Energy XXI Gulf Coast Provides Update on Merger With Affiliates of Cox Oil LLC
18 October 2018 - 11:53PM
Energy XXI Gulf Coast, Inc. (“EGC” or the “Company”) (NASDAQ: EGC)
today provided an update regarding the closing of the merger with
affiliates of Cox Oil LLC (“Cox”).
EGC previously announced on October
10, 2018 that EGC and Cox jointly agreed to extend the closing
date of the merger to October 17, 2018.
EGC and Cox began the closing process
at 7:15 a.m. Central Time this morning and expect to complete
the merger within the next few hours.
Merger of EGC and Cox
As previously announced on June 18, 2018, the
EGC Board of Directors unanimously approved a merger transaction
with affiliates of Cox, an independent, privately-held entity that
owns and operates assets in the Gulf of Mexico. Pursuant to
the terms of the merger agreement, Cox agreed to acquire all the
outstanding shares of EGC common stock for $9.10 per fully diluted
share in cash, for a total consideration of approximately $322
million.
Cautionary Note Regarding
Forward-Looking Statements
This press release contains forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. These forward-looking statements relate
to the pending merger transaction with Cox. These statements,
including those relating to the intent, beliefs, plans, or
expectations of EGC are based upon current expectations and are
subject to a number of risks, uncertainties, and assumptions that
could cause actual results to differ materially from the
projections, anticipated results or other expectations
expressed. It is not possible to predict or identify all such
factors and the following lists of factors should not be considered
a complete statement of all potential risks and uncertainties.
With respect to the pending merger transaction
between EGC and Cox, those factors include, but are not limited to:
(i) the risk that the transaction may not be completed on October
18, 2018 or at all, which may adversely affect EGC’s business and
the price of EGC’s stock; (ii) the occurrence of any event, change
or other circumstance that could give rise to the termination of
the merger agreement; (iii) the effect of the announcement or
pendency of the transaction, as well as the merger agreement’s
limitations on EGC’s conduct of business, on EGC’s business
relationships, operating results, and business generally; (iv)
risks that the proposed transaction disrupts EGC’s current plans
and operations; (v) the possibility that competing offers or
acquisition proposals for EGC will be made; (vi) risks regarding
the failure to obtain the necessary financing to complete the
proposed transaction; (vii) the impact of the removal of EGC’s
common stock from the FTSE Russell 2000 Index and
(viii) lawsuits related to the pending merger.
These risks and uncertainties could cause actual
results, to differ materially from those described in the
forward-looking statements. For a more detailed discussion of
risk factors, please see the risk factors discussed in EGC’s
periodic reports filed with the SEC. While EGC makes these
statements and projections in good faith, EGC assumes no obligation
and expressly disclaims any duty to update the information
contained herein except as required by law.
About the Company
Energy XXI Gulf Coast, Inc. is an exploration
and production company headquartered in Houston, Texas that is
engaged in the development, exploitation and acquisition of oil and
natural gas properties in conventional assets in the U.S.
Gulf Coast region, both offshore in the Gulf of Mexico and onshore
in Louisiana and Texas. To learn more, visit EGC’s website at
www.energyxxi.com.
Investor Relations Contact
Al PetrieInvestor Relations Coordinator
713-351-3171apetrie@energyxxi.com
Argelia HernandezInvestor Relations Specialist 713-351-3175
ahernandez@energyxxi.com
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