April 16 (Reuters) - Kimmeridge Energy Management said

on Tuesday it has withdrawn its proposal to combine its

gas-producing assets in South Texas with SilverBow Resources ( SBOW )

.

Kimmeridge, SilverBow's largest shareholder, in its latest

attempt to acquire the company over the last two years had sent

its offer on March 13 to combine assets.

Along with Riposte Capital, SilverBow's second-largest

shareholder, Kimmeridge has been pushing the U.S. energy firm to

revamp its board or to explore a sale.

"Given SilverBow's lack of engagement, Kimmeridge sees no

pathway towards a transaction... As a result, we are withdrawing

the proposal and will be focused on providing solutions for

SilverBow's broken governance," Kimmeridge said in a statement.

SilverBow did not immediately respond to a request for

comment.

The combination with SilverBow, which operates on around

180,000 net acres in South Texas' shale basin, would have

created a pure-play Eagle Ford shale operator with an estimated

enterprise value of about $3.6 billion.

Riposte, in an emailed response to Reuters, said it

continues to believe that a combination with Kimmeridge Texas

Gas was in the best interest of all shareholders.

In March, SilverBow rejected three nominees proposed by

Kimmeridge, flagging that they had close ties or history with

Kimmeridge, which raised questions over their "independence and

ability to represent the interests of all SilverBow

shareholders".

SilverBow named Leland Jourdan, who worked at Chevron for

nearly two decades, as a member of its board, while revealing

that Kimmeridge had proposed to remove him in an upcoming

shareholder vote in May.