PENN has written another update to shareholders to confirm HG Vora is no longer seeking an injunctive relief to permit a vote for a third board member candidate at the upcoming annual meeting.
At the meeting to be held on 17 June, 2025, members will vote to appoint Johnny Hartnett and Carlos Ruisanchez to its board after both candidates were initially put forward by activist investor HG Vora.
HG Vora originally proposed a third candidate, William Clifford, who was denied the opportunity to stand when PENN reduced the number of seats up for election from three to two. Following this news, HG Vora filed a lawsuit against the operator.
In a letter to shareholders last week, PENN explained that Clifford “failed to demonstrate the base level of open-mindedness required of all directors in order to explore value-generating solutions” during the interview process.
Today, PENN has issued further clarification to shareholders on the matter by stating this is not a “contested election” and that both parties, PENN and HG Vora, are recommending the two candidates.
The letter read: “We are writing today to provide clarity on this year’s annual meeting. At the annual meeting, shareholders will have the right to elect two candidates to the board – Johnny Hartnett and Carlos Ruisanchez – both of whom were initially proposed by HG Vora.
“HG Vora is also soliciting proxies for a third director candidate, despite the fact there are only two director seats up for election. While HG Vora’s proxy statement indicates it is seeking injunctive relief to permit a vote for this third candidate at the upcoming annual meeting, this is not true.
“HG Vora’s public litigation filings confirm it is no longer seeking this injunction and, therefore, only two candidates will be up for election at this year’s annual meeting.
“Notwithstanding HG Vora’s efforts to portray this situation as a proxy contest, this is not a contested election. Both the company and HG Vora are recommending the same two candidates at the annual meeting.”
The letter continued: “Accordingly, we have made the decision not to spend the time and money to solicit proxies for the PENN White Card over the HG Vora Gold Card – a decision reinforced by recent conversations with our largest shareholders. Votes for Messrs. Hartnett and Ruisanchez on either card will be counted at the annual meeting.”
This note is the latest in a series of open letters penned by HG Vora and PENN over the last week. HG Vora’s most recent letter criticised the direction of the operator under CEO Jay Snowden and board chair David Handler.
EGR has reached out to HG Vora for comment.
The post PENN confirms upcoming annual meeting is not a “contested election” first appeared on EGR Intel.
Latest open letter to shareholders confirms only Johnny Hartnett and Carlos Ruisanchez will stand for election next month following lawsuit from activist investor HG Vora
The post PENN confirms upcoming annual meeting is not a “contested election” first appeared on EGR Intel.