EX-99.1 2 ex-99d1.htm EX-99.1

Exhibit 99.1

 

Designated Filer:

Warburg Pincus Private Equity (E&P) X, Inc.

Issuer & Ticker Symbol:

Laredo Petroleum, Inc. [LPI]

Date of Event Requiring Statement:

March 26, 2015

 

Explanation of Responses:

 

(1)      This Form 4 is filed on behalf of Warburg Pincus Private Equity (E&P) X, Inc., a Delaware corporation (“WPX”). Warburg Pincus Private Equity (E&P) X-B, L.P., a Delaware limited partnership (“WP X-B”), is the sole shareholder of WPX. Warburg Pincus (E&P) X, L.P., a Delaware limited partnership (“WPX LP”), is the general partner of each of WP X-B and Warburg Pincus Private Equity (E&P) X-A, L.P., a Delaware limited partnership (“WP X-A”). Warburg Pincus (E&P) X LLC, a Delaware limited liability company (“WPX LLC”), is the general partner of WPX LP. Warburg Pincus Partners (E&P) LLC, a Delaware limited liability company (“WP Partners”), is the sole member of WPX LLC. Warburg Pincus & Company US, LLC, a New York limited liability company (“WP US”), is the managing member of WP Partners (WPX, WP X-A, WP X-B, WPX LP, WPX LLC, WP Partners, and WP US, collectively, the “Warburg Pincus Reporting Persons”).

 

(2)      On March 26, 2015, after receiving HSR Approval, WPX sold an aggregate of 4,847,321 shares of common stock of Laredo Petroleum, Inc. (f/k/a Laredo Petroleum Holdings, Inc.) (“Common Stock” and such entity, the “Company”), pursuant to a stock purchase agreement, dated as of March 5, 2015, with certain affiliates named therein (the “Stock Purchase Agreement”), at a price of $11.05 per share.

 

(3)      WP X-A sold an aggregate of 6,900,452 shares of Common Stock of the Company, pursuant to the Stock Purchase Agreement, at a price of $11.05 per share.

 

(4)      By reason of the provisions of Rule 16a-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), each of the Warburg Pincus Reporting Persons was deemed to be beneficial owners of the 11,747,773 shares of Common Stock of the Company held collectively by WPX and WP X-A prior to the consummation of the transactions contemplated by the Stock Purchase Agreement.

 

Pursuant to Rule 16a-1(a)(4) of the Exchange Act, each of the Warburg Pincus Reporting Persons, other than WPX and WP X-A, herein states that this Form 4 shall not be deemed an admission that it is the beneficial owner of any of the shares of Common Stock of the Company reported in this Form 4. Each of the Warburg Pincus Reporting Persons disclaims beneficial ownership of the Common Stock of the Company, except to the extent it has a pecuniary interest in such shares of Common Stock of the Company.

 

Due to the limitations on the number of Reporting Persons allowed on Form 4, WP LLC and certain other affiliated funds, who may be deemed to hold beneficial ownership in the shares of Common Stock of the Company, report such beneficial ownership on separate Forms 4.

 

Information with respect to each of the Warburg Pincus Reporting Persons is given solely by such Warburg Pincus Reporting Person, and no Warburg Pincus Reporting Person has responsibility for the accuracy or completeness of information supplied by another Warburg Pincus Reporting Person.