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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Call Options (obligations to sell) | $ 3 | 11/13/2009 | S | 100,000 | 11/13/2009 | 12/31/2010 | Common Stock | 100,000 | $ 10 (1) | 0 | I | By LRC Acquisition LLC (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
CAPPELLI LOUIS C/O CAPPELLI ENTERPRISES, INC. 115 STEVENS AVENUE VALHALLA, NY 10595 |
X | |||
LRC Acquisition LLC C/O CAPPELLI ENTERPRISES, INC. 115 STEVENS AVENUE VALHALLA, NY 10595 |
X | |||
Cappelli Resorts LLC C/O CAPPELLI ENTERPRISES, INC. 115 STEVENS AVENUE VALHALLA, NY 10595 |
X |
/s/ LOUIS R. CAPPELLI | 11/19/2009 | |
**Signature of Reporting Person | Date | |
LRC ACQUISITION LLC /s/ LOUIS R. CAPPELLI, Managing Member | 11/19/2009 | |
**Signature of Reporting Person | Date | |
CAPPELLI RESORTS LLC /s/ LOUIS R. CAPPELLI, Managing Member | 11/19/2009 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | This amount is in addition to an agreement by the holder of the call options reported in this Form 4 to make additional credit available to LRC Acquisition LLC pursuant to an existing credit agreement between the holder and LRC Acquisition LLC. |
(2) | Louis R. Cappelli serves as the managing member and majority owner of LRC Acquisition LLC and Cappelli Resorts LLC, and indirectly owns the shares of Empire Resorts, Inc. ("Empire") common stock reported on this Form 4. LRC Acquisition LLC directly owns 4,200,000 of the shares reported on this Form 4 (the "LRC Shares"). Cappelli Resorts LLC directly owns 1,174,512 of the shares reported on this Form 4 (the "Cappelli Resorts Shares"). Each of LRC Acquisition LLC and Cappelli Resorts LLC beneficially owns less than ten percent (10%) of the outstanding shares of Empire. Each of LRC Acquisition LLC and Cappelli Resorts LLC disclaims beneficial ownership of the shares reported on this Form 4 other than the LRC Shares and the Cappelli Resorts Shares, respectively. |