EXHIBIT 4.7
WARRANT AMENDMENT
THIS AMENDMENT is made as of May 6, 1997, by and among Empire of
Carolina, Inc., a Delaware corporation (the "Company"), HPA Associates, LLC, a
Delaware limited liability company ("HPA"), and EMP Associates LLC, a Delaware
limited liability company ("EMP"). Reference is hereby made to the Securities
Purchase Agreement by and among the Company, HPA and EMP, dated as of May 5,
1997 (the "Securities Purchase Agreement"), and the Common Stock Purchase
warrants, dated May 6, 1997, issued pursuant thereto (the "warrants").
Capitalized terms used in this Amendment and not otherwise defined herein have
the meanings ascribed to them in the Securities Purchase Agreement.
HPA and EMP are the sole holders of the currently outstanding warrants;
and the Company, HPA and EMP desire to amend the warrants as specified below.
NOW, THEREFORE, the parties hereto agree as follows:
Section 1. Amendment to the warrants.
Article 2(a) of the warrants is amended in its entirety to read as
follows:
"(a) Exercise; Payment of Purchase Price. Subject to the
provisions of Section 2.2.1.3 of the Securities Purchase
Agreement, this Warrant may be exercised, in whole or in part,
at any time and from time to time from and after the Permanent
Financing Final Date, as such date may be extended by the
parties to the Securities Purchase Agreement, and on or prior
to the Expiration Date by surrendering to the Company at its
principal office this Warrant, with the form of Election to
Purchase Shares attached hereto as Exhibit A duly executed by
the Holder and accompanied by payment of the Purchase Price
for the number of shares of Common Stock specified in such
form, in United States currency by wire transfer to an account
designated by the Company or delivery of a certified check or
bank check payable to the order of the Company."
Section 2. Counterparts; Effectiveness.
This Amendment may be executed in any number of counterparts and by
different parties hereto on separate counterparts, each of which counterparts,
when so executed and delivered, shall be deemed to be an original but all of
which counterparts, taken together, shall constitute but one and the same
instrument.
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IN WITNESS WHEREOF, the undersigned have executed, or have caused to be
executed, this Amendment on the date first written above.
EMPIRE OF CAROLINA, INC.
By: /s/ Xxxxx Xxxxxx
---------------------------------------------
Name: Xxxxx Xxxxxx
Title: Chairman and Chief Executive Officer
HPA ASSOCIATES, LLC
By: /s/ Xxxxxxx X. Xxxxxx
---------------------------------------------
Name:
Title: Managing Director
EMP ASSOCIATES LLC
By: EMP Management LLC
as Managing Member
By: /s/ J. Xxxxxxx Xxxxxxx
---------------------------------------------
Name: J. Xxxxxxx Xxxxxxx
Title: Manager
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