-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, E00AfnRmBDPn2KEgXxwX1EAUxMvRogb4veDhzh7dulc2y0D6i50Up/e9qc4nZDKO lwXLqc+tqOpFF9+Pc2zJHQ== 0001038838-98-000139.txt : 19980721 0001038838-98-000139.hdr.sgml : 19980721 ACCESSION NUMBER: 0001038838-98-000139 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19980714 ITEM INFORMATION: ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980720 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: EMPIRE COMMUNICATIONS CORP CENTRAL INDEX KEY: 0001025707 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 860793960 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 333-16031 FILM NUMBER: 98668665 BUSINESS ADDRESS: STREET 1: 10670 NORTH CENTRAL EXPRESSWAY STE 235 CITY: DALLAS STATE: TX ZIP: 75231 BUSINESS PHONE: 2147501323 MAIL ADDRESS: STREET 1: 10670 NORTH CENTRAL EXPRESSWAY CITY: DALLAS STATE: TX ZIP: 75231 FORMER COMPANY: FORMER CONFORMED NAME: LITIGATION ECONOMICS INC DATE OF NAME CHANGE: 19961022 8-K 1 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): July 14, 1998 EMPIRE COMMUNICATIONS CORPORATION, f/k/a/ LITIGATION ECONOMICS, INC. - -------------------------------------------------------------------------------- Exact name of registrant as specified in its charter Nevada 333-16031 86-0793960 - ------------------------------- ------------------- ------------------- State or other jurisdiction Commission File No. IRS Employer ID # of incorporation 4001 West 104th Terrace, Overland Park, Kansas 66207 - -------------------------------------------------------------------------------- Address and zip code of principal executive offices 913-469-1662 - -------------------------------------------------------------------------------- Registrant's telephone number Item 1. Changes in Control of Registrant On March 27, 1998, the Company reported that Empire Financial Investments LLC, a Texas limited liability company ("Empire"), had acquired a controlling equity position in the Company in connection with a plan for the Company to acquire certain business assets from DeLuxe Corporation, all as more fully explained in the March 27, 1998 Report on Form 8-K. Late in May, 1998, Empire informed the Company that it no longer wished to pursue the acquisition of the DeLuxe business assets through the Company, and that it desired to rescind its investment in the Company. By July 14, 1998, all of the Directors of the Company had signed resolutions effecting this rescission. In connection with the rescission of the Empire investment and the DeLuxe Corporation asset acquisition plan, all of the directors of the Company who were elected at the time Empire made its investment tendered their resignations after electing a new board of directors. Mr. and Mrs. Cory Hofman, formerly directors and control persons of the Company, surrendered 1,200,000 shares of the Company's common stock for cancellation and paid the Company $10,000 in cash in connection with the sale to them by the Company of the Company's former "G.E.C" subsidiary. As a result of the rescission of the Empire / DeLuxe transactions, the Company and Mr. and Mrs. Hofman have agreed, as of July 15, 1998, to rescind the sale of the "G.E.C." subsidiary to Mr. and Mrs. Hofman. The Company has returned the $10,000 cash amount and has reissued the 1,200,000 shares of common stock to Mr. and Mrs. Hofman, and Mr. and Mrs. Hofman have returned to the Company all of the outstanding stock of "G.E.C." The new Board of Directors has elected Norman L. Peterson as President of the Company, and the Company's executive offices were relocated to space provided by Mr. Peterson in Overland Park, Kansas. Item 2. Acquisition or Disposition of Assets As noted in Item 1, above, the Company and Empire have rescinded the Company's contract rights to acquire business assets from DeLuxe Corporation. As noted in Item 1, above, the Company has rescinded its sale of its "G.E.C." subsidiary to Mr. and Mrs. Cory Hofman, and has reacquired that business as an operating subsidiary as of July 15, 1998. Item 3. Bankruptcy or Receivership Not Applicable. Item 4. Changes in Registrant's Certifying Accountant Not Applicable. Item 5. Other Events Not Applicable. Item 6. Resignation of Registrant's Directors In connection with the rescission of Empire's investment in the Company, (see Item 1, above) Messrs. Louis A. Farris, Jr., Wilson A. Hanna, Jon H. Fleming, Ph.D., H. William Coogan, Jr. and Kenneth C. Lowe have resigned as members of the Company's Board of Directors. Prior to their resignations, the Board of Directors elected Norman L. Peterson of Overland Park, Kansas as a Director of the Company. Under Nevada law, a single director may constitute the Board of Directors of the Company. Item 7. Financial Statement, Pro Forma Financial Information and Exhibits Not Applicable. Item 8. Changes in Fiscal Year Not Applicable. Item 9. Sales of equity securities pursuant to Regulation S Not Applicable. No Exhibits are filed with the Report. EMPIRE COMMUNICATIONS CORPORATION /s/ Norman L. Peterson ------------------------ Norman L. Peterson President Dated: July 15, 1998 -----END PRIVACY-ENHANCED MESSAGE-----