- Amended Statement of Ownership (SC 13G/A)
February 16 2010 - 10:11AM
Edgar (US Regulatory)
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UNITED
STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington,
D.C. 20549
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OMB APPROVAL
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OMB Number:3235-0145
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SCHEDULE
13G
Under
the Securities Exchange Act of 1934
ENERGY
XXI (BERMUDA) LIMITED
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(Name of
Issuer)
Common
Stock, par value $0.001 per share
|
(Title of
Class of Securities)
(CUSIP
Number)
December
31, 2009
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(Date
of Event which Requires Filing of this
Statement)
|
Check the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
[
] Rule
13d-1(b)
[x] Rule
13d-1(c)
[
] Rule
13d-1(d)
1
/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. Beneficial ownership information contained
herein is given as of the date listed above.
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).
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)
|
4
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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. – 576,672 shares
Seneca
Capital Investments, L.P. - 792,572 shares
Seneca
Capital Investments, LLC - 792,572 shares
Douglas
A. Hirsch – 792,572 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. – 576,672 shares
Seneca
Capital Investments, L.P. - 792,572 shares
Seneca
Capital Investments, LLC – 792,572 shares
Douglas
A. Hirsch – 792,572 shares
Refer
to Item 4 below.
|
9
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
Seneca
Capital International, Ltd. – 576,672 shares
Seneca
Capital Investments, L.P. - 792,572 shares
Seneca
Capital Investments, LLC - 792,572 shares
Douglas
A. Hirsch – 792,572 shares
Refer
to Item 4 below.
|
10
|
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ] N/A
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11
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Percent
of Class Represented by Amount in Row (9)
Seneca
Capital International, Ltd. – 0.2%
Seneca
Capital Investments, L.P. – 0.3%
Seneca
Capital Investments, LLC – 0.3%
Douglas
A. Hirsch – 0.3%
Refer
to Item 4 below.
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12
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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
|
|
Energy
XXI (Bermuda) Limited
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(b)
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Address
of Issuer's Principal Executive Offices
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|
Canon’s
Court, 22 Victoria Street, P.O. Box HM, 1179, Hamilton HM EX,
Bermuda
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(a)
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Name
of Person Filing
|
|
Seneca
Capital International, Ltd.
Seneca
Capital Investments, L.P.
Seneca
Capital Investments, LLC
Douglas
A. Hirsch
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(b)
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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
|
|
Seneca
Capital International, Ltd. - Cayman Islands
Seneca
Capital Investments, L.P. - Delaware
Seneca
Capital Investments, LLC - Delaware
Douglas
A. Hirsch - United States
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(d)
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Title
of Class of Securities
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|
Common
Stock, par value $0.001 per share
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Item 3.
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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:
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(a)
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[
]
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Broker
or dealer registered under section 15 of the Act (15 U.S.C.
78o).
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(b)
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[
]
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Bank
as defined in section 3(a)(6) of the Act (15 U.S.C.
78c).
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(c)
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[
]
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Insurance
Company as defined in Section 3(a)(19) of the Act
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(d)
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[
]
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Investment
company registered under section 8 of the Investment Company Act of 1940
(15 U.S.C 80a-8).
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(e)
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[
]
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An
investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E);
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(f)
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[
]
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An
employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F);
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(g)
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[
]
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A
parent holding company or control person in accordance with §
240.13d-1(b)(1)(ii)(G);
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(h)
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[
]
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A
savings associations as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813);
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(i)
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[
]
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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);
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(j)
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[
]
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A
non-U.S. institution in accordance with
§240.13d–1(b)(1)(ii)(J);
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(k)
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[
]
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Group,
in accordance with
§240.13d–1(b)(1)(ii)(K).
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If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
Provide the following information
regarding the aggregate number and percentage of the class of securities of the
issuer identified in Item 1.
(a)
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Amount
Beneficially Owned
|
|
Seneca
Capital International, Ltd. – 576,672 shares
Seneca
Capital Investments, L.P. - 792,572 shares
Seneca
Capital Investments, LLC - 792,572 shares
Douglas
A. Hirsch – 792,572 shares
|
(b)
|
Percent
of Class
|
|
Seneca
Capital International, Ltd. – 0.2%
Seneca
Capital Investments, L.P. – 0.3%
Seneca
Capital Investments, LLC – 0.3%
Douglas
A. Hirsch – 0.3%
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(c)
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Number
of shares as to which such person has:
|
|
(i)
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sole
power to vote or to direct the vote
|
|
|
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. – 576,672 shares
Seneca
Capital Investments, L.P. - 792,572 shares
Seneca
Capital Investments, LLC - 792,572 shares
Douglas
A. Hirsch – 792,572 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. – 576,672 shares
Seneca
Capital Investments, L.P. - 792,572 shares
Seneca
Capital Investments, LLC - 792,572 shares
Douglas
A. Hirsch – 792,572 shares
|
** Shares reported for Seneca Capital
International, Ltd. (“Seneca International”) reflect shares beneficially owned
by such entity. Shares reported for Seneca Capital Investments, L.P.
(“Seneca LP”) reflect the shares beneficially owned by Seneca International and
by another private investment fund (the “Fund”), for which Seneca LP serves as
the investment manager. Shares reported for Seneca Capital
Investments, LLC (“Seneca LLC”) reflect the shares beneficially owned by Seneca
International and the Fund and reported for Seneca LP. 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
x
.
Item 6.
|
Ownership
of More than Five Percent on Behalf of Another
Person
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Not
applicable.
Item 7.
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Identification
and Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding
Company
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Not
applicable.
Item 8.
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Identification
and Classification of Members of the
Group
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Not
applicable.
Item 9.
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Notice
of Dissolution of Group
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Not
applicable.
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.
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.
February
16, 2010
SENECA
CAPITAL INTERNATIONAL, LTD.
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By:
Seneca Capital Investments, L.P.,
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|
By:
Seneca Capital Investments, LLC,
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By:
/s/ Douglas A.
Hirsch
Douglas
A. Hirsch
Managing
Member
SENECA
CAPITAL INVESTMENTS, L.P.
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By:
Seneca Capital Investments, LLC,
|
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
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.
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By:
Seneca Capital Investments, L.P.,
|
|
By:
Seneca Capital Investments, LLC,
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By:
/s/ Douglas A.
Hirsch
Douglas A. Hirsch
Managing Member
SENECA
CAPITAL INVESTMENTS, L.P.
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By:
Seneca Capital Investments, LLC,
|
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
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