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HOUSTON, April 21, 2014 (GLOBE NEWSWIRE) -- Energy XXI (Bermuda) Ltd. ("Energy XXI") (Nasdaq:EXXI) (AIM:EXXI) announced today the requisite holders of the 8.250% Senior Notes due 2018 of EPL Oil & Gas, Inc. ("EPL") (CUSIP No. 29270U AN5) (the "Notes") have consented to the proposed amendments to the indenture governing the Notes (the "Proposed COC Amendments"), upon the terms and subject to the conditions set forth in the Consent Solicitation Statement dated April 7, 2014 (the "Statement").
As of 5:00 p.m., New York City time, on April 17, 2014 (the "Consent Time"), Energy XXI had received valid consents in respect of a majority in aggregate principal amount of the outstanding Notes. Accordingly, EPL and U.S. Bank National Association, as trustee, entered into a supplemental indenture reflecting the Proposed COC Amendments. Subject to the terms and conditions set forth in the Statement, Energy XXI will pay an aggregate cash payment equal to $2.50 per $1,000 principal amount of Notes for which consents to the Proposed COC Amendments are validly delivered and unrevoked (the "Consent Fee") to the Paying Agent (as defined in the Statement) on behalf of the holders who delivered such valid and unrevoked consents to the Proposed COC Amendments on or prior to the Expiration Date (as defined in the Statement).
The Consent Fee will only be payable upon, among other things, closing of the Merger (as defined in the Statement) and the satisfaction of other conditions set forth in the Statement. The Proposed COC Amendments will cease to be operative if the Merger is not consummated or payment of the Consent Fee is not made.
Safe Harbor for Forward-Looking Statements
This press release contains forward-looking statements concerning the proposed transaction, its financial and business impact, management's beliefs and objectives with respect thereto, and management's current expectations for future operating and financial performance, based on assumptions currently believed to be valid. Forward-looking statements are all statements other than statements of historical facts. The words "anticipates," "may," "can," "plans," "believes," "estimates," "expects," "projects," "intends," "likely," "will," "should," "to be," and any similar expressions or other words of similar meaning are intended to identify those assertions as forward-looking statements. It is uncertain whether the events anticipated will transpire, or if they do occur, what impact they will have on the results of operations and financial condition of Energy XXI, EPL or of the combined company. These forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those anticipated, including but not limited to the ability of the parties to satisfy the conditions precedent and consummate the proposed transaction, the timing of consummation of the proposed transaction, the ability of the parties to secure regulatory approvals in a timely manner or on the terms desired or anticipated, the ability of Energy XXI to integrate the acquired operations, the ability to implement the anticipated business plans following closing and achieve anticipated benefits and savings, and the ability to realize opportunities for growth. Other important economic, political, regulatory, legal, technological, competitive and other uncertainties are identified in the documents filed with the SEC by Energy XXI and EPL from time to time, including their respective Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. The forward-looking statements included in this press release are made only as of the date hereof. Neither Energy XXI nor EPL undertakes any obligation to update the forward-looking statements included in this press release to reflect subsequent events or circumstances.