0001104659-14-016178.txt : 20140305 0001104659-14-016178.hdr.sgml : 20140305 20140305082214 ACCESSION NUMBER: 0001104659-14-016178 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140304 FILED AS OF DATE: 20140305 DATE AS OF CHANGE: 20140305 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: Levy James R. CENTRAL INDEX KEY: 0001535563 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35380 FILM NUMBER: 14667453 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 2014-03-04 0 0001528129 Laredo Petroleum, Inc. LPI 0001535563 Levy James R. 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'') 2014-03-04 4 J 0 7035017 0 D 62967515 I See footnote Common Stock 2014-03-04 4 J 0 3793 0 A 33038 D See Exhibit 99.1; Note 1. Exhibit List: Exhibit 99.1 - Explanation of Responses By: /s/ James R. Levy Name: James R. Levy, Director 2014-03-04 EX-99.1 2 ex-99d1.htm EX-99.1 Exhibit 99

Exhibit 99.1

 

Designated Filer:

James R. Levy

Issuer & Ticker Symbol:

Laredo Petroleum, Inc. [LPI]

Date of Event Requiring Statement:

March 4, 2014

 

Explanation of Responses:

 

(1) James R. Levy (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 March 4, 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 5,599,977 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 1,435,040 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 3,793 Distribution Shares were transferred to the Reporting Person.  Following the WP Distribution, the Reporting Person beneficially owns 33,038 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.