Full House Resorts Stockholder Issues Open Letter
SAN DIEGO, Oct. 28, 2014 /PRNewswire/ -- On October 28, 2014, the Allen E. Paulson Living Trust released the following open letter to the Board of Directors and Stockholders of Full House Resorts, Inc.:
October 28, 2014
Full House Resorts, Inc.,
4670 Fort Apache Road, Suite 190
Las Vegas, Nevada 89147
Members of the Board of Directors and Stockholders of Full House Resorts, Inc.:
On October 17th, we, the co-trustees of the Allen E. Paulson Living Trust, in an open letter to the Board and the stockholders of Full House Resorts supported the call to convene a special meeting of stockholders. The Company's Board of Directors subsequently acted to preclude a timely special meeting, unilaterally amending the Company's Bylaws. We further understand that one result of the Board's action is that the deadline by which the Company can terminate the contracts of each of Andre Hilliou and Mark Miller, CEO and COO, respectively, and each a Director, without payment of significant severance, will pass before the stockholders could possibly alter the composition of the Board (which may determine whether or not to renew those contracts). In our opinion, the Board's actions do not serve the interest of the stockholders, but rather entrench and enrich current management. While we continue to withhold judgment as to the substance of the October 9th proposals put forth by the "concerned stockholders", we are deeply disappointed that the Company's Board has chosen to circle the wagons rather than to facilitate an open dialogue on the future of the Company.
As stockholders of the Company, we are troubled by the lack of transparency provided with respect to the Company's evaluation of strategic alternatives. We would like to better understand, among other things, the Board's process for selecting an investment bank, and what factors were considered by the Board in its determination that a sale process was in the best interests of the Company and its stockholders. We are further troubled by the Company's continued engagement of high-priced advisors, including one of the most expensive law firms available, especially in light of the assertion by the Company that the ostensible purpose of the amendment to the Company's Bylaws is avoidance of unnecessary expense.
While we understand that convening a special meeting would involve some expense, we question how delaying a special meeting validly requested by the Company's stockholders would, in any way, facilitate open communications regarding the Company's plans or be in the best interests of stockholders. We reiterate our support for calling a special meeting of stockholders to discuss these matters. We continue to look forward to receiving additional materials from the Company and from the group of "concerned stockholders" in the spirit of fostering an open dialogue regarding maximization of the Company's potential and its value to its stockholders. Sadly, we recognize that, in the face of the Board's defensive action, such discussion may not take place until the Company is locked in to spending millions of dollars on its advisors and on compensation packages for current management. We urge that the Board reverse course.
Sincerely,
The Allen E. Paulson Living Trust, by its Co-Trustees Crystal Christensen and Vikki Paulson
SOURCE Allen E. Paulson Living Trust
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