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El Paso Nominates Board With Broader Energy Background
In an attempt to short-circuit a bitter proxy battle by disgruntled investors, El Paso Corp. on Monday nominated a slate of directors that is heavy in energy experience for shareholders to vote on at the company’s upcoming annual meeting in June.
Five nominees for the 12-member board have “extensive management and operating experience in the oil and gas industry” at more than a dozen energy companies, including Conoco, CONSOL Energy Inc., Lone Star Gas, Ocean Energy, Phillips Petroleum, Shell, Sonat Inc., Texaco, Transocean Inc. and United Meridian Corp., El Paso said.
Four of the nominees joined the El Paso board this year, the Houston-based energy company noted. The newest member is James L. Dunlap, a business consultant and former president and COO of Ocean Energy/United Meridian (1996-1999). Prior to that, he was associated with Texaco Inc. for 33 years, El Paso noted.
Other board members who were named this year include Robert W. Goldman, business consultant and one-time senior vice president of finance and CFO of Conoco; J. Michael Talbert, chairman of Transocean since October 2002, and former president and CEO of Lone Star Gas Co.; and John Whitmore, current chairman of CONSOL Energy, past chairman of Union Texas Petroleum Holdings Inc., and a 30-year veteran of Phillips Petroleum, according to El Paso.
By nominating a board with broader energy experience, El Paso hopes to fight off an attempt by Selim K. Zilkha, a Los Angeles businessman and major El Paso stockholder, to wrest control of the board from the financially weakened company at its annual shareholder meeting in June (see Daily GPI, March 17). To stem the “disastrous decline” in the company’s stock and debt ratings over the past months, Zilkha signaled in February he would seek the support of other El Paso stockholders to replace El Paso’s board.
Zilkha, who owns 8.9 million shares of common stock in El Paso, also has the backing of Texas oilman Oscar S. Wyatt, who has approximately 4.678 million shares of El Paso stock, which he acquired when his Coastal Corp. was merged into El Paso..
Zilkha has nominated his own slate of nominees to replace the existing El Paso board — which received high marks from energy analysts for being steeped in energy experience.
El Paso’s other board nominees are John M. Bissell, chairman of BISSELL Inc., Juan Carlos Braniff, vice chairman of Grupo Financiero BBVA Bancomer, Anthony W. Hall Jr., city attorney in Houston, TX, Ronald L. Kuehn Jr., chairman and CEO of El Paso, J. Carleton MacNeil Jr., financial consultant for Securities and Investment Brokerage, Thomas R. McDade, senior partner of McDade Fogler Maines LLP, Malcolm Wallop, chairman of Western Strategy Group and former U.S. senator, and Joe B. Wyatt, chancellor emeritus of Vanderbilt University.
“The combined expertise of El Paso’s nominees in the energy industry, finance, academia and the law, and the mix of new directors and directors with detailed knowledge of our company, will create a board that is particularly well-equipped to help us achieve our long-term goals,” said El Paso’s Kuehn.
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