Houston-based oil and gas exploration and production company BPZ Resources Inc. has priced an offering of $140 million principal amount of 6.5% convertible senior notes due March 1, 2015. 

The company granted to the initial purchaser of the Notes an option to purchase an additional $21 million aggregate principal amount of the Notes solely to cover over allotments, if any. 

Net proceeds from the sale are expected to reach $135.1 million (or approximately $155.4 million if the option is exercised in full). The offering is expected to close on or about February 8, 2010, subject to customary closing conditions.

The company anticipates using net proceeds for general corporate purposes, including without limitation, capital expenditures and working capital, reduction or refinancing of debt, or other corporate obligations.

The International Finance Corp. (IFC) holds the right to participate in the offering for up to 45 days after being notified, which if exercised would increase the size of the Offering.