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$11.1-Million Stock Sale Is Threat to Everett : Hollywood Park: Proxy fight is expected to challenge her 18-year reign over track.

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TIMES ASSOCIATE SPORTS EDITOR

Marje Everett, who has run Hollywood Park for the past 18 years, might be ousted before the end of the year.

A major stock purchase and promise of a proxy fight by R.D. Hubbard, the owner of race tracks in Ruidoso, N.M., and Kansas City, Kan., leaves Everett, 68, with the strongest challenge to her power since she took over in 1972.

Hubbard, who also owns part of Los Alamitos Race Course, filed a required form late Thursday with the Securities and Exchange Commission, announcing his purchase of 391,882 shares, or 9.9%, of Hollywood Park stock. Hubbard paid about $11.1 million for the stock.

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In the filing, Hubbard said he intends to seek “representation on the boards of directors of Operating Company and Realty for himself and his nominees, and possibly to obtain control of such boards of directors.” The filing also states that he might solicit proxies to ensure his election to the boards. A stockholder meeting, as required by law, will be held before the end of the year.

Hollywood Park is divided into the Hollywood Park Operating Company and Hollywood Park Realty. The Operating Company runs the race track.

“What I intend to do, if I get no response from (Everett) or the board, is to solicit proxies from the existing shareholders,” Hubbard said from his office at Ruidoso Downs. “We will then nominate a slate of directors. It will probably be a limited slate because there are several on the board that we would like to continue on the board.”

Hubbard would not comment on whether he would seek Everett’s removal, but sources close to him say it is a certainty.

Everett referred all calls to a New York public relations firm.

A spokesman for the track, Charlie Perkins, issued this statement: “With an 87% increase in second-quarter earnings over a year ago, and newly implemented initiatives promising future profits, it makes no sense to turn the company over to someone with no experience managing a major thoroughbred track.”

Everett’s reign over Hollywood Park has been a stormy one. The company had run up more than $100 million in debt, which was recently reduced to nearly $45 million with the sale of Los Alamitos.

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Last March, stockholder Thomas W. Gamel asked for the resignation of Everett as chairman and chief operating officer of the Inglewood track. Gamel, who owns 5.6% of the stock, was given a seat on the board and attempted to nominate Hubbard to a similar seat on the board. Instead, Everett named Bruce McNall, owner of the Kings. McNall, who owns 0.63% of the stock, did not return phone calls to The Times.

That would seem to put Gamel in Hubbard’s corner, although Gamel declined to comment Friday when reached on vacation at La Costa.

The other major player is Harry Ornest, a Beverly Hills resident who owns the Toronto Argonauts of the Canadian Football League and is the former owner of the St. Louis Blues hockey team. Ornest, who also owns 9.9%, would issue no comment and stressed that he is uncommitted.

Hubbard said that he has had no conversations with Ornest but most likely will contact him in the near future.

If Ornest were to side with Hubbard, more than 25% of the stock would already be lined up against Everett. Generally, no more than 80% of the shareholders would vote, which means that it probably would take only 40% to oust Everett.

According to the stock plan, no one can own 10% of the stock. Everett owns about 7%, and she has control of another 4% that is tied up in a trust.

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Hubbard, though, can expect even more help. Industry sources have told The Times that Chris Bardis, a part owner of Los Alamitos, is prepared to buy stock to support Hubbard.

Bardis, reached at his home in Pebble Beach, would not address a stock purchase specifically but said: “I’m delighted that (Hubbard) has undertaken the task. I think it will be very beneficial to the race track and industry. . . . I’m enthused in his interest, and any assistance we can give him will be forthcoming.”

Everett’s support is more difficult to find. Celebrities Merv Griffin and John Forsythe, both members of the board of directors, are considered to be aligned with Everett. But Griffin owns only 1.25% and Forsythe owns 0.33%. Griffin did not return a phone call from the Times, and Forsythe could not be reached for comment.

Other members of the board of directors are Lodwrick Cook and Allen Paulson, who own no stock, John Newman, who has about 0.18%; Aaron Spelling, who has 0.3%, and Warren Williamson, who has 0.2%.

Hubbard and Gamel tried to buy Hollywood Park in 1986 for about $135 million, 20% above the track’s stock price at the time. The offer was rejected as being inadequate.

In a five-page letter to Everett and copied to other shareholders, Gamel said that Everett was “no longer effective.” He continued: “If you (Everett) truly care about horse racing and the shareholders of Hollywood Park, you will put aside your personal interests and resign. It is now time to be sensible and deal with reality. Because your relationships with every facet of the industry are so damaged, you are no longer effective.”

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Everett called the letter a personal attack, and said it strengthened her resolve to run the track.

Not all are quick to criticize Everett. She recently introduced experimental night racing and it was met with great success. In addition, the company’s stock has been rising and a dividend has been reinstated for the third quarter. The first six months of this year the company has reported earnings of $3.3 million.

On the surface, Hubbard appears to have the numbers to force a change. However, Everett is known as a fighter, and sources have indicated that she will fight long and hard to retain control of the track.

“I think what you’re going to see is a proxy fight,” Hubbard said. “That’s basically where we are headed. But that won’t be determined until we see how management responds to our request.”

One advantage Everett would have in a proxy fight is that she can use company funds to deflect any attempt to unseat her. A proxy fight to remove her in the late 1970s was unsuccessful.

Hubbard also is on the board of directors of the Breeders’ Cup and the board of the quarter horse Breeders’ Cup Classic.

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