29 Oct 2018listing compliance notice▼ BadMajor
Energy XXI Gulf Coast, Inc. deregistered its securities, ending its obligation to file reports with the SEC.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
24 Oct 2018securities registration● Neutral
Energy XXI Gulf Coast, Inc. amended an already-effective registration statement.
18 Oct 2018director interest notice● Neutral
Energy XXI Gulf Coast, Inc. director Charles W Wampler exercised stock options for 42,048 shares and disposed of 84,096 shares.
18 Oct 2018listing compliance notice● NeutralMajor
Energy XXI Gulf Coast, Inc.'s exchange filed to remove a class of its securities from listing.
18 Oct 2018director interest notice● Neutral
Energy XXI Gulf Coast, Inc. director Gary C Hanna exercised stock options for 152,759 shares and disposed of 305,518 shares.
18 Oct 2018business combination● NeutralMajor
The Cox merger closed on October 18, 2018: EGC is now an indirect wholly owned subsidiary of MLCJR LLC (Cox), and each share was converted into $9.10 in cash, the price set in the June 2018 agreement. NASDAQ was told to suspend and remove the stock, with trading suspended after the close on October 18. Stock options (exercise prices above $9.10) and warrants (which would have required paying a $43.66 per share exercise price to receive $9.10) were cancelled for no payment, while RSUs were paid out at $9.10 per share. All directors and the listed officers (Brooks, Thom Cepak, Heck, Woung-Chapman) resigned, and Merger Sub's directors and officers took over. This completes the deal approved by stockholders on September 6, 2018.
18 Oct 2018director interest notice● Neutral
Energy XXI Gulf Coast, Inc. Chief Financial Officer Tiffany J Thom exercised stock options for 194,300 shares and disposed of 397,600 shares.
18 Oct 2018director interest notice● Neutral
Energy XXI Gulf Coast, Inc. Senior VP and General Counsel Marguerite Woung-chapman exercised stock options for 93,264 shares and disposed of 186,528 shares.
18 Oct 2018director interest notice● Neutral
Energy XXI Gulf Coast, Inc. director Stanford Springel exercised stock options for 28,911 shares and disposed of 57,822 shares.
18 Oct 2018director interest notice● Neutral
Energy XXI Gulf Coast, Inc. director Michael S Bahorich exercised stock options for 42,048 shares and disposed of 84,096 shares.
18 Oct 2018director interest notice● Neutral
Energy XXI Gulf Coast, Inc. director Gabriel L Ellisor exercised stock options for 70,660 shares and disposed of 141,320 shares.
10 Sept 2018business combination▲ GoodMajor
Stockholders approved the Cox merger at the September 6, 2018 special meeting, with 23,085,021 shares in favor, about 69.1% of outstanding shares. EGC and Cox then amended the merger agreement to set the closing date at October 10, 2018, and Cox can no longer refuse to close because of material adverse events occurring on or after September 10, 2018. This resolves the shareholder vote, but the deal has not yet closed; the $9.10 per share cash price (about $322 million total) is unchanged.
21 Aug 2018business combination▼ Bad
Orinoco Natural Resources sued EGC in Delaware, alleging EGC breached a non-binding term sheet (announced May 10, 2018) and a related confidentiality agreement for a proposed transfer of some non-core oil and gas assets and their retirement obligations to an ONR affiliate. EGC says it terminated the term sheet shortly before signing the Cox merger agreement. The suit does not seek to block the merger, but seeks damages and disgorgement of EGC's profits from the merger; EGC calls it without merit and will defend it. The filing does not state an amount sought.
17 Aug 2018agm notice● Neutral
Energy XXI Gulf Coast, Inc. announced its upcoming annual shareholder meeting, covering the routine agenda (director elections, auditor ratification, executive-pay advisory vote).
9 Aug 2018quarterly activities report▼ Bad
Energy XXI Gulf Coast, Inc. reported quarterly revenue of $116.7 million and a net loss of $34.0 million for the period ended 2018-06-30.
3 Aug 2018business combination● Neutral
EGC filed the final proxy statement for the Cox merger and set the special stockholder meeting for September 6, 2018, with record date August 3, 2018. The board unanimously recommends voting for the $9.10 per share cash deal, which needs two-thirds of outstanding shares, and not voting counts as a vote against.
31 July 2018agm notice● Neutral
Energy XXI Gulf Coast, Inc. announced its upcoming annual shareholder meeting, covering the routine agenda (director elections, auditor ratification, executive-pay advisory vote).
13 July 2018business combination● Neutral
EGC filed a preliminary proxy statement for the special meeting where stockholders will vote on the $9.10 per share cash merger with Cox, which needs approval from two-thirds of outstanding shares. As of July 12, 2018 there were 33,396,563 shares outstanding plus 1,929,659 shares under restricted stock units, valuing the deal at about $321.5 million. The board unanimously recommends voting for it, and the record date is set as August 3, 2018. Meeting date and time are still blank in this draft.
12 July 2018substantial holder notice● Neutral
Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC, Alec N. Litowitz disclosed a new substantial Energy XXI Gulf Coast, Inc. shareholding (5.47% of votes).
10 July 2018substantial holder notice● Neutral
Hotchkis and Wiley Capital Management, LLC reported no remaining Energy XXI Gulf Coast, Inc. shareholding in its periodic institutional filing.
22 June 2018substantial holder notice● Neutral
Steven R. Gerbel disclosed a new substantial Energy XXI Gulf Coast, Inc. shareholding (5.25% of votes).
18 June 2018business combination▲ GoodMajor
Energy XXI Gulf Coast agreed to be acquired by MLCJR LLC, an affiliate of Cox Oil LLC, with each share converted into $9.10 in cash. Stock options are cancelled for no consideration because their exercise prices exceed $9.10, and restricted stock units are accelerated and paid the same $9.10 per share. Closing needs a stockholder vote and U.S. antitrust clearance (Hart-Scott-Rodino) and is not conditional on Cox obtaining financing; EGC may owe a $8 million termination fee, or up to $2 million of expenses, in certain circumstances. The filing's risk language refers to a possible third-quarter 2018 completion.
18 June 2018agm notice● Neutral
Energy XXI Gulf Coast, Inc. announced its upcoming annual shareholder meeting, covering the routine agenda (director elections, auditor ratification, executive-pay advisory vote).
13 June 2018director interest notice● Neutral
Energy XXI Gulf Coast, Inc. President and CEO Douglas E Brooks received a stock option grant for 187,500 shares.
11 June 2018director interest notice● Neutral
Energy XXI Gulf Coast, Inc. President and CEO Douglas E Brooks received a stock option grant for 185,000 shares.
11 June 2018director interest notice● Neutral
Energy XXI Gulf Coast, Inc. Chief Operating Officer Scott M Heck received a stock option grant for 75,000 shares.
22 May 2018director interest notice● Neutral
Energy XXI Gulf Coast, Inc. Chief Financial Officer Tiffany J Thom bought 9,000 shares on the open market.
21 May 2018director interest notice● Neutral
Energy XXI Gulf Coast, Inc. director Gary C Hanna received a stock option grant for 22,551 shares.
21 May 2018director interest notice● Neutral
Energy XXI Gulf Coast, Inc. director Michael S Bahorich received a stock option grant for 16,752 shares.
21 May 2018director interest notice● Neutral
Energy XXI Gulf Coast, Inc. director Stanford Springel received a stock option grant for 16,752 shares.