Current Report Filing (8-k)

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): December 21, 2015

EMPIRE RESORTS, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-12522

13-3714474

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer

Identification No.)

c/o Monticello Casino and Raceway, 204 State

Route 17B,

P.O. Box 5013, Monticello, NY

12701

(Address of principal executive offices)

(Zip Code)

Registrant’s 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:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01.

Regulation FD Disclosure.

On December 21, 2015 (the “Award Date”), Empire Resorts, Inc. (together with its subsidiaries, the “Company”), through a wholly-owned subsidiary, Montreign Operating Company, LLC (“Montreign”), was awarded a license (a “Gaming Facility License”) by the New York State Gaming Commission (the “NYSGC”) to operate a resort casino (“Montreign Resort Casino”) to be located at the site of a four-season destination resort planned for the Town of Thompson in Sullivan County 90 miles from New York City (“Adelaar” or the “Adelaar Project”). The award of the Gaming Facility License follows the Company’s selection in December 2014 by the New York State Gaming Facility Location Board (the “Siting Board”) as the sole Catskill/Hudson Valley Region One casino applicant eligible to apply to the NYSGC for a Gaming Facility License. The Adelaar Project is to be located on approximately 1,700 acres (the “EPR Property”) owned by two wholly-owned subsidiaries of EPR Properties (“EPR”). Montreign Resort Casino is part of the initial phase of the Adelaar Project, which will also include an Indoor Waterpark Lodge, Rees Jones redesigned “Monster” Golf Course (the “Golf Course”) and an Entertainment Village, which will include retail, restaurant, shopping and entertainment (the “Entertainment Village”). Over the past four years, the Company has expended substantial time and resources on designing Montreign Resort Casino and, in conjunction with EPR, working with local, state and federal agencies and officials to obtain the necessary permits and approvals to begin construction.

Attached hereto as Exhibit 99.1 is information about Montreign Resort Casino and Adelaar that was submitted to the NYSGC and the Siting Board and to which the Gaming Facility License was awarded. The information in this Item 7.01, including the information set forth in Exhibit 99.1, is being furnished and shall not be deemed “Filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section nor shall it be deemed incorporated by reference in any filing by the Company under the Securities Act of 1933, as amended, or the Exchange Act.

Item 8.01.

Other Items.

As discussed above, on December 21, 2015, the Company, through its wholly-owned subsidiary, Montreign, was awarded a Gaming Facility License to operate Montreign Resort Casino, which will be located at the site of Adelaar in the Town of Thompson in Sullivan County, New York.

The Gaming Facility License will be effective as of March 1, 2016 (the “License Award Effective Date”) and shall have an initial duration of ten years from the License Award Effective Date. It shall be renewable thereafter for a period of at least an additional ten years, as determined by the NYSGC. The Gaming Facility License will also be subject to certain conditions established by the NYSGC, which conditions we anticipate will require Montreign, and any successors and assigns, to:

•

pay an aggregate license fee of $51 million within 30 days of the License Award Effective Date;

•

deposit via cash or bond 10% of the Minimum Capital Investment (as defined below) on the License Award Effective Date;

•

invest, or cause to be invested, no less than approximately $854 million (the “Minimum Capital Investment”) in the development of the initial phase of Adelaar in accordance with the submitted plans for Montreign Resort Casino and Adelaar;

•

own or acquire, including by lease, the land where Montreign Resort Casino will be built within 60 days of the License Award Effective Date;

•

fulfill substantially the commitments and execute the submitted plans for Montreign Resort Casino and Adelaar;

•

commence gaming operations within 24 months following the License Award Effective Date upon the NYSGC’s approval to open Montreign Resort Casino for gaming following a determination that the submitted plans for Montreign Resort Casino has been substantially completed in accordance with the construction plans, specifications and timelines submitted by Montreign;

•

comply with Article 15-A of the Executive Law and minority and woman business enterprise requirements and regulations for Montreign Resort Casino capital projects;

•

take all reasonable steps to obtain and comply in all material respects with all permits and zoning approvals required for the initial phase of the Adelaar Project;

•

maintain and comply in all material respects with the terms and conditions of agreements relating to live entertainment agreements; project labor agreements; labor peace agreements; cross-marketing agreements with local partners; and affirmative action program agreements, with notice and a reasonable opportunity to cure and defects or failures to comply;

•

create a minimum of 1,425 full time jobs and 96 part time jobs and undertake to establish workforce development and affirmative action programs that conform, at a minimum to the programs submitted by Montreign that comply with applicable regulations;

•

undertake to establish a problem gambling program conforming, at a minimum, to the program submitted by Montreign that complies with applicable regulations;

•

within 30 days of the Award Date and thereafter on a quarterly basis, update the NYSGC on the status of certain to which Montreign or certain entities and individuals that are required to be qualified by the NYSGC is a party;

•

comply with debt to equity ratios to be established by the NYSGC;

•

promptly inform in the NYSGC of any declared default or any failure to meet any material payment of interest or principal when due under any existing or future debt;

•

provide written notification to the NYSGC if Montreign intends to refinance existing debt or incur additional capital debt of $50 million or more during any consecutive twelve-month period;

•

comply with NYSGC regulations concerning the submission of audited financial statements;

•

submit to the NYSGC at least 90 days prior to the anticipated opening date of Montreign Resort Casino and thereafter implement and maintain a plan to comply with the federal anti-money laundering statute and applicable regulations; and

•

apply for a casino alcoholic beverage license in accordance with applicable regulations.

A copy of a press release concerning the award of the Gaming Facility License is attached hereto as Exhibit 99.2.

Cautionary Note Regarding Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements. These statements include statements about our plans, strategies, financial performance, prospects or future events and involve known and unknown risks that are difficult to predict. As a result, the actual results, performance or achievements of the Company may differ materially from those expressed or implied by these forward-looking statements. In some cases, you can identify forward-looking statements by the use of words such as “may,” “could,” “expect,” “intend,” “plan,” “seek,”

“anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue,” “likely,” “will,” “would,” and variations of these terms and similar expression, or the negative of these terms or similar expressions. Such forward-looking statements are necessarily based upon estimates and assumptions that, while considered reasonable by the Company and its management team based on the experience of management operating other hotel and gaming facilities and gaming industry consultants, are inherently uncertain. Those same experiences which form the basis of many of the assumptions included in the 8-K may be inapplicable or simply turn out to be mistaken. All statements in this 8-K regarding our business strategy, future operations, financial position, prospects, construction plan, business plans and objectives, as well as information concerning industry trends and expected actions of third parties, are forward-looking statements. All forward-looking statements speak only as of the date as of which they are made. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions concerning future events that are difficult to predict.

The following factors, among others, could cause actual results to differ materially from those set forth in this 8-K:

•

Levels of spending in business and leisure segments, as well as consumer confidence;

•

Plans for signing and closing on definitive transaction documents relating to the development of the Montreign Resort Casino and Adelaar;

•

The construction commencement date for Montreign Resort Casino and the other areas of Adelaar;

•

Difficulties and/or delays in construction of Montreign Resort Casino and other areas of Adelaar due to inclement weather, shortage and change in price of supplies or labor, changes to plans or specifications, disputes with the construction manager, contractors, unforeseen scheduling, engineering, excavation, environmental or geological problems, among other factors;

•

Failure to maintain and renew, or the loss of, any license or permit required under gaming laws;

•

Failure to obtain and maintain construction or operating permits and approvals required under laws application to the development of the Montreign Resort Casino and Adelaar;

•

Assumptions concerning metrics important to the development and operation of Montreign Resort Casino, such as win per slot/table per day, ability to market to high-end patrons, patronage, hotel occupancy and rates, use of conference facilities and other areas of Adelaar may prove incorrect;

•

The ability to retain key employees during the development of Montreign Resort Casino;

•

Relationships with labor unions and other building trades involved in the development of Montreign Resort Casino and Adelaar and changes in labor law;

•

The financial condition of, and relationships with, third-party property owners, the construction manager and contractors, and hospitality venture partners;

•

Risks associated with the introduction of a new casino hotel in an unproven region;

•

Changes in the competitive environment in the hospitality and gaming industries, generally, and our primary market;

•

The effects of local and national economic, credit, new build financing, and capital market conditions on the economy, in general, and on the hospitality and gaming industries, in particular;

•

Our levels of leverage and ability to meet our debt service and other obligations;

•

Lack of operating history of Montreign Resort Casino;

•

Our dependence on a single casino gaming site

•

Changes in, and challenges to, gaming laws or regulations, including their interpretation or application; and

•

Inability to obtain credit financing on terms and conditions acceptable to the Company;

A more complete description of these risks and uncertainties can be found in other filings of the Company with the U.S. Securities and Exchange Commission. We caution you not to place undue reliance on any forward-looking statements, which are made as of the date hereof or as otherwise specified herein. The Company undertakes no obligation to update any of these forward-looking statements to reflect actual results, new information or future events, changes in assumptions or changes in other factors affecting forward-looking statements, except to the extent required by applicable law. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.

The unaudited financial projections were prepared solely for internal use by the Company and not with a view toward public disclosure or with a view toward complying with the guidelines established by the American Institute of Certified Public Accountants for preparation and 8-K of prospective financial data, published guidelines of the Securities and Exchange Commission regarding forward-looking statements and the use of non-GAAP measures or GAAP. The forecasts were prepared by the Company’s management on a reasonable basis based on the best information available to them at the time of their preparation. The unaudited financial projections, however, are not facts and should not be relied upon as being necessarily indicative of actual future results, and readers of this 8-K are cautioned not to place undue reliance on this information. The inclusion of the unaudited financial projections in this 8-K is not an admission or representation by the Company that such information is material.

All of the unaudited financial projections contained in this 8-K were prepared by management for purposes of the application for a gaming facility license and are the responsibility of the management of the Company. No independent registered public accounting firm has examined, compiled or otherwise performed any procedures with respect to the prospective financial information contained in these financial forecasts and, accordingly, no independent registered public accounting firm has expressed any opinion or given any other form of assurance with respect thereto and no independent registered public accounting firm assumes any responsibility for the prospective financial information.

By including in this 8-K a summary of certain of the unaudited financial projections regarding Montreign Resort Casino, neither the Company nor any of its advisors or other representatives has made or makes any representation to any person regarding the ultimate performance of Montreign Resort Casino compared to the information contained in the financial projections. The unaudited financial projections cover multiple years and such information by its nature becomes less predictive with each succeeding year. The Company undertakes no obligation to update or otherwise revise the unaudited financial projections contained in this 8-K to reflect circumstances existing since their preparation or to reflect the occurrence of unanticipated events or to reflect changes in general economic or industry conditions, even in the event that any or all of the underlying assumptions are shown to be in error.

Item 9.01.

Financial Statements and Exhibits.

(d)

Exhibits.

99.1.

Information on Montreign Resort Casino and Adelaar

99.2	Press Release, dated December 21, 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: December 21, 2015


EMPIRE RESORTS, INC.

By:		/s/ Joseph A. D’Amato
		Name: Joseph A. D’Amato
		Title: Chief Executive Officer

Empire Resorts, Inc. Montreign Resort Casino Empire Resorts, Inc. Montreign Resort Casino EXHIBIT 99.1

This presentation contains forward-looking statements. These statements include statements about our plans, strategies, financial performance, prospects or future events and involve known and unknown risks that are difficult to predict. As a result, the actual results, performance or achievements of Empire Resorts, Inc. (“Empire,” “we,” “us,” “our,” and, together with our subsidiaries, the “Company”) may differ materially from those expressed or implied by these forward-looking statements. In some cases, you can identify forward-looking statements by the use of words such as “may,” “could,” “expect,” “intend,” “plan,” “seek,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue,” “likely,” “will,” “would,” and variations of these terms and similar expression, or the negative of these terms or similar expressions. Such forward-looking statements are necessarily based upon estimates and assumptions that, while considered reasonable by the Company and its management team based on the experience of management operating other hotel and gaming facilities and gaming industry consultants, are inherently uncertain. Those same experiences which form the basis of many of the assumptions included in the presentation may be inapplicable or simply turn out to be mistaken. All statements in this presentation regarding our business strategy, future operations, financial position, prospects, construction plan, business plans and objectives, as well as information concerning industry trends and expected actions of third parties, are forward-looking statements. All forward-looking statements speak only as of the date as of which they are made. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions concerning future events that are difficult to predict. The following factors, among others, could cause actual results to differ materially from those set forth in this presentation: Levels of spending in business and leisure segments, as well as consumer confidence; Plans for signing and closing on definitive transaction documents relating to the development of the Montreign Resort Casino and Adelaar; The construction commencement date for Montreign Resort Casino and the other areas of Adelaar; Difficulties and/or delays in construction of Montreign Resort Casino and other areas of Adelaar due to inclement weather, shortage and change in price of supplies or labor, changes to plans or specifications, disputes with the construction manager, contractors, unforeseen scheduling, engineering, excavation, environmental or geological problems, among other factors; Failure to maintain and renew, or the loss of, any license or permit required under gaming laws; Failure to obtain and maintain construction or operating permits and approvals required under laws applicable to the development of the Montreign Resort Casino and Adelaar; Assumptions concerning metrics important to the development and operation of Montreign Resort Casino, such as win per slot/table per day, ability to market to high-end patrons, patronage, hotel occupancy and rates, use of conference facilities and other areas of Adelaar may prove incorrect; The ability to retain key employees during the development of Montreign Resort Casino; Relationships with labor unions and other building trades involved in the development of Montreign Resort Casino and Adelaar and changes in labor law; The financial condition of, and relationships with, third-party property owners, the construction manager and contractors, and hospitality venture partners; Risks associated with the introduction of a new casino hotel in an unproven region; Changes in the competitive environment in the hospitality and gaming industries, generally, and our primary market; The effects of local and national economic, credit, project finance, and capital market conditions on the economy, in general, and on the hospitality and gaming industries, in particular; Our levels of leverage and ability to meet our debt service and other obligations; Lack of operating history of Montreign Resort Casino; Our dependence on a single casino gaming site; Changes in, and challenges to, gaming laws or regulations, including their interpretation or application; and Inability to obtain credit financing on terms and conditions acceptable to the Company; A more complete description of these risks and uncertainties can be found in the filings of the Company with the U.S. Securities and Exchange Commission. We caution you not to place undue reliance on any forward-looking statements, which are made as of the date hereof or as otherwise specified herein. The Company undertakes no obligation to update any of these forward-looking statements to reflect actual results, new information or future events, changes in assumptions or changes in other factors affecting forward-looking statements, except to the extent required by applicable law. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements. Cautionary Note on Forward-Looking Statements

While a summary of the unaudited financial projections submitted by the Company to the New York State Gaming Commission in September 2015 in connection with its application for a gaming facility license and included in this presentation were prepared in good faith and based on information available at the time of preparation, no assurance can be made regarding future events occurring after the date they were prepared. The estimates and assumptions underlying the unaudited financial projections involve judgments with respect to, among other things, win per slot/table per day, patronage, complimentaries, utilization of available net operating losses, no change to existing tax laws, inability to use tax benefits, delays or cost overruns in the construction of Montreign Resort Casino or Adelaar, future economic, competitive, regulatory and financial market conditions and future business decisions that may not be realized and that are inherently subject to significant uncertainties and contingencies, all of which are difficult to predict and many of which are beyond the control of the Company. There can be no assurance that the underlying assumptions or projected results will be realized, and actual results will likely differ, and may differ materially, from those reflected in the unaudited financial projections. As a result, the unaudited financial projections cannot necessarily be considered predictive of actual future operating results, and this information should not be relied on as such. The unaudited financial projections were prepared solely for internal use by the Company and not with a view toward public disclosure or with a view toward complying with the guidelines established by the American Institute of Certified Public Accountants for preparation and presentation of prospective financial data, published guidelines of the Securities and Exchange Commission regarding forward-looking statements and the use of non-GAAP measures or GAAP. The forecasts were prepared by the Company’s management on a reasonable basis based on the best information available to them at the time of their preparation. The unaudited financial projections, however, are not facts and should not be relied upon as being necessarily indicative of actual future results, and readers of this presentation are cautioned not to place undue reliance on this information. The inclusion of the unaudited financial projections in this presentation is not an admission or representation by the Company that such information is material. All of the unaudited financial projections contained in this presentation were prepared by management for purposes of the application for a gaming facility license and are the responsibility of the management of the Company. No independent registered public accounting firm has examined, compiled or otherwise performed any procedures with respect to the prospective financial information contained in these financial forecasts and, accordingly, no independent registered public accounting firm has expressed any opinion or given any other form of assurance with respect thereto and no independent registered public accounting firm assumes any responsibility for the prospective financial information. By including in this presentation a summary of certain of the unaudited financial projections regarding Montreign Resort Casino, neither the Company nor any of its advisors or other representatives has made or makes any representation to any person regarding the ultimate performance of Montreign Resort Casino compared to the information contained in the financial projections. The unaudited financial projections cover multiple years and such information by its nature becomes less predictive with each succeeding year. The Company undertakes no obligation to update or otherwise revise the unaudited financial projections contained in this presentation to reflect circumstances existing since their preparation or to reflect the occurrence of unanticipated events or to reflect changes in general economic or industry conditions, even in the event that any or all of the underlying assumptions are shown to be in error. Important Information about the Unaudited Financial Projections

ADELAAR A four-season destination resort developed by EPR Properties (together with its subsidiaries, “EPR”) and the Company that will drive tourism and visitation to the Catskills. Carefully planned, integrated resort encompassing a range of experiences across one self-contained and multi-dimensional area: Montreign Resort Casino Waterpark Rees Jones redesigned golf course Retail entertainment village including shopping and restaurants Skiing Fishing Water sports MONTREIGN GAMING Closest table gaming offering to NYC that will also target selected markets in NY, NJ and PA 102 table games ~2,150 state-of-the-art slots Private gaming salons Large casino bar VIP reception and players’ lounge SPA & HOTEL 18 story tower 332 luxury rooms including: – 305 rooms – 15 garden suites and villas – 12 penthouse level suites 5-star and 5-diamond standards CONVENTION AND MEETING SPACE ~27,000 square feet of meeting, entertainment and convention space 7,000 square feet of additional break-out space RESTAURANTS Multiple fine dining options including Italian steakhouse and Asian restaurant Adelaar Development

Montreign Resort Casino: Ground Level Floorplan

Montreign Resort Casino: Mezzanine Level Floorplan

600 square foot hotel suites Private gaming salons Poolside townhouse villas and garden suites Penthouse suites VIP reception area and players’ lounge with private elevator AAA Diamond Rating Borgata Mohegan Sun Resort Sands Bethlehem Mohegan Sun at Pocono Downs Montreign(1) Source:Ratings information for facilities other than Montreign Resort Casino is from the websites of the named entities. (1)The anticipated rating is based on the development plan for Montreign Resort Casino that was awarded a gaming facility license by the New York State Gaming Commission on December 21, 2015. Montreign Resort Casino: Amenities High-End Amenities > Competing Facilities Renderings Designed to Achieve Higher Ratings Than Competitors

Sources & Uses for Development of Montreign Resort Casino ($ in millions) (1)Based on the amended commitment letter with Credit Suisse AG, dated September 22, 2015 (the “Credit Suisse Commitment”), which contemplates a total debt commitment of $545 million (which amount can be reduced by up to $70 million for fixtures, furnishings and equipment financing). (2)Based on the second amendment to the commitment letter (the “Second Amendment to the Commitment Letter”), dated September 22, 2105, between the Company and Kien Huat Realty III Limited (“Kien Huat”), the Company’s largest stockholder. Kien Huat has agreed to participate in and backstop two additional rights offerings of the Company in an aggregate amount of $375 million, which amount includes “Invested Equity” of approximately $50 million previously invested by Kien Huat as backstop in a rights offering that was launched in January 2015 (the “January 2015 Rights Offering”). “Invested Equity” also reflects $10 million of the amounts the Company expended on Montreign Resort Casino prior to January 2015. “Additional Equity” reflects $241 million of proceeds from the additional rights offerings the Company expects to launch pursuant to the Second Amendment to the Commitment Letter that is expected to be used for the development of the Montreign Resort Casino. Represents management estimates of the value of tax benefits granted by the Sullivan County Industrial Development Agency based on estimated taxable purchases in the development of Montreign Resort Casino. Current GMP amount is based on an agreement to be executed with LPCiminelli, the construction manager for Montreign Resort Casino. Reflects management estimates of the funding necessary for each category. Based on requirements of the Credit Suisse Commitment. Sources & Uses

Anticipated Allocation of Equity to be Raised Pursuant to Kien Huat Commitment Letter Based on the Second Amendment to the Commitment Letter, Kien Huat has agreed to participate in and backstop rights offerings of the Company in an aggregate amount of $375 million in support of the Montreign Resort Casino and the Company’s role in Adelaar. This amount includes approximately $50 million previously invested by Kien Huat as backstop for the January 2015 Rights Offering. Kien Huat has agreed to participate in, and backstop, two additional rights offerings for a total commitment of $375 million. Approximately $241 million of the proceeds from the additional rights offerings the Company expects to launch pursuant to the Second Amendment to the Commitment Letter is expected to be allocated towards the development of Montreign Resort Casino. Reflects the redemption value of the outstanding Series E Preferred Stock, which shall be redeemed no later than April 1, 2016. Reflects the equity investment the Company expects to allocate to the Golf Course and the Entertainment Village. For general working capital purposes for Empire Resorts and any of its subsidiaries. Estimated Allocation of Total Equity Required (1)

Montreign Resort Casino: Average Case Projections (1) This slide presents a summary of projections included in the Company’s application for a gaming facility license, which were last updated in September 2015. The projections take into account estimates for our project based on management’s experience operating other hospitality and gaming properties. The projections above reflect financial estimates and a model based on many assumptions, one or more of which could prove to be inaccurate in material respects. If one or more of these assumptions prove to be inaccurate or if future results differ from expected results, then actual future results could be less favorable and could be materially less favorable than the results contemplated by the above estimates. Assumptions underlying the above estimates include management’s estimates on a year-1 hotel ramp up and stabilization in year 2, win per slot/table per day, complimentaries and allowable promotional spending, hotel occupancy levels, population density, demographics of the population in the primary markets, available methods of transportation, completion of Montreign Resort Casino on time and on budget and other historic statistical assumptions based on management’s experience operating other hospitality and gaming properties. To arrive at Total Net Revenues, the Company uses Total Gaming Revenues, which is the aggregate of gaming wins and losses, and then adds the retail value of all non-gaming revenues less a deduction for the retail value of non-gaming complimentaries. Management uses Total Gaming Revenues and Total Net Revenues as a measure of Montreign’s ability to attract and retain its guests and to measure the effectiveness of its marketing programs. Projected EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) is a non-GAAP measurement. EBITDA is calculated using projected Net Income and adding back Federal and State Income Tax Provisions, Amortization of Financing Related Fees and Expenses, Interest Expense, Amortization of Capitalized Interest, and Depreciation and Amortization expense, and reducing it by Interest Income. EBITDA is the primary measurement tool used by management to measure Montreign Resort Casino’s operating results to meet its debt service, Capital Expenditures and working capital requirements. To calculate projected Free Cash Flow, we begin with Net Cash from Operating Activities and reduce it by Capital Expenditures, Capitalized Interest and Property, Plant & Equipment. Management uses this measurement to evaluate Montreign Resort Casino’s s ability to service debt and meet its planned capital requirements. Net Debt is a non-GAAP measurement used by management to evaluate Montreign Resort Casino’s ability to reduce its debt and de-lever. The calculation reflects the sum of Short and Long-Term Debt less Cash & Equivalents. Negative Net Debt is a reflection of Cash & Equivalents exceeding Short and Long-Term Debt.

Select Gaming Comparable – Sands Bethlehem Montreign’s projected EBITDA margins are in line with that of Sands Bethlehem after adjusting Sands Bethlehem’s EBITDA for New York tax rates in lieu of Pennsylvania gaming tax rates Sands Bethlehem adjusted assuming New York gaming tax rates of 39% for slots and 10% for tables in lieu of Pennsylvania gaming tax rates Source:Pennsylvania Gaming Control Board; Filings of Las Vegas Sands, owner of Sands Bethlehem. Represents fiscal year ending December 31. Adjusted EBITDA is a non-GAAP measurement. Adjusted EBITDA reported by Las Vegas Sands adjusted for New York gaming tax rates.

EXHIBIT 99.2

NEW YORK STATE GAMING COMMISSION AWARDS GAMING FACILITY

LICENSE FOR EMPIRE RESORTS, INC.’S MONTREIGN RESORT CASINO

$1.3 Billion Integrated Four-Season Destination Resort Receives Key Approval

On December 21, 2015, Empire Resorts Inc. (NASDAQ-GM:NYNY) (“Empire” and, together with its subsidiaries the “Company”), through a wholly-owned subsidiary, Montreign Operating Company, LLC (“Montreign”), was awarded a gaming facility license to operate a resort casino to be named Montreign Resort Casino at the site of Adelaar, a four-season destination resort planned for the Town of Thompson in Sullivan County 90 miles from New York City. The gaming facility license awarded by the New York State Gaming Commission (“NYSGC”) will be effective on the earlier of March 1, 2016, or payment of certain financial commitments required by the Upstate New York Gaming and Economic Development Act, and is subject to various conditions that are detailed in a Current Report on Form 8-K to be filed by the Company with the Securities and Exchange Commission today.

“This is a historic day for our Company, for the people of Sullivan County and for the entire Mid-Hudson region, and I thank the NYSGC for their hard work and dedication in completing a fair and comprehensive licensing process,” said Empire Chairman of the Board Emanuel Pearlman. “With the awarding of a gaming facility license by the NYSGC, we can expeditiously move forward and construct a resort destination that is more than just a casino; rather, it is a part of a $1.3 billion fully master-planned, sustainable, integrated gaming and destination resort.”

The award of the gaming facility license follows Montreign’s selection in December 2014 by the New York State Gaming Facility Location Board as the sole Catskill/Hudson Valley Region One casino applicant eligible to apply to the NYSGC for a gaming facility license. Montreign Resort Casino is to be located on 1,700 acres owned by two wholly-owned subsidiaries of EPR Properties (“EPR”) (NYSE:EPR).

Beautifully situated in the pristine Catskills, Montreign Resort Casino is poised to become what will be one of the most comprehensive destination gaming resorts in the northeastern United States. Montreign Resort Casino is designed to meet 5-star and 5-diamond standards and is anticipated to feature:

•

A 90,000 square foot casino floor featuring 2,150 slot machines, 102 table games and a 14 – 16 table poker room (inclusive of the poker room and VIP and high-limit areas);

•

Designated VIP/high-limit areas within such gaming floor which will offer a minimum of 26 slot machines, 8 table games, and a player’s lounge with food and beverages;

•

An 18 story hotel tower containing 332 luxury rooms (including at least eight 1,000 – 1,200 square foot garden suites, seven 1,800 square foot, two story townhouse villas, and 12 penthouse-level suites), indoor pools and fitness center;

•

A VIP floor containing 6 private VIP gaming salons, a private gaming cage, and butler service;

•

27,000 square feet of multi-purpose meeting and entertainment space with seating capacity for 1,300 people and a mezzanine level that includes the 14 -16 table poker room, access to outdoor terraces and approximately 7,000 square feet of meeting room space;

•

A 7,500 square foot spa; and

•

Seven restaurants and four bars.

In addition to Montreign Resort Casino, Adelaar is expect to include an array of other non-gaming, leisure and recreational options, such as:

•

An Indoor Waterpark Lodge including a hotel, indoor water parks and other amenities;

•

An “Entertainment Village” with dining facilities, entertainment and retail shops; and

•

The “US Open Doctor” Rees Jones renovated 18-hole Monster golf course.

Montreign Resort Casino is expected to generate four million new tourist visitations and will create more than 5,000 construction and permanent jobs in an area with one of highest unemployment rates in New York State.

Over the past four years, the Company has expended substantial time and financial resources on designing Montreign Resort Casino and, in conjunction with EPR, worked with local, state and federal agencies and officials to obtain necessary permits and approvals to begin construction.

While site preparation has already begun, with the award of the gaming facility license, construction can proceed in earnest. The Company remains committed to utilizing local contractors, subcontractors and suppliers. The Company has engaged as its construction manager LPCiminelli (“LPC”). LPC has signed a Project Labor Agreement with the local unions affiliated with the Hudson Valley Building and Construction Trades Council. In addition, the Company has engaged DACK Consulting Group to aid its efforts in reaching out to the New York MWBE contracting community, as well as to assist Montreign with its MWBE-purchasing and diversity hiring efforts. The Company also has a Labor Peace Agreement with the New York Hotel and Motel Trades Council.

Mr. Pearlman concluded, “Montreign Resort Casino represents an innovative approach toward gaming and entertainment that we believe will reimagine, reinvent, and revitalize the Catskills for years to come. Our intention is simple: the rebirth of the hospitality and tourism industries in the Catskills. Given the gaming facility license has now been awarded; we are ‘Ready Now’ to build and operate a resort experience seen nowhere else in the United States.”

The Company expects to file today a Current Report on Form 8-K with the Securities and Exchange Commission with additional information about Montreign Resort Casino and the award of the gaming facility license.

About Empire Resorts

Empire Resorts, Inc. owns and operates, through its subsidiary Monticello Raceway Management, Inc., the Monticello Casino and Raceway, a harness racing track and casino in Monticello, N.Y., and is 90 miles from midtown Manhattan. For additional information, please visit www.empireresorts.com.

As a result of the award of a gaming facility license from the New York State Gaming Commission, the Company will begin construction of Montreign Resort Casino – an 18-story casino, hotel and entertainment complex with approximately 102 table games, 2,150 state of the art slot machines and 332 luxury rooms, which includes 12 penthouse suites, 8 garden suites and 7 two-story villas, designed to meet 5-star and 5-diamond standards. For additional information, please visit www.montreign.com.

Cautionary Language on Forward-Looking Statements

This press release includes “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These statements include statements about our plans, strategies, financial performance, prospects or future events and involve known and unknown risks that are difficult to predict. As a result, our actual results, performance or achievements may differ materially from those expressed or implied by these forward-looking statements. In some cases, you can identify forward-looking statements by the use of words such as “may,” “could,” “expect,” “intend,” “plan,” “seek,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue,” “likely,” “will,” “would” and variations of these terms and similar expressions, or the negative of these

terms or similar expressions. Such forward-looking statements are necessarily based upon estimates and assumptions that, while considered reasonable by the Company and its management team, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations include, among others, levels of spending in business and leisure segments as well as consumer confidence; plans for signing and closing on definitive transaction documents relating to the development of Montreign Resort Casino and Adelaar; the construction commencement date for Montreign Resort Casino and other areas of Adelaar; difficulties and/or delays in construction of Montreign Resort Casino and other areas of Adelaar; failure to maintain and renew, or the loss of, any license or permit required under gaming laws; assumptions concerning metrics important to the development and operation of Montreign Resort Casino, prove incorrect; relationships with labor unions and other building trades and changes in labor law; the financial condition of, and our relationships with, third-party property owners, the construction manager and contractors and hospitality venture partners; risks associated with the introduction of a new casino hotel in an unproven region; changes in the competitive environment in the hospitality and gaming industries, generally, and in our primary market; the effects of local and national economic, credit, project finance and capital market conditions on the economy, in general, and on the hospitality and gaming industries, in particular; the timing of the receipt of regulatory and governmental approvals for the Montreign Resort Casino to commence construction; changes in federal, state or local tax law; and inability to obtain credit financing on terms and conditions acceptable to the Company. A more complete description of these risks and uncertainties can be found in our filings with the U.S. Securities and Exchange Commission. We caution you not to place undue reliance on any forward-looking statements, which are made as of the date of this press release. We undertake no obligation to update publicly any of these forward-looking statements to reflect actual results, new information or future events, changes in assumptions or changes in other factors affecting forward-looking statements, except to the extent required by applicable laws. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.

Contact:

For Montreign Operating Company LLC

Charles Degliomini, 845-807-0001

cdegliomini@empireresorts.com

Empire Resorts (NASDAQ:NYNY)
Historical Stock Chart
From May 2024 to Jun 2024