Current Report Filing (8-k)
February 09 2015 - 8:25AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 or Section 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 9, 2015
EMPIRE RESORTS, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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001-12522 |
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13-3714474 |
(State or other jurisdiction
of incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
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c/o Monticello Casino and Raceway, 204 State
Route 17B, P.O. Box 5013,
Monticello, NY |
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12701 |
(Address of principal executive offices) |
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(Zip Code) |
Registrants telephone number, including area code: (845) 807-0001
Not Applicable
(Former
name or former address, if changed since last report)
Check the appropriate box below
if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
On February 9, 2015, Empire issued a press release announcing its rights offering
(the Rights Offering) and standby purchase of shares not sold in the Rights Offering, which generated approximately $50 million in gross proceeds for the Company, closed on February 6, 2015. The Company issued a total of 7,042,254
shares of common stock at $7.10 per share. This includes 53,291 shares issued to holders upon exercise of their basic subscription rights and 4,321,798 shares issued to Kien Huat Realty III Limited (Kien Huat), our largest stockholder,
upon exercise of its basic subscription rights. Kien Huat also acquired the remaining 2,667,165 shares not sold in the Rights Offering pursuant to the terms of a standby purchase agreement. The Company paid Kien Huat a fee of $250,000 for its
commitment pursuant to the standby purchase agreement and reimbursed Kien Huat for its expenses related to the standby purchase agreement in an amount of $40,000. After giving effect to the Rights Offering, Kien Huat will own approximately 67% of
the outstanding shares of the Companys common stock.
The Company expects the net proceeds of the Rights Offering to be approximately $49.6 million
following the deduction of expenses. The Company anticipates using the net proceeds of the Rights Offering to fund the expenses relating to the Companys pursuit of a gaming facility license for the Montreign Resort Casino proposed to be built
in Sullivan County, New York. If the Company is not awarded a gaming facility license, the remaining portion of the proceeds of the Rights Offering will be used in its on-going operations. A copy of the press release is filed as Exhibit 99.1 hereto.
Item 9.01. |
Financial Statements and Exhibits. |
99.1 |
Press Release, dated February 9, 2015 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
Dated: February 9, 2015
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EMPIRE RESORTS, INC. |
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By: |
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/s/ Joseph A. DAmato |
Name: |
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Joseph A. DAmato |
Title: |
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Chief Executive Officer |
Exhibit Index
99.1 |
Press Release, dated February 9, 2015 |
Exhibit 99.1
EMPIRE RESORTS ANNOUNCES CLOSING OF RIGHTS OFFERING
AND BACKSTOP PURCHASE
Approximately $50 Million Aggregate Gross Proceeds to the Company
Monticello, New York, February 9, 2015Empire Resorts, Inc. (NASDAQ-GM:NYNY) announced its rights offering (the Rights Offering) and
standby purchase of shares not sold in the Rights Offering, which generated approximately $50 million in gross proceeds for the Company closed on Friday, February 6, 2015. The Company issued a total of 7,042,254 shares of common stock at $7.10
per share. This includes 53,291 shares issued to holders upon exercise of their basic subscription rights and 4,321,798 shares issued to Kien Huat Realty III Limited (Kien Huat), our largest stockholder, upon exercise of its basic
subscription rights. Kien Huat also acquired the remaining 2,667,165 shares not sold in the Rights Offering pursuant to the terms of a standby purchase agreement. The Company paid Kien Huat a fee of $250,000 for its commitment pursuant to the
standby purchase agreement and reimbursed Kien Huat for its expenses related to the standby purchase agreement in an amount of $40,000. After giving effect to the Rights Offering, Kien Huat will own approximately 67% of the outstanding shares of the
Companys common stock.
The Company expects the net proceeds of the Rights Offering to be approximately $49.6 million following the deduction of
expenses. The Company anticipates using the net proceeds of the Rights Offering to fund the expenses relating to the Companys pursuit of a gaming facility license for the Montreign Resort Casino proposed to be built in Sullivan County, New
York. If the Company is not awarded a gaming facility license, the remaining portion of the proceeds of the Rights Offering will be used in its on-going operations.
Cautionary Statement Regarding Forward Looking Information
Statements in this press release that are not historical facts are forward-looking statements that may involve material risks and uncertainties.
The company wishes to caution readers not to place undue reliance on such forward-looking statements, which statements are made pursuant to the Private Securities Litigation Reform Act of 1995, and as such, speak only as of the date made. For a full
discussion of risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see Risk Factors in the companys registration statement on Form S-3 and the prospectus
relating to the rights offering, dated January 5, 2015.
About Empire Resorts
Empire Resorts owns and operates, through its subsidiary Monticello Raceway Management, Inc., the Monticello Casino & Raceway, a harness racing track
and casino located in Monticello, New York, and is 90 miles from midtown Manhattan. Further information is available at www.empireresorts.com and www.montreign.com.
Contacts
Empire Resorts, Inc.
Charles Degliomini, 845-807-0001
cdegliomini@empireresorts.com
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