Initial Statement of Beneficial Ownership (3)
November 04 2019 - 5:04PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Genting Berhad |
2. Date of Event Requiring Statement (MM/DD/YYYY)
11/4/2019
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3. Issuer Name and Ticker or Trading Symbol
EMPIRE RESORTS INC [NYNY]
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(Last)
(First)
(Middle)
24TH FLOOR, WISMA GENTING, JALAN SULTAN ISMAIL |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director ___X___ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Street)
KUALA LUMPUR, N8 50250
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4) | 2. Amount of Securities Beneficially Owned
(Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) | 4. Nature of Indirect Beneficial Ownership
(Instr. 5) |
| Common Stock | 13200000 | I | See Explanation of Responses (1)(2)(3)(4) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4) | 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) | 6. Nature of Indirect Beneficial Ownership
(Instr. 5) |
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Explanation of Responses: |
| (1) | Pursuant to an executed binding term sheet (the "Term Sheet"), dated as of August 5, 2019, by and among Kien Huat Realty III Limited ("Kien Huat"), Genting Malaysia Berhad ("GenM") and Genting (USA) Limited ("Gen USA"), Gen USA bought 13,200,000 shares of Common Stock, par value $0.01 per share, of the Issuer ("Common Stock") from Kien Huat. |
| (2) | Lim Kok Thay may be deemed to indirectly control Genting Berhad, which may be deemed to control GenM, which controls its indirect, wholly-owned subsidiary, Gen USA. |
| (3) | Genting Berhad may be deemed to be indirectly controlled by Lim Kok Thay through a discretionary trust of which Parkview Management Sdn Bhd is the trustee, which owns 100% of voting shares of Kien Huat International Limited, which, in turn, owns 100% of the voting shares in Kien Huat Realty Sdn Berhad ("KHR"), which, in turn owns 100% of the voting shares of Inverway Sdn Bhd ("Inverway"). KHR and Inverway own ordinary shares in Genting Berhad. Lim Kok Thay and Kien Huat filed separately from the Reporting Persons. |
| (4) | Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any. |
Remarks:
(5) The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Genting Berhad
24TH FLOOR, WISMA GENTING
JALAN SULTAN ISMAIL
KUALA LUMPUR, N8 50250 |
| X |
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Genting Malaysia Berhad
GENTING HIGHLANDS RESORT
GENTING HIGHLANDS
PAHANG DARUL MAKMUR, N8 69000 |
| X |
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Genting (USA) Ltd
FIRST NAMES HOUSE
VICTORIA ROAD
DOUGLAS, Y8 IM2 4DF |
| X |
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Signatures
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| /s/ Loh Bee Hong, Secretary, Genting Berhad (5) | | 11/4/2019 |
| **Signature of Reporting Person | Date |
| /s/ Ms. Koh Poy Yong, Chief Financial Officer, Genting Malaysia Berhad (5) | | 11/4/2019 |
| **Signature of Reporting Person | Date |
| /s/ Ms. Koh Poy Yong, Chief Financial Officer, Genting (USA) Limited (5) | | 11/4/2019 |
| **Signature of Reporting Person | Date |
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