By Rebecca Melvin
New York, Dec. 9 - Energy XXI (Bermuda) Ltd. priced an upsized $100 million of convertible perpetual preferred stock at par of $100 per share with a dividend of 7.25% and an initial conversion premium of 20%, according to a term sheet.
There is a $10 million over-allotment option.
The convertibles priced at the rich end of talk, which was for a 7.25% to 7.75% dividend and a 15% to 20% initial conversion premium.
Energy XXI also priced 90 million shares of common stock at $1.90 a share. The stock offering has an over-allotment option of 13.5 million additional shares.
UBS Investment Bank and Credit Suisse Securities (USA) LLC were joint bookrunners for the offerings. Co-managers included Capital One Southcoast, Dahlman Rose & Co. and CRT Capital Group LLC, among others.
Proceeds from both offerings are to be used to fund Energy XXI's previously announced MitEnergy acquisition.
The convertibles are non-callable until Dec. 15, 2014 and then provisionally callable if the daily VWAP of the common stock is 150% of the conversion price for at least 20 out of 30 consecutive trading days.
The dividend can be paid in cash or stock.
Energy XXI is a Hamilton, Bermuda-based oil and natural gas exploration and production company, with properties in the U.S. Gulf of Mexico.
| Issuer: | Energy XXI (Bermuda) Ltd.
|
| Issue: | Convertible perpetual preferred stock
|
| Amount: | $100 million, upsized from $75 million
|
| Greenshoe: | $10 million
|
| Concurrent offering: | 90 million shares of common stock at $1.90 per share
|
| Maturity: | Perpetual
|
| Bookrunners: | UBS Investment Bank, Credit Suisse Securities
|
| Co-managers: | Capital One Southcoast, Dahlman Rose & Co., CRT Capital Group LLC, among others
|
| Dividend: | 7.25%
|
| Price: | Par, $100
|
| Yield: | 7.25%
|
| Conversion premium: | 20%
|
| Conversion price: | $2.28
|
| Conversion ratio: | 43.8596
|
| Call protection: | Non-callable until Dec. 15, 2014, and then provisionally callable if the daily VWAP is 150% for 20 out of 30 days
|
| Price talk: | 7.25%-7.75%, up 15%-20%
|
| Takeover protection: | Yes
|
| Dividend protection: | Yes
|
| Pricing date: | Dec. 8
|
| Settlement date: | Dec. 14
|
| Distribution: | Registered
|
| Stock symbol: | Nasdaq: EXXI
|
| Stock reference price: | $1.90
|
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