Empire Resorts Announces Commencement of Rights Offering
06 January 2015 - 5:28AM
Business Wire
Empire Resorts, Inc. (NASDAQ-GM:NYNY) (“Empire” or the
“Company”) today announced that it has commenced a rights offering
for approximate gross proceeds of $50,000,000. Empire has granted,
at no charge to the holders of record of its common stock and
Series B Preferred Stock on January 2, 2015, the record date for
the rights offering, one non-transferable subscription right for
each 5.6 shares of common stock owned, or into which the Series B
Preferred Stock is convertible, as more fully described in the
prospectus supplement relating to the rights offering. Each
subscription right entitles the holder to purchase one share of
common stock at a subscription price of $7.10 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 offering is expected to expire at 5:00 p.m.,
New York City time, on February 2, 2015, subject to extension or
earlier termination. The Company will not issue subscription rights
to acquire fractional shares of its common stock but rather will
round down the aggregate number of shares for which holders may
subscribe to the nearest whole share.
The Company has entered into a standby purchase agreement with
Kien Huat Realty III Limited (“Kien Huat”), 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. The Company will pay Kien Huat a backstop fee of
$250,000 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.
The net proceeds of the offering will be used for the expenses
relating to the Company’s pursuit of a gaming facility license
pursuant to the recent selection of Montreign Operating Company,
LLC, a wholly-owned subsidiary of the Company, by the New York
State Gaming Facility Location Board to apply for a gaming facility
license for a proposed destination gaming resort in Sullivan
County, New York. If the Company is not awarded a gaming facility
license, the remaining portion of the proceeds of the offering will
be used in its on-going operations.
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
Company17 Battery Place, 8th FloorNew York, NY 10004Attn: Corporate
Actions DepartmentTelephone 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.
This release does not constitute an offer to sell or the
solicitation of an offer to buy nor will there be any sale of any
securities referred to in this press release in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of such state or jurisdiction. The rights offering
is being made only by means of a prospectus meeting the
requirements of the Securities Act of 1933, as amended.
A copy of the prospectus or further information with respect to
the rights offering may be obtained by contacting Morrow & Co.,
LLC, the Information Agent. Stockholders may contact Morrow &
Co., LLC by telephone at (855) 201-1081 and banks and brokerage
firms by telephone at (203) 658-9400. Morrow & Co., LLC may
also be reached by email at empire.info@morrowco.com.
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.
Empire Resorts, Inc.Charles Degliomini,
845-807-0001cdegliomini@empireresorts.com
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