In Cambodia, NagaCorp, the operator of the NagaWorld integrated resort in the country’s capital city of Phnom Penh, has formally terminated a subscription agreement key to financing the second half of its massive US$3.5 billion project called Naga 3. The move, however, did not set back the operator’s determination to see the project through.
Termination of 2019 Subscription Agreement
The agreement, originally executed in 2019, obligated NagaCorp’s then-controlling shareholder, Dr. Chen Lip Keong, to cover approximately 50 percent of the project’s anticipated costs, around US$1.76 billion plus any potential overruns. This financial commitment was structured through a rights issue of settlement shares priced at HK$12 (US$1.54) per share, with the remaining funding sourced from internally generated cash flows.
The mutual termination deed dated December 15 has resulted in the waiver of such liabilities. In this regard, the cash advance payments totaling US$316 million forfeited by the subscriber have been forfeited and treated as reserves due to the unissued settlement shares.
Funding Strategy Reassessment Required
With the termination of the subscription agreement, NagaCorp announced that it will carry out a thorough examination of the schedule and scale of development of the Naga 3 project while scouting alternative sources of funding when necessary. The company made it clear that they still planned on moving ahead with the construction despite the alteration in the financing arrangement.
This strategic shift is unfolding within a series of project changes. Earlier on, NagaCorp had announced a completion extension of four years from the intended opening in September 2025 to September 2029. This new timing also comes within the scope of a project resize aimed at fitting the development size into the realistic marketplace.
Scale and Original Intent of the Project
The Naga 3 was supposed to be a far more ambitious extension of NagaWorld in Phnom Penh, which would offer a total of 5,000 hotel rooms, 1,300 gaming tables, and 4,500 electronic gaming machines. The aim was to make NagaWorld a gambling and hospitality giant in the region, capitalizing on Cambodia’s emerging IR industry.
The scaled-down scheme and protracted timeframe indicate the realistic response to the challenges from the outside environment, which includes the complexities of the construction process. Additionally, the termination of project funding does not seem to have halted NagaCorp’s progress.
Historical Context & Shareholder Dynamics
Dr. Chen Lip Keong’s considerable financial support essentially served as a backbone to the initial financing structure for the Naga 3 project by virtue of his status as the controlling shareholder. The joint termination appears to signal a clean and amicable settlement of their liabilities while maintaining NagaCorp’s operational freedom to develop either external capital or partnership markets.
Immediate balance-sheet assistance is also provided by the forfeited cash advances, which means that previous equity contributions made by shareholders have been converted into permanent equity reserves.
Strategic Path Forward for Naga 3
NagaCorp also has to replace the US$1.76 billion investment pledge, which was previously guaranteed in the subscription agreement, so the company could explore areas such as borrowing, equity issuances, strategic investor collaborations, or enhancing internal cash flow from the core operations of NagaWorld.
The public reaffirmation of the project’s continuity by the company is an indication to the investors that Naga 3 is still at the heart of the long-term growth plan of the company despite the new scope and timeline.
Development of Integrated Resorts in Cambodia
The evolution of Naga 3 regarding funding restructuring and timeline changes is reflective of the types of adaptive measures that define Cambodia’s integrated resort industry. NagaCorp’s consideration of different funding structures does not mark a stalemate in Phnom Penh’s ambition to develop the gaming and hospitality facilities in light of overall regional competition.
Source: Asia Gaming Brief (AGB)



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