Asia Entertainment & Resources Ltd. Announces Certain Terms of Proposed Rights Offering
HONG KONG--(BUSINESS WIRE)-- Asia Entertainment & Resources Ltd. ("AERL") (NAS: AERL) , which operates through its subsidiaries and related promoter companies as a VIP room gaming promoter in Macau, today announced certain terms of the proposed rights offering previously announced on May 24, 2013.
On the payment date, holders of every two outstanding ordinary shares as of the record date will receive a right to purchase one ordinary share at an exercise price of $3.00 per share. In addition, as previously announced, certain persons will agree to purchase any ordinary shares underlying unexercised rights. Messrs. Lam Man Pou, Chairman of AERL, and Vong Hon Kun, Chief Operating Officer of AERL, two of such persons, will agree to purchase approximately 34% of such shares for $4.50 per share, representing a premium to the closing price of AERL's ordinary shares on May 24, 2013, which was $4.37 per share, and a 50% premium to the exercise price of the rights. Mr. Lam and Mr. Vong will also agree to lock up the ordinary shares purchased from the unexercised rights for a period of two years following the purchase date. The remaining persons who are agreeing to purchase shares underlying unexercised rights will purchase such shares at an exercise price of $3.00 per share. As previously announced, no consideration will be paid to these shareholders for their agreement to purchase the ordinary shares. AERL anticipates launching the rights offering on June 4, 2013.
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 purchase of unexercised rights by certain persons, 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.
KEYWORDS: Asia Pacific Hong Kong
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