0000903423-11-000278.txt : 20110520 0000903423-11-000278.hdr.sgml : 20110520 20110520104618 ACCESSION NUMBER: 0000903423-11-000278 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110520 DATE AS OF CHANGE: 20110520 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EMPIRE RESORTS INC CENTRAL INDEX KEY: 0000906780 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING & DRINKING PLACES [5810] IRS NUMBER: 133714474 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-52151 FILM NUMBER: 11860055 BUSINESS ADDRESS: STREET 1: RT 17B STREET 2: P.O. BOX 5013 CITY: MONTICELLO STATE: NY ZIP: 12701 BUSINESS PHONE: (845) 807-0001 MAIL ADDRESS: STREET 1: RT 17B STREET 2: P.O. BOX 5013 CITY: MONTICELLO STATE: NY ZIP: 12701 FORMER COMPANY: FORMER CONFORMED NAME: ALPHA HOSPITALITY CORP DATE OF NAME CHANGE: 19930614 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Kien Huat Realty III Ltd CENTRAL INDEX KEY: 0001470324 IRS NUMBER: 000000000 STATE OF INCORPORATION: XX FISCAL YEAR END: 1209 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 22ND FLOOR, WISMA GENTING STREET 2: JALAN SULTAN ISMAIL CITY: KUALA LUMPUR STATE: N8 ZIP: 50250 BUSINESS PHONE: 603-2333-6839 MAIL ADDRESS: STREET 1: 22ND FLOOR, WISMA GENTING STREET 2: JALAN SULTAN ISMAIL CITY: KUALA LUMPUR STATE: N8 ZIP: 50250 SC 13D/A 1 kienhuar-13da6_0520.htm Unassociated Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
 
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
 

Empire Resorts, Inc.
(Name of Issuer)
 
Common Stock, $.01 Par Value Per Share
(Title of Class of Securities)
 
292052107
(CUSIP Number)
 
Daniel S. Sternberg, Esq.
Cleary Gottlieb Steen & Hamilton LLP
One Liberty Plaza
New York, NY  10006
212-225-2000
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
 
May 18, 2010
(Date of Event which Requires Filing of this Statement)
 
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 140.13d-1(g), check the following box.  [  ]
 
Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See § 240.13d-7 for other parties to whom copies are to be sent.
 
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
 
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 
 
 
 
 
CUSIP No.  292052107
 
1.
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Kien Huat Realty III Limited
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                                          
(a) o
(b) x
3.
SEC USE ONLY
4.
SOURCE OF FUNDS
AF
5.
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)      o
6.
CITIZENSHIP OR PLACE OF ORGANIZATION
Isle of Man
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7.
SOLE VOTING POWER
0
8.
SHARED VOTING POWER
54,762,739
9.
SOLE DISPOSITIVE POWER
0
10.
SHARED DISPOSITIVE POWER
54,762,739
11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
54,762,739
12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES                      x
13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
61.2%
14.
TYPE OF REPORTING PERSON
CO
         
 
 
2
 
 
CUSIP No.  292052107
  
1.
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Lim Kok Thay
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                                          
(a) o
(b) x
3.
SEC USE ONLY
4.
SOURCE OF FUNDS
AF
5.
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)      o
6.
CITIZENSHIP OR PLACE OF ORGANIZATION
Malaysia
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7.
SOLE VOTING POWER
0
8.
SHARED VOTING POWER
54,762,739
9.
SOLE DISPOSITIVE POWER
0
10.
SHARED DISPOSITIVE POWER
54,762,739
11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
54,762,739
12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES                      x
13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
61.2%
14.
TYPE OF REPORTING PERSON
IN
 
 
 
3
 
 
This Amendment No. 6 (this “Amendment”) amends and supplements the Schedule 13D filed by Kien Huat Realty III Limited (“Kien Huat ”) and Lim Kok Thay (“Mr. Lim” and, together with Kien Huat, the “Reporting Persons”) with the Securities and Exchange Commission on August 27, 2009, as previously amended (the “Schedule 13D”), relating to the common stock, par value $.01 per share (the “Common Stock”) of Empire Resorts, Inc. (the “Issuer”).  All capitalized terms used in this Amendment and not otherwise defined herein have the meanings ascribed to such terms in the Schedule 13D.
 
Items 4 and 5 are hereby amended and supplemented to add the following:
 
Item 4.  Purpose of Transaction
 
On May 18, 2010, Kien Huat exercised its rights to purchase its proportionate allocation of shares of Common Stock under the Rights Offering, in accordance with its commitment to do so as previously disclosed in the Schedule 13D.  Under the terms of the Rights Offering, Kien Huat had the basic right to purchase 19,826,382 shares of Common Stock at the exercise price of $0.8837 per share, which it exercised in full.  Kien Huat did not exercise any oversubscription rights.  As payment for the exercise of its rights, Kien Huat authorized the set off of $17,520,574 from the unpaid principal and accrued interest outstanding on the Bridge Loan previously disclosed in the Schedule 13D.
 
Item 5.  Interest in Securities of the Issuer
 
(a-b)           As of the date hereof, including the 19,826,382 shares of Common Stock purchased upon the exercise of the rights as described above, the Reporting Persons may be deemed to share beneficial ownership of 54,762,739 shares of Common Stock, representing approximately 61.2% of the outstanding Common Stock (based on 69,705,483 shares of Common Stock reported to be outstanding as of the close of business on May 10, 2011 by the Issuer in its quarterly report on Form 10-Q filed on May 13, 1011, plus such 19,826,382 newly issued shares).
 
 

 
 
4
 
 
SIGNATURES

After reasonable inquiry and to the best of my knowledge, I certify that the information set forth in this statement is true, complete and correct.
 

 
Dated: May 20, 2011
 
 
 
Kien Huat Realty III Limited
 
By:           /s/  Gerard Lim                                           
Name:  Gerard Lim
Title:  Director

 
 
/s/ Lim Kok Thay by Gerard Lim             
Lim Kok Thay
 
 
 
 
 
 
 
 
 
5