OKLAHOMA CITY, Aug. 14, 2015 /PRNewswire/ -- SandRidge
Energy, Inc. (the "Company") (NYSE: SD) today announced that
the Company has entered into privately negotiated purchase and
exchange agreements under which it will repurchase $250 million aggregate principal amount of its
senior unsecured notes for $94.5
million cash and exchange $275
million of notes into new convertible notes.
James Bennett, President and CEO,
commented, "We are very pleased with the execution of this
transaction and its effect on the Company's financial
position. This represents a significant first step in
reducing SandRidge's debt and improving our balance sheet. In
this transaction we addressed $525
million of senior unsecured debt, by repurchasing senior
unsecured notes at a substantial discount to face value, also
immediately eliminating approximately $19
million in annual interest expense, and modifying additional
outstanding debt to convert into equity at a significant premium to
the current share price."
Specifically, the Company will repurchase $29.3 million aggregate principal amount of its
8.75% Senior Notes due 2020 (the "2020 Outstanding Notes"),
$111.6 million aggregate principal
amount of its 7.5% Senior Notes due 2021 (the "2021 Outstanding
Notes"), $26.1 million aggregate
principal amount of its 8.125% Senior Notes due 2022 (the "2022
Outstanding Notes"), and $83.0
million aggregate principal amount of its 7.5% Senior Notes
due 2023 (the "2023 Outstanding Notes") for an aggregate of
$94.5 million in cash.
The Company will exchange $15.9
million aggregate principal amount of the 2020 Outstanding
Notes, $40.7 million aggregate
principal amount of the 2021 Outstanding Notes, $101.8 million aggregate principal amount of the
2022 Outstanding Notes and $116.6
million aggregate principal amount of its 2023 Outstanding
Notes for $158.4 million aggregate
principal amount of its new 8.125% Convertible Senior Notes due
2022 and $116.6 million aggregate
principal amount of its new 7.5% Convertible Senior Notes due 2023
(all such Convertible Senior Notes are referred to below as the
"New Convertible Notes").
Subject to compliance with certain conditions, the Company has
the right to mandatorily convert the New Convertible Notes, in
whole or in part, if the volume weighted average price, or VWAP (as
defined in the indentures governing the New Convertible Notes), of
the Company's common stock exceeds 40.00% of the applicable
conversion price of the New Convertible Notes (representing an
initial VWAP threshold of $1.10 per
share) for at least 20 trading days during the 30 consecutive
trading day period and the Company delivers a mandatory conversion
notice. The New Convertible Notes will be convertible under
certain circumstances, at the holder's option, at an initial
conversion rate of 363.6363 common shares per $1,000 principal amount of New Convertible Notes
(representing an initial conversion price of $2.75 per share), subject to certain customary
adjustments. Additionally, if a holder exercises its right to
convert on or prior to the first anniversary of the issuance of the
New Convertible Notes, such holder will also receive an early
conversion payment of between $112.50 and
$121.875 in cash per $1,000
principal amount of New Convertible Notes, depending on which
series of notes is being converted. If a holder exercises its
right to convert after the first anniversary but on or prior to the
second anniversary of the issuance of the New Convertible Notes,
such holder will receive an early conversion payment of between
$75.00 and $81.25 in cash per
$1,000 principal amount of New
Convertible Notes, depending on which series of notes is being
converted.
The New Convertible Notes will be guaranteed by the same
guarantors that guarantee the outstanding senior notes of the
Company. Each series of New Convertible Notes will be subject to
covenants and bear payment terms substantially identical to those
of the corresponding outstanding series of senior notes of similar
tenor, other than the conversion provisions and the extension of
the final maturity date by one day.
In addition, the Company and its banks amended its first lien
revolving credit agreement to facilitate the repurchase and
exchange transactions.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities, in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such
jurisdiction.
About SandRidge Energy, Inc.
SandRidge Energy, Inc. (NYSE: SD) is an oil and natural gas
exploration and production company headquartered in Oklahoma City, Oklahoma with its principal
focus on developing high-return, growth-oriented projects in the
Mid-Continent region of the United
States. In addition, SandRidge owns and operates a saltwater
gathering and disposal system and a drilling rig and related oil
field services business.
CONTACT:
Duane Grubert
EVP – Investor Relations & Strategy
SandRidge Energy, Inc.
123 Robert S. Kerr Avenue
Oklahoma City, OK 73102
+1 (405) 429-5515
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SOURCE SandRidge Energy, Inc.