Tejon Ranch is pushing back against an East Coast investment group seeking to unseat three board members.
Tejon Ranch is asking shareholders to vote for the company’s nominees only and to not support the nominees from Bulldog Investors.
The backstory: Bulldog Investors is an investment group based in New Jersey that seeks to identify undervalued investments and then use its team’s abilities to deliver greater returns to its clients.
- Bulldog is looking to control three out of the 10 director seats on the Tejon Ranch board, nominating Managing Partner Andrew Dakos, Managing Director Phillip Goldstein and attorney Aaron Morris for spots.
- The investment group is pitching a different path forward for the company to increase value, proposing share buybacks, quarterly earnings conferences and moving money from the four master-planned communities that Tejon Ranch is planning to build.
The big picture: Tejon Ranch sent a letter to shareholders last Friday asking for support, saying Bulldog is putting forward a “short-sighted, self-serving and last second campaign.”
- The company argued in the letter that Bulldog does not appear to have a plan beyond cutting off investment to the residential development projects.
- Tejon Ranch also accused Bulldog’s nominees of not having any meaningful experience in real estate, land development or California-specific regulation.
- Then on Tuesday, Tejon Ranch filed an investor presentation with the U.S. Securities and Exchange Commission defending its business actions and pointing out that a new CEO was hired earlier this year.
- Tejon Ranch also appointed four new directors, one of whom was recommended by a shareholder.
What they’re saying: “Bulldog’s failure to articulate a value creation plan demonstrates a lack of the planning, analysis and thoughtfulness that is required to successfully oversee the execution of California real estate development, including the interconnected operations of Tejon,” the company said in last Friday’s letter.
- Tejon Ranch also said that Bulldog’s nominees do not have an understanding of the company’s assets.
- “Electing the Bulldog nominees would hand over strategic oversight of your Company, which is located in the most complex business climate in the U.S., to individuals with a history of poor shareholder outcomes,” Tejon Ranch said in the letter. “That’s a risk Tejon’s shareholders should not accept.”
What we’re watching: Tejon Ranch will hold its annual shareholders meeting on May 13.
