Womp womp. 

Bulldog Investors, LLP filed a 13D last night declaring their ownership. With the filing came in exhibit containing a proposal for shareholder approval of share issuance.

Reading between the lines, the proposal appears to me to be an appeal to avoid the inevitable litigation that would accompany a largely unwanted deal.

It remains clear that management and investors have very different incentives and have very different priorities.

I wonder if Bulldog smells a deal coming on the heels of the sealed filing outlined in the prior blog post?

Will management use the ever-weakening-poor-governance-tainted currency that is TPL stock to engage in a deal? What return will they get on that currency?

Also note that cash returns (dividend, repurchases) are minimal. Cash is being hoarded. Management is has deals on the brain. Will the return on those deals meet the significant ROI hurdle that was proven by decades of TPL stock repurchases? Almost certainly not.

Entrenchment appears to be first priority.

Is it cooking?

Rundown of events:

-TPL wins judgement in court

-Defendants file for appeal and include a request for a stay of activity (no new shares)

-TPL (on Jan 5) files their opposition to the stay. Part of that opposition is a sealed affidavit of Chris Steddum, CFO.

-It costs me $46 a click to get court docs but not this time because the affidavit is SEALED.

What’s so secret? What does the sealed affidavit contain? Is the company cooking something up?

What kind of outfit is going to take payment for itself or for assets in the form of a stock of a company that sues its shareholders regularly? A desperate one, probably.