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Published on 12/16/2005 in the Prospect News Convertibles Daily.

New Issue: Goodrich $82.5 million convertible preferreds yield 5.375%, up 20%

By Rebecca Melvin

Princeton, N.J., Dec. 16 - Goodrich Petroleum Corp. priced $82.5 million of cumulative convertible perpetual preferreds at par to yield 5.375% with an initial conversion premium of 20%, according to a syndicate source.

The Rule 144A deal via bookrunner Bear Stearns & Co. with BNP Paribas as co-manager priced at the cheap end of talk, which was for a dividend of 5.125% to 5.375% and an initial conversion premium of 20% to 25%.

The preferreds are non-callable for five years and provisionally callable thereafter at a trigger of 130%. There are no puts.

There is a greenshoe of $30 million. Originally the deal was expected to be $75 million with a greenshoe of $37.5 million. The greenshoe was reduced by $7.5 million and added to the initial offering.

Proceeds will be used to redeem all of the outstanding shares of its series A preferred stock for about $9.5 million, with the balance of proceeds earmarked to fund the continued acceleration of its drilling program.

Houston-based Goodrich Petroleum is an independent oil and gas exploration company.

Issuer:Goodrich Petroleum Corp.
Issue:Cumulative convertible perpetual preferreds
Bookrunner:Bear Stearns & Co.
Amount:$82.5 million
Greenshoe:$30 million
Maturity:Perpetual
Dividend:5.375%
Price:Par
Yield:5.375%
Conversion premium:20%
Conversion price:$31.36
Conversion ratio:1.5946
Call:Non-callable for five years, provisionally callable thereafter at a 130% trigger
Put:No puts
Dividend protection:Yes
Takeover protection:Yes
Price talk:5.125%-5.375%, up 20%-25%
Pricing date:Dec. 15
Settlement date:Dec. 21
Distribution:Rule 144A

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