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Ownership Summary Table
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Senvest Management | 0 | 1,858,206 | 0 | 1,858,206 | 1,858,206 | 5.28% |
| Richard Mashaal | 0 | 1,858,206 | 0 | 1,858,206 | 1,858,206 | 5.28% |
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Page 1 of 8 – SEC Filing
| SECURITIES AND EXCHANGE COMMISSION | |
| Washington, D.C. 20549 | |
| | |
| SCHEDULE 13G | |
| Under the Securities Exchange Act of 1934 | |
| (Amendment No. )* | |
| Bristow Group | |
| (Name of Issuer) | |
| Common Stock, | |
| (Title of Class of Securities) | |
| 110394103 | |
| (CUSIP Number) | |
| May 30, 2017 | |
| (Date of Event Which Requires Filing of this Statement) | |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: | |
| ¨ | Rule 13d-1(b) |
| ý | Rule 13d-1(c) |
| ¨ | Rule 13d-1(d) |
| (Page 1 of 8 Pages) | |
______________________________
*The remainder of
this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information
required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities
Exchange Act of 1934 (“Act“) or otherwise subject to the liabilities of that section of the Act but shall be subject
to all other provisions of the Act (however, see the Notes).
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Page 2 of 8 – SEC Filing
| 1 | NAME OF REPORTING PERSON Senvest Management, LLC | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0 | ||
| 6 | SHARED VOTING POWER 1,858,206 | |||
| 7 | SOLE DISPOSITIVE POWER 0 | |||
| 8 | SHARED DISPOSITIVE POWER 1,858,206 | |||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,858,206 | |||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ¨ | ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.28% | |||
| 12 | TYPE OF REPORTING PERSON OO, IA | |||
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| 1 | NAME OF REPORTING PERSON Richard Mashaal | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Canada | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0 | ||
| 6 | SHARED VOTING POWER 1,858,206 | |||
| 7 | SOLE DISPOSITIVE POWER 0 | |||
| 8 | SHARED DISPOSITIVE POWER 1,858,206 | |||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,858,206 | |||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ¨ | ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.28% | |||
| 12 | TYPE OF REPORTING PERSON IN, HC | |||
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Page 4 of 8 – SEC Filing
| Item 1(a). | Name of Issuer. |
| Bristow Group Inc. (the “Issuer“) |
| Item 1(b). | Address of Issuer’s Principal Executive Offices. |
| 2103 City West Boulevard, 4th Floor Houston, Texas 77042 |
| Item 2(a). | Name of Person Filing. |
| This statement is filed by The reported securities are held in the account Senvest Management, LLC serves as investment Senvest Management, LLC may be deemed to beneficially |
| Item 2(b). | Address of Principal Business Office. |
| Senvest Management, LLC 540 Madison Avenue, 32nd Floor New York, New York 10022 Richard Mashaal c/o Senvest Management, LLC 540 Madison Avenue, 32nd Floor New York, New York 10022 |
| Item 2(c). | Place of Organization. |
| Senvest Management, LLC – Delaware Richard Mashaal – Canada |
| Item 2(d). | Title of Class of Securities. |
| Common Stock, $0.01 par value |
| Item 2(e). | CUSIP Number. |
| 110394103 | |
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Page 5 of 8 – SEC Filing
| Item 3. | If this Statement is Filed Pursuant to §§ 240.13d-1(b) or 240.13d-2(b), or (c), check whether the Person Filing is a: | |||
| (a) | ¨ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); | ||
| (b) | ¨ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | ||
| (c) | ¨ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | ||
| (d) | ¨ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | ||
| (e) | ¨ | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); | ||
| (f) | ¨ | An employee benefit plan or endowment fund in | ||
| (g) | ¨ | A parent holding company or control person in | ||
| (h) | ¨ | A savings association as defined in Section 3(b) | ||
| (i) | ¨ | A church plan that is excluded from the definition of an investment | ||
| (j) | ¨ | A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); | ||
| (k) | ¨ | Group, in accordance with §240.13d-1(b)(1)(ii)(K). | ||
| If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), specify the type of institution:____________________________ | ||||
| Item 4. | Ownership. |
| The information required by Items 4(a) – (c) is set forth in Rows (5) – (11) of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The percentages set forth in this Schedule 13G are calculated based upon an aggregate of 35,217,652 shares of Common Stock outstanding as of May 19, 2017 as reported in the Issuer’s Annual Report on Form 10-K for the fiscal year ended March 31, 2017 filed on May 23, 2017. | |
| Item 5. | Ownership of Five Percent or Less of a Class. |
| Not applicable. | |
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Page 6 of 8 – SEC Filing
| Item 6. | Ownership of More Than Five Percent on Behalf of Another Person. |
| The Investment Vehicle has the right to receive and the power to direct the receipt of dividends from, and the proceeds from the sale of, more than 5% of the Common Stock. | |
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
| Not applicable. | |
| Item 8. | Identification and Classification of Members of the Group. |
| Not applicable. | |
| Item 9. | Notice of Dissolution of Group. |
| Not applicable. | |
| Item 10. | Certification. |
| By signing below each Reporting Person certifies that, to the best of his or its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. | |
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Page 7 of 8 – SEC Filing
SIGNATURE
After reasonable inquiry and to the best of
my knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and
correct.
| Date: June 5, 2017 | |
| SENVEST MANAGEMENT, LLC | |
| By: /s/ Bobby Trahanas | |
| Name: Bobby Trahanas | |
| Title: Chief Compliance Officer | |
| /s/ Richard Mashaal | |
| RICHARD MASHAAL |
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Page 8 of 8 – SEC Filing
Exhibit A
JOINT FILING AGREEMENT
The undersigned
acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent
amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing
additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments,
and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible
for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason
to believe that such information is inaccurate.
| Date: June 5, 2017 | |
| SENVEST MANAGEMENT, LLC | |
| By: /s/ Bobby Trahanas | |
| Name: Bobby Trahanas | |
| Title: Chief Compliance Officer | |
| /s/ Richard Mashaal | |
| RICHARD MASHAAL |
