Newspaper article THE JOURNAL RECORD

Oklahoma City-Based Continental Resources Back in Court over Wheatland Deal

Newspaper article THE JOURNAL RECORD

Oklahoma City-Based Continental Resources Back in Court over Wheatland Deal

Article excerpt

A federal judge is considering whether to postpone a Continental Resources shareholder vote to approve the $340 million purchase of an oil company mostly owned by CEO Harold Hamm after hearing arguments on Wednesday from a Louisiana pension fund that claims the company has not disclosed enough financial information about the deal.

Attorneys for the Louisiana Municipal Police Employees Retirement System argued on Wednesday that Continental has not disclosed adequate revenue and cost projections for Wheatland Oil. They are asking the court to postpone the meeting until the company gives more information about the sale to shareholders. The pension fund is also trying to keep a trust set up to benefit Hamm's children from voting on the Wheatland acquisition. The children's trust, which controls about 25 percent of the minority shareholder vote, will be allowed to vote.

Attorney John Barbush, who represents the pension fund, argued on Wednesday that the trustee for the children's trust was not independent because he served as a personal financial adviser for Hamm for several years and considered the billionaire a personal friend.

"He is, by any reasonable view, an insider," Barbush said.

Jason Cowart, who is also representing the pension fund in the lawsuit, argued that Continental's offer to buy Wheatland from Hamm and Jeff Hume, Continental Resources vice chairman of strategic growth initiatives, for $340 million in new stock is unfair to Continental Resources' shareholders.

"It represents effectively a sweetheart deal for Hamm and Hume," he said.

Attorneys for Continental Resources and Wheatland Oil argued that the company would be harmed by having to release new information about Wheatland's financials, causing additional regulatory review in advance of the meeting. They also argued that the trustee for the Hamm children's trust is an independent fiduciary. …

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