Texas Pacific Land Trust Files Lawsuit Against Eric Oliver for Securities Law Violations
Postpones Special Meeting to Provide Shareholders the Opportunity to
Vote on a Fully Informed Basis
DALLAS–(BUSINESS WIRE)–Texas Pacific Land Trust (NYSE: TPL) (the “Trust”) today announced that
it has filed a lawsuit (the “Lawsuit”) in the United States District
Court for the Northern District of Texas against Eric L. Oliver for
violations of federal securities laws in connection with the proxy
contest Mr. Oliver initiated to be elected as a trustee of TPL. The
Trust also announced that the special meeting of shareholders previously
scheduled to be convened on May 22, 2019, and to be adjourned until June
6, 2019, has been postponed until further notice.
The Lawsuit alleges that Mr. Oliver made material misstatements and
failed to disclose material information relevant to shareholders and
that Mr. Oliver has acted in concert with an undisclosed group including
Santa Monica Partners, Universal Guaranty Life Insurance Company and
potentially other third parties. The declaratory and injunctive relief
sought in the Lawsuit seeks to compel Mr. Oliver to provide complete and
accurate information about his actions and his past in order to allow
shareholders to make a fully informed decision.
“We have repeatedly raised serious questions about Mr. Oliver’s
background and potential conflicts of interest, to which he has refused
to provide an adequate reply,” said Trustee David E. Barry. “Election of
an unqualified or conflicted trustee could cause significant harm to the
Trust and its shareholders, so we have no choice but to ask the Court to
help us protect shareholders’ interests. We have postponed the special
meeting to ensure that shareholders have the opportunity to cast a fully
informed vote.”
Shareholders will be notified of the exact date, time, and location of
the rescheduled Special Meeting at a later date.
Sidley Austin LLP is representing the Trust.
Forward-Looking Statements
This release may contain statements that are “forward-looking
statements” within the meaning of Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange Act of
1934, as amended. All statements contained in this release, other than
statements of historical fact, are “forward-looking statements” for
purposes of these provisions, including statements regarding Texas
Pacific’s future operations and prospects, the markets for real estate
in the areas in which Texas Pacific owns real estate, applicable zoning
regulations, the markets for oil and gas, production limits on prorated
oil and gas wells authorized by the Railroad Commission of Texas,
expected competitions, management’s intent, beliefs or current
expectations with respect to Texas Pacific’s future financial
performance and other matters. Texas Pacific cautions readers that
various factors could cause its actual financial and operational results
to differ materially from those indicated by forward-looking statements
made from time-to-time in news releases, reports, proxy statements and
other written communications, as well as oral statements made from time
to time by representatives of Texas Pacific. The following factors, as
well as any other cautionary language included in this release, provide
examples of risks, uncertainties and events beyond our control that may
cause Texas Pacific’s actual results to differ materially from the
expectations Texas Pacific describes in such forward-looking statements:
global economic conditions; market prices of oil and gas; the demand for
water services by operators in the Permian Basin; the impact of
government regulation; the impact of competition; the continued service
of key management personnel; and other risks and uncertainties disclosed
in Texas Pacific’s annual reports on Form 10-K and quarterly reports on
Form 10-Q. We undertake no obligation to update publicly or otherwise
revise any forward-looking statements, whether as a result of new
information, future events or other factors that affect the subject of
these statements, except where we are expressly required to do so by law.
Contacts
Media:
Abernathy MacGregor
Sydney Isaacs / Jeremy Jacobs
(713)
343-0427 / (212) 371-5999
sri@abmac.com
/ jrj@abmac.com
Investor
Relations:
MacKenzie Partners
Paul Schulman / David Whissel
(212)
929-5500 or (800) 322-2885
pschulman@mackenziepartners.com