8-A12B 1 d114887d8a12b.htm FORM 8-A Form 8-A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-A

 

 

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR 12(g) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

 

EMPIRE RESORTS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   13-3714474
(State of incorporation or organization)  

(I.R.S. employer

identification no.)

204 State Route 17B, P.O. Box 5013

Monticello, New York

  12701
(Address of principal executive offices)   (zip code)

Securities to be registered pursuant to Section 12(b) of the Act:

 

Title of each class

to be so registered

 

Name of each exchange on which

each class is to be registered

Subscription Rights to purchase common stock   The Nasdaq Stock Market

 

 

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), please check the following box.  x

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), please check the following box.  ¨

Securities Act registration statement file number to which this form relates:

333-193176

Securities to be registered pursuant to Section 12(g) of the Act:

None

 

 

 


Item 1. Description of Registrant’s Securities to be Registered.

The securities to be registered hereby are transferable subscription rights (the “Rights”) of Empire Resorts, Inc. (the “Company”) to purchase up to 7,002,071 shares of common stock, par value $0.01 per share. A description of the Rights is set forth under (i) the section captioned “Description of Securities We May Offer—Subscription Rights” in the Company’s base prospectus, dated February 11, 2014 and as amended on June 4, 2014 (the “Base Prospectus”), which relates to the Company’s registration statement on Form S-3 (No. 333-193176) (the “Registration Statement”), as supplemented by (ii) the section captioned “The Rights Offering” in the registrant’s prospectus supplement, dated January 4, 2016 (the “Prospectus Supplement”), to the Base Prospectus, and (iii) the Form of Subscription Rights Certificated included as Exhibit 4.1 hereto, each of which is hereby incorporated by reference into this registration statement.

 

Item 2. Exhibits

The following exhibits have been filed as exhibits to this registration statement:

EXHIBIT INDEX

 

Exhibit
Number

  

Description

4.1    Form of Subscription Rights Certificate

 

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SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized.

 

     EMPIRE RESORTS, INC.
Dated: January 4, 2016    By:    /s/ Joseph A. D’Amato                        
   Name:    Joseph A. D’Amato
   Title:    Chief Executive Officer

 

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