Oklahoma City-based SandRidge Energy adds four board members to end proxy fight
SandRidge Energy Inc. negotiated an end to an ongoing proxy fight with one of its largest shareholders, giving hedge fund TPG-Axon Capital four seats on the Oklahoma City-based company's board. TPG-Axon's presence in the boardroom grow if CEO Tom Ward is not dismissed by the end of June.
After months of criticism meant to spur an investor uprising, SandRidge Energy Inc. on Wednesday added four representatives of dissident shareholder TPG-Axon Capital to its board, signaling the possible departure of CEO Tom Ward.
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TPG-Axon, a New York-based hedge fund, had been pushing SandRidge shareholders to oust the current board, citing the company's poor stock performance since its initial public offering in 2007.
Votes in the proxy fight were due by Friday, but SandRidge announced it had reached a settlement agreement with TPG-Axon on Wednesday after the markets closed.
SandRidge closed up 2 cents at $5.85 a share. The stock price was unchanged in aftermarket trading.
“For the most part, TPG got their way,” Edmond investment adviser Greg Womack said after the settlement was announced.
The deal could lead to the departure of Ward, who will remain as CEO while an independent firm reviews the related-party transactions criticized by TPG-Axon.
SandRidge said Wednesday that Matthew K. Grubb, the company's president and chief operating officer, had resigned — effective Friday — “to pursue other opportunities.”
James D. Bennett, SandRidge's executive vice president and chief financial officer, will retain the title of chief financial officer and replace Grubb as president, the company said.
TPG-Axon had questioned SandRidge's dealings with WCT Resources, a company run by Ward's son, Trent Ward, and controlled by trusts created to benefit Ward's adult children. SandRidge's board has maintained there was nothing improper in those deals.
A review is expected to be completed by June 15.
SandRidge's new 11-member board will decide by June 30 whether to dismiss Ward.
If Ward stays, a fifth TPG-Axon representative will be named to the board and three current directors will resign, giving the shareholder control of a majority of the board.
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