Attached files
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EX-99.1 - Energy XXI Ltd | v205940_ex99-1.htm |
EX-99.2 - Energy XXI Ltd | v205940_ex99-2.htm |
EX-23.1 - Energy XXI Ltd | v205940_ex23-1.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): December 22,
2010 (December , 17, 2010)
Energy
XXI (Bermuda) Limited
(Exact name of registrant as
specified in its charter)
Bermuda
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001-33628
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98-0499286
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(State
or other jurisdiction of
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(Commission
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(IRS
Employer
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incorporation)
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File
Number)
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Identification
No.)
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Canon’s
Court, 22 Victoria Street, P.O. Box HM
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1179,
Hamilton HM EX, Bermuda
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(Address
of principal
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executive
offices) (Zip Code)
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Registrant’s
telephone number, including area code: (441) 295-2244
(Former
name or former address, if changed since last report): Not
applicable
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 (see General Instruction A.2. below):
¨ Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
2.01 Completion of Acquisition or Disposition of Assets
On
November 22, 2010, the Company filed a Current Report on Form 8-K announcing
that its indirect wholly owned subsidiary, Energy XXI GOM, LLC, had entered into
a Purchase and Sale Agreement, dated November 19, 2010, with Exxon Mobil
Corporation, Mobil Oil Exploration & Producing Southeast Inc., ExxonMobil
Pipeline Company and Mobil Eugene Island Pipeline Company (the “PSA”) to
purchase certain shallow-water Gulf of Mexico shelf oil and natural gas
interests (the “Exxon Properties”) for $1.012 billion in cash,
subject to adjustment. The Exxon Properties add approximately 20,000 net barrels
of oil equivalent (BOE) per day of production, about 53 percent of which is oil,
and an estimated 66 million BOE of net proved and probable reserves, 61 percent
of which is oil. Offshore leases included in the purchase total 130,853 net
acres. The summary description of the transaction is qualified by reference to
the PSA, which is filed as Exhibit 2.1 to the Current Report on Form 8-K dated
November 22, 2010.
The
closing of the transaction contemplated in the PSA was completed on December 17,
2010 for a purchase price of $1.012 billion. Pursuant to Item 9.01 of Form 8-K,
the Company hereby provides the statements of revenues and direct operating
expenses for the Exxon Properties and the pro forma financial information of the
Company reflecting the acquisition of the Exxon Properties for the periods
indicated in Item 9.01 below.
Item
9.01 Financial Statements and Other Exhibits
(a)
Financial statements of businesses acquired.
The
audited statements of revenues and direct operating expenses for the oil and gas
properties purchased by Energy XXI GOM, LLC, an indirect wholly owned subsidiary
of the Company, from Exxon Mobil Corporation and certain of its
affiliates (“ExxonMobil”) for each of the fiscal twelve month periods
in the three-year period ended June 30, 2010 and the unaudited statements of
revenues and direct operating expenses for the oil and gas properties purchased
from ExxonMobil for the three-month periods ended September 30, 2009 and
September 30, 2010 are included as Exhibit 99.1.
(b)
Pro forma financial information.
The
unaudited pro forma consolidated balance sheet of the Company as of September
30, 2010, the unaudited pro forma consolidated statements of operations of the
Company for the year ended June 30, 2010 and the three-month period ended
September 30, 2010 and the pro forma reserve information for the year ended June
30, 2010 are included as Exhibit 99.2.
(d)
Exhibits.
Exhibit No.
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Description
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23.1
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Consent
of UHY LLP.
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99.1
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Audited
statements of revenues and direct operating expenses for the oil and gas
properties purchased by Energy XXI GOM, LLC, an indirect wholly owned
subsidiary of the Company, from ExxonMobil for each of the fiscal twelve
month periods in the three-year period ended June 30, 2010 and unaudited
statements of revenues and direct operating expenses for the oil and gas
properties purchased from ExxonMobil for the three-month periods ended
September 30, 2009 and September 30, 2010.
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99.2
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Unaudited
pro forma consolidated statements of operations of the Company for the
year ended June 30, 2010 and the three-month period ended September 30,
2010,
unaudited pro forma consolidated balance sheet of the Company as of
September 30, 2010 and pro forma reserve information for the year
ended June 30,
2010.
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1
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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(Registrant)
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Date:
December 22, 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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Chief
Financial
Officer
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2
EXHIBIT INDEX
Exhibit No.
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Description
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23.1
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Consent
of UHY LLP.
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99.1
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Audited
statements of revenues and direct operating expenses for the oil and gas
properties purchased by Energy XXI GOM, LLC, an indirect wholly owned
subsidiary of the Company, from ExxonMobil for each of the fiscal twelve
month periods in the three-year period ended June 30, 2010 and unaudited
statements of revenues and direct operating expenses for the oil and gas
properties purchased from ExxonMobil for the three-month periods ended
September 30, 2009 and September 30, 2010.
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99.2
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Unaudited
pro forma consolidated statements of operations of the Company for the
year ended June 30, 2010 and the three-month period ended September 30,
2010,
unaudited pro forma consolidated balance sheet of the Company as of
September 30, 2010 and pro forma reserve information for the year
ended June 30,
2010.
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