McMoRan Exploration Co. Announces Terms For Mandatory Conversion of Its 6 3/4% Mandatory Convertible Preferred Stock
November 11 2010 - 8:45AM
Business Wire
McMoRan Exploration Co. (NYSE: MMR) announced today the
conversion rate for its 6 3/4% Mandatory Convertible Preferred
Stock (NYSE: MMRprM, CUSIP No. 582411500, the “Preferred Stock”),
which automatically converts into shares of McMoRan’s common stock
on November 15, 2010. Under the terms of the Preferred Stock, the
conversion rate per $100 face amount of the Preferred Stock will be
6.7204. All of the remaining 1.6 million shares of Preferred Stock
outstanding will automatically convert into common stock;
therefore, no action by Preferred Stock holders is required.
Friday, November 12, 2010 will be the last trading day on the NYSE
for the Preferred Stock.
McMoRan will issue approximately 10.7 million shares of common
stock in connection with the mandatory conversion on November 15,
2010. After giving effect to this issuance, McMoRan will have
approximately 106 million shares of common stock outstanding.
Assuming conversion of McMoRan’s remaining outstanding 8%
Convertible Perpetual Preferred Stock, 5.25% Convertible Debt, and
including the effects of the previously announced PXP transaction
and the private placement of equity and debt securities on a pro
forma basis, McMoRan would have approximately 221 million common
shares outstanding on a fully converted basis.
Holders of Preferred Stock on the November 15, 2010 mandatory
conversion date will also receive the previously declared final
quarterly cash dividend of $1.6875 per share, unless the shares of
Preferred Stock were voluntarily converted into shares of McMoRan’s
common stock prior to the November 15, 2010 mandatory conversion
date.
Holders are urged to consult their tax advisors with respect to
the particular tax consequences to them of owning and disposing of
the Preferred Stock and the common stock, including the
consequences under the laws of any state, local or foreign
jurisdiction. Conversion of the Preferred Stock into common stock
generally will not be a taxable event. A U.S. holder’s tax basis in
the common stock received upon a conversion of the Preferred Stock
will generally equal the tax basis of the Preferred Stock that was
converted and the holding period for the common stock received will
include such holder’s holding period for the Preferred Stock
converted.
McMoRan Exploration Co. is an independent public company engaged
in the exploration, development and production of natural gas and
oil in the shallow waters of the GOM Shelf and onshore in the Gulf
Coast area. Additional information about McMoRan is available on
its internet website “www.mcmoran.com.”
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