Sard Verbinnen & Co. represents SandRidge Energy as it adopts a “poison pill” provision to head off a potential raid by activist Carl Icahn, who has knocked its $750M proposal to acquire Bonanza Energy.
Owner of a 13.5 percent stake in SandRidge, Icahn has blasted the Bonanza deal as “nonsensical.” In last week's federal filing, he questioned management's "possible justifications" for the deal.
The poison pill precludes any investor from acquiring more than a 10 percent stake in the Oklahoma-based company and "grandfathers in" current investors.
SandRidge chairman John Genova called the poison pill, which expires a year from now, a short-term move to protect shareholder rights to vote on the merger plan with Bonanza.
The rights plan is “designed to deter the acquisition of actual, de facto or negative control of the company by any person or group without appropriately compensating its shareholders for such control,” according to SandRidge’s Nov. 27 statement.
SV&C’s Bryan Locke and Kelly Kimberly handle media for SandRidge.