HELI SEC-arkivering - CHC Group Ltd.- Årsrapport, fuldmagtserklæring, prospekt

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SEC Filings

All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to CHC Group Ltd.

SEC Filings (Chronological Order)

Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.

March 16, 2017	15-12B	CHC Group 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its chart
March 16, 2017	15-15D	CHC Group 15-15D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 333-184656 CHC HELICOPTER S.A. (Exact name of registrant as specified in its
March 16, 2017	15-15D	CHC Group 15-15D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 333-188927 CHC HELICOPTER S.A. (Exact name of registrant as specified in its
March 16, 2017	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 16, 2017 CHC GROUP LTD.
March 16, 2017	15-15D	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 333-179072 CHC HELICOPTER S.A. (Exact name of registrant as specified in its
March 15, 2017	8-K	Financial Statements and Exhibits, Other Events 8-K 1 s1055778k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 14, 2017 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 001-36261 98-0587405 (State or other jurisdiction of incorpor
March 15, 2017	EX-99.1	Tuesday, March 14, 2017 Exhibit 99.1 Tuesday, March 14, 2017 S92 Search & Rescue (SAR) Accident in Ireland Earlier today, there was an accident involving one of our S92 search and rescue aircraft off the west coast of Ireland. At approximately 0100 local time, contact with the aircraft was lost and a major search and rescue operation commenced off the County Mayo coast, approximately six miles west of Blacksod. That sear
March 6, 2017	EX-2.1	IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION Exhibit 2.1 The following constitutes the ruling of the court and has the force and effect therein described. Signed March 3, 2017 United States Bankruptcy Judge IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION x : In re: : Chapter 11 : CHC GROUP LTD. et al., : Case No. 16–31854 (BJH) : : Debtors. : (Jointly Administered) : x FINDINGS OF FACT, CONCLUSIONS OF
March 6, 2017	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Bankruptcy or Receivership UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 3, 2017 CHC GROUP LTD.
March 6, 2017	EX-99.1	CHC Group Plan of Reorganization Confirmed by Court Exhibit 99.1 FINAL For Immediate Release CHC Group Plan of Reorganization Confirmed by Court IRVING, TX, March 5, 2017 – CHC Group (the "Company" or "CHC") today announced that the United States Bankruptcy Court for the Northern District of Texas has confirmed the Company’s Plan of Reorganization (the “Plan”) and signed a confirmation order to that effect. The Company expects to complete its finan
March 1, 2017	S-8 POS	CHC Group S-8 POS As filed with the Securities and Exchange Commission on March 1, 2017 Registration No.
February 13, 2017	SC 13G/A	HELI / CHC Group Ltd. / Invesco Ltd. - CHC GROUP LTD Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13D-1(b) AND AMENDMENTS FILED THERETO FILED PURSUANT TO RULE 13D-2(b) Under the Securities Exchange Act of 1934 (Amendment No. 1)* CHC Group Ltd (Name of Issuer) Common Stock (Title of Classes of Securities) G07021127 (CUSIP Number) December 30, 2
January 26, 2017	EX-99.1	IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION EX-99.1 2 s105160ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Stephen A. Youngman (22226600) Gary T. Holtzer (pro hac vice) WEIL, GOTSHAL & MANGES LLP Kelly DiBlasi (pro hac vice) 200 Crescent Court, Suite 300 WEIL, GOTSHAL & MANGES LLP Dallas, Texas 75201 767 Fifth Avenue Telephone: (214) 746-7700 New York, New York 10153 Facsimile: (214) 746-7777 Telephone: (212) 310-8000 Facsimile: (212) 310-8007 Attor
January 26, 2017	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 22, 2017 CHC GROUP LTD.
January 23, 2017	EX-99.1	UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: December 2016 MONTH YEAR Exhibit 99.1 Monthly Operating Report ACCRUAL BASIS CASE NAME: CHC Group Ltd., et al. CASE NUMBER: 16-31854 (jointly administered) JUDGE: Barbara J. Houser UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: December 2016 MONTH YEAR IN ACCORDANCE WITH TITLE 28, SECTION 1746, OF THE UNITED STATES CODE, I DECLARE UNDER PENALTY OF PERJU
January 23, 2017	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 20, 2017 CHC GROUP LTD.
December 22, 2016	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 s1050148k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 20, 2016 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 001-36261 98-0587405 (State or other jurisdiction of
December 22, 2016	EX-10.2	AMENDMENT TO BACKSTOP AGREEMENT EX-10.2 3 s105014ex10-2.htm EXHIBIT 10-2 Exhibit 10.2 AMENDMENT TO BACKSTOP AGREEMENT THIS AMENDMENT dated as of December 20, 2016 (this “Amendment”) is entered into by and among: (i) CHC Group Ltd. (the “Company”); and (ii) each of the undersigned parties identified on the signature pages hereto (each an “Investor” and collectively, the “Investors”). The Company and the Investors are referred to
December 22, 2016	EX-10.1	AMENDMENT TO PLAN SUPPORT AGREEMENT Exhibit 10.1 AMENDMENT TO PLAN SUPPORT AGREEMENT THIS AMENDMENT dated as of December 20, 2016 (this ?Amendment?) is entered into by and among: (i) CHC Group Ltd. (the ?Company?); (ii) the undersigned beneficial holders, or investment advisors or managers for the account of such beneficial holders together with their respective successors and permitted assigns (each, a ?Plan Sponsor? and, collectiv
December 21, 2016	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 20, 2016 CHC GROUP LTD.
December 21, 2016	EX-99.1	UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: November 2016 MONTH YEAR Exhibit 99.1 Monthly Operating Report ACCRUAL BASIS CASE NAME: CHC Group Ltd., et al. CASE NUMBER: 16-31854 (jointly administered) JUDGE: Barbara J. Houser UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: November 2016 MONTH YEAR IN ACCORDANCE WITH TITLE 28, SECTION 1746, OF THE UNITED STATES CODE, I DECLARE UNDER PENALTY OF PERJU
December 20, 2016	EX-99.2	IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION Exhibit 99.2 IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION x : In re: : Chapter 11 : CHC GROUP LTD. et al., : Case No. 16?31854 (BJH) : : Debtors. : (Jointly Administered) : x REVISED PROPOSED DISCLOSURE STATEMENT FOR THE SECOND AMENDED JOINT CHAPTER 11 PLAN OF CHC GROUP LTD. AND ITS AFFILIATED DEBTORS THIS IS NOT A SOLICITATION OF ACCEPTANCE OR REJECTION
December 20, 2016	EX-99.1	IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION Exhibit 99.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION x : In re: : Chapter 11 : CHC GROUP LTD. et al., : Case No. 16–31854 (BJH) : : Debtors. : : (Jointly Administered) : x SECOND AMENDED Joint chapter 11 plan of chc Group Ltd. and its affiliated debtors THIS IS NOT A SOLICITATION OF ACCEPTANCE OR REJECTION OF THE PLAN. ACCEPTANCES OR REJECTIONS MAY
December 20, 2016	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 19, 2016 CHC GROUP LTD.
December 14, 2016	10-Q	CHC Group 10-Q (Quarterly Report) Document Table of Contents UNITED STATES 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 October 31, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .
December 7, 2016	8-K	Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 s1048738k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 5, 2016 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 001-36261 98-0587405 (State or other jurisdiction of incorp
December 7, 2016	EX-99.2	IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION Exhibit 99.2 IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION - x : In re: : Chapter 11 : CHC GROUP LTD. et al., : Case No. 16?31854 (BJH) : : Debtors. : (Jointly Administered) : - x REVISED PROPOSED DISCLOSURE STATEMENT FOR THE FIRST AMENDED JOINT CHAPTER 11 PLAN OF CHC GROUP LTD. AND ITS AFFILIATED DEBTORS THIS IS NOT A SOLICITATION OF ACCEPTANCE OR REJECT
December 7, 2016	EX-99.1	IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION Exhibit 99.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION x : In re: : Chapter 11 : CHC GROUP LTD. et al., : Case No. 16?31854 (BJH) : : : (Jointly Administered) Debtors. : : x FIRST AMENDED Joint chapter 11 plan of chc Group Ltd. and its affiliated debtors THIS IS NOT A SOLICITATION OF ACCEPTANCE OR REJECTION OF THE PLAN. ACCEPTANCES OR REJECTIONS MAY N
November 24, 2016	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 23, 2016 CHC GROUP LTD.
November 24, 2016	EX-10.2	AMENDMENT NO.2 TO TERM SHEET EX-10.2 3 s104791ex10-2.htm EXHIBIT 10-2 Exhibit 10.2 AMENDMENT NO.2 TO TERM SHEET This Amendment No.2 to Term Sheet (the “Amendment”) is entered into as of November 23, 2016, between CHC Group Ltd., as debtor and debtor in possession (“CHC”) and The Milestone Aviation Group Limited (“Milestone”) and amends the Term Sheet dated October 11, 2016 between CHC and Milestone (the “Term Sheet”). WHEREAS
November 24, 2016	EX-10.1	AMENDMENT TO PLAN SUPPORT AGREEMENT Exhibit 10.1 AMENDMENT TO PLAN SUPPORT AGREEMENT THIS AMENDMENT dated as of November 23, 2016 (this ?Amendment?) is entered into by and among: (i) CHC Group Ltd. (the ?Company?); (ii) the undersigned beneficial holders, or investment advisors or managers for the account of such beneficial holders together with their respective successors and permitted assigns (each, a ?Plan Sponsor? and, collectiv
November 24, 2016	EX-10.3	AMENDMENT TO BACKSTOP AGREEMENT Exhibit 10.3 AMENDMENT TO BACKSTOP AGREEMENT THIS AMENDMENT dated as of November 23, 2016 (this ?Amendment?) is entered into by and among: (i) CHC Group Ltd. (the ?Company?); and (ii) each of the undersigned parties identified on the signature pages hereto (each an ?Investor? and collectively, the ?Investors?). The Company and the Investors are referred to herein as the ?Amendment Parties? and eac
November 21, 2016	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 20, 2016 CHC GROUP LTD.
November 21, 2016	EX-99.2	Monthly Operating Report Exhibit 99.2 Monthly Operating Report ACCRUAL BASIS CASE NAME: CHC Group Ltd., et al. CASE NUMBER: 16-31854 (jointly administered) JUDGE: Barbara J. Houser UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: October 2016 MONTH YEAR IN ACCORDANCE WITH TITLE 28, SECTION 1746, OF THE UNITED STATES CODE, I DECLARE UNDER PENALTY OF PERJUR
November 21, 2016	EX-99.1	EX-99.1 Exhibit 99.1
November 15, 2016	EX-99.1	IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION Exhibit 99.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION x : In re: : Chapter 11 : CHC GROUP LTD. et al., : Case No. 16–31854 (BJH) : : : (Jointly Administered) Debtors. : : x Joint chapter 11 plan of chc Group Ltd. and its affiliated debtors THIS IS NOT A SOLICITATION OF ACCEPTANCE OR REJECTION OF THE PLAN. ACCEPTANCES OR REJECTIONS MAY NOT BE SOLICITE
November 15, 2016	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 11, 2016 CHC GROUP LTD.
November 15, 2016	EX-99.3	CHC Group Files Plan of Reorganization and Disclosure Statement Company on Track to Emerge from the Court-supervised Process by Early 2017 Exhibit 99.3 CHC Group Files Plan of Reorganization and Disclosure Statement Company on Track to Emerge from the Court-supervised Process by Early 2017 IRVING, TEXAS, November 11, 2016 ? CHC Group (OTC Pink Sheets: HELIQ) (the ?Company? or ?CHC?) today announced that on November 11, 2016, the Company filed a proposed chapter 11 plan of reorganization (the ?Plan?) and related Disclosure Statement w
November 15, 2016	EX-99.2	IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION Exhibit 99.2 IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION x : In re: : Chapter 11 : CHC GROUP LTD. et al., : Case No. 16–31854 (BJH) : : Debtors. : (Jointly Administered) : x PROPOSED DISCLOSURE STATEMENT FOR THE JOINT CHAPTER 11 PLAN OF CHC GROUP LTD. AND ITS AFFILIATED DEBTORS THIS IS NOT A SOLICITATION OF ACCEPTANCE OR REJECTION OF THE PLAN. ACCEPTANC
November 14, 2016	EX-99.1	Privileged, Confidential and for Discussion Purposes Only Project Winston Management Presentation Privileged, Confidential and for Discussion Purposes Only October 2016 CONFIDENTIAL GO FURTHER. DO MORE. COME HOME SAFELY. Page 0 Exhibit 99.1 Privileged, Confidential and for Discussion Purposes Only Project Winston Management Presentation Privileged, Confidential and for Discussion Purposes Only October 2016 CONFIDENTIAL GO FURTHER. DO MORE. COME HOME SAFELY. Page 0 Privileged, Confidential and for Discussion Purposes Only Disclaimer This document contains highly confidential information pertaining to CHC Group Ltd. (toget
November 14, 2016	8-K	Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 s1046678k.htm 87-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 14, 2016 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 001-36261 98-0587405 (State or other jurisdiction of inco
November 4, 2016	EX-10.1	AMENDMENT TO PLAN SUPPORT AGREEMENT Exhibit 10.1 AMENDMENT TO PLAN SUPPORT AGREEMENT THIS AMENDMENT dated as of November 3, 2016 (this ?Amendment?) is entered into by and among: (i) CHC Group Ltd. (the ?Company?); (ii) 6922767 Holding SARL, Capital Aviation Services B.V., CHC Cayman ABL Borrower Ltd., CHC Cayman ABL Holdings Ltd., CHC Cayman Investments I Ltd., CHC Den Helder B.V., CHC Global Operations (2008) ULC, CHC Global Operat
November 4, 2016	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 3, 2016 CHC GROUP LTD.
November 4, 2016	EX-10.2	AMENDMENT NO.1 TO TERM SHEET Exhibit 10.2 AMENDMENT NO.1 TO TERM SHEET This Amendment No.1 to Term Sheet (the ?Amendment?) is entered into as of November 3, 2016, between CHC Group Ltd., as debtor and debtor in possession (?CHC?) and The Milestone Aviation Group Limited (?Milestone?) and amends the Term Sheet dated October 11, 2016 between CHC and Milestone (the ?Term Sheet?). WHEREAS: CHC and Milestone (together the ?Parties
November 4, 2016	EX-10.3	AMENDMENT TO BACKSTOP AGREEMENT EX-10.3 4 s104554ex10-3.htm EXHIBIT 10-3 Exhibit 10.3 AMENDMENT TO BACKSTOP AGREEMENT THIS AMENDMENT dated as of November 3, 2016 (this “Amendment”) is entered into by and among: (i) CHC Group Ltd. (the “Company”); and (ii) each of the undersigned parties identified on the signature pages hereto (each an “Investor” and collectively, the “Investors”). The Company and the Investors are referred to h
October 12, 2016	EX-10.1	[Signature Pages Follow] EX-10.1 2 s104319ex10-1.htm EXHIBIT 10-1 Exhibit 10.1 PLAN SUPPORT AGREEMENT This PLAN SUPPORT AGREEMENT (as amended, supplemented or otherwise modified from time to time, this “Agreement”), dated as of October 11, 2016, is entered into by and among (i) CHC Group Ltd. (the “Company”), (ii) 6922767 Holding SARL, Capital Aviation Services B.V., CHC Cayman ABL Borrower Ltd., CHC Cayman ABL Holdings L
October 12, 2016	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 11, 2016 CHC GROUP LTD.
October 12, 2016	EX-10.2	BACKSTOP AGREEMENT CHC GROUP LTD. THE INVESTORS IDENTIFIED AS SUCH HEREIN Dated as of October 11, 2016 TABLE OF CONTENTS Exhibit 10.2 BACKSTOP AGREEMENT BETWEEN CHC GROUP LTD. AND THE INVESTORS IDENTIFIED AS SUCH HEREIN Dated as of October 11, 2016 TABLE OF CONTENTS Page 1. The Rights Offering 2 2. The Backstop Commitments 4 3. Representations and Warranties of the Company 11 4. Representations and Warranties of the Investors 32 5. Additional Covenants of the Company 34 6. Additional Covenants of the Investors 40 7.
October 12, 2016	EX-99.1	CHC Group Announces $450 Million in Commitments to Recapitalize the Company Key Parties Execute Plan Support Agreement with Milestone Aviation to Serve as Lead Lessor Exhibit 99.1 DRAFT CHC PLAN SUPPORT AGREEMENT / MILESTONE AGREEMENT PRESS RELEASE CHC Group Announces $450 Million in Commitments to Recapitalize the Company Key Parties Execute Plan Support Agreement with Milestone Aviation to Serve as Lead Lessor IRVING, TEXAS, October 11, 2016 ? CHC Group (the ?Company? or ?CHC?) (OTC Pink Sheets: HELIQ) today announced that it has entered into a plan support a
September 21, 2016	8-K	Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 s1041748k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 20, 2016 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 001-36261 98-0587405 (State or other jurisdiction of inco
September 21, 2016	EX-99.1	IN ACCORDANCE WITH TITLE 28, SECTION 1746, OF THE UNITED STATES CODE, I DECLARE UNDER PENALTY OF PERJURY THAT I HAVE EXAMINED THE FOLLOWING MONTHLY OPERATING REPORT (ACCRUAL BASIS-1 THROUGH ACCRUAL BASIS-7) AND THE ACCOMPANYING ATTACHMENTS AND, TO TH EX-99.1 2 s104174ex99-1.htm EXHIBIT 99-1 Exhibit 99.1 Monthly Operating Report ACCRUAL BASIS CASE NAME: CHC Group Ltd., et al. CASE NUMBER: 16-31854 (jointly administered) JUDGE: Barbara J. Houser UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: August 2016 MONTH YEAR IN ACCORDANCE WITH TITLE 28, SECTION 1746, OF THE UNITED STATES
September 16, 2016	8-K	Submission of Matters to a Vote of Security Holders 8-K 1 s1041438k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 16, 2016 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 001-36261 98-0587405 (State or other jurisdiction of inco
September 13, 2016	10-Q	CHC 10-Q (Quarterly Report) Table of Contents UNITED STATES 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 July 31, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .
August 22, 2016	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 19, 2016 CHC GROUP LTD.
August 22, 2016	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 19, 2016 CHC GROUP LTD.
August 22, 2016	EX-99.1	UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: July 2016 MONTH YEAR Exhibit 99.1 Monthly Operating Report ACCRUAL BASIS CASE NAME: CHC Group Ltd., et al. CASE NUMBER: 16-31854 (jointly administered) JUDGE: Barbara J. Houser UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: July 2016 MONTH YEAR IN ACCORDANCE WITH TITLE 28, SECTION 1746, OF THE UNITED STATES CODE, I DECLARE UNDER PENALTY OF PERJURY T
August 22, 2016	EX-99.1	UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: July 2016 MONTH YEAR Exhibit 99.1 Monthly Operating Report ACCRUAL BASIS CASE NAME: CHC Group Ltd., et al. CASE NUMBER: 16-31854 (jointly administered) JUDGE: Barbara J. Houser UNITED STATES BANKRUPTCY COURT NORTHERN & EASTERN DISTRICTS OF TEXAS REGION 6 MONTHLY OPERATING REPORT MONTH ENDING: July 2016 MONTH YEAR IN ACCORDANCE WITH TITLE 28, SECTION 1746, OF THE UNITED STATES CODE, I DECLARE UNDER PENALTY OF PERJURY T
August 15, 2016	8-K	Regulation FD Disclosure UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 11, 2016 CHC GROUP LTD.
August 5, 2016	DEFA14A	CHC DEFA14A DEFA14A 1 s103812defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as p
August 5, 2016	DEF 14A	CHC DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin
July 26, 2016	EX-99.2	EX-99.2 Exhibit 99.2
July 26, 2016	EX-99.1	EX-99.1 Exhibit 99.1
July 26, 2016	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 1, 2016 CHC GROUP LTD.
July 15, 2016	10-K	CHC 10-K (Annual Report) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED APRIL 30, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36261 CHC Group Ltd.
July 15, 2016	EX-21.1	SUBSIDIARIES OF CHC GROUP LTD. Exhibit 21.1 SUBSIDIARIES OF CHC GROUP LTD. The following table sets forth the name and state or other jurisdiction of incorporation of CHC Group Ltd.’s subsidiaries. Except as otherwise indicated, each subsidiary is wholly owned, directly or indirectly, by CHC Group Ltd. and does business under its corporate name. 38286 Bermuda Ltd. Bermuda BHH - Brazilian Helicopter Holdings SA* Brazil BHS - Bra
July 15, 2016	EX-10.28	CHC GROUP LTD. COMPENSATION TERMS FOR INDEPENDENT NON-EMPLOYEE DIRECTORS Effective as of May 5, 2016 Terms of Compensation Annual Amounts Annual Cash Retainer $125,000, payable quarterly in arrears Non-Executive Chairman Annual Cash Retainer $150,000 Exhibit 10.28 CHC GROUP LTD. COMPENSATION TERMS FOR INDEPENDENT NON-EMPLOYEE DIRECTORS Effective as of May 5, 2016 Terms of Compensation Annual Amounts Annual Cash Retainer $125,000, payable quarterly in arrears Non-Executive Chairman Annual Cash Retainer $150,000 Annual Committee Chairman Fees Audit: $20,000 Compensation: $15,000 Nominating & Governance: $10,000 Health & Safety: $10,000 Annual Co
June 10, 2016	8-K	Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 6, 2016 Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of incorpor
June 10, 2016	EX-99.1	List of filing entities EX-99.1 2 s103459ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 List of filing entities ENTITY NAME JURISDICTION Chc Group Ltd. Cayman 6922767 Holdings SARL. Luxembourg Capital Aviation Services B.V. Netherlands CHC Cayman ABL Borrower Ltd. Cayman CHC Cayman ABL Holdings Ltd. Cayman CHC Cayman Investments I Ltd. Cayman CHC Den Helder B.V. Netherlands CHC Global Operations (2008) ULC Canada CHC Global Operat
June 7, 2016	SC 13D/A	HELI / CHC Group Ltd. / 6922767 Holding (Cayman) Inc. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) CHC GROUP LTD. (Name of Issuer) Ordinary Shares, par value $0.003 per share (Title of Class of Securities) G07021101 (CUSIP Number) Anne E. Gold First Reserve One Lafayette Place Greenwich, CT 06830 (203) 625-2536 (Name, Address and Telephone Num
June 3, 2016	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement 8-K 1 s1034168k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 3, 2016 Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or o
June 3, 2016	8-K	Financial Statements and Exhibits, Other Events 8-K 1 s1034158k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 27, 2016 Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or o
June 3, 2016	EX-99.1	Exhibit 99.1: List of filing entities Exhibit 99.1: List of filing entities ENTITY NAME JURISDICTION Chc Group Ltd. Cayman 6922767 Holdings SARL. Luxembourg Capital Aviation Services B.V. Netherlands CHC Cayman ABL Borrower Ltd. Cayman CHC Cayman ABL Holdings Ltd. Cayman CHC Cayman Investments I Ltd. Cayman CHC Den Helder B.V. Netherlands CHC Global Operations (2008) ULC Canada CHC Global Operations Canada (2008) ULC Canada CHC Global
June 3, 2016	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 1, 2016 Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of (I.R.S.
May 20, 2016	EX-24	EX-24
May 9, 2016	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2016 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of Registrant as specified in its charter) Cayman Islands 98-0587405 (State or Other Jurisdiction of Incorpora
May 9, 2016	EX-99.1	CHC Group Appoints William L. Transier to Board of Directors EX-99.1 2 s103208ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 FINAL For Immediate Release CHC Group Appoints William L. Transier to Board of Directors IRVING, May 9, 2016 - CHC Group (OTC Pink Sheets: HELIQ; the “Company” or “CHC”) today announced the appointment of William L. Transier to its Board of Directors, effective immediately. An independent, Class II director, Mr. Transier’s term is until the Com
May 9, 2016	EX-99.2	CHC Group Receives Court Approval of “First Day” Motions to Support Business Operations All Subsidiaries Continuing Normal Operations Exhibit 99.2 FINAL FOR IMMEDIATE RELEASE CHC Group Receives Court Approval of ?First Day? Motions to Support Business Operations All Subsidiaries Continuing Normal Operations IRVING, May 9, 2016 - CHC Group (OTC Pink Sheets: HELIQ; the ?Company? or ?CHC?) today announced the Company has received approval from the United States Bankruptcy Court for the Northern District of Texas for its First Day m
May 5, 2016	EX-99.2	CHC Group Files Voluntary Chapter 11 Petitions to Facilitate Restructuring and Position Company for Long-Term Success All Subsidiaries Continuing Normal Operations Exhibit 99.2 FOR IMMEDIATE RELEASE CHC Group Files Voluntary Chapter 11 Petitions to Facilitate Restructuring and Position Company for Long-Term Success All Subsidiaries Continuing Normal Operations IRVING, May 5, 2016 - CHC Group (OTC Pink Sheets: HELIQ; the ?Company? or ?CHC?) today announced that the Company and certain of its wholly-owned subsidiaries have filed voluntary petitions for relief
May 5, 2016	8-K	Regulation FD Disclosure, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Bankruptcy or Receivership 8-K 1 s1031588k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 5, 2016 Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or ot
May 5, 2016	EX-99.1	List of Filing Entities EX-99.1 2 s103158ex991.htm EXHIBIT 99-1 Exhibit 99.1 List of Filing Entities ENTITY NAME JURISDICTION Chc Group Ltd. Cayman 6922767 Holdings SARL. Luxembourg Capital Aviation Services B.V. Netherlands CHC Cayman ABL Borrower Ltd. Cayman CHC Cayman ABL Holdings Ltd. Cayman CHC Cayman Investments I Ltd. Cayman CHC Den Helder B.V. Netherlands CHC Global Operations (2008) ULC Canada CHC Global Operati
May 3, 2016	SC 13D/A	HELI / CHC Group Ltd. / CD&R CHC Holdings, L.P. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2) CHC GROUP LTD. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G07021101 (CUSIP Number) CD&R CHC Holdings, L.P. c/o Clayton, Dubilier & Rice, LLC Attention: Theresa A. Gore 375 Park Ave, New York NY 10152 (21
May 2, 2016	8-K	Other Events 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2016 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of in
April 29, 2016	EX-99.1	RESIGNATION AND RELEASE AGREEMENT Exhibit RESIGNATION AND RELEASE AGREEMENT This Resignation and Release Agreement (this ? Agreement ?) is made and entered into as of April 26, 2016 (the ? Effective Date ?) by and among CHC Group Ltd.
April 29, 2016	8-K	CHC 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2016 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of in
April 29, 2016	SC 13D/A	HELI / CHC Group Ltd. / 6922767 Holding (Cayman) Inc. - FORM SC 13D/A Activist Investment Form SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) CHC GROUP LTD. (Name of Issuer) Ordinary Shares, par value $0.003 per share (Title of Class of Securities) G07021101 (CUSIP Number) Anne E. Gold First Reserve One Lafayette Place Greenwich, CT 06830 (203) 625-2536 (Name, Address and Telephon
April 15, 2016	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 15, 2016 Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of incorp
April 15, 2016	EX-99.1	CHC Group Announces Decision Not to Make Interest Payment on 2020 Notes At This Time and to Enter Grace Period Exhibit 99.1 For Immediate Release CHC Group Announces Decision Not to Make Interest Payment on 2020 Notes At This Time and to Enter Grace Period April 15, 2016 ? Dallas, Texas ? CHC Group (OTCQX: HELIF; the ?Company?) and its subsidiary CHC Helicopter S.A. decided not to make at this time an interest payment of approximately $46 million due today on its 9.25 % senior secured notes maturing Octobe
March 4, 2016	10-Q	CHC Group 10-Q (Quarterly Report) 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended January 31, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .
March 3, 2016	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 3, 2016 (March 3, 2016) Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jur
March 3, 2016	EX-99.2	GO FURTHER. DO MORE. COME HOME SAFELY. R: 0 G: 32 B: 96 R: 255 G: 0 B: 0 R: 0 G: 112 B: 192 R: 192 G: 0 B: 0 R: 89 G: 89 B: 89 R: 16 G: 37 B: 63 R: 196 G: 189 B: 151 R: 146 G: 208 B: 80 R: 79 G: 129 B: 189 CHC Helicopter Fiscal 2016 Third Quarter Res webdeckfy16q3final GO FURTHER. DO MORE. COME HOME SAFELY. R: 0 G: 32 B: 96 R: 255 G: 0 B: 0 R: 0 G: 112 B: 192 R: 192 G: 0 B: 0 R: 89 G: 89 B: 89 R: 16 G: 37 B: 63 R: 196 G: 189 B: 151 R: 146 G: 208 B: 80 R: 79 G: 129 B: 189 CHC Helicopter Fiscal 2016 Third Quarter Results March 4, 2016 GO FURTHER. DO MORE. COME HOME SAFELY. R: 0 G: 32 B: 96 R: 255 G: 0 B: 0 R: 0 G: 112 B: 192 R: 192 G: 0 B: 0 R:
March 3, 2016	EX-99.1	(Periods ended January 31; US$ in millions) Third Quarter Year-to-date FY15 FY16 % Change FY15 FY16 % Change As reported: Revenue $ 415 $ 333 (20)% $ 1,334 $ 1,070 (20)% Net loss (465 ) (76 ) 84% (676 ) (165 ) 76% Adjusted2: EBITDAR excluding special Exhibit CHC GROUP REPORTS FISCAL 2016 THIRD QUARTER RESULTS ? Net loss of $76 million in the quarter; Adjusted EBITDAR, excluding special items down 3 percent year-over-year and down less than 1 percent year-to-date ? Third quarter EBITDAR margin excluding special items improved 590 basis points year-over-year; ongoing cost reduction program continues to significantly offset market headwinds throu
February 23, 2016	EX-99.25	EX-99.25 NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES New York Stock Exchange LLC ('NYSE' or the 'Exchange') hereby notifies the Securities and Exchange Commission (the 'Commission') of its intention to remove the entire class of Ordinary Shares (the 'Ordinary Shares') of CHC Group Ltd.
February 10, 2016	SC 13G	HELI / CHC Group Ltd. / Invesco Ltd. - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CHC Group Ltd (Name of Issuer) Common Stock (Title of Class of Securities) G07021127 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i
February 10, 2016	EX-99	JOINT FILING AGREEMENT Invesco Joint Filing Agreement JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) (l) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of the attached Schedule 13G, and any and all amendments thereto, and expressly authorize Invesco Ltd.
February 4, 2016	EX-99.1	#### Exhibit CHC Group Sets Dates for Fiscal-2016 Q3 Results Q3 Release After Close of Trading March 3; Analysts Call Morning of March 4 February 4, 2016 ? Vancouver, British Columbia, Canada - CHC Group Ltd.
February 4, 2016	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2016 Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of inco
February 1, 2016	EX-99.1	INVESTORS MEDIA Laura Campbell Susan Gordon Director, Investor Relations Senior Director, Global Communications +1.604.232.7316 +1.214.262.7384 [email protected] [email protected] Exhibit CHC Group Ltd. Confirms Delisting Notice from NYSE February 1, 2016 ? Vancouver, British Columbia, Canada ? CHC Group (NYSE: HELI; the ?Company?), the parent company of CHC Helicopter, today announced that it received written notice from the NYSE Regulation, Inc. that the NYSE has delisted the Company?s ordinary shares, pursuant to Section 802.01B of the NYSE?s Listed Company Manual requir
February 1, 2016	8-K	CHC Group 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2016 Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of
January 11, 2016	SC 13G/A	HELI / CHC Group Ltd. / Invesco Ltd. - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* CHC Group Ltd (Name of Issuer) American Depository Receipt (Title of Class of Securities) G07021101 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic
December 10, 2015	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents UNITED STATES 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 October 31, 2015 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .
December 8, 2015	EX-99.1	(Periods ended October 31; US$ in millions) Second Quarter Year-to-date FY15 FY16 % Change FY15 FY16 % Change As reported: Revenue $ 458 $ 361 (21)% $ 919 $ 737 (20)% Net loss (177 ) (42 ) 76% (211 ) (89 ) 58% Adjusted1: EBITDAR excluding special ite Exhibit CHC GROUP REPORTS FISCAL 2016 SECOND QUARTER RESULTS ? Continued execution of cost reduction program significantly offsets market headwinds ? Net loss of $42 million in quarter resulting from relatively flat Adjusted EBITDAR, excluding special items, year-over-year ? Adjusted EBITDAR margin, excluding special items, improved 720 basis points year-over-year December 8, 2015 ? Vancouver, British Columbia, Canada ? CHC Group (NYSE: HELI; the ?Company?) reported fiscal 2016 second quarter (ended October 31, 2015) consolidated revenue of $361 million , a decline of 21 percent year-over-year driven by unfavorable currency translation effects and continued challenges in the global oil and gas market.
December 8, 2015	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 8, 2015 (December 7, 2015) Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other j
December 8, 2015	EX-99.2	GO FURTHER. DO MORE. COME HOME SAFELY. R: 0 G: 32 B: 96 R: 255 G: 0 B: 0 R: 0 G: 112 B: 192 R: 192 G: 0 B: 0 R: 89 G: 89 B: 89 R: 16 G: 37 B: 63 R: 196 G: 189 B: 151 R: 146 G: 208 B: 80 R: 79 G: 129 B: 189 CHC Helicopter Fiscal 2016 Second Quarter Re EX-99.2 3 fiscal2016secondqtrresul.htm EXHIBIT 99.2 GO FURTHER. DO MORE. COME HOME SAFELY. R: 0 G: 32 B: 96 R: 255 G: 0 B: 0 R: 0 G: 112 B: 192 R: 192 G: 0 B: 0 R: 89 G: 89 B: 89 R: 16 G: 37 B: 63 R: 196 G: 189 B: 151 R: 146 G: 208 B: 80 R: 79 G: 129 B: 189 CHC Helicopter Fiscal 2016 Second Quarter Results December 9, 2015 GO FURTHER. DO MORE. COME HOME SAFELY. R: 0 G: 32 B: 96 R: 255 G: 0 B: 0 R:
December 1, 2015	EX-99.1	CHC GROUP ANNOUNCES ANTICIPATED RATIO FOR REVERSE SHARE SPLIT AND THE ACCEPTANCE OF ITS CONTINUED LISTING PLAN BY THE NYSE Exhibit CHC GROUP ANNOUNCES ANTICIPATED RATIO FOR REVERSE SHARE SPLIT AND THE ACCEPTANCE OF ITS CONTINUED LISTING PLAN BY THE NYSE December 1, 2015 ? Vancouver, British Columbia, Canada ? CHC Group (NYSE: HELI; the ?Company?), the parent company of CHC Helicopter, today announced that on December 1, 2015, the Company?s Routine Transactions Committee of the board of directors (the ?Board?) authorized, pursuant to authority delegated to it by the Board, a 30-for-1 reverse share split of the Company?s ordinary shares, subject to shareholder approval and final approval by the Board.
December 1, 2015	8-K	CHC Group 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 1, 2015 (November 30, 2015) Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or ot
November 2, 2015	EX-24	[SIGNATURE PAGE FOLLOWS] LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints Karl Fessenden, Lee Eckert, Nicolas Stable and Hooman Yazhari of CHC Group Ltd.
October 26, 2015	DEF 14A	CHC Group DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin
October 26, 2015	DEFA14A	CHC Group DEFA14A DEFA14A 1 c422683defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as p
October 16, 2015	PRE 14A	CHC Group PRE 14A PRE 14A 1 c422294pre14a.htm PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as pe
October 7, 2015	8-K	CHC Group 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 1, 2015 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of i
September 16, 2015	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 16, 2015 (September 11, 2015) Commission File Number: 001-36261 CHC Group Ltd. (Exact name of Registrant as specified in its charter) Cayman Islands 98-0587405 (State or Oth
September 16, 2015	EX-10.1	Amendment No. 1 to the CHC Group Ltd. Omnibus Incentive Plan EX-10.1 2 exhibitamendmentno1tochcgr.htm EXHIBIT 10.1 Amendment No. 1 to the CHC Group Ltd. Omnibus Incentive Plan THIS AMENDMENT NO. 1 to the CHC Group Ltd. Omnibus Incentive Plan, (the “Plan”), was approved by the Board of CHC Group Ltd. (the “Company”) on June 25, 2015, subject to approval of the Company’s stockholders. Capitalized terms used but not defined in this Amendment No. 1 shall have t
September 9, 2015	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Table of Contents UNITED STATES 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 July 31, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .
September 9, 2015	EX-10.1	$145,000,000 CREDIT AGREEMENT 6922767 HOLDING SARL, as Parent Guarantor, CHC CAYMAN ABL HOLDINGS LTD., as Holdings, CHC CAYMAN ABL BORROWER LTD. and THE SUBSIDIARY BORROWERS PARTY HERETO, as Borrowers, THE LENDERS FROM TIME TO TIME PARTY HERETO, MORG EXECUTION VERSION $145,000,000 CREDIT AGREEMENT among 6922767 HOLDING SARL, as Parent Guarantor, CHC CAYMAN ABL HOLDINGS LTD.
September 9, 2015	EX-10.3	GUARANTEE AGREEMENT made by 6922767 HOLDING SARL, CHC HELICOPTER HOLDING S.À R.L. CHC HELICOPTER S.A. in favor of MORGAN STANLEY SENIOR FUNDING, INC. as Administrative Agent Dated as of June 12, 2015 SECTION 1 Defined Terms 2 1.1 Definitions 2 1.2 Ot EXECUTION VERSION GUARANTEE AGREEMENT made by 6922767 HOLDING SARL, CHC HELICOPTER HOLDING S.
September 9, 2015	EX-10.2	GUARANTEE AND COLLATERAL AGREEMENT made by CHC CAYMAN ABL HOLDINGS LTD. CHC CAYMAN ABL BORROWER LTD. and certain of its Subsidiaries, in favor of BNP PARIBAS S.A. as Collateral Agent MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent Dated EXECUTION VERSION GUARANTEE AND COLLATERAL AGREEMENT made by CHC CAYMAN ABL HOLDINGS LTD.
September 8, 2015	EX-99.2	GO FURTHER. DO MORE. COME HOME SAFELY. R: 0 G: 32 B: 96 R: 255 G: 0 B: 0 R: 0 G: 112 B: 192 R: 192 G: 0 B: 0 R: 89 G: 89 B: 89 R: 16 G: 37 B: 63 R: 196 G: 189 B: 151 R: 146 G: 208 B: 80 R: 79 G: 129 B: 189 CHC Helicopter Fiscal 2016 First Quarter End fiscal2016firstquarterre GO FURTHER. DO MORE. COME HOME SAFELY. R: 0 G: 32 B: 96 R: 255 G: 0 B: 0 R: 0 G: 112 B: 192 R: 192 G: 0 B: 0 R: 89 G: 89 B: 89 R: 16 G: 37 B: 63 R: 196 G: 189 B: 151 R: 146 G: 208 B: 80 R: 79 G: 129 B: 189 CHC Helicopter Fiscal 2016 First Quarter Ended July 31, 2015 September 9, 2015 GO FURTHER. DO MORE. COME HOME SAFELY. R: 0 G: 32 B: 96 R: 255 G: 0 B: 0 R: 0 G: 112 B: 19
September 8, 2015	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 8, 2015 Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of inc
September 8, 2015	EX-99.1	(Periods ended July 31; US$ in millions) First Quarter FY15 FY16 % Change As reported: Revenue $ 461 $ 376 (18)% Net loss (34 ) (47 ) (36)% Adjusted1: EBITDAR excluding special items2 112 114 2% EBITDAR Margin3 26.6 % 32.8 % 620bps Net loss4 (37 ) (3 Exhibit CHC GROUP REPORTS FISCAL 2016 FIRST QUARTER RESULTS ? Initial cost reduction program has favorable impact and has mitigated top line pressure ? Aircraft purchase commitments reduced; creates order book and capital spending flexibility September 8, 2016 ? Vancouver, British Columbia, Canada ? CHC Group (NYSE: HELI) reported fiscal 2016 first quarter (ended July 31, 2015) consolidated revenue of $376 million , a decline of 18 percent year-over-year driven by unfavorable currency translation effects and challenging operating conditions in the global oil sector.
September 3, 2015	EX-99.1	CHC GROUP RECEIVES CONTINUED LISTING STANDARD NOTICE FROM NYSE Exhibit Exhibit 99.1 CHC GROUP RECEIVES CONTINUED LISTING STANDARD NOTICE FROM NYSE September 3, 2015 ? Vancouver, British Columbia, Canada ? CHC Group (NYSE: HELI; the ?Company?), the parent company of CHC Helicopter, today announced that on August 28, 2015, the Company was notified by the New York Stock Exchange (?NYSE?) that the Company is not in compliance with the NYSE?s continued listing sta
September 3, 2015	8-K	Regulation FD Disclosure, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 28, 2015 Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of i
July 31, 2015	DEFA14A	CHC Group DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin
July 31, 2015	DEF 14A	CHC Group DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin
July 27, 2015	EX-24.1	EX-24.1 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby makes, constitutes and appoints Karl Fessenden, Hooman Yazhari, David Lisabeth, Lee Eckert and Nicolas Stable of CHC Group Ltd.
July 27, 2015	EX-24.1	EX-24.1 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby makes, constitutes and appoints Karl Fessenden, Hooman Yazhari, David Lisabeth and Nicolas Stable of CHC Group Ltd.
July 24, 2015	EX-99.1	CHC GROUP RECEIVES CONTINUED LISTING STANDARD NOTICE FROM NYSE Exhibit 99.1 CHC GROUP RECEIVES CONTINUED LISTING STANDARD NOTICE FROM NYSE July 24, 2015 - Vancouver, British Columbia, Canada - CHC Group Ltd. (NYSE: HELI; the “Company”), the parent company of CHC Helicopter, today announced that on July 23, 2015, the Company was notified by the New York Stock Exchange (“NYSE”) that the trading price of HELI is not in compliance with the NYSE’s continued listin
July 24, 2015	8-K	CHC Group 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2015 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of Registrant as specified in its charter) Cayman Islands 98-0587405 (State or Other Jurisdiction of Incorpo
July 1, 2015	EX-10.25	SEPARATION AGREEMENT AND GENERAL RELEASE Execution Copy SEPARATION AGREEMENT AND GENERAL RELEASE This SEPARATION AGREEMENT AND GENERAL RELEASE (the “Agreement”), dated as of March 6, 2015, is entered into by and between CHC Group Ltd.
July 1, 2015	EX-10.28	SEPARATION AGREEMENT AND GENERAL RELEASE Execution Copy SEPARATION AGREEMENT AND GENERAL RELEASE This SEPARATION AGREEMENT AND GENERAL RELEASE (the “Agreement”), dated as of April 24, 2015, is entered into by and between CHC Group Ltd.
July 1, 2015	EX-4.12	SHAREHOLDERS’ AGREEMENT DATED AS OF January 17, 2014 CHC GROUP LTD., 6922767 HOLDING (CAYMAN) INC. THE OTHER PARTIES HERETO Table of Contents Page ARTICLE I. INTRODUCTORY MATTERS 1 1.1 Defined Terms 1 1.2 Construction 3 ARTICLE II. CORPORATE GOVERNAN SHAREHOLDERS? AGREEMENT DATED AS OF January 17, 2014 AMONG CHC GROUP LTD., 6922767 HOLDING (CAYMAN) INC. AND THE OTHER PARTIES HERETO Table of Contents Page ARTICLE I. INTRODUCTORY MATTERS 1 1.1 Defined Terms 1 1.2 Construction 3 ARTICLE II. CORPORATE GOVERNANCE MATTERS 4 2.1 Election of Directors 4 ARTICLE III. INFORMATION 5 3.1 Books and Records; Access 6 3.2 Certain Reports 6 ARTICLE IV. [RESER
July 1, 2015	EX-12.1	Ratio of Earnings to Fixed Charges (Dollars in thousands) Exhibit 12.1 CHC Group Ltd. Ratio of Earnings to Fixed Charges (Dollars in thousands) 2011 2012 2013 2014 2015 Fixed Charges: Interest, including amortization of deferred financing charges, discounts and other charges $153,389 $132,871 $150,151 $187,250 $167,421 Interest portion of rental payments 77,273 81,084 94,403 136,086 178,334 Redeemable convertible preferred share dividends — — — — 23,529
July 1, 2015	EX-10.27	RETIREMENT AGREEMENT AND GENERAL RELEASE RETIREMENT AGREEMENT AND GENERAL RELEASE This RETIREMENT AGREEMENT AND GENERAL RELEASE (the ?Agreement?), dated as of April 30, 2015, is entered into by and between CHC Group Ltd.
July 1, 2015	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K 10-K 1 chcgroupltd2015430-10k.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED APRIL 30, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0
July 1, 2015	EX-10.26	SEPARATION AGREEMENT AND GENERAL RELEASE SEPARATION AGREEMENT AND GENERAL RELEASE This SEPARATION AGREEMENT AND GENERAL RELEASE (the “Agreement”), dated as of April 30, 2015, is entered into by and between CHC Group Ltd.
July 1, 2015	EX-10.12	EMPLOYMENT AGREEMENT Execution Copy EMPLOYMENT AGREEMENT This Employment Agreement is entered into by and between CHC Group Ltd.
July 1, 2015	EX-21.1	SUBSIDIARIES OF CHC GROUP LTD. EX-21.1 13 exhibit211chcgroupltd.htm EXHIBIT 21.1 Exhibit 21.1 SUBSIDIARIES OF CHC GROUP LTD. The following table sets forth the name and state or other jurisdiction of incorporation of CHC Group Ltd.’s subsidiaries. Except as otherwise indicated, each subsidiary is wholly owned, directly or indirectly, by CHC Group Ltd. and does business under its corporate name. 38286 Bermuda Ltd. Bermuda Aviati
July 1, 2015	EX-10.30	EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT This Employment Agreement is entered into by and between CHC Group Ltd.
July 1, 2015	EX-10.24	Employee Stock Option Agreement Employee Stock Option Agreement This Employee Stock Option Agreement (the “Agreement”), dated as of , 2015, by and between CHC Group Ltd.
July 1, 2015	EX-10.11	EMPLOYMENT AGREEMENT Execution Version EMPLOYMENT AGREEMENT This Employment Agreement is entered into by and between CHC Group Ltd.
July 1, 2015	EX-10.29	SEPARATION AGREEMENT AND GENERAL RELEASE SEPARATION AGREEMENT AND GENERAL RELEASE This SEPARATION AGREEMENT AND GENERAL RELEASE (the ?Agreement?), dated as of April 30, 2015, is entered into by and between CHC Helicopter Support Services (US) Inc.
June 29, 2015	EX-99.2	GO FURTHER. DO MORE. COME HOME SAFELY. Page 1GO FURTHER. DO MO E. OME HOME SAFELY. EC225 Norway CHC Helicopter is the operating company of CHC Group Ltd. (NYSE: HELI) CHC Helicopter Fiscal 2015 Fourth Quarter Ended April 30, 2015 June 30, 2015 GO FUR fy15q4webdeck2015final GO FURTHER. DO MORE. COME HOME SAFELY. Page 1GO FURTHER. DO MO E. OME HOME SAFELY. EC225 Norway CHC Helicopter is the operating company of CHC Group Ltd. (NYSE: HELI) CHC Helicopter Fiscal 2015 Fourth Quarter Ended April 30, 2015 June 30, 2015 GO FURTHER. DO MORE. COME HOME SAFELY. Page 2 Presenters Karl Fessenden President, CEO Joan Hooper Chief Financial Officer Rio de Jan
June 29, 2015	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a8kreq4earnings.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 29, 2015 Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or
June 29, 2015	EX-99.1	(Periods ended April 30; US$ in millions, except EPS data) Quarter Full Year FY14 FY15 % Change FY14 FY15 % Change As reported: Revenue $ 453 $ 374 (17)% $ 1,765 $ 1,708 (3)% Operating revenue 1 412 345 (16)% 1,600 1,562 (2)% Operating income (loss) Exhibit 99.1 Earnings Release CHC GROUP REPORTS FOURTH QUARTER AND FULL YEAR 2015 RESULTS ? Fiscal 2015 revenue down 3 percent and Adjusted EBITDAR excluding special items down 2 percent ? Restructuring charge of $77 million booked in Q4 in response to industry downturn ? $320M of long-term debt retired in fiscal 2015; annualized interest expense reduced about $30M ? New $145 million asset-backed
June 18, 2015	8-K	CHC Group 8-K (Current Report/Significant Event) 1000772481v7-CHC8KreABLFacility UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.
May 4, 2015	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 30, 2015 Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of incorp
May 4, 2015	EX-99.1	INVESTORS MEDIA Laura Campbell Liam Fitzgerald Director, Investor Relations Communications Advisor +1.604.232.7316 +1.778.999.2923 [email protected] [email protected] Exhibit 99.1 May 4 2015 CHC HELICOPTER NAMES ENERGY EXECUTIVE AS CFO SUCCESSOR AS PART OF PLANNED TRANSITION May 4, 2015 ? Vancouver, British Columbia, Canada ? CHC Helicopter, the operating company of CHC Group (NYSE: HELI), announced today that Lee Eckert will be succeeding Joan Hooper as Chief Financial Officer effective July 16, 2015. Mr. Eckert was most recently CFO of the $13 billion in sale
April 24, 2015	8-K	CHC Group 8-K RE O'NEILL SEPARATION (Current Report/Significant Event) 8-K re O'Neill Separation UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.
April 23, 2015	8-K	CHC Group 8-K RE VARGAS (Current Report/Significant Event) Doc115908684v5CHC-8-K-DirectorChangeVargas UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
April 20, 2015	8-K	CHC Group 8-K (Current Report/Significant Event) 8KEarlyTenderResults UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
April 20, 2015	EX-99.1	CHC GROUP ANNOUNCES EARLY TENDER RESULTS WITH RESPECT TO ITS TENDER OFFER TO PURCHASE UP TO $80 MILLION AGGREGATE PRINCIPAL AMOUNT OF ITS OUTSTANDING 9.375% SENIOR NOTES DUE 2021 CHC GROUP ANNOUNCES EARLY TENDER RESULTS WITH RESPECT TO ITS TENDER OFFER TO PURCHASE UP TO $80 MILLION AGGREGATE PRINCIPAL AMOUNT OF ITS OUTSTANDING 9.
April 6, 2015	EX-99.1	CHC GROUP ANNOUNCES TENDER OFFER TO PURCHASE UP TO $80 MILLION AGGREGATE PRINCIPAL AMOUNT OF ITS OUTSTANDING 9.375% SENIOR NOTES DUE 2021 CHC Tender Offer Launch Exhibit 99.1 CHC GROUP ANNOUNCES TENDER OFFER TO PURCHASE UP TO $80 MILLION AGGREGATE PRINCIPAL AMOUNT OF ITS OUTSTANDING 9.375% SENIOR NOTES DUE 2021 April 6, 2015 - Vancouver, British Columbia, Canada - CHC Group Ltd. (NYSE: HELI) announced today that its indirect wholly owned subsidiary CHC Helicopter S.A. has commenced a cash tender offer to purchase up to $80 million a
April 6, 2015	8-K	Financial Statements and Exhibits, Other Events CHC Tender Offer Launch 8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
March 18, 2015	8-K	CHC Group 8-K (Current Report/Significant Event) March 18 2015 8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 12, 2015 Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other juris
March 18, 2015	EX-99.1	##### EX-99.1 2 exhibit991march182015.htm EXHIBIT 99.1 Exhibit 99.1 HOOMAN YAZHARI JOINS CHC AS GENERAL COUNSEL, CHIEF ADMINISTRATIVE OFFICER; ANTHONY DINOTA NAMED PRESIDENT OF CHC’S HELI-ONE MRO SEGMENT March 18, 2015 - Vancouver, British Columbia - CHC Helicopter has added a new member to its executive team and expanded the role of one of its senior leaders. CHC is the operating company of CHC Group (
March 17, 2015	8-K/A	CHC Group 8-K/A (Current Report/Significant Event) 8K/A Re: FY15 Q3 Earnings Release UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
March 17, 2015	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 chcgroupltd20150131-10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended January 31, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fr
March 17, 2015	EX-99.1	(Periods ended Jan. 31; US$ in millions, except EPS data) Quarter Year-to-date FY14 FY15 % Change FY14 FY15 % Change As reported: Revenue $ 454 $ 415 (9)% $ 1,312 $ 1,334 2% Operating revenue1 412 382 (7)% 1,188 1,218 2% Operating income (loss) 6 (39 Exhibit 99.1 Corrected FY15 Q3 Earnings Release CHC GROUP REPORTS FISCAL-2015 THIRD-QUARTER FINANCIAL RESULTS ? Revenue Totaled $415 million, Adjusted EBITDAR Ex-Special Items Was $115 million ? CHC Retires $235 Million of Long-Term Debt, Reduces Annual Interest Expense $22 Million ? Adjusted Net Leverage Improves, Drops to 4.8X; Quarter-End Liquidity Was $580 Million ? GAAP EPS Includes Non-Cash
March 16, 2015	8-K	CHC Group 8-K (Current Report/Significant Event) 8K Re: FY15 Q3 Earnings Release UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
March 16, 2015	EX-99.2	GO FURTHER. DO MORE. COME HOME SAFELY. R: 0 G: 32 B: 96 R: 255 G: 0 B: 0 R: 0 G: 112 B: 192 R: 192 G: 0 B: 0 R: 89 G: 89 B: 89 R: 16 G: 37 B: 63 R: 196 G: 189 B: 151 R: 146 G: 208 B: 80 R: 79 G: 129 B: 189 Page 1 GO FURTHER. DO MO . E HOME SAFELY. EC fy15q3webdeckfinal GO FURTHER. DO MORE. COME HOME SAFELY. R: 0 G: 32 B: 96 R: 255 G: 0 B: 0 R: 0 G: 112 B: 192 R: 192 G: 0 B: 0 R: 89 G: 89 B: 89 R: 16 G: 37 B: 63 R: 196 G: 189 B: 151 R: 146 G: 208 B: 80 R: 79 G: 129 B: 189 Page 1 GO FURTHER. DO MO . E HOME SAFELY. EC225, Brazil CHC Helicopter is the operating company of CHC Group Ltd. (NYSE: HELI) CHC Helicopter Fiscal 2015 Third Quarter March 1
March 16, 2015	EX-99.1	(Periods ended Jan. 31; US$ in millions, except EPS data) Quarter Year-to-date FY14 FY15 % Change FY14 FY15 % Change As reported: Revenue $ 454 $ 415 (9)% $ 1,312 $ 1,334 2% Operating revenue1 412 382 (7)% 1,188 1,218 2% Operating income (loss) 6 (39 Exhibit 99.1 FY15 Q3 Earnings Release CHC GROUP REPORTS FISCAL-2015 THIRD-QUARTER FINANCIAL RESULTS ? Revenue Totaled $415 million, Adjusted EBITDAR Ex-Special Items Was $115 million ? CHC Retires $235 Million of Long-Term Debt, Reduces Annual Interest Expense $22 Million ? Adjusted Net Leverage Improves, Drops to 4.8X; Quarter-End Liquidity Was $580 Million ? GAAP EPS Includes Non-Cash Goodwill C
March 12, 2015	8-K	CHC Group 8-K (Current Report/Significant Event) March 12 2015 8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 6, 2015 Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisd
February 13, 2015	EX-99.1	JOINT FILING AGREEMENT EX-99.1 2 d848460dex991.htm EX-99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Ordinary Shares, par value $0.0001, of CHC Group Ltd., a corporation organized
February 13, 2015	SC 13G/A	HELI / CHC Group Ltd. / BALYASNY ASSET MANAGEMENT LLC - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) CHC GROUP LTD. (Name of Issuer) COMMON STOCK (Title of Class of Securities) G07021101 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is fi
February 13, 2015	SC 13G/A	HELI / CHC Group Ltd. / Mast Capital Management, LLC - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A (Rule 13d-102) (Amendment No.
February 10, 2015	SC 13G/A	HELI / CHC Group Ltd. / Invesco Ltd. - CHC GROUP LTD 01312015 Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13D-1(b) AND AMENDMENTS FILED THERETO FILED PURSUANT TO RULE 13D-2(b) Under the Securities Exchange Act of 1934 (Amendment No. 1)* CHC Group Ltd (Name of Issuer) Common Stock (Title of Classes of Securities) G07021101 (CUSIP Number) January 31, 20
February 9, 2015	SC 13G	HELI / CHC Group Ltd. / Invesco Ltd. - CHC GROUP LTD 12312014 Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13D-1(b) AND AMENDMENTS FILED THERETO FILED PURSUANT TO RULE 13D-2(b) Under the Securities Exchange Act of 1934 (Amendment No. )* CHC Group Ltd (Name of Issuer) Common Stock (Title of Classes of Securities) G07021101 (CUSIP Number) December 31, 2014
February 9, 2015	EX-99	JOINT FILING AGREEMENT JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) (l) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of the attached Schedule 13G, and any and all amendments thereto, and expressly authorize Invesco Ltd.
February 6, 2015	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 4, 2015 Commission File Number: 001-36261 CHC GROUP LTD. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of inco
February 6, 2015	EX-99.1	#### Exhibit 99.1 CHC Helicopter Appoints Karl S. Fessenden, Former GE Senior Executive, as New CEO Feb. 6, 2015 - Vancouver, British Columbia, Canada - CHC Group Ltd. (NYSE: HELI), the parent company of CHC Helicopter, announced that the board of directors has appointed Karl Fessenden chief executive officer and a member of the board of directors effective Feb. 9, replacing William Amelio, who will be
February 4, 2015	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2015 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of inco
February 4, 2015	EX-99.1	#### EXHIBIT 99.1 CHC Group Sets Dates for Fiscal-2015 Q3 Earnings • Q3 Release After Close of Trading March 16; Analysts Call Morning of March 17 February 4, 2015 – Vancouver, British Columbia – CHC Group Ltd. (NYSE: HELI), the parent company of CHC Helicopter, plans to issue its earnings release for the fiscal-year 2015 third quarter, which ended Jan. 31, after market close on Monday, March 16. The f
December 16, 2014	SC 13D/A	HELI / CHC Group Ltd. / 6922767 Holding (Cayman) Inc. - FORM SC13D/A Activist Investment SC 13D/A 1 d838877dsc13da.htm FORM SC13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) CHC GROUP LTD. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G07021101 (CUSIP Number) Anne E. Gold First Reserve One Lafayette Place Greenwich, CT 06830 (203) 625-25
December 15, 2014	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of Registrant as specified in its charter) Cayman Islands 98-0587405 (State or Other Jurisdiction of Inc
December 15, 2014	EX-99.1	CHC Group Adds William G. Schrader to Board of Directors CHC Group Adds William G. Schrader to Board of Directors December 15, 2014 – New York – CHC Group Ltd. (NYSE: HELI), the parent company of CHC Helicopter, today announced that William G. Schrader was appointed to its board of directors on Friday (Dec. 12). An independent, Class II director, Mr. Schrader's term is until the company's 2015 annual general meeting of shareholders. He was also elected
December 15, 2014	EX-99.1	##### EXHIBIT 99.1 Clayton, Dubilier & Rice Completes Investment in CHC Group With Third Purchase of Convertible Preferred Shares Dec. 15, 2014 – New York – Funds affiliated with Clayton, Dubilier & Rice LLC (CD&R) have completed the third stage of CD&R’s investment in CHC Group Ltd. (NYSE: HELI) through the purchase of convertible preferred shares in a private placement. Consistent with terms of an inv
December 15, 2014	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 15, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of Registrant as specified in its charter) Cayman Islands 98-0587405 (State or Other Jurisdiction of Inc
December 12, 2014	EX-4.3	W I T N E S S E T H EX-4.3 3 ex-43secondsupplementalind.htm EXHIBIT-4.3 SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of October 15, 2014, among CHC Helicopters (Barbados) SRL (“CHC Barbados”) , CHC Helicopter (1) S.à r.l., , a private limited liability company (société à responsabilité limitée) governed by the laws of the Grand Duchy of Luxembourg whose registered office is located at 6, ru
December 12, 2014	EX-4.4	W I T N E S S E T H THIRD SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of October 24, 2014, among CHC Helicopters (Barbados) SRL (?CHC Barbados?) , CHC Helicopter (1) S.
December 12, 2014	EX-3.1	THE COMPANIES LAW (AS AMENDED) COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION CHC GROUP LTD. (ADOPTED BY SPECIAL RESOLUTION DATED JANUARY 3, 2014 AND AMENDED BY SPECIAL RESOLUTION DATED NOVEMBER 7, 2014) THE COM THE COMPANIES LAW (AS AMENDED) COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF CHC GROUP LTD.
December 12, 2014	EX-4.9	W I T N E S S E T H THIRD SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of October 15, 2014, among CHC Helicopters (Barbados) SRL (?CHC Barbados?), CHC Helicopter (1) S.
December 12, 2014	EX-10.4	FIRST AMENDMENT AGREEMENT FIRST AMENDMENT AGREEMENT FIRST AMENDMENT AGREEMENT, dated as of October 23, 2014 (this “Amendment”), to the Credit Agreement, dated as of January 23, 2014 (the “Credit Agreement”), among (1) CHC GROUP LTD.
December 12, 2014	EX-4.19	POST-CLOSING VOTING AGREEMENT EXECUTION VERSION POST-CLOSING VOTING AGREEMENT This POST-CLOSING VOTING AGREEMENT (this “Agreement”) is entered into as of October 30, 2014, by and between CD&R CHC Holdings, L.
December 12, 2014	EX-4.10	W I T N E S S E T H FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of October 24, 2014, among CHC Helicopters (Barbados) SRL (“CHC Barbados”), CHC Helicopter (1) S.
December 12, 2014	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 October 31, 2014 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-3626
December 10, 2014	EX-99.1	GO FURTHER. DO MORE. COME HOME SAFELY. R: 0 G: 32 B: 96 R: 255 G: 0 B: 0 R: 0 G: 112 B: 192 R: 192 G: 0 B: 0 R: 89 G: 89 B: 89 R: 16 G: 37 B: 63 R: 196 G: 189 B: 151 R: 146 G: 208 B: 80 R: 79 G: 129 B: 189 Page 1 GO FURTHER. DO MO E. OME HOME SAFELY. EX-99.1 2 q2fy15earningspresentati.htm EARNINGS PRESENTATION GO FURTHER. DO MORE. COME HOME SAFELY. R: 0 G: 32 B: 96 R: 255 G: 0 B: 0 R: 0 G: 112 B: 192 R: 192 G: 0 B: 0 R: 89 G: 89 B: 89 R: 16 G: 37 B: 63 R: 196 G: 189 B: 151 R: 146 G: 208 B: 80 R: 79 G: 129 B: 189 Page 1 GO FURTHER. DO MO E. OME HOME SAFELY. EC225 and S92, Norway CHC Helicopter is the operating company of CHC Group Ltd. (NYSE: H
December 10, 2014	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of inc
December 9, 2014	EX-99.1	(Periods ended October 31; US$ in millions, except EPS data) Quarter Year-to-date FY14 FY15 % Change FY14 FY15 % Change As reported: Revenue $ 443 $ 458 3% $ 858 $ 919 7% Operating revenue1 403 414 3% 776 835 8% Operating income (loss) (5 ) (124 ) - EX-99.1 2 exhibit991fy15q2earningsre.htm EXHIBIT CHC Group Reports 3-Percent Growth in Revenue, 14- Percent Increase in Adjusted EBITDAR in Second-Quarter Fiscal 2015 (Dec 9, 2014) • $500 Million in Equity Investment By CD&R Now Closed; $100 Million More Expected • $105 Million in Senior Unsecured Debt Retired in November • Asset Impairment of $146 Million Reflects Shift to Newer Technology Helico
December 9, 2014	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of inco
December 2, 2014	SC 13D/A	HELI / CHC Group Ltd. / CD&R CHC Holdings, L.P. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1) CHC GROUP LTD. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G07021101 (CUSIP Number) CD&R CHC Holdings, L.P. c/o Clayton, Dubilier & Rice, LLC Attention: Theresa A. Gore 375 Park Ave, New York NY 10152 (21
December 2, 2014	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 2, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of inco
December 2, 2014	EX-99.11	Joint Filing Agreement EX-99.11 2 a14-253621ex99d11.htm EX-99.11 Exhibit 99.11 Joint Filing Agreement Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree that the Statement on Schedule 13D to which this exhibit is attached is filed on behalf of each of them in the capacities set forth below. Dated: December 1, 2014 [Signatures on following page] CD&R CHC
December 2, 2014	EX-99.1	Page 1 GO FURTHER. DO MORE. COME HOME SAFELY. CHC Helicopter is the operating company of CHC Group Ltd. (NYSE: HELI) CHC Helicopter William Amelio – CEO Joan Hooper – CFO December 2, 2014 Cowen Ultimate Energy Conference Lynn Antipas Tyson Vice Presi a2014cowenconferencepres Page 1 GO FURTHER. DO MORE. COME HOME SAFELY. CHC Helicopter is the operating company of CHC Group Ltd. (NYSE: HELI) CHC Helicopter William Amelio – CEO Joan Hooper – CFO December 2, 2014 Cowen Ultimate Energy Conference Lynn Antipas Tyson Vice President, Investor Relations [email protected] +1-914-485-1150 Page 2 GO FURTHER. DO MORE. COME HOME SAFELY. Forward-Looking Stat
November 26, 2014	EX-99.1	##### EX-99.1 2 ex991-pressrelease.htm PRESS RELEASE EXHIBIT 99.1 CHC Group Announces Cancellation of Preferred Shares Rights Offering; Clayton, Dubilier & Rice to Make Additional $100 Million Preferred Investment in CHC Nov. 26, 2014 –New York – CHC Group Ltd. (NYSE: HELI), the parent company of CHC Helicopter, today announced that it has cancelled a rights offering of preferred shares in the company t
November 26, 2014	8-K	Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 26, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of Registrant as specified in its charter) Cayman Islands 98-0587405 (State or Other Jurisdiction of Inc
November 17, 2014	EX-99.1	GO FURTHER. DO MORE. COME HOME SAFELY. Page 1 GO FURTHER. DO . E HOME SAFELY. CHC Helicopter is the operating company of CHC Group Ltd. (NYSE: HELI) Global Hunter Securities 1x1 Series CHC Helicopter Joan Hooper, CFO November 17, 2014 Lynn Antipas Ty globalhunterconferencefi GO FURTHER. DO MORE. COME HOME SAFELY. Page 1 GO FURTHER. DO . E HOME SAFELY. CHC Helicopter is the operating company of CHC Group Ltd. (NYSE: HELI) Global Hunter Securities 1x1 Series CHC Helicopter Joan Hooper, CFO November 17, 2014 Lynn Antipas Tyson Vice President, Investor Relations [email protected] +1-914-485-1150 Page 2 GO FURTHER. DO MORE. COME HOME SAFELY. Forwar
November 17, 2014	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of inc
November 12, 2014	EX-99.2	##### EX-99.2 3 a992pressreleasedatednovem.htm PRESS RELEASE DATED NOVEMBER 12, 2014 EXHIBIT 99.2 Clayton, Dubilier & Rice Completes Second Stage of CHC Group Investment With Additional Convertible Preferred Purchase • Robert C. Volpe Joins CHC Group Board of Directors Nov. 12, 2014 –New York – Clayton, Dubilier & Rice LLC (CD&R) today completed the second stage of a private-placement investment in CHC
November 12, 2014	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of Registrant as specified in its charter) Cayman Islands 98-0587405 (State or Other Jurisdiction of Inco
November 12, 2014	EX-99.1	##### EX-99.1 2 a991pressreleasedatednovem.htm PRESS RELEASE DATED NOVEMBER 10, 2014 EXHIBIT 99.1 CHC Group Announces Shareholder Approval of Private Placement With CD&R (Nov. 10, 2014) Nov. 10, 2014 – New York – CHC Group Ltd. (NYSE: HELI), the parent company of CHC Helicopter, today announced that its shareholders have approved the issuance of preferred shares to Clayton, Dubilier & Rice LLC and certa
November 10, 2014	EX-99.1	Joint Filing Agreement Exhibit 99.1 Joint Filing Agreement Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree that the Statement on Schedule 13D to which this exhibit is attached is filed on behalf of each of them in the capacities set forth below. Dated: November 10, 2014 [Signatures on following page] CD&R CHC GROUP HOLDINGS, L.P. By: CD&R Investment A
November 10, 2014	SC 13D	HELI / CHC Group Ltd. / CD&R CHC Holdings, L.P. - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 CHC GROUP LTD. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G07021101 (CUSIP Number) CD&R CHC Holdings, L.P. c/o Clayton, Dubilier & Rice, LLC Attention: Theresa A. Gore 375 Park Ave, New York NY 10152 (212) 407-5227 Copy to:
November 6, 2014	424B1	CHC Group Ltd. Up to 100,000 Convertible Preferred Shares Issuable upon the Exercise of Non-Transferable Subscription Rights at $1,000 Per Share Filed pursuant to Rule 424(b)(1) Registration File Number 333-198876 PROSPECTUS CHC Group Ltd.
November 5, 2014	8-K	Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of Registrant as specified in its charter) Cayman Islands 98-0587405 (State or Other Jurisdiction of Inco
November 5, 2014	EX-99.1	#### EX-99.1 2 fy15q2earningsdate.htm EXHIBIT EXHIBIT 99.1 CHC Group Sets Dates for Fiscal-2015 Q2 Earnings • Q2 Release After Close of Trading Dec. 9; Analysts Call Morning of Dec. 10 • CFO Joan Hooper to Attend Global Hunter Securities 1x1 Series on Nov. 17 • CEO William Amelio, Ms. Hooper to Address Cowen and Co. Ultimate Energy Conference on Dec. 2 Nov. 5, 2014 - New York - CHC Group Ltd. (NYSE: HE
November 5, 2014	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of inco
November 5, 2014	EX-99.1	##### EXHIBIT 99.1 CHC Group Announces $100 Million Convertible Preferred-Shares Rights Offering Nov. 5, 2014 – New York – CHC Group Ltd. (NYSE: HELI), the parent company of CHC Helicopter, today announced that it has commenced a rights offering for up to $100 million of convertible preferred shares. For each ordinary share of the company owned on the record date of Nov. 3, 2014, shareholders will recei
November 4, 2014	SC 13D	HELI / CHC Group Ltd. / 6922767 Holding (Cayman) Inc. - SC 13D Activist Investment SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 CHC GROUP LTD. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G07021101 (CUSIP Number) Anne E. Gold First Reserve One Lafayette Place Greenwich, CT 06830 (203) 625-2536 (Name, Address and Telephone Number of Person Autho
November 4, 2014	S-1/A	HELI / CHC Group Ltd. S-1/A - - FORM S-1/A As filed with the Securities and Exchange Commission on November 3, 2014 Registration No.
November 4, 2014	EX-99.1	Joint Filing Agreement Exhibit 99.1 Joint Filing Agreement Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, restat
November 4, 2014	S-1/A	HELI / CHC Group Ltd. S-1/A - - FORM S-1/A As filed with the Securities and Exchange Commission on November 3, 2014 Registration No.
November 3, 2014	EX-24.2	POWER OF ATTORNEY Exhibit 24.2 POWER OF ATTORNEY Know all men by these presents, that the person whose signature appears below hereby constitutes and appoints William Amelio, Joan S. Hooper, Mike O’Neill and Russ Hill and each of them, any of whom may act without joinder of the other, the individual’s true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for the person an
November 3, 2014	S-1/A	HELI / CHC Group Ltd. S-1/A - - FORM S-1/A Table of Contents As filed with the Securities and Exchange Commission on October 31, 2014 Registration No.
November 3, 2014	EX-24.3	POWER OF ATTORNEY Exhibit 24.3 POWER OF ATTORNEY Know all men by these presents, that the person whose signature appears below hereby constitutes and appoints William Amelio, Joan S. Hooper, Mike O’Neill and Russ Hill and each of them, any of whom may act without joinder of the other, the individual’s true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for the person an
October 31, 2014	CORRESP	HELI / CHC Group Ltd. CORRESP - - October 31, 2014 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Mail Stop 6010 100 F Street, N.E. Washington, D.C. 20549 Attention: Ryan Adams Susan Block Re: CHC Group Ltd. Registration Statement on Form S-1 File No. 333-198876 Dear Mr. Adams: The undersigned registrant (the “Registrant”) hereby requests that the Securities and Exchange Commission (the “Commissi
October 31, 2014	CORRESP	HELI / CHC Group Ltd. CORRESP - - Louis Lehot T: +1 650 843 5949 [email protected] October 31, 2014 VIA EDGAR AND FEDERAL EXPRESS U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Ryan Adams Susan Block Re: CHC Group Ltd. Amendment No. 1 to Registration Statement on Form S-1 Filed October 16, 2014 File No. 333-198876 Dear Mr. Adams: Enclosed for electronic
October 30, 2014	EX-99.1	##### Exhibit 99.1 Clayton, Dubilier & Rice Completes First Stage of CHC Investment With Convertible Preferred Purchase Oct. 30, 2014 –New York – Clayton, Dubilier & Rice (CD&R) has completed the first stage of CD&R’s investment in CHC Group Ltd. (NYSE: HELI) through the purchase of 116,000 convertible preferred shares in a private placement for a price of $116 million, consistent with terms of an inves
October 30, 2014	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of Registrant as specified in its charter) Cayman Islands 98-0587405 (State or Other Jurisdiction of Inco
October 30, 2014	EX-10.1	SHAREHOLDERS’ AGREEMENT DATED AS OF OCTOBER 30, 2014 AMONG CHC GROUP LTD., CD&R CHC HOLDINGS, L.P., AND THE OTHER PARTIES HERETO TABLE OF CONTENTS Page ARTICLE I 2 INTRODUCTORY MATTERS 2 Section 1.1 Defined Terms 2 Section 1.2 Construction 5 ARTICLE Exhibit 10.1 SHAREHOLDERS’ AGREEMENT DATED AS OF OCTOBER 30, 2014 AMONG CHC GROUP LTD., CD&R CHC HOLDINGS, L.P., AND THE OTHER PARTIES HERETO TABLE OF CONTENTS Page ARTICLE I 2 INTRODUCTORY MATTERS 2 Section 1.1 Defined Terms 2 Section 1.2 Construction 5 ARTICLE II 5 CORPORATE GOVERNANCE MATTERS 5 Section 2.1 Rights of CD&R Designator 5 Section 2.2 Election of Directors 6 Section 2.3 Standstill 8
October 30, 2014	EX-10.2	REGISTRATION RIGHTS AGREEMENT by and among CHC GROUP LTD., CD&R CHC HOLDINGS, L.P. and the other parties hereto Dated as of October 30, 2014 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 SECTION 1.1 Certain Definitions 2 SECTION 1.2 Other Definition EX-10.2 3 exhibit102registrationrigh.htm REGISTRATION RIGHTS AGREEMENT Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT by and among CHC GROUP LTD., CD&R CHC HOLDINGS, L.P. and the other parties hereto Dated as of October 30, 2014 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 SECTION 1.1 Certain Definitions 2 SECTION 1.2 Other Definitional Provisions; Interpretation 6 ARTICLE II REGISTRATION RIGHTS 6 S
October 24, 2014	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 23, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of Registrant as specified in its charter) Cayman Islands 98-0587405 (State or Other Jurisdiction of Inco
October 16, 2014	EX-99.3	INSTRUCTIONS AS TO USE OF CHC GROUP LTD. NON-TRANSFERABLE SUBSCRIPTION RIGHTS CERTIFICATES CONSULT THE SUBSCRIPTION AGENT, THE INFORMATION AGENT, YOUR BANK OR BROKER AS TO ANY QUESTIONS EXHIBIT 99.3 INSTRUCTIONS AS TO USE OF CHC GROUP LTD. NON-TRANSFERABLE SUBSCRIPTION RIGHTS CERTIFICATES CONSULT THE SUBSCRIPTION AGENT, THE INFORMATION AGENT, YOUR BANK OR BROKER AS TO ANY QUESTIONS The following instructions relate to a rights offering (the “Rights Offering”) by CHC Group Ltd., a Cayman Islands exempted company (the “Company”), to the holders of its ordinary shares, $0.0001 par v
October 16, 2014	CORRESP	HELI / CHC Group Ltd. CORRESP - - Louis Lehot T: +1 650 843 5949 [email protected] October 16, 2014 VIA EDGAR AND FEDERAL EXPRESS U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Ryan Adams Susan Block Re: CHC Group Ltd. Registration Statement on Form S-1 Filed September 22, 2014 File No. 333-198876 Dear Mr. Adams: Enclosed for electronic filing via EDGAR
October 16, 2014	EX-99.5	FORM OF LETTER TO SHAREHOLDERS WHO ARE RECORD HOLDERS OF CHC GROUP INC. 100,000 Convertible Preferred Shares Offered Pursuant to Rights Distributed to Our Shareholders EXHIBIT 99.5 FORM OF LETTER TO SHAREHOLDERS WHO ARE RECORD HOLDERS OF CHC GROUP INC. 100,000 Convertible Preferred Shares Offered Pursuant to Rights Distributed to Our Shareholders , 2014 THE RIGHTS OFFERING SUBSCRIPTION PERIOD WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON , 2014, UNLESS EXTENDED BY US. Dear Shareholder: CHC Group Ltd., a Cayman Islands exempted company (the “Company”), is send
October 16, 2014	EX-99.7	NOTICE OF GUARANTEED DELIVERY NON-TRANSFERABLE SUBSCRIPTION RIGHTS CERTIFICATES ISSUED BY CHC GROUP LTD. EX-99.7 10 a997formofnoticeofguarante.htm FORM OF NOTICE OF GUARANTEED DELIVERY EXHIBIT 99.7 NOTICE OF GUARANTEED DELIVERY FOR NON-TRANSFERABLE SUBSCRIPTION RIGHTS CERTIFICATES ISSUED BY CHC GROUP LTD. This form, or one substantially equivalent hereto, must be used to exercise non-transferable transcription rights (the “Rights”) to purchase convertible preferred shares, par value $0.0001 per share
October 16, 2014	EX-99.1	. + Signature of Owner and U.S. Person for Tax Certification Holder ID COY Class Rights Cert # Signature of Co-Owner (if more than one registered holder listed) Date (mm/dd/yyyy) 01WZZE +X R T 2 Rights Qty Issued THIS SUBSCRIPTION RIGHTS OFFERING (TH pdf . + Signature of Owner and U.S. Person for Tax Certification Holder ID COY Class Rights Cert # Signature of Co-Owner (if more than one registered holder listed) Date (mm/dd/yyyy) 01WZZE +X R T 2 Rights Qty Issued THIS SUBSCRIPTION RIGHTS OFFERING (THE “RIGHTS OFFERING”) EXPIRES AT , 2014 AT 5:00PM EST, UNLESS THE EXERCISE PERIOD IS EXTENDED (SUCH DATE AND TIME, AS IT MAY BE EXTENDED, THE “EXPI
October 16, 2014	EX-99.6	CHC GROUP LTD. NON-TRANSFERABLE SUBSCRIPTION RIGHTS TO PURCHASE PREFERRED SHARES OFFERED TO SHAREHOLDERS OF CHC GROUP LTD. EXHIBIT 99.6 CHC GROUP LTD. NON-TRANSFERABLE SUBSCRIPTION RIGHTS TO PURCHASE PREFERRED SHARES OFFERED TO SHAREHOLDERS OF CHC GROUP LTD. , 2014 To Security Dealers, Commercial Banks, Trust Companies and Other Nominees: This letter is being distributed to securities dealers, commercial banks, trust companies and other nominees in connection with the rights offering (the “Rights Offering”) by CHC Gro
October 16, 2014	EX-99.9	NOTICE OF IMPORTANT TAX INFORMATION EXHIBIT 99.9 NOTICE OF IMPORTANT TAX INFORMATION The tax information is provided in connection with the registration statement, as amended, and the final prospectus of CHC Group Ltd., a Cayman Islands exempted company (the “Company”), dated , 2014 (the “Rights Offering Prospectus”). Under the United States federal income tax laws, dividend payments that may be made by the Company on preferred shar
October 16, 2014	EX-99.8	BENEFICIAL OWNER ELECTION FORM EX-99.8 11 a998formofbeneficialelecti.htm FORM OF BENEFICIAL ELECTION FORM EXHIBIT 99.8 BENEFICIAL OWNER ELECTION FORM The undersigned acknowledge(s) receipt of your letter and the enclosed materials relating to the grant of non-transferable subscription rights to purchase convertible preferred shares, $0.0001 par value per share (“Preferred Shares”), of CHC Group Ltd., a Cayman Islands exempted c
October 16, 2014	EX-99.4	CHC GROUP LTD. NON-TRANSFERRABLE SUBSCRIPTION RIGHTS TO PURCHASE PREFERRED SHARES OFFERED TO SHAREHOLDERS OF CHC GROUP LTD. EXHIBIT 99.4 CHC GROUP LTD. NON-TRANSFERRABLE SUBSCRIPTION RIGHTS TO PURCHASE PREFERRED SHARES OFFERED TO SHAREHOLDERS OF CHC GROUP LTD. , 2014 To Our Clients: Enclosed for your consideration are a prospectus, dated , 2014 (the “Prospectus”), and the “Beneficial Owner Election Form” relating to the rights offering (the “Rights Offering”) by CHC Group Ltd., a Cayman Islands exempted company (the “C
October 16, 2014	S-1/A	HELI / CHC Group Ltd. S-1/A - - S-1 Table of Contents As filed with the Securities and Exchange Commission on October 16, 2014 Registration No.
October 16, 2014	EX-99.2	CHC GROUP LTD. NOMINEE HOLDER CERTIFICATION EXHIBIT 99.2 CHC GROUP LTD. NOMINEE HOLDER CERTIFICATION The undersigned, a broker, custodian bank, trustee, depositary or other nominee holder of rights (the “Rights”) to purchase convertible preferred shares, par value $0.0001 per share (the “Preferred Shares”) of CHC Group Ltd., a Cayman Islands exempted company (the “Company”), pursuant to the rights offering (the “Rights Offering”) described
October 14, 2014	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 13, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of Registrant as specified in its charter) Cayman Islands 98-0587405 (State or Other Jurisdiction of Inco
October 10, 2014	DEF 14A	HELI / CHC Group Ltd. DEF 14A - - DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State
October 7, 2014	EX-99.1	October 3, 2014 CHC Group Ltd. 4740 Agar Drive, Richmond, BC V7B 1A3 Canada T 604.276.7500 F 604.232.8359 www.chc.ca Dear CHC Group Ltd. Shareholder, According to the information available to us, you are a holder of CHC Group Ltd. ordinary shares, ei Exhibit 99.1 October 3, 2014 CHC Group Ltd. 4740 Agar Drive, Richmond, BC V7B 1A3 Canada T 604.276.7500 F 604.232.8359 www.chc.ca Dear CHC Group Ltd. Shareholder, According to the information available to us, you are a holder of CHC Group Ltd. ordinary shares, either as a beneficial owner or as a registered holder. We have filed a registration statement on Form S-1 with the Securities and Exchange
October 7, 2014	8-K	Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 3, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of Registrant as specified in its charter) Cayman Islands 98-0587405 (State or Other Jurisdiction of Incor
September 22, 2014	EX-10.22	CHC GROUP LTD. INDEMNIFICATION AGREEMENT CHC GROUP LTD. INDEMNIFICATION AGREEMENT THIS AGREEMENT is entered into, effective as of , 20 by and between CHC GROUP LTD. an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”), and (“Indemnitee”). WHEREAS, it is essential to the Company to retain and attract as directors and officers the most capable persons available; WHEREAS, Indemnitee is
September 22, 2014	EX-21.1	SUBSIDIARIES OF CHC GROUP LTD. EX-21.1 5 exhibit211-subsidiaries.htm EX-21.1 EXHIBIT 21.1 SUBSIDIARIES OF CHC GROUP LTD. The following table sets forth the name and state or other jurisdiction of incorporation of CHC Group Ltd.’s subsidiaries. Except as otherwise indicated, each subsidiary is wholly owned, directly or indirectly, by CHC Group Ltd. and does business under its corporate name. 38286 Bermuda Ltd. Bermuda Aviation P
September 22, 2014	EX-12.1	Ratio of Earnings to Fixed Charges (Dollars in thousands) EXHIBIT 12.1 CHC Group Ltd. Ratio of Earnings to Fixed Charges (Dollars in thousands) For the year ended April 30, For the three months ended July 31, 2010 2011 2012 2013 2014 2014 Fixed Charges: Interest, including amortization of deferred financing charges, discounts and other charges $ 84,969 $ 153,389 $ 132,871 $ 150,151 $ 187,250 $ 49,529 Interest portion of rental payments 70,483 77,273 81,0
September 22, 2014	S-1	HELI / CHC Group Ltd. S-1 - Registration Statement - S-1 Table of Contents As filed with the Securities and Exchange Commission on September 22, 2014 Registration No.
September 22, 2014	EX-10.24	CHC GROUP LTD. 2013 OMNIBUS INCENTIVE PLAN RESTRICTED SHARE UNIT AGREEMENT (Non-Employee Director Grant) CHC GROUP LTD. 2013 OMNIBUS INCENTIVE PLAN RESTRICTED SHARE UNIT AGREEMENT (Non-Employee Director Grant) THIS AGREEMENT (the “Agreement”), is made effective as of the date set forth on the signature page (the “Signature Page”) attached hereto (the “Date of Grant”), between CHC Group Ltd., an exempted company with limited liability under the laws of the Cayman Islands with registered number 213521
September 16, 2014	PRE 14A	HELI / CHC Group Ltd. PRE 14A - - PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State
September 15, 2014	10-K/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K/A ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED APRIL 30, 2014 ¨ TRANSITION REPORT PURSUANT TO SECTION UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K/A ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED APRIL 30, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36261 CHC Group Ltd.
September 12, 2014	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of Registrant as specified in its charter) Cayman Islands 98-0587405 (State or Other Jurisdiction of In
September 10, 2014	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 July 31, 2014 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36261 C
September 9, 2014	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 9, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of inc
September 9, 2014	EX-99.1	GO FURTHER. DO MORE. COME HOME SAFELY. R: 0 G: 32 B: 96 R: 255 G: 0 B: 0 R: 0 G: 112 B: 192 R: 192 G: 0 B: 0 R: 89 G: 89 B: 89 R: 16 G: 37 B: 63 R: 196 G: 189 B: 151 R: 146 G: 208 B: 80 R: 79 G: 129 B: 189 Page 1 GO FURTHER. DO MO E. OME HOME SAFELY. q1fy15presentation9814 GO FURTHER. DO MORE. COME HOME SAFELY. R: 0 G: 32 B: 96 R: 255 G: 0 B: 0 R: 0 G: 112 B: 192 R: 192 G: 0 B: 0 R: 89 G: 89 B: 89 R: 16 G: 37 B: 63 R: 196 G: 189 B: 151 R: 146 G: 208 B: 80 R: 79 G: 129 B: 189 Page 1 GO FURTHER. DO MO E. OME HOME SAFELY. CHC Helicopter is the operating company of CHC Group Ltd. (NYSE: HELI) CHC Helicopter Fiscal 2015 First Quarter September 9, 2
September 8, 2014	EX-99.1	(Periods ended July 31; US$ in millions, except margin, shares, EPS data) Quarter FY14 FY15 % Change As reported: Revenue $ 415 $ 461 11 % Operating revenue2 373 421 13 % Operating income 16 8 (50) % Net earnings (loss) (36 ) (34 ) 4 % Controlling in CHC GROUP REPORTS FISCAL-2015 FIRST-QUARTER FINANCIAL RESULTS • Company Posts 11-Percent Revenue Growth; Adjusted EBITDAR Up 1 Percent Sept.
September 8, 2014	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a8kfy15q1earningsrelease.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 8, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587
September 3, 2014	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 2, 2014 Commission File Number: 001-36261 CHC Group Ltd. (Exact name of registrant as specified in its charter) Cayman Islands 98-0587405 (State or other jurisdiction of inc
September 3, 2014	EX-99.1	##### CHC Group Update on Investor Events (Sep 2, 2014) • Q1 Release After Close of Trading Sept.

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