Attached files
| file | filename |
|---|---|
| EX-99.8 - Energy XXI Ltd | v204198_ex99-8.htm |
| EX-99.1 - Energy XXI Ltd | v204198_ex99-1.htm |
| EX-99.4 - Energy XXI Ltd | v204198_ex99-4.htm |
| EX-99.2 - Energy XXI Ltd | v204198_ex99-2.htm |
| EX-99.3 - Energy XXI Ltd | v204198_ex99-3.htm |
| EX-99.5 - Energy XXI Ltd | v204198_ex99-5.htm |
| EX-99.6 - Energy XXI Ltd | v204198_ex99-6.htm |
| EX-99.9 - Energy XXI Ltd | v204198_ex99-9.htm |
| EX-99.7 - Energy XXI Ltd | v204198_ex99-7.htm |
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 30, 2010
Energy
XXI (Bermuda) Limited
(Exact
name of registrant as specified in its charter)
|
BERMUDA
|
001-33628
|
98-0499286
|
||
|
(State
or other jurisdiction of
incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
Canon’s
Court, 22 Victoria Street, P.O. Box HM
1179,
Hamilton HM EX, Bermuda
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code (441) 295-2244
(Former
name or former address, if changed since last report.)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
7.01 – Regulation FD Disclosure.
The
following information is furnished pursuant to Item 7.01, “Regulation FD
Disclosure.”
Furnished
as Exhibit 99.1 and incorporated herein by reference herein in its entirety is a
copy of a press release issued on November 30, 2010 by Energy XXI Gulf Coast,
Inc. (the “Company”), the operating subsidiary of Energy XXI (Bermuda) Limited
(“Energy XXI”), announcing that it intends, subject to market and other
conditions, to privately offer $700 million principal amount of senior notes due
2017 (the “Notes”).
A copy of
certain information contained in the preliminary offering memorandum dated
November 30, 2010 relating to the proposed private offering of the Notes under
the captions “Offering Memorandum Summary—Our Company,” “Offering Memorandum
Summary—Exxon Acquisition,” “Offering Memorandum Summary—Recent Developments,”
“Offering Memorandum Summary—Our Summary Historical Consolidated Financial
Data,” “Offering Memorandum Summary—Exxon Properties Unaudited Summary
Historical Consolidated Financial Data,” “Offering Memorandum Summary—Exxon
Properties Summary Reserve and Historical Operating Data,” “Risk Factors” and
“Our Properties” is attached as Exhibits 99.2, 99.3, 99.4, 99.5, 99.6, 99.7,
99.8 and 99.9, respectively, to this report and is incorporated herein by
reference.
Energy
XXI is furnishing the information contained in this report, including the
exhibits hereto, pursuant to Regulation FD as promulgated by the Securities and
Exchange Commission (“SEC”) under the Securities Act of 1933, as amended (the
“Securities Act”). This information shall not be deemed to be “filed” for the
purposes of Section 18 of the Securities Exchange Act of 1934 (“Exchange Act”)
or otherwise subject to the liabilities of that section, unless Energy XXI
specifically incorporates it by reference in a document filed under the Exchange
Act or the Securities Act. By filing this report on Form 8-K and
furnishing this information, Energy XXI makes no admission as to the materiality
of any information in this report, including any exhibits hereto, or that any
such information includes material investor information that is not otherwise
publicly available.
The
information contained in this report, including the information contained in the
exhibits hereto, is intended to be considered in the context of Energy XXI’s SEC
filings and other public announcements that Energy XXI or the Company may make,
by press release or otherwise, from time to time. Energy XXI disclaims any
current intention to revise or update the information contained in this report,
including the information furnished in the exhibits hereto, although Energy XXI
may do so from time to time as our management believes is warranted. Any such
updating may be made through the furnishing or filing of other reports or
documents with the SEC, through press releases or through other public
disclosure.
The
information contained in this report and any exhibit hereto is neither an offer
to sell nor the solicitation of an offer to buy any of the Notes. The
Notes that the Company intends to offer will not be registered under the
Securities Act, or applicable state securities laws and may not be offered or
sold absent registration or an applicable exemption from the registration
requirements of the Securities Act.
Item
9.01 – Financial Statements and Exhibits.
|
(d)
|
Exhibits.
|
|
Exhibit No.
|
Description
|
|
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99.1*
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Press
release dated November 30, 2010.
|
|
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99.2*
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Information
contained under the caption “Offering Memorandum Summary—Our Company” in
the preliminary offering memorandum.
|
|
|
99.3*
|
Information
contained under the caption “Offering Memorandum Summary—Exxon
Acquisition” in the preliminary offering memorandum.
|
|
|
99.4*
|
Information
contained under the caption “Offering Memorandum Summary—Recent
Developments” in the preliminary offering memorandum.
|
|
|
99.5*
|
Information
contained under the caption “Offering Memorandum Summary—Our Summary
Historical Consolidated Financial Data” in the preliminary offering
memorandum.
|
|
|
99.6*
|
Information
contained under the caption “Offering Memorandum Summary—Exxon Properties
Unaudited Summary Historical Consolidated Financial Data” in the
preliminary offering memorandum.
|
|
|
99.7*
|
Information
contained under the caption “Offering Memorandum Summary—Exxon Properties
Summary Reserve and Historical Operating Data” in the preliminary offering
memorandum.
|
|
|
99.8*
|
Information
contained under the caption “Risk Factors” in the preliminary offering
memorandum.
|
|
|
99.9*
|
Information
contained under the caption “Our Properties” in the preliminary offering
memorandum.
|
*
Furnished pursuant to Regulation FD
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
|
Energy
XXI (Bermuda) Limited
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|||
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Date:
November 30, 2010
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By:
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/s/
David West Griffin
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David
West Griffin
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|||
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Chief
Financial Officer
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|||
EXHIBIT
INDEX
|
Exhibit No.
|
Description
|
|
|
99.1*
|
Press
release dated November 30, 2010.
|
|
|
99.2*
|
Information
contained under the caption “Offering Memorandum Summary—Our Company” in
the preliminary offering memorandum.
|
|
|
99.3*
|
Information
contained under the caption “Offering Memorandum Summary—Exxon
Acquisition” in the preliminary offering memorandum.
|
|
|
99.4*
|
Information
contained under the caption “Offering Memorandum Summary—Recent
Developments” in the preliminary offering memorandum.
|
|
|
99.5*
|
Information
contained under the caption “Offering Memorandum Summary—Our Summary
Historical Consolidated Financial Data” in the preliminary offering
memorandum.
|
|
|
99.6*
|
Information
contained under the caption “Offering Memorandum Summary—Exxon Properties
Unaudited Summary Historical Consolidated Financial Data” in the
preliminary offering memorandum.
|
|
|
99.7*
|
Information
contained under the caption “Offering Memorandum Summary—Exxon Properties
Summary Reserve and Historical Operating Data” in the preliminary offering
memorandum.
|
|
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99.8*
|
Information
contained under the caption “Risk Factors” in the preliminary offering
memorandum.
|
|
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99.9*
|
Information
contained under the caption “Our Properties” in the preliminary offering
memorandum.
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*
Furnished pursuant to Regulation FD