-----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, Is2pRZ2HP5qZQh1MdjRm+QJLKeQlHPGSSVLu75gor4eYHxVajgQ9Qll4M4417QWQ gO6akhMzYMVHUrJnzNZoZA== 0000950168-98-002801.txt : 19980824 0000950168-98-002801.hdr.sgml : 19980824 ACCESSION NUMBER: 0000950168-98-002801 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980821 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EMPIRE OF CAROLINA INC CENTRAL INDEX KEY: 0000312840 STANDARD INDUSTRIAL CLASSIFICATION: GAMES, TOYS & CHILDREN'S VEHICLES (NO DOLLS & BICYCLES) [3944] IRS NUMBER: 132999480 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-32501 FILM NUMBER: 98695373 BUSINESS ADDRESS: STREET 1: 5150 LINTON BLVD STREET 2: 5TH FL CITY: DELRAY BEACH STATE: FL ZIP: 33484 BUSINESS PHONE: 5614984000 MAIL ADDRESS: STREET 1: P O BOX 4000 CITY: TARBORO STATE: NC ZIP: 27886 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ROSE MARK S CENTRAL INDEX KEY: 0001043211 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 25 BOYLAN LN CITY: BLUE POINT STATE: NY ZIP: 11715 BUSINESS PHONE: 5164542337 MAIL ADDRESS: STREET 1: 35 BOYLAN LN CITY: BLUE POINT STATE: NY ZIP: 11713 SC 13D/A 1 EMPIRE OF CAROLINA SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.1) EMPIRE OF CAROLINA, INC. ------------------------ (Name of Issuer) Common Stock, par value $0.10 per share --------------------------------------- (Title of Class of Securities) 292007101 --------- (CUSIP Number) Mark S. Rose 72 Claire Rose Dr. Patchogue, NY 11772 (516) 475-1333 -------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 28, 1998 ------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. 2 CUSIP No. 292007101 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Mark S. Rose 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) 3 SEC USE ONLY 4 SOURCE OF FUNDS PF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) 6 CITIZENSHIP OR PLACE OR ORGANIZATION United States citizen 7 SOLE VOTING POWER NUMBER OF 2,225,000 SHARES 8 SHARED VOTING POWER BENEFICIALLY -0- OWNED BY 9 SOLE DISPOSITIVE POWER EACH 2,225,000 REPORTING 10 SHARED DISPOSITIVE POWER PERSON -0- WITH 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,225,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 15.01% 14 TYPE OF REPORTING PERSON IN 3 SCHEDULE 13D This Amendment No.1 (the "Amendment") amends the statement on Schedule 13D filed on July 30, 1997 by Mark S. Rose, (as so amended, the "Schedule 13D"). The purpose of the Amendment is to report additional purchases of Common Stock by Mr. Rose. Capitalized terms used herein and not otherwise defined have the meaning assigned to them in the Schedule 13D. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. Item 3 is amended by adding thereto the following paragraph: - ----------------------------------------------------------- On July 28, 1998, Mr. Mark Rose purchased 1,750,000 additional shares of Common Stock in a private transaction for an aggregate cash consideration of $1,750,000 paid by Mr. Mark Rose from his personal funds. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. Item 5 is amended and restated in its entirety as follows: - ---------------------------------------------------------- (a) Mr. Mark S. Rose owns 1,775,000 shares of Common Stock. Mr. Rose also has the right to acquire 400,000 shares of Common Stock at any time upon conversion of all or any portion of the 50,000 shares of Series A Preferred Stock held by him. In addition, Mr. Mark S. Rose has the right, as owner of the Warrants, to acquire all or any portion of the 50,000 shares of Common Stock at a price of $1.375 per share at any time prior to the expiration of the Warrants on May 6, 2003. Accordingly, based upon calculations made in accordance with Rule 13d-3(d) and information provided by the Company that 14,367,041 shares of Common Stock are currently outstanding, Mr. Rose has sole voting and/or dispositive power over the equivalent of 2,225,000 shares of Common Stock (or 15.01% of the Common Stock). There are currently 1,910,212 shares of Series A Preferred Stock outstanding, with respect to which Mr. Rose has sole voting and dispositive power over 50,000 shares (or 2.62% of the class). The currently outstanding shares of Series A Preferred Stock may be converted into 15,281,696 shares of Common Stock, with the result that Mr. Rose has voting power, when the currently outstanding Series A Preferred Stock is combined with the currently outstanding Common Stock, over 7.24% of the combined classes. (b) Mr. Rose has sole power to vote and dispose of the Common Stock, Series A Preferred Stock and Warrants held by him. 4 (c) See Items 3 and 4 above. Paragraphs (d) and (e) of Item 5 of Schedule 13D are not applicable to this filing. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in the statement is true, complete and correct. Date: August 6, 1998 /s/ Mark S. Rose -------------------- Mark S. Rose -----END PRIVACY-ENHANCED MESSAGE-----