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January 24, 2017 (Monticello, New York )—Montreign Operating Company, LLC (“Montreign”), a wholly-owned indirect subsidiary of Empire Resorts, Inc. (NASDAQ-GM:NYNY) (“Empire” and, together with its subsidiaries, the “Company”) today (the “Closing Date”) announced the successful closing of its senior secured first lien term loan facility and senior secured revolving credit facility. The financing provides an aggregate of $485 million senior secured first lien term loans, consisting of $70 million of Term A loan commitments and $415 million of Term B loan commitments, and a $15 million senior secured revolving credit facility. The Term A term loan and the revolving credit facility have a maturity date of January 24, 2022 and the Term B term loan has a maturity date of January 24, 2023.
The first lien term loans and the revolving credit facility are both floating rate facilities. Interest will accrue on outstanding borrowings under the Term A loan at a rate equal to LIBOR plus 5.0% per annum, or an alternate base rate plus 4.00% per annum. Interest will accrue on outstanding borrowings under the Term B loan at a rate equal to LIBOR (with a LIBOR floor of 1%) plus 8.25% per annum, or an alternate base rate plus 7.25% per annum. Interest will accrue on outstanding borrowings under the revolving credit facility at a rate equal to LIBOR plus 5.0% per annum, or an alternate base rate plus 4.0% per annum. Montreign will also pay a commitment fee, in an amount of 2.5% per annum from the Closing Date through March 24, 2018 and 5.0% per annum thereafter, to each Term A loan lender on the undrawn amount of each Term A lender’s Term A loan commitment.
The Term A loan may be borrowed during the period from the Closing Date to July 24, 2018, subject to certain conditions. The Term B loan was borrowed in full on the Closing Date. The proceeds of the Term B loan were used to pay fees and expenses related to the financing and fund various lender-controlled accounts. The proceeds in these lender-controlled accounts, which accounts will include proceeds of the Term A loan upon borrowing, will be used by Montreign and its subsidiaries to fund the costs relating to the development and construction of Montreign Resort Casino, as well as the entertainment village and the golf course, to be located at the Adelaar destination resort in Sullivan County, New York. The proceeds of the revolving credit facility may be used for working capital needs, capital expenditures and other general corporate purposes.
The borrower under the credit facilities is Montreign. The obligations of Montreign are guaranteed by Montreign’s subsidiaries and are secured by security interests in substantially all of the assets of the Montreign and its subsidiaries, as well as by a pledge of the membership interests in Montreign. In connection with the senior secured first lien term loans, Empire provided a completion guaranty capped at $30 million on the completion of construction of Montreign Resort Casino and the entertainment village.
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, please see Empire’s filings with the U.S. Securities and Exchange Commission. We undertake no obligation to update publicly any of these forward-looking statements to reflect actual results, new information or future events, changes in assumptions or changes in other factors affecting forward-looking statements, except to the extent required by applicable laws. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.
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.monticellocasinoandraceway.com.
As a result of the award of a gaming facility license from the New York State Gaming Commission, the Company, through its indirect subsidiary Montreign Operating Company, LLC, is developing and constructing Montreign Resort Casino – an 18-story casino, hotel and entertainment complex with approximately 102 table games, 2,150 state of the art slot machines and 332 luxury rooms, which includes 12 penthouse suites, 8 garden suites and 7 two-story villas, designed to meet 5-star and 5-diamond standards. For additional information, please visit www.montreign.com.
About Credit Ratings
Credit ratings are opinions of the relevant rating agency. They are not facts and are opinions of neither Empire nor Montreign. They are not recommendations to purchase, sell or hold any securities and can be changed or withdrawn at any time.
