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2016 Annual Report.Pdf 2016 P.O. Box 90808 / 2001 SE Evangeline Thruway Lafayette, LA 70508 USA Phone: 337-235-2452 Fax: 337-235-1357 www.phihelico.com A The continued pressure of low oil prices impacted our activity levels in our Oil & Gas operations in PHI, INC. 2016, which created a marked decrease in revenue and flight volume. The selective approach to Board of Directors: increasing our International operations in Oil & Gas has FLEET ADDITIONS Al A. Gonsoulin provided opportunities in the Middle East, West Africa, Chairman of the Board Trinidad, Canada and Australia for medium/heavy aircraft to Lance F. Bospflug contribute to future revenue and earnings. Director C. Russell Luigs Our Air Medical segment was impacted due to the completion Director of an important contract in the Middle East. However, we see OIL & GAS H-145 Richard H. Matzke additional organic growth in the United States and Director International for 2017. We continue to add aircraft to our fleet Thomas H. Murphy on a selective basis in Air Medical to meet contract Director requirements or future growth programs. Officers: Our Tech Services segment continues to grow with the Al A. Gonsoulin Chairman of the Board development of products and services aligned to our and Chief Executive Officer customer’s needs in various business sectors. There are certain aspects related to this division that could provide Lance F. Bospflug AIR MEDICAL BELL 407 President and Chief Operating Officer another long-term growth platform. Trudy McConnaughhay OIL & GAS Chief Financial Officer Safety is always at the forefront of everything we do at PHI, and Corporate Secretary DIVISION directing our efforts to make it imbedded in our culture. We James Hinch continue to instill in our everyday thinking and processes that Chief Administrative Officer there is no alternative to conducting safe operations and to performing everyday tasks with that objective, in all sectors David F. Stepanek Chief Commercial Officer of our business groups. The “Destination Zero” program is a living part of every action at PHI with emphasis being placed AIR Transfer Agent on a one day at a time format which has resulted in extensive American Stock Transfer & Trust Company MEDICAL AIR MEDICAL AS350 B3E safety gains. New York, New York Form 10-K DIVISION We appreciate the confidence our customers place in our Additional copies of the Company’s 2016 Annual Report service due to the level of safety and professionalism in our and Securities and Exchange Commission Form 10-K will flight operations. This confidence is built every day by the be provided without charge to shareholders upon written request to Trudy McConnaughhay, Chief Financial Officer efforts of all the employees and management. We firmly and Corporate Secretary, PHI, Inc., Post Office Box 90808, believe that PHI is well positioned strategically to deliver the Lafayette, Louisiana 70509. The report is also available TECH benefits our shareholders expect and our customers deserve on the Company’s web site at www.phihelico.com. SERVICES for the long term. Forward-Looking Statements: DIVISION AIR MEDICAL EC135 This report contains certain forward-looking statements that Al onsoulin are subject to uncertainties that could cause our actual Chairman / CEO results to differ materially. A description of these uncertainties is contained in our 2016 Annual Report on Form 10-K. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 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 _______________ Commission file number 0-9827 PHI, INC. (Exact name of registrant as specified in its charter) Louisiana 72-0395707 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 2001 SE Evangeline Thruway Lafayette, Louisiana 70508 (Address of principal office) (Zip Code) Registrant’s telephone number including area code: (337) 235-2452 Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Name of Each Exchange on Which Registered Voting Common Stock The NASDAQ Stock Market (Global Select) Non-Voting Common Stock The NASDAQ Stock Market (Global Select) Securities registered pursuant to Section 12(g) of the Act: NONE Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes: No: Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes: No: Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes: No: Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes: No: Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, non-accelerated filer, or smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. Large accelerated filer: Accelerated filer: Non-accelerated filer: Smaller reporting company: Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes: No: The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant as of June 30, 2016 was $276,770,235 based upon the last sales prices of the voting and non-voting common stock on June 30, 2016, as reported on the NASDAQ Global Market. The number of shares outstanding of each of the registrant’s classes of common stock, as of February 22, 2017 was: Voting Common Stock…………………………. 2,905,757 shares. Non-Voting Common Stock………………….12,779,646 shares. Documents Incorporated by Reference Portions of the registrant’s definitive Information Statement to be furnished in connection with the 2017 Annual Meeting of Shareholders are incorporated by reference into Part III of this Form 10-K. ================================================================================================ PHI, INC. INDEX – FORM 10-K PART I Item 1. Business ........................................................................................................................................... 1 Item 1A. Risk Factors ..................................................................................................................................... 6 Item 1B. Unresolved Staff Comments .......................................................................................................... 25 Item 2. Properties ....................................................................................................................................... 26 Item 3. Legal Proceedings.......................................................................................................................... 28 Item 4. Mine Safety Disclosures ................................................................................................................ 28 PART II Item 5. Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities .................................................... 29 Item 6. Selected Financial Data ................................................................................................................. 31 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations .............................................................................................................. 31 Item 7A. Quantitative and Qualitative Disclosures about Market Risk ........................................................ 47 Item 8. Financial Statements and Supplementary Data .............................................................................. 48 PHI, Inc. and Consolidated Subsidiaries: Report of Independent Registered Public Accounting Firm ............................................... 48 Consolidated Balance Sheets - Years ended December 31, 2016 and 2015 ................................................................. 49 Consolidated Statements of Operations - Years ended December 31, 2016, 2015 and 2014 ....................................................... 50 Consolidated Statements of Comprehensive Income - Years ended December 31, 2016, 2015 and 2014 ....................................................... 51 Consolidated Statements of Shareholders’ Equity - Years ended December 31, 2016, 2015 and 2014 ......................................................
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