SandRidge shareholders to vote early 2013 on board turnover: source

Houston (Platts)--14Dec2012/619 pm EST/2319 GMT


SandRidge Energy's shareholders are expected to vote in early 2013 on global investment firm TPG-Axon's plan to replace the US Midcontinent upstream operator's board, a source close to the matter said Friday.

Thursday was the record date for the determination of the company's stockholders, who are all entitled to vote, the source said.

SandRidge set the date for the recording in response to a proposed solicitation of written stockholder consents by TPG-Axon, according to a December 3 company statement.

SandRidge's stockholders "are entitled to execute, withhold or revoke consents relating to the proposed TPG-Axon consent solicitation," it said.

A SandRidge official was not available to comment Friday.

In the coming weeks, TPG-Axon will file with the US Securities and Exchange Commission the names of its potential replacements for the current board members. Once that paperwork is approved, shareholders will have 60 days to vote, the source said.

"During the 60-day window that's when you start lobbying to people and reaching out to get them to support your initiatives," the source said.

The vote should end in January or February, the source said, adding 51% total shareholders are needed to approve the proposed board turnover. If a shareholder chooses not to vote, their vote will be cast in favor of the current board structure, the source said.

In a November 30 letter to SandRidge, Dinakar Singh, CEO and founder of TPG-Axon, called again for a new board and the removal of SandRidge CEO Tom Ward. TPG-Axon owns 6.5% of Oklahoma City-based SandRidge's shares. Singh also wrote a letter to SandRidge on November 8.

In the letters, Dinakar expressed concerns of "incoherent" strategy and "dramatically" undervalued shares and also cited overspending and a high cost of capital.

"An outright sale of the company is the most realistic path to restoring the shareholder value that has been destroyed," his November 30 letter said.

When SandRidge went public in November 2007, its shares were trading at $32 on the New York Stock Exchange. On Friday, the shares closed at $6.70, up 3 cents, or 0.45%, on the day. That is a loss of about 79% since the company went public.

--Bridget Hunsucker, bridget_hunsucker@platts.com --Edited by Richard Rubin, richard_rubin@platts.com