SEC Comment Letter for SANDRIDGE ENERGY INC (SD) (CIK 0001349436) (SD) — Mar 17, 2011
SANDRIDGE ENERGY INC (SD) (CIK 0001349436)
Date: March 17, 2011 · CIK: 0001349436 · Accession: 0000000000-11-016630
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-33784, 333-171551
Letter
March 17, 2011 Tom L. Ward Chairman, Chief Executive Officer and President SandRidge Energy, Inc. 123 Robert S. Kerr Avenue Oklahoma City, Oklahoma 73102 Re: SandRidge Mississippian Trust I Amendment No. 2 to Registrati on Statement on Form S-1 Filed March 4, 2011 File No. 333-171551 SandRidge Energy, Inc. Amendment No. 2 to Registra tion Statement on Form S-3 Filed March 4, 2011 File No. 333-171551-01 SandRidge Energy, Inc. Annual Report on Form 10-K Filed March 1, 2010 File No. 001-33784 Definitive Proxy Statement on Schedule 14A Filed April 26, 2010 File No. 001-33784
Dear Mr. Ward:
We have reviewed your amended registra tion statement and response letter filed March 4, 2011 and have the following comments. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to yo ur registration statement and the information you provide in response to these comments, we may have additional comments.
Registration Statements on Form S-1 and Form S-3
1. We have considered your response to our prio r comment five of our letter of February 24, 2011, and do not concur. It is the staff’s view that the results of your drilling activity or well performance should be addressed in th e Discussion and Analysis of Historical
Mr. Tom L. Ward SandRidge Mississippian Trust I March 17, 2011 Page 2
Results from the Producing Wells section, regard less of the disclosure in the Risk Factor section. We repeat our prior comment.
2. Regarding your response to our prior comment six, nonetheless the last sentence in the second paragraph under Technologies seems to sa y the same thing. Again, the data that you supplied to us supplementally does not support the statement that consistent reservoir characteristics correlate with consistent well performance data. Please revise your document to not imply or state this. Exhibit 8.1
3. Please have counsel revise its opinion to cons ent to the use of its na me in the prospectus. You may contact Jenifer Galla gher at (202) 551-3706 or Karl Hiller at (202) 551-3686 if you have questions regarding comments on the fi nancial statements and related matters. You may contact James Murphy, Petroleum Engineer at (202) 551-3703 with any questions about the engineering comments. Please contact Chambre Malone at (202) 551-3262 or, in her absence, Andrew Schoeffler at (202) 551-3748 with any other questions. Sincerely,
Pamela Long Assistant Director cc: David H. Engvall, Esq. ( via facsimile at (202) 778-5307) Covington & Burling LLP 1201 Pennsylvania Avenue, N.W. Washington, DC 20004
Show Raw Text
March 17, 2011 Tom L. Ward Chairman, Chief Executive Officer and President SandRidge Energy, Inc. 123 Robert S. Kerr Avenue Oklahoma City, Oklahoma 73102 Re: SandRidge Mississippian Trust I Amendment No. 2 to Registrati on Statement on Form S-1 Filed March 4, 2011 File No. 333-171551 SandRidge Energy, Inc. Amendment No. 2 to Registra tion Statement on Form S-3 Filed March 4, 2011 File No. 333-171551-01 SandRidge Energy, Inc. Annual Report on Form 10-K Filed March 1, 2010 File No. 001-33784 Definitive Proxy Statement on Schedule 14A Filed April 26, 2010 File No. 001-33784 Dear Mr. Ward: We have reviewed your amended registra tion statement and response letter filed March 4, 2011 and have the following comments. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to yo ur registration statement and the information you provide in response to these comments, we may have additional comments. Registration Statements on Form S-1 and Form S-3 1. We have considered your response to our prio r comment five of our letter of February 24, 2011, and do not concur. It is the staff’s view that the results of your drilling activity or well performance should be addressed in th e Discussion and Analysis of Historical Mr. Tom L. Ward SandRidge Mississippian Trust I March 17, 2011 Page 2 Results from the Producing Wells section, regard less of the disclosure in the Risk Factor section. We repeat our prior comment. 2. Regarding your response to our prior comment six, nonetheless the last sentence in the second paragraph under Technologies seems to sa y the same thing. Again, the data that you supplied to us supplementally does not support the statement that consistent reservoir characteristics correlate with consistent well performance data. Please revise your document to not imply or state this. Exhibit 8.1 3. Please have counsel revise its opinion to cons ent to the use of its na me in the prospectus. You may contact Jenifer Galla gher at (202) 551-3706 or Karl Hiller at (202) 551-3686 if you have questions regarding comments on the fi nancial statements and related matters. You may contact James Murphy, Petroleum Engineer at (202) 551-3703 with any questions about the engineering comments. Please contact Chambre Malone at (202) 551-3262 or, in her absence, Andrew Schoeffler at (202) 551-3748 with any other questions. Sincerely, Pamela Long Assistant Director cc: David H. Engvall, Esq. ( via facsimile at (202) 778-5307) Covington & Burling LLP 1201 Pennsylvania Avenue, N.W. Washington, DC 20004