Current Report Filing (8-k)
26 January 2016 - 8:03AM
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): January 25, 2016
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) |
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:
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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)) |
| ¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
On January 25, 2016, Empire Resorts, Inc. (the “Company”)
issued a press release reminding holders of subscription rights of key dates relating to the Company’s ongoing rights offering of transferable subscription rights. A copy of the Company’s press release is filed as Exhibit 99.1 hereto. In
addition, the Company shall send a letter to holders of subscription rights enclosing the press release. A copy of such letter is attached hereto as Exhibit 99.2.
| Item 9.01. |
Financial Statements and Exhibits. |
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| 99.1 |
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Press Release, dated January 25, 2016 |
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| 99.2 |
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Letter to holders of Subscription Rights, dated January 25, 2016 |
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: January 25, 2016
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| EMPIRE RESORTS, INC. |
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| By: |
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/s/ Joseph A. D’Amato |
| Name: |
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Joseph A. D’Amato |
| Title: |
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Chief Executive Officer |
Exhibit Index
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| 99.1 |
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Press Release, dated January 25, 2016 |
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| 99.2 |
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Letter to holders of Subscription Rights, dated January 25, 2016 |
Exhibit 99.1
REMINDER OF KEY DATES FOR EMPIRE RESORTS RIGHTS OFFERING
Monticello, New York, January 25, 2016—Empire Resorts, Inc. (NASDAQ-GM:NYNY) (“Empire” and, together with its subsidiaries, the
“Company”) previously announced that that it commenced a rights offering for approximate gross proceeds of $290,000,000. Empire granted, at no charge to the holders of record of its common stock and Series B Preferred Stock as of 5:00
p.m., New York City time, on January 4, 2016, the record date for the rights offering, one transferable subscription right for each 0.4748644 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 $14.40 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.
Important Dates:
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| Subscription Period: |
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January 4, 2016 to February 10, 2016 |
| Last Day to Trade Rights on Nasdaq: |
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February 5, 2016 |
| Last Day to Transfer Rights: |
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February 9, 2016 |
| Expiration Date: |
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February 10, 2016 |
How to Obtain Subscription Information:
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• |
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Contact your broker-dealer, trust company, bank or other nominee where your rights are held, or |
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• |
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Contact the information agent, Morrow & Co., LLC, by telephone at (855) 201-1081 or by email at empire.info@morrowco.com. |
How to Subscribe:
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• |
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Deliver a completed subscription certificate and payment to the subscription agent by the expiration date of the rights offering, or |
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• |
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If your shares are held in an account with your broker-dealer, trust company, bank or other nominee, which qualifies as an Eligible Guarantor Institution under Rule 17Ad-15 of the Securities Exchange Act of 1934, as
amended (the ‘‘Exchange Act’’), have your Eligible Guarantor Institution deliver a notice of guaranteed delivery to the subscription agent by the expiration date of the rights offering. |
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, 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, through its subsidiary Montreign Operating Company, LLC, 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.
Contacts
Empire Resorts, Inc.
Charles Degliomini, 845-807-0001
cdegliomini@empireresorts.com
Exhibit 99.2
January 25, 2016
Dear Subscription Rights Holder:
We have
previously distributed to you materials for the rights offering Empire Resorts, Inc. (the “Company”) launched on January 4, 2016 in support of the Company’s development of the Montreign Resort Casino and other portions of the Adelaar
project in Sullivan County, New York. We have included with this letter a press release the Company recently distributed reminding holders of subscription rights about the important dates relating to the rights offering. If you did not receive the
initial mailing with the rights offering materials, or would like to receive another copy, please feel free to contact Morrow & Co. by telephone at (855) 201-1081 or by email at empire.info@morrowco.com.
Thank you for your cooperation and continued support.
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| Sincerely, |
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| Joseph A. D’Amato |
| Chief Executive Officer |
204 Route 17B Monticello, NY 12701
845.807.0001 | www.empireresorts.com
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