sec document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): March 17, 2005
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EMPIRE RESORTS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 001-12522 13-3714474
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
c/o Monticello Raceway, Route 17B, Monticello, NY 12701
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(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (845) 794-4100
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N/A
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(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
/ / Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
/ / Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
/ / Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
/ / Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. OTHER EVENTS.
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The Company has received clarifications concerning the views of the
Bureau of Indian Affairs of the United States Department of the Interior (the
"BIA") concerning the status of the Agreement of Settlement and Compromise
entered into by the Cayuga Nation of New York (the "Cayuga Nation") to resolve
certain claims against the State of New York (the "Settlement Agreement"). These
clarifications indicate the view of the BIA that Mr. Clint C. Halftown's status
as the federal representative of the Cayuga Nation does not affect the
Settlement Agreement.
As disclosed in the Company's previous filings, some confusion has
resulted from certain actions taken by Mr. Halftown, a member of the Cayuga
Nation and certain actions taken by other members of the Cayuga Nation in
response thereto. Mr. Halftown was a member of the Cayuga Nation Council that
unanimously approved the Settlement Agreement with the State of New York. Mr.
Halftown was also a signatory to such agreement when executed on November 19,
2005. Subsequently, however, Mr. Halftown reconsidered the intention of the
State of New York to include in the settlements certain Native American parties
to the claims that have not maintained a continuous domicile in New York State.
Further, he has expressed the view that the agreement is no longer valid because
he is the "authorized representative" of the Cayuga Nation and has renounced his
support of it. He has sent notifications of his views in this regard to the
Governor of the State of New York and the National Indian Gaming Commission. He
has also purported to discharge the law firms working for the Cayuga Nation on
the claims and certain other matters.
In response to these matters, various actions have been taken by other
members of the Cayuga Nation and by the Cayuga Nation Council intended to remove
Mr. Halftown from the Cayuga Nation Council and to terminate the authority he
had previously been given to act as a representative of the Cayuga Nation in
connection with the federal government and its agencies. These efforts have
included requesting the BIA to acknowledge that Mr. Halftown's status as the
federal representative of the Cayuga Nation has been terminated.
On March 15, 2005, Franklin Keel, the Director of the Eastern Regional
Office of the BIA, sent separate but similar letters to two of the law firms Mr.
Halftown has tried to discharge. In these letters, the Regional Director
indicated that the BIA had engaged in a limited examination of the internal
decision making process of the Cayuga Nation regarding Mr. Halftown's status as
a legal representative of the Cayuga Nation to the BIA. Based on such limited
examination, the Regional Director found that there was a lack of agreement and
evidence as to how Cayuga Nation law and custom apply in this particular
circumstance and therefore found insufficient evidence for him to ascertain if
Mr. Halftown's removal was consistent with Cayuga Nation law governing the
removal of a Cayuga Nation representative. As a result, he found the evidence he
had received to be "insufficient to change the Bureau's recognition of Clint
Halftown as having the authority to represent the Cayuga Nation in its dealings
with the Federal government". The Regional Director also noted that it was
policy of the BIA to refrain from engaging in actions which would constitute
unnecessary interference in the internal governmental affairs of Indian nations
and expressed the hope that the differences within the Cayuga Nation could be
worked out through peaceful internal means.
The letters sent by the Regional Director did not discuss the effect
of the BIA continuing to recognize Mr. Halftown as the authorized representative
of the Cayuga Nation in dealings with the federal government or the nature and
extent of Mr. Halftown's authority as such a representative. Nor did the letters
address Mr. Halftown's ability to represent the Cayuga Nation in dealing with
its agreements with the State of New York or the Company. However, on March 17,
2005, the Regional Director issued a further clarification to each of these law
firms. Noting that there might be some confusion, he indicated that: "The scope
of the Bureau's recognition of Mr. Halftown as the Cayuga Nation's
representative does not extend to the Nation's dealings with any state or local
government, other sovereign entities, corporations and other entities, or
individuals." The letter indicates that the BIA did not intend to affect the
Cayuga Nation's land claim settlement with the State of New York, stating that:
"The Bureau's recognition of Mr. Halftown should not be interpreted to affect
the Cayuga Nation's settlement with the State of New York."
In a related matter, a lawsuit between members of the Cayuga Nation
concerning Mr. Halftown's status as tribal representative has been dismissed on
the grounds that the appropriate agency to deal with this matter in the first
instance is the BIA and that the plaintiffs have yet to pursue the matter with
the BIA to completion. The Company has been advised that members of the Cayuga
Nation and their attorneys and other advisors are continuing their efforts to
clarify these matters with the BIA.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
EMPIRE RESORTS, INC.
Dated: March 18, 2005 By: /s/ Scott A. Kaniewski
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Name: Scott A. Kaniewski
Title: Chief Financial Officer