Proxy firms advise against Mathieson’s man for Endeavour

Three of the nation’s most influential proxy advisers have told their clients not to elect retail veteran Bill Wavish, the man backed by billionaire Bruce Mathieson snr, to the board of gaming and liquor giant Endeavour Group.

CGI Glass Lewis, ISS and Ownership Matters have recommended voting against elevating Wavish to the role of director, in a blow to Mathieson’s campaign to add him to the board as a way of overhauling the company’s strategy.

Dan Murphy’s operator Endeavour Group is at war with its largest shareholder, Bruce Mathieson snr.

Mathieson – who holds a 15.1 per cent stake in the company – has been at loggerheads with Endeavour over the past three weeks, after he publicly backed Wavish and said decision-making at the company had been “disgraceful”.

But arguments from Mathieson and Wavish about the dire performance of the company and the need for board renewal have so far failed to convince proxy firms about the need for change.

ISS joined CGI Glass Lewis on Tuesday in recommending that shareholders vote against Wavish’s election, noting that the incumbent Endeavour directors don’t back his appointment and “many shareholders acknowledge that the board is generally best placed to determine who should be a director”.

Ownership Matters also advised its clients to vote against the motion. In addition, the firm told shareholders to vote against the election of Bruce Mathieson jnr, who currently sits on Endeavour’s board.

“The primary concern in relation to Wavish’s potential election is the perception it would increase the influence of [Endeavour’s] largest shareholder Bruce Mathieson given Wavish’s campaign has been endorsed by Mathieson snr and his son Mathieson jnr (a current EDV director),” its report said.

“The recommendation against Bruce Mathieson jnr’s election has been made taking account of the risks to shareholders of a divided board.”

Ownership Matters noted that Mathieson jnr has been publicly critical of Endeavour’s board and has endorsed Wavish’s election.

The battle between Mathieson and Endeavour Group’s directors, led by chief executive Steve Donohue and chair Peter Hearl, is entering its third week and has become increasingly fiery since Mathieson first championed Wavish’s election in late September.

Billionaire Bruce Mathieson is livid with what he says is the abysmal performance of the hotel, pokies and retail liquor group Endeavour.Credit: Arsineh Houspian/Jessica Hromas

The two parties disagree fiercely about the performance of Endeavour’s liquor retail and gaming businesses, including the merchandising strategy and growth of its bottle shop chain Dan Murphy’s.

Mathieson and Wavish point to poor retail growth compared with its rivals, but Endeavour insists their analysis is selective and says it is unfair to use 2021 as a starting point for comparisons, given the year was time marked by pandemic restrictions where there was unprecedented demand for liquor retail.

Endeavour has told investors that Wavish has declined to participate in its formal director process.

The company wrote to him last week, in a letter seen by this masthead, with a number of questions so that the board could “further its consideration” of his skills and experience.

These included asking Wavish to detail any experience in the past five years in particular where he managed “omnichannel retail with significant digital capability”, hotel or gaming companies, and elaborate on his winemaking or drinks-branding experience.

Wavish responded in a letter to Hearl on Monday, questioning why these details were being requested seven weeks after he first lodged his nomination for election.

He said that before answering, he wanted to know why the request for information came from the chair of Endeavour rather than its external search firm, and to confirm the same questions had been put to other director nominees Anne Brennan and Rod van Onselen prior to the board endorsing them.

Endeavour Group shares opened 0.6 per cent stronger as the ASX 200 gained 0.8 per cent. The stock reversed its path to trade down 0.8 per cent to $5.25 in the early afternoon, 16.7 per cent lower than where it was in January.

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