HONG KONG--(BUSINESS WIRE)--
Asia Entertainment & Resources Ltd. (“AERL”) (AERL), which operates through its subsidiaries and related promoter companies as a VIP room gaming promoter in Macau, today announced the record date for a proposed rights offering.
As AERL previously announced, AERL is seeking to dual list its securities on the Hong Kong Stock Exchange. In order to comply with Hong Kong listing requirements relating to the financial independence of the company, AERL should, among other things, repay in full amounts due to existing shareholders in order to demonstrate its financial independence from shareholders at the time of the listing in Hong Kong. In order to raise funds sufficient to repay such amounts, AERL plans to offer subscription rights to purchase approximately $63 million of its ordinary shares to each shareholder of record as of June 3, 2013. The rights offering will permit AERL to raise equity capital through the sale of ordinary shares without diluting existing shareholders who exercise their rights in full. The number of rights, exercise price of the rights and other terms will be determined and announced prior to the commencement of the offering. AERL expects that the rights will be tradable, thereby allowing existing shareholders that are not interested in exercising their rights to sell their rights in the public market.
Certain of AERL’s current shareholders are expected to agree to purchase any ordinary shares underlying unexercised rights. Some of the shareholders agreeing to purchase such shares hold the indebtedness that will be repaid with the proceeds of the rights offering. No consideration is expected to be paid to these shareholders for their agreement to purchase these shares.
The offering of the ordinary shares underlying the rights will be made only by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended. This press release does not constitute an offer to sell or the solicitation of an offer to buy ordinary shares, nor shall there be any sale of the ordinary shares in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities law of any such jurisdiction.
Shareholders should carefully read the prospectus, rights certificate and related materials when they are available because they will contain important information.
About Asia Entertainment & Resources Ltd.
Asia Entertainment & Resources Ltd. is a holding company which operates through its subsidiaries and related promoter companies as a VIP room gaming promoter, and is entitled to receive all of the profits of the VIP gaming promoters from VIP gaming rooms. AERL’s VIP room gaming promoters currently participate in the promotion of four major luxury VIP gaming facilities in Macau, China, the largest gaming market in the world. One VIP gaming room is located at the top-tier 5-star hotel, the Star World Hotel & Casino in downtown Macau, and another is located in the luxury 5-star hotel, the Galaxy Macau™ Resort in Cotai, each of which is operated by Galaxy Casino, S.A. Additional VIP gaming rooms are located at the Sands Cotai Central and City of Dreams Macau, both in Cotai.
Forward Looking Statements
This press release includes forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties. Forward-looking statements are statements that are not historical facts. Such forward-looking statements, based upon the current beliefs and expectations of AERL's management, are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. Forward looking statements include, but are not limited to, statements regarding the rights offering, the expected timing of the rights offering and the anticipated proceeds to be raised pursuant to the rights offering. Investors and potential investors should consult all of the information set forth herein and should also refer to the risk factors set forth in AERL's Annual Report on Form 20-F filed on April 5, 2013, and other reports filed or to be filed from time-to-time with the Securities and Exchange Commission.