e8vk
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 20, 2011
SUPERIOR ENERGY SERVICES, INC.
(Exact name of registrant as specified in its charter)
         
Delaware   001-34037   75-2379388
(State or other jurisdiction)   (Commission File Number)   (IRS Employer Identification No.)
     
601 Poydras St., Suite 2400, New Orleans, Louisiana   70130
(Address of principal executive offices)   (Zip Code)
(504) 587-7374
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 8.01 Other Events.
     On April 20, 2011, Superior Energy Services, Inc. (the “Company”) issued a press release announcing the offering of $400.0 million of new senior unsecured notes (the “Notes”) by SESI, L.L.C. (“SESI”), its direct, wholly-owned subsidiary.
     A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The press release shall not constitute an offer to sell, or a solicitation of an offer to buy, any of the Notes, nor shall there be any sale of the notes in any jurisdiction in which such an offer, solicitation, or sale would be unlawful. The Notes will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The Notes are being offered only to qualified institutional buyers under Rule 144A and outside the United States in compliance with Regulation S under the Securities Act.
Item 9.01 Financial Statements and Exhibits.
  (d)   Exhibits.
 
  99.1   Press release by Superior Energy Services, Inc., dated April 20, 2011, announcing the offering by SESI, L.L.C. of $400.0 million of senior unsecured notes.

 


 

SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  SUPERIOR ENERGY SERVICES, INC.
 
 
  By:   /s/ Robert S. Taylor    
    Robert S. Taylor   
    Chief Financial Officer   
 
Dated: April 20, 2011

 


 

EXHIBIT INDEX
     
Exhibit No.   Description
99.1
  Press release by Superior Energy Services, Inc., dated April 20, 2011, announcing the offering by SESI, L.L.C. of $400.0 million of senior unsecured notes.

 

exv99w1
Exhibit 99.1
     
(SUPERIOR LOGO)
  601 Poydras St., Suite 2400
New Orleans, LA 70130
NYSE: SPN
(504) 587-7374
Fax: (504) 362-1818

FOR FURTHER INFORMATION CONTACT:
David Dunlap, CEO; Robert Taylor, CFO;
Greg Rosenstein, VP of Investor Relations, (504) 587-7374
Superior Energy Services, Inc. Announces $400 Million Senior Note Offering
New Orleans, LA — April 20, 2011 — Superior Energy Services, Inc. (NYSE: SPN) announced today that SESI, L.L.C. (“SESI”), a direct, wholly-owned subsidiary of the Company, is proposing to offer in a private placement $400.0 million in aggregate principal amount of senior unsecured notes due 2019 (the “Notes”). The Notes being offered by SESI have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The Notes are being offered only to qualified institutional buyers under Rule 144A and outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act.
     SESI intends to use the net proceeds of the offering, together with available cash, to redeem, on or about December 15, 2011, all of SESI’s outstanding senior exchangeable notes due 2026. In the interim, a portion of the net proceeds of the offering will be used to pay down all of SESI’s borrowings under its revolving senior credit facility. The remaining net proceeds will be invested in one or more funds that invest solely in U.S. government backed securities until the exchangeable notes are redeemed.
     This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This notice is being issued pursuant to and in accordance with Rule 135(c) under the Securities Act.
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