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Wynn’s Former Partner Nominates Two to Company’s Board

Sept. 6 (Bloomberg) -- Kazuo Okada, the Japanese billionaire whose stake in Wynn Resorts Ltd. was forcibly redeemed by the casino company, proposed two nominees to its board of directors.

Okada’s Aruze USA Inc. plans to nominate Yale University law professor Jonathan Macey and former broadcasting executive Fredric G. Reynolds to the board of Las Vegas-based Wynn, according to a regulatory filing yesterday. The annual meeting is scheduled for Nov. 2.

With the nominations, Okada opens a new front in a fight that is already being waged in U.S. and Japanese courts. The casino company led by Steve Wynn, 70, said on Feb. 19 that an investigation by its board found Okada made gifts and other payments to casino regulators in Asia that made him unsuitable as an investor.

George Sard, an outside spokesman for Wynn Resorts, said the company had no comment. Steve Getzug, a spokesman for Okada, also declined to comment.

Wynn Resorts seized Okada’s 20 percent stake, or 24.5 million shares, giving him a $1.9 billion, 10-year note in return at a 30 percent discount to market value.

Macey, on leave from Yale Law School, is the author of several books on corporate law and Reynolds was chief financial officer of Viacom Inc. and CBS Corp. Aruze will pay each a one-time fee of $50,000, according to today’s filing.

Reynolds, reached through CBS, declined to comment. Macey didn’t respond to telephone and e-mailed messages.

Okada, the founder and chairman of the Tokyo-based pachinko company Universal Entertainment Corp., has contested the redemption. He is scheduled to appear Sept. 18 in Las Vegas for a deposition by Wynn Resorts’ lawyers, according to Okada’s Aug. 31 state court filing in Las Vegas.

Okada Motion

A Wynn Resorts co-founder and vice chairman before being removed, Okada, 69, sued the casino operator in January for access to financial records in a dispute over use of company funds, citing a $135 million donation in July 2011 to the University of Macau Development Foundation.

Okada asked a Nevada judge to rule that Wynn Resorts can’t prevent him from voting his 24.5 million shares at the stockholder meeting, or from nominating directors, until the legal challenge to the redemption has been resolved.

“This relief is necessary because the Wynn Resorts board of directors purports to have forcibly redeemed Aruze USA’s almost 20 percent interest in Wynn Resorts, seeking to disenfranchise Aruze USA with respect to critical upcoming stockholder votes and to silence Kazuo Okada as the lone voice of dissent against Steve Wynn on the board,” according to Okada’s Aug. 31 filing in Las Vegas.

Universal Entertainment added 0.7 percent to 1,631 yen at 9:48 a.m. in Tokyo. Wynn fell 1.1 percent to $99.61 at the close yesterday in New York. The shares have declined 9.8 percent this year.

The case is Wynn Resorts v. Okada, A-12-656710-B4522-B, District Court, Clark County Nevada (Las Vegas).

To contact the reporter on this story: Christopher Palmeri in Los Angeles at

To contact the editor responsible for this story: Anthony Palazzo at

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