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.”
