If the filing person has previously filed a statement
on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e),
240.13d-1(f) or 240.13d-1(g), check the following box. o
The information required on 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 (“Exchange Act”) or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject
to all other provisions of the Exchange Act (however, see the Notes).
1.
|
Name of Reporting Person
Warburg Pincus Private Equity IX, L.P.
I.R.S. Identification Nos. of above persons (entities only)
20-2975990
|
|
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
|
|
(a)
|
x
|
|
(b)
|
o
|
|
|
|
3.
|
SEC Use Only
|
|
|
4.
|
Source of Funds (See Instructions)
N/A
|
|
|
5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
Not applicable
|
|
|
6.
|
Citizenship or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
|
|
8.
|
Shared Voting Power
0
|
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shared Dispositive Power
0
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
0
|
|
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
|
|
13.
|
Percent of Class Represented by Amount in Row (11)
0%(1)
|
|
|
14.
|
Type of Reporting Person (See Instructions)
PN
|
(1) Based on the quotient obtained by dividing the number
of shares beneficially owned by the Reporting Person as set forth in Row 11 by the 12,003,806 shares of common stock outstanding
as of November 2, 2020, as reported on the Form 10-Q filed by the Issuer with the U.S. Securities and Exchange Commission
on November 5, 2020.
CUSIP No. 516806106
|
|
1.
|
Name of Reporting Person
Warburg Pincus IX GP L.P.
I.R.S. Identification Nos. of above persons (entities only)
20-2975945
|
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
|
|
(a)
|
x
|
|
(b)
|
o
|
|
3.
|
SEC Use Only
|
|
4.
|
Source of Funds (See Instructions)
N/A
|
|
5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
Not applicable
|
|
6.
|
Citizenship or Place of Organization
Delaware
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
|
|
8.
|
Shared Voting Power
0
|
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shared Dispositive Power
0
|
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
0
|
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
|
13.
|
Percent of Class Represented by Amount in Row (11)
0%(1)
|
|
14.
|
Type of Reporting Person (See Instructions)
PN
|
(1) Based on the quotient obtained by dividing the number
of shares beneficially owned by the Reporting Person as set forth in Row 11 by the 12,003,806 shares of common stock outstanding
as of November 2, 2020, as reported on the Form 10-Q filed by the Issuer with the U.S. Securities and Exchange Commission
on November 5, 2020.
1.
|
Name of Reporting Person
WPP GP LLC
I.R.S. Identification Nos. of above persons (entities only)
47-2029791
|
|
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
|
|
(a)
|
x
|
|
(b)
|
o
|
|
|
|
3.
|
SEC Use Only
|
|
|
4.
|
Source of Funds (See Instructions)
N/A
|
|
|
5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
Not applicable
|
|
|
6.
|
Citizenship or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
|
|
8.
|
Shared Voting Power
1,187,737
|
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shared Dispositive Power
1,187,737
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,187,737
|
|
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
|
|
13.
|
Percent of Class Represented by Amount in Row (11)
9.9%(1)
|
|
|
14.
|
Type of Reporting Person (See Instructions)
OO
|
(1) Based on the quotient obtained by dividing the number
of shares beneficially owned by the Reporting Person as set forth in Row 11 by the 12,003,806 shares of common stock outstanding
as of November 2, 2020, as reported on the Form 10-Q filed by the Issuer with the U.S. Securities and Exchange Commission
on November 5, 2020.
1.
|
Name of Reporting Person
Warburg Pincus Partners, L.P.
I.R.S. Identification Nos. of above persons (entities only)
13-4069737
|
|
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
|
|
(a)
|
x
|
|
(b)
|
o
|
|
|
|
3.
|
SEC Use Only
|
|
|
4.
|
Source of Funds (See Instructions)
N/A
|
|
|
5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
Not applicable
|
|
|
6.
|
Citizenship or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
|
|
8.
|
Shared Voting Power
1,187,737
|
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shared Dispositive Power
1,187,737
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,187,737
|
|
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
|
|
13.
|
Percent of Class Represented by Amount in Row (11)
9.9%(1)
|
|
|
14.
|
Type of Reporting Person (See Instructions)
PN
|
(1) Based on the quotient obtained by dividing the number
of shares beneficially owned by the Reporting Person as set forth in Row 11 by the 12,003,806 shares of common stock outstanding
as of November 2, 2020, as reported on the Form 10-Q filed by the Issuer with the U.S. Securities and Exchange Commission
on November 5, 2020.
1.
|
Name of Reporting Person
Warburg Pincus Partners GP LLC
I.R.S. Identification Nos. of above persons (entities only)
47-1971658
|
|
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
|
|
(a)
|
x
|
|
(b)
|
o
|
|
|
|
3.
|
SEC Use Only
|
|
|
4.
|
Source of Funds (See Instructions)
N/A
|
|
|
5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
Not applicable
|
|
|
6.
|
Citizenship or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
|
|
8.
|
Shared Voting Power
1,187,737
|
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shared Dispositive Power
1,187,737
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,187,737
|
|
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
|
|
13.
|
Percent of Class Represented by Amount in Row (11)
9.9%(1)
|
|
|
14.
|
Type of Reporting Person (See Instructions)
OO
|
(1) Based on the quotient obtained by dividing the number
of shares beneficially owned by the Reporting Person as set forth in Row 11 by the 12,003,806 shares of common stock outstanding
as of November 2, 2020, as reported on the Form 10-Q filed by the Issuer with the U.S. Securities and Exchange Commission
on November 5, 2020.
1.
|
Name of Reporting Person
Warburg Pincus & Co.
I.R.S. Identification Nos. of above persons (entities only)
13-6358475
|
|
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
|
|
(a)
|
x
|
|
(b)
|
o
|
|
|
|
3.
|
SEC Use Only
|
|
|
4.
|
Source of Funds (See Instructions)
N/A
|
|
|
5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
Not applicable
|
|
|
6.
|
Citizenship or Place of Organization
New York
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
|
|
8.
|
Shared Voting Power
1,187,737
|
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shared Dispositive Power
1,187,737
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,187,737
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
13.
|
Percent of Class Represented by Amount in Row (11)
9.9%(1)
|
14.
|
Type of Reporting Person (See Instructions)
PN
|
(1) Based on the quotient obtained by dividing the number of
shares beneficially owned by the Reporting Person as set forth in Row 11 by the 12,003,806 shares of common stock outstanding as
of November 2, 2020, as reported on the Form 10-Q filed by the Issuer with the U.S. Securities and Exchange Commission on
November 5, 2020.
1.
|
Name of Reporting Person
Warburg Pincus X, L.P.
I.R.S. Identification Nos. of above persons (entities only)
26-0403670
|
|
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
|
|
(a)
|
x
|
|
(b)
|
o
|
|
|
|
3.
|
SEC Use Only
|
|
|
4.
|
Source of Funds (See Instructions)
N/A
|
|
|
5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
Not applicable
|
|
|
6.
|
Citizenship or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
|
|
8.
|
Shared Voting Power
1,187,737
|
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shared Dispositive Power
1,187,737
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,187,737
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
13.
|
Percent of Class Represented by Amount in Row (11)
9.9%(1)
|
14.
|
Type of Reporting Person (See Instructions)
PN
|
(1) Based on the quotient obtained by dividing the number of
shares beneficially owned by the Reporting Person as set forth in Row 11 by the 12,003,806 shares of common stock outstanding as
of November 2, 2020, as reported on the Form 10-Q filed by the Issuer with the U.S. Securities and Exchange Commission on
November 5, 2020.
1.
|
Name of Reporting Person
Warburg Pincus X GP L.P.
I.R.S. Identification Nos. of above persons (entities only)
26-0403605
|
|
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
|
|
(a)
|
x
|
|
(b)
|
o
|
|
|
|
3.
|
SEC Use Only
|
|
|
4.
|
Source of Funds (See Instructions)
N/A
|
|
|
5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
Not applicable
|
|
|
6.
|
Citizenship or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
|
|
8.
|
Shared Voting Power
1,187,737
|
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shared Dispositive Power
1,187,737
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,187,737
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
13.
|
Percent of Class Represented by Amount in Row (11)
9.9%(1)
|
14.
|
Type of Reporting Person (See Instructions)
PN
|
(1) Based on the quotient obtained by dividing the number of
shares beneficially owned by the Reporting Person as set forth in Row 11 by the 12,003,806 shares of common stock outstanding as
of November 2, 2020, as reported on the Form 10-Q filed by the Issuer with the U.S. Securities and Exchange Commission on
November 5, 2020.
1.
|
Name of Reporting Person
Warburg Pincus X Partners, L.P.
I.R.S. Identification Nos. of above persons (entities only)
26-0869910
|
|
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
|
|
(a)
|
x
|
|
(b)
|
o
|
|
|
|
3.
|
SEC Use Only
|
|
|
4.
|
Source of Funds (See Instructions)
N/A
|
|
|
5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
Not applicable
|
|
|
6.
|
Citizenship or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
|
|
8.
|
Shared Voting Power
37,134
|
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shared Dispositive Power
37,134
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
37,134
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
13.
|
Percent of Class Represented by Amount in Row (11)
Less than 1%(1)
|
14.
|
Type of Reporting Person (See Instructions)
PN
|
(1) Based on the quotient obtained by dividing the number of
shares beneficially owned by the Reporting Person as set forth in Row 11 by the 12,003,806 shares of common stock outstanding as
of November 2, 2020, as reported on the Form 10-Q filed by the Issuer with the U.S. Securities and Exchange Commission on
November 5, 2020.
1.
|
Name of Reporting Person
Warburg Pincus Private Equity X O&G, L.P.
I.R.S. Identification Nos. of above persons (entities only)
26-3605628
|
|
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
|
|
(a)
|
x
|
|
(b)
|
o
|
|
|
|
3.
|
SEC Use Only
|
|
|
4.
|
Source of Funds (See Instructions)
N/A
|
|
|
5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
Not applicable
|
|
|
6.
|
Citizenship or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
|
|
8.
|
Shared Voting Power
1,150,603
|
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shared Dispositive Power
1,150,603
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,150,603
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
13.
|
Percent of Class Represented by Amount in Row (11)
9.6%(1)
|
14.
|
Type of Reporting Person (See Instructions)
PN
|
(1) Based on the quotient obtained by dividing the number of shares
beneficially owned by the Reporting Person as set forth in Row 11 by the 12,003,806 shares of common stock outstanding as of November
2, 2020, as reported on the Form 10-Q filed by the Issuer with the U.S. Securities and Exchange Commission on November 5,
2020.
1.
|
Name of Reporting Person
Warburg Pincus LLC
I.R.S. Identification Nos. of above persons (entities only)
13-3536050
|
|
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
|
|
(a)
|
x
|
|
(b)
|
o
|
|
|
|
3.
|
SEC Use Only
|
|
|
4.
|
Source of Funds (See Instructions)
N/A
|
|
|
5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
Not applicable
|
|
|
6.
|
Citizenship or Place of Organization
New York
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
|
|
8.
|
Shared Voting Power
1,187,737
|
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shared Dispositive Power
1,187,737
|
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,187,737
|
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
|
13.
|
Percent of Class Represented by Amount in Row (11)
9.9%(1)
|
14.
|
Type of Reporting Person (See Instructions)
OO
|
(1) Based on the quotient obtained by dividing the number of shares beneficially owned by the Reporting Person as set forth in Row 11
by the 12,003,806 shares of common stock outstanding as of November 2, 2020, as reported on the Form 10-Q filed by the Issuer with the
U.S. Securities and Exchange Commission on November 5, 2020.
SCHEDULE 13D
(Amendment No. 6)
This Amendment No. 6 (this “Amendment”)
amends and supplements the Schedule 13D filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 7,
2020 (as amended and supplemented through the date of this Amendment, the “Schedule 13D”) and is being filed jointly
on behalf of: (i) Warburg Pincus Private Equity IX, L.P., a Delaware limited partnership (“WP Private Equity IX”),
(ii) Warburg Pincus IX GP L.P., a Delaware limited partnership (“WP IX GP”), (iii) Warburg Pincus Private
Equity X O&G, L.P., a Delaware limited partnership (“WP X O&G”), (iv) Warburg Pincus X Partners, L.P.,
a Delaware limited partnership (“WP X Partners”), (v) Warburg Pincus X, L.P., a Delaware limited partnership (“WP
X”), (vi) Warburg Pincus X GP L.P., a Delaware limited partnership (“WP X GP”), (vii) WPP GP LLC, a
Delaware limited liability company, (viii) Warburg Pincus Partners, L.P., a Delaware limited partnership (“WP Partners”),
(ix) Warburg Pincus Partners GP LLC, a Delaware limited liability company (“WP Partners GP”), (x) Warburg
Pincus & Co., a New York general partnership (“WP&Co”), and (xi) Warburg Pincus LLC, a New York limited
liability company (“WP LLC”). This Amendment relates to shares of common stock, par value $0.01 per share, of Laredo
Petroleum, Inc. (the “Shares”). The name of the issuer is Laredo Petroleum, Inc., a Delaware corporation
(f/k/a Laredo Petroleum Holdings, Inc.) (the “Issuer”). Unless otherwise indicated herein, each capitalized term
used but not otherwise defined in this Amendment shall have the meaning ascribed to such term in the Schedule 13D. Except as specifically
amended by this Amendment, the Schedule 13D is unchanged.
Item 5. Interest in Securities of
the Issuer
Item 5 is hereby amended by replacing it
in its entirety with the following:
The Warburg Pincus Reporting Persons listed
below have the following beneficial ownership of Shares (percentages are based on 12,003,806 shares of common stock outstanding
as of November 2, 2020, as reported on the Form 10-Q filed by the Issuer with the U.S. Securities and Exchange Commission
on November 5, 2020):
(i) WP X O&G has shared dispositive and voting power
over 1,150,603 Shares, representing 9.6% of the outstanding Shares of the Issuer.
(ii) WP X Partners has shared dispositive
and voting power over 37,134 Shares, representing less than 1% of the outstanding Shares of the Issuer.
(iii) WP X, by virtue of its status
as the general partner of WP X O&G and WP X Partners, has shared dispositive and voting power over 1,187,737 Shares, representing
9.9% of the outstanding Shares of the Issuer.
(iv) WP X GP, by virtue of its status
as the general partner of WP X, has shared dispositive and voting power over 1,187,737 Shares, representing 9.9% of the outstanding
Shares of the Issuer.
(v) WPP GP LLC, by virtue of its status
as the general partner of WP IX GP and WP X GP, has shared dispositive and voting power over 1,187,737 Shares, representing 9.9%
of the outstanding Shares of the Issuer.
(vi) WP Partners, by virtue of its
status as the managing member of WPP GP LLC, has shared dispositive and voting power over 1,187,737 Shares, representing 9.9%
of the outstanding Shares of the Issuer.
(vii) WP Partners GP, by virtue of
its status as the general partner of WP Partners, has shared dispositive and voting power over 1,187,737 Shares, representing 9.9%
of the outstanding Shares of the Issuer.
(viii) WP&Co, by virtue of its
status as the managing member of WP Partners GP, has shared dispositive and voting power over 1,187,737 Shares, representing 9.9%
of the outstanding Shares of the Issuer.
(ix) WP LLC, by virtue of its status
as manager of WP Private Equity IX, WP X O&G, and WP X Partners, has shared dispositive and voting power over 1,187,737 Shares,
representing 9.9% of the outstanding Shares of the Issuer.
(x) WP Private Equity IX has shared
dispositive and voting power over 0 Shares of the Issuer, representing 0% of the outstanding Shares of the Issuer.
(xi) WP IX GP, by virtue of its status
as the general partner of WP Private Equity IX, has shared dispositive and voting power over 0 Shares, representing 0% of the outstanding
Shares of the Issuer.
Each of the Warburg Pincus Reporting Persons
listed in this Item 5(i) through 5(xi) could be deemed to have beneficial ownership of all of the shares reported in
this Schedule 13D; nevertheless, each of the Warburg Pincus Reporting Persons disclaims beneficial ownership of shares in excess
of that reported in this Item 5. Investment and voting decisions with respect to the Shares held by the Warburg Pincus Reporting
Persons are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership
of the shares held by the Reporting Persons. As of November 19, 2020, as a result of the sale of Shares of the Issuer
by WP Private Equity IX, the ownership of WP Private Equity IX and WP IX GP each ceased to constitute beneficial ownership of any
of the Shares. The filing of this Amendment No. 6 represents the final amendment to the Schedule 13D and constitutes an exit
filing for WP Private Equity IX and WP IX GP.
Information with respect to each of the
Warburg Pincus Reporting Persons is given solely by such Warburg Pincus Reporting Person, and no Warburg Pincus Reporting Person
has responsibility for the accuracy or completeness of information supplied by another Warburg Pincus Reporting Person.
On November 18, 2020, WP Private Equity
IX sold 305,753 Shares in open market broker transactions pursuant to Rule 144 at a weighted average price of $11.9013 per Share.
Such Shares were sold in multiple transactions at prices ranging from $11.12 to $12.295. Each of the Warburg Pincus Reporting Persons
undertakes to provide, upon request, full information regarding the number of Shares sold at each separate price within such range.
On November 19, 2020, WP Private Equity
IX sold 180,000 Shares in open market broker transactions pursuant to Rule 144 at a weighted average price of $11.5327 per Share.
Such Shares were sold in multiple transactions at prices ranging from $10.39 to $11.43. Each of the Warburg Pincus Reporting Persons
undertakes to provide, upon request, full information regarding the number of Shares sold at each separate price within such range.
On November 20, 2020, WP X O&G sold
187,192 Shares in open market broker transactions pursuant to Rule 144 at a weighted average price of $10.8905 per Share. Such
Shares were sold in multiple transactions at prices ranging from $10.61 to $11.25. Each of the Warburg Pincus Reporting Persons
undertakes to provide, upon request, full information regarding the number of Shares sold at each separate price within such range.
On November 20, 2020, WP X Partners
sold 5,989 Shares in open market broker transactions pursuant to Rule 144 at a weighted average price of $10.8905 per Share. Such
Shares were sold in multiple transactions at prices ranging from $10.61 to $11.25. Each of the Warburg Pincus Reporting Persons
undertakes to provide, upon request, full information regarding the number of Shares sold at each separate price within such range.
On November 23, 2020, WP X O&G
sold 670,387 Shares in open market broker transactions pursuant to Rule 144 at a weighted average price of $11.2481 per Share.
Such Shares were sold in multiple transactions at prices ranging from $10.80 to $11.69. Each of the Warburg Pincus Reporting
Persons undertakes to provide, upon request, full information regarding the number of Shares sold at each separate price within
such range.
On November 23, 2020, WP X Partners
sold 21,447 Shares in open market broker transactions pursuant to Rule 144 at a weighted average price of $11.2481 per Share.
Such Shares were sold in multiple transactions at prices ranging from $10.80 to $11.69. Each of the Warburg Pincus Reporting
Persons undertakes to provide, upon request, full information regarding the number of Shares sold at each separate price within
such range.
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: November 24, 2020
|
|
|
|
|
|
|
|
|
|
WARBURG PINCUS PRIVATE EQUITY IX, L.P.
|
|
By: Warburg Pincus IX GP L.P., its general partner
|
|
By: WPP GP LLC, its general partner
|
|
By: Warburg Pincus Partners, L.P., its managing member
|
|
By: Warburg Pincus Partners GP LLC, its general partner
|
|
By: Warburg Pincus & Co., its managing member
|
|
|
|
|
By:
|
/s/ Robert B. Knauss
|
|
Name:
|
Robert B. Knauss
|
|
Title:
|
Partner
|
|
|
|
|
|
|
|
WARBURG PINCUS IX GP L.P.
|
|
By: WPP GP LLC, its general partner
|
|
By: Warburg Pincus Partners, L.P., its managing member
|
|
By: Warburg Pincus Partners GP LLC, its general partner
|
|
By: Warburg Pincus & Co., its managing member
|
|
|
|
|
By:
|
/s/ Robert B. Knauss
|
|
Name:
|
Robert B. Knauss
|
|
Title:
|
Partner
|
Dated: November 24, 2020
|
|
|
|
|
|
|
WPP GP LLC
|
|
By: Warburg Pincus Partners, L.P., its managing member
|
|
By: Warburg Pincus Partners GP LLC, its general partner
|
|
By: Warburg Pincus & Co., its managing member
|
|
|
|
|
By:
|
/s/ Robert B. Knauss
|
|
Name:
|
Robert B. Knauss
|
|
Title:
|
Partner
|
|
|
|
|
|
|
|
WARBURG PINCUS PARTNERS, L.P.
|
|
By: Warburg Pincus Partners GP LLC, its general partner
|
|
By: Warburg Pincus & Co., its managing member
|
|
|
|
|
By:
|
/s/ Robert B. Knauss
|
|
Name:
|
Robert B. Knauss
|
|
Title:
|
Partner
|
|
|
|
|
|
|
|
WARBURG PINCUS PARTNERS GP LLC
|
|
By: Warburg Pincus & Co., its managing member
|
|
|
|
|
By:
|
/s/ Robert B. Knauss
|
|
Name:
|
Robert B. Knauss
|
|
Title:
|
Partner
|
|
|
|
|
|
|
|
WARBURG PINCUS & CO.
|
|
By:
|
/s/ Robert B. Knauss
|
|
Name:
|
Robert B. Knauss
|
|
Title:
|
Partner
|
Dated: November 24, 2020
|
|
|
|
|
|
|
WARBURG PINCUS X, L.P.
|
|
By: Warburg Pincus X GP L.P., its general partner
|
|
By: WPP GP LLC, its general partner
|
|
By: Warburg Pincus Partners, L.P., its managing member
|
|
By: Warburg Pincus Partners GP LLC, its general partner
|
|
By: Warburg Pincus & Co., its managing member
|
|
|
|
|
By:
|
/s/ Robert B. Knauss
|
|
Name:
|
Robert B. Knauss
|
|
Title:
|
Partner
|
|
|
|
|
|
|
|
WARBURG PINCUS X GP L.P.
|
|
By: WPP GP LLC, its general partner
|
|
By: Warburg Pincus Partners, L.P., its managing member
|
|
By: Warburg Pincus Partners GP LLC, its general partner
|
|
By: Warburg Pincus & Co., its managing member
|
|
|
|
|
By:
|
/s/ Robert B. Knauss
|
|
Name:
|
Robert B. Knauss
|
|
Title:
|
Partner
|
Dated: November 24, 2020
|
|
|
|
|
|
|
WARBURG PINCUS X PARTNERS, L.P.
|
|
By: Warburg Pincus X, L.P., its general partner
|
|
By: Warburg Pincus X GP L.P., its general partner
|
|
By: WPP GP LLC, its general partner
|
|
By: Warburg Pincus Partners, L.P., its managing member
|
|
By: Warburg Pincus Partners GP LLC, its general partner
|
|
By: Warburg Pincus & Co., its managing member
|
|
|
|
|
By:
|
/s/ Robert B. Knauss
|
|
Name:
|
Robert B. Knauss
|
|
Title:
|
Partner
|
|
|
|
|
|
|
|
WARBURG PINCUS PRIVATE EQUITY X O&G, L.P.
|
|
By: Warburg Pincus X, L.P., its general partner
|
|
By: Warburg Pincus X GP L.P., its general partner
|
|
By: WPP GP LLC, its general partner
|
|
By: Warburg Pincus Partners, L.P., its managing member
|
|
By: Warburg Pincus Partners GP LLC, its general partner
|
|
By: Warburg Pincus & Co., its managing member
|
|
|
|
|
By:
|
/s/ Robert B. Knauss
|
|
Name:
|
Robert B. Knauss
|
|
Title:
|
Partner
|
Dated: November 24, 2020
|
|
|
|
|
|
|
WARBURG PINCUS LLC
|
|
|
|
|
By:
|
/s/ Robert B. Knauss
|
|
Name:
|
Robert B. Knauss
|
|
Title:
|
Managing Director
|