SandRidge Energy Extends Exchange Offer for its 7.5% Senior Notes
due 2021 and Announces Expiration of Exchange Offers for its 8 1/8%
Senior Notes due 2022 and its 7.5% Senior Notes due 2023
OKLAHOMA CITY, Nov. 8, 2012 /PRNewswire/ -- SandRidge
Energy, Inc. (NYSE: SD) today announced that it has extended to
5:00 p.m., Eastern time, on
November 14, 2012, its previously
announced offer (the "2021 exchange offer") to exchange its
outstanding 7.5% Senior Notes due 2021 that were issued on
August 20, 2012 (the "Old 2021
Notes") for new 7.5% Senior Notes due 2021 (the "New 2021 Notes")
that are registered under the Securities Act of 1933, as amended
(the "Securities Act"). The 2021 exchange offer was scheduled to
expire at 5:00 p.m., Eastern time, on
November 8, 2012 and is being
extended to provide additional time for holders of outstanding Old
2021 Notes who have not yet tendered to tender such notes for
exchange. All other terms of the 2021 exchange offer remain
unchanged. As of 5:00 p.m., Eastern
time, on November 8, 2012,
approximately 99.9% of the aggregate principal amount of the Old
2021 Notes had been tendered in the 2021 exchange offer.
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Completion of the 2021 exchange offer is subject to certain
conditions described in the prospectus dated October 11, 2012, including the continued
effectiveness of the Registration Statement on Form S-4 (File No.
333-184172) relating to the 2021 exchange offer, which has been
declared effective by the Securities and Exchange Commission.
Unless the 2021 exchange offer is further extended, holders of
Old 2021 Notes who do not tender before 5:00
p.m., Eastern time, on November 14,
2012, will continue to hold unregistered securities. Terms
of the New 2021 Notes will be identical in all material respects to
the terms of the Old 2021 Notes, except that the New 2021 Notes
will be registered under the Securities Act and the transfer
restrictions, registration rights and provisions for additional
interest relating to the Old 2021 Notes will not apply to the New
2021 Notes.
SandRidge Energy has retained Wells Fargo Bank, National
Association, to act as exchange agent for the 2021 exchange offer
and the expired exchange offers referenced below. Requests for
copies of the prospectus and related letter of transmittal, as well
as any questions concerning the 2021 exchange offer, should be
directed to Wells Fargo Bank, NA, Corporate Trust Operations,
MAC N9303-121, Sixth & Marquette
Avenue, Minneapolis, MN 55479,
attn: Corporate Trust Operations, telephone 800-344-5128, facsimile
612-667-6282.
SandRidge Energy also announced the expiration of the offers to
exchange its outstanding 8⅛% Senior Notes due 2022 that were issued
on April 17, 2012 (the "Old 2022
Notes") for new 8⅛% Senior Notes due 2022 (the "New 2022 Notes")
that are registered under the Securities Act and its outstanding
7.5% Senior Notes due 2023 that were issued on August 20, 2012 (the "Old 2023 Notes") for new
7.5% Senior Notes due 2023 (the "New 2023 Notes") that are
registered under the Securities Act. The exchange offers expired at
5:00 p.m., Eastern time, on
November 8, 2012.
Wells Fargo Bank, National Association, has advised that Old
2022 Notes in the aggregate principal amount of $750,000,000 and Old 2023 Notes in the aggregate
principal amount of $825,000,000,
representing 100% of the aggregate principal amount of each series,
were validly tendered and not validly withdrawn prior to the
expiration of the exchange offers. SandRidge Energy has accepted
for exchange all of the Old 2022 Notes and Old 2023 Notes, and
expects to issue the New 2022 Notes in exchange for the Old 2022
Notes and the New 2023 Notes in exchange for the Old 2023 Notes on
or about November 14, 2012.
This press release is neither an offer to sell nor a
solicitation of an offer to buy securities and no recommendation is
made as to whether or not holders of Old 2021 Notes should exchange
them or as to whether or not holders of Old 2022 Notes or Old 2023
Notes should have exchanged them. The 2021 exchange offer is made
only by the prospectus and related letter of transmittal dated
October 11, 2012, copies of which
have been provided to holders of the Old 2021 Notes. The exchange
of the Old 2022 Notes and the exchange of the Old 2023 Notes are
being conducted pursuant to the terms of the applicable prospectus
and related letter of transmittal dated October 11, 2012, copies of which were provided
to holders of the Old 2022 Notes and to holders of the Old 2023
Notes.
Forward-Looking Statements
Except for historical information contained herein, the
statements in this release are forward-looking. Forward-looking
statements are based on assumptions and beliefs that we believe to
be reasonable; however, assumed facts almost always vary from
actual results and the differences between assumed facts and actual
results can be material depending upon the circumstances. Our
forward-looking statements, whether written or oral, are expressly
qualified by these cautionary statements and any other cautionary
statements that may accompany those statements. The forward-looking
statements involve risks and uncertainties that affect our
operations, financial performance, and other factors as discussed
in our filings with the Securities and Exchange Commission.
Among the factors that could cause results to differ materially are
those risks and other disclosures made in the Registration
Statements on Form S-4 under the heading "Risk Factors" and in
other filings we make with the SEC. In addition, we undertake no
obligation to update or revise any forward-looking statements to
reflect events or circumstances occurring after the date of this
Statement.
About SandRidge Energy
SandRidge Energy, Inc. is an oil and natural gas company
headquartered in Oklahoma City, Oklahoma with its
principal focus on exploration and production. SandRidge and its
subsidiaries also own and operate gas gathering and processing
facilities and CO2 treating and transportation facilities and
conduct marketing operations. In addition, Lariat Services,
Inc., a wholly-owned subsidiary of SandRidge, owns and operates a
drilling rig and related oil field services business. SandRidge
focuses its exploration and production activities in the
Mid-Continent, Permian Basin, Gulf of Mexico, West
Texas Overthrust and Gulf Coast. SandRidge's internet address
is www.sandridgeenergy.com.
CONTACT: Kevin R. White
Senior Vice President SandRidge Energy, Inc. 123 Robert S. Kerr
Avenue Oklahoma City, OK 73102 +1
(405) 429-5515
SOURCE SandRidge Energy, Inc.