The remaking of Wynn Resorts continued Monday when gaming industry veteran Phil Satre was named vice chairman of the company and is expected to be named chairman by the end of the year.
Current board chairman D. Boone Wayson will step down as chairman but will remain as a board member. Satre, the longtime chairman and CEO of Harrah’s Entertainment, resigned from his current position as chairman of gaming equipment manufacturer International Game Technology.
“The addition of someone of Phil’s caliber and experience is a significant step forward for Wynn Resorts as we turn the page on the last six months,” Wayson said in a statement. “Our goal is to give the management team, led by CEO Matt Maddox, an opportunity to grow and develop this company to its greatest potential. Phil’s insight and guidance will be invaluable as we move forward.”
The appointment of Satre also seemingly ended hostilities between the company and its largest shareholder, co-founder and former board member Elaine Wynn. In a filing with the Securities and Exchange Commission, the company said Elaine Wynn agreed to enter a “Standstill Period” that ends in 2020 or, if Satre were to leave as chairman.
Among the provisions, Elaine Wynn agreed to cap her ownership stake at her current 9.9 percent, not nominate anyone to the board or seek to add additional members, not enter a proxy fight, and not seek to influence board members or senior management. She also agreed to vote her shares in accordance with the board’s recommendations.
One clause in the “Standstill Period” said Elaine Wynn can’t be involved in any efforts that could lead any takeover or merger efforts of the casino operator.
“While this could very well be customary language in an agreement of this sort, we believe any commentary around transactions involving Wynn are likely to raise the antennas of the investment community,” Deutsche Bank gaming analyst Carlo Santarelli said in a note to investors.
Earlier this year, Elaine Wynn tried to get Satre appointed to the company’s board.
Jefferies gaming analyst David Katz said Elaine Wynn to stand down her battles may be the most important takeaway.
“While this announcement may limit the prospects for activist pressure from Elaine, our view remains that changes to the company’s board, management team and ownership structure remain a possibility as the company defines its direction in the coming quarters,” Katz told investors.
In the statement, Wayson said Satre’s appointment was “the result of a collaborative effort with co- founder Elaine Wynn, which I believe will serve as the beginning of a constructive and unified effort by all parties to move the company forward.”
In addition to his now previous board position with IGT, Satre is chairman of Nordstrom, Inc. Satre has also served on the boards Tabcorp Holdings Ltd. and Rite Aid Corporation and is past chairman of NV Energy.
Satre is president of the National Center for Responsible Gaming and is a member of the Gaming Hall of Fame.
“I am honored to now have the opportunity to be joining Wynn Resorts at this important time and to play a role in the company’s continued success,” Satre said in a statement. “I applaud the efforts by management and the board to respond to the current challenges faced by this otherwise first-class enterprise. The strength of the current board of directors, combined with the leadership of Matt Maddox and his team, give me confidence that the future is bright for Wynn Resorts.”
Elaine Wynn, the ex-wife of company founder Steve Wynn, who stepped down as chairman and CEO in February following sexual harassment allegations, challenged the Wynn board’s make-up last spring. The effort led to the resignation of two long-time board members, including one she actively campaigned against.
“I have long respected Phil as a leader in the gaming industry and am confident that his addition to the company’s leadership team, coupled with the plans laid out by management, will bring the company tremendous success in the years to come,” she said in a statement. “Phil’s role as vice chair, and as chairman in the future, will be key to furthering the Wynn Resorts brand as one of the premier destination resort operators in the world.”
Elaine Wynn lost her seat on the Wynn Resorts board in 2015 after the board declined to nominate her and shareholders didn’t support her campaign to be reinstated.
After Steve Wynn’s departure from the company – he sold his entire 12 percent stake in March for $2.1 billion – Elaine Wynn actively began a proxy fight in the Spring.
In April the company added three women to its board – former White House press secretary Dee Dee Myers, three-time CEO Betsy Atkins, and Kestrel Advisors CEO Winifred “Wendy” Webb – who joined current board member Pat Mulroy, making Wynn among the top 40 S&P 500 companies for female board representation.
In a separate statement, IGT said current vice chairman Lorenzo Pellicioli, will lead the IGT board until its next meeting when a new chairman will be elected.
Shares of Wynn closed at $152.95, up $3.76 or 2.52 percent on the Nasdaq.
Howard Stutz is the executive editor of CDC Gaming. He can be reached at hstutz@cdcgamingreports.com. Follow @howardstutz on Twitter.
