0000902664-24-003826.txt : 20240522 0000902664-24-003826.hdr.sgml : 20240522 20240522084401 ACCESSION NUMBER: 0000902664-24-003826 CONFORMED SUBMISSION TYPE: DFAN14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240522 DATE AS OF CHANGE: 20240522 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SILVERBOW RESOURCES, INC. CENTRAL INDEX KEY: 0000351817 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] ORGANIZATION NAME: 01 Energy & Transportation IRS NUMBER: 203940661 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DFAN14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-08754 FILM NUMBER: 24971709 BUSINESS ADDRESS: STREET 1: 920 MEMORIAL CITY WAY STREET 2: SUITE 850 CITY: HOUSTON STATE: TX ZIP: 77024 BUSINESS PHONE: 2818742700 MAIL ADDRESS: STREET 1: 920 MEMORIAL CITY WAY STREET 2: SUITE 850 CITY: HOUSTON STATE: TX ZIP: 77024 FORMER COMPANY: FORMER CONFORMED NAME: SWIFT ENERGY CO DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Kimmeridge Energy Management Company, LLC CENTRAL INDEX KEY: 0001706220 ORGANIZATION NAME: IRS NUMBER: 454106121 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DFAN14A BUSINESS ADDRESS: STREET 1: 15 LITTLE WEST 12TH STREET STREET 2: 4TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10014 BUSINESS PHONE: 646-517-7252 MAIL ADDRESS: STREET 1: 15 LITTLE WEST 12TH STREET STREET 2: 4TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10014 DFAN14A 1 p24-1905dfan14a.htm SILVERBOW RESOURCES, INC.

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a)

of the Securities Exchange Act of 1934

 

 

Filed by the Registrant o

 

Filed by a Party other than the Registrant þ

 

Check the appropriate box:

 

o Preliminary Proxy Statement
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o Definitive Proxy Statement
þ Definitive Additional Materials
o Soliciting Material Under Rule 14a-12

 

SilverBow Resources, Inc.

(Name of Registrant as Specified in Its Charter)

 

KEF Investments, LP

KEF Fund V Investments, LP

Kimmeridge Energy Management Company, LLC

Benjamin Dell

Alexander Inkster

Neda Jafar

Denis Laloy

Noam Lockshin

Henry Makansi

Neil McMahon

Douglas E. Brooks

Carrie M. Fox

Katherine L. Minyard

 

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

 

 

Payment of Filing Fee (check the appropriate box):

 

þ No fee required.
o Fee paid previously with preliminary materials.
o Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

 

 
 

Kimmeridge Withdraws Independent Nominees to SilverBow’s Board Following Company’s Definitive Agreement with Crescent Energy

 

NEW YORK and DENVER, May 22, 2024 – Kimmeridge, an alternative asset manager focused on the energy sector and the largest shareholder of SilverBow Resources (NYSE: SBOW) (“SilverBow” or the “Company”), today announced the withdrawal of its independent nominees to SilverBow’s Board of Directors (the “Board”) in light of the Company’s pending sale to Crescent Energy.

Ben Dell, Co-Founder and Managing Partner of Kimmeridge, said, “While we are disappointed that SilverBow’s Board does not appear to have run a comprehensive sales process, our campaign was always underpinned by a strong belief that consolidation is in the best interests of shareholders. That’s why we took the time in February to privately outline to the Board eight potential strategic transactions the Company should consider to drive value creation.

We are thankful for the overwhelming support of Kimmeridge’s slate of independent Board nominees from the investment community, which helped catalyze this transaction. We believe that the proposed sale of the Company obviates the need for Board change at this time.”

About Kimmeridge

Founded in 2012 by Ben Dell, Dr. Neil McMahon and Henry Makansi, Kimmeridge is an alternative asset manager focused on the energy sector. The firm is differentiated by its direct investment approach, deep technical knowledge, active portfolio management, proven sustainability track record and proprietary research and data gathering.

Media

Daniel Yunger / Anntal Silver / Emma Cloyd

Kekst CNC

Kekst-Kimmeridge@kekstcnc.com

 

 

 

 

 

 

 

 

 

 
 

Important Information About the Gold Proxy Card

Gold proxy cards that have been properly signed and returned to Kimmeridge or its agents will be voted as directed, except that any votes for Kimmeridge’s nominees on such cards will be disregarded and will not be voted at SilverBow’s 2024 Annual Meeting. Any votes marked for the Company’s nominees on the gold proxy card will be voted as directed at SilverBow’s 2024 Annual Meeting.