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
May 2, 1997
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Date of Report (Date of earliest event reported)
Empire of Carolina, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-7909 13-2999480
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
5150 Linton Boulevard, 5th Floor, Delray Beach, Florida 33484
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(Address of principal executive offices) (Zip Code)
(561) 498-4000
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(Registrant's telephone number)
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Item 5. Other Events.
On May 2, 1997, Empire Industries, Inc. entered into the Third Amendment
to Loan and Security Agreement (the "Amendment") with LaSalle National Bank,
BT Commercial Corporation, and Congress Financial Corporation (Central), The
CIT Group/Credit Finance, Inc., and Finova Capital Corporation attached
hereto as Exhibit 10.56, providing for, among other things, the amendment of
certain financial covenants, which Amendment, including the exhibits thereto,
is hereby incorporated by reference herein.
On June 11, 1997, Empire Industries, Inc. entered into the Fourth
Amendment to Loan and Security Agreement (the "Amendment") with LaSalle
National Bank, BT Commercial Corporation, and Congress Financial Corporation
(Central), The CIT Group/Credit Finance, Inc., and Finova Capital Corporation
attached hereto as Exhibit 10.57, providing for, among other things, the
amendment of certain financial covenants, which Amendment, including the
exhibits thereto, is hereby incorporated by reference herein.
On January 22, 1998, the holders of at least 75% of the Warrants voted
to amend the Warrant Agreement to include (i) 2,500,000 additional Warrants
pursuant to "Proposal 3" of the 1997 proxy statement of Empire of Carolina,
Inc. (the "Company") and (ii) to exchange the 200,000 GKM Warrants for
200,000 Warrants. Accordingly, the Company entered into the First Amendment
to the Warrant Agreement with the holders of the Warrants from time to time,
which Amendment, including the exhibits thereto, is hereby incorporated by
reference herein.
Item 7. Financial Statements and Exhibits.
Exhibit
Number Description
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10.56 Third Amendment to Loan and Security Agreement (the
"Amendment") with LaSalle National Bank, BT Commercial
Corporation, and Congress Financial Corporation (Central),
The CIT Group/Credit Finance, Inc., and Finova Capital
Corporation
10.57 Fourth Amendment to Loan and Security Agreement (the
"Amendment") with LaSalle National Bank, BT
Commercial Corporation, and Congress Financial
Corporation (Central), The CIT Group/Credit Finance,
Inc., and Finova Capital Corporation
10.58 First Amendment to the Warrant Agreement with the
holders of the warrants from time to time
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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 OF CAROLINA, INC.
By /s/ Lawrence Geller
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Name: Lawrence Geller
Title: Vice President
and General Counsel
Date: March 30, 1998
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EXHIBIT INDEX
Exhibit
Number Description
- -------- ------------------------------------------------------------
10.56 Third Amendment to Loan and Security Agreement (the
"Amendment") with LaSalle National Bank, BT
Commercial Corporation, and Congress Financial
Corporation (Central), The CIT Group/Credit Finance,
Inc., and Finova Capital Corporation
10.57 Fourth Amendment to Loan and Security Agreement (the
"Amendment") with LaSalle National Bank, BT
Commercial Corporation, and Congress Financial
Corporation (Central), The CIT Group/Credit Finance,
Inc., and Finova Capital Corporation
10.58 First Amendment to Warrant Agreement with the holders of
the warrants from time to time
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