... (7,198) (26,581)
Cash and cash equivalents at beginning of period .................................. 29,829 53,273
--------- ---------
Cash and cash equivalents at end of quarter.......................................$ 22,631 $ 26,692
========= =========
Supplemental disclosure of cash flow information
Cash paid during the period for:
Interest......................................................................$ 16,514 $ 2,827
Income taxes .................................................................. 957 6,338
</TABLE>
<PAGE>
OFFSHORE LOGISTICS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 1997
NOTE A - Basis of Presentation
The accompanying unaudited consolidated financial statements have been
prepared in accordance with the instructions to Form 10-Q and do not include all
information and footnotes necessary for a fair presentation of financial
position, results of operations, and cash flows in conformity with generally
accepted accounting principles. In the opinion of management, any adjustments
considered necessary for a fair presentation have been included. Operating
results for the nine months ended December 31, 1997, are not necessarily
indicative of the results that may be expected for the year ending March 31,
1998. For further information, refer to the consolidated financial statements
and footnotes included in the Company's Annual Report on Form 10-K for the nine
month period ended March 31, 1997.
NOTE B - Investment in Bristow
On December 19, 1996, OLOG acquired 49% of the common stock and a
significant amount of Bristow Aviation Holdings, Ltd. ("Bristow") subordinated
debt as detailed below. Bristow is incorporated in England and holds all of the
outstanding shares in Bristow Helicopter Group Limited ("BHGL"). Bristow
provides helicopter services to the North Sea oil and gas industry. Services
consist of short and long range crew change flights, offshore-based and
inter-platform shuttle operations, and search and rescue missions. Bristow also
operates aircraft in Australia, Brunei, Cambodia, China, Nigeria, South America
and Vietnam among others.
The investment was accounted for by the purchase method of accounting
under Accounting Principals Board Opinion No. 16, as amended, and accordingly,
the results of operations of Bristow for the nine months ended December 31, 1997
are included in the accompanying consolidated financial statements. The total
consideration has been allocated to Bristow's assets and liabilities based on
the estimated fair market value as of December 19, 1996.
The following unaudited pro forma financial information for the Company
gives effect to the Bristow investment as if it had occurred on April 1, 1996.
These pro forma results have been prepared for comparative purposes only and do
not purport to be indicative of the results of operations which actually would
have resulted had the acquisitions occurred on the date indicated, or which may
result in the future. The pro forma results follow (in thousands, except per
share data):
<TABLE>
<CAPTION>
Nine Months Ended
December 31, 1996
-----------------
(unaudited)
<S> <C>
Gross revenue..........................................................$ 293,168
=======
Income from continuing operations......................................$ 17,521
=======
Earnings per common share
Income from continuing operations:
Basic.........................................................$ 0.84
=======
Diluted.......................................................$ 0.81
=======
</TABLE>
<PAGE>
NOTE C - Earnings per Share
In 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards (SFAS) No. 128, "Earnings Per Share". SFAS No.
128 replaced the previously reported primary and fully-diluted earnings per
share with basic and diluted earnings per share.
Basic earnings per common share were computed by dividing net income by
the weighted average number of shares of common stock outstanding during the
year. Diluted earnings per common share for the three months and nine months
ended December 31, 1996 and 1997 were determined on the assumptions that the
convertible debt was converted upon issuance on December 17, 1996 and on April
1, 1997, respectively. The Company adopted SFAS No. 128, "Earnings per Share,"
effective December 15, 1997. All income per share amounts for all periods have
been presented, and where necessary, restated to conform to the requirements of
SFAS No. 128. The following table sets forth the computation of basic and
diluted income from continuing operations per share:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
December 31, December 31,
1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C>
Income from Continuing Operations (thousands of dollars):
Income available to common stockholders................$ 7,963 $ 5,522 $ 22,669 $ 15,336
Interest on convertible debt, net of taxes ............. 1,029 149 3,087 149
----------- ----------- ----------- -----------
Income available to common stockholders, plus
assumed conversions.................................$ 8,992 $ 5,671 $ 25,756 $ 15,485
=========== =========== =========== ===========
Shares:
Weighted average number of common shares outstanding ... 21,811,296 19,744,314 21,355,546 19,572,791
Options ................................................ 217,005 397,817 322,277 314,400
Warrants ............................................... -- 31,974 -- 26,174
Convertible debt ....................................... 4,286,520 559,111 4,286,520 186,370
----------- ----------- ----------- -----------
Weighted average number of common shares outstanding,
plus assumed conversions ............................ 26,314,821 20,733,216 25,964,343 20,099,735
=========== =========== =========== ===========
Income from Continuing Operations:
Basic earnings per share...............................$ 0.37 $ 0.28 $ 1.06 $ 0.78
=========== =========== =========== ===========
Diluted earnings per share.............................$ 0.34 $ 0.27 $ 0.99 $ 0.77
=========== =========== =========== ===========
</TABLE>
NOTE D - Discontinued Operations
On July 16, 1997, the Company finalized the sale of its investment in
Cathodic Protection Services to Corrpro Companies, Inc. As a result of the sale,
the consolidated financial statements of the Company have been adjusted and
restated to reflect the results of operations and net assets of CPS as a
discontinued operation in accordance with generally accepted accounting
principles.
NOTE E - Senior Notes
On January 27, 1998, the Company completed the sale of $100 million
aggregate principal amount of 7.875% Senior Notes due 2008 discounted to yield
7.915%, which resulted in net proceeds to the Company of $97.2 million. On
January 29, 1998, the Company repaid approximately (pound)40.9 million ($67.5
million) of Bristow debt outstanding as of December 31, 1997. The weighted
average of the stated rates of interest on the indebtedness retired was 16.6%,
but had been adjusted to 8.5% as a result of purchase accounting for the
Company's investment in Bristow.
NOTE F - Commitments and Contingencies
On August 6, 1997, the domestic pilots at Air Logistics ("Air Log")
voted to become members of the Office and Professional Employees International
Union ("OPEIU"). As of February 13, 1998, the Company has not begun negotiations
with the OPEIU. During the nine months ended December 31, 1997, $85.3 million of
operating revenues were from Air Log's domestic operations. In January, 1998,
the National Mediation Board (NMB) set aside the September 4, 1997, election in
which the pilots for Air Log's principal competitor elected not to be
represented by the Union. The NMB has called another election to be completed in
late March, 1998. In January, 1998, the OPEIU petitioned the NMB to organize Air
Log's mechanics. Certain objections to this petition have been filed and the
date of a possible election has not been established. Similar efforts may also
be taking place at some of Air Log's competitors. The Company does not believe
that the result of these organizing efforts will place Air Logistics at a
competitive disadvantage with its competitors as management believes that pay
scales and work rules will continue to be similar throughout the industry.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The Company, through its Air Logistics' subsidiaries ("Air Log") and
with its investment in Bristow Aviation Holdings Limited ("Bristow"), is a major
supplier of helicopter transportation services to the worldwide offshore oil and
gas industry. The Company also provides production personnel and medical support
services to the worldwide oil and gas industry.
A summary of operating results for the applicable periods is as follows
(in thousands of dollars):
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
December 31, December 31,
-------------------- -----------------
1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Gross revenue...........................................$ 112,950 $ 41,459 $ 320,496 $ 104,480
Operating expenses ...................................... 98,972 34,818 278,821 88,082
--------- --------- --------- ---------
Operating income ........................................ 13,978 6,641 41,675 16,398
Earnings from unconsolidated entities ................... 2,289 1,018 5,006 3,374
Interest income (expense), net .......................... (4,518) 511 (13,433) 2,563
--------- --------- --------- ---------
Income before provision for income taxes ................ 11,749 8,170 33,248 22,335
Provision for income taxes .............................. 3,524 2,614 9,973 6,965
Minority interest ....................................... (262) (34) (760) (34)
Discontinued operations ................................. -- 86 154 178
--------- --------- --------- ---------
Net income..............................................$ 7,963 $ 5,608 $ 22,669 $ 15,514
========= ========= ========= =========
</TABLE>
Results of Operations
Helicopter Activities
Air Log and Bristow conduct helicopter activities principally in the
Gulf of Mexico and the North Sea, respectively, where they provide support to
the production, exploration and construction activities of oil and gas
companies. Air Log also charters helicopters to governmental entities involved
in regulating offshore oil and gas operations in the Gulf of Mexico. Bristow
also provides search and rescue work for the British Coast Guard. Air Log's
Alaskan activity is primarily related to providing helicopter services to the
Alyeska Pipeline. Air Log has service agreements with, and equity interests in,
entities that operate aircraft in Egypt and Mexico ("unconsolidated entities").
Air Log and Bristow also operate in various other international areas (including
Australia, Bolivia, Brazil, Brunei, China, Colombia, the Falklands, Mexico,
Nigeria and Trinidad). These international operations are subject to local
governmental regulations and to uncertainties of economic and political
conditions in those areas.
<PAGE>
The following table sets forth certain operating data related to helicopter
activities.
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
December 31, December 31,
------------------ ------------------
1997 1996 1997 1996
---- ---- ---- ----
(in thousands, except flight hours)
<S> <C> <C> <C> <C>
Flight hours (excludes unconsolidated entities):
Air Log ........................................................ 33,286 28,408 106,875 87,962
Bristow ........................................................ 24,616 2,952 73,077 2,952
--------- --------- --------- ---------
Total Helicopter Activities ................................. 57,902 31,360 179,952 90,914
========= ========= ========= =========
Operating revenues:
Air Log........................................................$ 31,133 $ 25,671 $ 92,843 $ 75,356
Bristow ........................................................ 71,963 8,163 198,987 8,163
Eliminations ................................................... (148) -- (442) --
--------- --------- --------- ---------
Total Helicopter Activities.................................$ 102,948 $ 33,834 $ 291,388 $ 83,519
========= ========= ========= =========
Operating income, excluding gain or loss on
disposal of equipment:
Air Log........................................................$ 6,760 $ 5,841 $ 22,959 $ 17,516
Bristow ........................................................ 7,301 627 19,316 627
--------- --------- --------- ---------
Total Helicopter Activities.................................$ 14,061 $ 6,468 $ 42,275 $ 18,143
========= ========= ========= =========
Gross margin, excluding gain or loss on disposal of equipment:
Air Log......................................................... 21.7% 22.8% 24.7% 23.2%
Bristow......................................................... 10.1% 7.7% 9.7% 7.7%
Total Helicopter Activities.................................. 13.7% 19.1% 14.5% 21.7%
</TABLE>
The results of operations in the Gulf of Mexico for the third quarter
of fiscal 1998 reflect the strong levels of activity in that area. The increase
in flight operations in the Gulf of Mexico resulted in an increase in operating
revenues and corresponding operating expenses. Gulf of Mexico flight hours for
the three months and nine months ended December 31, 1997 were 27,273 and 86,434
and operating revenues were $27.0 million and $78.5 million, respectively. The
effect of additional rate increases and aircraft deliveries during the third
quarter and fourth quarter of fiscal 1998 should have a positive impact on
future earnings related to Gulf of Mexico operations offset somewhat by
increases in salary cost effective during the third quarter of fiscal 1998.
<PAGE>
Bristow's flight hours for the three months and nine months ended
December 31, 1997 were 24,616 and 73,077, respectively. Operating revenues for
the three months and nine months ended December 31, 1997 were $72.0 million and
$199.0 million, respectively. Operating income attributable to Bristow was $7.3
million and $19.3 million for the three months and nine months ended December
31, 1997.
International operating revenues from Air Log for the three months and
nine months ended December 31, 1997 were $5.1 million and $15.4 million,
respectively. International operating income from Air Log for the three months
and nine months ended December 31, 1997 were $1.6 million and $5.0 million.
Production Management Services
Demand for GPM's services remains strong and the Company continues to
show improved results due to increased activity in the Gulf of Mexico. Operating
revenues for GPM were $10.8 million and $32.1 million for the three months and
nine months ended December 31, 1997. Operating expenses for GPM were $10.0
million and $29.7 million for the three months and nine months ended December
31, 1997. GPM operating income was $0.8 million and $2.4 million for the three
months and nine months ended December 31, 1997, compared to $0.4 million and
$0.8 million for the same periods in the prior year.
Liquidity and Capital Resources
Cash and cash equivalents were $22.6 million as of December 31, 1997, a
$7.2 million decrease from March 31, 1997. Working capital as of December 31,
1997 was $84.6 million. In May 1997, the Company acquired five aircraft
(including four Super Pumas which had previously been leased by Bristow under
short-term operating leases) for $32.3 million. The Company used existing cash
and incurred an additional $20.0 million of 7.9% fixed rate financing, that
amortizes over five years, to complete this transaction. Total debt was $227.0
million as of December 31, 1997.
On January 27, 1998, the Company completed the sale of $100 million
aggregate principal amount of 7.875% Senior Notes due 2008 discounted to yield
7.915%, which resulted in net proceeds to the Company of $97.2 million. On
January 29, 1998, the Company repaid approximately (pound)40.9 million ($67.5
million) of Bristow debt outstanding as of December 31, 1997. The weighted
average of the stated rates of interest on the indebtedness retired was 16.6%,
but had been adjusted to 8.5% as a result of purchase accounting for the
Company's investment in Bristow.
In January, 1998, Bristow finalized a (pound)20 million ($33 million)
term loan with a U.K. bank as part of the total debt refinancing plan. The debt
amortizes over four years at an interest rate of Sterling LIBOR, plus 0.8% per
annum. The term loan is secured by certain of Bristow's aircraft and guarantee
by U.K. subsidiaries.
As of December 31, 1997, Bristow had a (pound)15 million ($24.8
million) revolving credit facility with a syndicate of United Kingdom banks that
matures on June 30, 1999. Bristow had no funds drawn under this facility as of
December 31, 1997.
As of December 31, 1997, OLOG had a $20 million unsecured working
capital line of credit with a bank that expired on January 31, 1998. Such line
was renewed with an expiration date of September 30, 1999. Management believes
that normal operations will provide sufficient working capital and cash flow to
meet debt service in the foreseeable future.
<PAGE>
Effective income tax rates for interim periods are based on the
Company's projected effective tax rate for the fiscal year then ended. Effective
July 1, 1997, the United Kingdom lowered the corporate income tax rates from a
maximum of 33% to 31%. The Company's deferred tax liability was reduced by $6.2
million as a result of the change in the U.K. tax rate, which was offset by a
reduction in the deferred tax asset related to foreign tax credits. The
effective tax rate was 30% for the three months and nine months ended December
31, 1997. The effective tax rate for the three months and nine months ended
December 31, 1996, was 32% and 31%, respectively.
The Company has received notices from the United States Environmental
Protection Agency that it is one of approximately 160 potentially responsible
parties ("PRP") at one Superfund site in Texas, one of over 300 PRPs at one site
in Louisiana and a PRP at one site in Rhode Island. The Company believes, based
on presently available information, that its potential liability for clean up
and other response costs in connection with these sites is not likely to have a
material adverse effect on the Company's business or financial condition.
Forward Looking
This report contains "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"). All statements
included herein other than statements of historical fact are forward-looking
statements.
Although the Company believes that the expectations reflected in such
forward-looking statements are reasonable, it can give no assurance that such
expectations will prove to be correct. Important factors that could cause actual
results to differ materially from the Company's expectations ("Cautionary
Statements") may include, but are not limited to, demand for Company services,
worldwide activity levels in oil and natural gas exploration, development and
production, fluctuations in oil and natural gas prices, unionization and the
response thereto of the Company's customers, currency fluctuations and
international political conditions. All subsequent written and oral
forward-looking statements attributable to the Company or persons acting on its
behalf are expressly qualified in their entirety by the Cautionary Statements.
<PAGE>
PART II
Item 6. Exhibits and Reports on Form 8-K
(a) Listed below are the documents filed as exhibits to this report:
Exhibit:
27. Financial Data Schedule
(b) No Reports on Form 8-K were filed during the quarter ended
December 31, 1997.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
OFFSHORE LOGISTICS, INC.
/s/ George M. Small
BY: --------------------------------
GEORGE M. SMALL
President
DATE: February 17, 1998
/s/ Drury A. Milke
BY:--------------------------------
DRURY A. MILKE
Chief Financial Officer
DATE: February 17, 1998
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The December 31, 1996 financial information has been restated to reflect CPS as
discontinued operations. Balance sheet data is not disclosed in the accompany-
ing financial statements and thus a value of zero has been shown for purposes
of this financial data schedule.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 9-MOS 9-MOS
<FISCAL-YEAR-END> MAR-31-1998 MAR-31-1997
<PERIOD-START> APR-01-1997 APR-01-1996
<PERIOD-END> DEC-31-1997 DEC-31-1996
<CASH> 22,631 0
<SECURITIES> 0 0
<RECEIVABLES> 79,456 0
<ALLOWANCES> 0 0
<INVENTORY> 74,851 0
<CURRENT-ASSETS> 178,932 0
<PP&E> 555,362 0
<DEPRECIATION> 90,874 0
<TOTAL-ASSETS> 684,492 0
<CURRENT-LIABILITIES> 94,284 0
<BONDS> 220,857 0
0 0
0 0
<COMMON> 219 0
<OTHER-SE> 266,404 0
<TOTAL-LIABILITY-AND-EQUITY> 684,492 0
<SALES> 320,969 104,088
<TOTAL-REVENUES> 320,496 104,480
<CGS> 233,903 73,164
<TOTAL-COSTS> 278,821 88,082
<OTHER-EXPENSES> 0 0
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 15,584 810
<INCOME-PRETAX> 33,248 22,335
<INCOME-TAX> 9,973 6,965
<INCOME-CONTINUING> 22,515 15,336
<DISCONTINUED> 0 178
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 22,669 15,514
<EPS-PRIMARY> 1.06 .79
<EPS-DILUTED> .99 .78
</TABLE>