Aug. 6, 2012
/PRNewswire/ -- SandRidge Energy, Inc. (NYSE: SD) (the "Company") today announced that it has commenced a cash tender offer (the "Offer") to repurchase any and all of the outstanding
aggregate principal amount of its Senior Floating Rate Notes due 2014 (CUSIP No. 80007PAG4) (the "Notes") and a solicitation of consents to certain proposed amendments to the indenture governing the Notes (the "Proposed Amendments").
The Offer is being made upon the terms and conditions set forth in the Offer to Purchase and Consent Solicitation Statement dated
August 6, 2012
(the "Offer to Purchase") and the related Consent and Letter of Transmittal. The Offer will expire at
New York City
August 31, 2012
, unless extended by the Company in its sole discretion or earlier terminated (the "Expiration Time"). Holders who validly tender their Notes and provide their consents to the Proposed Amendments before
New York City
August 17, 2012
, unless extended by the Company in its sole discretion (the "Consent Expiration"), will be eligible to receive the Total Consideration (as defined below). The initial settlement date for the Offer will be the business day the Company selects promptly following the Consent Expiration and the satisfaction or waiver of the conditions to consummation of the Offer (the "Initial Settlement Date"), and is currently expected to be
August 20, 2012
As described in more detail in the Offer to Purchase and Consent Solicitation Statement, the total consideration for Notes validly tendered and not validly withdrawn prior to the Consent Expiration is
principal amount of Notes tendered (the "Total Consideration"), which includes a consent payment of
principal amount of Notes (the "Consent Payment"). Holders tendering after the Consent Expiration will not receive the Consent Payment and will be eligible to receive only the "Tender Offer Consideration," which is
principal amount of Notes tendered. Holders who validly tender their Notes before the Consent Expiration will be entitled to receive the Total Consideration on the Initial Settlement Date. Holders who tender their Notes after the Consent Expiration and prior to the Expiration Time will be entitled to receive the Tender Offer Consideration on the Final Settlement Date. All holders whose Notes are purchased in the Offer will receive accrued and unpaid interest from the last interest payment date on their Notes (which was
July 1, 2012
) up to, but not including, the applicable settlement date.
In conjunction with the Tender Offer, the Company is soliciting from holders of Notes consents to the Proposed Amendments, which would (i) eliminate almost all of the covenants and certain default provisions applicable to the Notes and (ii) shorten the minimum redemption notice period from 30 days to three days should the Company elect to redeem any outstanding Notes in accordance with the terms of the Indenture. Adoption of the Proposed Amendments requires the consent of the holders of a majority of the outstanding principal amount of the Notes (the "Requisite Consents"). Each holder tendering Notes will also be deemed to have consented to the Proposed Amendments. Holders may not deliver consents without also tendering their Notes. If the Company has received the Requisite Consents, it will execute a supplement to the indenture governing the Notes, that will become effective upon execution by the parties thereto, but will provide that the Proposed Amendments will not become operative until the Company purchases the Notes accepted in the Tender Offer.