Goodrich begins exchange offers for three series of preferreds

By Marisa Wong

Morgantown, W.Va., Nov. 6 – Goodrich Petroleum Corp. began offers to exchange any and all of its outstanding 5.375% series B cumulative convertible preferred stock, up to 2.39 million depositary shares representing its outstanding 10% series C cumulative preferred stock and up to 2.39 million depositary shares representing its outstanding 9.75% series D cumulative preferred stock for new 10% series E cumulative convertible preferreds.

The exchange offers began on Friday and will expire at 5 p.m. ET on Dec. 8, according to an 8-K filing with the Securities and Exchange Commission.

Holders of the existing preferreds will receive the following: 1.2 depositary shares – each representing a thousandth interest in a share – of series E preferreds for each share of series B preferreds; 1 depositary share of series E preferreds for each depositary share of series C preferreds; and 1 depositary share of series E preferreds for each depositary share of series D preferreds.

The series E preferreds carry a liquidation preference of $10.00 per share and are convertible at an initial conversion price of $2.00 per share, according to a press release.

The series E preferreds are callable at any time on or after April 10, 2018 at a redemption price equal to the liquidation preference per share plus any accumulated dividends up to, but excluding, the redemption date.

The exchange offers would enable the company to conserve cash by paying the dividends on the series E preferreds in common stock, allow it to reduce the liquidation preference of its existing preferreds while giving an opportunity to convert them to common stock and reduce its fixed dividend obligations, the release said.

D.F. King & Co., Inc. (866 853-1834 or gdp@dfking.com) is the exchange agent and information agent for the offers.

Goodrich is a Houston-based independent oil and gas exploration and development company.

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