Activist SandRidge Energy Inc. shareholder TPG-Axon Capital on Wednesday revealed some details behind its accusations of self-dealing against CEO Tom Ward.
The hedge fund is questioning a series of “related party transactions” reported by SandRidge involving entities associated with Ward.
SandRidge has said it disclosed related party transactions in regulatory filings when appropriate. The company declined comment on Wednesday's filing.
The Wednesday filing by TPG-Axon spotlighted some deals by Ward family entities WCT Resources LLC and TLW Land and Cattle that it said were not disclosed to shareholders or the U.S. Securities and Exchange Commission.
“In a number of instances, WCT Resources has moved ahead of the company to acquire mineral rights from third parties, and then flipped them to SandRidge just weeks or months later,” according to the presentation posted on its website, shareholdersforsandridge.com. “More worryingly, it appears that WCT Resources has acquired acreage in advance of purchases by SandRidge in the same area, and then either sold it to third parties or kept it.”
TPG-Axon, which owns about 6.7 percent of the company's outstanding stock, has hired investigators to review lease information on a small percentage of SandRidge's 2 million acres in the Mississippi Lime play, leading it to conclude the Ward entities have been competing with SandRidge to acquire mineral rights.
“In the interest of transparency, we are providing examples of transactions we have discovered to help illustrate the nature of activity we are observing,” the company said in Wednesday's filing. “Our investigation continues, and we expect to update stockholders as we learn more.”
The 32-page filing includes six examples of one of the Ward entities leasing mineral rights and “flipping” them to SandRidge, while documenting 15 instances when the entities acquired acreage adjacent to SandRidge's holdings. None of the “adjacent acquisitions” were disclosed in SEC filings, according to the hedge fund's presentation.
TPG-Axon called on SandRidge's board to investigate the nature of the interaction between the company and the entities controlled by the Ward family.
Another SandRidge shareholder, Mount Kellett Capital Management, lodged a similar request last week. The investment firm also asked the board to suspend Ward until the inquiry is completed.
TPG-Axon has launched a consent solicitation, urging other SandRidge shareholders to oust Ward and the rest of SandRidge's current board.
SandRidge's stock closed Wednesday at $7.24 a share, up 6 cents.