0001104659-14-037887.txt : 20140513 0001104659-14-037887.hdr.sgml : 20140513 20140513082118 ACCESSION NUMBER: 0001104659-14-037887 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20140512 FILED AS OF DATE: 20140513 DATE AS OF CHANGE: 20140513 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Laredo Petroleum, Inc. CENTRAL INDEX KEY: 0001528129 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 453007926 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 15 W. SIXTH STREET STREET 2: SUITE 1800 CITY: TULSA STATE: OK ZIP: 74119 BUSINESS PHONE: 918-513-4570 MAIL ADDRESS: STREET 1: 15 W. SIXTH STREET STREET 2: SUITE 1800 CITY: TULSA STATE: OK ZIP: 74119 FORMER COMPANY: FORMER CONFORMED NAME: Laredo Petroleum Holdings, Inc. DATE OF NAME CHANGE: 20110816 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KAGAN PETER CENTRAL INDEX KEY: 0001239315 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35380 FILM NUMBER: 14835439 MAIL ADDRESS: STREET 1: C/O WARBURG PINCUS LLC STREET 2: 450 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 4 1 a4.xml 4 X0306 4 2014-05-12 0 0001528129 Laredo Petroleum, Inc. LPI 0001239315 KAGAN PETER C/O WARBURG PINCUS & CO. 450 LEXINGTON AVENUE NEW YORK NY 10017 1 0 0 0 Common Stock, par value $0.01 per share ("Common Stock") 2014-05-12 4 J 0 5097388 0 D 57870127 I See footnote Common Stock 2014-05-12 4 J 0 22822 0 A 137808 D See Exhibit 99.1; Note 1. Exhibit List: Exhibit 24.0 - Power of Attorney Exhibit 99.1 - Explanation of Responses *** The Power of Attorney given by Mr. Kagan is filed as Exhibit 24.0 hereto. /s/ Robert B. Knauss, Director By: Robert B. Knauss, Attorney-in-Fact*** 2014-05-12 EX-24.0 2 ex-24d0.htm EX-24.0 Exhibit 24

Exhibit 24.0

 

POWER OF ATTORNEY

 

The undersigned, Peter R. Kagan, hereby constitutes and appoints each of Timothy J. Curt, Steven G. Glenn and Robert B. Knauss, acting individually or jointly, with full power of substitution and resubstitution, to have full power and authority to act in his name, place and stead and on the undersigned’s behalf as his true and lawful attorney-in-fact to:

 

(1)                                 execute and deliver for and on behalf of the undersigned Forms 3, 4 and 5 (including any amendments, corrections, supplements or other changes thereto) in accordance with Section 16(a) of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), and the rules thereunder;

 

(2)                                 do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and Forms 3, 4 or 5 (including any amendments, corrections, supplements or other changes thereto) and timely file such Forms with the United States Securities and Exchange Commission and any stock exchange, self-regulatory association or any other authority or person as may be required by law; and

 

(3)                                 take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required of, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in his discretion.

 

The undersigned hereby grants to each attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as such attorney-in-fact might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or his substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming nor is either Warburg Pincus LLC, or any affiliates or subsidiaries thereof, or Warburg Pincus & Co., or any affiliates or subsidiaries thereof, assuming, (i) any of the undersigned’s responsibilities to comply with the requirements of the Exchange Act or any liability for the undersigned’s failure to comply with such requirements or (ii) any obligation or liability that the undersigned incurs for profit disgorgement under Section 16(b) of the Exchange Act.

 

This Power of Attorney shall continue in full force and effect until revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact or by such attorneys-in-fact in a signed writing delivered to the undersigned.  This Power of Attorney hereby revokes any Power of Attorney previously granted, under which Scott A. Arenare was appointed to act on behalf of the undersigned, provided, however, it does not revoke, any other power of attorney that the undersigned has previously granted.

 



 

IN WITNESS WHEREOF, the undersigned have executed this Power of Attorney this 15th day of January, 2014.

 

 

WARBURG PINCUS & CO.

 

 

 

 

 

By:

/s/ Peter R. Kagan

 

 

Peter R. Kagan

 

 

Director

 

 

 

 

 

PETER R. KAGAN

 

 

 

 

 

/s/ Peter R. Kagan

 

 


EX-99.1 3 ex-99d1.htm EX-99.1

Exhibit 99.1

 

Designated Filer:

Peter R. Kagan

Issuer & Ticker Symbol:

Laredo Petroleum, Inc. [LPI]

Date of Event Requiring Statement:

May 12, 2014

 

Explanation of Responses:

 

(1) Peter R. Kagan (the “Reporting Person”) is a director of Laredo Petroleum, Inc., a Delaware corporation (f/k/a Laredo Petroleum Holdings, Inc.) (the “Issuer”), a Partner of Warburg Pincus & Co., a New York general partnership (“WP”), and a Member and Managing Director of Warburg Pincus LLC, a New York limited liability company (“WP LLC” and together with “WP”, the “Warburg Pincus Entities”).  On May 12, 2014, Warburg Pincus Private Equity IX, L.P., a Delaware limited partnership ( “WP IX”), distributed, which distribution did not constitute a purchase or sale of securities, an aggregate of 4,039,984 shares (the “WP IX Distribution Shares”) of common stock (“Common Stock”) of the Issuer held by it, in the aggregate, to its partners on a pro rata basis (the “WP IX Distribution”), for no consideration and Warburg Pincus Private Equity X O&G, L.P., a Delaware limited partnership, and an affiliated partnership (collectively, “WP X”), distributed, which distribution did not constitute a purchase or sale of securities, an aggregate of 1,057,404 shares (the “WP X Distribution Shares” and together with the WP IX Distribution Shares, the “WP Distribution Shares”) of Common Stock of the Issuer held by them, in the aggregate, to their respective partners on a pro rata basis (the “WP X Distribution”, and together with the WP IX Distribution, the “WP Distribution”), for no consideration.

 

In connection with the WP Distribution, an aggregate of 22,822 Distribution Shares were transferred to the Reporting Person.  Following the WP Distribution, the Reporting Person beneficially owns 137,808 shares of Common Stock of the Issuer, which includes 24,626 shares of restricted Common Stock of the Issuer that were issued to him in his capacity as a director of the Issuer.  Due to his relationships with the Warburg Pincus Entities, the Reporting Person may be deemed to have an indirect pecuniary interest (within the meaning of Rule 16a-1 under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”)) in an indeterminate portion of the shares of the Issuer held by WP IX and WP X.  The Reporting Person disclaims beneficial ownership of the shares of the Issuer held by WP IX and WP X, except to the extent of any direct pecuniary interest therein.

 

This Form 4 shall not be deemed an admission that the Reporting Person or any other person referred to herein is a beneficial owner of the shares of Common Stock held by WP IX and WP X for purposes of Section 16 of the Exchange Act or for any other purpose or that the Reporting Person or other person has an obligation to file this Form 4 except, in each case, to the extent it or he has a pecuniary interest in such shares of Common Stock for purposes of Section 16 of the Exchange Act.