GVC pay report squeezes through as McDowell joins as non-exec director

7 June 2018

Shareholders of GVC Holdings have narrowly approved a directors’ remuneration report for 2017 at the company’s annual general meeting.

Since 2016, the company has awarded chief executive Kenneth Alexander and chairman Lee Feldman packages worth £45m (€51.3m/$60.4m) and £22.5m, respectively.

Ahead of the AGM in Geneva, shareholder advice bodies Pirc and Glass Lewis had urged investors to vote against the pay report. However, the report was approved by just over 56 per cent of the votes, with nearly 44 per cent voting against.

Responding to the vote, the Remuneration Committee said it was “disappointed” by the results.

“We acknowledge this feedback and thank those shareholders who have already spoken with us and explained their reasons for not being able to support this resolution,” the GVC Remuneration Committee said.

“We have sought to balance the views we have heard from shareholders with the clear need to appropriately reward and retain our successful management team, and we are committed to continuing this dialogue with our shareholders.”

Alexander and Feldman, as well as Paul Bowtell, Karl Diacono, Stephen Morana and Will Whitehorn, were re-elected as directors with overwhelming mandates.

Peter Isola also secured re-election with just 57.41 per cent of the vote, but GVC said that he would be stepping down from the Remuneration Committee.

In relation to Isola, the Committee added: “The board has been made aware through communications during the voting process of shareholder concerns relating to Peter Isola’s perceived independence.

“To address these concerns Peter will step down with immediate effect from the Remuneration Committee and we will engage with dissenting shareholders on this issue after we have reviewed the voting analysis.”

Meanwhile, GVC has appointed Virginia McDowell, former president and chief executive of Isle of Capri Casinos, to its board as a non-executive director, boosting the company’s in-house experience of the US market.

Boasting 35 years of experience working in the US gaming industry, McDowell is currently vice-chairman of non-profit organisation Global Gaming Women.

McDowell headed up Isle of Capri from 2011 until her retirement in 2016, prior to which she was president and chief operating officer of the company from 2007 to 2011.

Before joining Isle of Capri, McDowell had a spell as chief information officer at Trump Entertainment Resorts from 2005 to 2007 and also senior vice-president of operations, sales and marketing at Argosy Gaming Company from 1997 until the business was acquired in 2005.

In addition, McDowell was promoted through various roles in Tropicana Casino and Resort between 1984 and 1996, with her final role before departure being vice-president of business development.

Feldman said: “I am very pleased to welcome Virginia to the board; she brings extensive experience in gaming operations and strategy at significant scale.

“Her perspectives on the US market should prove invaluable as we pursue the potential in the US for significant expansion in the regulated sports betting market and online gaming as well as bring a fresh US perspective to our activities in other markets.”

Meanwhile, in conjunction with the appointment, Whitehorn has stepped down as a non-executive director, despite his re-election at the AGM. Morana, an existing non-executive director and chairman of the Audit Committee, will succeed Whitehorn as senior independent director.

GVC said that it is in the process of selecting a new independent non-executive director to replace Morana as Audit Committee chair, with an announcement to be made in due course.

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