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Actionable news in SD: SANDRIDGE ENERGY Inc,

Creation of a Direct Financial Obligation or an Obligation under an

Indenture and Notes

Closing Date

), SandRidge Energy, Inc. (the


), completed the issuance of an additional $78 million in aggregate principal amount of its 8.75% Senior Secured Notes due 2020 (the


) to an affiliate of EIG Global Energy Partners(


) in connection with the closing of the previously disclosed acquisition of the membership interests of Pion Gathering Company, LLC from EIG. The Notes were issued in a transaction exempt from the registration requirements of the Securities Act of 1933, as amended (the

Securities Act

), in reliance on Regulation D under the Securities Act and will not be registered under the Securities Act.

The principal terms of the Notes are governed by the indenture, dated as of June10, 2015 (the


), by and among the Company, certain of its subsidiaries named therein (the


) and U.S. Bank National Association, as trustee (the


). Pursuant to the Indenture, the Notes will mature on June1, 2020;




, that if on October15, 2019, the aggregate outstanding principal amount of the Companys 8.75% Senior Notes due 2020 that shall not have been cancelled or retired as a result of a redemption, repurchase or other acquisition or shall have not otherwise been discharged or defeased exceeds $100.0 million, the Notes will mature on October16, 2019. Interest shall accrue on the Notes from October21, 2015 and is payable on each June1 and December1, commencing December1, 2015.

The Notes are secured by second-priority liens on all of the Companys and the Guarantors assets that secure the Fourth Amended and Restated Credit Agreement, dated as of June10, 2015 by and among the Company, as borrower, Royal Bank of Canada, as administrative agent, and the lenders signatory thereto (as so amended or supplemented, the

Credit Facility

) on a first-priority basis;




, that pursuant to the terms of the Intercreditor Agreement, dated as of June10, 2015 by and among Royal Bank of Canada, as priority lien agent, and the Trustee, as the collateral trustee, the security interest in those assets that secure the Notes and the guarantees will be contractually subordinated to liens thereon that secure the Credit Facility and certain other permitted indebtedness. Consequently, the Notes and the guarantees will be effectively...