UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, DC 20549

 

 

 

 

SCHEDULE 13G

 

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO

RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

 

Laredo Petroleum Holdings, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

516806 106

(CUSIP Number)

December 19, 2011

(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)

 



 

CUSIP No. 516806 106

13G

 

 

 

1

Name of Reporting Persons
Warburg Pincus Private Equity IX, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
81,193,140(1)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
81,193,140(1)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
81,193,140(1)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares   o

 

 

11

Percent of Class Represented by Amount in Row 9
63.6%(2)

 

 

12

Type of Reporting Person
PN

 


(1)          The total number of shares reported by Warburg Pincus Private Equity IX, L.P., a Delaware limited partnership (“WP IX”), includes 3,064,551 shares of common stock of Laredo Petroleum Holdings, Inc., a Delaware corporation (the “Issuer”), that are owned by WP IX Finance LP, a Delaware limited partnership that is an affiliate of WP IX.  WP IX expressly disclaims beneficial ownership with respect to any shares of common stock other than the common stock owned of record by WP IX.

 

(2)          Calculations are based upon 127,625,000 shares of common stock of the Issuer outstanding as of December 20, 2011, giving effect to the full exercise of the underwriters’ over-allotment option (as contemplated in the prospectus of the Issuer dated December 14, 2011 and announced on the Issuer’s website on December 20, 2011).

 

2



 

CUSIP No. 516806 106

13G

 

 

 

1

Name of Reporting Persons
Warburg Pincus IX LLC

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
New York

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
81,193,140(1)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
81,193,140(1)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
81,193,140(1)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares   o

 

 

11

Percent of Class Represented by Amount in Row 9
63.6%(2)

 

 

12

Type of Reporting Person
OO

 


(1)          The reporting person expressly disclaims beneficial ownership with respect to any shares of common stock of the Issuer other than the common stock owned of record by such reporting person.

 

(2)          Calculations are based upon 127,625,000 shares of common stock of the Issuer outstanding as of December 20, 2011, giving effect to the full exercise of the underwriters’ over-allotment option (as contemplated in the prospectus of the Issuer dated December 14, 2011 and announced on the Issuer’s website on December 20, 2011).

 

3



 

CUSIP No. 516806 106

13G

 

 

 

1

Name of Reporting Persons
Warburg Pincus Private Equity X O&G, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
20,049,557(1)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
20,049,557(1)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
20,049,557(1)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares   o

 

 

11

Percent of Class Represented by Amount in Row 9
15.7%(2)

 

 

12

Type of Reporting Person
PN

 


(1)          The reporting person expressly disclaims beneficial ownership with respect to any shares of common stock of the Issuer other than the common stock owned of record by such reporting person.

 

(2)          Calculations are based upon 127,625,000 shares of common stock of the Issuer outstanding as of December 20, 2011, giving effect to the full exercise of the underwriters’ over-allotment option (as contemplated in the prospectus of the Issuer dated December 14, 2011 and announced on the Issuer’s website on December 20, 2011).

 

4



 

CUSIP No. 516806 106

13G

 

 

 

1

Name of Reporting Persons
Warburg Pincus X Partners, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
641,420(1)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
641,420(1)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
641,420(1)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares   o

 

 

11

Percent of Class Represented by Amount in Row 9
less than 1%(2)

 

 

12

Type of Reporting Person
PN

 


(1)   The reporting person expressly disclaims beneficial ownership with respect to any shares of common stock of the Issuer other than the common stock owned of record by such reporting person.

 

(2)   Calculations are based upon 127,625,000 shares of common stock of the Issuer outstanding as of December 20, 2011, giving effect to the full exercise of the underwriters’ over-allotment option (as contemplated in the prospectus of the Issuer dated December 14, 2011 and announced on the Issuer’s website on December 20, 2011).

 

5



 

CUSIP No. 516806 106

13G

 

 

 

1

Name of Reporting Persons
Warburg Pincus X, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
20,690,977(1)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
20,690,977(1)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
20,690,977(1)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares   o

 

 

11

Percent of Class Represented by Amount in Row 9
16.2%(2)

 

 

12

Type of Reporting Person
PN

 


(1)   The reporting person expressly disclaims beneficial ownership with respect to any shares of common stock of the Issuer other than the common stock owned of record by such reporting person.

 

(2)   Calculations are based upon 127,625,000 shares of common stock of the Issuer outstanding as of December 20, 2011, giving effect to the full exercise of the underwriters’ over-allotment option (as contemplated in the prospectus of the Issuer dated December 14, 2011 and announced on the Issuer’s website on December 20, 2011).

 

6



 

CUSIP No. 516806 106

13G

 

 

 

1

Name of Reporting Persons
Warburg Pincus X LLC

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
20,690,977(1)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
20,690,977(1)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
20,690,977(1)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares   o

 

 

11

Percent of Class Represented by Amount in Row 9
16.2%(2)

 

 

12

Type of Reporting Person
OO

 


(1)   The reporting person expressly disclaims beneficial ownership with respect to any shares of common stock of the Issuer other than the common stock owned of record by such reporting person.

 

(2)   Calculations are based upon 127,625,000 shares of common stock of the Issuer outstanding as of December 20, 2011, giving effect to the full exercise of the underwriters’ over-allotment option (as contemplated in the prospectus of the Issuer dated December 14, 2011 and announced on the Issuer’s website on December 20, 2011).

 

7



 

CUSIP No. 516806 106

13G

 

 

 

1

Name of Reporting Persons
Warburg Pincus Partners LLC

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
New York

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
101,884,117(1)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
101,884,117(1)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
101,884,117(1)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares   o

 

 

11

Percent of Class Represented by Amount in Row 9
79.8%(2)

 

 

12

Type of Reporting Person
OO

 


(1)   The reporting person expressly disclaims beneficial ownership with respect to any shares of common stock of the Issuer other than the common stock owned of record by such reporting person.

 

(2)   Calculations are based upon 127,625,000 shares of common stock of the Issuer outstanding as of December 20, 2011, giving effect to the full exercise of the underwriters’ over-allotment option (as contemplated in the prospectus of the Issuer dated December 14, 2011 and announced on the Issuer’s website on December 20, 2011).

 

8



 

CUSIP No. 516806 106

13G

 

 

 

1

Name of Reporting Persons
Warburg Pincus & Co.

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
New York

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
101,884,117(1)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
101,884,117(1)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
101,884,117(1)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares   o

 

 

11

Percent of Class Represented by Amount in Row 9
79.8%(2)

 

 

12

Type of Reporting Person
PN

 


(1)   The reporting person expressly disclaims beneficial ownership with respect to any shares of common stock of the Issuer other than the common stock owned of record by such reporting person.

 

(2)   Calculations are based upon 127,625,000 shares of common stock of the Issuer outstanding as of December 20, 2011, giving effect to the full exercise of the underwriters’ over-allotment option (as contemplated in the prospectus of the Issuer dated December 14, 2011 and announced on the Issuer’s website on December 20, 2011).

 

9



 

CUSIP No. 516806 106

13G

 

 

 

1

Name of Reporting Persons
Warburg Pincus LLC

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
New York

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
101,884,117(1)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
101,884,117(1)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
101,884,117(1)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares   o

 

 

11

Percent of Class Represented by Amount in Row 9
79.8%(2)

 

 

12

Type of Reporting Person
OO

 


(1)          The reporting person expressly disclaims beneficial ownership with respect to any shares of common stock of the Issuer other than the common stock owned of record by such reporting person.

 

(2)          Calculations are based upon 127,625,000 shares of common stock of the Issuer outstanding as of December 20, 2011, giving effect to the full exercise of the underwriters’ over-allotment option (as contemplated in the prospectus of the Issuer dated December 14, 2011 and announced on the Issuer’s website on December 20, 2011).

 

10



 

CUSIP No. 516806 106

13G

 

 

 

1

Name of Reporting Persons
Charles R. Kaye

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
101,884,117(1)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
101,884,117(1)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
101,884,117(1)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares   o

 

 

11

Percent of Class Represented by Amount in Row 9
79.8%(2)

 

 

12

Type of Reporting Person
IN

 


(1)          The reporting person expressly disclaims beneficial ownership with respect to any shares of common stock of the Issuer other than the common stock owned of record by such reporting person.

 

(2)          Calculations are based upon 127,625,000 shares of common stock of the Issuer outstanding as of December 20, 2011, giving effect to the full exercise of the underwriters’ over-allotment option (as contemplated in the prospectus of the Issuer dated December 14, 2011 and announced on the Issuer’s website on December 20, 2011).

 

11



 

CUSIP No. 516806 106

13G

 

 

 

1

Name of Reporting Persons
Joseph P. Landy

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
101,884,117(1)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
101,884,117(1)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
101,884,117(1)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares   o

 

 

11

Percent of Class Represented by Amount in Row 9
79.8%(2)

 

 

12

Type of Reporting Person
IN

 


(1)          The reporting person expressly disclaims beneficial ownership with respect to any shares of common stock of the Issuer other than the common stock owned of record by such reporting person.

 

(2)          Calculations are based upon 127,625,000 shares of common stock of the Issuer outstanding as of December 20, 2011, giving effect to the full exercise of the underwriters’ over-allotment option (as contemplated in the prospectus of the Issuer dated December 14, 2011 and announced on the Issuer’s website on December 20, 2011).

 

12



 

SCHEDULE 13G

 

Item 1(a)

Name of Issuer.

 

The name of the issuer is Laredo Petroleum Holdings, Inc., a Delaware corporation (the “Issuer”).

 

Item 1(b)

Address of Issuer’s Principal Executive Offices.

 

The principal executive offices of the Issuer are located at 15 W. Sixth Street, Suite 1800, Tulsa, Oklahoma 74119.

 

Item 2(a)

Name of Person Filing.

 

This Schedule 13G is filed by (i) Warburg Pincus Private Equity IX, L.P., a Delaware limited partnership (“WP IX”, and together with an affiliated partnership, the “WP IX Funds”), (ii) Warburg Pincus IX LLC, a New York limited liability company (‘‘WP IX GP’’), the general partner of WP IX, (iii) Warburg Pincus Private Equity X O&G, L.P., a Delaware limited partnership (“WP X O&G”), (iv) Warburg Pincus X Partners, L.P., a Delaware limited partnership (“WP X Partners”, and together with WP X O&G, the “WP X Funds”), (v) Warburg Pincus X, L.P., a Delaware limited partnership (‘‘WP X GP’’), the general partner of the WP X Funds, (vi) Warburg Pincus X LLC, a Delaware limited liability company (‘‘WP X LLC’’), the general partner of WP X GP, (vii) Warburg Pincus Partners LLC, a New York limited liability company (“WP Partners”), the sole member of WP IX GP and WP X LLC, (viii) Warburg Pincus & Co., a New York general partnership (‘‘WP’’), the managing member of WP Partners, (ix) Warburg Pincus LLC, a New York limited liability company (‘‘WP LLC’’), the manager of the WP IX Funds and the WP X Funds, and (x) Messrs. Charles R. Kaye and Joseph P. Landy, each a United States citizen and a Managing General Partner of WP and Co-President and Managing Member of WP LLC.

 

Each of Messrs. Kaye and Landy, together with the WP IX Funds, WP IX GP, the WP X Funds, WP X GP, WP X LLC, WP Partners, WP and WP LLC are collectively referred to herein as the “Warburg Pincus Reporting Persons”.

 

Item 2(b)

Address of Principal Business Office.

 

The principal business address of each of the Warburg Pincus Reporting Persons is 450 Lexington Avenue, New York, New York 10017.

 

Item 2(c)

Citizenship.

 

See Item 2(a).

 

Item 2(d)

Title of Class of Securities.

 

Common Stock, par value $0.01 per share (the “Common Stock”).

 

13



 

Item 2(e)

CUSIP Number.

 

516806 106

 

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:

 

 

x

Not Applicable

 

(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

A non-U.S. institution in accordance with §240.13d—1(b)(1)(ii)(J);

 

(k)

o

Group, in accordance with §240.13d—1(b)(1)(ii)(K).

 

Item 4

Ownership.

 

The information required by Items 4(a)-(c) is set forth in Rows 5-11 of the cover page hereto for each Warburg Pincus Reporting Person and is incorporated herein by reference for each such Warburg Pincus 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 Warburg Pincus Reporting Person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following o.

 

Item 6

Ownership of More than Five Percent on Behalf of Another Person.

 

Other than as set forth herein, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, in excess of 5% of the total outstanding Common Stock.

 

14



 

Item 7

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

 

Inapplicable.

 

Item 8

Identification and Classification of Members of the Group.

 

The Warburg Pincus Reporting Persons are making this single, joint filing because they may be deemed to constitute a “group” within the meaning of Section 13(d)-3 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”). The joint filing agreement among the Warburg Pincus Reporting Persons to file this Schedule 13G jointly in accordance with Rule 13d-1(k) of the Exchange Act is attached hereto as Exhibit 99.1. Each Warburg Pincus Reporting Person expressly disclaims beneficial ownership with respect to any shares of Common Stock other than Common Stock owned of record by such reporting person.

 

Item 9

Notice of Dissolution of Group.

 

Inapplicable.

 

Item 10

Certification.

 

Inapplicable.

 

15



 

SIGNATURES

 

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.

 

 

Date: December 22, 2011

 

 

WARBURG PINCUS PRIVATE EQUITY IX, L.P.

 

 

 

By: Warburg Pincus IX LLC, its general partner

 

By: Warburg Pincus Partners LLC, its sole member

 

By: Warburg Pincus & Co., its managing member

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Partner

 

 

 

 

 

WARBURG PINCUS IX LLC

 

 

 

By: Warburg Pincus Partners LLC, its sole member

 

By: Warburg Pincus & Co., its managing member

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Partner

 

 

 

 

 

WARBURG PINCUS PRIVATE EQUITY X O&G, L.P.

 

 

 

By: Warburg Pincus X, L.P., its general partner

 

By: Warburg Pincus X LLC, its general partner

 

By: Warburg Pincus Partners LLC, its sole member

 

By: Warburg Pincus & Co., its managing member

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Partner

 

 

 

 

 

WARBURG PINCUS X PARTNERS, L.P.

 

 

 

By: Warburg Pincus X, L.P., its general partner

 

By: Warburg Pincus X LLC, its general partner

 

By: Warburg Pincus Partners LLC, its sole member

 

By: Warburg Pincus & Co., its managing member

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Partner

 

Schedule 13G Signature Page

 

16



 

 

WARBURG PINCUS X, L.P.

 

 

 

By: Warburg Pincus X LLC, its general partner

 

By: Warburg Pincus Partners LLC, its sole member

 

By: Warburg Pincus & Co., its managing member

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Partner

 

 

 

 

 

WARBURG PINCUS X LLC

 

 

 

By: Warburg Pincus Partners LLC, its sole member

 

By: Warburg Pincus & Co., its managing member

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Partner

 

 

 

 

 

WARBURG PINCUS PARTNERS LLC

 

 

 

By: Warburg Pincus & Co., its managing member

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Partner

 

 

 

 

 

WARBURG PINCUS & CO.

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Partner

 

 

 

 

 

WARBURG PINCUS LLC

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Member and Managing Director

 

 

 

 

 

CHARLES R. KAYE

 

 

 

By:

/s/ Scott A. Arenare

 

 

Scott A. Arenare, Attorney-in-fact*

 

 

 

 

 

JOSEPH P. LANDY

 

 

 

By:

/s/ Scott A. Arenare

 

 

Scott A. Arenare, Attorney-in-fact**

 

 

Schedule 13G Signature Page

 

17



 

*

 

Power of Attorney given by Mr. Kaye was previously filed with the United States Securities and Exchange Commission (the “SEC”) on March 2, 2006, as an exhibit to the Schedule 13D filed by Building Products, LLC with respect to Builders FirstSource, Inc.

 

 

 

**

 

Power of Attorney given by Mr. Landy was previously filed with the SEC on March 2, 2006, as an exhibit to the Schedule 13D filed by Building Products, LLC with respect to Builders FirstSource, Inc.

 

Schedule 13G Signature Page

 

18


EXHIBIT 99.1

 

JOINT FILING AGREEMENT

 

The undersigned each agree that (i) the statement on Schedule 13G relating to the common stock of Laredo Petroleum Holdings, Inc., a Delaware corporation, has been adopted and filed on behalf of each of them, (ii) all future amendments to such statement on Schedule 13G will, unless written notice to the contrary is delivered as described below, be jointly filed on behalf of each of them, and (iii) the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934 apply to each of them. This agreement may be terminated with respect to the obligation to jointly file future amendments to such statement on Schedule 13G as to any of the undersigned upon such person giving written notice thereof to each of the other persons signatory hereto, at the principal office thereof.  In evidence thereof, the undersigned, being duly authorized, have executed this Joint Filing Agreement as of December 22, 2011.

 

 

 

WARBURG PINCUS PRIVATE EQUITY IX, L.P.

 

 

 

By: Warburg Pincus IX LLC, its general partner

 

By: Warburg Pincus Partners LLC, its sole member

 

By: Warburg Pincus & Co., its managing member

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Partner

 

 

 

 

 

WARBURG PINCUS IX LLC

 

 

 

By: Warburg Pincus Partners LLC, its sole member

 

By: Warburg Pincus & Co., its managing member

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Partner

 

 

 

 

 

WARBURG PINCUS PRIVATE EQUITY X O&G, L.P.

 

 

 

By: Warburg Pincus X, L.P., its general partner

 

By: Warburg Pincus X LLC, its general partner

 

By: Warburg Pincus Partners LLC, its sole member

 

By: Warburg Pincus & Co., its managing member

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Partner

 

Schedule 13G Joint Filing Agreement

 



 

 

WARBURG PINCUS X PARTNERS, L.P.

 

 

 

By: Warburg Pincus X, L.P., its general partner

 

By: Warburg Pincus X LLC, its general partner

 

By: Warburg Pincus Partners LLC, its sole member

 

By: Warburg Pincus & Co., its managing member

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Partner

 

 

 

 

 

WARBURG PINCUS X, L.P.

 

 

 

By: Warburg Pincus X LLC, its general partner

 

By: Warburg Pincus Partners LLC, its sole member

 

By: Warburg Pincus & Co., its managing member

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Partner

 

 

 

 

 

WARBURG PINCUS X LLC

 

 

 

By: Warburg Pincus Partners LLC, its sole member

 

By: Warburg Pincus & Co., its managing member

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Partner

 

 

 

 

 

WARBURG PINCUS PARTNERS LLC

 

 

 

By: Warburg Pincus & Co., its managing member

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Partner

 

 

 

 

 

WARBURG PINCUS & CO.

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Partner

 

Schedule 13G Joint Filing Agreement

 



 

 

WARBURG PINCUS LLC

 

 

 

By:

/s/ Scott A. Arenare

 

Name:

Scott A. Arenare

 

Title:

Member and Managing Director

 

 

 

 

 

CHARLES R. KAYE

 

 

 

By:

/s/ Scott A. Arenare

 

 

Scott A. Arenare, Attorney-in-fact*

 

 

 

 

 

JOSEPH P. LANDY

 

 

 

By:

/s/ Scott A. Arenare

 

 

Scott A. Arenare, Attorney-in-fact**

 

*                 Power of Attorney given by Mr. Kaye was previously filed with the United States Securities and Exchange Commission (the “SEC”) on March 2, 2006, as an exhibit to the Schedule 13D filed by Building Products, LLC with respect to Builders FirstSource, Inc.

 

**          Power of Attorney given by Mr. Landy was previously filed with the SEC on March 2, 2006, as an exhibit to the Schedule 13D filed by Building Products, LLC with respect to Builders FirstSource, Inc.

 

Schedule 13G Joint Filing Agreement