Texas Pacific Land Corporation Announces New Director Appointments and Provides an Update on the Evaluation of the Declassification Process
19 Abril 2022 - 5:15PM
Business Wire
Texas Pacific Land Corporation (NYSE: TPL) (“TPL” or the
“Company”) today announced the appointment of two new members to
TPL’s board of directors (the “Board”) and provided an update on
the evaluation of the declassification of the Board.
Appointment of new Directors to the Board
The Board has appointed Rhys J. Best and Karl F. Kurz as
directors, effective April 15, 2022. In connection with these
appointments, the Board increased its size to ten (10) directors.
Each of Mr. Kurz, who will serve the remainder of the board term
vacated by Dana McGinnis in March, and Mr. Best, who will stand for
re-election at the 2022 annual meeting of stockholders, each will
bring decades of corporate leadership and industry experience and
further advance oversight of TPL’s unique assets and business.
“Karl and Rhys have a long history of enhancing the operating and
financial performance of major public companies, applying their
insight, knowledge, and dedication for the benefit of
stakeholders,” said Dave Barry, a Co-Chair of the Board. “We’re
excited to welcome them to the Board, and I know that our
customers, employees, and stockholders will benefit from their
leadership and expertise.”
General Donald Cook, Chair of the Board’s Nominating and
Corporate Governance Committee, explained, “Our Nominating and
Corporate Governance Committee undertook an extensive process of
identifying, vetting, and evaluating director candidates, including
candidates recommended by Board members and an independent search
firm. The Committee unanimously recommended that the Board consider
Karl and Rhys to the Board. As proven and effective leaders, Karl
and Rhys have a history of managing large organizations within
competitive industries and achieving successful outcomes.”
Mr. Kurz is an accomplished senior oil and gas industry
executive and private equity investor with over 35 years of energy
and infrastructure industry experience. He spent nine years at
Anadarko Petroleum Corporation, where he held executive roles as
Chief Operating Officer and Senior Vice President of Northern
America Operations, Midstream and Marketing, and is currently a
non-executive Chairman of the board at American Water Works Co.,
Inc. (NYSE: AWK). Mr. Kurz also has extensive private equity
experience that includes serving as a senior investment executive
at Ares Capital and CCMP Capital Advisors, where he focused on
investments in the oil and gas upstream and midstream sectors.
Mr. Best is a highly regarded board member and governance expert
built upon nearly thirty years of experience as a corporate
executive at major corporations. He is the former Chairman and
Chief Executive Officer of Lone Star Technologies, Inc., from which
he retired after the successful merger with United States Steel
Company (NYSE: X). He has extensive corporate leadership and
governance experience through participation on numerous boards of
directors of major public companies. Notably, Mr. Best served as a
director at Cabot Oil and Gas Corp. from 2008 to 2021, his term
ending after the company merged with Cimarex Energy in 2021 to form
Coterra Energy (NYSE: CTRA).
“Karl and Rhys have successful records of growing companies with
a value-creation mindset,” said Murray Stahl, a member of the
Nominating and Corporate Governance Committee and, through his firm
Horizon Kinetics LLC, TPL’s largest shareholder. “Their knowledge
and experience will help TPL leverage its one-of-a-kind royalty and
surface position in the Permian to extract maximum value from
current business lines and future opportunities. Further, adding
both Karl and Rhys to the Board will result in having five
independent directors distinct from the legacy trust structure,
further modernizing and strengthening governance for the benefit of
our stockholders.”
“TPL will benefit from the seasoned stewardship Karl and Rhys
bring to the Company,” said Eric Oliver, a member of the Board and,
through his firm SoftVest, L.P., one of the Company’s largest
shareholders. “I look forward to collaborating with Karl and Rhys
in the boardroom as we work to maintain TPL’s strong business
momentum and enhance shareholder value from a truly unique
collection of assets. Karl’s experience in senior leadership roles
at major public energy and water companies and Rhys’ extensive
governance and ESG experience will both be highly valuable to
TPL.”
“Having been deeply involved in the Permian Basin through prior
experience and interacting with TPL as a customer and competitor,
I’ve long admired and respected the business TPL has built,” said
Karl Kurz. “It’s an honor to join TPL’s board of directors and to
be part of the oversight of a Company with a long record of success
and the ambition to extract value from its unique asset base.”
“As a former executive and director of numerous public
companies, I’ve been impressed with how TPL has evolved from a
small, passively managed trust into a large public C-corporation,”
said Rhys Best. “I am pleased to be a part of TPL and its storied
history. The Company is already a leader amongst its peers, and I
look forward to helping TPL sustain its positive trajectory and
achieve its goal of maximizing shareholder value.”
Update on the evaluation of declassification of the
Board
The Company also announced that the Nominating and Corporate
Governance Committee is in the process of evaluating the possible
declassification of the Board and has retained Delaware counsel to
assist in the evaluation. This process includes a detailed review
of the procedures required to declassify the Board in accordance
with rules and guidance from the Securities and Exchange Commission
and Delaware law, as well as the Company’s governance documents and
any contractual obligations. The Nominating and Corporate
Governance Committee expects to make a recommendation to the full
Board in time for a proposal, if any, to be included in proxy
materials for the Company’s 2022 annual meeting of stockholders. If
recommended, the declassification of the Board would require the
affirmative vote of a majority of TPL’s directors and approval of
the holders of a majority of our outstanding common stock.
About Texas Pacific Land Corporation
Texas Pacific Land Corporation (NYSE: TPL) is one of the largest
landowners in the State of Texas with approximately 880,000 acres
of land in West Texas, with the majority of its ownership
concentrated in the Permian Basin. The Company is not an oil and
gas producer, but its surface and royalty ownership provide revenue
opportunities throughout the life cycle of a well. These revenue
opportunities include fixed fee payments for use of our land,
revenue for sales of materials (caliche) used in the construction
of infrastructure, providing sourced water and/or treated produced
water, revenue from our oil and gas royalty interests, and revenues
related to saltwater disposal on our land. The Company also
generates revenue from pipeline, power line and utility easements,
commercial leases and seismic and temporary permits related to a
variety of land uses including midstream infrastructure projects
and hydrocarbon processing facilities.
Visit TPL at http://www.TexasPacific.com.
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Investor Relations IR@texaspacific.com
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