HG Vora Capital Management has initiated a proxy battle, nominating three independent directors to Penn Entertainment’s board.
The investment firm has expressed concerns over the company’s strategic decisions and lackluster financial performance compared to competitors.
Penn’s share price has declined by over 80% since its peak in early 2021, underperforming the S&P 500 and comparables such as Boyd Gaming. Boyd Gaming is considered its closest peer and has returned +73% over the same period.
Accusations of Strategic Failures and Mismanagement
HG Vora believes Penn’s stock is significantly undervalued. A statement states that the board ‘has numerous deficiencies which have translated into abysmal returns for shareholders.
HG Vora has pinpointed Penn’s regional casino portfolio and collection of interactive assets as areas with significant unrealized potential.
Penn’s current board is accused of “reckless spending” approximately $4 billion on predominantly failed mergers, acquisitions, and media partnerships. The acquisition and subsequent divestiture of Barstool Sports have been highlighted as a particular failing.
Management’s digital and interactive strategy has also been under fire, with HG Vora labeling it an “abject failure.” Vora accuses Penn’s board of constantly overpromising and underdelivering.
Parag Vora, Founder and Portfolio Manager of HG Vora added, “To date, there have been no repercussions for the Board’s persistent bad judgment and disappointing shareholder returns. We believe this is in part due to PENN’s weak corporate governance, which disenfranchises shareholders and entrenches board members while rewarding its CEO with excessive compensation.”
Vora continued, “It should be clear to all stakeholders that change is urgently needed to address these failings and help PENN achieve its full potential. To that end, this is the first time in our firm’s 15-year history that HG Vora has decided nominating directors is necessary. We believe these three highly qualified, independent director nominees bring proven track records of enhancing shareholder value and the skills and industry expertise to help maximize value for all PENN shareholders.”
Industry Stalwarts Enter the Fray
The three candidates are William J. Clifford, Johnny Hartnett, and Carlos Ruisanchez. All three candidates have significant experience in roles across gambling, with tangible growth results in prior roles.
Penn has acknowledged receiving the nomination notice. In a statement, it emphasized its “commitment to long-term shareholder value” and said the Nominating and Corporate Governance Committee would review the nominations in accordance with standard procedures.
The election to the Board would take place at the company’s 2025 Annual Meeting of Shareholders. At the time of writing, a date has not been scheduled, and shareholders are not required to take any action.
Written By
