EMPIRE RESORTS, INC. (NASDAQ:NYNY) Files An 8-K Entry into a Material Definitive AgreementItem 1.01.
Montreign Operating Company, LLC (“Montreign Operating”), an indirect, wholly-owned subsidiary of Empire Resorts, Inc. (“Empire”) entered into a Revolving Credit Agreement, dated January24, 2017 and amended on May26, 2017 (as amended, the “Revolving Credit Agreement”), with the lenders from time to time party thereto, and Fifth Third Bank, as administrative agent (the “Administrative Agent”). to the Revolving Credit Agreement, Montreign Operating is permitted to borrow up to $15million (or obtain a letter of credit of up to $10 million) (the “Revolving Credit Facility”) upon the initial opening of the casino resort being developed by Montreign Operating (the “Casino Project”) to the public. On December7, 2017 (the “Amendment Effective Date”), Montreign Operating, Empire Resorts Real Estate I, LLC (“ERREI”), Empire Resorts Real Estate II, LLC (“ERREII” and, together with ERREI, the “Montreign Subsidiary Guarantors”), the Administrative Agent, and the Required Lenders (as such term is defined in the Revolving Credit Agreement) entered into a Second Amendment to the Credit Agreement (the “Second Amendment”). The Second Amendment enables Montreign Operating to borrow up to $15million (but not obtain a letter of credit) upon an earlier “Limited Casino Opening Date”. For purposes of the Second Amendment, “Limited Casino Opening Date” means the date on which, among other things, the Casino Project obtains permission from the New York State Gaming Commission (the “NYSGC”) to begin operations with the following amenities (the “Limited Casino Facilities”):
A casino facility with an approximately 90,000 square foot gaming floor, with 2,000 gaming machines and 92 table games;
| • | 1,595 parking spaces in a multi-level parking structure; |
| • | A 27,000 square foot convention, banquet and event center; and |
| • | 3 food and beverage outlets (inclusive of outlets constituting a food court). |
In addition to the above-mentioned receipt of NYSGC approval, certain other conditions specified in the Second Amendment must be met prior to the Limited Casino Opening Date before funds drawn down under the Revolving Credit Facility may be utilized, which conditions are further described in the Second Amendment attached as Exhibit 10.1 hereto.
Montreign Operating’s ability to draw down on the Revolving Credit Facility on the Limited Casino Opening Date, which is expected to be earlier than Montreign Operating was previously permitted to draw down on the Revolving Credit Facility, is conditioned on the NYSGC permitting Montreign Operating to commence operations with the Limited Casino Facilities. The Limited Casino Facilities would represent a narrower list of amenities that would be available at the commencement of operations than was previously approved by the NYSGC. There can be no assurance that the NYSGC will permit the Casino Project to begin operating on the basis of the Limited Casino Facilities. Montreign Operating may draw down on the Revolving Credit Facility immediately upon the Amendment Effective Date. However, Montreign Operating shall not have the right to expend such funds prior to the Limited Casino Opening Date. to the Second Amendment, Montreign Operating and the Montreign Subsidiary Guarantors each affirmed and ratified their obligations to the Revolving Credit Facility and all related agreements, including the guarantees of the Montreign Subsidiary Guarantors.
Montreign Operating paid no additional fees in connection with the Second Amendment. Other than the amendments described herein to the Second Amendment, the Revolving Credit Agreement remains unchanged and in full force and effect.
The foregoing description of the Amendment does not purport to describe all of the terms of the Second Amendment, and such summary is qualified in its entirety by reference to the complete text of the Agreement, a copy of which is attached as Exhibit 10.1, which is incorporated herein by reference.
| Item 1.01. | Creation of a Direct Financial Obligation or an Off-Balance Sheet Arrangement of a Registrant. |
The disclosure set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference herein.
EMPIRE RESORTS INC ExhibitEX-10.1 2 d468674dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 Execution Version SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT THIS SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT (this “Amendment”),…To view the full exhibit click here
About EMPIRE RESORTS, INC. (NASDAQ:NYNY)
Empire Resorts, Inc. is a holding company for various subsidiaries engaged in the hospitality and gaming industries. The Company, through Monticello Raceway Management, Inc. (MRMI), owns and operates Monticello Casino and Raceway, which is an approximately 40,000 square foot video gaming machine (VGM) and harness horseracing facility located in Monticello, New York, over 90 miles northwest of New York City. Monticello Casino and Raceway operates over 1,110 VGMs, which include approximately 1,070 video lottery terminals (VLTs) and over 40 electronic table game positions (ETGs). It is also engaged in pari-mutuel wagering on the running of live harness horse races, the import simulcasting of harness and thoroughbred horse races from racetracks across the country and internationally, and the export simulcasting of its races to offsite pari-mutuel wagering facilities. The Company, through Montreign Operating Company, LLC, holds a license to operate a resort casino.
