TPG-Axon Files Lawsuit in SandRidge Board Battle

Hedge fund TPG-Axon Capital moved ahead with its effort to oust the board of U.S. oil and gas company SandRidge Energy Inc., saying it would file consent solicitation documents with U.S. regulators on Monday. TPG-Axon, which owns 6.7 percent of SandRidge, said in its third letter to the company’s board, dated Dec. 24, that it is giving shareholders a chance to “terminate your reign of value destruction”. It first revealed its plan last month.

(Reuters) – Hedge fund TPG-Axon Capital moved ahead with its effort to oust the board of U.S. oil and gas company SandRidge Energy Inc, saying it would file consent solicitation documents with U.S. regulators on Monday.

TPG-Axon, which owns 6.7 percent of SandRidge, said in its third letter to the company’s board, dated Dec. 24, that it is giving shareholders a chance to “terminate your reign of value destruction”. It first revealed its plan last month.

TPG-Axon also said it had filed a lawsuit contesting the validity of Dec. 19 as the initial consent date for its proposals, as set by SandRidge in a securities filing on Dec. 21. SandRidge said then that it had received written consents related to the fund’s proposals on Dec. 19, so that would be the date from which shareholders would have 60 days to vote.

But TPG-Axon said on Monday that was impossible, since it had not yet even requested the consent solicitation documents. The fund said the action was an attempt by management to shorten the time shareholders have to vote.

TPG-Axon also noted that in past weeks, SandRidge amended its bylaws to make voting conditions more difficult for shareholders, put a poison pill in place and issued an additional $37 million of shares to senior management.

“Rather than attempt to reform, management and the board seem intent on various tricks and artifice in an attempt to gather advantage and confuse the process,” TPG-Axon said in the letter.

A SandRidge spokesman was not immediately available for comment.

TPG-Axon said that after its consent solicitation is mailed to shareholders in early January, stockholders of record as of Dec. 13 will have up to 60 days to submit consent for TPG-Axon’s proposals.

TPG-Axon and another large shareholder, Mount Kellett Capital, have been pressing SandRidge to replace its board and chief executive and for an outright sale of the company.

SandRidge last week struck a deal to sell its Permian Basin properties in west Texas for $2.6 billion.

SandRidge shares closed down 1 cent at $6.25 on the New York Stock Exchange.