SandRidge adding 4 TPG-backed directors to board

OKLAHOMA CITY (AP) -- Oil and gas explorer SandRidge Energy Inc. said Wednesday it is resolving a proxy fight with investor TPG-Axon Group by adding four TPG-backed directors to its board.

SandRidge also said it will conduct a new review of transactions TPG-Axon has objected to, and it will consider terminating the employment of Chairman and CEO Tom Ward. If the company does not fire Ward, three other directors will resign from the board and TPG-Axon will choose one more new director. That would give the firm majority control of SandRidge's board.

The review is expected to be completed by June 15, and the company will make a decision on Ward's future by June 30. SandRidge said it will also review its strategy and costs with the goal of reducing corporate overheard. As part of that effort it will reduce the salary of its directors.

In November TPG-Axon said SandRidge should replace Ward, who has been chairman and CEO since June 2006, and consider putting itself up for sale. TPG-Axon later nominated a slate of candidates to the SandRidge board. In February it criticized SandRidge's decision to buy land in Oklahoma and Kansas from an entity controlled by a Ward family trust. SandRidge said the board reviewed the deal and found no indication of impropriety.

The company said Wednesday that the audit committee is conducting a further review with independent counsel.

According to FactSet, TPG-Axon owns 36.2 million shares of SandRidge, or 7.4 percent of the company's stock. That makes it the second-biggest owner of SandRidge shares after The Carlyle Group.

The company's new directors will be Stephen Beasley, Edward Moneypenny, Alan Weber, and Dan Westbrook.

SandRidge also said Wednesday that President and Chief Operating Officer Matthew Grubb plans to resign to pursue other opportunities. He has been the company's COO since June 2007 and president since January 2011.

SandRidge said Chief Financial Officer James Bennett will become interim CEO if Ward is ousted. Bennett has been CFO of the company since January 2011.

The company is reducing the annual compensation for directors to $250,000 from $375,000.

Shares of SandRidge rose 2 cents to close at $5.85, and gained 10 cents to $5.95 in aftermarket trading. The stock is down almost 29 percent over the last year and has lost more than 90 percent of its value since mid-2008.