UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT PURSUANT TO

SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

 

Date of report (Date of earliest event reported): October 17, 2012

 

LAREDO PETROLEUM HOLDINGS, INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

001-35380

 

45-3007926

(State or Other Jurisdiction of Incorporation or
Organization)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

15 W. Sixth Street, Suite 1800, Tulsa, Oklahoma

 

74119

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (918) 513-4570

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 7.01.  Regulation FD Disclosure.

 

On October 17, 2012, Laredo Petroleum Holdings, Inc. (the “Company”) announced the completion of the underwritten secondary public offering of 14,375,000 shares of the Company’s common stock by affiliates of Warburg Pincus LLC, the selling stockholders, at a price to the public of $20.25 per share. A copy of the press release is attached hereto as Exhibit 99.1.

 

In accordance with General Instruction B.2 of Form 8-K, the information in this Item shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing.

 

Item 9.01.  Financial Statements and Exhibits.

 

(d)  Exhibits.

 

Exhibit Number

 

Description

 

 

 

99.1

 

Press release dated October 17, 2012.

 

2



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

 

LAREDO PETROLEUM HOLDINGS, INC.

 

 

 

 

 

 

 

 

Date: October 17, 2012

 

By:

/s/ Kenneth E. Dornblaser

 

 

 

Kenneth E. Dornblaser
Senior Vice President and General Counsel

 

3



 

EXHIBIT INDEX

 

Exhibit Number

 

Description

 

 

 

99.1

 

Press release dated October 17, 2012.

 

4


Exhibit 99.1

 

Laredo Petroleum Holdings, Inc. Announces Closing of Secondary Public Offering and Exercise of Underwriters’ Option to Purchase Additional Shares

 

TULSA, OKLAHOMA October 17, 2012—Laredo Petroleum Holdings, Inc., a Delaware corporation (NYSE: LPI) (the “Company” or “Laredo Petroleum”), announced today the closing of the underwritten secondary public offering of 14,375,000 shares of its common stock by affiliates of Warburg Pincus LLC, the selling stockholders, at a price to the public of $20.25 per share, including all 1,875,000 shares of common stock that were subject to the underwriters’ option to purchase additional shares.

 

The selling stockholders received all of the proceeds from this offering. No shares were sold by the Company or its management.

 

J.P. Morgan, Goldman, Sachs & Co., BofA Merrill Lynch and Wells Fargo Securities acted as joint bookrunners for the offering. BMO Capital Markets, Capital One Southcoast, Scotiabank / Howard Weil and Societe Generale acted as senior co-managers for the offering, and BB&T Capital Markets, BOSC, Inc., Comerica Securities and Mitsubishi UFJ Securities acted as co-managers for the offering.

 

This offering was made only by means of a prospectus. Copies of the final prospectus may be obtained from: J.P. Morgan via Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, or telephone: (866) 803-9204; Goldman, Sachs & Co., Prospectus Department, 200 West Street, New York, NY 10282, or telephone: 1-866-471-2526, facsimile: 212-902-9316, or email: prospectus-ny@ny.email.gs.com; BofA Merrill Lynch, 222 Broadway, 7th Floor, New York, NY 10038, Attn: Prospectus Department, or email: dg.prospectus_requests@baml.com; or Wells Fargo Securities, Attn: Equity Syndicate Dept., 375 Park Avenue, New York, New York 10152, or telephone: (800) 326-5897, or email: cmclientsupport@wellsfargo.com.

 

A registration statement relating to these securities has been filed with, and declared effective by, the Securities and Exchange Commission (“SEC”). The registration statement is available on the SEC’s website at www.sec.gov under the registrant’s name, “Laredo Petroleum Holdings, Inc.”

 

This press release shall not constitute an offer to sell or a solicitation of an offer to buy any securities nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

 

Laredo Petroleum is an independent energy company with headquarters in Tulsa, Oklahoma.  Laredo Petroleum’s business strategy is focused on the exploration, development and acquisition of oil and natural gas properties primarily in the Permian and Mid-Continent regions of the United States.

 

Contacts

Rick Buterbaugh

Investor Relations

(918) 858-5151

RButerbaugh@laredopetro.com

 

Branden Kennedy

(918) 858-5015

BKennedy@laredopetro.com