Empire Resorts Announces Commencement of Rights Offering
01 May 2013 - 1:04AM
Business Wire
Empire Resorts, Inc. (NASDAQ-GM:NYNY) today announced that it
has commenced its previously announced $11.4 million rights
offering. Under the terms of the rights offering, Empire will
grant, at no charge to the holders of record of its common stock
and Series B Preferred Stock on April 8, 2013, the record date for
the rights offering, one non-transferable subscription right for
each five shares of common stock owned, or into which the Series B
Preferred Stock is convertible, as more fully described in the
prospectus relating to the rights offering. Each subscription right
will entitle the holder to purchase one share of common stock at a
subscription price of $1.8901 per share. In addition, holders of
subscription rights who fully exercise their basic subscription
rights are entitled to oversubscribe for additional shares of
common stock up to the number of shares purchased pursuant to the
exercise of their basic subscription rights.
The subscription rights will expire and will have no value if
they are not exercised prior to 5:00 p.m., New York City time, on
May 30, 2013. We will not issue fractional shares of our common
stock but rather will round down the aggregate number of shares to
be issued to the nearest whole share. Any excess payment will be
returned without interest or deduction.
The Company has entered into a standby purchase agreement with
Kien Huat Realty III Limited, the Company’s largest stockholder,
whereby Kien Huat agreed to exercise in full its basic subscription
rights within ten days of its grant with a closing proximate
thereto. In addition, Kien Huat agreed it would exercise all rights
not otherwise exercised by the other holders in the rights offering
to acquire up to one share less than 20% of the Company’s issued
and outstanding common stock prior to the commencement of the
rights offering. The Company will pay Kien Huat a commitment fee of
$40,000 for the shares purchased by Kien Huat in excess of its
basic subscription rights pursuant to the standby purchase
agreement. In addition, the Company will reimburse Kien Huat for
its expenses related to the standby purchase agreement in an amount
not to exceed $40,000. The consummation of the transactions
contemplated by the standby purchase agreement is subject to
customary closing conditions.
Shareholders who hold their shares directly will receive a
prospectus, together with a letter from the Company describing the
rights offering, a subscription rights certificate and an IRS Form
W-9. Those wishing to exercise their rights should review all
materials, properly complete and execute the subscription rights
certificate and deliver it and payment in full to the subscription
agent:
Continental Stock Transfer & Trust
Company
17 Battery Place, 8th Floor
New York, NY 10004
Attn: Corporate Actions Department
Telephone Number for Confirmation: (917)
262-2378
Holders of subscription rights whose shares are held in street
name through a broker, custodian bank or other nominee must
instruct their broker, custodian bank or nominee whether or not to
exercise subscription rights on their behalf. Those wishing to
obtain a separate subscription rights certificate should promptly
contact their broker, custodian bank or other nominee with that
request, although it is not necessary to have a physical
subscription rights certificate to elect to exercise rights if
shares are held in street name.
Holders of subscription rights who wish to exercise subscription
rights but will be unable to deliver the subscription rights
certificate prior to the expiration date can deliver a Notice of
Guaranteed Delivery in accordance with the directions in the
prospectus.
This release does not constitute an offer of securities for
sale. A registration statement relating to these securities was
filed with the Securities and Exchange Commission and was declared
effective on April 30, 2013. The rights offering is being made only
by means of a prospectus filed by the Company with the Securities
and Exchange Commission on April 30, 2013.
A copy of the prospectus or further information with respect to
the rights offering may be obtained by contacting MacKenzie
Partners, Inc., the information agent, by telephone at (800)
322-2885 (toll free) or (212) 929-5500 (call collect) or by email
at rightsoffer@mackenziepartners.com.
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 company’s
Registration Statement on Form S-1/A, filed with the Securities and
Exchange Commission on April 25, 2013.
About Empire
Empire Resorts, Inc. owns and operates, through its subsidiary
Monticello Raceway Management, Inc., the Monticello Casino and
Raceway, a harness racing track and casino located in Monticello,
New York, and is 90 miles from midtown Manhattan.
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