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Wynn Resorts wants a woman on board, just not Elaine

31 March 2015

LAS VEGAS -- Wynn Resorts, Limited reiterated its position Monday that it will have at least one woman on the company’s board by the end of the year — preferably not ousted board member Elaine Wynn.

Meanwhile, one gaming analyst suggested Wynn stockholders not vote in favor of the proxy fight Elaine Wynn is waging to regain that seat.

Both Wynn Resorts and Elaine Wynn, the ex-wife of company chairman and CEO Steve Wynn, are seeking shareholder support for the make-up of the company’s board. A decision will be announced at Wynn Resorts’ annual meeting on April 24 at Wynn Las Vegas.

Deutsche Bank gaming analyst Carl Santarelli, in a research note that reaffirmed his firm’s favorable view of the company’s stock, said “conflicts clearly exist,” but Steve Wynn’s “track record of strong shareholder returns” give an edge to the company.

“We believe it is difficult to weigh in on the end result,” Santarelli said. “Given the conflicts of interest between Mrs. Wynn and the company, including her continued lobbying to sell her shares, we believe the best result for shareholders would be for an orderly board room going forward.”

In a filing with the Securities and Exchange Commission, Wynn Resorts told investors the company didn’t look to expand its board with new outside members over the past two years because of its pending gaming license applications in Pennsylvania and Massachusetts.

“As part of the application process, directors were required to complete a licensing application, submit extensive personal information, submit to at least one interview by state officials and undergo extensive vetting,” the company wrote.

Wynn withdrew its application in Pennsylvania in 2013 but was awarded a license for a Boston-area casino last year.

The company said that adding a new board member “could have delayed the licensing processes.”

In its SEC filing, Wynn Resorts said the board “intends to prioritize women and diverse candidates” and expects to name “one or more diverse directors” by the end of 2015.

The Wynn board voted not to renominate Elaine Wynn to the seat that she has held since 2002 over several issues, primarily due to a lawsuit she filed over the need for a shareholder agreement between her and her ex-husband.

Elaine Wynn owns 9.5 million shares, or 9.4 percent in the casino operator.

However, because of the shareholder agreement, Steve Wynn is obligated to vote his 9.9 million shares in favor of Elaine Wynn.

Shares of Wynn Resorts gained $1.21, or 0.96 percent, to close at $127.46 on Monday amid a broad market rally.
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