Caesars Entertainment has announced that it has entered into a deal with Carl Icahn and affiliated entities regarding the composition of the company’s board.
Set to see three new directorial appointments, it follows the US businessman making a series of urges, in addition to pushing for a sale of the company, after it was revealed he had acquired an ownership stake of 9.78 per cent.
In addition to pushing for a sale, Icahn stressed a desire for board representation as well as emphasising a belief that a new CEO should not be appointed immediately, with current incumbent Mark Frissora to depart on April 30, unless the company exercises a one month extension.
Under the terms of the new agreement, Keith Cozza, Courtney Mather and James Nelson are being appointed to Caesars’ board of directors, effective immediately.
Subject to necessary regulatory approval, three existing directors are to step down from the board straight away, with the Icahn Group also holding the right to appoint a fourth representative to the board, if a new CEO who is acceptable to new directors is not named within 45 days of this agreement.
Icahn said of the development: “I believe the best path forward for Caesars requires a thorough strategic process to sell or merge the company, to further develop its already strong regional presence, which will allow Caesars to continue to take advantage of the Caesars Rewards program, bringing more and more players into Caesars’ Vegas market.
“I expect this to make Caesars the most powerful competitor in Vegas, the gaming capital of the world. Caesars would be a great opportunity for certain investors who have already expressed interest, and I’m glad the board will explore these opportunities.
“Independent of strategic alternatives, I believe Caesars should also be focused on leadership succession, disciplined capital allocation, improving operating performance and optimising real estate and other assets.”
Cozza is to join the governance and corporate responsibility committee, Mather will be appointed to the company’s compensation and management development committee, and Nelson to the audit committee.
Furthermore, Cozza and Mather will be appointed to the strategy and finance committee and the ad hoc CEO search committee, with both set to serve a term expiring at Caesars Entertainment’s 2019 annual meeting of stockholders.
James Hunt, chairman of the board, added: “Our new colleagues bring diverse and relevant experience, and we look forward to them joining our board in our ongoing efforts to further enhance value for all shareholders.
“Since the completion of Caesars’ restructuring, we have been undergoing a strategic process to create value, and we will continue that process working with our new directors.
“On behalf of the entire board and Caesars’ nearly 68,000 employees, I want to thank our departing director colleagues for their distinguished and tireless service to the company.”
