SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Solus Alternative Asset Management LP

(Last) (First) (Middle)
410 PARK AVENUE, 11TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/31/2019
3. Issuer Name and Ticker or Trading Symbol
Bristow Group Inc [ BRS ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $0.0001 par value per share 3,220,501 I See footnotes(1)(4)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
10.000% Series A Convertible Preferred Stock 10/31/2019 (2) Common Stock, $0.0001 par value 2,294,518(3) 36.37 I See footnotes(1)(3)(4)
1. Name and Address of Reporting Person*
Solus Alternative Asset Management LP

(Last) (First) (Middle)
410 PARK AVENUE, 11TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Solus GP LLC

(Last) (First) (Middle)
C/O SOLUS ALTERNATIVE ASSET MANAGEMENT
LP, 410 PARK AVENUE, 11TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Pucillo Christopher

(Last) (First) (Middle)
C/O SOLUS ALTERNATIVE ASSET MANAGEMENT
LP, 410 PARK AVENUE, 11TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
Explanation of Responses:
1. The shares of common stock, $0.0001 par value per share (the "Common Stock") and 10.000% Series A Convertible Preferred Stock, $0.0001 par value per share (the "Preferred Stock") to which this Form 3 relates are held directly or indirectly by certain funds and accounts (collectively, "Clients") managed by Solus Alternative Asset Management LP ("Solus") and/or affiliates thereof. Solus GP LLC ("Solus GP") is the general partner of Solus. Christopher Pucillo is the managing member of Solus GP. Each may be deemed to have beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. The Solus Clients expressly disclaim beneficial ownership of any shares of Common Stock and Preferred Stock. Pursuant to Rule 16a-1(a)(1), the Reporting Persons are not deemed to beneficially own the securities but have elected to file this Form 3 nevertheless.
2. The Preferred Stock is perpetual and has no expiration date.
3. The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Preferred Stock based upon (i) an initial liquidation preference of $48.51 divided by (ii) a conversion price of $36.37 multiplied by (iii) the aggregate number of shares of Preferred Stock held by the Reporting Persons as of the date of issuance.
4. The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act.
Remarks:
/s/ Christopher Pucillo as Managing Member of Solus GP LLC, the General Partner of Solus Alternative Asset Management LP 11/08/2019
/s/ Christopher Pucillo as Managing Member of Solus GP LLC 11/08/2019
/s/ Christopher Pucillo 11/08/2019
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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