SEC Form 4 · accession 0000903423-16-000874
EMPIRE RESORTS INC · NYNY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Feb 17, 2016
Accepted (ET)
Feb 18, 2016 · 5:53 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000906780
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF3 | Feb 17, 2016 | X | 17,879,469 | $14.40 | A | 26,201,009 | D | |
| Common StockF2,F3 | Feb 17, 2016 | J | 1,332,058 | — | A | 27,533,067 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| SubscriptionF1,F2 | $14.40 | Feb 17, 2016 | X | 17,879,469 | D | Jan 5, 2016 | Feb 17, 2016 | Common Stock | 17,879,469 | 0 | D |
Explanation of responses
- F1Exercise of subscription rights in the issuer's 2016 Rights Offering by Kien Huat Realty III Ltd. ("Kien Huat") pursuant to the Standby Purchase Agreement by and between the Issuer and Kien Huat, of which 6,825,985 comprised the Standby Purchase.
- F2Shares received upon conversion of $17.4 million convertible note held by Kien Huat evidencing the remaining amount due from the Issuer under the Loan Agreement.
- F3Kien Huat has direct beneficial ownership of the securities reported in this Form 4 (the "Shares"). Lim Kok Thay ("Mr. Lim") controls Kien Huat through two trusts that directly and indirectly own all the shares of Kien Huat and, therefore, Mr. Lim has indirect beneficial ownership of such Shares. Mr. Lim has the power to remove and replace the trustees of such trusts in his sole discretion and is one of the beneficiaries of such trusts. Mr. Lim disclaims beneficial ownership of the Shares for purposes of Section 16 reporting except to the extent of his pecuniary interest.