UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): July 30, 2003
EMPIRE RESORTS, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-12522 13-3714474
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Route 17B, Monticello, New York 12701
Address of principal executive offices
Registrant's telephone number, including area code:(845) 794-4100 ext 478
______________________________________________________
(Former name or former address, if changed since last report.)
Item 5. Other Events and Regulation FD Disclosure.
On July 30, 2003, Empire Resorts, Inc. issued a press
release announcing (i) the resignation of Scott A. Kaniewski,
Thomas W. Aro, William W. Hopson and Thomas P. Puccio as
directors of Empire Resorts, Inc., effective August 5, 2003, (ii)
the appointment of David Matheson, David Hanlon, John Sharpe,
Arthur Sonnenblick, Joseph Bernstein and Ralph Bernstein as
directors of Empire Resorts, Inc., effective August 5, 2003 and
(iii) the appointment of Thomas P. Puccio to the position of
general counsel & executive vice president-legal affairs of
Empire Resorts, Inc. A copy of this press release is attached
hereto as Exhibit 99.1 and incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
99.1 Press Release of Empire Resorts, Inc. dated July
30, 2003.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
EMPIRE RESORTS, INC.
Dated: July 30, 2003
By: /s/ Robert A. Berman
Robert A. Berman
Chief Executive
Officer
CONTACT: FOR RELEASE:
Charles Degliomini Wednesday, July, 30, 2003
at 7:00 a.m.
Vice President - Corporate Communications
Empire Resorts, Inc.
516.263.6600
cdegliomini@empireresorts.com
Empire Resorts Appoints Native American Leader David Matheson
Chairman of the Board
-Gaming Industry Executive David Hanlon Named Vice Chairman-
MONTICELLO, NEW YORK-July 30, 2003 - Empire Resorts, Inc. (the
"Company") (NASDAQ:NYNY) announced today that the Company has
appointed six new members to its Board of Directors. Effective
August 5, 2003, the new members of the Board are David Matheson
(Chairman of the Board), David Hanlon (Vice Chairman), John
Sharpe, Arthur Sonnenblick, Joseph Bernstein and Ralph Bernstein.
Remaining on the Board are Robert Berman (CEO), Paul deBary, Jay
Holt, and Morad Tahbaz (President). All other directors will
vacate their positions effective August 5, 2003. The new
directors are expected to continue to serve following the
consolidation of the Company's operations with Catskill
Development LLC ("Catskill"). Joseph Bernstein and Ralph
Bernstein, members of Catskill's ownership group, join the Board
pursuant to the terms of the consolidation agreements between the
Company and Catskill.
Commenting on the new appointments, CEO Robert Berman said, "Our
new Board members are all prominent business leaders -- in the
Native American community, the gaming industry, hospitality,
finance and land development. These distinguished businessmen
will help our company achieve its business plan of launching
1,800 video lottery terminals at the Monticello Raceway in the
first quarter of 2004, in association with the New York State
Lottery. The new Board will lead the Company in its efforts to
build and manage a $500,000,000 Native American casino on land
adjoining the Monticello Raceway with the Cayuga Nation of New
York. The tremendous experience of these leaders will serve as a
strong foundation for the future growth and development of the
Company."
Mr. Berman added, "I am particularly pleased to announce that one
of Native America's most highly regarded leaders, David Matheson,
a former Deputy Commissioner of Indian Affairs, United States
Department of the Interior, has agreed to assume the post of
Chairman of the Board, and that a distinguished gaming industry
executive, David Hanlon, has agreed to serve as Vice Chairman.
Mr. Matheson is highly respected by his peers in the Native
American community, as well as by regulators and the gaming
industry. Mr. Hanlon similarly brings to us his vast experience
in the gaming industry that very few other gaming industry
executives can match."
Mr. Tahbaz said, "I am also pleased by the strong vote of
confidence shown by David Matheson, David Hanlon, John Sharpe and
Arthur Sonnenblick in joining our Board of Directors. These men
are pillars of their respective industries and will be able to
provide management with expertise, knowledge and strategic advice
to propel the Company's future growth in gaming and resort
development.
Mr. Hanlon has served in senior executive positions with major US
casino operations in Las Vegas and Atlantic City, including the
Rio, Harrah's, Trump Plaza, Caesar's, and Resorts International.
He has also served as CEO of IGT.
Mr. Sharpe is one of the leading hoteliers in the world, having
served with Four Seasons Hotels & Resorts, Inc. for over twenty
years, most recently as President and Chief Operating Officer.
Mr. Sonnenblick is recognized as one of the leading real estate
investment bankers in the United States, having financed tens of
billions of dollars in development projects, acquisitions and
mortgage transactions."
Mr. Matheson responded, "As Chairman of the Board of Directors, I
intend to assume a significant role in the development of Indian
gaming at the Monticello Raceway and future growth opportunities.
I am pleased to Chair the Board of a company that is engaged in
an endeavor that will improve the lives of the members of the
Cayuga Nation and the citizens of Sullivan County."
Mr. Hanlon added, "The Company is well advanced in its position
to benefit from the recent affirmation by the New York courts of
the legality of laws passed in 2001 by the New York State
Legislature, legalizing video lottery terminals at horse tracks,
and Indian gaming at three locations in the Catskills. The
location of the Monticello Raceway, within convenient driving
distance of approximately 25 million people, and one hour closer
to New York City than the casinos of Atlantic City, Foxwoods and
Mohegan Sun, presents a unique formula for success for the
Company and its shareholders."
In connection with the new appointments, the Board will consist
of ten directors. Four previous Board members announced their
resignations. These include CFO Scott Kaniewski and Executive
Vice President Thomas Aro, who will retain their senior executive
positions with the Company; William W. Hopson, a partner with the
law firm of Stites & Harbison in Atlanta, who will remain the
Company's outside counsel; and, Thomas P. Puccio, a prominent New
York attorney, who was named as the Company's General Counsel &
Executive Vice President, Legal Affairs.
Mr. Berman said, "On behalf of the entire Board and management of
the Company, I would like to express our appreciation and
gratitude to Tom Puccio and Bill Hopson for their outstanding
service to the company during an extremely challenging period. We
could not have brought the Company to where it is today without
their invaluable service and participation on the Board. I am
pleased both individuals will continue to participate with us in
the growth and development of the Company, as the Company's legal
counsel."
The following are the biographies of the Company's ten Board
members:
David Matheson, Chairman of the Board -Mr. Matheson is CEO of the
Coeur d'Alene Casino & Resort Hotel in Worley, Idaho, which was
voted the #1 local casino in the Spokesman Reader Review for
three consecutive years. Over the years, Mr. Matheson, a member
of the Coeur d'Alene Tribe, has served as Tribal Council leader,
Tribal Chairman, and manager of various tribal operations. Mr.
Matheson was appointed by President George H. W. Bush to serve as
Deputy Commissioner for Indian Affairs, U.S. Department of the
Interior, which he did for four years, during the time the Indian
Gaming Regulatory Act of 1988 was being implemented. As Deputy
Commissioner of Indian Affairs, Mr. Matheson was responsible for
the day-to-day operations of the Bureau of Indian Affairs,
including the responsibility for fulfilling the Department's
trust responsibilities and promoting self-determination on behalf
of over 500 federally recognized American Indian and Alaska
Native tribal governments. Mr. Matheson oversaw a federal agency
which currently has 10,000 employees nationwide, and which is
responsible for providing services to over one million individual
American Indians and Alaska Natives from the federally recognized
tribes. Mr. Matheson was awarded a Commendation from the
Secretary of the Interior for Outstanding Service. More recently,
he was appointed by President George W. Bush as an advisor to the
President's Commission on Reservation Economies. Mr. Matheson
previously served as a delegate to the People's Republic of
China's Native American Trade Mission, and as Chief Executive
Officer of Coeur d'Alene Development Enterprises. He holds an
M.A. in Business Administration from the University of
Washington.
David P. Hanlon, Vice Chairman - Mr. Hanlon is a U.S. gaming
industry consultant, including Native American and international
gaming ventures. He most recently served as President and Chief
Operating Officer of Rio Suites Hotel Casino, from 1996-1999,
where he guided the corporation through a major expansion. From
1994-1995, he served as President & CEO of International Game
Technology (IGT), the world's leading manufacturer of
microprocessor gaming machines. From 1988-1993, he served as
President & CEO of Merv Griffin's Resorts International, where he
completed two complex billion dollar restructurings and sold
international properties in the Bahamas. From 1984-1988, he
served as President of Harrah's Atlantic City (Harrah's Marina
and Trump Plaza), where he was responsible for casino and hotel
operations and 9,000 employees. During his four-year leadership,
Harrah's became the most profitable operation in Atlantic City.
From 1978-1984, Mr. Hanlon served as CFO and Executive Vice
President of Caesar's World, Inc., where he was in charge of all
East Coast operations. Prior to starting his career in the gaming
industry, Mr. Hanlon served as Director of Corporate Finance for
Fluor Corporation, from 1975-1978. Mr. Hanlon's education
includes a B.S. in Hotel Administration from Cornell University,
an MS in Accounting and an MBA in Finance from the Wharton
School, University of Pennsylvania, and an Advanced Management
Program at the Harvard Business School. Mr. Hanlon is Executive-
In-Residence, School of Hotel Administration, Cornell University,
and a member of various boards.
John Sharpe most recently served as President and Chief Operating
Officer of Four Seasons Hotels & Resorts, from which he retired
in 1999, after 23 years of service. During his tenure at Four
Seasons, the world's largest operator of luxury hotels, Mr.
Sharpe directed worldwide hotel operations, marketing and human
resources, and took great pride in helping create Four Seasons'
renowned reputation for the highest level of service in the
worldwide hospitality industry. In 1999, Mr. Sharpe received the
"Corporate Hotelier of the World" award from Hotels Magazine,
Inc. Mr. Sharpe has also received the "Silver Plate" award of the
International Food Manufacturers Association, and the "Gold
Award" of the Ontario Hostelry Institute. Mr. Sharpe graduated
with a B.S. in Hotel Administration from Cornell University and
is currently a Trustee of the Culinary Institute of America, and
Chair of the Industry Advisory Council at the Cornell Hotel
School. He currently serves on a number of other boards,
including Fairmont Hotels & Resorts, Toronto, Canada, Elizabeth
Arden Salon/Spa Holdings, Phoenix, Arizona, and Grand
Expeditions, Inc. Boca Raton, Florida. Mr. Sharpe previously
served as Executive-In-Residence, School of Hotel Administration,
Cornell University; Chairman of the Board of Governors of Ryerson
Polytechnic University, Toronto, Canada; and, Co-Chair of the
American Hotel Foundation, Washington, D.C.
Arthur I. Sonnenblick is Senior Managing Director of Sonnenblick-
Goldman Company. Founded in 1893, Sonnenblick-Goldman is the
nation's leading independent real estate investment banking firm,
arranging billions of dollars of private equity, joint venture,
mortgage and sale transactions each year. Mr. Sonnenblick served
as President of Sonnenblick-Goldman Company from 1978-1987 and
CEO from 1978-1995. He is a member of Urban Land Institute and
International Council of Shopping Centers, and has lectured at
the Urban Land Institute Practicing Law Institute, International
Council of Shopping Centers, Mortgage Bankers Association,
National Association of Home Builders, New York Chapter American
Institute of Appraisers, Columbia University, Fordham University,
and New York University. From 1979 to 1983, Mr. Sonnenblick was
also a Partner and Member of the Board of Directors of Lehman
Brothers Kuhn Loeb. He is also a past President of the Mortgage
Bankers Association of New York and a past member of the Board of
Governors of the Real Estate Board of New York. Mr. Sonnenblick
is currently a member of the Board of Directors of Alexander's,
Inc. and is Chairman of the Board of Trustees of the Educational
Alliance. He holds a Bachelor of Science in Economics from the
Wharton School of the University of Pennsylvania.
Jay Holt was named director of Empire Resorts in February 2003.
Mr. Holt is currently a corporate finance consultant specializing
in project feasibility, acquisition analysis, and distressed
asset strategy. Prior to his current role, Mr. Holt served as
head of the Structured Finance Department at Helaba, New York,
1996 - 1997, and headed the Product Development, Asset
Securitization, and Infrastructure Finance Groups at Deutsche
Bank New York from 1990 to 1995. At Deutsche Bank, Mr. Holt
structured and led substantial financings for IBM and other major
multinational corporations. Earlier, Mr. Holt practiced law for
ten years with the firm of Hawkins, Delafield & Wood in New York
City and was a partner in the firm from 1985 - 1988. In his law
practice, Mr. Holt represented Goldman, Sachs & Co., J.P. Morgan,
Lehman Brothers, First Boston, and other major investment banking
firms, specializing in structured finance and project feasibility
studies for publicly offered securities. Mr. Holt received a BA
from Baylor University and his JD from New York University.
Paul deBary is a Managing Director at Marquette deBary Co., Inc.,
a New York based broker-dealer, where he serves as a financial
advisor for state and local government agencies, public and
private corporations and non-profits. Prior to assuming his
current position, Mr. deBary served as Managing Director in the
Public Finance Department of Prudential Securities from 1994 to
1997. He was a partner in the law firm of Hawkins, Delafield &
Wood in New York from 1975 to 1994. Mr. deBary received an AB in
1968, and MBA and JD in 1971 from Columbia University. He is a
member of the American Bar Association, the New York State Bar
Association, the Association of the Bar of the City of New York
and the National Association of Bond Lawyers and serves a
President and as a Director of the Society of Columbia graduates.
He is a limited partner with a 2.97% interest in Watertone
Holdings, LP. Mr. deBary has served as a director of the Company
since March 2002.
Robert Berman, CEO, has been a private investor for the past
fifteen years. As Managing Director of Watermark Investments
Limited from 1994 to 2000, he oversaw a number of private
partnerships investing in real estate, technology and basic
industries. From 1998 to 1999, Mr. Berman was a Vice Chairman
and Director of Executone Information Systems, a
telecommunications company. From 1995 to 1999, he served as
Chairman of the Board and Chief Executive Officer of Hospitality
Worldwide Services, Inc., a hotel services company with average
annual sales above $150 million. Mr. Berman has served as a
director and Chief Executive Officer of the Company since
February 2002.
Morad Tahbaz, President of the Company, was appointed a director
in February 2003, and as President in June 2003. Mr. Tahbaz is
also President of Catskill Development, LLC. Since 1994, Mr.
Tahbaz has served on the Board of Directors of Air Methods
Corporation (NASD: AIRM). He is a co-founder and Managing
Director of Americas Tower Partners, an investment and venture
capital firm, which developed Americas Tower, a one million
square foot, 50-story office tower in New York City. Since 1983,
Mr. Tahbaz has also served as Senior Vice President of The New
York Land Company, a real estate acquisitions and development
firm. From 1980 to 1982, he was the Project Manager for Colonial
Seaboard, Inc., a residential development company in New Jersey.
Mr. Tahbaz received his Bachelor's Degree in Philosophy and Fine
Arts from Colgate University and attended the Institute for
Architecture and Urban Studies in New York City. He holds a
Master's Degree in Business Administration from Columbia
University Graduate School of Business. Mr. Tahbaz lectured on
real estate development and finance at the Columbia Graduate
School of Business from 1984 to 1988.
Ralph Bernstein is a co-founder and Partner of Americas Tower
Partners, a real estate development and investment firm, and has
been responsible for the acquisition and development of several
million square feet of commercial space. Mr. Bernstein started
his career in agribusiness with a large European multi-national
trading and real estate development company, where he was later
responsible for the company's U.S. real estate activities. He
holds a Bachelor of Arts Degree in Economics from the University
of California at Davis. He currently serves on the Board of
Catskill Development, LLC.
Joseph E. Bernstein started his career as a corporate tax
attorney on Wall Street at Cahill, Gordon & Reindel and as an
international tax attorney at Rosenman & Colin. He later started
his own international tax law practice. Since the early 1980's,
Mr. Bernstein (along with his brother Ralph, and their partner,
Morad Tahbaz, through their jointly-owned entity, Americas Tower
Partners) has also been involved in the development of three
million square feet of commercial property in Manhattan,
including The Crown Building, at Fifth Avenue and 57th Street in
Manhattan, and Americas Tower, a 50-story office building on
Avenue of the Americas and 46th Street, serving as world
headquarters to PriceWaterhouseCoopers and US headquarters to
Israel's largest bank, Bank Hapoalim. Americas Tower Partners is
presently developing AQUAR!A Entertainment City, a $375 million
tourism project in Eilat, Israel, with the support of the
Government of Israel, and the $100 million Mt. Arbel Resort &
Residence Club, overlooking the Sea of Galilee, under design by
Wimberly Allison Tong & Goo, with 36 holes of golf designed by
Robert Trent Jones II. Mr. Bernstein holds a BA in Economics
from the University of California at Davis; a BA in Agricultural
Business Management from the University of California at Davis;
an MBA in Finance from UCLA Graduate School of Management; a J.D.
from the University of California at Davis School of Law; and, a
Master of Laws Degree (LL.M.) in Taxation from the New York
University Graduate School of Law.
To the extent the content of this press release includes forward-
looking statements, they involve various risks and uncertainties,
including (i) the risk that various approvals necessary for the
projects described herein and required to be obtained from the
New York State Lottery, the United States Bureau of Indian
Affairs, the National Indian Gaming Regulatory Commission, the
Governor of the State of New York, and various other federal,
State and local governmental entities are not received, (ii) the
risk that financing necessary for the proposed programs or
projects may not be able to be obtained because of credit
factors, market conditions or other contingencies, (iii) the risk
that the Cayuga Nation may exercise certain broad rights with
regard to termination of its agreements with the Company and
Catskill, (iv) the risk that the proposed consolidation with
Catskill Development LLC does not occur, (v) the risk of non-
compliance by various counterparties of the related agreements,
and (vi) general risks affecting the Company as described from
time to time in it's reports filed with the Securities and
Exchange Commission. 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 1994, and as such, speak only as of the date made.