|
UNITED STATES |
|
|
SECURITIES AND EXCHANGE COMMISSION |
|
|
Washington, D.C. 20549 |
|
|
|
|
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
SandRidge Energy, Inc.
(Name of Issuer)
Common Stock, $0.001 par value per share
(Title of Class of Securities)
80007P 307
(CUSIP Number)
November 5, 2007
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o |
Rule 13d-1(b) |
o |
Rule 13d-1(c) |
x |
Rule 13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 80007P 307 |
|||||
|
|||||
|
1. |
Names
of Reporting Persons. I.R.S. Identification Nos. of above persons (entities
only) |
|||
|
|||||
|
2. |
Check the Appropriate Box if a Member of a Group (See Instructions) |
|||
|
|
(a) |
o |
||
|
|
(b) |
x |
||
|
|||||
|
3. |
SEC Use Only |
|||
|
|||||
|
4. |
Citizenship
or Place of Organization |
|||
|
|
|
|||
Number of |
5. |
Sole
Voting Power |
|||
|
|||||
6. |
Shared
Voting Power |
||||
|
|||||
7. |
Sole
Dispositive Power |
||||
|
|||||
8. |
Shared Dispositive Power |
||||
|
|||||
|
9. |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
|||
|
|||||
|
10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) o |
|||
|
|||||
|
11. |
Percent
of Class Represented by Amount in Row (9) |
|||
|
|||||
|
12. |
Type
of Reporting Person (See Instructions) |
|||
2
CUSIP No. 80007P 307 |
|||||
|
|||||
|
1. |
Names
of Reporting Persons. I.R.S. Identification Nos. of above persons (entities
only) |
|||
|
|||||
|
2. |
Check the Appropriate Box if a Member of a Group (See Instructions) |
|||
|
|
(a) |
o |
||
|
|
(b) |
x |
||
|
|||||
|
3. |
SEC Use Only |
|||
|
|||||
|
4. |
Citizenship
or Place of Organization |
|||
|
|
|
|||
Number of |
5. |
Sole
Voting Power |
|||
|
|||||
6. |
Shared
Voting Power |
||||
|
|||||
7. |
Sole
Dispositive Power |
||||
|
|||||
8. |
Shared Dispositive Power |
||||
|
|||||
|
9. |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
|||
|
|||||
|
10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) o |
|||
|
|||||
|
11. |
Percent
of Class Represented by Amount in Row (9) |
|||
|
|||||
|
12. |
Type
of Reporting Person (See Instructions) |
|||
3
CUSIP No. 80007P 307 |
|||||
|
|||||
|
1. |
Names
of Reporting Persons. I.R.S. Identification Nos. of above persons (entities
only) |
|||
|
|||||
|
2. |
Check the Appropriate Box if a Member of a Group (See Instructions) |
|||
|
|
(a) |
o |
||
|
|
(b) |
x |
||
|
|||||
|
3. |
SEC Use Only |
|||
|
|||||
|
4. |
Citizenship
or Place of Organization |
|||
|
|
|
|||
Number of |
5. |
Sole
Voting Power |
|||
|
|||||
6. |
Shared
Voting Power |
||||
|
|||||
7. |
Sole
Dispositive Power |
||||
|
|||||
8. |
Shared Dispositive Power |
||||
|
|||||
|
9. |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
|||
|
|||||
|
10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) o |
|||
|
|||||
|
11. |
Percent
of Class Represented by Amount in Row (9) |
|||
|
|||||
|
12. |
Type
of Reporting Person (See Instructions) |
|||
4
CUSIP No. 80007P 307 |
|||||
|
|||||
|
1. |
Names
of Reporting Persons. I.R.S. Identification Nos. of above persons (entities
only) |
|||
|
|||||
|
2. |
Check the Appropriate Box if a Member of a Group (See Instructions) |
|||
|
|
(a) |
o |
||
|
|
(b) |
x |
||
|
|||||
|
3. |
SEC Use Only |
|||
|
|||||
|
4. |
Citizenship
or Place of Organization |
|||
|
|
|
|||
Number of |
5. |
Sole
Voting Power |
|||
|
|||||
6. |
Shared
Voting Power |
||||
|
|||||
7. |
Sole
Dispositive Power |
||||
|
|||||
8. |
Shared Dispositive Power |
||||
|
|||||
|
9. |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
|||
|
|||||
|
10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) o |
|||
|
|||||
|
11. |
Percent
of Class Represented by Amount in Row (9) |
|||
|
|||||
|
12. |
Type
of Reporting Person (See Instructions) |
|||
5
CUSIP No. 80007P 307 |
|||||
|
|||||
|
1. |
Names
of Reporting Persons. I.R.S. Identification Nos. of above persons (entities
only) |
|||
|
|||||
|
2. |
Check the Appropriate Box if a Member of a Group (See Instructions) |
|||
|
|
(a) |
o |
||
|
|
(b) |
x |
||
|
|||||
|
3. |
SEC Use Only |
|||
|
|||||
|
4. |
Citizenship
or Place of Organization |
|||
|
|
|
|||
Number of |
5. |
Sole
Voting Power |
|||
|
|||||
6. |
Shared
Voting Power |
||||
|
|||||
7. |
Sole
Dispositive Power |
||||
|
|||||
8. |
Shared Dispositive Power |
||||
|
|||||
|
9. |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
|||
|
|||||
|
10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) o |
|||
|
|||||
|
11. |
Percent
of Class Represented by Amount in Row (9) |
|||
|
|||||
|
12. |
Type
of Reporting Person (See Instructions) |
|||
6
CUSIP No. 80007P 307 |
|||||
|
|||||
|
1. |
Names
of Reporting Persons. I.R.S. Identification Nos. of above persons (entities
only) |
|||
|
|||||
|
2. |
Check the Appropriate Box if a Member of a Group (See Instructions) |
|||
|
|
(a) |
o |
||
|
|
(b) |
x |
||
|
|||||
|
3. |
SEC Use Only |
|||
|
|||||
|
4. |
Citizenship
or Place of Organization |
|||
|
|
|
|||
Number of |
5. |
Sole
Voting Power |
|||
|
|||||
6. |
Shared
Voting Power |
||||
|
|||||
7. |
Sole
Dispositive Power |
||||
|
|||||
8. |
Shared Dispositive Power |
||||
|
|||||
|
9. |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
|||
|
|||||
|
10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) o |
|||
|
|||||
|
11. |
Percent
of Class Represented by Amount in Row (9) |
|||
|
|||||
|
12. |
Type
of Reporting Person (See Instructions) |
|||
7
CUSIP No. 80007P 307 |
|||||
|
|||||
|
1. |
Names
of Reporting Persons. I.R.S. Identification Nos. of above persons (entities
only) |
|||
|
|||||
|
2. |
Check the Appropriate Box if a Member of a Group (See Instructions) |
|||
|
|
(a) |
o |
||
|
|
(b) |
x |
||
|
|||||
|
3. |
SEC Use Only |
|||
|
|||||
|
4. |
Citizenship
or Place of Organization |
|||
|
|
|
|||
Number of |
5. |
Sole
Voting Power |
|||
|
|||||
6. |
Shared
Voting Power |
||||
|
|||||
7. |
Sole
Dispositive Power |
||||
|
|||||
8. |
Shared Dispositive Power |
||||
|
|||||
|
9. |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
|||
|
|||||
|
10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) o |
|||
|
|||||
|
11. |
Percent
of Class Represented by Amount in Row (9) |
|||
|
|||||
|
12. |
Type
of Reporting Person (See Instructions) |
|||
8
CUSIP No. 80007P 307 |
|||||
|
|||||
|
1. |
Names
of Reporting Persons. I.R.S. Identification Nos. of above persons (entities
only) |
|||
|
|||||
|
2. |
Check the Appropriate Box if a Member of a Group (See Instructions) |
|||
|
|
(a) |
o |
||
|
|
(b) |
x |
||
|
|||||
|
3. |
SEC Use Only |
|||
|
|||||
|
4. |
Citizenship
or Place of Organization |
|||
|
|
|
|||
Number of |
5. |
Sole
Voting Power |
|||
|
|||||
6. |
Shared
Voting Power |
||||
|
|||||
7. |
Sole
Dispositive Power |
||||
|
|||||
8. |
Shared Dispositive Power |
||||
|
|||||
|
9. |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
|||
|
|||||
|
10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) o |
|||
|
|||||
|
11. |
Percent
of Class Represented by Amount in Row (9) |
|||
|
|||||
|
12. |
Type
of Reporting Person (See Instructions) |
|||
9
Item 1. |
|||
|
(a) |
Name
of Issuer |
|
|
(b) |
Address
of Issuers Principal Executive Offices Oklahoma City, Oklahoma 73118 |
|
|
|||
Item 2. |
|||
|
(a) |
Name
of Person Filing |
|
|
(b) |
Address
of Principal Business Office or, if none, Residence |
|
|
(c) |
Citizenship |
|
|
(d) |
Title
of Class of Securities |
|
|
(e) |
CUSIP
Number |
|
|
|||
Item 3. |
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
||
|
(a) |
o |
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
|
(b) |
o |
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
|
(c) |
o |
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
|
(d) |
o |
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8). |
|
(e) |
o |
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
|
(f) |
o |
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
|
(g) |
o |
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); |
|
(h) |
o |
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
|
(i) |
o |
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
|
(j) |
o |
Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
|
|
|
Not applicable. |
10
Item 4. |
Ownership |
||
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. |
|||
|
(a) |
Amount beneficially owned: |
|
|
(b) |
Percent of class: |
|
|
|
ACOF II is the direct beneficial owner of 7,376,636 shares of Common Stock, or approximately 5.3% of the Common Stock. Ares SandRidge is the direct beneficial owner of 1,996,851 shares of Common Stock, or approximately 1.4% of the Common Stock. Ares 892 is the direct beneficial owner of 3,126,513 shares of Common Stock, or approximately 2.3% of the Common Stock. Ares Co-Invest is the direct beneficial owner of 833,333 shares of Common Stock, or approximately 0.6% of the Common Stock.
The aggregate number of shares of Common Stock directly beneficially owned by ACOF II, Ares SandRidge, Ares 892 and Ares Co-Invest may be deemed to be beneficially owned by each of the Reporting Persons. Each such Reporting Person disclaims beneficial ownership of any such shares in which it does not have a pecuniary interest.
All of the percentages calculated in this Schedule 13G are based upon an aggregate of 138,171,022 shares of Common Stock outstanding, as disclosed in the Companys Registration Statement on Form S-1 (Registration No. 333-144004). |
|
|
(c) |
Number of shares as to which the person has: |
|
|
|
(i) |
Sole power to vote or to direct the vote See Item 5 of the cover page for each Reporting Person. |
|
|
(ii) |
Shared power to vote or to direct the vote See Item 6 of the cover page for each Reporting Person. |
|
|
(iii) |
Sole power to dispose or to direct the disposition of See Item 7 of the cover page for each Reporting Person. |
|
|
(iv) |
Shared power to dispose or to direct the disposition of See Item 8 of the cover page for each Reporting Person. |
|
|||
Item 5. |
Ownership of Five Percent or Less of a Class |
||
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o. |
|||
|
|||
Item 6. |
Ownership of More than Five Percent on Behalf of Another Person |
||
See response to Items 4(a) and (b). |
|||
|
|||
Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company |
||
Not applicable. |
|||
|
|||
Item 8. |
Identification and Classification of Members of the Group |
||
Not Applicable. |
|||
|
|||
Item 9. |
Notice of Dissolution of Group |
||
Not Applicable. |
|||
|
|||
Item 10. |
Certification |
||
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. |
11
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: November 26, 2007 |
ARES
PARTNERS MANAGEMENT |
||||
|
|
||||
|
By: |
/s/ Michael D. Weiner |
|
||
|
Name: Michael D. Weiner |
||||
|
Title: Authorized Signatory |
||||
|
|
||||
|
ARES MANAGEMENT LLC |
||||
|
|
||||
|
By: |
/s/ Joshua M. Bloomstein |
|
||
|
|
|
|
||
|
Name: Joshua M. Bloomstein |
||||
|
Title: Authorized Signatory |
||||
|
|
||||
|
ARES OPERATING MANAGER II, L.P. |
||||
|
|
||||
|
By: |
/s/ Joshua M. Bloomstein |
|
||
|
|
|
|
||
|
Name: Joshua M. Bloomstein |
||||
|
Title: Authorized Signatory |
||||
|
|
||||
|
ACOF MANAGEMENT II, L.P. |
||||
|
|
||||
|
BY:
ACOF OPERATING MANAGER II, L.P., its |
||||
|
|
||||
|
By: |
/s/ Joshua M. Bloomstein |
|
||
|
|
|
|
||
|
Name: Joshua M. Bloomstein |
|
|||
|
Title: Authorized Signatory |
|
|||
|
|
|
|||
|
ARES
CORPORATE OPPORTUNITIES FUND |
||||
|
|
||||
|
BY:
ACOF OPERATING MANAGER II, L.P., its |
||||
|
|
||||
|
By: |
/s/ Joshua M. Bloomstein |
|
||
|
|
|
|
||
|
Name: Joshua M. Bloomstein |
|
|||
|
Title: Authorized Signatory |
|
|||
12
|
ARES SANDRIDGE, L.P. |
|
|
|
|
|
|
|
BY:
ACOF MANAGEMENT II, L.P., its general |
||
|
BY: ACOF OPERATING MANAGER
II, L.P., its |
||
|
|
||
|
By: |
/s/ Joshua M. Bloomstein |
|
|
|
|
|
|
Name: Joshua M. Bloomstein |
|
|
|
Title: Authorized Signatory |
|
|
|
|
|
|
|
ARES SANDRIDGE 892 INVESTORS, L.P. |
||
|
|
|
|
|
BY:
ACOF MANAGEMENT II, L.P., its general |
||
|
BY: ACOF OPERATING MANAGER
II, L.P., its |
||
|
|
||
|
By: |
/s/ Joshua M. Bloomstein |
|
|
|
|
|
|
Name: Joshua M. Bloomstein |
|
|
|
Title: Authorized Signatory |
|
|
|
|
|
|
|
ARES SANDRIDGE CO-INVEST, LLC |
||
|
|
|
|
|
BY: ARES MANAGEMENT LLC, its manager |
||
|
|
|
|
|
By: |
/s/ Joshua M. Bloomstein |
|
|
|
|
|
|
Name: Joshua M. Bloomstein |
|
|
|
Title: Authorized Signatory |
|
13