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) January 3, 2001
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EMPIRE OF CAROLINA, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE
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(State or other jurisdiction of incorporation)
1-7909 13-2999480
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(Commission File Number) (IRS Employer Identification No.)
4731 WEST ATLANTIC AVENUE, SUITE B-1, DELRAY BEACH, FL 33445
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(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code (561) 498-4000
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(Former name or former address, if changed since last report)
Item 5. Other Events
Empire of Carolina, Inc. has entered into an agreement providing for the sale of
the outstanding stock of three of its non-debtor subsidiaries, Dorson Sports,
Inc., Apple Golf Shoes, Inc. and Apple Sports, Inc., for a purchase price
totaling approximately $8 million in cash. In connection with the sale, the
company will assign to the purchasers all rights under an executory license
agreement with Brunswick Bicycles for the use of the Mongoose(R)trademark and
under the license agreement with Wilson Sporting Goods Co. for the use of the
Wilson trademark. The purchasers will assume all liabilities of the three
subsidiaries. The purchasers are Dorson Sports Acquisition, Inc., Apple Shoes
Acquisition, Inc. and Apple Sports Acquisition, Inc. Timothy Moran, former CEO
of Empire, is a principal of the purchasers.
The sale has been preliminarily approved by the U.S. Bankruptcy Court contingent
upon receipt of higher bids. The Court approved a $150,000 break up fee to be
paid to the purchasers in the event the purchasers are not the highest bidders
for the subsidiaries' stock and have paid a down payment to the company as set
forth in the purchasers' offer letter. The Court has set a final sale hearing
for January 17, 2001, at 9:30 a.m., at which time, if no higher bids are
received, the sale will be finally approved. A copy of the Notice is Sale is
filed herewith as Exhibit 99.1.
The company filed for reorganization under Chapter 11 on November 17, 2000 and
has continued operations on a debtor-in-possession basis.
Item 7. Financial Statements, Pro Forma Financials and Exhibits
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(C) EXHIBITS
EXHIBIT NUMBER DESCRIPTION
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99.1 Notice of Sale filed with the U.S. Bankruptcy Court,
Southern District of Florida, West Palm Beach
Division, dated January 3, 2001.
99.2 Letter of Intent dated December 28, 2000 from
Dorson Sports Acquisition, Inc., Apple Shoes
Acquisition, Inc. and Apple Sports Acquisition, Inc.
99.3 Press Release dated January 9, 2001.
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.
EMPIRE OF CAROLINA, INC.
By: /s/Thomas MacDougall
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Thomas MacDougall
Dated: January 9, 2001. Chief Financial Officer