On April 9, SilverBow countered that the three candidates Kimmeridge is proposing each have ties to the firm. (Source: Shutterstock/ Kimmeridge/ SilverBow)
SilverBow Resources’ ongoing skirmish with shareholder Kimmeridge has resulted in a lengthy letter describing the Eagle Ford E&Ps successes and a warning that the investment firm is engaged in a “self-serving attempt to control SilverBow without paying fair value to shareholders.”
Both sides accused the other of misleading shareholders, with Kimmeridge Energy Management most recently saying in a letter that the best path forward is for SilverBow shareholders to elect three board members who are independent and not associated with Kimmeridge.
RELATED
Kimmeridge-SilverBow Public Feud Gets Ugly as Firm Suggests New Directors
On April 9, SilverBow countered that the three candidates Kimmeridge is proposing each have ties to the firm. In a letter to shareholders, SilverBow said that nominee Douglas Brooks served as director at California Resources Corp. during “Kimmeridge’s campaign at the company.”
Carrie Fox, another Kimmeridge nominee, “has a $3 million limited partnership interest in Kimmeridge Fund VI” and served as director at two companies with Ben Dell, Kimmeridge’s managing partner, SilverBow said. And Katherin Minyard was appointed to Ovintiv’s board as a Kimmeridge nominee, the company said.
SilverBow is promoting its own slate of independent directors: Gabriel L. Ellisor, Kathleen McAllister and Charles W. Wampler.
SilverBow said the Kimmeridge’s “proxy fight” is an attempt to gain control of the company and force a combination between SilverBow and Kimmeridge Texas Gas (KTG) “on terms that are unfavorable to SilverBow shareholders.”
Kimmeridge’s proposed combination between KTG and SilverBow would exchange for 32.4 million SilverBow shares at $34 per share. The offer includes an associated $500 million equity investment, Kimmeridge said.
Kimmeridge said a combination of the two companies would create a “preeminent, pure-play Eagle Ford Shale operator with an estimated enterprise value of approximately $3.6 billion.”
SilverBow’s market capitalization is about $870 million.
SilverBow is also proposing changes to the company’s governance at its May 21 annual meeting. The company would:
- Declassify the board and provide for the annual election of all directors;
- Adopt a majority voting standard in uncontested elections of directors; and
- Eliminate supermajority vote requirements for shareholders to amend certain provisions of the company’s certificate of incorporation.
Shareholders of record as of March 22 will be entitled to vote at the May 21 meeting.
Recommended Reading
US Drillers Cut Oil, Gas Rigs for First Time in Six Weeks
2025-01-10 - The oil and gas rig count fell by five to 584 in the week to Jan. 10, the lowest since November.
US Drillers Cut Oil, Gas Rigs for First Time in Six Weeks
2025-03-07 - Baker Hughes said this week's decline puts the total rig count down 30, or 5% below this time last year.
US Oil, Gas Rig Count Unchanged This Week
2025-03-14 - The oil and gas rig count was steady at 592 in the week to March 14. Baker Hughes said that puts the total rig count down 37, or about 6% below this time last year.
US Oil, Gas Rigs Rise for First Time in Three Weeks
2025-03-21 - Despite this week's rig increase, Baker Hughes said the total count was still down 31 rigs, or 5% below this time last year.
US Oil, Gas Rig Count Falls to Lowest Since Dec 2021
2025-01-24 - The oil and gas rig count fell by four to 576 in the week to Jan. 24. Baker Hughes said this week's decline puts the total rig count down 45, or 7% below this time last year.
Comments
Add new comment
This conversation is moderated according to Hart Energy community rules. Please read the rules before joining the discussion. If you’re experiencing any technical problems, please contact our customer care team.