UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
10-K/A
(Amendment No. 1)
(Mark One)
☒ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2021
OR
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File Number:
001-33784
SANDRIDGE ENERGY, INC.
(Exact name of registrant as specified in its charter)
Delaware | 20-8084793 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
1 E. Sheridan Ave, Suite 500 Oklahoma City, Oklahoma | 73104 | |
(Address of principal executive offices) | (Zip Code) |
(405)
429-5500
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol | Name of each exchange on which registered | ||
Common Stock, $0.001 par value | SD | New York Stock Exchange |
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation
S-T
during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated
filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule12b-2
of the Exchange Act.Large accelerated filer | ☐ | Accelerated filer | ☒ | |||
Non-accelerated filer | ☐ | Smaller reporting company | ☒ | |||
Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7276(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
Indicate by check mark whether the registrant is a shell company (as defined in Rule
12b-2
of the Exchange Act). Yes ☐ No ☒Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☒ No ☐
The aggregate market value of our common stock held by
non-affiliates
on June 30, 2021 was approximately $195.5 million based on the closing price as quoted on the New York Stock Exchange. As of March 3, 2022, there were 36,696,519 shares of our common stock outstanding.Auditor Firm ID: | 34 | Auditor Name: | DELOITTE & TOUCHE LLP | Auditor Location: | Houston, TX |
EXPLANATORY NOTE
Sandridge Energy, Inc. (the “Company”) is filing this Amendment No. 1 to its Annual Report on Form
10-K
(this “Amendment”) for the fiscal year ended December 31, 2021, which was originally filed with the Securities and Exchange Commission (“SEC”) on March 10, 2022 (the “Original Filing”). In response to an SEC comment letter dated June 30, 2022, this Amendment makes certain revisions to the Original Filing to reflect the following revisions:• | Revise the consent of Deloitte & Touche LLP, which was inadvertently misdated in the Original Filing; and |
• | Provide additional clarifying statements on assumptions used in regards to our reserves report filed in the Original Filing as Exhibit 99.1. We have made no changes to any volumetric, dollar value or other quantitative metric in our reserves report filed in the Original Filing as Exhibit 99.1. |
In addition, as required by
Rule 12b-15 under
the Securities Act of 1934, as amended, new certifications by the Company’s principal executive officer and principal financial officer are filed as exhibits to this Amendment under Part IV, “Item 15. Exhibits, Financial Statement Schedules” hereof.Except for the foregoing amended information or where otherwise noted, this Amendment does not reflect events that occurred after the Original Filing or modify or update those disclosures affected by subsequent events.
This Amendment should be read in conjunction with the Original Filing.
Item 15.
Exhibits and Financial Statement Schedules
The following documents are filed as a part of this report:
1. Consolidated Financial Statements
The consolidated financial statements, notes thereto and independent auditors’ report thereon, filed as part hereof, were filed as Part II, Item 8 of the Original Form
10-K.
2. Financial Statement Schedules
All financial statement schedules have been omitted because they are not applicable or the required information is presented in the consolidated financial statements or notes thereto.
3. Exhibits
EXHIBIT INDEX
Incorporated by Reference | ||||||||||||
Exhibit No. | Exhibit Description | Form | SEC File No. | Exhibit | Filing Date | Filed Herewith | ||||||
10.14 | Tax Benefits Preservation Plan, dated July 1, 2020, between SandRidge Energy, Inc. and American Stock Transfer & Trust Company, LLC as Rights Agent | 8-K | 001-33784 | 4.1 | �� | 7/2/2020 | ||||||
10.15 | Letter Agreement, dated April 24, 2020, by and between the Company and Salah Gamoudi | 8-K | 001-33784 | 10.1 | 7/2/2020 | |||||||
10.16 | Purchase and Sale Agreement by and between SandRidge Energy, Inc. and Gondola Resources, LLC, dated December 11, 2020 | 8-K | 001-33784 | 2.1 | 12/14/2020 | |||||||
10.17 | Stock Options Award Agreement - Grayson Pranin | 10-K | 001-33784 | 10.17 | 3/10/2022 | |||||||
10.18 | Restricted Stock Units Award Agreement - Grayson Pranin | 10-K | 001-33784 | 10.18 | 3/10/2022 | |||||||
21.1 | Subsidiaries of SandRidge Energy, Inc. | 10-K | 001-33784 | 21.1 | 3/10/2022 | |||||||
22.1 | Subsidiary Guarantors and Issuers of Guaranteed Securities | 10-K | 001-33784 | 22.1 | 3/4/2021 | |||||||
23.1 | Consent of Deloitte & Touche LLP | * | ||||||||||
23.2 | Consent of Cawley, Gillespie & Associates | * | ||||||||||
23.3 | Consent of Ryder Scott Company, L.P. | * | ||||||||||
31.1 | Section 302 Certification-Chief Executive Officer | * | ||||||||||
31.2 | Section 302 Certification-Chief Financial Officer | * | ||||||||||
32.1 | Section 906 Certifications of Chief Executive Officer and Chief Financial Officer | * | ||||||||||
99.1 | Amended Report of Cawley, Gillespie & Associates | * | ||||||||||
101.INS | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | * | ||||||||||
101.SCH | XBRL Taxonomy Extension Schema Document | * | ||||||||||
101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | * | ||||||||||
101.DEF | XBRL Taxonomy Extension Definition Document | * | ||||||||||
101.LAB | XBRL Taxonomy Extension Label Linkbase Document | * | ||||||||||
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | * | ||||||||||
104 | Cover Page Interactive Data File (formatted as inline XBRL and included as Exhibit 101) | * |
† | Management contract or compensatory plan or arrangement |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
SANDRIDGE ENERGY, INC. | ||||||
By | /s/ Grayson Pranin | |||||
Grayson Pranin | ||||||
President, Chief Executive Officer and Chief Operating Officer | ||||||
July 15, 2022 |