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 16, 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 8.01. Other Events.

On January 16, 2015, Empire Resorts, Inc. (the “Company”) issued a press release announcing that its largest stockholder, Kien Huat Realty III Limited, exercised on January 15, 2015, the basic subscription rights it was granted in the Company’s ongoing rights offering. A copy of the press release is filed as Exhibit 99.1 hereto.

 

Item 9.01. Financial Statements and Exhibits.

 

  (d) Exhibits.

99.1        Press Release, dated January 16, 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: January 16, 2015

 

EMPIRE RESORTS, INC.
By:  

/s/ Joseph A. D’Amato

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

Exhibit Index

99.1        Press Release, dated January 16, 2015



Exhibit 99.1

 

 

LOGO

EMPIRE RESORTS’ LARGEST STOCKHOLDER EXERCISES

BASIC SUBSCRIPTION RIGHTS IN RIGHTS OFFERING

$30.68 Million Gross Proceeds to Company

Monticello, New York, January 16, 2015—Empire Resorts, Inc. (NASDAQ-GM:NYNY) announced that Kien Huat Realty III Limited (“Kien Huat”), the Company’s largest stockholder, exercised the basic subscription rights it was granted in the Company’s ongoing rights offering on Thursday, January 15, 2015 at $7.10 per share. Such exercise generated approximately $30.68 million of gross proceeds to the Company.

In accordance with a standby purchase agreement executed by the Company and Kien Huat in relation to the rights offering, Kien Huat has further agreed it would exercise all rights not otherwise exercised by the other holders in the rights offering in an aggregate amount not to exceed $50 million. The Company will pay Kien Huat a commitment 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 Company distributed to its common stock holders and Series B Preferred Stock holders one non-transferable right to purchase one share of common stock at a subscription price of $7.10 per share for each 5.6 shares of common stock owned, or into which their Series B Preferred Stock was convertible, on January 2, 2015, the record date for the offering. In addition to being able to purchase their pro rata portion of the shares offered based on their ownership as of January 2, 2015, stockholders may oversubscribe for additional shares of common stock. Holders of rights may exercise their subscription rights to purchase additional shares of our common stock at the subscription price per share until prior to 5:00 p.m., New York City time, on February 2, 2015, subject to extension and earlier termination. Subscription rights not exercised by such time and date will expire and have no value.

Registration Statement

The Company has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the Company has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the Company or our information agent, Morrow & Co., LLC, will arrange to send you the prospectus if you request it by calling (855) 201-1081.

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-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.

Contact:

Charles Degliomini

Empire Resorts, Inc.

845-807-0001

cdegliomini@empireresorts.com

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