0000899243-16-031020.txt : 20161004
0000899243-16-031020.hdr.sgml : 20161004
20161004201827
ACCESSION NUMBER: 0000899243-16-031020
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20161004
FILED AS OF DATE: 20161004
DATE AS OF CHANGE: 20161004
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SANDRIDGE ENERGY INC
CENTRAL INDEX KEY: 0001349436
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 208084793
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 123 ROBERT S. KERR AVENUE
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73102-6406
BUSINESS PHONE: 405-429-5500
MAIL ADDRESS:
STREET 1: 123 ROBERT S. KERR AVENUE
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73102-6406
FORMER COMPANY:
FORMER CONFORMED NAME: RIATA ENERGY INC
DATE OF NAME CHANGE: 20060111
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FSIC III Advisor, LLC
CENTRAL INDEX KEY: 0001623335
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33784
FILM NUMBER: 161921130
BUSINESS ADDRESS:
STREET 1: 201 ROUSE BOULEVARD
CITY: PHILADELPHIA
STATE: PA
ZIP: 19112
BUSINESS PHONE: 215-495-1150
MAIL ADDRESS:
STREET 1: 201 ROUSE BOULEVARD
CITY: PHILADELPHIA
STATE: PA
ZIP: 19112
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Burholme Funding LLC
CENTRAL INDEX KEY: 0001686238
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33784
FILM NUMBER: 161921131
BUSINESS ADDRESS:
STREET 1: 201 ROUSE BOULEVARD
CITY: PHILADELPHIA
STATE: PA
ZIP: 19112
BUSINESS PHONE: 2154951150
MAIL ADDRESS:
STREET 1: 201 ROUSE BOULEVARD
CITY: PHILADELPHIA
STATE: PA
ZIP: 19112
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FS Investment Corp III
CENTRAL INDEX KEY: 0001579412
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33784
FILM NUMBER: 161921132
BUSINESS ADDRESS:
STREET 1: 201 ROUSE BOULEVARD
CITY: PHILADELPHIA
STATE: PA
ZIP: 19112
BUSINESS PHONE: 215-495-1150
MAIL ADDRESS:
STREET 1: 201 ROUSE BOULEVARD
CITY: PHILADELPHIA
STATE: PA
ZIP: 19112
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2016-10-04
0
0001349436
SANDRIDGE ENERGY INC
SD
0001579412
FS Investment Corp III
201 ROUSE BOULEVARD
PHILADELPHIA
PA
19112
0
0
1
0
0001686238
Burholme Funding LLC
201 ROUSE BOULEVARD
PHILADELPHIA
PA
19112
0
0
1
0
0001623335
FSIC III Advisor, LLC
201 ROUSE BOULEVARD
PHILADELPHIA
PA
19112
0
0
1
0
Common Stock
59889
I
See Footnotes
Common Stock
16769
I
See Footnotes
Common Stock
447491
I
See Footnotes
Common Stock
186854
I
See Footnotes
Common Stock
112112
I
See Footnotes
Common Stock
112112
I
See Footnotes
0.00% Convertible Senior Subordinated Notes due 2020
Common Stock
75266
I
See Footnotes
0.00% Convertible Senior Subordinated Notes due 2020
Common Stock
21074
I
See Footnotes
0.00% Convertible Senior Subordinated Notes due 2020
Common Stock
562387
I
See Footnotes
0.00% Convertible Senior Subordinated Notes due 2020
Common Stock
234829
I
See Footnotes
0.00% Convertible Senior Subordinated Notes due 2020
Common Stock
140897
I
See Footnotes
0.00% Convertible Senior Subordinated Notes due 2020
Common Stock
140897
I
See Footnotes
Blackstone / GSO Strategic Credit Fund directly holds these securities.
Blackstone / GSO Long-short Credit Income Fund directly holds these securities (together with Blackstone / GSO Strategic Credit Fund, the "GSO Funds").
GSO / Blackstone Debt Funds Management LLC is the investment adviser of each of the GSO Funds. GSO Capital Partners LP is the managing member of GSO / Blackstone Debt Funds Management LLC. GSO Advisor Holdings L.L.C. is a special limited partner of GSO Capital Partners LP with investment and voting power over the securities beneficially owned by GSO Capital Partners LP. Blackstone Holdings I L.P. is the sole member of GSO Advisor Holdings L.L.C.
FS Energy and Power Fund ("FSEP") directly holds these securities.
FS Investment Corporation ("FSIC") directly holds these securities.
FS Investment Corporation II ("FSIC II") directly holds these securities.
Burholme Funding LLC directly holds these securities. Burholme Funding LLC is a wholly owned subsidiary of FS Investment Corporation III ("FSIC III", and together with FSEP, FSIC, FSIC II and Burholme Funding LLC, the "FS Funds").
FS Investment Advisor, LLC, FB Income Advisor, LLC, FSIC II Advisor, LLC and FSIC III Advisor, LLC are the investment advisers of FSEP, FSIC, FSIC II and FSIC III, respectively, and in that respect hold discretionary investment authority for them. Burholme Funding LLC is a wholly owned subsidiary of FSIC III. In addition, each of Michael C. Forman, Gerald F. Stahlecker, Zachary Klehr and Sean Coleman may be deemed to have shared voting, investment and/or dispositive power with respect to the securities held by FSEP, FSIC, FSIC II and FSIC III.
Blackstone Holdings I/II GP Inc. is the general partner of Blackstone Holdings I L.P. The Blackstone Group L.P. is the controlling shareholder of Blackstone Holdings I/II GP Inc. Blackstone Group Management L.L.C. is the general partner of The Blackstone Group L.P. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. In addition, each of Bennett J. Goodman and J. Albert Smith III may be deemed to have shared voting power and/or investment power with respect to the securities held by the GSO Funds.
Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 3.
Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
Each of the Reporting Persons (other than each of the GSO Funds and the FS Funds to the extent they directly hold securities of the Issuer), disclaims beneficial ownership of the securities held by each of the GSO Funds and the FS Funds, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than each of the GSO Funds and the FS Funds to the extent they directly hold securities of the Issuer) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
The 0.00% Convertible Senior Subordinated Notes due 2020 issued by the Issuer (the "Convertible Notes") are immediately convertible. The Convertible Notes have a conversion rate of 0.05330841 shares of Issuer common stock per $1.00 principal amount of Convertible Notes, subject to adjustment pursuant to the terms of the Convertible Notes. The Convertible Notes mature on October 4, 2020.
FS INVESTMENT CORPORATION III, By: /s/ Michael C. Forman, Name: Michael C. Forman, Title: Chief Executive Officer
2016-10-04
FSIC III ADVISOR, LLC, By: /s/ Michael C. Forman, Name: Michael C. Forman, Title: Chief Executive Officer
2016-10-04
BURHOLME FUNDING LLC, By: /s/ Michael C. Forman, Name: Michael C. Forman, Title: President
2016-10-04