Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Jun. 30, 2014 | Aug. 08, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'EMPIRE RESORTS INC | ' |
Entity Central Index Key | '0000906780 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Jun-14 | ' |
Amendment Flag | 'false | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q2 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 39,372,462 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $14,865 | $7,526 |
Restricted cash | 1,695 | 1,070 |
Accounts receivable, net | 413 | 1,178 |
Prepaid expenses and other current assets | 3,455 | 3,023 |
Total current assets | 20,428 | 12,797 |
Property and equipment, net | 25,633 | 26,155 |
Other assets | 50 | 95 |
Total assets | 46,111 | 39,047 |
Current liabilities: | ' | ' |
Accounts payable | 2,699 | 2,555 |
Accrued expenses and other current liabilities | 7,500 | 6,041 |
Due to Related Parties, Current | 17,426 | 0 |
Total current liabilities | 27,625 | 8,596 |
Long-term loan, related party | 0 | 17,426 |
Total liabilities | 55,625 | 48,822 |
Stockholders' equity: | ' | ' |
Common stock, $0.01 par value, 150,000 shares authorized, 30,023 and 29,931 shares issued and outstanding in 2012 and 2011, respectively | 394 | 365 |
Additional paid-in capital | 175,124 | 159,027 |
Accumulated deficit | -185,032 | -169,167 |
Total stockholders' equity | -9,514 | -9,775 |
Total liabilities and stockholders' equity | 46,111 | 39,047 |
Series A [Member] | ' | ' |
Stockholders' equity: | ' | ' |
Preferred stock, 5,000 shares authorized; $0.01 par value - | 0 | 0 |
Series B [Member] | ' | ' |
Stockholders' equity: | ' | ' |
Preferred stock, 5,000 shares authorized; $0.01 par value - | 0 | 0 |
Series E [Member] | ' | ' |
Current liabilities: | ' | ' |
Series E preferred stock payable - $10 per share redemption value, 1,551 Shares as of March 31, 2014 and December 31, 2013, (aggregate liquidation value of $29,549 as of March 31, 2014) | 28,000 | 22,800 |
Stockholders' equity: | ' | ' |
Preferred stock, 5,000 shares authorized; $0.01 par value - | $0 | $0 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 39,372,000 | 36,495,000 |
Common stock, shares outstanding | 39,372,000 | 36,495,000 |
Number of shares redeemable upon settlement event (shares) | 1,551,000 | 1,551,000 |
Series A [Member] | ' | ' |
Preferred stock, per share liquidation value (usd per share) | $1,000 | $1,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Series B [Member] | ' | ' |
Preferred stock, per share liquidation value (usd per share) | $29 | $29 |
Preferred stock, shares issued | 44,000 | 44,000 |
Preferred stock, shares outstanding | 44,000 | 44,000 |
Series E [Member] | ' | ' |
Preferred stock, per share redemption value | $10 | $10 |
Preferred stock, shares issued | 27,000 | 27,000 |
Preferred stock, shares outstanding | 27,000 | 27,000 |
Preferred Stock, Liquidation Preference, Value | $29,859 | $29,239 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Revenues: | ' | ' | ' | ' |
Gaming | $15,741 | $16,971 | $29,203 | $31,596 |
Food, beverage, racing & other | 1,956 | 3,336 | 4,077 | 6,280 |
Gross revenues | 17,697 | 20,307 | 33,280 | 37,876 |
Less: Promotional allowances | -1,478 | -1,386 | -2,454 | -2,124 |
Net revenues | 16,219 | 18,921 | 30,826 | 35,752 |
Costs and expenses: | ' | ' | ' | ' |
Gaming | 11,726 | 12,243 | 21,710 | 23,231 |
Food, beverage, racing and other | 2,185 | 2,795 | 4,482 | 5,501 |
Selling, general and administrative | 2,911 | 4,235 | 5,461 | 7,054 |
Development costs | 6,270 | 0 | 7,841 | 0 |
Stock-based compensation | 136 | 70 | 284 | 150 |
Depreciation | 335 | 330 | 676 | 673 |
Total costs and expenses | 23,563 | 19,673 | 40,454 | 36,609 |
Income from operations | -7,344 | -752 | -9,628 | -857 |
Amortization of deferred financing costs | -22 | -18 | -45 | -36 |
Interest expense | -2,933 | -329 | -5,975 | -659 |
Income before income taxes | ' | ' | 9,619 | ' |
Net income | -10,299 | -1,099 | -15,648 | -1,552 |
Undeclared dividends on preferred stock | -47 | -5,027 | -94 | -5,415 |
Net income (loss) applicable to common shares | ($10,346) | ($6,126) | ($15,742) | ($6,967) |
Weighted average common shares outstanding, basic | 38,376 | 32,873 | 37,534 | 31,500 |
Weighted average of common shares outstanding, diluted | 38,376 | 32,873 | 37,534 | 31,500 |
(loss) income per common share, basic | ($0.27) | ($0.19) | ($0.42) | ($0.22) |
(loss) income per common share, diluted | ($0.27) | ($0.19) | ($0.42) | ($0.22) |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Operating activities: | ' | ' |
Net income | ($15,648) | ($1,552) |
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ' | ' |
Depreciation | 676 | 673 |
Recovery of doubtful accounts | 0 | -1 |
Non-cash interest expense | 5,200 | 0 |
Loss/(Gain) on disposal of property and equipment | 65 | -13 |
Stock-based compensation | 284 | 150 |
Changes in operating assets and liabilities: | ' | ' |
Restricted cash -NY Lottery and Purse Accounts | -615 | -506 |
Accounts receivable | 765 | -593 |
Prepaid expenses and other current assets | -432 | -1,004 |
Other assets | 45 | 109 |
Accounts payable | 143 | 381 |
Accrued expenses and other current liabilities | 1,459 | -1,530 |
Net cash (used in) provided by operating activities | -8,058 | -3,886 |
Investing activities: | ' | ' |
Purchases of property and equipment | -218 | -323 |
Restricted cash - Racing capital improvement | -11 | 51 |
Project development costs | 0 | -3,213 |
Net cash used in investing activities | -229 | -3,485 |
Cash flows from financing activities: | ' | ' |
Proceeds from rights issue, net | 13,237 | 11,178 |
Series E preferred shares redemption | 0 | -1,528 |
Proceeds from exercise of stock options | 2,389 | 0 |
Net Cash Provided by (Used in) Financing Activities | 15,626 | 9,650 |
Net (decrease) increase in cash and cash equivalents | 7,339 | 2,279 |
Cash and cash equivalents, beginning of period | 7,526 | 9,063 |
Cash and cash equivalents, end of period | 14,865 | 11,342 |
Supplemental disclosures of cash flow information: | ' | ' |
Interest paid | 768 | 661 |
Non-cash investing and financing activities: | ' | ' |
Common stock issued in settlement of preferred stock dividends | 218 | 205 |
Project development costs included in accrued expenses | $0 | $936 |
Summary_of_Business_and_Basis_
Summary of Business and Basis for Presentation | 6 Months Ended |
Jun. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Summary of Business and Basis for Presentation | ' |
Summary of Business and Basis for Presentation | |
Basis for Presentation | |
The condensed consolidated financial statements and notes as of June 30, 2014 and December 31, 2013 and for the three and six months ended June 30, 2014 and June 30, 2013 are unaudited and include the accounts of Empire Resorts, Inc. (“Empire”) and subsidiaries (the “Company”). | |
The condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all the information and the footnotes required by accounting principles generally accepted in the United States of America (“GAAP”) for complete financial statements. These condensed consolidated financial statements reflect all adjustments (consisting of normal recurring accruals) which are, in the Company’s opinion, necessary for the fair presentation of the financial position, results of operations and cash flows for the interim periods. These condensed consolidated financial statements and notes should be read in conjunction with the consolidated financial statements and notes thereto included in its Annual Report on Form 10-K for the year ended December 31, 2013. The results of operations for the interim period may not be indicative of results to be expected for the full year. | |
Liquidity | |
The accompanying consolidated financial statements have been prepared on a basis that contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. As of June 30, 2014, we had total current assets of approximately $20.4 million and current liabilities of approximately $27.6 million, including the $17.4 million convertible promissory note ("Kien Huat Note") issued to Kien Huat Realty III Limited ("Kien Huat"), our largest stockholder. We have had continuing net losses and negative cash flow from operating activities, including a loss from operations of $9.6 million for the six months ended June 30, 2014. Management believes the results of the six months ended June 30, 2014 are due to the (i) severe weather that caused a reduction in revenues in the first quarter, (ii) economic and competitive landscape in the region, (iii) a focused marketing effort on mid and high level segments and reduced marketing efforts to the low end segment which resulted in lower gaming revenues, lower free play and lower marketing costs (iv) $7.8 million of development expenses for the Casino Project (as defined below); and (v) reduced racing revenues due to the suspension of all simulcasting other than intra-state simulcasting because a horsemen's agreement was not in place with the Monticello Harness Horsemen’s Association ("MHHA"). However, the Company anticipates that its current cash and cash equivalents balances and cash generated from operations will be sufficient to meet its operating expenses for the next twelve months. Whether the Company's resources are adequate to meet the Company’s liquidity needs beyond that period will depend on its growth and operating results. In the event the Company is granted a Gaming Facility License (as defined below), and so long as the Company's shelf registration statement on Form S-3 (the "S-3") remains effective and the Company is not deemed an "ineligible issuer" pursuant to the Securities Act of 1933, as amended (collectively the "Conversion Conditions"), the Kien Huat Note will be converted into shares of the Company's common stock upon the earlier of (i) the consummation of a rights offering pursuant to the terms of that certain Commitment Letter (as defined and discussion below) and (ii) its maturity date of March 15, 2015. In the event we are not granted a Gaming Facility License, the S-3 is no longer effective or the Company is deemed an "ineligible issuer", we anticipate refinancing or extending the term of the Kien Huat Note prior to its maturity. However, there can be no assurance that the Company will be successful in refinancing the Kien Huat Note or amending its terms. If the Company is unable to refinance or amend the Kien Huat Note prior to its maturity, it could have a material adverse affect on the Company. | |
As more fully described below, on June 30, 2014, the Company, through a wholly-owned subsidiary, Montreign Operating Company, LLC ("Montreign"), submitted an application to the New York State Gaming Facility Location Board ("Siting Board") for a license (a "Gaming Facility License") to operate a resort casino (the "Casino Project") to be located at the site of Adelaar, a four-season destination resort planned for the Town of Thompson in Sullivan County 90 miles from New York City (the "Project"). In the Gaming Facility License application, the Company submitted a "preferred" proposal for the Casino Project and also addressed two alternatives to its preferred proposal, which alternatives are based on the location of other gaming facilities in the Hudson Valley-Catskills area (our "Area"). If the Siting Board decides to recommend that the Company be awarded a Gaming Facility License by the New York State Gaming Commission ("NYSGC"), the size of the Casino Project, including the amount of capital necessary to complete the Casino Project, will vary based upon the number and location of competitive licenses issued by the NYSGC in our Area. If the Company were to build one of the alternatives to the preferred proposal, each of the alternative building programs for the Casino Project would be scaled back to properly take into account the location of and the economic realities of increased competition from another gaming facility. The financing requirements for such a scaled back Casino Project is expected to be lower in each alternative, as well. | |
We anticipate financing the associated costs and expenses of the license award and the development of the Casino Project with a combination of debt and equity financing. For the debt portion of the Company’s financing, Credit Suisse AG has committed to provide a senior secured credit facility of up to a maximum amount of $478 million (the “CS Credit Facility”). Depending on a variety of factors outside the control of the Company, such as the number of licenses in our Area, the amount of financing needed for the Casino Project may be less than the maximum amount of the commitment. The CS Credit Facility is subject to various conditions precedent, including the Company’s receipt of a Gaming Facility License and evidence of an equity investment in the Company of up to $150 million. | |
We may launch a rights offering to our existing equity holders in an amount necessary to meet the equity investment requirements of the CS Credit Facility and to redeem certain outstanding Series E preferred stock of the Company in accordance with an existing settlement agreement. On June 26, 2014, the Company and Kien Huat, entered into a letter agreement (the "Commitment Letter") pursuant to which Kien Huat committed to exercise its proportionate share of subscription rights if the Company commenced a rights offering on the terms described in the Commitment Letter to meet the requirements of the CS Credit Facility. In addition, in lieu of exercising any over-subscription rights in such a rights offering, Kien Huat agreed it would enter into a standby purchase agreement to exercise all subscription rights not otherwise exercised by other holders in the rights offering upon the same terms as the other holders. For such commitment, the Company agreed to pay Kien Huat a fee of 1.0% of the maximum amount that may be raised, of which 0.5% was paid upon execution of the Commitment Letter and the remaining 0.5% is due if a rights offering is launched. | |
The Company obtained the commitment with respect to the CS Credit Facility and entered into the Commitment Letter to meet a requirement of the application for a Gaming Facility License, which requires the Company demonstrate its ability to finance the costs and expenses of the Casino Project. However, the Company has reserved the flexibility to reassess our financing alternatives if we are granted a Gaming Facility License and either proceed with the financing options described herein or pursue alternative means of financing the Casino Project on terms and conditions more beneficial to the Company. | |
We may also seek to enter into other strategic agreements, joint ventures or similar agreements or we may sell additional debt or equity in public or private transactions in support of the Casino Project and our ongoing operations. On January 3, 2014, we filed the S-3, which was declared effective on February 12, 2014, covering the offer and sale of up to $250 million of our securities. As of August 12, 2014, we had up to $236.6 million available for future issuances under the S-3. The sale of additional equity will result in additional dilution to the Company’s existing stockholders and financing arrangements may not be available to the Company, or may not be available in amounts or on terms acceptable to the Company. | |
On April 2, 2014, the Company commenced a rights offering of common stock to holders of its common stock and Series B Preferred Stock (the "April 2014 Rights Offering"). The Company distributed to its common stock holders and Series B Preferred Stock holders one non-transferable right to purchase one share of common stock at a subscription price of $6.25 per share for each fifteen shares of common stock owned, or into which their Series B Preferred Stock was convertible, on March 31, 2014, the record date for the April 2014 Rights Offering. In addition to being able to purchase their pro rata portion of the shares offered based on their ownership as of March 31, 2014, stockholders were able to oversubscribe for additional shares of common stock. | |
Upon completion of the April 2014 Rights Offering on May 6, 2014, the Company issued 2,138,881 shares of common stock and raised approximately $13.4 million. This includes 453,165 shares issued to holders upon exercise of their basic subscription rights, 1,512,629 shares issued to Kien Huat upon exercise of its basic subscription rights and 173,087 shares issued to holders upon exercise of their over-subscription rights in the April 2014 Rights Offering. The Company has and expects to utilize the net proceeds of approximately $13.2 million for certain expenses relating to (i) the Project and Casino Project; (ii) maintaining our on-going operations and facilities; and (iii) support of our pursuit of a Gaming Facility License. | |
Nature of Business | |
Through Empire’s wholly-owned subsidiary, Monticello Raceway Management, Inc. (“MRMI”), the Company currently owns and operates Monticello Casino and Raceway, a 45,000 square foot video gaming machine (“VGM”) and harness horseracing facility located in Monticello, New York, 90 miles northwest of New York City. Monticello Casino and Raceway operates 1,110 VGMs, which includes 1,090 video lottery terminals (“VLTs”) and 20 electronic table game positions (“ETGs”). VGMs are similar to slot machines, but they are connected to a central system and report financial information to the central system. The Company also generates racing revenues through pari-mutuel wagering on the running of live harness horse races, the import simulcasting of harness and thoroughbred horse races from racetracks across the country and internationally, and the export simulcasting of its races to offsite pari-mutuel wagering facilities. | |
In December 2012, MRMI entered into a master development agreement (the "MDA") with EPT Concord II, LLC ("EPT") to develop 1,500 acres located in Sullivan County, New York (the "EPT Property"), which is owned by EPT and EPR Concord II, LP, each a wholly-owned subsidiary of EPR Properties Trust ("EPR"). The parties envision developing a four-season destination resort to be named Adelaar. The Casino Project, to be called “Montreign Resort Casino,” is a part of the initial phase of Adelaar, which will also include an Indoor Waterpark Lodge and adventure park, Rees Jones redesigned “Monster” Golf Course and an Entertainment Village, which will include retail, restaurant, shopping and entertainment. Together with the Casino Project, this initial phase of the Project is referred to as the “Gaming Facility.” Over the past three years, the Company has expended substantial energy on designing the Casino Project and, in conjunction with EPR, working with local and state agencies and officials to obtain the necessary permits and approvals to begin construction. On June 30, 2014, the Company, through Montreign, applied for a Gaming Facility License, which is described in more detail below, with respect to the Casino Project. The size of the Casino Project, including the amount of capital necessary to complete the Montreign Resort Casino, will vary based upon the number and location of competitive licenses issued by the NYSGC in our Area. In addition, the development of the Project and the Casino Project is contingent upon various conditions, including obtaining all necessary governmental approvals, as described in the MDA, and the Company's ability to obtain necessary financing. | |
Recent Events | |
On June 30, 2014, the Company, through Montreign, filed its Gaming Facility License application with the Siting Board. In total, seventeen applications for a Gaming Facility License were submitted in response to the RFA, one of which was disqualified by the Siting Board on August 7, 2014. Nine of the applications relate to proposed projects in our Area. The NYSGC’s website indicates that casino siting and operators are expected to be formally announced in "Early fall" 2014. Accordingly, there can be no assurance that the NYSGC will ultimately award us a Gaming Facility License on terms acceptable to us or at all, or that they will not postpone such determination. | |
The preferred proposal to build a Gaming Facility by Montreign contemplates the following elements: | |
• Montreign Resort Casino (defined above as Casino Project): An 18-story casino, hotel and entertainment complex featuring an 80,000 sq.ft. casino (with 61 table games and 2,150 state-of-the-art slot machines), 391 luxury rooms designed to meet the 4-star and 4-diamond standards of Forbes® and AAA®, multiple dining and entertainment options, and meeting and conference space. | |
• Indoor Waterpark Lodge: A 350 room, family-style, non-gaming resort featuring a wide range of amenities including the excitement of an 80,000 sq.ft. indoor water park, dining facilities and other recreational opportunities. The Indoor Waterpark Lodge will be the first resort hotel with an indoor waterpark in the Catskills region. | |
• Entertainment Village: A pedestrian-friendly, 200,000 sq.ft. Entertainment Village featuring multiple dining opportunities and specialty retail shops. | |
• Monster Golf Course: This famous course will be redesigned and improved by Rees Jones, “The Open Doctor”. It will be playable by golfers of every skill level and yet another amenity to complement Montreign Resort Casino, which will lease and manage the course. | |
In its Gaming Facility License application, Montreign also addressed two alternatives to the preferred proposal based on the location of other gaming facilities, if any, in our Area. If the Company were to build one of the alternatives to the preferred proposal, each of the alternative building programs for the Casino Project would be scaled back to properly take into account the location of and the economic realities of increased competition from another gaming facility. | |
MRMI and MHHA had an agreement (the "MHHA Agreement") that governed the conduct of MRMI and MHHA relating to horseracing purse payments, the simulcasting of horse races and certain other payments. The MHHA Agreement expired pursuant to its terms on January 31, 2014. Absent an agreement, MRMI continued to run live harness races and paid MHHA members based on the requirements of statutory provisions. Because of the federal Interstate Horseracing Act, without a written agreement with the MHHA, which includes permission to simulcast into and out of New York, effective as of February 1, 2014 through July 20, 2014, MRMI suspended all simulcasting other than intra-state simulcasting. On July 21, 2014, MRMI and MHHA entered into an interim agreement (the "Interim Agreement"). The Interim Agreement has an initial term that expires on August 19, 2014, which term will automatically extend for two additional thirty (30) day periods unless either party objects in writing prior to the expiration of the term then in effect. Pursuant to the Interim Agreement, MRMI commenced interstate simulcasting immediately on July 21, 2014. In addition, during each thirty (30) day term, MRMI agreed to make administrative distributions to MHHA from a purse account. MRMI will also provide MHHA office space and equipment free of charge during the term of the Interim Agreement. | |
During the term of the Interim Agreement, the parties will use best efforts to negotiate and execute a new agreement. If the Interim Agreement expires with no new agreement between the parties, MRMI will continue to run live harness races and pay MHHA members based on the requirements of statutory provisions. However, because of the federal Interstate Horseracing Act, without a written agreement with the MHHA, which includes permission to simulcast into and out of New York, effective as of the earlier of (i) October 18, 2014, or (ii) the expiration of any of the thirty (30) day periods addressed above, if MRMI or MHHA objects to the extension of the Interim Agreement, MRMI will suspend all simulcasting other than intra-state simulcasting. | |
On July 18, 2014, holders of a majority of the voting power of the Company's voting securities acted by written consent to approve the issuance of common stock to Kien Huat (i) upon the terms and conditions of the Commitment Letter and the agreements contemplated by the Commitment Letter if the Company decides to launch such a rights offering in support of the Casino Project and (ii) upon conversion of the Kien Huat Note. Pursuant to the Delaware General Corporation Law and the Securities Exchange Act of 1934, as amended, such actions will be effective on September 11, 2014, which is at least 40 days after the mailing of notice of such action to the remaining holders of the Company's voting securities. In the event all the Conversion Conditions are met, the Kien Huat Note will be converted into shares of the Company's common stock upon the earlier of (i) the closing of a rights offering pursuant to the terms of the Commitment Letter and (ii) the maturity date of March 15, 2015. | |
On July 22, 2014, Governor Andrew Cuomo signed legislation to amend the New York tax law, in relation to the authorized hours of conducting video lottery gaming and the amount of free play authorized. The law now permits VGM facilities to remain open until 6:00 am. After review, we have determined that it is unlikely that we will change our hours of operation to remain open until 6:00 am each day. The law also increases the non-subsidized free play allowance from 10% to 15%. This increase will permit us to be more competitive with casinos in Pennsylvania which have access to unlimited non-subsidized free play. | |
Regulation | |
Our operations are overseen by the NYSGC. The legislation that created the NYSGC provides that the Board of the NYSGC shall consist of seven members. As of August 12, 2014, six members have been appointed to the Board of the NYSGC. The NYSGC has the authority and responsibility to promulgate rules and regulations that affect the operations of our business. Prior to the creation of the NYSGC, our harness horseracing and simulcasting activities were overseen by the New York State Racing and Wagering Board ("RWB") and our VGM activities were overseen by the New York Lottery ("NYL"). Now, our VGM, harness horseracing and simulcast activities in the State of New York are overseen by the NYSGC, Division of Lottery and Division of Horse Racing, respectively. | |
In a letter dated July 8, 2014, the NYSGC assigned to MRMI the race dates requested for the month of August 2014. The NYSGC has not yet approved MRMI's racetrack and simulcast license renewal applications for calendar year 2014. Generally, the annual license renewal process requires the NYSGC to review the financial responsibility, experience, character and general fitness of MRMI and its management. | |
On July 30, 2013, the Upstate New York Gaming and Economic Development Act ("Gaming Act") was enacted. The Gaming Act, among other things, provides the statutory framework for the regulation of full-scale casino gaming, which was approved by New York State voters in November 2013 when they voted to approve a constitutional amendment to permit full-scale casino gaming. The Gaming Act amends the racing, pari-mutuel wagering and breeding law, the penal law, the tax law and the state finance law in relation to full-scale gaming. The Gaming Act authorizes the NYSGC to award up to four (4) upstate Gaming Facility Licenses. Gaming facilities are authorized in three regions of the state: the Columbia, Delaware, Dutchess, Greene, Orange, Sullivan and Ulster counties, which is referred to as the "Hudson Valley-Catskills Area" and in which we are located; the Albany, Fulton, Montgomery, Rensselaer, Saratoga, Schenectady, Schoharie and Washington counties ; and the Broome, Chemung (east of State Route 14), Schuyler (east of State Route 14), Seneca, Tioga, Tompkins, and Wayne (east of State Route 14) counties . Up to two (2) gaming facilities can be located in any of the three regions. No gaming facilities can be authorized in Putnam county, Westchester county, Rockland county, New York City or Long Island. | |
In addition, the Gaming Act amends the executive law, state finance law, Indian law, tax law and the racing, pari-mutuel wagering and breeding law in relation to: authorizing the settlement of disputes between the Oneida Nation of New York, the state, Oneida county and Madison county; identifying nations and tribes; video lottery gaming; administration of certain funds and accounts related to the commercial gaming revenue fund; enacting the state operations budget, in relation to commercial gaming revenues; directing the NYSGC to annually evaluate video lottery gaming; account wagering on simulcast horse races; and video lottery gaming vendor's fees. The Gaming Act amended the penal law to add new definitions and gaming crimes and to address the operation of unlawful electronic sweepstakes. Further, the Gaming Act authorizes Nassau Off-Track Betting Corporation ("Nassau OTB") and Suffolk Regional Off-Track Betting Corporation ("Suffolk OTB") to file video lottery gaming license applications to establish one VGM facility each, at an Off-Track Betting site operated by Nassau OTB and Suffolk OTB respectively, with a maximum of one thousand (1,000) VGMs at each site. | |
In accordance with the Gaming Act, the Siting Board is charged with selecting applicants that are qualified to receive a Gaming Facility License and determining the location of such Gaming Facilities. The NYSGC is not required to issue a license if the Siting Board determines that there are no qualified applicants in a specific region. Once granted, there will be a seven (7) year exclusivity period for holders of Gaming Facility Licenses, commencing with the awarding of the license, during which no further Gaming Facilities will be licensed by the NYSGC. If the Legislature authorizes additional Gaming Facility Licenses within this period, licensees shall have the right to recover a pro-rata portion of the license fee paid. | |
On March 12, 2014, the NYSGC appointed the first three individuals to serve on the Siting Board and on July 7, 2014, it appointed two additional individuals. Pursuant to the Gaming Act, the NYSGC is responsible for appointing a total of five members to the Siting Board. | |
On March 24, 2014, the NYSGC announced that it had selected the firm of Taft, Stettinius & Hollister LLP to provide gaming advisory services in its review and ultimate selection of casino applicants for Upstate New York. It further announced that Taft, Stettinius & Hollister LLP has subcontracted with several entities to assist in the project, including financial advisory firm Christiansen Capital Advisors, investment bank Houlihan Lokey and gaming facility consultant Macomber International, Inc. | |
On March 31, 2014, the NYSGC held a public meeting at which it approved the draft Request for Applications ("RFA") and the forms for Gaming Facility License Application, Multi-Jurisdictional Personal History Disclosure Form and New York Supplemental. Also on March 31, 2014, the Siting Board held a public meeting at which it approved the RFA and the forms for Gaming Facility License Application, Multi-Jurisdictional Personal History Disclosure Form and New York Supplement. | |
Pursuant to the RFA, each Applicant was required to pay to the NYSGC an application fee of $1 million (the "Application Fee") by April 23, 2014 to help defray the costs associated with the processing of the application and investigation of the applicant. However, if the costs of processing, investigation and related costs exceed the Application Fee paid, the applicant shall be required to pay the additional amount to the NYSGC within 30 days after notification of insufficient fees. If the investigation costs related to an applicant are below the amount of the Application Fee paid, any unexpended portion shall be returned to the applicant. On April 18, 2014, the NYSGC confirmed that it received our Application Fee. On June 30, 2014, Montreign submitted an application for a Gaming Facility License in response to the RFA. There are eight Applicants that filed nine applications in our Area. The applicants in our Area include, among others, Caesars Entertainment, a joint venture between the Cordish Companies and Penn National Gaming, Inc. and RW Orange County LLC, an affiliate of Genting Malaysia Berhad, for which K.T. Lim, a director and beneficiary of Kien Huat, serves as chairman and chief executive officer. | |
Applicant oral presentations of applications are scheduled for September 8-9, 2014, public hearings in each of the three regions are scheduled to take place between September 22-24, 2014 and, pursuant to the NYSGC's website, the Siting Board's selection of the applicants is expected in "Early fall" 2014. | |
Pursuant to the RFA, a holder of a Gaming Facility License must pay a minimum licensing fee, within thirty (30) days after the award of a Gaming Facility License. However, nothing shall prohibit an Applicant from agreeing to pay an amount in excess of the fees established by the NYSGC. If awarded a Gaming Facility License, the Company's minimum licensing fee for a Gaming Facility in our Area would be $50 million if no Gaming Facility License were awarded for a Gaming Facility located in Dutchess or Orange Counties and $35 million if a Gaming Facility License were awarded for a Gaming Facility located in Dutchess or Orange Counties. We anticipate that such license fee would be funded by the debt and/or equity financings the Company expects to undertake in support of the Casino Project. | |
If the Company were to be awarded a Gaming Facility License by the NYSGC, the Gaming Act provides the tax rate on slot machines would be 39% and the tax rate on table games would be 10%. However, an applicant may agree to supplement the tax with a binding supplemental fee. The Gaming Act imposes a $500 annual fee on each slot machine and table game. In addition, the Gaming Act requires the maintenance of the horsemen and breeder payments at the 2013 dollar level to be adjusted annually pursuant to changes in the consumer price index. A racetrack location awarded a Gaming Facility License shall maintain racing activity and race dates. If the Company is not awarded a Gaming Facility License, the Gaming Act provides that MRMI would receive its current NYSGC commission rate and would receive an additional commission from NYSGC based on a rate related to the effective tax rate on all gross gaming revenue at any gaming facility developed in our Area. | |
Development | |
Master Development Agreement | |
EPT and EPR Concord II, LP, each a wholly owned subsidiary of EPR, are the sole owners of 1,500 acres located in the Town of Thompson in Sullivan County, which we refer to as the EPT Property. On December 14, 2012 (the "Effective Date"), EPT and MRMI entered into the MDA to develop the EPT Property. The MDA defines and governs the overall relationship between EPT and MRMI with respect to the development, construction, operation, management and disposition of the Project to be developed by the parties on the EPT Property. The term of the MDA commenced on the Effective Date and shall expire on the earlier of (i) the earliest date on which the Casino Project, the Golf Course Project and the Initial Resort Project (as such terms are defined in the MDA) are all open to the general public for business and (ii) the sooner termination pursuant to the terms of the MDA. The parties also agreed to continue to cooperate in good faith with the on-going development plans and have agreed to share certain mutually agreed upon expenses including expenses relating to common infrastructure work. Either party has the right to terminate the MDA prior to the execution of a lease between EPT and MRMI with respect to the EPT Property prior to the commencement of construction on the Casino Project (the "Casino Lease"). Following the payment of any additional amounts accrued pursuant to the MDA as of the date of termination, neither party shall have any obligations under the MDA. | |
In accordance with the terms of the MDA, MRMI shall be responsible for the development and construction of the Casino Project, in which MRMI has agreed to invest a minimum of $300 million. In connection with the Casino Project, the Company, through Montreign, applied for a Gaming Facility License pursuant to the Gaming Act. Our application for a Gaming Facility License relates to the development of the Casino Project, and the Gaming Facility generally, which is the initial phase of the Project. Once the development of the Casino Project is completed, MRMI shall then be responsible for maintaining and operating the Casino Project in accordance with the operating standards contained in the Casino Lease. | |
MRMI and EPT agreed to cooperate with each other and appropriate governmental authorities and to provide such information as may be reasonably requested by such governmental authorities in order to obtain and maintain all gaming licenses required to operate the Casino Project. In accordance with the terms of the Option Agreement, which is discussed below, MRMI provided EPT a certificate of the MRMI Board of Directors which, in substance, waives MRMI’s right to terminate the MDA pursuant to specified provisions therein and, unless the Option terminates due to the occurrence of a Trigger Event, which is defined below, so long as EPT has provided its notice to proceed, the Master Declaration has been executed and EPT is not in breach of the Option Agreement or any other agreements between the parties, MRMI is prohibited from building or operating a gaming facility in our Area anywhere other than at the EPT Property or building or operating a VGM facility anywhere other than at MRMI’s existing site or at the EPT Property for a period of five years following the termination of the Option Agreement. The development of the Project, including the Casino Project, is contingent upon various conditions, including obtaining necessary governmental approval, as fully set forth in the MDA and the Company's ability to obtain necessary financing. | |
Option Agreement | |
On December 21, 2011 (the “Option Effective Date”), MRMI entered into an option agreement with EPT, which was last amended by a letter agreement dated June 20, 2014, between EPT and MRMI (as amended, the “Option Agreement”). Pursuant to the Option Agreement, EPT granted us a sole and exclusive option (the “Option”) to lease certain portions of the EPT Property pursuant to the terms of the form of Casino Lease negotiated between the parties. Our rights and obligations pursuant to the Option Agreement are subject to certain existing EPT agreements. | |
Among other things, the Option Agreement reflects the parties' agreement of when MRMI must decide whether it will lease the EPT Property for purposes of constructing the Casino Project. Pursuant to the Option Agreement, on November 30, 2013, MRMI exercised its right to extend the date by which it must make such determination (the "Option Exercise Period End Date") for up to a twelve month period ending November 30, 2014 (the "First Extended Option Exercise Period"). In addition, the final date by which MRMI must decide whether or not to execute the Casino Lease (the "Final Option Exercise Outside Date") was extended to a date that is (i) 120 days from the earliest to occur of specified triggers relating to whether MRMI is chosen to receive a Gaming Facility License or (ii) 60 days from when affiliates of MRMI enter into an agreement to develop a gaming facility with someone other than MRMI (each a "Trigger Event"). In consideration of such extension, MRMI is obligated to make monthly option payments (each an “Option Payment”). If a Trigger Event occurs, EPT may, at its sole discretion, extend the Final Option Exercise Outside Date by a maximum of 90 days and, before the Final Option Exercise Outside Date, waive such Trigger Event in writing (in which case the Option Agreement would continue as if such Trigger Event had not occurred). | |
If a Trigger Event has not occurred as of the end of the First Extended Option Exercise Period, (i) MRMI may extend the Option Exercise Period End Date by up to an additional twelve months (the “Second Extended Option Exercise Period”) from November 30, 2014 to November 30, 2015 by making monthly Option Payments at a higher amount. If a Trigger Event has not occurred as of the end of the Second Extended Option Exercise Period, MRMI may extend the Option Exercise Period End Date on a monthly basis until the occurrence of a Trigger Event by making monthly Option Payments at an even higher amount. If MRMI exercises the Option and the Casino Lease for the EPT Property is executed between the parties, any Option Payments made by MRMI shall constitute prepaid rent and shall be applied against amounts due to EPT as rent under the Casino Lease. | |
If a Trigger Event occurs, EPT shall have the immediate right to discuss or negotiate with any other entity with respect to developing a Gaming Facility or seeking a Gaming Facility License regarding the EPT Property and, if MRMI has not exercised the Option by the applicable Final Option Exercise Outside Date, EPT shall have the immediate right to enter into an agreement with another entity to develop a Gaming Facility or seek a Gaming Facility License with respect to the EPT Property. | |
During the term of the Option Agreement, MRMI agreed to make a good faith effort to pursue a Gaming Facility License. If MRMI fails to diligently pursue the Gaming Facility License, MRMI shall notify EPT and the Final Option Exercise Outside Date shall be 60 days following the receipt of such notice by EPT. In furtherance of the Project and the Casino Project, EPT and MRMI negotiated the terms of a Master Declaration which was executed by EPT on December 6, 2013, which addresses the covenants, conditions, easements and restrictions of the Concord Resorts Master Association, LLC for the Project. In addition, EPT entered into an agreement with Aquatic Development Group to be the water park developer and operator for the Project and, in connection with such commitment, MRMI reimbursed EPT for certain out-of-pocket costs and expenses incurred by Aquatic Development Group pursuant to, and subject to the limitations contained in, the Option Agreement. | |
EPT has also granted MRMI the option to purchase the EPT Property, together with the other property owned by EPT at the site of the former Concord Resort, which option is exercisable upon the occurrence of a Trigger Event or any time between May 1, 2015 and June 30, 2015, at book value as of August 30, 2013 plus capitalized expenses incurred by EPT after such date through the purchase date and related to the development of the EPT Property. | |
Pursuant to the June 20, 2014 amendment to the Option Agreement, MRMI and EPT agreed to amend the terms of the Casino Lease to expire on the earlier of: (i) the last day of the calendar month that is seventy (70) years after the commencement of the Casino Lease, and (ii) upon MRMI giving EPT written notice of its election to terminate the Casino Lease (the “Termination Option”) at least twelve (12) months prior to any one of five Option Dates (as defined below). The Option Dates under the letter agreement mean each of the twentieth (20th), thirtieth (30th), fortieth (40th), fiftieth (50th) and sixtieth (60th) anniversary of the commencement of the ground lease. Upon MRMI’s timely notice of exercise of its Termination Option, the Casino Lease shall be automatically terminated effective as of the applicable Option Date. Additionally, within sixty (60) days after a Gaming Facility License has been awarded to Montreign, MRMI will assign, and Montreign will assume, the Option and Casino Lease to own or acquire the land through a tenancy for a term of seventy (70) years. The remaining terms and conditions of the Option Agreement remain unchanged. | |
Regulatory Permits and Approvals | |
In January, 2013, the Town Board (the "Town Board") of the Town of Thompson, in which the EPT Property is located, unanimously approved certain zoning amendments necessary for the development of the Project and the Comprehensive Development Plan for the entire project site. Moreover, in July 2013, the Planning Board of the Town of Thompson granted final site plan approval for the Casino Project. On April 17, 2014, an application for a Minor Amendment to the Site Development Plan Approval for the Casino Project was made to the Planning Board. The Minor Site Plan Amendment included a minor design change, and an increase in the number of hotel rooms and additional parking for the Casino Project. By Resolution dated June 3, 2014, the Town Board determined that no further environmental review under SEQRA was required in connection with the proposed Minor Site Plan Amendment and issued a Negative Declaration of Environmental Significance. The Planning Board approved the Minor Site Plan Amendment by Resolution dated June 11, 2014. MRMI will need to submit detailed construction plans to the Town of Thompson and received other regulatory approvals, including approvals from the U.S. Army Corps of Engineers and the New York State departments of Environmental Conservation, Transportation and Health prior to the commencement of construction on the Casino Project. | |
On March 19, 2013, the County of Sullivan Industrial Development Agency (“IDA”) approved a Resolution (1) taking official action authorizing the issuance of revenue bonds to enable MRMI to use the industrial development revenue bonds for the financing of the Casino Project; (2) describing the forms of financial assistance being contemplated by the IDA to include: (i) an exemption from New York State (“State”) and local sales and use taxes with respect to certain items used in, or for the acquisition, construction and equipping of, the Casino Project, estimated to be $15 million, (ii) the grant of one or more Mortgage liens on IDA's interest in the Casino Project to secure the bonds and/or any other indebtedness incurred by or for the benefit of MRMI in connection with the Casino Project, which Mortgages would be exempt from all mortgage recording taxes imposed in the State, estimated to be $1.1 million, and (iii) a partial (or full) real property tax abatement, estimated to be $126 million over sixteen (16) years; and (3) appointing MRMI as IDA's agent to undertake the Casino Project. Fees for the utilization of the bonds and other financial assistance would be paid by MRMI to the IDA. | |
Expenses of Development | |
Previously, we capitalized our development costs for the Casino Project because such development was to be a VGM facility. However, with the enactment of the Gaming Act in 2013 and the subsequent referendum approving a constitutional amendment in November 2013 to permit Gaming Facilities in New York, we applied, in a competitive environment, for a Gaming Facility License for the Gaming Facility which includes the Casino Project. As it is not certain that we will obtain a Gaming Facility License necessary for the Casino Project, such expenditures cannot be capitalized. Accordingly, during the fourth quarter of 2013, we expensed approximately $16.0 million of previously capitalized costs. All costs incurred for the Casino Project as part of the Gaming Facility pursuant to the Gaming Act will now be expensed until we are awarded a Gaming Facility License. | |
In 2014, the total Project and Casino Project development costs incurred were approximately $7.8 million. The $7.8 million consisted of $1.6 million in architectural fees, $1.5 million of non-refundable payments pertaining to the Option Agreement with EPR, $1.0 million payment for an application fee, $900,000 payment to Kien Huat for a commitment fee pursuant to the Commitment Letter and $2.8 million in legal, construction manager costs, consultants and other professional services. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||||||||
Summary of Significant Accounting Policies | |||||||||||||||||
Revenue recognition and Promotional allowances | |||||||||||||||||
Gaming revenue is the net difference between gaming wagers and payouts for prizes from VGMs, non-subsidized free play and accruals related to the anticipated payout of progressive jackpots. Progressive jackpots contain base jackpots that increase at a progressive rate based on the credits played and are charged to revenue as the amount of the jackpots increase. The Company recognizes gaming revenues before deductions of such related expenses as NYSGC's share of VGM revenue and the MHHA and Agriculture and New York State Horse Breeding Development Fund’s (the "BDF") contractually required percentages. The MHHA Agreement expired on January 31, 2014 and effective as of February 1, 2014 through July 20, 2014, such deductions for MHHA and the BDF were the statutorily required percentages. | |||||||||||||||||
Food, beverage, racing and other revenue, includes food and beverage sales, racing revenue earned from pari-mutuel wagering on live harness racing and simulcast signals to and from other tracks and miscellaneous income. The Company recognizes racing revenues before deductions of such related expenses as purses, stakes and awards. The statutory elements of the racing revenues from Off-Track Betting Corporations are recognized as collected, due to uncertainty of receipt of and timing of payments. | |||||||||||||||||
Net revenues are recognized net of certain sales incentives in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Certification (“ASC”) 605-50, “Revenue Recognition—Customer Payments and Incentives”. The retail value of complimentary food, beverage and other items provided to the Company’s guests is included in gross revenues and then deducted as promotional allowances. The estimated cost of providing such food, beverage and other items as promotional allowances is included in food, beverage, racing and other expense. In addition, promotional allowances include non-subsidized free play offered to the Company’s guests based on their relative gaming worth and prizes included in certain promotional marketing programs. | |||||||||||||||||
The retail value amounts included in promotional allowances for the three and six months ended June 30, 2014 and 2013 are as follows: | |||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
(in thousands) | |||||||||||||||||
Food and beverage | $ | 409 | $ | 459 | $ | 828 | $ | 833 | |||||||||
Non-subsidized free play | 978 | 743 | 1,489 | 973 | |||||||||||||
Players club awards | 91 | 184 | 137 | 318 | |||||||||||||
Total retail value of promotional allowances | $ | 1,478 | $ | 1,386 | $ | 2,454 | $ | 2,124 | |||||||||
The estimated cost of providing complimentary food, beverages and other items for the three and six months ended June 30, 2014 and 2013 are as follows: | |||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
(in thousands) | |||||||||||||||||
Food and beverage | $ | 524 | $ | 530 | $ | 1,086 | $ | 1,009 | |||||||||
Non-subsidized free play | 577 | 438 | 879 | 574 | |||||||||||||
Players club awards | 91 | 184 | 137 | 318 | |||||||||||||
Total cost of promotional allowances | $ | 1,192 | $ | 1,152 | $ | 2,102 | $ | 1,901 | |||||||||
Accounts receivable | |||||||||||||||||
Accounts receivable, net of allowances, are stated as the amount the Company expects to collect. When required, an allowance for doubtful accounts is recorded based on information on the collectability of specific accounts. Accounts are considered past due or delinquent based on contractual terms, how recently payments have been received and the Company’s judgment of collectability. In the normal course of business, the Company settles wagers for other racetracks and is exposed to credit risk. These wagers are included in accounts receivable. Account balances are charged against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. As of June 30, 2014 and December 31, 2013, the Company recorded an allowance for doubtful accounts of approximately $166,000 and $166,000 respectively. | |||||||||||||||||
Earnings (loss) per common share | |||||||||||||||||
The Company computes basic earnings (loss) per share by dividing net income (loss) applicable to common shares by the weighted-average common shares outstanding for the period. Diluted earnings (loss) per share reflects the potential dilution of earnings that could occur if securities or contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings (loss) of the entity. Since the effect of common stock equivalents is anti-dilutive with respect to losses, these common stock equivalents have been excluded from the Company’s computation of loss per common share. Therefore, basic and diluted loss per common share for all periods presented in the accompanying statement of operations were the same. | |||||||||||||||||
The following table shows the approximate number of common stock equivalents outstanding at June 30, 2014 and 2013 that could potentially dilute basic earnings per share in the future. | |||||||||||||||||
Outstanding as of June 30, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Options | 1,013,000 | 2,202,000 | |||||||||||||||
Warrants | 1,083,000 | 1,083,000 | |||||||||||||||
Option matching rights | 497,000 | 1,258,000 | |||||||||||||||
Restricted stock | 111,000 | 50,000 | |||||||||||||||
Shares to be issued upon conversion of convertible debt | 6,575,000 | 6,575,000 | |||||||||||||||
Total | 9,279,000 | 11,168,000 | |||||||||||||||
Fair value | |||||||||||||||||
The Company follows the provisions of ASC 820, “Fair Value Measurement,” issued by the FASB for financial assets and liabilities. This standard defines fair value, provides guidance for measuring fair value, requires certain disclosures and discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow) and the cost approach (cost to replace the service capacity of an asset or replacement cost). The Company chose not to elect the fair value option as prescribed by FASB, for its financial assets and liabilities that had not been previously carried at fair value. The Company’s financial instruments are comprised of current assets, current liabilities and a short-term loan, related party. Current assets and current liabilities approximate fair value due to their short-term nature. As of June 30, 2014, the Company’s management was unable to reasonably estimate the fair value of the short-term loan, related party due to the inability to obtain quotes for similar credit facilities. | |||||||||||||||||
Estimates and assumptions | |||||||||||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from estimates. | |||||||||||||||||
Recent accounting pronouncements | |||||||||||||||||
The Company does not believe that any recently issued, but not effective, accounting standards, if currently adopted, will have a material effect on its consolidated financial position, results of operations, or cash flows. |
Project_Development_Costs
Project Development Costs | 6 Months Ended |
Jun. 30, 2014 | |
Project Development Costs [Abstract] | ' |
Project Development Costs | ' |
Project Development Costs | |
On December 21, 2011 (the “Option Effective Date”), MRMI entered into an option agreement with EPT, which was last amended by a letter agreement dated June 20, 2014, between EPT and MRMI (as amended, the “Option Agreement”). Pursuant to the Option Agreement, EPT granted us a sole and exclusive option (the “Option”) to lease certain portions of the EPT Property pursuant to the terms of the form of Casino Lease negotiated between the parties. Our rights and obligations pursuant to the Option Agreement are subject to certain existing EPT agreements. | |
Among other things, the Option Agreement reflects the parties' agreement of when MRMI must decide whether it will lease the EPT Property for purposes of constructing the Casino Project. Pursuant to the Option Agreement, on November 30, 2013, MRMI exercised its right to extend the Option Exercise Period End Date for up to a twelve month period ending November 30, 2014. In addition, the Final Option Exercise Outside Date was extended to a date that is (i) 120 days from the earliest to occur of specified triggers relating to whether MRMI is chosen to receive a Gaming Facility License or (ii) 60 days from when affiliates of MRMI enter into an agreement to develop a gaming facility with someone other than MRMI . If a Trigger Event occurs, EPT may, in its sole discretion, extend the Final Option Exercise Outside Date by a maximum of 90 days and, before the Final Option Exercise Outside Date, waive such Trigger Event in writing (in which case the Option Agreement would continue as if such Trigger Event had not occurred). | |
If a Trigger Event has not occurred as of the end of the First Extended Option Exercise Period, (i) MRMI may extend the Option Exercise Period End Date by up to an additional twelve months from November 30, 2014 to November 30, 2015 by making monthly Option Payments at a higher amount. If a Trigger Event has not occurred as of the end of the Second Extended Option Exercise Period, MRMI may extend the Option Exercise Period End Date on a monthly basis until the occurrence of a Trigger Event by making monthly Option Payments at an even higher amount. If MRMI exercises the Option and the Casino Lease for the EPT Property is executed between the Parties, any additional amounts paid by MRMI as Option Payments shall constitute prepaid rent and shall be applied against amounts due to EPT as rent under the Casino Lease. | |
If a Trigger Event occurs, EPT shall have the immediate right to discuss or negotiate with any other entity with respect to developing a casino or seeking a Gaming Facility License regarding the EPT Property and, if MRMI has not exercised the Option by the applicable Final Option Exercise Outside Date, EPT shall have the immediate right to enter into an agreement with another entity to develop a casino or seek a Gaming Facility License with respect to the EPT Property. | |
EPT also granted MRMI the option to purchase the EPT Property, together with the other property owned by EPT at the site of the former Concord Resort, which option is exercisable upon the occurrence of a Trigger Event or any time between May 1, 2015 and June 30, 2015, at book value as of August 30, 2013 plus capitalized expenses incurred by EPT after such date through the purchase date and related to the development of the EPT Property. | |
Pursuant to the Option Agreement, we made option payments to EPT in the amount of $750,000 and $472,603, on December 21, 2011 and March 8, 2013, respectively. On September 18, 2013, EPT's Board of Directors provided an irrevocable notice to proceed with the development of the EPT Property in accordance with the MDA. In addition, on September 30, 2013, MRMI's Board of Directors provided a certificate waiving MRMI's right to terminate the MDA. As a result, on September 30, 2013, the aggregate option payments of $1,222,603 made by MRMI to EPT, became non-refunding. | |
EPT has also entered into an agreement with Aquatic Development Group to be the water park developer and operator for the project at the EPT property (a “Second Tenant Commitment”). In connection with the receipt of a Second Tenant Commitment, MRMI agreed to reimburse certain out-of-pocket costs and expenses incurred by such tenant, subject to a cap. | |
On December 30, 2013, MRMI made an option payment to EPT in the amount of 250,000 with respect to the first month of the First Extended Option Exercise Period. | |
For the six months ended June 30, 2014 MRMI made option payments and recorded expenses to EPT totaling $1,500,000. |
Accrued_Expenses_and_Other_Cur
Accrued Expenses and Other Current Liabilities | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Payables and Accruals [Abstract] | ' | ||||||||
Accrued Expenses and Other Current Liabilities | ' | ||||||||
Accrued Expenses and Other Current Liabilities | |||||||||
Accrued expenses and other current liabilities, as presented on the balance sheet, are comprised of the following: | |||||||||
30-Jun-14 | 31-Dec-13 | ||||||||
(in thousands) | |||||||||
Liability for horseracing purses | $ | 1,079 | $ | 473 | |||||
Accrued payroll | 1,052 | 1,300 | |||||||
Accrued redeemable points | 346 | 393 | |||||||
Liability to NYSGC | 1,000 | 521 | |||||||
Liability for local progressive jackpot | 831 | 768 | |||||||
Accrued professional fees | 2,422 | 1,406 | |||||||
Federal tax withholding payable | 119 | — | |||||||
Accrued other | 651 | 1,180 | |||||||
Total accrued expenses and other current liabilities | 7,500 | 6,041 | |||||||
ShortTerm_Loan_Related_Party
Short-Term Loan, Related Party | 6 Months Ended |
Jun. 30, 2014 | |
Debt Disclosure [Abstract] | ' |
Short-Term Loan, Related Party | ' |
Short-Term Loan, Related Party | |
On November 17, 2010, Empire entered into a loan agreement (the "Loan Agreement") with Kien Huat Realty III Limited ("Kien Huat"), our largest shareholder, pursuant to which Kien Huat made a loan (the "Kien Huat Loan") represented by a convertible promissory note in the principal amount of $35 million and which had an interest rate of 5% per annum. The Company paid down the principal of the Kien Huat Note in the amount of approximately $17.6 million from the proceeds of the rights offering the Company consummated in May 2011. The maturity date for the Kien Huat Note was May 17, 2013. | |
On August 8, 2012, the Company and Kien Huat entered into Amendment No. 1 (the “Amendment”) to the Loan Agreement. Pursuant to the Amendment, the maturity date of the Kien Huat Note was extended from May 17, 2013 to December 31, 2014. In consideration of the extension of the maturity date of the Kien Huat Note, effective as of date of the Amendment, the rate of interest was amended to be 7.5% per annum in place of 5% per annum. In addition, the Company paid Kien Huat a one-time fee of $174,261, or 1% of the outstanding principal amount of the Loan upon execution of the Amendment. | |
On December 18, 2013, the Company and Kien Huat entered into Amendment No. 2 (the “Second Amendment”) to the Loan Agreement. Pursuant to the Second Amendment, the maturity date of the Kien Huat Note was extended from December 31, 2014 to March 15, 2015. In consideration of the extension of the maturity date of the Kien Huat Note, the Company paid Kien Huat a one-time fee of $25,000 upon execution of the Second Amendment. In addition, the Company agreed to pay the out-of-pocket legal fees and expenses incurred by Kien Huat in an amount not to exceed $20,000. Except for these amendments, the Loan Agreement remains unchanged and in full force and effect. | |
Subject to and upon compliance with the provisions of the Loan Agreement, including the receipt of shareholder approval of the issuance of the Company's common stock upon conversion of the Kien Huat Note (the "Shareholder Approval"), Kien Huat has the right to convert all or any portion of the principal sum evidenced by the Kien Huat Note such that the unconverted portion is $1,000 or a multiple of $1.00 in excess thereof into fully paid and non-assessable shares of Empire’s common stock at a conversion rate of initially 377 shares of common stock per $1,000 in principal amount, which represents a conversion price of approximately $2.65 per share, subject to adjustment in accordance with the Loan Agreement. If, as of any date during the term (the “Measuring Date”), the average of the last reported bid prices of the Company’s common stock for the 20 days consecutive trading days as defined in the Loan Agreement, ending on the trading day prior to the Measuring Date exceeds 200% of the conversion price in effect on the Measuring Date, then the Company is entitled to elect that Kien Huat convert all of the principal sum evidenced by the Kien Huat Note into shares of its common stock in accordance with the terms and provisions of the Loan Agreement, including the receipt of the Shareholder Approval. If Empire does not elect to force conversion of the Kien Huat Note and there have been no events of default as defined in the Loan Agreement, Empire may voluntarily prepay the Loan in whole or in part, with all interest accrued through the applicable period, absent notice from Kien Huat of its election to convert the Kien Huat Note. | |
In the event the Conversion Conditions are met,the Kien Huat Note will be converted into shares of the Company's common stock upon the earlier of (i) the consummation of a rights offering pursuant to the terms of that certain Commitment Letter (which is discussed in Note A above) and (ii) the maturity date of March 15, 2015. In the event the Kien Huat Note is converted in common stock pursuant to the Commitment Letter, the Kien Huat Note would be convertible into shares of common stock of the Company at a conversion rate of 382.202837 shares of common stock per $1,000 in principal amount, which represents a conversion price of approximately $2.6164 per share. Such conversion rate and conversion price reflect adjustments to these terms that are required by the terms of the Loan Agreement as a result of the April 2013 Rights Offering (as defined below) and the April 2014 Rights Offering. The conversion rate and conversion price are subject to further adjustment pursuant to the Loan Agreement in the event of certain dilutive issuances by the Company. | |
In the event the Conversion Conditions are not met, we anticipate refinancing or extending the term of the Kien Huat Note prior to its maturity. However, there can be no assurance that the Company will be successful in refinancing the Kien Huat Note or amending its terms. If the Company is unable to refinance or amend the Kien Huat Note prior to its maturity, it could have a material adverse affect on the Company. | |
On July 18, 2014, the holders of a majority of the voting power of the Company's voting securities acted by written consent to approve the issuance of shares of the Company's common stock upon the conversion of the Kien Huat Note. Pursuant to the Delaware General Corporation Law and the Securities Exchange Act of 1934, as amended, such action will be effective on September 11, 2014, which is at least 40 days after the mailing of notice of such action to the remaining holders of the Company's voting securities. | |
The Company recognized approximately $653,000 and $657,000 in interest expense associated with the Loan during the six months ended June 30, 2014 and 2013, respectively. | |
We have paid interest to Kien Huat pursuant to the Loan Agreement totaling approximately $4.1 million from November 2010 through March 31, 2014. Due to an inadvertent oversight, the Company did not withhold taxes due on such interest payments to Kien Huat, which is a foreign entity affiliate of ours, as required by the Internal Revenue Code of 1986, as amended. Kien Huat has reimbursed the Company for the taxes that were due on such interest payments, which are equal to 30% of the interest paid to Kien Huat, or approximately $1.2 million (the “Taxes Payable”). The Taxes Payable amount has been remitted to the Internal Revenue Service (the "IRS"). The interest on the Taxes Payable which is estimated in the amount of $119,000, will be remitted to the IRS upon the IRS's request therefor. The total of the Taxes Payable and interest thereon is approximately $1.3 million. Based on the Company’s actions to correct such oversight, the Company believes that it is not probable that penalties would be due; however, if penalties were to be due to the IRS, the amount could be up to approximately $450,000. The Company has not adjusted its historical financial statements for any period prior to March 31, 2014 as the Company believes that the impact to previously issued financial statements is not material. |
Bryanston_Settlement_Agreement
Bryanston Settlement Agreement | 6 Months Ended |
Jun. 30, 2014 | |
Other Liabilities Disclosure [Abstract] | ' |
Bryanston Settlment Agreement | ' |
Bryanston Settlement Agreement | |
Effective as of June 30, 2013 (the “Closing Date”), the Company, Kien Huat, Colin Au Fook Yew (“Au”) and Joseph D'Amato (“D'Amato” and, together with the Company, Kien Huat and Au, the “Company Parties”) consummated the closing of a Settlement Agreement and Release (the “Settlement Agreement”) with Stanley Stephen Tollman (“Tollman”) and Bryanston Group, Inc. (“Bryanston Group” and, together with Tollman, the “Bryanston Parties”) (the Bryanston Parties together with the Company Parties, the "Settlement Parties"). Pursuant to the Settlement Agreement, the Company Parties and the Bryanston Parties agreed to the settlement of certain claims relating to shares of Series E Preferred Stock of the Company (the “Preferred Stock”) held by the Bryanston Parties and that certain Recapitalization Agreement, dated December 10, 2002, by and between, among others, the Bryanston Parties and a predecessor to the Company (the “Recapitalization Agreement”), pursuant to which the Bryanston Parties acquired the Preferred Stock. On the Closing Date, the Recapitalization Agreement terminated and ceased to have any further force and effect as between the Bryanston Parties and the Company. | |
In consideration for the mutual release of all claims, Empire shall redeem, purchase and acquire the Preferred Stock from the Bryanston Parties based upon the closing by the Company of third party financing in an aggregate amount sufficient to enable the Company to complete the construction of its Casino Project (the “Concord Event”). | |
On June 30, 2013, all Preferred Stock held by Tollman was redeemed for approximately $1.5 million (the "Redeemed Tollman Preferred Stock"). | |
On December 31, 2013, a payment for all dividends accrued and unpaid since December 10, 2002 (the “Accrued Dividends”), in an amount of approximately $1.3 million, was made on the Redeemed Tollman Preferred Stock. | |
If the Concord Event occurs after December 31, 2013 and on or before June 30, 2014, all Preferred Stock and Accrued Dividends held by Bryanston redeemed for an amount between $22.8 million and $28.0 million from funds legally available to the Company to effect such payment pro-rated based upon the actual number of days after December 31, 2013 the date that the Preferred Stock is redeemed. | |
If the Concord Event occurs after June 30, 2014 and on or before December 31, 2014, all Preferred Stock held by Bryanston would be redeemed for an amount between $28.0 million and the $10 Liquidation Value of the Preferred Stock (as such term is defined in the Recapitalization Agreement) and all Accrued Dividends as of December 31, 2014 from funds legally available to the Company to effect such payment prorated based upon the actual number of days after December 31, 2013 the date that the Preferred Stock is redeemed. | |
If the Concord Event does not occur before December 31, 2014, the Annual Dividend for calendar year 2014 shall be paid to Bryanston in the amount of approximately $1.2 million prior to the thirtieth (30th) day following December 31, 2014 from funds legally available to the Company to effect such payment. | |
If the Concord Event occurs after December 31, 2014 and on or before June 30, 2015, all Preferred Stock held by Bryanston shall be redeemed for an amount equal to the Liquidation Value and Accrued Dividends as of the date of the Concord Event from funds legally available to the Company to effect such payment. | |
If the Concord Event does not occur by June 30, 2015, 150,000 shares of Bryanston's Preferred Stock shall be redeemed on June 30, 2016 for $1.5 million. An additional 150,000 shares of Bryanston's Preferred Stock shall be redeemed for $1.5 million on each June 30 for the next three years from funds legally available to the Company to effect such payment. The balance of Bryanston's Preferred Stock shall be redeemed in an amount equal to the Liquidation Value and Accrued Dividends on June 30, 2020 from funds legally available to the Company to effect such payment. | |
Effective May 29, 2014, the Settlement Parties entered into a side letter amendment to the Settlement Agreement (the “Settlement Amendment”), pursuant to which the Redemption Schedule was revised. Pursuant to the Settlement Amendment, the Company may, at its sole discretion redeem the Preferred Stock prior to the occurrence of the Concord Event at a purchase price consistent with the Redemption Schedule notwithstanding whether a Concord Event has occurred (“Early Redemption”). Moreover, the Company shall be required to redeem the Preferred Stock upon being awarded a Gaming Facility License by the NYSGC and paying the required license fee at a purchase price consistent with the Redemption Schedule notwithstanding whether a Concord Event has occurred (“Mandatory Redemption”). Unless and until an Early Redemption or Mandatory Redemption occurs, the existing terms and conditions of the Settlement Agreement remain unaffected and the obligations unmodified. | |
As a result of the Settlement Agreement on June 30, 2013, and pursuant to ASC 480, the Series E Preferred Stock held by the Bryanston Parties became contractually redeemable subject to the terms and conditions of the Settlement Agreement and has been classified as a liability on the accompanying balance sheet as of that date. Changes in the value of the liability are recorded as interest expense to recognize the liability at the amount at which it would be contractually settled at the balance sheet date pursuant to the Settlement Agreement. For the six months ended June 30, 2014, the Company recognized interest expense of approximately $5.2 million. |
Stockholders_Equity
Stockholders Equity | 6 Months Ended |
Jun. 30, 2014 | |
Stockholders' Equity Note [Abstract] | ' |
Stockholders' Equity | ' |
Stockholders’ Equity | |
Stock-based compensation expense was approximately $136,000 and $70,000 for the three months ended June 30, 2014 and 2013, respectively and approximately $284,000 and $150,000 for the six months ended June 30, 2014 and 2013, respectively. As of June 30, 2014, there was approximately $383,000 of total unrecognized compensation cost related to non-vested share-based compensation awards granted under the Company’s plan. That cost is expected to be recognized over the remaining vesting period. This expected cost does not include the impact of any future stock-based compensation awards. | |
On February 19, 2014, our Board authorized the issuance of 30,833 shares of our common stock in payment of dividends due for the year ended December 31, 2013 on our Series B Preferred Stock. The recorded value of these shares was approximately $218,000. At December 31, 2013, the Company had undeclared dividends on the Series B Preferred Stock of approximately $218,000. | |
On February 12, 2013, Empire's Board of Directors (the "Board") authorized the issuance of 75,530 shares of our common stock in payment of dividends due for the year ended December 31, 2012 on our Series B Preferred Stock. The recorded value of these shares was approximately $167,000. At December 31, 2012, the Company had undeclared dividends on the Series B Preferred Stock of approximately $167,000. | |
On April 30, 2013, Empire commenced a rights offering of common stock to holders of its common stock and Series B Preferred Stock, which expired on May 30, 2013 (the "April 2013 Rights Offering"). At the completion of the April 2013 Rights Offering, the Company issued a total of 6,032,153 shares of common stock and raised approximately $11.4 million in gross proceeds and incurred approximately $223,000 in expenses. The Company has used a portion of the net proceeds of the April 2013 Rights Offering to fund the expenses of the Company’s Casino Project, which includes permitting, infrastructure and shared master planning costs and expenses, and for general working capital purposes. | |
On April 2, 2014, the Company commenced a rights offering of common stock to holders of its common stock and Series B Preferred Stock (the "April 2014 Rights Offering"). The Company distributed to its common stock holders and Series B Preferred Stock holders one non-transferable right to purchase one share of common stock at a subscription price of $6.25 per share for each fifteen shares of common stock owned, or into which their Series B Preferred Stock was convertible, on March 31, 2014, the record date for the April 2014 Rights Offering. In addition to being able to purchase their pro rata portion of the shares offered based on their ownership as of March 31, 2014, stockholders were able to oversubscribe for additional shares of common stock. | |
Upon completion of the April 2014 Rights Offering, the Company issued 2,138,881 shares of common stock and raised approximately $13.4 million. This includes 453,165 shares issued to holders upon exercise of their basic subscription rights, 1,512,629 shares issued to Kien Huat upon exercise of its basic subscription rights and 173,087 shares issued to holders upon exercise of their over-subscription rights in the April 2014 Rights Offering. The Company expects to utilize the estimated net proceeds of approximately $13.2 million for certain expenses relating to the the Project and Casino Project and maintaining our on-going operations and facilities in support of our pursuit of a Gaming Facility License. |
Concentration
Concentration | 6 Months Ended |
Jun. 30, 2014 | |
Risks and Uncertainties [Abstract] | ' |
Concentration | ' |
Concentration | |
The Company has three debtors, that consist of Hawthorne, Catskill OTB and Western OTB which represented 27%, 17% and 16%, respectively, of the total net outstanding racing related accounts receivables as of June 30, 2014. The Company had one debtor, that consisted of Western OTB which represented 10% of the total net outstanding racing related accounts receivable as of December 31, 2013. |
Commitments_and_Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
Commitments and Contingencies | |
Legal Proceedings | |
Monticello Raceway Management, Inc. v. Concord Associates L.P. | |
On January 25, 2011, Empire’s subsidiary, MRMI, filed a complaint in the Sullivan County Court against Concord, an affiliate of Louis R. Cappelli who was a significant stockholder. The lawsuit seeks amounts that MRMI believes is owed to it under an agreement between Concord, MRMI and the MHHA (the “2008 MHHA Agreement”). Pursuant to the 2008 MHHA Agreement, until the earlier to occur of the commencement of operations at the gaming facilities to be developed by Concord at the site of the former Concord hotel and former Concord resort or July 31, 2011, MRMI was to continue to pay to the MHHA 8.75% of the net win from VGM activities at Monticello Casino and Raceway, and Concord was to pay the difference, if any, between $5 million per year and 8.75% of the net win from VGM activities (“VGM Shortfall”) during such period. As of December 31, 2010, MRMI believes Concord owed it approximately $300,000 for the VGM Shortfall. Concord has contested its responsibility to make such VGM Shortfall payments to MRMI. In its Decision and Order, dated January 15, 2014, the Sullivan County Supreme Court awarded damages to MRMI in the approximate amount of $308,000 plus interest and costs. On February 4, 2014, Concord filed a Notice of Appeal with the Appellate Division of the New York Supreme Court, Third Division ("Third Division"). We will continue to aggressively pursue our claims in this lawsuit. | |
Concord Associates, L.P. v. Entertainment Properties Trust | |
On September 18, 2013, the United States District Court for the Southern District of New York (“SDNY”) granted Motions to Dismiss filed by us and all other defendants. This lawsuit was filed in March 2012, by Concord and various affiliates in the United States District Court for the Southern District of New York ("SDNY") and asserted in an amended complaint various federal antitrust claims against us, EPR, EPT, Genting NY LLC and Kien Huat. The lawsuit arises out of our exclusivity agreement and option agreement with EPT to develop the site of the EPT Property located in Sullivan County, New York. Concord brought federal antitrust claims alleging conspiracy in restraint of trade, conspiracy to monopolize and monopolization. Concord also brought state law claims for tortious interference with contract and business relations. Concord sought damages in an amount to be determined at trial but not less than $500 million subject to automatic trebling under federal antitrust laws, unspecified punitive damages and permanent injunctive relief. In its decision, the SDNY dismissed Concord’s federal antitrust claims with prejudice and dismissed Concord's state law claims without prejudice. On October 2, 2013, Concord filed a Motion for Reconsideration and on October 18, 2013, Concord filed a Notice of Appeal. On October 22, 2013, the United States Court of Appeals for the Second Circuit issued a Notice of Stay of Appeal pending the outcome of the Motion for Reconsideration. We believe this lawsuit is without merit and we will aggressively defend our interests. | |
Other Proceedings | |
We are a party from time to time to various other legal actions that arise in the normal course of business. In the opinion of management, the resolution of these other matters will not have a material and adverse effect on our consolidated financial position, results of operations or cash flows. |
Subsequent_Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Subsequent Events | |
MRMI and MHHA had an agreement (the "MHHA Agreement") that governed the conduct of MRMI and MHHA relating to horseracing purse payments, the simulcasting of horse races and certain other payments. The MHHA Agreement expired pursuant to its terms on January 31, 2014. Absent an agreement, MRMI continued to run live harness races and paid MHHA members based on the requirements of statutory provisions. Because of the federal Interstate Horseracing Act, without a written agreement with the MHHA, which includes permission to simulcast into and out of New York, effective as of February 1, 2014 through July 20, 2014, MRMI suspended all simulcasting other than intra-state simulcasting. On July 21, 2014, MRMI and MHHA entered into an interim agreement (the "Interim Agreement"). The Interim Agreement has an initial term that expires on August 19, 2014, which term will automatically extend for two additional thirty (30) day periods unless either party objects in writing prior to the expiration of the term then in effect. Pursuant to the Interim Agreement, MRMI commenced interstate simulcasting immediately on July 21, 2014. In addition, during each thirty (30) day term, MRMI agreed to make administrative distributions to MHHA from a purse account. MRMI will also provide MHHA office space and equipment free of charge during the term of the Interim Agreement. | |
During the term of the Interim Agreement, the parties will use best efforts to negotiate and execute a new agreement. If the Interim Agreement expires with no new agreement between the parties, MRMI will continue to run live harness races and pay MHHA members based on the requirements of statutory provisions. However, because of the federal Interstate Horseracing Act, without a written agreement with the MHHA, which includes permission to simulcast into and out of New York, effective as of the earlier of (i) October 18, 2014, or (ii) the expiration of any of the thirty (30) day periods addressed above, if MRMI or MHHA objects to the extension of the Interim Agreement, MRMI will suspend all simulcasting other than intra-state simulcasting. | |
On July 22, 2014, Governor Andrew Cuomo signed legislation to amend the New York tax law, in relation to the authorized hours of conducting video lottery gaming and the amount of free play authorized. The law now permits VGM facilities to remain open until 6:00 am. After review, we have determined that it is unlikely that we will change our hours of operation to remain open until 6:00 am each day. The law also increases the non-subsidized free play allowance from 10% to 15%. This increase will permit us to be more competitive with casinos in Pennsylvania which have access to unlimited non-subsidized free play. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2014 | |
Accounting Policies [Abstract] | ' |
Revenue recognition and Promotional allowances | ' |
Revenue recognition and Promotional allowances | |
Gaming revenue is the net difference between gaming wagers and payouts for prizes from VGMs, non-subsidized free play and accruals related to the anticipated payout of progressive jackpots. Progressive jackpots contain base jackpots that increase at a progressive rate based on the credits played and are charged to revenue as the amount of the jackpots increase. The Company recognizes gaming revenues before deductions of such related expenses as NYSGC's share of VGM revenue and the MHHA and Agriculture and New York State Horse Breeding Development Fund’s (the "BDF") contractually required percentages. The MHHA Agreement expired on January 31, 2014 and effective as of February 1, 2014 through July 20, 2014, such deductions for MHHA and the BDF were the statutorily required percentages. | |
Food, beverage, racing and other revenue, includes food and beverage sales, racing revenue earned from pari-mutuel wagering on live harness racing and simulcast signals to and from other tracks and miscellaneous income. The Company recognizes racing revenues before deductions of such related expenses as purses, stakes and awards. The statutory elements of the racing revenues from Off-Track Betting Corporations are recognized as collected, due to uncertainty of receipt of and timing of payments. | |
Net revenues are recognized net of certain sales incentives in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Certification (“ASC”) 605-50, “Revenue Recognition—Customer Payments and Incentives”. The retail value of complimentary food, beverage and other items provided to the Company’s guests is included in gross revenues and then deducted as promotional allowances. The estimated cost of providing such food, beverage and other items as promotional allowances is included in food, beverage, racing and other expense. In addition, promotional allowances include non-subsidized free play offered to the Company’s guests based on their relative gaming worth and prizes included in certain promotional marketing programs. | |
Accounts receivable | ' |
Accounts receivable | |
Accounts receivable, net of allowances, are stated as the amount the Company expects to collect. When required, an allowance for doubtful accounts is recorded based on information on the collectability of specific accounts. Accounts are considered past due or delinquent based on contractual terms, how recently payments have been received and the Company’s judgment of collectability. In the normal course of business, the Company settles wagers for other racetracks and is exposed to credit risk. These wagers are included in accounts receivable. Account balances are charged against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. As of June 30, 2014 and December 31, 2013, the Company recorded an allowance for doubtful accounts of approximately $166,000 and $166,000 respectively. | |
Earnings (loss) per common share | ' |
Earnings (loss) per common share | |
The Company computes basic earnings (loss) per share by dividing net income (loss) applicable to common shares by the weighted-average common shares outstanding for the period. Diluted earnings (loss) per share reflects the potential dilution of earnings that could occur if securities or contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings (loss) of the entity. Since the effect of common stock equivalents is anti-dilutive with respect to losses, these common stock equivalents have been excluded from the Company’s computation of loss per common share. Therefore, basic and diluted loss per common share for all periods presented in the accompanying statement of operations were the same. | |
Fair value | ' |
Fair value | |
The Company follows the provisions of ASC 820, “Fair Value Measurement,” issued by the FASB for financial assets and liabilities. This standard defines fair value, provides guidance for measuring fair value, requires certain disclosures and discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow) and the cost approach (cost to replace the service capacity of an asset or replacement cost). The Company chose not to elect the fair value option as prescribed by FASB, for its financial assets and liabilities that had not been previously carried at fair value. The Company’s financial instruments are comprised of current assets, current liabilities and a short-term loan, related party. Current assets and current liabilities approximate fair value due to their short-term nature. As of June 30, 2014, the Company’s management was unable to reasonably estimate the fair value of the short-term loan, related party due to the inability to obtain quotes for similar credit facilities. | |
Estimates and assumptions | ' |
Estimates and assumptions | |
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from estimates. | |
Recent accounting pronouncements | ' |
Recent accounting pronouncements | |
The Company does not believe that any recently issued, but not effective, accounting standards, if currently adopted, will have a material effect on its consolidated financial position, results of operations, or cash flows. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Summary of retail value amounts included in promotional allowances | ' | ||||||||||||||||
The retail value amounts included in promotional allowances for the three and six months ended June 30, 2014 and 2013 are as follows: | |||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
(in thousands) | |||||||||||||||||
Food and beverage | $ | 409 | $ | 459 | $ | 828 | $ | 833 | |||||||||
Non-subsidized free play | 978 | 743 | 1,489 | 973 | |||||||||||||
Players club awards | 91 | 184 | 137 | 318 | |||||||||||||
Total retail value of promotional allowances | $ | 1,478 | $ | 1,386 | $ | 2,454 | $ | 2,124 | |||||||||
Summary of estimated cost of providing complimentary food, beverages and other items | ' | ||||||||||||||||
The estimated cost of providing complimentary food, beverages and other items for the three and six months ended June 30, 2014 and 2013 are as follows: | |||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
(in thousands) | |||||||||||||||||
Food and beverage | $ | 524 | $ | 530 | $ | 1,086 | $ | 1,009 | |||||||||
Non-subsidized free play | 577 | 438 | 879 | 574 | |||||||||||||
Players club awards | 91 | 184 | 137 | 318 | |||||||||||||
Total cost of promotional allowances | $ | 1,192 | $ | 1,152 | $ | 2,102 | $ | 1,901 | |||||||||
Summary of the approximate number of common stock equivalents outstanding | ' | ||||||||||||||||
The following table shows the approximate number of common stock equivalents outstanding at June 30, 2014 and 2013 that could potentially dilute basic earnings per share in the future. | |||||||||||||||||
Outstanding as of June 30, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Options | 1,013,000 | 2,202,000 | |||||||||||||||
Warrants | 1,083,000 | 1,083,000 | |||||||||||||||
Option matching rights | 497,000 | 1,258,000 | |||||||||||||||
Restricted stock | 111,000 | 50,000 | |||||||||||||||
Shares to be issued upon conversion of convertible debt | 6,575,000 | 6,575,000 | |||||||||||||||
Total | 9,279,000 | 11,168,000 | |||||||||||||||
Accrued_Expenses_and_Other_Cur1
Accrued Expenses and Other Current Liabilities (Tables) | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Payables and Accruals [Abstract] | ' | ||||||||
Accrued expenses and other current liabilities | ' | ||||||||
Accrued expenses and other current liabilities, as presented on the balance sheet, are comprised of the following: | |||||||||
30-Jun-14 | 31-Dec-13 | ||||||||
(in thousands) | |||||||||
Liability for horseracing purses | $ | 1,079 | $ | 473 | |||||
Accrued payroll | 1,052 | 1,300 | |||||||
Accrued redeemable points | 346 | 393 | |||||||
Liability to NYSGC | 1,000 | 521 | |||||||
Liability for local progressive jackpot | 831 | 768 | |||||||
Accrued professional fees | 2,422 | 1,406 | |||||||
Federal tax withholding payable | 119 | — | |||||||
Accrued other | 651 | 1,180 | |||||||
Total accrued expenses and other current liabilities | 7,500 | 6,041 | |||||||
Summary_of_Business_and_Basis_1
Summary of Business and Basis for Presentation Liquidity (Details) (USD $) | 0 Months Ended | 6 Months Ended | 1 Months Ended | 1 Months Ended | |||||||||||
Apr. 02, 2014 | Apr. 11, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Apr. 02, 2014 | Feb. 12, 2014 | Dec. 31, 2013 | Aug. 11, 2014 | Aug. 08, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | Jun. 30, 2014 | Apr. 30, 2014 | Jun. 30, 2014 | |
Subsequent Event [Member] | Subsequent Event [Member] | Class of Warrant or Right [Member] | Class of Warrant or Right [Member] | Class of Warrant or Right [Member] | Kien Huat Realty Limited [Member] | Kien Huat Realty Limited [Member] | Senior Secured Credit Facility [Member] | ||||||||
Basic Subscription Rights [Member] | Over Subscription Rights [Member] | Class of Warrant or Right [Member] | Credit Suisse AG [Member] | ||||||||||||
Basic Subscription Rights [Member] | |||||||||||||||
Class of Warrant or Right [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total current assets | ' | ' | $20,428,000 | ' | ' | ' | $12,797,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Total current liabilities | ' | ' | 27,625,000 | ' | ' | ' | 8,596,000 | ' | ' | ' | ' | ' | 17,400,000 | ' | ' |
Income before income taxes | ' | ' | 9,619,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Project Development Costs Incurred | ' | ' | 7,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 478,000,000 |
Debt instrument covenant, equity investment required | ' | ' | 150,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shelf registration, offer and sale of shares, maximum | ' | ' | ' | ' | ' | 250,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, available for future issuance, value | ' | ' | ' | ' | ' | ' | ' | ' | 236,600,000 | ' | ' | ' | ' | ' | ' |
Subscription price | ' | ' | ' | ' | 6.25 | ' | ' | 16.3 | ' | ' | ' | ' | ' | ' | ' |
Shares issued during period | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,138,881 | 453,165 | 173,087 | ' | 1,512,629 | ' |
Proceeds from right issue | 13,400,000 | 11,400,000 | ' | ' | ' | ' | ' | ' | ' | 13,400,000 | ' | ' | ' | ' | ' |
Proceeds from rights issue, net | $13,200,000 | ' | $13,237,000 | $11,178,000 | ' | ' | ' | ' | ' | $13,200,000 | ' | ' | ' | ' | ' |
Summary_of_Business_and_Basis_2
Summary of Business and Basis for Presentation Nature of Business (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
video_lottery_terminal | sqft | |
electronic_table_game | ||
mi | ||
video_gaming_machine | ||
Real Estate Properties [Line Items] | ' | ' |
Size of video gaming machine and harness horse racing facility | ' | 45,000 |
Distance From northwest of New York City | ' | 90 |
Number of video gaming machine | ' | 1,110 |
Number of video lottery terminals | 1,090 | ' |
Number of electronic table game | ' | 20 |
EPT Concord II, LLC [Member] | ' | ' |
Real Estate Properties [Line Items] | ' | ' |
Area of Real Estate Property | 1,500 | 1,500 |
Summary_of_Business_and_Basis_3
Summary of Business and Basis for Presentation Recent Events (Details) (USD $) | Apr. 02, 2014 | Jan. 31, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Aug. 11, 2014 | Jul. 21, 2014 | Aug. 11, 2014 |
Montreign Resort Casino [Member] | Indoor Waterpark Lodge [Member] | Entertainment Village [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | |||
Montreign [Member] | Montreign [Member] | Montreign [Member] | ||||||
room | room | sqft | ||||||
sqft | ||||||||
story | ||||||||
slot_machine | ||||||||
table_game | ||||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Agreement, Initial Expiry Term | ' | ' | ' | ' | ' | ' | '30 days | ' |
Administrative Distributions, Purse Payments | ' | ' | ' | ' | ' | ' | $100,000 | ' |
Number of Slot Machine | ' | ' | 2,150 | ' | ' | ' | ' | ' |
Number of Table Games | ' | ' | 61 | ' | ' | ' | ' | ' |
Number of Rooms | ' | ' | 391 | 350 | ' | ' | ' | ' |
Area of Real Estate Property | ' | ' | 80,000 | ' | 200,000 | ' | ' | ' |
Number of stories | ' | ' | 18 | ' | ' | ' | ' | ' |
Shares offered, rejected | ' | 1,000,000 | ' | ' | ' | ' | ' | ' |
Class Of Warrant Or Right, Granted | ' | ' | ' | ' | ' | 300,000 | ' | ' |
Subscription price | 6.25 | ' | ' | ' | ' | ' | ' | 16.3 |
Summary_of_Business_and_Basis_4
Summary of Business and Basis for Presentation Regulation (Details) (USD $) | 0 Months Ended | 12 Months Ended | 6 Months Ended | ||
Mar. 19, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | |
Minimum [Member] | Minimum [Member] | ||||
No License Awarded For Facility In Dutchess and Orange Counties [Member] | License Awarded For Facility in Dutchess and Orange County [Member] | ||||
Real Estate Properties [Line Items] | ' | ' | ' | ' | ' |
Application Fees, Gaming Facility License | ' | ' | $1,000,000 | ' | ' |
Estimated Tax Abatement Period Of Recognition | '16 years | ' | ' | ' | ' |
Gaming Facility License Fee | ' | ' | ' | 50,000,000 | 35,000,000 |
Tax rate on slot machines | ' | 39.00% | ' | ' | ' |
Tax rate on tables | ' | 10.00% | ' | ' | ' |
Annual binding supplemental fee | ' | $500 | ' | ' | ' |
Summary_of_Business_and_Basis_5
Summary of Business and Basis for Presentation Development (Details) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | ||||||||||
Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Mar. 19, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | |
agent | EPT Concord II, LLC [Member] | EPT Concord II, LLC [Member] | Trigger One [Member] | Trigger Two [Member] | Maximum [Member] | Architectural Fees [Member] | Non Refundable Fees [Member] | Shared Development Expenses [Member] | ||||||
acre | acre | |||||||||||||
Real Estate Properties [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Area of Real Estate Property | ' | ' | ' | ' | ' | ' | 1,500 | 1,500 | ' | ' | ' | ' | ' | ' |
Project Development, Future Minimum Payments Due, By Counterparty | $300,000,000 | ' | ' | $300,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Option exercise period end date, extension, period | ' | ' | ' | ' | ' | ' | ' | ' | '120 days | '60 days | '90 days | ' | ' | ' |
Estimated Capital Tax Allowable | ' | ' | ' | ' | ' | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated Tax Credit Allowable Related To Mortgages | ' | ' | ' | ' | ' | 1,100,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated Real Property Tax Abatement | ' | ' | ' | ' | ' | 126,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Number Of Agents | ' | ' | ' | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' | ' |
Project development expenses | 6,270,000 | 16,000,000 | 0 | 7,841,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Project Development Costs Incurred | ' | ' | ' | $7,800,000 | ' | ' | ' | ' | ' | ' | ' | $1,600,000 | $1,500,000 | $2,800,000 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Summary of retail value amounts included in promotional allowances and estimated cost of providing complimentary food, beverages and other items | ' | ' | ' | ' |
Total retail value of promotional allowances | $1,478 | $1,386 | $2,454 | $2,124 |
Cost of Promotional Allowances | 1,192 | 1,152 | 2,102 | 1,901 |
Food and beverage [Member] | ' | ' | ' | ' |
Summary of retail value amounts included in promotional allowances and estimated cost of providing complimentary food, beverages and other items | ' | ' | ' | ' |
Total retail value of promotional allowances | 409 | 459 | 828 | 833 |
Cost of Promotional Allowances | 524 | 530 | 1,086 | 1,009 |
Non-subsidized free play [Member] | ' | ' | ' | ' |
Summary of retail value amounts included in promotional allowances and estimated cost of providing complimentary food, beverages and other items | ' | ' | ' | ' |
Total retail value of promotional allowances | 978 | 743 | 1,489 | 973 |
Cost of Promotional Allowances | 577 | 438 | 879 | 574 |
Players club awards [Member] | ' | ' | ' | ' |
Summary of retail value amounts included in promotional allowances and estimated cost of providing complimentary food, beverages and other items | ' | ' | ' | ' |
Total retail value of promotional allowances | 91 | 184 | 137 | 318 |
Cost of Promotional Allowances | $91 | $184 | $137 | $318 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Details 1) | Jun. 30, 2014 | Jun. 30, 2013 |
In Thousands, unless otherwise specified | ||
Summary of the approximate number of common stock equivalents outstanding | ' | ' |
Total number of common stock equivalents outstanding | 9,279,000 | 11,168,000 |
Options [Member] | ' | ' |
Summary of the approximate number of common stock equivalents outstanding | ' | ' |
Total number of common stock equivalents outstanding | 1,013,000 | 2,202,000 |
Warrants [Member] | ' | ' |
Summary of the approximate number of common stock equivalents outstanding | ' | ' |
Total number of common stock equivalents outstanding | 1,083,000 | 1,083,000 |
Option matching rights [Member] | ' | ' |
Summary of the approximate number of common stock equivalents outstanding | ' | ' |
Total number of common stock equivalents outstanding | 497,000 | 1,258,000 |
Restricted stock [Member] | ' | ' |
Summary of the approximate number of common stock equivalents outstanding | ' | ' |
Total number of common stock equivalents outstanding | 111,000 | 50,000 |
Shares to be issued upon conversion of convertible debt [Member] | ' | ' |
Summary of the approximate number of common stock equivalents outstanding | ' | ' |
Total number of common stock equivalents outstanding | 6,575,000 | 6,575,000 |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies (Details Textual) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Summary of Significant Accounting Policies (Textual) [Abstract] | ' | ' |
Allowance for doubtful accounts | $166,000 | $166,000 |
Project_Development_Costs_Deta
Project Development Costs (Details Textual) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | |||||
Mar. 08, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Sep. 18, 2013 | Dec. 21, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | |
Trigger One [Member] | Trigger Two [Member] | Maximum [Member] | ||||||
Option exercise period end date, extension, period | ' | ' | ' | ' | ' | '120 days | '60 days | '90 days |
Amount becoming non-refundable | ' | ' | ' | $1,222,603 | ' | ' | ' | ' |
Option payment deferred lease costs | ' | ' | 1,500,000 | ' | 750,000 | ' | ' | ' |
Project development costs option agreement payment | $472,603 | $250,000 | ' | ' | ' | ' | ' | ' |
Accrued_Expenses_and_Other_Cur2
Accrued Expenses and Other Current Liabilities (Details) (USD $) | Jun. 30, 2014 | Jun. 30, 2013 |
In Thousands, unless otherwise specified | ||
Accounts Payable and Accrued Liabilities, Current | ' | ' |
Liability for horseracing purses | $1,079 | $473 |
Accrued payroll | 1,052 | 1,300 |
Accrued redeemable points | 346 | 393 |
Liability to NYSGC | 1,000 | 521 |
Liability for local progressive jackpot | 831 | 768 |
Accrued professional fees | 2,422 | 1,406 |
Federal tax withholding payable | 119 | 0 |
Accrued other | 651 | 1,180 |
Total accrued expenses and other current liabilities | $7,500 | $6,041 |
ShortTerm_Loan_Related_Party_S
Short-Term Loan, Related Party Short Term Loan, Related Party (Textual) (Details) (USD $) | 0 Months Ended | 1 Months Ended | 6 Months Ended | 0 Months Ended | 0 Months Ended | 41 Months Ended | ||||||
Dec. 18, 2013 | Aug. 08, 2012 | Nov. 17, 2010 | 31-May-11 | Jun. 30, 2014 | Jun. 30, 2013 | Aug. 08, 2012 | Dec. 18, 2013 | Nov. 17, 2010 | Nov. 17, 2010 | Mar. 31, 2014 | Jun. 30, 2014 | |
Amendment One [Member] | Amendment Two [Member] | Bridge Loan [Member] | Kien Huat Realty Limited [Member] | Kien Huat Realty Limited [Member] | Kien Huat Realty Limited [Member] | |||||||
Short-term Debt [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principle amount of promissory note | ' | ' | $1,000 | ' | ' | ' | ' | ' | $35,000,000 | $1,000 | ' | ' |
Bridge Loan bears interest rate | ' | ' | ' | ' | ' | ' | 7.50% | ' | 5.00% | ' | ' | ' |
Debt instrument, periodic payment, principal | ' | ' | ' | 17,600,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Extend Maturity Date of Bridge Loan | 15-Mar-15 | 31-Dec-14 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument loan agreement one-time fee | ' | ' | ' | ' | ' | ' | 174,261 | 25,000 | ' | ' | ' | ' |
Percentage of fees as of outstanding principal amount | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' |
Legal Fees | ' | ' | ' | ' | ' | ' | ' | 20,000 | ' | ' | ' | ' |
Unconverted Portion of Notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000 | ' | ' |
Amount of which unconverted convertible senior notes expressed as multiple | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Convertible, Number of Equity Instruments | ' | ' | ' | ' | ' | ' | ' | ' | ' | 377 | ' | ' |
Debt instrument, convertible, conversion price | ' | ' | ' | ' | $2.62 | ' | ' | ' | ' | $2.65 | ' | ' |
Consecutive trading days | ' | ' | ' | ' | ' | ' | ' | ' | ' | '20 days | ' | ' |
Conversion price in effect on measuring date | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200.00% | ' | ' |
Debt Instrument, Convertible, Conversion Ratio | ' | ' | 382.202837 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest Expense | ' | ' | ' | ' | 700,000 | 700,000 | ' | ' | ' | ' | ' | ' |
Interest paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,100,000 | ' |
Withholding taxes percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30.00% | ' |
Withholding tax payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,200,000 |
Interest on withholding taxes payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 119,000 |
Withholding tax and interest payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,300,000 |
Estimated penalties payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $450,000 |
Bryanston_Settlement_Agreement1
Bryanston Settlement Agreement (Details Textual) (USD $) | 6 Months Ended | 0 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | |
Preferred Stock [Member] | Event Occurs after December 31, 2013 and on or Before June 30, 2014 [Member] | Event Occurs after December 31, 2013 and on or Before June 30, 2014 [Member] | Event Occurs after June 30, 2013 and on or Before December 31, 2014 [Member] | Event Occurs After June 30, 2014 and on or Before December 31, 2014 [Member] | Event Does not Occur by June 30, 2015 [Member] | Event Does not Occur by June 30, 2015 [Member] | |||
Mandatorily Redeemable Preferred Stock [Member] | Mandatorily Redeemable Preferred Stock [Member] | Mandatorily Redeemable Preferred Stock [Member] | Mandatorily Redeemable Preferred Stock [Member] | Mandatorily Redeemable Preferred Stock [Member] | Mandatorily Redeemable Preferred Stock Redeemable Over Three Year Period [Member] | ||||
Minimum [Member] | Maximum [Member] | ||||||||
Financial Instruments Subject to Mandatory Redemption by Settlement Terms [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares redeemed | ' | ' | $1,500,000 | ' | ' | ' | ' | ' | ' |
Dividends payable | 1,291,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock payable | ' | ' | ' | 22,800,000 | 28,000,000 | 28,000,000 | ' | ' | ' |
Preferred stock, per share liquidation value (usd per share) | ' | ' | ' | ' | ' | $10 | ' | ' | ' |
Dividends payable upon settlement event | ' | ' | ' | ' | ' | ' | 1,200,000 | ' | ' |
Number of shares redeemable upon settlement event (shares) | 1,551,000 | 1,551,000 | ' | ' | ' | ' | ' | 150,000 | 150,000 |
Share value redeemable upon settlement event | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | 1,500,000 |
Redeemable period upon settlement event | ' | ' | ' | ' | ' | ' | ' | '3 years | ' |
Interest expense recognized | $5,200,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Stockholders_Equity_Details_Te
Stockholders Equity (Details Textual) (USD $) | 0 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | ||||||||||||||||
Apr. 02, 2014 | Apr. 30, 2013 | Apr. 11, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Apr. 02, 2014 | Feb. 19, 2014 | Dec. 31, 2013 | Feb. 12, 2013 | Apr. 02, 2014 | Feb. 19, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Apr. 02, 2014 | Apr. 02, 2014 | Apr. 02, 2014 | |
Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | Second Amended And Restated 2005 Equity Incentive Plan [Member] | Second Amended And Restated 2005 Equity Incentive Plan [Member] | Second Amended And Restated 2005 Equity Incentive Plan [Member] | Second Amended And Restated 2005 Equity Incentive Plan [Member] | Basic Subscription Rights [Member] | Over Subscription Rights [Member] | Kien Huat [Member] | ||||||||||
Basic Subscription Rights [Member] | ||||||||||||||||||||
Schedule of Stockholders Equity (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock-based compensation expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $136,000 | $70,000 | $284,000 | $150,000 | ' | ' | ' |
Total unrecognized compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 383,000 | ' | 383,000 | ' | ' | ' | ' |
Common stock dividends on series B preferred stock shares authorized | ' | ' | ' | ' | ' | ' | 30,833 | ' | 75,530 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock dividends, declared and undeclared, value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 218,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividends undeclared | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 218,000 | 167,000 | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares issued | ' | ' | 6,032,153 | 39,372,000 | ' | 2,138,881 | ' | 36,495,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 453,165 | 173,087 | 1,512,629 |
Payments of stock issuance costs | ' | 223,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Subscription price | ' | ' | ' | ' | ' | 6.25 | ' | ' | ' | 6.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares for which one right is issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from right issue | 13,400,000 | ' | 11,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from rights issue, net | $13,200,000 | ' | ' | $13,237,000 | $11,178,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration_Details_Textual
Concentration (Details Textual) (Accounts Receivable [Member], Credit Concentration Risk [Member]) | 3 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
Concentration (Textual) [Abstract] | ' | ' |
Concentration risk, number of debtors | 3 | ' |
Hawthorne OTB [Member] | ' | ' |
Concentration (Textual) [Abstract] | ' | ' |
Concentration risk, percentage | 27.00% | ' |
Catskill [Member] | ' | ' |
Concentration (Textual) [Abstract] | ' | ' |
Concentration risk, percentage | 17.00% | ' |
Western OTB [Member] | ' | ' |
Concentration (Textual) [Abstract] | ' | ' |
Concentration risk, percentage | 16.00% | 10.00% |
Commitments_and_Contingencies_
Commitments and Contingencies (Details Textual) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | |
Jul. 31, 2011 | Jan. 15, 2014 | Dec. 31, 2010 | Sep. 18, 2013 | |
Empire [Member] | Concord [Member] | Concord [Member] | Minimum [Member] | |
Concord [Member] | ||||
Commitments and Contingencies (Textual) [Abstract] | ' | ' | ' | ' |
Percent of net win payable from VGM activities | 8.75% | ' | ' | ' |
Amount of net win from VGM activities | $5,000,000 | ' | ' | ' |
VGM Shortfall | ' | ' | 300,000 | ' |
Loss contingency damages sought | ' | $308,000 | ' | $500,000,000 |
Subsequent_Events_Subsequent_E
Subsequent Events Subsequent Events (Details) (USD $) | Jun. 30, 2014 | Apr. 02, 2014 | Jan. 31, 2014 | Aug. 11, 2014 | Jul. 21, 2014 | Aug. 11, 2014 | Jul. 22, 2014 |
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Administrative Distributions, Purse Payments | ' | ' | ' | ' | $100,000 | ' | ' |
Non Taxable Free Play Allowance, Percent | 10.00% | ' | ' | ' | ' | ' | 15.00% |
Shares offered, rejected | ' | ' | 1,000,000 | ' | ' | ' | ' |
Class Of Warrant Or Right, Granted | ' | ' | ' | 300,000 | ' | ' | ' |
Subscription price | ' | 6.25 | ' | ' | ' | 16.3 | ' |