Bridger Aerospace Enters into Definitive Purchase Agreement with Bighorn Airways
24 July 2023 - 10:00PM
Bridger Aerospace Group Holdings, Inc. (“Bridger” or “Bridger
Aerospace”), (NASDAQ: BAER), one of the nation’s largest aerial
firefighting companies, today announced that it has entered into a
definitive purchase agreement with Bighorn Airways, Inc.
(“Bighorn”), a specialty aviation company based in Sheridan, WY.
Bridger will acquire Bighorn’s fleet of 12 aircraft used for
wildfire smoke jumping as well as special mission transport and
delivery for government customers. The transaction, valued at $39
million, is expected to close by the end of September 2023 and is
subject to normal and customary closing conditions. The acquisition
will be
financed through a combination of cash and
stock, with the majority of consideration paid to the sellers in
the form of stock.
“The addition of Bighorn’s assets to the Bridger
Aerospace family expands our aerial firefighting services to new
mission critical areas,” commented Tim Sheehy, Bridger Aerospace’s
Chief Executive Officer. “Bighorn provides year-round logistics for
the Department of Defense (DoD) which broadens Bridger’s annual
recurring revenue profile. From providing aircraft and flight crews
in support of the U.S. government’s smoke jumper program, to flying
missions in the North Pole region of Alaska, Bighorn adds unique
skills, equipment and personnel to what is now the largest
specialty wildfire aviation fleet in the country. We are honored to
welcome Bighorn to the Bridger family.”
Bighorn’s fleet of 12 aircraft includes three
Bombardier Dash 8 featuring a 7500 lbs. payload capacity, a range
of 1200 miles and the capability of low-level flights for para
cargo operations. Bighorn also operates four Casa 212-200 and five
Dornier 228-100 twin turboprop aircraft capable of short takeoff
and landing. Bighorn is one of only a few air carriers that are
approved by the DoD Commercial Airlift Review Board (CARB), holds a
DoD Facility Security Clearance and is a U.S. Special Operations
Command (SOCOM) certified air carrier. Bighorn also owns and
operates the Sheridan, WY Fixed Base Operation (FBO).
Financial Highlights For the
year ending 2023, Bighorn is expected to generate pro forma revenue
of $22 million, and adjusted pro forma EBITDA of $5 million. While
the transaction is expected to be accretive to earnings after
excluding transaction expenses and before anticipated synergies,
the Company is not updating its guidance at this time. Bridger will
provide further information on the outlook for the Company and the
addition of Bighorn during its next quarterly earnings call.
About Bighorn Airways Bighorn
Airways, Inc. is headquartered in Sheridan, Wyoming at the base of
the Bighorn Mountains. Bighorn provides a variety of aviation
services, including on-demand specialty aircraft charter and
government contracting, and full Fixed Base Operator (FBO)
services.
About Bridger Aerospace Based
in Belgrade, Montana, Bridger Aerospace Group Holdings, Inc. is one
of the nation’s largest aerial firefighting companies. Bridger
Aerospace is committed to utilizing its team, aircraft and
technology to save lives, property and habitats threatened by
wildfires. Bridger Aerospace provides aerial firefighting and
wildfire management services to federal and state government
agencies, including the United States Forest Service, across the
nation. More information about Bridger Aerospace is available at
https://www.bridgeraerospace.com.
Forward Looking Statements
Certain statements included in this press
release are not historical facts but are forward-looking
statements, including for purposes of the safe harbor provisions
under the United States Private Securities Litigation Reform Act of
1995. Forward-looking statements generally are accompanied by words
such as “believe,” “may,” “will,” “estimate,” “continue,”
“anticipate,” “intend,” “expect,” “should,” “would,” “plan,”
“project,” “forecast,” “predict,” “poised,” “positioned,”
“potential,” “seem,” “seek,” “future,” “outlook,” “target,” and
similar expressions that predict or indicate future events or
trends or that are not statements of historical matters, but the
absence of these words does not mean that a statement is not
forward-looking. These forward-looking statements include, but are
not limited to, (1) anticipated expansion of Bridger’s operations
and increased deployment of Bridger’s aircraft fleet; (2) Bridger’s
business plans and growth plans, including anticipated revenue,
Adjusted EBITDA and Adjusted EBITDA margin for 2023; (3) increases
in the aerial firefighting market; and (4) anticipated investments
in additional aircraft, capital resource, and research and
development and the effect of these investments. These statements
are based on various assumptions, whether or not identified in this
press release, and on the current expectations of Bridger’s
management and are not predictions of actual performance. These
forward-looking statements are provided for illustrative purposes
only and are not intended to serve as, and must not be relied on by
any investor as, a guarantee, an assurance, a prediction or a
definitive statement of fact or probability. Actual events and
circumstances are difficult or impossible to predict and will
differ from assumptions. Many actual events and circumstances are
beyond the control of Bridger. These forward-looking statements are
subject to a number of risks and uncertainties, including: changes
in domestic and foreign business, market, financial, political and
legal conditions; failure to realize the anticipated benefits of
the business combination; Bridger’s ability to successfully and
timely develop, sell and expand its technology and products, and
otherwise implement its growth strategy; risks relating to
Bridger’s operations and business, including information technology
and cybersecurity risks, loss of requisite licenses, flight safety
risks, loss of key customers and deterioration in relationships
between Bridger and its employees; risks related to increased
competition; risks relating to potential disruption of current
plans, operations and infrastructure of Bridger as a result of the
consummation of the business combination; risks that Bridger is
unable to secure or protect its intellectual property; risks that
Bridger experiences difficulties managing its growth and expanding
operations; the ability to compete with existing or new companies
that could cause downward pressure on prices, fewer customer
orders, reduced margins, the inability to take advantage of new
business opportunities, and the loss of market share; the impact of
the coronavirus pandemic; the ability to successfully select,
execute or integrate future acquisitions into the business, which
could result in material adverse effects to operations and
financial conditions; and those factors discussed in the sections
entitled “Risk Factors” and “Cautionary Statement Regarding
Forward-Looking Statements” included in Bridger’s prospectus dated
February 13, 2023 on file with the U.S. Securities and Exchange
Commission. If any of these risks materialize or our assumptions
prove incorrect, actual results could differ materially from the
results implied by these forward-looking statements. The risks and
uncertainties above are not exhaustive, and there may be additional
risks that Bridger presently does not know or that Bridger
currently believes are immaterial that could also cause actual
results to differ from those contained in the forward-looking
statements. In addition, forward looking statements reflect
Bridger’s expectations, plans or forecasts of future events and
views as of the date of this press release. Bridger anticipates
that subsequent events and developments will cause Bridger’s
assessments to change. However, while Bridger may elect to update
these forward-looking statements at some point in the future,
Bridger specifically disclaims any obligation to do so. These
forward-looking statements should not be relied upon as
representing Bridger’s assessments as of any date subsequent to the
date of this press release. Accordingly, undue reliance should not
be placed upon the forward-looking statements contained in this
press release.
Investor Contacts Alison Ziegler
Darrow Associates 201-220-2678 aziegler@darrowir.com
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