0000898382-12-000022.txt : 20121218
0000898382-12-000022.hdr.sgml : 20121218
20121218085211
ACCESSION NUMBER: 0000898382-12-000022
CONFORMED SUBMISSION TYPE: SC 13G
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20121217
DATE AS OF CHANGE: 20121218
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: MCMORAN EXPLORATION CO /DE/
CENTRAL INDEX KEY: 0000064279
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 721424200
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-54951
FILM NUMBER: 121270080
BUSINESS ADDRESS:
STREET 1: 1615 POYDRAS ST
CITY: NEW ORLEANS
STATE: LA
ZIP: 70112
BUSINESS PHONE: 5045824000
MAIL ADDRESS:
STREET 1: 1615 POYDRAS ST
CITY: NEW ORLEANS
STATE: LA
ZIP: 70112
FORMER COMPANY:
FORMER CONFORMED NAME: MCMORAN OIL & GAS CO
DATE OF NAME CHANGE: 19970707
FORMER COMPANY:
FORMER CONFORMED NAME: MCMORAN EXPLORATION CO
DATE OF NAME CHANGE: 19790223
FORMER COMPANY:
FORMER CONFORMED NAME: HORN SILVER MINES CO
DATE OF NAME CHANGE: 19720620
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: COOPERMAN LEON G
CENTRAL INDEX KEY: 0000898382
STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000]
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G
MAIL ADDRESS:
STREET 1: 2700 NORTH MILITARY TRAIL
STREET 2: SUITE 230
CITY: BOCA RATON
STATE: FL
ZIP: 33301
SC 13G
1
mmr-13g_lgc2012.txt
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
McMoRan Exploration Co.
-----------------------------------------------------------
(Name of Issuer)
Common Shares
-----------------------------------------------------------
(Title of Class of Securities)
58241104
-----------------------------------------------------------
(CUSIP Number)
December 6, 2012
-----------------------------------------------------------
(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)
------------------
* 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).
Persons who respond to the collection of information contained in this form
are not required to respond unless the form displays a currently valid OMB
control number.
CUSIP No. 58241104
---------
1. Names of Reporting Persons/ I.R.S. Identification Nos. of Above Persons
(entities only):
LEON G. COOPERMAN
----------------------------------------------------------------
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [_]
(b) [X]
-----------------------------------------------------------------
3. SEC Use Only
-----------------------------------------------------------------
4. Citizenship or Place of Organization: UNITED STATES
-----------------------------------------------------------------
Number of 5. Sole Voting Power: 7,359,142*
Shares Bene-
ficially 6. Shared Voting Power 5,058,513*
Owned by
Each Report- 7. Sole Dispositive Power: 7,359,142*
ing Person
With 8. Shared Dispositive Power 5,058,513*
* This includes Shares that are deemed owned by virtue of the Issuer's 5 3/4%
convertible perpetual preferred stock that is convertible into Shares.
-----------------------------------------------------------------
9. Aggregate Amount Beneficially Owned by Each Reporting Person: 12,417,655
* This includes Shares that are deemed owned by virtue of the Issuer's 5 3/4%
convertible perpetual preferred stock that is convertible into Shares.
-----------------------------------------------------------------
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares [_]
-----------------------------------------------------------------
11. Percent of Class Represented by Amount in Row (9): 7.5%
The beneficial ownership percentage set forth herein has been calculated
based on 161,880,866 Shares of the Issuer outstanding on October 31, 2012, as
reported on the Issuer's Form 10-Q for the quarter ending September 30, 2012,
plus 3,706,255 Shares that would be outstanding if the Issuer's 5 3/4%
convertible perpetual preferred stock deemed owned by the Reporting Person was
converted into Shares.
-----------------------------------------------------------------
12. Type of Reporting Person: IN
-----------------------------------------------------------------
2
CUSIP No. 58241104
---------
Item 1(a) Name of Issuer: McMoRan Exploration Co. (the "Issuer").
Item 1(b) Address of the Issuer's Principal Executive Offices:
1615 Poydras St.
New Orleans LA 70112
Item 2 (a) Name of Person Filing:
This statement is filed on behalf of Leon G. Cooperman ("Mr. Cooperman").
Mr. Cooperman is the Managing Member of Omega Associates, L.L.C.
("Associates"), a limited liability company organized under the laws of the
State of Delaware. Associates is a private investment firm formed to invest in
and act as general partner of investment partnerships or similar investment
vehicles. Associates is the general partner of limited partnerships organized
under the laws of Delaware known as Omega Capital Partners, L.P. ("Capital LP"),
Omega Capital Investors, L.P.("Investors LP"), and Omega Equity Investors, L.P.
("Equity LP"). These entities are private investment firms engaged in the
purchase and sale of securities for investment for their own accounts.
Mr. Cooperman is the President and majority stockholder of Omega Advisors,
Inc. ("Advisors"), a Delaware corporation, engaged in providing investment
management services and is deemed to control said entity. Advisors serves as the
investment manager to Omega Overseas Partners, Ltd. ("Overseas"), a Cayman
Island exempted company, with a business address at British American Tower,
Third Floor, Jennrett Street, Georgetown, Grand Cayman Island, British West
Indies. Mr. Cooperman has investment discretion over portfolio investments of
Overseas and is deemed to control such investments.
Advisors also serves as a discretionary investment advisor to a limited
number of institutional clients (the "Managed Accounts"). As to the Shares owned
by the Managed Accounts, there would be shared power to dispose or to direct the
disposition of such Shares because the owners of the Managed Accounts may be
deemed beneficial owners of such Shares pursuant to Rule 13d-3 under the Act as
a result of their right to terminate the discretionary account within a period
of 60 days.
Mr. Cooperman is the ultimate controlling person of Associates, Capital LP,
Investors LP, Equity LP, and Advisors.
Item 2(b) Address of Principal Business Office or, if None, Residence:
The address of the principal business office of Mr. Cooperman is 2700 North
Military Trail, Suite 230, Boca Raton FL 33431 and the principal business office
of each Capital LP, Equity LP, Investors LP, Overseas, and Advisors is 88 Pine
Street, Wall Street Plaza - 31st Floor, New York, NY 10005.
3
CUSIP No. 58241104
---------
Item 3. Statement is filed pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or
(c):
This Item 3 is not applicable.
Item 4. Ownership:
Item 4(a) (b) Amount Beneficially Owned and Percent of Class:
Mr. Cooperman may be deemed the beneficial owner of 12,417,655 Shares which
constitutes approximately 7.5% of the total number of Shares deemed outstanding,
and those figures include the Shares that would be issued if the Issuer's 5 3/4%
convertible perpetual preferred stock deemed owned by the Reporting Person was
converted into Shares.
This consists of 2,772,638* Shares owned by Capital LP; 714,563* Shares
owned by Investors LP; 1,083,075* Shares owned by Equity LP; 2,476,363* Shares
owned by Overseas; 2,476,363* Shares owned by the Managed Accounts; and 317,500*
Shares owned by Mr. Cooperman.
* This includes Shares that are deemed owned by virtue of the Issuer's 5 3/4%
convertible perpetual preferred stock that is convertible into Shares.
Item 4(c). Number of Shares as to which such person has:
(i) Sole power to vote or to direct the vote: 7,359,142
(ii) Shared power to vote or to direct the vote: 5,058,513
(iii) Sole power to dispose or to direct the disposition of: 7,359,142
(iv) Shared power to dispose or to direct the disposition of: 5,058,513
Item 5. Ownership of Five Percent or Less of a Class:
This Item 5 is not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
This Item 6 is not applicable.
4
CUSIP No. 58241104
---------
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company:
This Item 7 is not applicable.
Item 8. Identification and Classification of Members of the Group:
This Item 8 is not applicable.
Item 9. Notice of Dissolution of Group:
This Item 9 is 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 such 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.
DATED: December 17, 2012
LEON G. COOPERMAN, individually,and as Managing Member
of Omega Associates, L.L.C. on behalf of Omega Capital
Partners, L.P., Omega Capital Investors, L.P.,Omega Equity
Investors, L.P., and as President of Omega Advisors, Inc.
By /s/ ALAN M. STARK
------------------
Alan M. Stark
Attorney-in-Fact
Power of Attorney on file
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
5