UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
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Wynn Resorts, Limited
(Name of registrant as specified in its charter)
(Name of person(s) filing proxy statement, if other than the registrant)
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Filed by Wynn Resorts, Limited
Pursuant to Rule 14a-6(b)
of the Securities Exchange Act of 1934
Commission File No.: 000-50028
FOR IMMEDIATE RELEASE
Leading Independent Proxy Advisory Firm, Institutional Shareholder Services, Recommends Stockholders Vote on Wynn Resorts, Limited’s WHITE Proxy Card at the Company’s Annual Meeting of Stockholders
ISS Recommends Stockholders DO NOT VOTE for Elaine Wynn on the Gold Card
Wynn Resorts Urges Stockholders to VOTE FOR the Board’s Nominees on the WHITE Proxy Card TODAY
LAS VEGAS, April 05, 2015 — Wynn Resorts, Limited (NASDAQ: WYNN) (“Wynn Resorts”, “Wynn” or “the Company”) today announced that Institutional Shareholder Services (“ISS”), a leading independent proxy advisory firm, has recommended that Wynn Resorts stockholders vote on the WHITE proxy card at the Company’s Annual Meeting of Stockholders to be held on April 24, 2015. ISS has recommended stockholders do not vote for Elaine Wynn on the gold card.
The Wynn Board of Directors recommends that stockholders vote on the WHITE proxy card FOR the election of two Class I directors, Mr. John J. Hagenbuch and Mr. J. Edward Virtue, to serve until the 2018 Annual Meeting of Stockholders. The Wynn Board of Directors strongly believes that the Company’s nominees are the most qualified candidates to serve on the Board and recommends that stockholders vote on the WHITE proxy card today.
Commenting on the ISS report, Wynn Resorts issued the following statement:
We are pleased that ISS recognizes that stockholders should vote on the Company’s WHITE proxy card, and that ISS recommends stockholders do not vote for Elaine Wynn on the gold card. The Wynn Resorts’ Board recommends that stockholders vote for the most qualified candidates to serve on the Board, Wynn Resorts’ director nominees, Mr. John J. Hagenbuch and Mr. J. Edward Virtue, by voting the WHITE proxy card today.
The Company notes that in its April 5, 2015 report, ISS stated1:
“[Elaine Wynn] does not sit on the Corporate Governance Committee, but she has not, apparently, done anything to drive additional diversity on the board, despite the protestations in her soliciting materials that the Wynn board needs diversity. She now believes she could qualify as independent under exchange rules, but also informs shareholders she has always – even as recently as February of this year – voted to classify herself as non-independent because ‘it seemed innocuous’…”
“There is, in short, no compelling reason to believe that shareholders would lose an iconoclastic, effective champion for better board accountability and governance practices if she were not returned to the board.”
| 1 | Permission to use quotations neither sought nor obtained |
Wynn Resorts’ stockholders are reminded that it is extremely important to vote their shares, no matter how many or how few shares they own. THE BOARD OF DIRECTORS RECOMMENDS THAT STOCKHOLDERS VOTE FOR MR. JOHN J. HAGENBUCH AND MR. J. EDWARD VIRTUE, THE TWO DIRECTOR NOMINEES NAMED IN THE COMPANY’S PROXY STATEMENT, and not withhold on the Wynn Board of Directors’ nominees, as ISS recommended. THE BOARD ALSO RECOMMENDS THAT STOCKHOLDERS VOTE ON THE OTHER MATTERS AS RECOMMENDED IN THE COMPANY’S PROXY STATEMENT. PLEASE VOTE THE WHITE PROXY CARD OR FOLLOW THE DIRECTIONS ON THE WHITE PROXY CARD TO VOTE YOUR SHARES.
The Board of Directors strongly urges stockholders not to return or otherwise vote any gold proxy card sent from Ms. Elaine Wynn.
If stockholders have any questions about how to vote their shares on the WHITE proxy card, or need additional assistance, they should contact the firm assisting Wynn Resorts in the proxy solicitation:
D.F. King & Co., Inc.
48 Wall Street
New York, New York 10005
Stockholders Call Toll-Free: (877) 732-3619
Banks and Brokers Call Collect: (212) 269-5550
Email: wynn@dfking.com
ABOUT WYNN RESORTS
Wynn Resorts, Limited (Nasdaq: WYNN) is traded on the Nasdaq Global Select Market under the ticker symbol WYNN and is part of the S&P 500 and NASDAQ-100 Indexes. Wynn Resorts owns and operates Wynn and Encore Las Vegas (www.wynnlasvegas.com) and Wynn and Encore Macau (www.wynnmacau.com).
Wynn and Encore Las Vegas feature two luxury hotel towers with a total of 4,748 spacious hotel rooms, suites and villas, approximately 186,000 square feet of casino space, 34 food and beverage outlets featuring signature chefs, two award-winning spas, an on-site 18-hole golf course, meeting space, a Ferrari and Maserati dealership, approximately 99,000 square feet of retail space as well as two showrooms; three nightclubs and a beach club.
Wynn and Encore Macau is a destination casino located in the Macau Special Administrative Region of the People’s Republic of China with two luxury hotel towers with a total of 1,008 spacious rooms and suites, approximately 280,000 square feet of casino space, casual and fine dining in eight restaurants, approximately 57,000 square feet of retail space, recreation and leisure facilities, including two health clubs, two spas and a pool.
| Contacts: | ||
| Investors | Media | |
| Mark Strawn | Michael Weaver | |
| Wynn Resorts | Wynn Resorts | |
| (702) 770-7554 | (702) 770-7501 | |
| Jordan Kovler | Joele Frank, Kelly Sullivan or Jennifer Beugelmans | |
| D.F. King & Co., Inc. | Joele Frank, Wilkinson Brimmer Katcher | |
| (212) 493-6990 | (212) 355-4449 | |