TPG-Axon Reminds SandRidge Energy Stockholders to Submit Green Consent Cards
before March 15th Deadline
- Urges Stockholders to Vote in Favor of Proposals to End Value Destruction -
- Encourages Stockholders to Join Spectrum of Large and Small Investors in
Movement for Change -
- Separately Submits Proposals for Stockholder Vote at SandRidge’s Upcoming
Annual Meeting -
NEW YORK -- March 1, 2013
TPG-Axon, beneficial owner of seven percent of the outstanding shares of
SandRidge Energy, Inc. (NYSE: SD) (“SandRidge” or the “Company”), today
reminded all SandRidge stockholders to be heard and submit their signed and
dated GREEN consent cards before the March 15, 2013 deadline for submitting
consents, to help bring about the changes needed to put an end to an era of
value destruction at the Company.
TPG-Axon encourages stockholders to vote their consent card immediately in
support of its proposals to amend SandRidge’s bylaws and replace the Company’s
entire Board of Directors with its slate of highly qualified director nominees
who have a comprehensive plan in place to restore and build value at the
“Mr. Ward and the current Board have failed to address the ongoing strategic
and operational deficiencies at the Company or the serious governance and
related party transaction issues we have raised. We believe stockholders share
our frustration and outrage with this behavior and encourage them to heed the
advice of the two leading independent proxy advisor firms and support our
proposals to replace the current Directors with our highly qualified
nominees,” said TPG-Axon.
TPG-Axon continued: “Stockholders of record join the movement of fellow large
and small stockholders alike and act now to replace the entire Board of
Directors by voting the GREEN consent card.”
Separately, TPG-Axon submitted proposals for stockholder approval at the
Company’s upcoming Annual Meeting, including nominating three Board candidates
to replace the incumbents up for reelection, eliminating the classified Board
structure, and removing all incumbent directors.
The notification, which is unrelated to the ongoing consent solicitation, was
made in order to meet the Company’s proposal submission deadline under its
existing corporate bylaws. Under the current consent solicitation, consents
are due by March 15, 2013. Under the rules of SandRidge’s regular proxy
process, Director Nominee submissions are due by March 1, 2013, before the
outcome of the March 15^th vote is known.
“As matter of prudence and procedure to preserve all of our options, we felt
it important to submit proposals for the stockholder Annual Meeting as
required under the Company’s by-laws. Let our notification today be a clear
message to the Board and our fellow shareholders that we remain vigilant in
our efforts to right this ship and we will pursue every avenue available to
effect the necessary changes needed at SandRidge. The time has come for an
independent Board that is focused on delivering value to all stockholders,”
For information on TPG-Axon’s proposals and on the process for voting shares
in favor of those proposals, go to www.shareholdersforsandridge.com or contact
MacKenzie Partners, Inc. at (212) 929-5500.
About TPG-Axon Capital
TPG-Axon Capital is a leading global investment firm. Through offices in New
York, London, Hong Kong and Tokyo, TPG-Axon invests across global markets and
TPG-AXON MANAGEMENT LP, TPG-AXON PARTNERS GP, L.P., TPG-AXON GP, LLC, TPG-AXON
PARTNERS, LP, TPG-AXON INTERNATIONAL, L.P., TPG-AXON INTERNATIONAL GP, LLC,
DINAKAR SINGH LLC AND DINAKAR SINGH (COLLECTIVELY, “TPG-AXON”) HAS FILED WITH
THE SECURITIES AND EXCHANGE COMMISSION (THE “SEC”) A DEFINITIVE CONSENT
STATEMENT AND ACCOMPANYING CONSENT CARD TO BE USED TO SOLICIT WRITTEN CONSENTS
FROM THE STOCKHOLDERS OF SANDRIDGE ENERGY, INC. IN CONNECTION WITH TPG-AXON'S
INTENT TO TAKE CORPORATE ACTION BY WRITTEN CONSENT. ALL STOCKHOLDERS OF
SANDRIDGE ENERGY, INC. ARE ADVISED TO READ THE DEFINITIVE CONSENT STATEMENT
AND OTHER DOCUMENTS RELATED TO THE SOLICITATION OF WRITTEN CONSENTS BY
TPG-AXON, STEPHEN C. BEASLEY, EDWARD W. MONEYPENNY, FREDRIC G. REYNOLDS, PETER
H. ROTHSCHILD, ALAN J. WEBER AND DAN A. WESTBROOK (COLLECTIVELY, THE
"PARTICIPANTS") FROM THE STOCKHOLDERS OF SANDRIDGE ENERGY, INC. BECAUSE THEY
CONTAIN IMPORTANT INFORMATION, INCLUDING ADDITIONAL INFORMATION RELATED TO THE
PARTICIPANTS. THE DEFINITIVE CONSENT STATEMENT AND FORM OF WRITTEN CONSENT
HAVE BEEN FURNISHED TO SOME OR ALL OF THE STOCKHOLDERS OF SANDRIDGE ENERGY,
INC. AND ARE, ALONG WITH OTHER RELEVANT DOCUMENTS, AVAILABLE AT NO CHARGE ON
THE SEC'S WEB SITE AT HTTP://WWW.SEC.GOV. IN ADDITION, TPG-AXON WILL PROVIDE
COPIES OF THE DEFINITIVE CONSENT STATEMENT AND ACCOMPANYING CONSENT CARD
WITHOUT CHARGE UPON REQUEST.
INFORMATION ABOUT THE PARTICIPANTS AND A DESCRIPTION OF THEIR DIRECT OR
INDIRECT INTERESTS BY SECURITY HOLDINGS IS CONTAINED IN THE DEFINITIVE CONSENT
STATEMENT ON SCHEDULE 14A FILED BY TPG-AXON WITH THE SEC ON JANUARY 18, 2013.
THIS DOCUMENT CAN BE OBTAINED FREE OF CHARGE FROM THE SOURCES INDICATED ABOVE.
MacKenzie Partners, Inc.
Dan Burch / Larry Dennedy, 212-929-5500
Anton Nicholas/ Phil Denning/ Jason Chudoba, 203-682-8200
Anton.Nicholas@icrinc.com/ Phil.Denning@icrinc.com/ Jason.Chudoba@icrinc.com
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