Attached files
| file | filename |
|---|---|
| EX-3.1 - EX-3.1 - Pershing Gold Corp. | v198184_ex3-1.htm |
| EX-3.2 - EX-3.2 - Pershing Gold Corp. | v198184_ex3-2.htm |
I UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
____________________________________________________________
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): September 27, 2010
The Empire Sports &
Entertainment Holdings Co.
(Exact
Name of Registrant as Specified in Charter)
|
Nevada
|
333-150462
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26-0657736
|
||
|
(State
or other
jurisdiction of
incorporation)
|
(Commission
File Number)
|
(IRS
Employer
Identification
No.)
|
|
110
Greene Street, Suite 403
New
York, New York
|
10012
|
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (212) 208-4472
Excel Global, Inc.
816 South Robertson Blvd., Los Angeles, CA
90035
_________________________________________________________________________
(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:
|
¨
|
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))
|
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Item
5.03
|
Amendments
to Articles of Incorporation or Bylaws; Change in Fiscal
Year
|
On
September 22, 2010, the Board of Directors of The Empire Sports &
Entertainment Holdings Co., f/k/a Excel Global, Inc. (the “Company”) approved
the amendment and restatement of both its Articles of Incorporation and Bylaws
in order to, among other things, change the name of the Company from “Excel
Global, Inc.” to “The Empire Sports & Entertainment Holdings
Co.”
On
September 22, 2010, stockholders representing the requisite number of votes
necessary to approve the adoption of the Amended and Restated Articles of
Incorporation took action via written consent, approving the Amended and
Restated Articles of Incorporation. On September 27, 2010, the Company
filed the Amended and Restated Articles of Incorporation with the Secretary
of State of the State of Nevada.
|
Item
8.01
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Other
Events
|
On
September 22, 2010, the Board of Directors of the Company declared a dividend of
an additional 1.51380043 shares of its common stock on each share of its common
stock outstanding on September 22, 2010. The record date for issuance
of the dividend is September 26, 2010 for holders of record of the Company’s
securities as of September 26, 2010.
|
Item
9.01
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Financial
Statements and Exhibits
|
|
|
(d)
|
Exhibits.
|
The
exhibits listed in the following Exhibit Index are filed as part of this Current
Report on Form 8-K.
|
Exhibit No.
|
Description
|
|
|
3.1
|
Amended
and Restated Articles of Incorporation
|
|
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3.2
|
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Amended
and Restated
Bylaws
|
2
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 thereunto
duly authorized.
Date: October
4, 2010
|
THE
EMPIRE SPORTS & ENTERTAINMENT
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||
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HOLDINGS
CO.
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By
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/s/ Gregory D.
Cohen
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Name: Gregory
D. Cohen
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Title: President,
Chief Operating Officer &
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Secretary
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3
INDEX
TO EXHIBITS
|
Description
|
||
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3.1
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Amended
and Restated Articles of Incorporation
|
|
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3.2
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Amended
and Restated
Bylaws
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4