DALLAS, June 13, 2019 /PRNewswire/ -- SoftVest,
L.P., Horizon Kinetics LLC and ART-FGT Family Partners, which
collectively beneficially own over 25% of the outstanding shares of
Texas Pacific Land Trust (NYSE: TPL), today issued an open letter
to TPL shareholders urging them to hold Trustees David Barry and John
Norris accountable for their flagrant disregard of
shareholders' rights and investments by failing to recognize
Eric Oliver as a third Trustee and
misusing millions of shareholder dollars. The letter also
calls on all shareholders to exercise their right under the
declaration of the Trust to inspect TPL's books.
The full text of the letter is below.
Fellow TPL Shareholders:
It has now been over three weeks since TPL shareholders elected
Eric Oliver as Trustee by an
overwhelming margin. Shareholders have spoken.
Yet, Trustees David Barry and
John Norris continue spending the
Trust's money in an unauthorized manner to bring litigation against
TPL shareholders.
It is paradoxical – if not irrational – that in an urge to
preserve their life tenures as trustees Messrs. Barry and Norris
are willing to expose themselves to personal liability for all
these unauthorized expenses and the damages inflicted upon the
Trust and its beneficiaries. As we have noted previously, Mr.
Barry and Mr. Norris have engaged in many activities that well
exceed their limited powers and authority as trustees under TPL's
declaration of trust, including, but not limited to:
- waging proxy contests;
- spending Trust monies to disenfranchise beneficiaries;
- paying themselves 5,000% salary increases without shareholder
or Court approval; and
- buying a private plane and private residences.
We believe as strongly today as we did on May 22nd that we, the shareholders,
have spoken. We are demanding more accountability and
transparency from TPL. Messrs. Barry and Norris have
illustrated their blatant disregard for shareholder democracy
through their desperate legal maneuvering and attempting to
discredit the shareholder meeting. We are ready to move forward
with modern corporate governance. Accordingly, we once again
urge Mr. Barry and Mr. Norris to do what is right for shareholders:
work with Eric Oliver as our new
Trustee in a constructive way to bring about long overdue change at
TPL.
We remind all shareholders that they have rights under the
declaration of trust, including the power under article Four, to
inspect the books of the Trust. Two weeks ago, SoftVest
delivered to TPL a demand to inspect certain records that we
believe all shareholders are entitled to review under the
declaration of trust. However, we have yet to receive a
single requested document. What are Mr. Barry and Mr.
Norris trying to hide?
A copy of our inspection demand can be found at
http://horizonkinetics.com/wp-content/uploads/SoftVest-Demand.pdf.
We encourage all shareholders to review our demand and submit their
own demand directly to Trustee David
Barry (DBarry@KelleyDrye.com), with copy to Robert Packer (Robert@tpltrust.com). We
invite shareholders to use our form if they deem the information we
requested to also be important to them. Shareholders might
also want to ask whether the votes included in Mr. Barry's total
when he was "elected" trustee in 2017 improperly included broker
non-votes. As shareholders, we are all entitled to
inspect these records under the rights granted to us as
beneficiaries of the Trust and we should demand access to what is
rightfully ours to review immediately.
Sincerely,
HORIZON KINETICS
LLC
SOFTVEST,
L.P.
ART-FGT FAMILY PARTNERS
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content:http://www.prnewswire.com/news-releases/investor-group-calls-on-texas-pacific-land-shareholders-to-hold-trustees-david-barry-and-john-norris-accountable-for-their-flagrant-disregard-of-shareholders-rights-and-investments-300867511.html
SOURCE SoftVest, L.P., Horizon Kinetics LLC and ART-FGT Family
Partners