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ANNUAL REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2008 |
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OR | ||
o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
For the transition period from to |
Delaware (State or other jurisdiction of incorporation or organization) 123 Robert S. Kerr Avenue Oklahoma City, Oklahoma (Address of principal executive offices) |
20-8084793 (I.R.S. Employer Identification No.) 73118 (Zip Code) |
Title of Each
Class Common Stock, $0.001 par value |
Name of Each Exchange on
Which Registered New York Stock Exchange |
Large accelerated filer þ
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Accelerated filer o | Non-accelerated filer o | Smaller reporting company o |
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SANDRIDGE ENERGY, INC. |
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By /s/ TOM L. WARD | ||||
Tom L. Ward | ||||
President, Chairman of the Board
and Chief Executive Officer |
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Signature | Title | Date | ||
/s/ TOM L. WARD
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President, Chief Executive Officer and Chairman of the Board (Principal Executive Officer) | April 23, 2009 | ||
*
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Chief Financial Officer and Executive Vice President (Principal Financial Officer) | April 23, 2009 | ||
*
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Senior Vice President Accounting (Principal Accounting Officer) | April 23, 2009 | ||
*
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Director | April 23, 2009 | ||
*
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Director | April 23, 2009 | ||
*
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Director | April 23, 2009 | ||
*
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Director | April 23, 2009 | ||
*
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Director | April 23, 2009 | ||
*
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Director | April 23, 2009 | ||
* By: | /s/ TOM L. WARD
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Incorporated by Reference | ||||||||||||||
Exhibit | SEC | Filed | ||||||||||||
No. | Exhibit Description | Form | File No. | Exhibit | Filing Date | Herewith | ||||||||
3.1
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Certificate of Incorporation of SandRidge Energy, Inc. | S-1 | 333-148956 | 3.1 | 01/30/2008 | |||||||||
3.2
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Certificate of Designation of 8.5% Convertible Perpetual Preferred Stock of SandRidge Energy, Inc. | 8-K | 001-33784 | 3.1 | 01/21/2009 | |||||||||
3.3
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Amended and Restated Bylaws of SandRidge Energy, Inc. | 10-Q | 001-33784 | 3.3 | 05/08/2008 | |||||||||
4.1
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Specimen Stock Certificate representing common stock of SandRidge Energy, Inc. | S-1 | 333-148956 | 4.1 | 01/30/2008 | |||||||||
4.3
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Registration Rights Agreement, dated November 21, 2006, by and among SandRidge Energy, Inc. (as successor by merger to Riata Energy, Inc.) and the Purchasers party thereto | S-1 | 333-148956 | 4.3 | 01/30/2008 | |||||||||
4.7
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Amended and Restated Shareholders Agreement, dated April 4, 2007, among SandRidge Energy, Inc. (as successor by merger to Riata Energy, Inc.) and certain shareholders | S-1 | 333-148956 | 4.7 | 01/30/2008 | |||||||||
4.8
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Registration Rights Agreement, dated March 20, 2007, by and among SandRidge Energy, Inc. and the several purchasers party thereto | S-1 | 333-148956 | 4.8 | 01/30/2008 | |||||||||
4.10
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Shareholders Agreement, dated March 20, 2007, by and among SandRidge Energy, Inc. and certain common shareholders | S-1 | 333-148956 | 4.10 | 01/30/2008 | |||||||||
4.11
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Indenture, dated May 1, 2008, by and among SandRidge Energy, Inc., certain subsidiary guarantors named therein and Wells Fargo Bank, National Association, as trustee | 8-K | 001-33784 | 4.1 | 05/02/2008 | |||||||||
4.12
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Registration Rights Agreement, dated May 1, 2008, by and among SandRidge Energy, Inc. and certain guarantors named therein for the benefit of noteholders | 8-K | 001-33784 | 4.2 | 05/02/2008 |
Incorporated by Reference | ||||||||||||||
Exhibit | SEC | Filed | ||||||||||||
No. | Exhibit Description | Form | File No. | Exhibit | Filing Date | Herewith | ||||||||
4.14
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Indenture, dated May 20, 2008, by and among SandRidge Energy, Inc., certain subsidiary guarantors named therein and Wells Fargo Bank, National Association, as trustee | 8-K | 001-33784 | 4.1 | 05/21/2008 | |||||||||
4.15
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Registration Rights Agreement, dated May 20, 2008 by and among SandRidge Energy, Inc., certain subsidiary guarantors named therein, Banc of America Securities LLC, Barclays Capital, Inc. and J.P. Morgan Securities Inc., as representatives of the purchasers | 8-K | 001-33784 | 4.2 | 05/21/2008 | |||||||||
4.16
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Registration Rights Agreement, dated February 16, 2009, among SandRidge Energy, Inc., George B. Kaiser and Pooled CIT Investments, O.K. | 10-K | 001-33784 | 4.16 | 02/26/2009 | |||||||||
10.1
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Executive Nonqualified Excess Plan |
8-K | 001-33784 | 10.1 | 07/15/2008 | |||||||||
10.2
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2005 Stock Plan of SandRidge Energy, Inc. | S-1 | 333-148956 | 10.2 | 01/30/2008 | |||||||||
10.2.1
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Form of Restricted Stock Award Agreement under 2005 Stock Plan | 10-K | 001-33784 | 10.2.1 | 03/07/2008 | |||||||||
10.5.1
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Employment Agreement of Tom L. Ward, dated June 8, 2006 | S-1 | 333-148956 | 10.11 | 01/30/2008 | |||||||||
10.5.2
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Employment Agreement of Dirk M. Van Doren, dated effective as of January 1, 2008 | 10-Q | 333-148956 | 10.5.2 | 05/08/2008 | |||||||||
10.5.3
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Employment Agreement of Matthew K. Grubb, dated effective as of January 1, 2008 | 10-Q | 333-148956 | 10.5.3 | 05/08/2008 | |||||||||
10.5.4
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Employment Agreement of Todd N. Tipton, dated effective as of January 1, 2008 | 10-Q | 333-148956 | 10.5.4 | 05/08/2008 | |||||||||
10.5.5
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Employment Agreement of Larry K. Coshow, dated effective as of January 1, 2008 | 10-Q | 333-148956 | 10.5.5 | 05/08/2008 | |||||||||
10.5.6
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Form of Employment Agreement for Senior Vice Presidents | 10-Q | 333-148956 | 10.5.60. | 05/08/2008 |
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Incorporated by Reference | ||||||||||||||
Exhibit | SEC | Filed | ||||||||||||
No. | Exhibit Description | Form | File No. | Exhibit | Filing Date | Herewith | ||||||||
10.5.7
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Employment Separation Agreement of Larry K. Coshow, dated April 14, 2008 | 10-Q | 333-148956 | 10.5.7 | 05/08/2008 | |||||||||
10.5.8
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Employment Agreement of Rodney E. Johnson, dated effective as of January 1, 2009 | 10-K | 001-33784 | 10.5.8 | 02/26/2009 | |||||||||
10.6
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Form of Indemnification Agreement for directors and officers | S-1 | 333-148956 | 10.5 | 01/30/2008 | |||||||||
10.7
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Senior Credit Facility, dated November 21, 2006, by and among SandRidge Energy, Inc. (as successor by merger to Riata Energy, Inc.) and Bank of America, N.A., as Administrative Agent and Banc of America Securities LLC as Lead Arranger and Book Running Manager | S-1 | 333-148956 | 10.6 | 01/30/2008 | |||||||||
10.7.1
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Amendment No. 1 to Senior Credit Facility, dated November 21, 2006 by and among SandRidge Energy, Inc. | S-1 | 333-148956 | 10.6 | 01/30/2008 | |||||||||
10.7.2
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Amendment No. 2 to Senior Credit Facility, dated November 21, 2006 | S-1 | 333-148956 | 10.10 | 01/30/2008 | |||||||||
10.7.3
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Amendment No. 3 to Senior Credit Facility, dated September 14, 2007 | 10-Q | 333-148956 | 10.7.3 | 05/08/2008 | |||||||||
10.7.4
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Amendment No. 4 to Senior Credit Facility, dated April 4, 2008 | 10-Q | 333-148956 | 10.4 | 08/07/2008 | |||||||||
10.7.5
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Amendment No. 5 to Senior Credit Facility, dated September 18, 2008 | 001-33784 | 10.7.5 | 02/26/2009 | ||||||||||
10.9
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Credit Agreement, dated March 22, 2007 by and among SandRidge Energy, Inc. and Bank of America, N.A., as Administrative Agent and Banc of America Securities LLC as Lead Arranger | S-1 | 333-148956 | 10.8 | 01/30/2008 | |||||||||
10.14
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Purchase and Sale Agreement, dated June 7, 2007 by and between Wallace Jordan, LLC and SandRidge Energy, Inc. | S-1 | 333-148956 | 10.17 | 01/30/2008 | |||||||||
10.15
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Office Lease Agreement, dated March 6, 2006 by and between 1601 Tower Properties, L.L.C. and Riata Energy, Inc. | S-1 | 333-148956 | 10.18 | 01/30/2008 |
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Incorporated by Reference | ||||||||||||||
Exhibit | SEC | Filed | ||||||||||||
No. | Exhibit Description | Form | File No. | Exhibit | Filing Date | Herewith | ||||||||
10.15.1
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First Amendment, dated October 19, 2006 to Office Lease Agreement, dated March 6, 2006 | S-1 | 333-148956 | 10.19 | 01/30/2008 | |||||||||
10.15.2
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Second Amendment, dated January 26, 2007 to Office Lease Agreement | S-1 | 333-148956 | 10.20 | 01/30/2008 | |||||||||
10.16
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Letter Agreement for Acquisition of Properties, dated September 21, 2007 by and between SandRidge Energy, Inc., Longfellow Energy, LP, Dalea Partners, LP and N. Malone Mitchell, 3rd | S-1 | 333-148956 | 10.21 | 01/30/2008 | |||||||||
10.17
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Construction Management Agreement, dated June 29, 2008, by and between Oxy USA Inc. and SandRidge Energy Exploration and Production, LLC | 10-Q | 333-148956 | 10.1 | 08/07/2008 | |||||||||
10.18
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Gas Treating and CO2 Delivery Agreement, dated June 29, 2008, by and between Oxy USA Inc. and SandRidge Energy Exploration and Production, LLC | 10-Q | 333-148956 | 10.2 | 08/07/2008 | |||||||||
10.19
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Purchase and Sale Agreement, dated October 9, 2008, by and among SandRidge Energy, Inc., Tom L. Ward, TLW Investments, L.L.C. and TLW Investments, Inc. | 8-K | 333-148956 | 10.1 | 10/16/2008 | |||||||||
21.1
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Subsidiaries of SandRidge Energy, Inc. | S-1 | 333-148956 | 21.1 | 01/30/2008 | |||||||||
23.1
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Consent of PricewaterhouseCoopers LLP | 10-K | 001-33784 | 23.1 | 02/26/2009 | |||||||||
23.2
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Consent of DeGolyer and MacNaughton | 10-K | 001-33784 | 23.2 | 02/26/2009 | |||||||||
23.3
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Consent of Netherland, Sewell & Associates, Inc. | 10-K | 001-33784 | 23.3 | 02/26/2009 | |||||||||
24.1
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Power of Attorney (included on signature page) | 10-K | 001-33784 | 24.1 | 02/26/2009 | |||||||||
31.1
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Section 302 Certification Chief Executive Officer | * | ||||||||||||
31.2
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Section 302 Certification Chief Financial Officer | * | ||||||||||||
32.1
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Section 906 Certifications of Chief Executive Officer and Chief Financial Officer | 10-K | 001-33784 | 32.1 | 02/26/2009 |
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| Management contract or compensatory plan or arrangement | |
Note: | Debt instruments of the Company defining the rights of long-term debt holders in principal amounts not exceeding 10 percent of its consolidated assets have been omitted and will be provided to the Commission upon request. |
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