Company: Elaine Wynn had conflicts in Strip land deal

Wynn Resorts Ltd. accused ousted board member Elaine Wynn of several conflicts of interest, including her participation in company discussions over potentially buying the vacant New Frontier site, which was subsequently acquired by a group that included her nephew.

The casino operator sent a letter to shareholders Tuesday, asking them to support the company’s two board nominees and ignore Elaine Wynn, company Chairman and CEO Steve Wynn’s ex-wife, who launched a proxy fight to regain her seat.

In a slide presentation for investors posted to the company’s website Tuesday, the company said Elaine Wynn, “participated in board meetings in which Wynn Resorts’ plans to acquire property in Las Vegas were discussed at length.”

One property the company looked at was the nearly 35-acre New Frontier site, across from Wynn Las Vegas. The site was in foreclosure and had been vacant since 2007. It was purchased in August by a group that included Australian billionaire James Packer, investment company Oaktree Capital Management and former Wynn Las Vegas President Andrew Pascal, who is Elaine Wynn’s nephew.

“At no time did Ms. Wynn recuse herself from the board discussions or inform the board that her nephew was involved in a competing bid,” Wynn Resorts stated. “Ultimately, the land that Wynn Resorts wanted was purchased by a group that included Ms. Wynn’s nephew.”

In October 2011, Steve Wynn discussed the New Frontier site during the company’s third-quarter conference call. The Elad Group of Israel bought the site in 2007 for $1.24 billion and planned to build a $5 billion version of New York’s Plaza Hotel.

Steve Wynn said the Elad Group had approached him “on a monthly basis” to build something on the site that could be connected to Wynn Las Vegas and Encore.

However, he declined the offer because he couldn’t determine the project’s return on investment.

A spokesman for Elaine Wynn declined to comment Tuesday on the company’s filing.

Wynn Resorts also accused Wynn of selling $10 million worth of company stock through her private foundation during a “blackout period” before the company announced earnings. The company said Wynn “took the position that her personal foundation is not subject to the company’s insider trading policy.”

In a 2012 lawsuit that remains pending, Elaine Wynn challenged a long-standing shareholder agreement with Steve Wynn, which gives him control over her 9.5 million shares in the company.

In the slide presentation, Wynn Resorts said Wynn sought an amendment to her stockholder agreement to increase the amount of stock that she is permitted to sell. The move came when the board was restructuring Steve Wynn’s compensation by providing for performance-contingent equity awards.

“These actions left the independent directors with the sense that she was acting primarily as a litigant rather than an advocate of the average stockholder of the company,” Wynn Resorts said.

The company acknowledged Wynn’s ouster would leave the board as an all-male panel. However, in the letter to shareholders, the company said it plans to expand the panel with one or more board members and “intends to prioritize women and diverse candidates in its search,” appointing new directors by the end of the year.

Both the slide presentation and the letter were filed with the Securities and Exchange Commission.

The annual shareholders meeting is scheduled for April 24 at Wynn Las Vegas.

In her proxy filing, Wynn asked stockholders to vote for her instead of John Hagenbuch. He was nominated by the company along with J. Edward Virtue. Hagenbuch and Virtue have been Wynn Resorts directors since 2012.

Wynn Resorts board members said the lawsuit was a primary reason for removing her from the board. The company outlined in an SEC filing how it could be forced to repurchase a portion of its corporate debt under unfavorable terms if Wynn prevails in her lawsuit.

Based on the shareholders agreement, Steve Wynn and Elaine Wynn control 19.3 percent of Wynn Resorts, the largest single stake.

Investment management firm T. Rowe Price owns 17 million shares, or 16.8 percent of the company.

If Elaine Wynn gains control of her more than 9.4 percent stake, she would be company’s third-largest stockholder. Steve Wynn would own 9.9 percent, or 10 million shares.

Neon wraps can light up the night for advertising
Vinyl wrap company 5150 Wraps talks about neon wraps, a new technology that the company believes can boost advertising at night. (Marcus Villagran/Las Vegas Review-Journal) @brokejournalist
Nevada on the forefront of drone safety
Dr. Chris Walach, senior director of Nevada Institute for Autonomous Systems, talks to a reporter at NIAS's new Nevada Drone Center for Excellence of Public Safety, located inside the Switch Innevation Center in Las Vegas. K.M. Cannon Las Vegas Review-Journal @KMCannonPhoto
Motel 8 on south Strip will become site of hotel-casino
Israeli hoteliers Asher Gabay and Benny Zerah bought Motel 8 on the south Strip for $7.4 million, records show. They plan to bulldoze the property and build a hotel-casino. Motel 8 was built in the 1960s and used to be one of several roadside inns on what's now the south Strip. But it looks out of place today, dwarfed by the towering Mandalay Bay right across the street.
Project billed as one of the world's largest marijuana dispensaries plans to open Nov. 1
Planet 13 co-CEO Larry Scheffler talks about what to expect from the new marijuana dispensary, Thursday, July 19, 2018. (Marcus Villagran/Las Vegas Review-Journal) @brokejournalist
Oasis Biotech opens in Las Vegas
Brock Leach, chief operating officer of Oasis Biotech, discusses the new plant factory at its grand opening on July 18. (Bailey Schulz/Las Vegas Review-Journal)
UNLV Tech Park innovation building breaks ground
Construction on the first innovation building at the UNLV Tech Park is underway. (Bailey Schulz/Las Vegas Review-Journal)
Caesars Forum Meeting Center
Caesars broke ground Monday on its $375 million Caesars Forum Meeting Center (convention center) just east of the High Roller observation wheel. (Caesars Entertainment)
Technology reshapes the pawn shop industry
Devin Battersby attaches a black-colored device to the back of her iPhone and snaps several of the inside and outside of a Louis Vuitton wallet. The device, installed with artificial intelligence capabilities, analyzes the images using a patented microscopic technology. Within a few minutes, Battersby receives an answer on her app. The designer item is authentic.
Recreational marijuana has been legal in Nevada for one year
Exhale Nevada CEO Pete Findley talks about the one year anniversary of the legalization of recreational marijuana in Nevada. (K.M. Cannon/Las Vegas Review-Journal)
Young adults aren't saving for retirement
Financial advisors talk about saving trends among young adults. (Bailey Schulz/Las Vegas Review-Journal)
President Trump’s tariffs could raise costs for real estate developers, analysts say
President Donald Trump made his fortune in real estate, but by slapping tariffs on imports from close allies, developers in Las Vegas and other cities could get hit hard.
Las Vegas business and tariffs
Barry Yost, co-owner of Precision Tube Laser, LLC, places a metal pipe into the TruLaser Tube 5000 laser cutting machine on Wednesday, June 20, 2018, in Las Vegas. Bizuayehu Tesfaye/Las Vegas Review-Journal @bizutesfaye
Nevada Film Office Connects Businesses To Producers
The director of the Nevada Film Office discusses its revamped locations database and how it will affect local businesses. (Bailey Schulz/Las Vegas Review-Journal)
Opendoor isn't the typical house flipping company
Unlike most house flippers, the company aims to make money from transaction costs rather than from selling homes for more than their purchase price.
The Venetian gondoliers sing Italian songs
Gondolier Marciano sings a the classic Italian song "Volare" as he leads guests through the canals of The Venetian in Las Vegas. (K.M. Cannon/Las Vegas Review-Journal)
Building In Logandale
Texas homebuilder D.R. Horton bought 43 lots in rural Logandale. (Eli Segall/Las Vegas Review-Journal)
Indoor farming in Southern Nevada
Experts discuss Nevada's indoor farming industry. (Bailey Schulz/Las Vegas Review-Journal)
Former Fontainebleau could have become a Waldorf Astoria
Months after developer Steve Witkoff bought the Fontainebleau last summer, he unveiled plans to turn the mothballed hotel into a Marriott-managed resort called The Drew. But if Richard “Boz” Bosworth’s plans didn’t fall through, the north Las Vegas Strip tower could have become a Waldorf Astoria with several floors of timeshare units. (Eli Segall/Las Vegas Review-Journal)
LVCVA CEO Rossi Ralenkotter announces plans to retire
Rossi Ralenkotter, CEO of the LVCVA, on Tuesday confirmed a Las Vegas Review-Journal report that he is preparing to retire. Richard N. Velotta/ Las Vegas Review-Journal
Cousins Maine Lobster to open inside 2 Las Vegas Smith’s stores
Cousins Maine Lobster food truck company will open inside Las Vegas’ two newest Smith’s at Skye Canyon Park Drive and U.S. Highway 95, and at Warm Springs Road and Durango Drive. Cousins currently sells outside some Las Vegas Smith’s stores and at Fremont Street and Las Vegas Boulevard. (K.M. Cannon/Las Vegas Review-Journal)
Las Vegas home prices to continue to rise, expert says
Lawrence Yun, chief economist at the National Association of Realtors, gives homebuyers a pulse on the Las Vegas housing market. (Eli Segall/Las Vegas Review-Journal)
NV Energy announces clean energy investment
The company is planning to add six solar projects in Nevada, along with the state's first major battery energy storage capacity. Bailey Schulz/Las Vegas Review-Journal
3 Mario Batali restaurants on Las Vegas Strip to close
Days after new sexual misconduct allegations were made against celebrity chef Mario Batali, his company announced Friday that it will close its three Las Vegas restaurants July 27. Employees of Carnevino Italian Steakhouse, B&B Ristorante and Otto Enoteca e Pizzeria, all located in The Venetian and Palazzo resorts, were informed of the decision Friday morning. Bastianich is scheduled to visit the restaurants Friday to speak to employees about the next two months of operation as well as how the company plans to help them transition to new positions.
Nevada has its first cybersecurity apprenticeship program
The Learning Center education company in Las Vegas has launched the first apprenticeship program for cybersecurity in Nevada. It was approved by the State Apprenticeship Council on May 15. (K.M. Cannon/Las Vegas Review-Journal)
Las Vegas union members voting to authorize the right to strike
Thousands of Las Vegas union members voting Tuesday morning to authorize the right to strike. A “yes” vote would give the union negotiating committee the power to call a strike anytime after June 1 at the resorts that fail to reach an agreement. (Todd Prince/Las Vegas Review-Journal)
Small businesses struggle to find qualified candidates
A 2018 survey found that over two-thirds of small businesses in Nevada find it somewhat to very difficult to recruit qualified candidates. Bailey Schulz/Las Vegas Review-Journal
News Headlines
Add Event
Home Front Page Footer Listing
You May Like

You May Like