-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RoxWjbnEWb6vPyQrXJLr9oqYD75FjqiYiq4gYPSyF8dV+VmOguWgHBJYSQ/O+3TP MtQFp5XxbKfifrHVshMKng== 0000929638-08-000364.txt : 20080625 0000929638-08-000364.hdr.sgml : 20080625 20080624182513 ACCESSION NUMBER: 0000929638-08-000364 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080625 DATE AS OF CHANGE: 20080624 GROUP MEMBERS: DOUGLAS A. HIRSCH GROUP MEMBERS: SENECA CAPITAL INTERNATIONAL, LTD. GROUP MEMBERS: SENECA CAPITAL INVESTMENTS, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ENERGY XXI (BERMUDA) LTD CENTRAL INDEX KEY: 0001343719 STANDARD INDUSTRIAL CLASSIFICATION: OIL AND GAS FIELD EXPLORATION SERVICES [1382] IRS NUMBER: 000000000 STATE OF INCORPORATION: D0 FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-82736 FILM NUMBER: 08915262 BUSINESS ADDRESS: STREET 1: CANONS COURT STREET 2: 22 VICTORIA STREET PO BX HM 1179 CITY: HAMILTON STATE: D0 ZIP: 00000 BUSINESS PHONE: 713 351 3003 MAIL ADDRESS: STREET 1: CANONS COURT STREET 2: 22 VICTORIA STREET PO BX HM 1179 CITY: HAMILTON STATE: D0 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: ENERGY XXI ACQUISITION CORP BERMUDA LTD DATE OF NAME CHANGE: 20051107 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Seneca Capital Investments, LLC CENTRAL INDEX KEY: 0001337020 IRS NUMBER: 133928660 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 28TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-888-2999 MAIL ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 28TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G/A 1 seneca13g_energy62008.htm SCHEDULE 13G AMENDMENT - ENERGY XXI (BERMUDA) LIMITED

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

OMB APPROVAL

OMB Number:      3235-0145

Expires:     February 28, 2009

Estimated average burden

hours per response...       10.4

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

Energy xxi (Bermuda) limited

(Name of Issuer)

 

Common Stock, par value $0.001 per share

(Title of Class of Securities)

 

 

G10009101

 

(CUSIP Number)

 

June 20, 2008

(Date of Event which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

Rule 13d-1(d)

____________________________________

*          The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


CUSIP NO.

G10009101

 

 

 

1

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only)

Seneca Capital International, Ltd.

Seneca Capital Investments, L.P.

Seneca Capital Investments, LLC

Douglas A. Hirsch

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

(a)         o

 

(b)         o

3

SEC Use Only

4

Citizenship or Place of Organization.

Seneca Capital International, Ltd. - Cayman Islands

Seneca Capital Investments, L.P. - Delaware

Seneca Capital Investments, LLC - Delaware

Douglas A. Hirsch - United States

Number

of Shares

Beneficially

Owned by

Each

Reporting

Person With

5  Sole Voting Power

Seneca Capital International, Ltd. - 0 shares

Seneca Capital Investments, L.P. - 0 shares

Seneca Capital Investments, LLC - 0 shares

Douglas A. Hirsch - 0 shares

6  Shared Voting Power

Seneca Capital International, Ltd. – 9,994,458 shares

Seneca Capital Investments, L.P. - 13,066,330 shares

Seneca Capital Investments, LLC - 13,576,390 shares

Douglas A. Hirsch – 13,576,390 shares

Refer to Item 4 below.

7  Sole Dispositive Power

Seneca Capital International, Ltd. - 0 shares

Seneca Capital Investments, L.P. - 0 shares

Seneca Capital Investments, LLC - 0 shares

Douglas A. Hirsch - 0 shares

8  Shared Dispositive Power

Seneca Capital International, Ltd. – 9,994,458 shares

Seneca Capital Investments, L.P. - 13,066,330 shares

Seneca Capital Investments, LLC - 13,576,390 shares

Douglas A. Hirsch – 13,576,390 shares

Refer to Item 4 below.

9

Aggregate Amount Beneficially Owned by Each Reporting Person

Seneca Capital International, Ltd. – 9,994,458 shares

Seneca Capital Investments, L.P. - 13,066,330 shares

Seneca Capital Investments, LLC - 13,576,390 shares

Douglas A. Hirsch – 13,576,390 shares

Refer to Item 4 below.

 

 

 


CUSIP NO.

G10009101

 

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o N/A

11

Percent of Class Represented by Amount in Row (9)*

Seneca Capital International, Ltd. – 6.9%

Seneca Capital Investments, L.P. – 9.0%

Seneca Capital Investments, LLC – 9.3%

Douglas A. Hirsch – 9.3%

Refer to Item 4 below.

12

Type of Reporting Person (See Instructions)

Seneca Capital International, Ltd. - CO

Seneca Capital Investments, L.P. - OO (Limited Partnership)

Seneca Capital Investments, LLC - OO (Limited Liability Company)

Douglas A. Hirsch - IN

 

Item 1.

(a)

Name of Issuer

 

Energy XXI (Bermuda) Limited

(b)

Address of Issuer’s Principal Executive Offices

 

Canon’s Court, 22 Victoria Street, P.O. Box HM, 1179, Hamilton HM EX, Bermuda

 

Item 2.

(a)

Name of Person Filing

 

Seneca Capital International, Ltd.

Seneca Capital Investments, L.P.

Seneca Capital Investments, LLC

Douglas A. Hirsch

(b)

Address of Principal Business Office or, if none, Residence

 

Seneca Capital International, Ltd.

Seneca Capital Investments, L.P.

Seneca Capital Investments, LLC

Douglas A. Hirsch

c/o Seneca Capital Investments, LLC

590 Madison Avenue

New York, NY 10022

(c)

Citizenship

 

Seneca Capital International, Ltd. - Cayman Islands

Seneca Capital Investments, L.P. - Delaware

Seneca Capital Investments, LLC - Delaware

Douglas A. Hirsch - United States

(d)

Title of Class of Securities

 

 


CUSIP NO.

G10009101

 

 

 

 

Common Stock, par value $0.001 per share

(e)

CUSIP Number

 

G10009101

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)

o

Insurance Company as defined in Section 3(a)(19) of the Act

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

o

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

Item 4.

Ownership**

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount Beneficially Owned

 

Seneca Capital International, Ltd. – 9,994,458 shares

Seneca Capital Investments, L.P. - 13,066,330 shares

Seneca Capital Investments, LLC - 13,576,390 shares

Douglas A. Hirsch – 13,576,390 shares

(b)

Percent of Class

 

Seneca Capital International, Ltd. – 6.9%

Seneca Capital Investments, L.P. – 9.0%

Seneca Capital Investments, LLC – 9.3%

Douglas A. Hirsch – 9.3%

(c)

Number of shares as to which such person has:

 

(i)

sole power to vote or to direct the vote

 

 


CUSIP NO.

G10009101

 

 

 

 

 

Seneca Capital International, Ltd. - 0 shares

Seneca Capital Investments, L.P. - 0 shares

Seneca Capital Investments, LLC - 0 shares

Douglas A. Hirsch - 0 shares

 

(ii)

shared power to vote or to direct the vote

 

 

Seneca Capital International, Ltd. – 9,994,458 shares

Seneca Capital Investments, L.P. - 13,066,330 shares

Seneca Capital Investments, LLC - 13,576,390 shares

Douglas A. Hirsch – 13,576,390 shares

 

(iii)

sole power to dispose or to direct the disposition of

 

 

Seneca Capital International, Ltd. - 0 shares

Seneca Capital Investments, L.P. - 0 shares

Seneca Capital Investments, LLC - 0 shares

Douglas A. Hirsch - 0 shares

 

(iv)

shared power to dispose or to direct the disposition of

 

 

Seneca Capital International, Ltd. – 9,994,458 shares

Seneca Capital Investments, L.P. - 13,066,330 shares

Seneca Capital Investments, LLC - 13,576,390 shares

Douglas A. Hirsch – 13,576,390 shares

 

** Shares reported for Seneca Capital International, Ltd. (“Seneca International”) reflect shares held of record by such entity. Shares reported for Seneca Capital Investments, L.P. (“Seneca LP”) reflect the shares held of record by Seneca International, and shares held of record by other private investment vehicles of which Seneca LP is the investment manager. Shares reported for Seneca Capital Investments, LLC (“Seneca LLC”) include the shares reported for Seneca LP and shares held of record by another private investment vehicle of which Seneca LLC is the manager. Seneca LLC is the general partner of Seneca LP. Seneca LP and Seneca LLC have voting and investment control over the shares reported for such entities herein, but each disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein. Shares reported for Douglas A. Hirsch include the shares reported for Seneca LLC, of which Mr. Hirsch is the managing member, and in such capacity, Mr. Hirsch may be deemed to have voting and investment control over such shares. Mr. Hirsch disclaims beneficial ownership of all such shares except to the extent of his pecuniary interest therein.

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o.

Not applicable.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

Not applicable.

 


CUSIP NO.

G10009101

 

 

Item 8.

Identification and Classification of Members of the Group

Not applicable.

Item 9.

Notice of Dissolution of Group

Not applicable.

Item 10.

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 


CUSIP NO.

G10009101

 

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.

June 24, 2008

SENECA CAPITAL INTERNATIONAL, LTD.

By: Seneca Capital Investments, L.P.,

Its investment manager

By: Seneca Capital Investments, LLC,

Its general partner

 

By: /s/ Bruce Rubin

Bruce Rubin

Chief Operating Officer

SENECA CAPITAL INVESTMENTS, L.P.

By: Seneca Capital Investments, LLC,

Its general partner

 

By: /s/ Bruce Rubin

 

Bruce Rubin

 

Chief Operating Officer

SENECA CAPITAL INVESTMENTS, LLC

 

By: /s/ Bruce Rubin

 

Bruce Rubin

 

Chief Operating Officer

DOUGLAS A. HIRSCH

 

/s/ Douglas A. Hirsch

Douglas A. Hirsch, individually

 


Exhibit 1

AMENDED AND RESTATED JOINT FILING AGREEMENT

This Joint Filing Agreement, dated as of March 22, 2007, is by and among Seneca Capital International, Ltd., Seneca Capital Investments, L.P., Seneca Capital Investments, LLC and Douglas A. Hirsch, an individual (the foregoing are collectively referred to herein as the “Seneca Filers”), and amends and restates in its entirety any prior agreement among any of the Seneca Filers regarding the subject matter hereof.

Each of the Seneca Filers may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13G with respect to shares of common stock, par value $0.001 per share, of Energy XXI (Bermuda) Limited. beneficially owned by them from time to time.

Pursuant to and in accordance with Rule 13(d)(1)(k) promulgated under the Securities Exchange Act of 1934, as amended, the Seneca Filers hereby agree to file a single statement on Schedule 13G and/or 13D (and any amendments thereto) on behalf of each of such parties, and hereby further agree to file this Joint Filing Agreement as an exhibit to such statement, as required by such rule.

This Joint Filing Agreement may be terminated by any of the Seneca Filers upon one week’s prior written notice or such lesser period of notice as the Seneca Filers may mutually agree.

 

Executed and delivered as of the date first above written.

SENECA CAPITAL INTERNATIONAL, LTD.

By: Seneca Capital Investments, L.P.,

Its investment manager

By: Seneca Capital Investments, LLC,

Its general partner

 

By: /s/ Douglas A. Hirsch

 

Douglas A. Hirsch

 

Managing Member

SENECA CAPITAL INVESTMENTS, L.P.

By: Seneca Capital Investments, LLC,

Its general partner

 

By: /s/ Douglas A. Hirsch

 

Douglas A. Hirsch

 

Managing Member

SENECA CAPITAL INVESTMENTS, LLC

 


 

By: /s/ Douglas A. Hirsch

 

Douglas A. Hirsch

 

Managing Member

DOUGLAS A. HIRSCH

 

/s/ Douglas A. Hirsch

Douglas A. Hirsch, individually

 

 

 

-----END PRIVACY-ENHANCED MESSAGE-----