Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 29, 2015 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | EMPIRE RESORTS INC | |
Entity Central Index Key | 906,780 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 47,099,899 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 6,406 | $ 6,435 |
Restricted cash | 1,597 | 1,710 |
Accounts receivable, net | 1,066 | 1,048 |
Prepaid expenses and other current assets | 4,125 | 4,297 |
Total current assets | 13,194 | 13,490 |
Property and equipment, net | 26,015 | 26,372 |
Cash for development of the Casino Project | 42,484 | 0 |
Other assets | 15 | 5 |
Total assets | 81,708 | 39,867 |
Current liabilities: | ||
Accounts payable | 2,436 | 2,205 |
Accrued expenses and other current liabilities | 9,927 | 8,098 |
Short-term loan, related party | 17,426 | 0 |
Total current liabilities | 29,789 | 10,303 |
Long-term loan, related party | 0 | 17,426 |
Total liabilities | 58,148 | 56,968 |
Stockholders’ equity / (deficit): | ||
Common stock | 471 | 395 |
Additional paid-in capital | 228,241 | 175,801 |
Accumulated deficit | (205,152) | (193,297) |
Total stockholders’ equity / (deficit) | 23,560 | (17,101) |
Total liabilities and stockholders’ equity / (deficit) | 81,708 | 39,867 |
Series A [Member] | ||
Stockholders’ equity / (deficit): | ||
Preferred stock | 0 | 0 |
Series B Preferred Stock | ||
Stockholders’ equity / (deficit): | ||
Preferred stock | 0 | 0 |
Series E Preferred Stock | ||
Current liabilities: | ||
Series E preferred stock payable - 1,551 Shares as of June 30, 2015 and December 31, 2014 | 28,359 | 29,239 |
Stockholders’ equity / (deficit): | ||
Preferred stock | $ 0 | $ 0 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (shares) | 150,000,000 | 150,000,000 |
Common stock, shares issued (shares) | 47,100,000 | 39,506,000 |
Common stock, shares outstanding (shares) | 47,100,000 | 39,506,000 |
Series A [Member] | ||
Preferred stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, per share liquidation value (usd per share) | $ 1,000 | $ 1,000 |
Preferred stock, shares authorized (shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (shares) | 0 | 0 |
Preferred stock, shares outstanding (shares) | 0 | 0 |
Series B Preferred Stock | ||
Preferred stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, per share liquidation value (usd per share) | $ 29 | $ 29 |
Preferred stock, shares authorized (shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (shares) | 44,000 | 44,000 |
Preferred stock, shares outstanding (shares) | 44,000 | 44,000 |
Series E Preferred Stock | ||
Preferred stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (shares) | 5,000,000 | 5,000,000 |
Preferred stock, per share redemption value (usd per share) | $ 10 | $ 10 |
Preferred stock, redemption shares (in shares) | 1,551,000 | 1,551,000 |
Preferred stock, shares issued (shares) | 27,000 | 27,000 |
Preferred stock, shares outstanding (shares) | 27,000 | 27,000 |
Preferred stock, aggregate liquidation value | $ 533 | $ 524 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenues: | ||||
Gaming | $ 16,141 | $ 15,741 | $ 28,346 | $ 29,203 |
Food, beverage, racing and other | 2,931 | 1,956 | 5,489 | 4,077 |
Gross revenues | 19,072 | 17,697 | 33,835 | 33,280 |
Less: Promotional allowances | (1,220) | (1,478) | (1,458) | (2,454) |
Net revenues | 17,852 | 16,219 | 32,377 | 30,826 |
Costs and expenses: | ||||
Gaming | 11,705 | 11,726 | 21,275 | 21,710 |
Food, beverage, racing and other | 2,634 | 2,185 | 5,200 | 4,482 |
Selling, general and administrative | 3,046 | 2,911 | 5,887 | 5,461 |
Casino Project Development expenses | 7,007 | 6,270 | 9,430 | 7,841 |
Stock-based compensation | 119 | 136 | 270 | 284 |
Depreciation | 341 | 335 | 674 | 676 |
Total costs and expenses | 24,852 | 23,563 | 42,736 | 40,454 |
Loss from operations | (7,000) | (7,344) | (10,359) | (9,628) |
Amortization of deferred financing costs | (6) | (22) | (15) | (45) |
Interest expense | (644) | (2,933) | (1,323) | (5,975) |
Net loss | (7,650) | (10,299) | (11,697) | (15,648) |
Undeclared dividends on preferred stock | (47) | (47) | (94) | (94) |
Net loss applicable to common shares | $ (7,697) | $ (10,346) | $ (11,791) | $ (15,742) |
Weighted average common shares outstanding, basic (shares) | 46,912 | 38,376 | 45,897 | 37,534 |
Weighted average common shares outstanding, diluted (shares) | 46,912 | 38,376 | 45,897 | 37,534 |
Loss per common share, basic (usd per share) | $ (0.16) | $ (0.27) | $ (0.26) | $ (0.42) |
Loss per common share, diluted (usd per share) | $ (0.16) | $ (0.27) | $ (0.26) | $ (0.42) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities: | ||
Net loss | $ (11,697) | $ (15,648) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 674 | 676 |
Non-cash interest expense | 619 | 5,200 |
Loss on disposal of property and equipment | 0 | (65) |
Stock - based compensation | 270 | 284 |
Changes in operating assets and liabilities: | ||
Restricted cash—NYSGC Lottery and Purse Accounts | 127 | (615) |
Accounts receivable | (17) | 765 |
Prepaid expenses and other current assets | 172 | (432) |
Other assets | (10) | 45 |
Accounts payable | 232 | 143 |
Accrued expenses and other current liabilities | 328 | 1,459 |
Net cash used in operating activities | (9,302) | (8,058) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (318) | (218) |
Restricted cash | 42,484 | 0 |
Net cash used in investing activities | (42,815) | (229) |
Cash flows from financing activities: | ||
Proceeds from rights offering, net of expenses | 49,528 | 13,237 |
Proceeds from exercise of stock options and warrants | 2,560 | 2,389 |
Net cash provided by financing activities | 52,088 | 15,626 |
Net (decrease) / increase in cash and cash equivalents | (29) | 7,339 |
Cash and cash equivalents, beginning of period | 6,435 | 7,526 |
Cash and cash equivalents, end of period | 6,406 | 14,865 |
Supplemental disclosures of cash flow information: | ||
Interest paid | 706 | 768 |
Noncash investing and financing activities: | ||
Common stock issued in settlement of preferred stock dividends | 159 | 218 |
Racing Capital Improvements [Member] | ||
Cash flows from investing activities: | ||
Restricted cash | $ (13) | $ (11) |
Organization And Nature Of Busi
Organization And Nature Of Business | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature Of Business | Basis for Presentation and Nature of Business Basis for Presentation The condensed consolidated financial statements and notes as of June 30, 2015 and December 31, 2014 and for the three and six months ended June 30, 2015 and 2014 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 the Company's Annual Report on Form 10-K for the year ended December 31, 2014. The results of operations for the interim period may not be indicative of results to be expected for the full year. Nature of Business Through Empire’s wholly-owned subsidiary, Monticello Raceway Management, Inc. ("MRMI"), we currently own and operate 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 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 2015-2016 New York State Budget (the "Budget") expands the statutory definition of Video Lottery Gaming which would enable MRMI to operate ETGs of the games of blackjack and 3-card poker. MRMI shall pursue adding these types of VGMs to its facility. We also generate 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 our races to offsite pari-mutuel wagering facilities. In a letter dated December 30, 2014, the New York State Gaming Commission ("NYSGC") approved MRMI's racetrack and simulcast license renewal applications for calendar year 2015. 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 December 17, 2014, through our wholly-owned subsidiary, Montreign Operating Company, LLC ("Montreign"), the New York State Gaming Facility Location Board (the “Siting Board”) unanimously selected the Company as the sole Catskill/Hudson Valley Region One (“Region One” or "our Area") casino applicant eligible to apply to the NYSGC for a license (a "Gaming Facility License") to operate a resort casino (the "Casino Project") to be located at the site of a four-season destination resort planned for the Town of Thompson in Sullivan County 90 miles from New York City ("Adelaar" or the "Adelaar Project"). The Adelaar Project is to be located on 1,500 acres (the "EPR Property") owned by EPT Concord II, LLC ("EPT") and EPR Concord II, LP, each a wholly-owned subsidiary of EPR Properties Trust ("EPR"). The Casino Project, to be called "Montreign Resort Casino," is 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, restaurants, shopping and entertainment. Together with the Casino Project, this initial phase of the Adelaar Project is referred to as the "Gaming Facility." The Company and EPR have entered into various agreements in connection with the Adelaar Project and Casino Project including the Master Development Agreement and Option Agreement as set forth below. Over the past four (4) years, the Company has expended substantial time and resources on designing the Casino Project and, in conjunction with EPR, working with local, state and federal agencies and officials to obtain the necessary permits and approvals to begin construction. The Siting Board announced their selection of Montreign after having initiated a Request for Applications ("RFA") competitive process on March 31, 2014, as more fully discussed below. The NYSGC will award Gaming Facility Licenses upon confirmation of the applicants’ suitability and their respective ability to complete the Gaming Facility. The development of the Adelaar Project and the Casino Project is contingent upon various conditions, including obtaining all necessary governmental approvals and the Company's ability to obtain necessary financing. Liquidity The accompanying condensed 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. The Company anticipates that its current cash and cash equivalents balances and cash generated from operations will be sufficient to meet working capital requirements, excluding expenditures on the Casino Project, for at least the next twelve months. Whether these resources are adequate to meet the Company’s liquidity needs beyond that period will depend on its growth and operating results. We will require additional capital resources to develop the Casino Project, in the event we are awarded a Gaming Facility License, for which purpose we may seek to enter into strategic agreements, joint ventures or similar agreements or we may sell additional debt or equity in public or private transactions. The sale of additional equity could result in additional dilution to the Company’s existing stockholders and financing arrangements may not be available to us, or may not be available in amounts or on acceptable terms. As of June 30, 2015, we had total current assets of approximately $13.2 million and current liabilities of approximately $29.8 million . Our total assets include approximately $42.5 million of remaining net proceeds available from the January 2015 Rights Offering (as defined and discussed below) which are presented on the balance sheet as a non-current asset. The proceeds of the January 2015 Rights Offering, which were approximately $49.5 million , may be used solely to pay for the expenses relating to the pursuit of a Gaming Facility License for the Casino Project and for development purposes. Approximately $7.0 million has been disbursed during the six months ended June 30, 2015. If the Company is not awarded a Gaming Facility License, the remaining portion of the proceeds of the January 2015 Rights Offering will be used in its on-going operations, including the potential repayment of the $17.4 million Kien Huat Note. We have had continuing net losses and negative cash flow from operating activities, including a loss from operations of $10.4 million for the six months ended June 30, 2015. Management believes the net losses for the six months ended June 30, 2015 were primarily related to the Company’s on-going expenditures with respect to the Casino Project, which expenses can not be capitalized unless and until the Company is awarded a Gaming Facility License. In particular, in the six months ended June 30, 2015 we incurred $9.4 million of development expenses for the Casino Project, of which $7.0 million was disbursed through June 30, 2015. Until such time as the Company is granted a Gaming Facility License, the on-going expenditures with respect to the Casino Project will continue to negatively impact our results of operations. Although the Company was selected to apply for a Gaming Facility License in our Area in December 2014, the NYSGC will not award such Gaming Facility Licenses until confirmation of an applicant’s suitability and ability to complete the Gaming Facility. Additionally, as discussed below, such Gaming Facility Licenses will not be awarded before September 30, 2015. There is no guarantee or assurance that the NYSGC will award a Gaming Facility License in or around that time frame, if at all. As discussed above, the net proceeds of the January 2015 Rights Offering, which totaled $49.5 million , will be used for the expenses relating to the pursuit of the Gaming Facility License for the Casino Project and for development purposes. The Montreign proposal to build a Gaming Facility selected by the Siting Board anticipates that our minimum capital investment, without the license fee, would be approximately $452 million . However, we are proposing changes to the Casino Project (as described below), which would increase the minimum capital investment by approximately $100 - $150 million . In addition, 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, which in our case would be $51 million . In the event the Company is awarded a Gaming Facility License, the Company currently anticipates 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 financing, Credit Suisse AG ("Credit Suisse") has committed to provide a senior secured credit facility of up to a maximum amount of $478 million , which was amended on February 24, 2015 and July 1, 2015 to provide, among others, an extension of the date of the syndication of the senior secured credit facility (as amended, the “CS Credit Facility”). The CS Credit Facility provides that Credit Suisse may change the terms of the credit facility to ensure successful syndication. In addition, 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 , $50 million of which has been raised in the January 2015 Rights Offering discussed below. 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"), relating to Kien Huat’s commitment to provide equity financing for the Casino Project. Pursuant to the Commitment Letter, Kien Huat agreed to participate in, and backstop, a rights offering (a “Casino Project Rights Offering”) in an amount up to $150 million plus the amount needed to redeem certain Series E Preferred Stock. 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. On January 5, 2015, we commenced a rights offering (the “January 2015 Rights Offering”) of non-transferable subscription rights to holders of record of our common stock and Series B Preferred Stock as of January 2, 2015 to purchase up to 7,042,254 shares of our common stock. In connection with the January 2015 Rights Offering, on January 2, 2015, we and Kien Huat entered into a standby purchase agreement (the “Standby Purchase Agreement”) pursuant to which Kien Huat agreed to exercise in full its basic subscription rights granted in the January 2015 Rights Offering within ten ( 10 ) days of its grant and to exercise all rights not otherwise exercised by the other holders in an aggregate amount not to exceed $50 million . The January 2015 Rights Offering closed on February 6, 2015 and we raised approximately $49.5 million . The Company issued a total of 7,042,254 shares of common stock at $7.10 per share. This includes 53,291 shares issued to holders upon exercise of their basic subscription and over-subscription rights and 4,321,798 shares issued to Kien Huat upon exercise of its basic subscription rights. Kien Huat also acquired the remaining 2,667,165 shares not sold in the January 2015 Rights Offering pursuant to the Standby Purchase Agreement. After giving effect to the January 2015 Rights Offering, Kien Huat owns approximately 67% of the outstanding shares of the Company’s common stock. The January 2015 Rights Offering forms part of the equity financing commitment made by Kien Huat related to the Casino Project, which is discussed in further detail below. In connection with the January 2015 Rights Offering, on January 2, 2015, we and Kien Huat also entered into an amendment (the “Amendment”) to the Commitment Letter, pursuant to which Kien Huat agreed to waive, solely with respect to the January 2015 Rights Offering, the condition precedent to the Casino Project Rights Offering that the Gaming Facility License shall have been awarded to Montreign. Moreover, we and Kien Huat agreed to revise the maximum amount of the Casino Project Rights Offering to take into account the January 2015 Rights Offering and the commitment fee payable pursuant to the January 2015 Standby Purchase Agreement. On January 3, 2014, we filed a Registration Statement on Form 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 1, 2015, we had up to $186.6 million available for future issuances under the S-3, which we may use in connection with financing the Casino Project. In addition to the debt and equity financings discussed above, any changes to the Casino Project will increase the minimum capital investment from the Company and will require us to seek additional sources of debt and equity financing. The changes the Company has proposed to the Casino Project are expected to increase the Company's minimum capital investment by approximately $100 - 150 million . 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 March 3, 2015, the Company and Kien Huat Realty III Limited ("Kien Huat"), our largest stockholder, entered into Amendment No. 3 (the "Third Amendment") to the loan agreement dated November 17, 2010 and amended on August 8, 2012, December 18, 2013 and March 3, 2015 (the "Loan Agreement"). Pursuant to the Third Amendment, among other things, the maturity date of the Kien Huat Note (defined and discussed in Note E) was extended from March 15, 2015 to March 15, 2016. Additionally, pursuant to the Third Amendment, the Loan Agreement was amended to add the denial of a Gaming Facility License to the Company as an Event of Default. In the event the Company is granted a Gaming Facility License, and so long as the Company’s Form 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 Casino Project Rights Offering and (ii) the maturity date of March 15, 2016. In the event the Kien Huat Note is converted into common stock pursuant to the Commitment Letter, the Company and Kien Huat have agreed that 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. 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 we are not granted a Gaming Facility License, we will be in default on the Kien Huat Note and we may refinance or attempt to extend the term of the Kien Huat Note at that time. 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 at that time, we may need to repay the Kien Huat Note in full pursuant to its terms from our current assets. 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 ( 1 ) non-transferable right to purchase one ( 1 ) 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 utilized the net proceeds of approximately $13.2 million for certain expenses relating to (i) the Adelaar Project and Casino Project; (ii) maintaining our on-going operations and facilities; and (iii) support of our pursuit of a Gaming Facility License. Recent Events At the NYSGC's July 6, 2015 public meeting, the Executive Director said that the promulgation of licensing regulations is "necessary to incrementally advance facility licensing. Without [the licensing regulations] the [NYSGC] would be unable to award" any Gaming Facility Licenses. After the publication of the licensing regulations and the opportunity for the public to comment on such regulations, the earliest that the notice of adoption of the licensing regulations could be published would be September 30, 2015. Regulation VGM and Racing Operations Our VGM and harness horseracing and simulcast operations are overseen by the NYSGC. The legislation that created the NYSGC provides that the Board of the NYSGC shall consist of seven (7) members. As of August 1, 2015, six (6) 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 addition to receiving 41% of our VGM revenue from our operations at Monticello Casino and Raceway through March 31, 2016, the law provides for a subsidized free play allowance of 10% during the three and six months ending June 30, 2014 and 15% during the three and six months ending June 30, 2015. Casino Gaming The Upstate New York Gaming and Economic Development Act ("Gaming Act"), among other things, provides the statutory framework for the regulation of full-scale casino gaming. The Gaming Act authorizes the NYSGC to award up to four ( 4 ) Gaming Facility Licenses. Gaming Facilities are authorized in three ( 3 ) 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 (the "Capital Region"); 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 (the "Finger Lakes Region"). Up to two ( 2 ) Gaming Facilities can be located in any of the three ( 3 ) regions. No Gaming Facilities can be authorized in Putnam county, Westchester county, Rockland county, New York City or Long Island. 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 ( 1 ) 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. On December 17, 2014, the Siting Board selected one applicant in each region, but declined to select a second applicant for any of the regions. On January 13, 2015, the Siting Board authorized a new RFA for the Finger Lakes Region, but declined to issue a new RFA for our Area and the Capital Region. One application was filed in response to the new RFA for the Finger Lakes Region. The Siting Board has not indicated the timing of the selection of the applicant. Once the Gaming Facility Licenses are awarded by the NYSGC, 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. In connection with the RFA, we paid to the NYSGC an application fee of $1 million ("Application Fee") to help defray the costs associated with the processing of the application and investigation of our application. However, if the costs of processing, investigation and related costs exceed the Application Fee, we shall be required to pay the additional amount to the NYSGC within thirty ( 30 ) days after notification of insufficient fees. If the investigation costs are below the amount of the Application Fee paid, any unexpended portion shall be returned to us. The proposal to build a Gaming Facility by Montreign that was selected by the Siting Board anticipates that our minimum capital investment, without the license fee, would be approximately $452 million . The Gaming Facility has an expected going-forward combined investment of approximately $1.1 billion and 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 is yet another amenity to complement Montreign Resort Casino, which will lease and manage the course. Since our selection by the Siting Board, we are contemplating changes to the Casino Project., As of the date of this filing, we expect the proposed changes to increase the previously-projected minimum capital investment of $452 million by approximately $100 - $150 million . We expect that the planned revisions will provide incremental profit and cash flow to support the additional investment. The differences between the proposal to build the Casino Project by Montreign that was selected by the Siting Board and the proposed improvements include the following: Selected Plan Proposed Plan 80,000 sq. ft. casino with 61 table games Approximately 95,200 sq. ft. casino with approximately 102 table games Additionally, there will be a poker room and private gaming areas with a lounge 391 luxury rooms designed to meet the 4-star and 4-diamond standards of Forbes® and AAA® Approximately 333 luxury rooms including 249 rooms of approximately 600 sq. ft. each, 60 suites of approximately 900 sq. ft. each, Penthouse level with 9 suites of approximately 1,100 to 2,300 sq. ft. each with butler service available, 8 garden suites of approximately 1,200 sq. ft. each and 7 two-story villas of approximately 1,800 sq. ft. each, all of which will be designed to meet the 5-star and 5-diamond standards of Forbes® and AAA® 20,000 sq. ft. meeting and conference space in the M Centre Approximately 27,000 sq. ft. meeting and conference space in the M Centre The anticipated changes and amendments include several minor changes to the building’s footprint. The hotel tower would be elongated by approximately 50 feet and a new basement level would be added under the main entrance of the Montreign Resort Casino. The overall square footage of the footprint of the building would not, however, increase. Minor modifications to the porte-cochere and loading areas would also be required. Many of the interior spaces would be redesigned. The size and number of restaurants would increase and include the addition of an upscale Asian restaurant. On-site parking would decrease by approximately 53 spaces to 3,389 . Additionally, due to the increased meeting and conference space, the showroom will be removed. Such changes are subject to the approval of, among others, the NYSGC, the Town Board of the Town of Thompson (the "Town Board") and the Planning Board of the Town of Thompson (the "Planning Board") and could result in an increase in the minimum capital investment and operating expenses. In accordance with the Report and Findings of the Siting Board dated February 27, 2015, which is available on the NYSGC's website, the NYSGC must ensure that Montreign substantially fulfills the commitments and executes the development plans presented in response to the RFA and to ensure that any such changes do not increase Montreign’s debt-to-equity ratio substantially beyond the levels presented by Montreign in its response to the RFA and/or standard industry practices. Therefore, we expect the increase in the minimum capital investment for the proposed plan to be financed by additional equity and debt financing in substantially the same debt-to-equity ratio previously considered. 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. Our licensing fee will be $51 million . The duration of the initial licenses will be ten ( 10 ) years and the NYSGC will set the duration of, and fee for, renewal licenses. The NYSGC will oversee regulation of Gaming Facilities. The tax rate on slot machines at Montreign Resort Casino will be 39% and the tax rate on table games will be 10% . The tax rate on VGM operations at Monticello Casino and Raceway will remain at the existing NYSGC commission rates and is expected to include an additional commission from NYSGC based on a rate related to the effective tax rate on all gross gaming revenue at the Gaming Facility developed by Montreign. Existing payments to the racing industry for purses and breeding will be maintained. The minimum gambling age for Montreign will be 21 , and no smoking will be authorized in any indoor areas. As a condition of licensure, Montreign will be required to commence gaming operations no more than twenty-four months following the award of a Gaming Facility License by the NYSGC. 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. Master Development Agreement EPT and EPR Concord II, LP are the sole owners of the EPT Property on which the Company and EPR envision the development of a four-season destination resort to be named Adelaar, a portion of which is the Gaming Facility that we and EPR plan to develop. On December 14, 2012 (the "Effective Date"), EPT and the Company entered into the Master Development Agreement ("MDA") to develop the EPT Property. The MDA defines and governs the overall relationship between EPT and the Company with respect to the development, construction, operation, management and disposition of the Adelaar 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 below and 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 the Company 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, the Company shall be responsible for the development and construction of the Casino Project, in which the Company has agreed to invest a minimum of $300 million . Once the development of the Casino Project is completed, the Company shall then be responsible for maintaining and operating the Casino Project in accordance with the operating standards contained in the Casino Lease. The Company 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 and related licenses required to operate the Casino Project. In accordance with the terms of the Option Agreement, which is discussed below, we waived our 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, we are 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 (5) years following the termination of the Option Agreement. The development of the Adelaar 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”), the Company entered into an option agreement with EPT, which was last amended by a letter agreement dated June 20, 2014, between EPT and the Company (as amended, the “Option Agreement”). Pursuant to the Option Agreement, EPT granted us a sole and exclusive option (the “Option”) to le |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2015 | |
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 Monticello Harness Horsemen’s Association (the “MHHA”) and Agriculture and New York State Horse Breeding Development Fund’s contractually 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. Some elements of the racing revenues from Off-Track Betting Corporations (“OTBs”) 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, beverages 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. The retail value amounts included in promotional allowances for the three and six months ended June 30, 2015 and 2014 are as follows: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands) Food and beverage $ 394 $ 409 $ 736 $ 828 Non-subsidized free play 672 978 544 1,489 Players club awards 154 91 178 137 Total retail value of promotional allowances $ 1,220 $ 1,478 $ 1,458 $ 2,454 The estimated cost of providing complimentary food, beverages and other items for the three and six months ended June 30, 2015 and 2014 are as follows: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands) Food and beverage $ 486 $ 524 $ 1,018 $ 1,086 Non-subsidized free play 396 577 321 879 Players club awards 154 91 178 137 Total cost of promotional allowances $ 1,036 $ 1,192 $ 1,517 $ 2,102 Accounts receivable Accounts receivable, net of allowances, are stated at 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, 2015 and December 31, 2014 the Company recorded an allowance for doubtful accounts of approximately $161,000 . Project Development Costs Because of the uncertainty of the awarding of a Gaming Facility License in such a competitive environment, all costs incurred for the Casino Project as part of the proposed Gaming Facility will be expensed until we are awarded a Gaming Facility License. Although we were selected on December 17, 2014 by the Siting Board to apply to the NYSGC for a Gaming Facility License, it is not certain that we will obtain a Gaming Facility License necessary for the Casino Project. Our total assets include approximately $42.5 million of remaining net proceeds available from the January 2015 Rights Offering (as defined and discussed in Note A above), which are presented on the balance sheet as a non-current asset. The proceeds of the January 2015 Rights Offering, which were approximately $49.5 million , may be used solely to pay for the expenses relating to the pursuit of a Gaming Facility License for the Casino Project and for development purposes. Approximately $7.0 million has been disbursed for the six months ended June 30, 2015. If the Company is not awarded a Gaming Facility License, the remaining portion of the proceeds of the January 2015 Rights Offering will be used in its on-going operations. For the six months ended June 30, 2015, total Casino Project development costs incurred were approximately $9.4 million and consisted of $5.6 million in architectural, engineering fees and construction manager costs, $2.3 million of non-refundable payments pertaining to the Option Agreement with EPR, and $1.5 million in legal, consultants and other professional services. For the six months ending June 30, 2014, total Project and Casino Project development costs expensed were approximately $7.8 million and consisted of $2.8 million in legal, construction manager costs, consultants and other professional services, $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, and $900,000 payment to Kien Huat for a commitment fee pursuant to the Commitment letter. 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, 2015 and 2014 that could potentially dilute basic loss per share in the future, but were not included in the calculation of diluted loss per share for the three and six months ended June 30, 2015 and 2014, because their inclusion would have been anti-dilutive. Outstanding at June 30, 2015 2014 Options 725,000 1,013,000 Warrants 667,000 1,083,000 Option Matching Rights 871,000 940,000 Restricted stock 632,000 111,000 Shares to be issued upon conversion of long-term loan, related party 6,575,000 6,575,000 Total 9,470,000 9,722,000 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 long-term loan. Current assets and current liabilities approximate fair value due to their short-term nature. As of June 30, 2015 and December 31, 2014, the Company’s management was unable to estimate reasonably the fair value of the short-term loan due to the inability to obtain quotes for similar credit facilities. Income taxes The Company applies the asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates for the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. 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 In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the related debt liability instead of being presented as an asset, consistent with debt discounts. This update also requires that debt disclosures include the face amount of the debt liability and the effective interest rate. The update is effective for fiscal years and interim periods beginning after December 15, 2015, and required retrospective application. Early adoption is permitted for financial statements that have not been previously issued. The Company is currently evaluating the impact of this standard on the Company’s consolidated financial statements. In May 2014, the FASB issued new revenue recognition guidance, which will supersede nearly all existing revenue recognition guidance. The core principle of the guidance is that an entity should recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve the core principle, the new guidance implements a five-step process for customer contract revenue recognition. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenues and cash flows arising from contracts with customers. The new guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period, and early adoption is prohibited. On July 9, 2015, the FASB reaffirmed the guidance in its April 29, 2015 proposed ASU that defers the effective date of the new revenue recognition standard by one year and allows early adoption as of the original effective date. Entities can transition to the new guidance either retrospectively or as a cumulative-effect adjustment as of the date of adoption. Management is assessing the impact that the new revenue recognition guidance will have on the consolidated financial statements. In June 2015, the FASB issued a proposed ASU on share-based payments as part of its simplification initiative. The proposed ASU simplifies several aspects of the accounting for employee share-based payment transactions for both public and nonpublic entities, including the accounting for income taxes, forfeitures, minimum statutory withholding requirements, classification in the statement of cash flows, and classification of awards with repurchase features. The Company is currently evaluating the impact of this standard on the Company’s consolidated financial statements. |
Project Development Costs
Project Development Costs | 6 Months Ended |
Jun. 30, 2015 | |
Project Development Costs [Abstract] | |
Project Development Costs | Project Development Costs Because of the uncertainty of the awarding of a Gaming Facility License in such a competitive environment, all costs incurred for the Casino Project as part of the proposed Gaming Facility will be expensed until we are awarded a Gaming Facility License. Although we were selected on December 17, 2014 by the Siting Board to apply to the NYSGC for a Gaming Facility License, it is not certain that we will obtain a Gaming Facility License necessary for the Casino Project. Our total assets include approximately $42.5 million of remaining net proceeds available from the January 2015 Rights Offering (as defined and discussed in Note A above) which are presented on the balance sheet as a non-current asset. The proceeds of the January 2015 Rights Offering, which were approximately $49.5 million , may be used solely to pay for the expenses relating to the pursuit of a Gaming Facility License for the Casino Project and for development purposes. Approximately $7.0 million has been disbursed during the six months ended June 30, 2015. If the Company is not awarded a Gaming Facility License, the remaining portion of the proceeds of the January 2015 Rights Offering will be used in its on-going operations, including the potential repayment of the $17.4 million Kien Huat Note. For the six months ended June 30, 2015, total Casino Project development costs incurred were approximately $9.4 million and consisted of $1.5 million in legal, consultants and other professional services, $2.3 million of non-refundable payments pertaining to the Option Agreement with EPR, and $5.6 million in architectural, engineering fees and construction manager costs. For the six months ending June 30, 2014, total Casino Project development costs expensed were approximately $7.8 million and consisted of $1.6 million in architectural fees, $1.0 million payment for an application fee, $2.8 million in legal, construction manager costs, consultants and other professional services, $900,000 payment to Kien Huat for a commitment fee pursuant to the Commitment letter, and $1.5 million of non-refundable payments pertaining to the Option Agreement with EPR. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 6 Months Ended |
Jun. 30, 2015 | |
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 at June 30, 2015 and December 31, 2014: (in thousands) June 30, 2015 December 31, 2014 Liability for horseracing purses $ 1,222 $ 1,568 Accrued payroll 1,218 1,424 Series E payable 1,500 1,241 Accrued redeemable points 203 187 Liability to NYSGC 496 436 Liability for local progressive jackpot 788 776 Accrued professional fees 3,326 1,000 Federal tax withholding payable 154 114 Accrued other 1,020 1,352 Total accrued expenses and other current liabilities $ 9,927 $ 8,098 |
Long-Term Loan, Related Party
Long-Term Loan, Related Party | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-Term Loan, Related Party | Short-Term Loan, Related Party As set forth in Note A, on March 3, 2015, the Company and Kien Huat entered into the Third Amendment to the Loan Agreement. Pursuant to the Third Amendment, the maturity date of the Loan was extended from March 15, 2015 to March 15, 2016. Therefore, the Loan has been classified as a short-term obligation on the balance sheet as of March 31, 2015, pursuant to its stated maturity date. In consideration of the extension of the maturity date of the Loan, the Company agreed to pay Kien Huat a one-time fee of $25,000 and 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, Kien Huat has the right to convert all or any portion of the principal sum evidenced by the $17.4 million convertible promissory note ("Kien Huat Note") issued to Kien Huat 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 the Company’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 Empire’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. 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, the Company 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 Company is granted a Gaming Facility License, 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 (which is discussed in Note A above) and (ii) the maturity date of March 15, 2016. In the event the Kien Huat Note is converted into common stock pursuant to the Commitment Letter, the Company and Kien Huat have agreed that 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 . 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 will need to renegotiate the terms of the Kien Huat Note prior to its maturity date of March 15, 2016. Moreover, in the event the Company is not granted a Gaming Facility License, we will be in default on the Kien Huat Note. However, there can be no assurance that the Company will be successful in renegotiating the Kien Huat Note to extend its maturity and potentially revising other terms. If the Company is unable to amend the Kien Huat Note prior to its maturity or if we are in default as a result of not obtaining a Gaming Facility License, it could have a material adverse effect 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 Shareholder Approval became effective on September 11, 2014. The Company recognized approximately $657,000 and $653,000 in interest expense associated with the Loan during each of the six months ended June 30, 2015 and 2014. We 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 interest payments from November 2010 through March 31, 2014, 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 total of the Taxes Payable and anticipated interest charges thereon is approximately $1.3 million . The Taxes Payable amount has been remitted to the Internal Revenue Service (the "IRS") and was accepted by the IRS in the second quarter of fiscal year 2014. The interest on the Taxes Payable for fiscal year ending December 31, 2010 was paid and accepted by the IRS in the third quarter of fiscal year 2014 and no penalties were assessed. In March 2015 we received notification from the IRS that the interest and penalties on the Taxes Payable for 2011-2013 is approximately $154,000 . We have filed an appeal of the penalties for 2011- 2013. At the conclusion of the appeal any amounts due will be remitted to the IRS upon the IRS's request. |
Bryanston Settlement
Bryanston Settlement | 6 Months Ended |
Jun. 30, 2015 | |
Bryanston Settlement [Abstract] | |
Bryanston Settlement 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”). 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, the Company shall redeem, purchase and acquire the Preferred Stock from the Bryanston Parties in accordance with the following timeline and payment schedule and 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”). If the Concord Event had occurred after December 31, 2013 and on or before June 30, 2014, all Bryanston Preferred Stock and all dividends accrued and unpaid since December 10, 2002 (the "Accrued Dividends") would have been redeemed for an amount between $22.8 million and $28.0 million . If the Concord Event had occurred after June 30, 2014 and on or before December 31, 2014, all Preferred Stock held by Bryanston would have been 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. The Concord Event did not occur before December 31, 2014, therefore, the Annual Dividend for calendar year 2014 was required to be paid to Bryanston in the amount of approximately $1.2 million prior to the thirtieth (30th) business day following December 31, 2014 from funds legally available to the Company to effect such payment. This payment was made on February 12, 2015. If the Concord Event had occurred after December 31, 2014 and on or before June 30, 2015, all Preferred Stock held by Bryanston would have been 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. Because the Concord Event did 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 Preferred Stock shall be redeemed for $1.5 million on each June 30 for the following three years from funds legally available to the Company to effect such payment. The balance of the 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 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. The amount of the liability recorded on the balance sheet is the amount at which it would be settled if the redemption occurred as of the balance sheet date. The difference between the redemption amount and the amount recorded in the balance sheet as of the date of the Settlement Agreement was reflected as a deemed dividend on that date. Changes in the redemption value of the liability subsequent to the date of the Settlement Agreement are recorded as interest expense. At June 30, 2015, the liability has been reflected in the amount of $29.9 million in the accompanying consolidated balance sheet. Interest expense associated with the change in the redemption amount of the liability was approximately $310,000 and $2.6 million for the three months ended June 30, 2015 and 2014, respectively, and $620,000 and $5.2 million for the six months ended June 30, 2015 and 2014, respectively. |
Stockholders Equity
Stockholders Equity | 6 Months Ended |
Jun. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Stock-based compensation expense was approximately $119,000 and $136,000 for the three months ended June 30, 2015 and 2014, respectively and approximately $270,000 and $284,000 for the six months ending June 30, 2015 and 2014, respectively. As of June 30, 2015, there was approximately $347,000 of total unrecognized compensation cost related to non-vested share-based compensation awards granted under Empire’s plans. 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, including the award of shares of restricted stock granted and discussed below. On May 5, 2015, a total of 525,000 shares of restricted stock were granted to the Chairman of the Board of the Company (the "Chairman") and the Company's four (4) executive officers which restricted stock shall vest as to one half upon the date when the NYSGC authorizes the opening of the Montreign Resort Casino to the public (the "Casino Date") and as to one half on the six month anniversary of the Casino Date. The grants provide for immediate vesting upon a change in control (as defined in the grant). Further, the grant to the Chairman provides for immediate vesting in the event (i) the Chairman is removed from the Company's Board of Directors (the "Board") other than for cause; or (ii)if the Chairman is not re-nominated to stand for election to the Board. The stock based compensation expense for the shares will be approximately $2.7 million and we will recognize stock based compensation expenses if and when the Company is awarded a Gaming Facility License. During the quarter ending June 30, 2015, the Company issued an aggregate of 416,668 shares of common stock at $6.00 per share from the exercise of warrants from a warrant holder. The Company received proceeds of $2.5 million from the exercise of these warrants. As of June 30, 2015, the Company has outstanding warrants to purchase 666,667 shares of Empire's common stock at $6 per share with an expiration date of May 10, 2020. On January 5, 2015, the Company commenced the January 2015 Rights Offering. The January 2015 Rights Offering closed on February 6, 2015. The Company issued a total of 7,042,254 shares of common stock at $7.10 per share. This includes 53,291 shares issued to holders upon exercise of their basic subscription and over-subscription rights and 4,321,798 shares issued to Kien Huat upon exercise of its basic subscription rights. Kien Huat also acquired the remaining 2,667,165 shares not sold in the January 2015 Rights Offering pursuant to the Standby Purchase Agreement. After giving effect to the January 2015 Rights Offering, Kien Huat owns approximately 67% of the outstanding shares of the Company’s common stock. The net proceeds of the January 2015 Rights Offering will be used for the expenses relating to the pursuit of the Gaming Facility License for the Casino Project and for development purposes. If the Company is not awarded a Gaming Facility License, the remaining portion of the proceeds of the January 2015 Rights Offering will be used in its on-going operations. On April 2, 2014, the Company commenced the April 2014 Rights Offering. Upon completion of the April 2014 Rights Offering, the Company issued 2,138,881 shares of common stock and raised approximately $13.4 million . The Company utilized the net proceeds of the April 2014 Rights Offering, which was approximately $13.2 million for certain expenses relating to the the Adelaar Project and Casino Project and maintaining our on-going operations and facilities in support of our pursuit of a Gaming Facility License. Preferred Stock and Dividends On February 9, 2015, our Board authorized the issuance of 25,509 shares of our common stock in payment of dividends due for the year ended December 31, 2014 on our Series B Preferred Stock. The recorded value of these shares was approximately $159,000 . At December 31, 2014, the Company had undeclared dividends on the Series B Preferred Stock of approximately $159,000 . 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 . |
Concentration
Concentration | 6 Months Ended |
Jun. 30, 2015 | |
Risks and Uncertainties [Abstract] | |
Concentration | Concentration As of December 31, 2014, the Company had one debtor, Hawthorn OTB, which represented 14.5% of the total net outstanding racing related accounts receivable. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
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 Department ("Third Department"). The oral argument on the appeal was heard by the Third Department on April 28, 2015 and the Third Department determined that the damages to MRMI should be reduced to $122,562 . On July 8, 2015, we filed a Notice of Motion for Re-Argument and Leave to Appeal ("Notice of Motion") regarding the decision of the Third Department and Concord has filed its Opposition to our Notice of Motion. MRMI will continue to aggressively pursue its 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 the Company and all other defendants. This lawsuit was filed in March 2012, by Concord and various affiliates in the SDNY and asserted in an amended complaint various federal antitrust claims against the Company, EPR, EPT, Genting NY LLC and Kien Huat. The lawsuit arises out of the Company's 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 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 ("2nd Circuit Court") issued a Notice of Stay of Appeal pending the outcome of the Motion for Reconsideration. On November 3, 2014, SDNY denied Concord's Motion for Reconsideration. The 2 nd Circuit Court lifted the Stay of Appeal and the Appeal has been fully briefed. Oral argument was heard by the 2 nd Circuit Court on April 29, 2015. The Company believes this lawsuit is without merit and it will aggressively defend its interests. Other Proceedings The Company is 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 its consolidated financial position, results of operations or cash flows. |
Related Party Transactions Rela
Related Party Transactions Related Party Transactions | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Related Party Transactions On December 9, 2013, the Company executed a letter agreement (the "Moelis Letter Agreement") pursuant to which it engaged Moelis & Company LLC ("Moelis") to act as its financial advisor in connection with the Adelaar Project and the Casino Project. On May 20, 2015, the Moelis Letter Agreement was amended to, among others, extend the term of such agreement through June 9, 2016 and to include a non-refundable Interim Fee of $400,000 , which was expensed upon execution, and which is creditable against future fees. In the event a financing is consummated, the Moelis Letter Agreement contemplates additional transaction-based fees would be earned by Moelis if and when such fees are earned. During 2014, we expensed Moelis approximately $44,000 for professional services and travel. Gregg Polle, a director of the Company, is a Managing Director of Moelis. Mr. Polle refrained from participating in the discussion of the Moelis Letter Agreement, the amendment and the determination of whether to enter into such agreement. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Series E Preferred Stock On July 14, 2015, the Company redeemed 26,667 shares of its Series E Preferred Stock, held by beneficial owners other than the Bryanston Group, for approximately $533,000 . |
Summary of Significant Accoun17
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
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 Monticello Harness Horsemen’s Association (the “MHHA”) and Agriculture and New York State Horse Breeding Development Fund’s contractually 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. Some elements of the racing revenues from Off-Track Betting Corporations (“OTBs”) 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, beverages 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. |
Accounts receivable | Accounts receivable Accounts receivable, net of allowances, are stated at 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. |
Deferred lease costs | Project Development Costs Because of the uncertainty of the awarding of a Gaming Facility License in such a competitive environment, all costs incurred for the Casino Project as part of the proposed Gaming Facility will be expensed until we are awarded a Gaming Facility License. Although we were selected on December 17, 2014 by the Siting Board to apply to the NYSGC for a Gaming Facility License, it is not certain that we will obtain a Gaming Facility License necessary for the Casino Project. Our total assets include approximately $42.5 million of remaining net proceeds available from the January 2015 Rights Offering (as defined and discussed in Note A above), which are presented on the balance sheet as a non-current asset. The proceeds of the January 2015 Rights Offering, which were approximately $49.5 million , may be used solely to pay for the expenses relating to the pursuit of a Gaming Facility License for the Casino Project and for development purposes. Approximately $7.0 million has been disbursed for the six months ended June 30, 2015. If the Company is not awarded a Gaming Facility License, the remaining portion of the proceeds of the January 2015 Rights Offering will be used in its on-going operations. For the six months ended June 30, 2015, total Casino Project development costs incurred were approximately $9.4 million and consisted of $5.6 million in architectural, engineering fees and construction manager costs, $2.3 million of non-refundable payments pertaining to the Option Agreement with EPR, and $1.5 million in legal, consultants and other professional services. For the six months ending June 30, 2014, total Project and Casino Project development costs expensed were approximately $7.8 million and consisted of $2.8 million in legal, construction manager costs, consultants and other professional services, $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, and $900,000 payment to Kien Huat for a commitment fee pursuant to the Commitment letter. |
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 long-term loan. Current assets and current liabilities approximate fair value due to their short-term nature. As of June 30, 2015 and December 31, 2014, the Company’s management was unable to estimate reasonably the fair value of the short-term loan due to the inability to obtain quotes for similar credit facilities. |
Income taxes | Income taxes The Company applies the asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates for the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. |
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. |
New Accounting Pronouncements | Recent accounting pronouncements In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the related debt liability instead of being presented as an asset, consistent with debt discounts. This update also requires that debt disclosures include the face amount of the debt liability and the effective interest rate. The update is effective for fiscal years and interim periods beginning after December 15, 2015, and required retrospective application. Early adoption is permitted for financial statements that have not been previously issued. The Company is currently evaluating the impact of this standard on the Company’s consolidated financial statements. In May 2014, the FASB issued new revenue recognition guidance, which will supersede nearly all existing revenue recognition guidance. The core principle of the guidance is that an entity should recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve the core principle, the new guidance implements a five-step process for customer contract revenue recognition. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenues and cash flows arising from contracts with customers. The new guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period, and early adoption is prohibited. On July 9, 2015, the FASB reaffirmed the guidance in its April 29, 2015 proposed ASU that defers the effective date of the new revenue recognition standard by one year and allows early adoption as of the original effective date. Entities can transition to the new guidance either retrospectively or as a cumulative-effect adjustment as of the date of adoption. Management is assessing the impact that the new revenue recognition guidance will have on the consolidated financial statements. |
Organization And Nature Of Bu18
Organization And Nature Of Business Organization and Nature of Business (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Differences Between Proposed Plan and Select Plan | The differences between the proposal to build the Casino Project by Montreign that was selected by the Siting Board and the proposed improvements include the following: Selected Plan Proposed Plan 80,000 sq. ft. casino with 61 table games Approximately 95,200 sq. ft. casino with approximately 102 table games Additionally, there will be a poker room and private gaming areas with a lounge 391 luxury rooms designed to meet the 4-star and 4-diamond standards of Forbes® and AAA® Approximately 333 luxury rooms including 249 rooms of approximately 600 sq. ft. each, 60 suites of approximately 900 sq. ft. each, Penthouse level with 9 suites of approximately 1,100 to 2,300 sq. ft. each with butler service available, 8 garden suites of approximately 1,200 sq. ft. each and 7 two-story villas of approximately 1,800 sq. ft. each, all of which will be designed to meet the 5-star and 5-diamond standards of Forbes® and AAA® 20,000 sq. ft. meeting and conference space in the M Centre Approximately 27,000 sq. ft. meeting and conference space in the M Centre |
Summary of Significant Accoun19
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
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, 2015 and 2014 are as follows: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands) Food and beverage $ 394 $ 409 $ 736 $ 828 Non-subsidized free play 672 978 544 1,489 Players club awards 154 91 178 137 Total retail value of promotional allowances $ 1,220 $ 1,478 $ 1,458 $ 2,454 |
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, 2015 and 2014 are as follows: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands) Food and beverage $ 486 $ 524 $ 1,018 $ 1,086 Non-subsidized free play 396 577 321 879 Players club awards 154 91 178 137 Total cost of promotional allowances $ 1,036 $ 1,192 $ 1,517 $ 2,102 |
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, 2015 and 2014 that could potentially dilute basic loss per share in the future, but were not included in the calculation of diluted loss per share for the three and six months ended June 30, 2015 and 2014, because their inclusion would have been anti-dilutive. Outstanding at June 30, 2015 2014 Options 725,000 1,013,000 Warrants 667,000 1,083,000 Option Matching Rights 871,000 940,000 Restricted stock 632,000 111,000 Shares to be issued upon conversion of long-term loan, related party 6,575,000 6,575,000 Total 9,470,000 9,722,000 |
Accrued Expenses and Other Cu20
Accrued Expenses and Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
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 at June 30, 2015 and December 31, 2014: (in thousands) June 30, 2015 December 31, 2014 Liability for horseracing purses $ 1,222 $ 1,568 Accrued payroll 1,218 1,424 Series E payable 1,500 1,241 Accrued redeemable points 203 187 Liability to NYSGC 496 436 Liability for local progressive jackpot 788 776 Accrued professional fees 3,326 1,000 Federal tax withholding payable 154 114 Accrued other 1,020 1,352 Total accrued expenses and other current liabilities $ 9,927 $ 8,098 |
Organization And Nature Of Bu21
Organization And Nature Of Business (Details Textual) | May. 26, 2015USD ($) | Feb. 06, 2015USD ($) | Jan. 02, 2015USD ($) | Dec. 17, 2014ami | Nov. 30, 2014USD ($) | Jun. 26, 2014USD ($) | Jun. 20, 2014anniversary | May. 06, 2014USD ($)shares | Apr. 02, 2014USD ($)$ / sharesshares | Mar. 31, 2014USD ($) | Nov. 30, 2013 | Mar. 19, 2013USD ($)agent | Nov. 17, 2010USD ($) | Jun. 30, 2015USD ($)ft²table_gamestoryslot_machineroom$ / sharesshares | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)ft²table_gamestoryelectronic_table_gamevideo_gaming_machineslot_machineparking_spacevideo_lottery_terminalmiroomft$ / sharesshares | Jun. 30, 2014USD ($) | Aug. 01, 2015shares | Feb. 07, 2015shares | Jan. 05, 2015$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Feb. 12, 2014shares |
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Size of video gaming machine and harness horse racing facility | ft² | 45,000 | |||||||||||||||||||||
Distance northwest of New York City | mi | 90 | 90 | ||||||||||||||||||||
Number of video gaming machines | video_gaming_machine | 1,110 | |||||||||||||||||||||
Number of video lottery terminals | video_lottery_terminal | 1,090 | |||||||||||||||||||||
Number of electronic table games | electronic_table_game | 20 | |||||||||||||||||||||
Estimated cost for investment property | $ 1,100,000,000 | $ 1,100,000,000 | ||||||||||||||||||||
Total current assets | 13,194,000 | 13,194,000 | $ 13,490,000 | |||||||||||||||||||
Total current liabilities | 29,789,000 | $ 29,789,000 | $ 10,303,000 | |||||||||||||||||||
Anticipated Number of Feet Property Building Elongated | ft | 50 | |||||||||||||||||||||
Proposed Decrease in Number of Parking Spaces | parking_space | 53 | |||||||||||||||||||||
Total Number of Parking Spaces After Proposal | parking_space | 3,389 | |||||||||||||||||||||
Loss from operations | 7,000,000 | $ 7,344,000 | $ 10,359,000 | $ 9,628,000 | ||||||||||||||||||
Project development costs incurred | 9,400,000 | 7,800,000 | ||||||||||||||||||||
Casino Project Development expenses | $ 7,007,000 | $ 6,270,000 | $ 9,430,000 | $ 7,841,000 | ||||||||||||||||||
Common Stock, Shares Authorized | shares | 150,000,000 | 150,000,000 | 150,000,000 | |||||||||||||||||||
Agreement To Exercise Additional Rights, Expenses Relating to Gaming Facility License | $ 7,000,000 | |||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 17,400,000 | |||||||||||||||||||||
Tax Rate On Slot Machines | 39.00% | |||||||||||||||||||||
Tax Rate On Tables | 10.00% | |||||||||||||||||||||
Annual Binding Supplemental Fee | $ 500 | |||||||||||||||||||||
Future minimum payment due on project development project by counterparty | $ 300,000,000 | $ 300,000,000 | ||||||||||||||||||||
Noncompete Agreement, Period Of Restriction | 5 years | |||||||||||||||||||||
Option payment deferred lease costs | $ 6,800,000 | $ 6,800,000 | ||||||||||||||||||||
Estimated capital tax allowable | $ 15,000,000 | |||||||||||||||||||||
Estimated tax credit allowable for mortgages | 1,100,000 | |||||||||||||||||||||
Estimated tax abatement | $ 126,000,000 | |||||||||||||||||||||
Estimated Tax Abatement Period Of Recognition | 16 years | |||||||||||||||||||||
Number of agents | agent | 3 | |||||||||||||||||||||
Commitment Fee, Percent of Amount Raised, Percent | 1.00% | |||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 6.25 | $ 6 | $ 6 | |||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | shares | 15 | |||||||||||||||||||||
VGM Tax Rate | 41.00% | |||||||||||||||||||||
Debt Instrument Covenant, Equity Investment Required | $ 150,000,000 | |||||||||||||||||||||
Capital | $ 50,000,000 | |||||||||||||||||||||
Agreement to Exercise Additional Rights, Commitment Maximum | $ 150,000,000 | |||||||||||||||||||||
Application Fees, Gaming Facility License | $ 1,000,000 | $ 1,000,000 | ||||||||||||||||||||
Debt Instrument, Convertible, Conversion Ratio | 382.202837 | 382.202837 | ||||||||||||||||||||
Debt Instrument, Face Amount | $ 1,000 | $ 1,000 | $ 1,000 | |||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 2.6164 | $ 2.6164 | $ 2.6164 | |||||||||||||||||||
Additional Monthly Option Payment For Extension of Option Exercise Period | $ 375,000 | |||||||||||||||||||||
Project Development, Final Option Exercise Period After Receipt Of Notice | 60 days | |||||||||||||||||||||
Administrative Fee to Regulatory Body | $ 150,000 | |||||||||||||||||||||
Deferred Escrow Payment | $ 100,000 | |||||||||||||||||||||
EPT Concord II, LLC | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Real estate property (acres) | a | 1,500 | |||||||||||||||||||||
Kien Huat Realty Limited | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Debt Instrument, Face Amount | $ 1,000 | $ 1,000 | ||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 2.65 | $ 2.65 | ||||||||||||||||||||
Montreign | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Minimum capital investment, without license fee | $ 452,000,000 | $ 452,000,000 | ||||||||||||||||||||
Class of Warrant or Right | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 2,138,881 | 2,138,881 | ||||||||||||||||||||
Stock Issued During Period, Value, New Issues | $ 13,400,000 | $ 13,400,000 | ||||||||||||||||||||
Proceeds from Issuance of Stock, Rights Issue, Net | $ 13,200,000 | $ 13,200,000 | ||||||||||||||||||||
Basic Subscription Rights | Class of Warrant or Right | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 453,165 | |||||||||||||||||||||
Basic Subscription Rights | Class of Warrant or Right | Kien Huat Realty Limited | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 1,512,629 | |||||||||||||||||||||
Over Subscription Rights | Class of Warrant or Right | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 173,087 | |||||||||||||||||||||
Execution of Commitment Letter | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Commitment Fee, Percent of Amount Raised, Percent | 0.50% | |||||||||||||||||||||
Rights Offering Launched | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Commitment Fee, Percent of Amount Raised, Percent | 0.50% | |||||||||||||||||||||
Senior Secured Credit Facility | Credit Suisse AG | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 478,000,000 | 478,000,000 | ||||||||||||||||||||
Minimum | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Possible Capital Investment Increase | 100,000,000 | |||||||||||||||||||||
Minimum | Montreign | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Gaming facility license fee | 51,000,000 | |||||||||||||||||||||
Maximum | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Possible Capital Investment Increase | $ 150,000,000 | |||||||||||||||||||||
Option Exercise Period End Date, Extension, Period | 12 months | 12 months | 90 days | |||||||||||||||||||
Non Taxable Free Play Allowance, Percent | 15.00% | 10.00% | 15.00% | 10.00% | ||||||||||||||||||
Montreign Resort Casino | Selected Plan | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Real estate property (acres) | ft² | 20,000 | 20,000 | ||||||||||||||||||||
Number of Table Games | table_game | 61 | 61 | ||||||||||||||||||||
Number of Rooms | room | 391 | 391 | ||||||||||||||||||||
Montreign Resort Casino | Proposed Plan | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Real estate property (acres) | ft² | 27,000 | 27,000 | ||||||||||||||||||||
Number of Table Games | table_game | 102 | 102 | ||||||||||||||||||||
Number of Rooms | room | 333 | 333 | ||||||||||||||||||||
Montreign Resort Casino | Montreign | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Real estate property (acres) | ft² | 80,000 | 80,000 | ||||||||||||||||||||
Number of stories | story | 18 | 18 | ||||||||||||||||||||
Number of Table Games | table_game | 61 | 61 | ||||||||||||||||||||
Number of Slot Machine | slot_machine | 2,150 | 2,150 | ||||||||||||||||||||
Number of Rooms | room | 391 | 391 | ||||||||||||||||||||
Indoor Waterpark Lodge | Montreign | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Number of Rooms | room | 350 | 350 | ||||||||||||||||||||
Entertainment Village | Montreign | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Real estate property (acres) | ft² | 200,000 | 200,000 | ||||||||||||||||||||
EPR Member | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Non-refundable development cost payments | $ 2,300,000 | $ 1,500,000 | ||||||||||||||||||||
Trigger One | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Option Exercise Period End Date, Extension, Period | 120 days | |||||||||||||||||||||
Trigger Two | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Option Exercise Period End Date, Extension, Period | 60 days | |||||||||||||||||||||
January 2015 Rights Offering | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Common Stock, Shares Authorized | shares | 7,042,254 | |||||||||||||||||||||
January 2015 Rights Offering | Common Stock | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Exercise period after grant | 10 days | |||||||||||||||||||||
Agreement to exercise additional rights aggregate amount (not to exceed $50 million) | $ 50,000,000 | |||||||||||||||||||||
Agreement To Exercise Additional Rights, Proceeds from Offering | $ 49,500,000 | $ 42,500,000 | ||||||||||||||||||||
Shares, Issued | shares | 53,291 | |||||||||||||||||||||
Shares Issued, Price Per Share | $ / shares | $ 7.10 | |||||||||||||||||||||
January 2015 Rights Offering | Common Stock | Kien Huat Realty Limited | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Shares, Issued | shares | 2,667,165 | 4,321,798 | ||||||||||||||||||||
Percentage of shares owned by shareholder | 67.00% | |||||||||||||||||||||
Shelf Registration | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Common Stock, Shares Authorized | shares | 250,000,000 | |||||||||||||||||||||
Subsequent Event | Shelf Registration | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Common Stock, Shares Authorized | shares | 186,600,000 | |||||||||||||||||||||
Casino Project [Member] | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Casino Project Development expenses | $ 7,000,000 | |||||||||||||||||||||
EPT Concord II, LLC | Casino Lease | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 70 years | |||||||||||||||||||||
Lessee Leasing Arrangements, Operating Leases, Notice To Terminate Lease | 12 months | |||||||||||||||||||||
Lessee Leasing Arrangements, Operating Leases, Number Of Anniversaries Lease Can Be Terminated | anniversary | 5 | |||||||||||||||||||||
Operating Leases, Transfer Of Lease, Period After Gaming License Receipt | 60 days | |||||||||||||||||||||
Casino Hotel | Montreign Resort Casino | Selected Plan | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Real estate property (acres) | ft² | 80,000 | 80,000 | ||||||||||||||||||||
Casino Hotel | Montreign Resort Casino | Proposed Plan | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Real estate property (acres) | ft² | 95,200 | 95,200 | ||||||||||||||||||||
600 Sq. Ft. Room | Montreign Resort Casino | Proposed Plan | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Number of Rooms | room | 249 | 249 | ||||||||||||||||||||
900 Sq. Ft. Suite | Montreign Resort Casino | Proposed Plan | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Number of Rooms | room | 60 | 60 | ||||||||||||||||||||
1,100 to 2,300 Sq. Ft. Penthouse Suite | Montreign Resort Casino | Proposed Plan | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Number of Rooms | room | 9 | 9 | ||||||||||||||||||||
1,200 Sq. Ft. Garden Suite | Montreign Resort Casino | Proposed Plan | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Number of Rooms | room | 8 | 8 | ||||||||||||||||||||
1,800 Sq. Ft. Two-Story Garden Villas | Montreign Resort Casino | Proposed Plan | ||||||||||||||||||||||
Organization And Nature Of Business (Textual) | ||||||||||||||||||||||
Number of Rooms | room | 7 | 7 |
Summary of Significant Accoun22
Summary of Significant Accounting Policies - Promotional Allowances (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||||
Total retail value of promotional allowances | $ 1,220 | $ 1,478 | $ 1,458 | $ 2,454 |
Total cost of promotional allowances | 1,036 | 1,192 | 1,517 | 2,102 |
Food and beverage [Member] | ||||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||||
Total retail value of promotional allowances | 394 | 409 | 736 | 828 |
Total cost of promotional allowances | 486 | 524 | 1,018 | 1,086 |
Non-subsidized free play [Member] | ||||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||||
Total retail value of promotional allowances | 672 | 978 | 544 | 1,489 |
Total cost of promotional allowances | 396 | 577 | 321 | 879 |
Players club awards [Member] | ||||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||||
Total retail value of promotional allowances | 154 | 91 | 178 | 137 |
Total cost of promotional allowances | $ 154 | $ 91 | $ 178 | $ 137 |
Summary of Significant Accoun23
Summary of Significant Accounting Policies - Stock option equivalents (Details) - shares shares in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total number of common stock equivalents outstanding | 9,470 | 9,722 |
Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total number of common stock equivalents outstanding | 725 | 1,013 |
Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total number of common stock equivalents outstanding | 667 | 1,083 |
Option matching rights [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total number of common stock equivalents outstanding | 871 | 940 |
Restricted stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total number of common stock equivalents outstanding | 632 | 111 |
Shares to be issued upon conversion of convertible of long-term loan, related party [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total number of common stock equivalents outstanding | 6,575 | 6,575 |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands | Feb. 06, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Agreement To Exercise Additional Rights, Expenses Relating to Gaming Facility License | $ 7,000 | |||
Allowance for doubtful accounts | 161 | $ 161 | ||
Project development costs incurred | 9,400 | $ 7,800 | ||
Architectural Fees [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Project development costs incurred | 5,600 | 1,600 | ||
Agreement Payments [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Project development costs incurred | 2,300 | 1,500 | ||
Legal, Construction Manager Costs, Consultants, And Other Professional Services [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Project development costs incurred | 1,500 | 2,800 | ||
Application Fee [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Project development costs incurred | 1,000 | |||
Commitment Fe [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Project development costs incurred | 900 | |||
Legal Expense [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Project development costs incurred | 2,300 | 2,800 | ||
Professional Services [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Project development costs incurred | $ 900 | |||
January 2015 Rights Offering | Common Stock | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Agreement To Exercise Additional Rights, Proceeds from Offering | $ 49,500 | $ 42,500 |
Project Development Costs Proje
Project Development Costs Project Development Costs (Details Textual) - USD ($) $ in Thousands | Feb. 06, 2015 | Jun. 30, 2015 | Jun. 30, 2014 |
Development Costs [Line Items] | |||
Agreement To Exercise Additional Rights, Expenses Relating to Gaming Facility License | $ 7,000 | ||
Debt Instrument, Periodic Payment, Principal | 17,400 | ||
Project development costs incurred | 9,400 | $ 7,800 | |
Legal, Construction Manager Costs, Consultants, And Other Professional Services [Member] | |||
Development Costs [Line Items] | |||
Project development costs incurred | 1,500 | 2,800 | |
Legal Expense [Member] | |||
Development Costs [Line Items] | |||
Project development costs incurred | 2,300 | 2,800 | |
Architectural Fees [Member] | |||
Development Costs [Line Items] | |||
Project development costs incurred | 5,600 | 1,600 | |
Application Fee [Member] | |||
Development Costs [Line Items] | |||
Project development costs incurred | 1,000 | ||
Professional Services [Member] | |||
Development Costs [Line Items] | |||
Project development costs incurred | 900 | ||
Agreement Payments [Member] | |||
Development Costs [Line Items] | |||
Project development costs incurred | 2,300 | $ 1,500 | |
Common Stock | January 2015 Rights Offering | |||
Development Costs [Line Items] | |||
Agreement To Exercise Additional Rights, Proceeds from Offering | $ 49,500 | $ 42,500 |
Accrued Expenses and Other Cu26
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Class of Stock [Line Items] | ||
Liability for horseracing purses | $ 1,222 | $ 1,568 |
Accrued payroll | 1,218 | 1,424 |
Accrued redeemable points | 203 | 187 |
Liability to NYSGC | 496 | 436 |
Liability for local progressive jackpot | 788 | 776 |
Accrued professional fees | 3,326 | 1,000 |
Federal tax withholding payable | 154 | 114 |
Accrued other | 1,020 | 1,352 |
Total accrued expenses and other current liabilities | 9,927 | 8,098 |
Series E Preferred Stock | ||
Class of Stock [Line Items] | ||
Series E payable | $ 1,500 | $ 1,241 |
Long-Term Loan, Related Party (
Long-Term Loan, Related Party (Details Textual) | Nov. 17, 2010USD ($) | Jun. 30, 2015USD ($)$ / shares | Mar. 31, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)shares$ / shares | Jun. 30, 2014USD ($) | Mar. 31, 2014USD ($) | Dec. 31, 2014$ / shares |
Debt Instrument [Line Items] | ||||||||
Principal amount of promissory note | $ 1,000 | $ 1,000 | $ 1,000 | |||||
Debt Instrument, Periodic Payment, Principal | 17,400,000 | |||||||
Principal sum evidenced by the Note such that the unconverted portion multiple | $ 1 | $ 1 | ||||||
Principal amount, which represents a conversion price (usd per share) | $ / shares | $ 2.6164 | $ 2.6164 | $ 2.6164 | |||||
Debt Instrument, Convertible, Conversion Ratio | 382.202837 | 382.202837 | ||||||
Interest expense | $ 644,000 | $ 2,933,000 | $ 1,323,000 | $ 5,975,000 | ||||
Amendment Three [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument loan agreement one-time fee | $ 25,000 | |||||||
Legal fees and expenses paid | 20,000 | |||||||
Kien Huat Realty Limited | ||||||||
Debt Instrument [Line Items] | ||||||||
Principal amount of promissory note | $ 1,000 | 1,000 | ||||||
Unconverted Portion of Notes | $ 1,000 | |||||||
Non-assessable shares of Empire's common stock at a conversion rate (shares) | shares | 377 | |||||||
Principal amount, which represents a conversion price (usd per share) | $ / shares | $ 2.65 | $ 2.65 | ||||||
Average of last reported bid prices common stock for consecutive trading days | 20 days | |||||||
Conversion Price in Effect on Measuring Date | 200.00% | 200.00% | ||||||
Interest Paid | $ 4,100,000 | |||||||
Foreign Entity Affiliate, Interest, Tax Withholding Percentage | 30.00% | |||||||
Interest Paid, Withholding Tax Payable | $ 1,200,000 | |||||||
Withholding Tax Payable, including Interest On Income Tax | $ 1,300,000 | |||||||
Unrecognized Tax Benefits, Interest on Income Taxes Accrued | $ 154,000 | |||||||
Bridge Loan [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest expense | $ 657,000 | $ 653,000 |
Bryanston Settlement (Details)
Bryanston Settlement (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | Jun. 30, 2013 | |
Financial Instruments Subject to Mandatory Redemption by Settlement Terms [Line Items] | ||||||
Interest expense | $ 644 | $ 2,933 | $ 1,323 | $ 5,975 | ||
Series E Preferred Stock | ||||||
Financial Instruments Subject to Mandatory Redemption by Settlement Terms [Line Items] | ||||||
Stock payable | 28,359 | 28,359 | $ 29,239 | |||
Mandatorily Redeemable Preferred Stock [Member] | Series E Preferred Stock | ||||||
Financial Instruments Subject to Mandatory Redemption by Settlement Terms [Line Items] | ||||||
Share value redeemable upon settlement event | 29,900 | 29,900 | ||||
Interest expense | $ 310 | $ 2,600 | $ 620 | $ 5,200 | ||
Event Occurs after June 30, 2013 and on or Before December 31, 2014 | Mandatorily Redeemable Preferred Stock [Member] | ||||||
Financial Instruments Subject to Mandatory Redemption by Settlement Terms [Line Items] | ||||||
Stock payable | $ 28,000 | |||||
Preferred stock, per share liquidation value (usd per share) | $ 10 | |||||
Event Occurs After June 30, 2014 and on or Before December 31, 2014 | Mandatorily Redeemable Preferred Stock [Member] | ||||||
Financial Instruments Subject to Mandatory Redemption by Settlement Terms [Line Items] | ||||||
Dividends payable upon settlement event | $ 1,200 | |||||
Event Does not Occur by June 30, 2015 | Mandatorily Redeemable Preferred Stock [Member] | ||||||
Financial Instruments Subject to Mandatory Redemption by Settlement Terms [Line Items] | ||||||
Number of shares redeemable upon settlement event (shares) | 150,000 | 150,000 | ||||
Share value redeemable upon settlement event | $ 1,500 | $ 1,500 | ||||
Redeemable period upon settlement event | 3 years | |||||
Event Does not Occur by June 30, 2015 | Mandatorily Redeemable Preferred Stock Redeemable Over Three Year Period [Member] | ||||||
Financial Instruments Subject to Mandatory Redemption by Settlement Terms [Line Items] | ||||||
Number of shares redeemable upon settlement event (shares) | 150,000 | 150,000 | ||||
Share value redeemable upon settlement event | $ 1,500 | $ 1,500 | ||||
Minimum | Event Occurs After December 31, 2013 and on or Before December, 31 2014 | Mandatorily Redeemable Preferred Stock [Member] | ||||||
Financial Instruments Subject to Mandatory Redemption by Settlement Terms [Line Items] | ||||||
Stock payable | 22,800 | |||||
Maximum | Event Occurs After December 31, 2013 and on or Before December, 31 2014 | Mandatorily Redeemable Preferred Stock [Member] | ||||||
Financial Instruments Subject to Mandatory Redemption by Settlement Terms [Line Items] | ||||||
Stock payable | $ 28,000 |
Stockholders Equity Stockholder
Stockholders Equity Stockholders' Equity (Details) - USD ($) | May. 05, 2015 | May. 06, 2014 | Apr. 02, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Feb. 09, 2015 | Feb. 07, 2015 | Jan. 05, 2015 | Dec. 31, 2014 | Feb. 19, 2014 | Dec. 31, 2013 |
Equity [Line Items] | |||||||||||||
Stock-based compensation | $ 119,000 | $ 136,000 | $ 270,000 | $ 284,000 | |||||||||
Deferred Compensation Share-based Arrangements, Liability, Current and Noncurrent | $ 347,000 | $ 347,000 | |||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 416,668 | 416,668 | |||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 6.25 | $ 6 | $ 6 | ||||||||||
Proceeds from Warrant Exercises | $ 2,500,000 | ||||||||||||
Common Stock, Shares Authorized | 150,000,000 | 150,000,000 | 150,000,000 | ||||||||||
Common Stock Dividends on Series B Preferred Stock Shares Authorized | 25,509 | 30,833 | |||||||||||
Series B Preferred Stock | |||||||||||||
Equity [Line Items] | |||||||||||||
Common Stock Dividends, Declared And Undeclared, Value | $ 159,000 | $ 218,000 | |||||||||||
Common Stock Dividends, Undeclared, Value | $ 159,000 | $ 218,000 | |||||||||||
Class of Warrant or Right | |||||||||||||
Equity [Line Items] | |||||||||||||
Stock Issued During Period, Shares, New Issues | 2,138,881 | 2,138,881 | |||||||||||
Stock Issued During Period, Value, New Issues | $ 13,400,000 | $ 13,400,000 | |||||||||||
Proceeds from Issuance of Stock, Rights Issue, Net | $ 13,200,000 | $ 13,200,000 | |||||||||||
January 2015 Rights Offering | |||||||||||||
Equity [Line Items] | |||||||||||||
Common Stock, Shares Authorized | 7,042,254 | ||||||||||||
January 2015 Rights Offering | Common Stock | |||||||||||||
Equity [Line Items] | |||||||||||||
Shares Issued, Price Per Share | $ 7.10 | ||||||||||||
Shares, Issued | 53,291 | ||||||||||||
Kien Huat Realty Limited | January 2015 Rights Offering | Common Stock | |||||||||||||
Equity [Line Items] | |||||||||||||
Shares, Issued | 2,667,165 | 4,321,798 | |||||||||||
Percentage of shares owned by shareholder | 67.00% | ||||||||||||
Expiring May 10, 2020 | |||||||||||||
Equity [Line Items] | |||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 6 | $ 6 | |||||||||||
Class of Warrant or Right, Outstanding | 666,667 | 666,667 | |||||||||||
Restricted Stock [Member] | Board of Directors Chairman [Member] | |||||||||||||
Equity [Line Items] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 525,000 | ||||||||||||
Stock Granted, Value, Share-based Compensation, Net of Forfeitures | $ 2,700,000 |
Concentration - Narrative (Deta
Concentration - Narrative (Details) - 12 months ended Dec. 31, 2014 - Accounts Receivable [Member] - Credit Concentration Risk [Member] - debtor | Total |
Concentration Risk [Line Items] | |
Number of debtors | 1 |
Hawthorne OTB [Member] | |
Concentration Risk [Line Items] | |
Concentration of risk | 14.50% |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) | Apr. 28, 2015 | Jan. 15, 2014 | Jul. 31, 2011 | Dec. 31, 2010 |
Empire [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 | |||
Concord [Member] | ||||
Commitments and Contingencies (Textual) [Abstract] | ||||
VGM Shortfall | $ 300,000 | |||
Damages in an amount | $ 308,000 | |||
Loss Contingency, Reduction in Damages Sought, Value | $ 122,562 |
Related Party Transactions (Det
Related Party Transactions (Details) - Moelis - Financial Advisor - USD ($) | May. 20, 2015 | Dec. 31, 2014 |
Related Party Transaction [Line Items] | ||
Professional Fees | $ 44,000 | |
Interim Fee | ||
Related Party Transaction [Line Items] | ||
Related Party Transaction, Amounts of Transaction | $ 400,000 |
Subsequent Events (Details)
Subsequent Events (Details) - 1 months ended Jul. 31, 2015 - Series E Preferred Stock - Subsequent Event - USD ($) $ in Thousands | Total |
Subsequent Event | |
Stock Redeemed or Called During Period, Shares | 26,667 |
Payments for Repurchase of Redeemable Preferred Stock | $ 533 |