PETALING JAYA: Genting Malaysia Bhd and its founder Tan Sri Lim Kok Thay, via his vehicle Kien Huat Realty III Ltd, have offered to buy out minority shareholders in Nasdaq-listed Empire Resorts Inc for US$9.74 (RM40.65) cash per share
According to a statement filed on Nasdaq, Empire said it had entered into a definitive agreement under which affiliates of Kien Huat and Genting Malaysia would acquire all the outstanding equity of the company not currently owned by Kien Huat or its affiliates.
Kien Huat is currently the holder of about 86% of Empire Resorts’ outstanding shares of common stock, including common stock issuable upon conversion of the company’s series F convertible preferred stock.
The purchase price represents a premium of about 15% over the closing share price of Empire Resorts’ common stock on Aug 16, 2019, the last trading day prior to the announcement.
“The board of directors of Empire Resorts have approved the transaction on the unanimous recommendation of the previously formed special committee of independent directors, ” Empire Resorts said.
Empire Resorts and Kien Huat also amended Kien Huat’s existing preferred stock commitment letter with the company, which, subject to the terms thereof, enhances Empire Resorts’ access to capital through February 2020.
The amendment increases Kien Huat’s remaining commitments from US$52mil to US$77mil.
This credit support will enable the company to continue satisfying its debt obligations while facilitating its operating strategy.
“We are pleased to reach this agreement and provide immediate certain cash value to our stockholders, ” said Keith Horn, independent director of Empire Resorts and chair of the special committee.
“Kien Huat has been a true partner for Empire Resorts, and we look forward to welcoming Genting Malaysia into our ongoing relationship. With Kien Huat and Genting Malaysia, we will be part of an extensive and attractive organisation with enhanced scale and global reach. Importantly, Kien Huat has agreed to provide incremental credit support to Empire Resorts, which will enable the company to meet its debt obligations as we continue to execute our business strategy.”
The transaction is expected to be completed in the fourth quarter of this year.
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