0001193125-20-014358 Sample Contracts

AGREEMENT AND PLAN OF MERGER by and among ERA GROUP INC., RUBY REDUX MERGER SUB, INC. and BRISTOW GROUP INC. Dated as of January 23, 2020

Agreement and Plan of Merger • January 24th, 2020 • Era Group Inc. • Air transportation, nonscheduled • Delaware

• Contract Type
  Agreement and Plan of Merger
• Filed
  January 24th, 2020
• Company
  Era Group Inc.
• Industry
  Air transportation, nonscheduled
• Jurisdiction
  Delaware

THIS AGREEMENT AND PLAN OF MERGER, dated as of January 23, 2020 (this “Agreement”), by and among Era Group Inc., a Delaware corporation (“Parent”), Ruby Redux Merger Sub, Inc., a Delaware corporation and a direct wholly owned Subsidiary of Parent (“Merger Sub”), and Bristow Group Inc., a Delaware corporation (the “Company”).

VOTING AGREEMENT

Voting Agreement • January 24th, 2020 • Era Group Inc. • Air transportation, nonscheduled • Delaware

• Contract Type
  Voting Agreement
• Filed
  January 24th, 2020
• Company
  Era Group Inc.
• Industry
  Air transportation, nonscheduled
• Jurisdiction
  Delaware

This VOTING AGREEMENT (this “Agreement”) is entered into as of January 23, 2020, by and among Bristow Group Inc., a Delaware corporation (the “Company”), Era Group Inc., a Delaware corporation (“Parent”), and South Dakota Retirement System (“SDIC”) on its own behalf and on behalf of certain funds and accounts managed by SDIC and/or subsidiaries or Affiliates thereof (collectively, the “Stockholder”).