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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
November 21, 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 November 21, 1997, Empire Industries, Inc. issued the press release
attached hereto as Exhibit 99, which press release is hereby incorporated by
reference herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit
Number Description
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99 Press Release, dated November 21, 1997
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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/ Steven Geller
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Name: Steven Geller
Title: Chief Executive Officer
Date: December 10, 1997
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EXHIBIT INDEX
Exhibit
Number Description
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99 Press Release, dated November 21, 1997
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EXHIBIT 99
FOR IMMEDIATE RELEASE
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EMPIRE OF CAROLINA ANNOUNCES HIRING OF NEW EXECUTIVE VICE
PRESIDENT, CHANGES TO BOARD OF DIRECTORS
DELRAY BEACH, FL, NOVEMBER 21, 1997 -- Empire of Carolina (AMEX:EMP)
announced today that Jay Foreman has joined the Company as Executive Vice
President. The Company also reported that Eugene M. Matalene, Jr. and Steven H.
Hutchinson have resigned from its Board of Directors, and that John J. Doran has
been elected to fill the seat vacated by Mr. Matalene.
Mr. Foreman has 13 years experience in the toy industry, and most recently
served as a Senior Vice President at Galoob Toys, Inc., preceded by 6 years as
Executive Vice President at Play-By-Play. Mr. Foreman shall report directly to
Steve Geller, Empire's Chief Executive Officer, and shall be directly
responsible for the continuing rationalization of Empire's product lines, its
marketing, product development, advertising and Orient operations.
Steve Geller, C.E.O., commented, "We are excited to report the addition of
Jay Foreman to our executive team. Jay's knowledge and experience is a
tremendous asset to the Corporation, and his enthusiasm for the toy industry and
our product lines has already created a new level of excitement in our
organization."
Messrs. Matalene and Hutchinson, who each served on the company's Board for
approximately three years, resigned from the Board on October 21, and November
12, in order to focus their
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attention on other business interests. The Company wishes to thank Messrs.
Matalene and Hutchinson for their contributions to the company, and wish them
success in the future.
John J. Doran has been elected to fill the vacancy created by the
resignation of Mr. Matalene. Mr. Doran has a B.A. from the College of the Holy
Cross and an M.B.A. from Harvard Business School. He is the president of
Citizens Medical Corporation, a pharmacy benefit management corporation located
in Boston, Massachusetts. Mr. Doran previously had been employed by the Clairol
division of Briston-Myers Corporation, and has substantial experience in the
marketing of consumer products. Mr. Doran currently serves on the Boards of
Sandwich Cooperative Bank and Wedgestone Financial, and hosts a weekly sports
television show on New England Cable News.
The Company also reported that members of the Board will be meeting with
candidates to fill the vacancy created by the resignation of Mr. Hutchinson, and
will consider the election of such candidates at the next meeting of the Board
of Directors.
This press release contains various forward-looking statements and
information that are based on management's beliefs as well as assumptions made
by and information currently available to management, including statements
regarding future economic performance and financial condition, liquidity and
capital resources, and management's plans and objectives. Such statements are
subject to various risks and uncertainties which could cause actual results to
vary materially from those stated. Should one or more of these risks or
uncertainties materialize, or should
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underlying assumptions prove incorrect, actual results may vary materially from
those anticipated, estimated, expected or projected. Such risks and
uncertainties include the Company's ability to return to profitability, obtain
additional financing or further extensions of the Company's senior credit line,
the Company's ability to manage inventory, production and costs, to meet
potential increases or decreases in demand, potential adverse customer impact
due to delivery delays including effects on existing and future orders,
competitive practices in the toy and decorative holiday products industries,
changing consumer preferences and risks associated with consumer acceptance of
new product introductions, potential increases in raw material prices,
potential delays or production problems associated with foreign sourcing of
production and the impact of pricing policies including providing discounts and
allowances. Certain of these as well as other risks and uncertainties are
described in more detail in the Company's Registration Statement on Form S-1
filed under the Securities Act of 1933, Registration No. 333-4440. The
Company undertakes no obligation to update any such factors or to publicly
announce the result of any revisions to any of the forward-looking statements
contained herein to reflect future events or developments.
Empire of Carolina, Inc. designs, develops, manufactures and markets a
broad range of children's toys. Its Holiday products Division produces and
markets decorative seasonal items including Christmas, Halloween and Easter
illuminated products. The Company's full line of toys includes Real Bugs -TM-,
the Big Wheel-Registered Trademark-
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line of ride-on toys, Grand Champions-Registered Trademark- collectible horses,
Buddy L-Registered Trademark- cars and trucks, and Power Drivers-Registered
Trademark- ride-ons.
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