SEARCH NEWS:

 

Empire Resorts, Concord Associates Terminate Merger Agreement

MONTICELLO, New York – (PRESS RELEASE) -- Empire Resorts, Inc. ("Empire") (NASDAQ: NYNY) announced today that on December 30, 2005 Empire and Concord Associates Limited Partnership mutually agreed to terminate a March 2005 agreement relating to the acquisition by Empire of the Concord and Grossinger's resorts in Sullivan County, New York. As a result of the termination, Empire is no longer obligated to acquire assets from the partnership and has been released of its obligation to issue 18,000,000 common shares to Concord Associates.

The proposed merger was terminated because the parties agreed that due to changes in the political and legal landscape, the merger would be overly dilutive and no longer in the best interest of the company's shareholders. The transaction had called for issuing to Concord Associates approximately 40% of the Company's outstanding common shares on a fully dilutive basis, or 68.4% of its currently-outstanding 26,305,253 common shares. Under the termination agreement, Concord Associates will retain options to purchase 5,188,913 common shares of the Company, granted on August 20, 2005, at an exercise price of $7.50 per share. All shares subject to the option must be acquired on or before December 29, 2006.

David P Hanlon said, "While circumstance over a year ago indicated that the merger of two premier Catskill properties into Empire would create significant added value for our shareholders, subsequent legal and political considerations have caused us to reconsider the nature of the partnership. In particular, Empire's Board wanted to focus the company's resources on the return of the Saint Regis Mohawk Tribe to our company-owned property at Monticello Raceway." The Raceway site is the only property in the Northeast to have received the rarely granted two-part determination from the US Department of the Interior.

Mr. Hanlon concluded, "We are pleased to have been able to bring this matter to an amicable conclusion and that Concord Associates will continue to maintain an interest in the Company through its options. The working relationship established during the course of the proposed acquisition has been constructive and we look forward to continuing to explore ways to work together. With respect to our ongoing relationship with the Cayuga Nation, we are continuing to evaluate sites that may be suitable for trust lands for proposed Cayuga Nation casino in the Catskills, including at the Concord."

< Gaming News