Oxy responds to Carl Icahn’s boardroom shakeup proposal

7/22/2019

HOUSTON - In response to actions by billionaire activist investor Carl Icahn, Occidental Petroleum mailed a letter to shareholders in connection with definitive proxy materials it has filed with the SEC.  Late last week, Icahn formally sought shareholders’ help in replacing four of Oxy’s 10 board members with his own nominees.

“Occidental’s board comprises ten highly qualified directors, nine of whom are independent, and all of whom bring meaningful expertise across a diverse range of backgrounds in areas key to the company’s business,” the company said in a statement. “Occidental does not believe that another director election approximately ten weeks after the last one, in the middle of completing and integrating a large and complex acquisition, is in the best interests of Occidental or its shareholders.”

Responding to Icahn’s criticism of Oxy’s recent acquisition of Anadarko, the company said “Occidental is on a clear path to enhance value creation through the pending acquisition of Anadarko Petroleum and the company believes that its shareholders’ interests would be best served by focusing on completion and integration of that acquisition. Mr. Icahn's own statements demonstrate that he does not understand or support the strategic and financial merits of the acquisition, and the Occidental board believes that his board nominees would interfere with the company’s ability to successfully integrate Anadarko’s valuable assets and deliver on the promise of this acquisition at this critical juncture.”

In his own SEC filing last week, Icahn said that buying Anadarko was a “high-risk strategy,” and that “the board has acted and continues to act with a complete disregard with respect to stockholder demands and good governance.”

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