EX-4
from 10QSB
1 page
Amendment No. 1 to Rights Agreement Between Excal Enterprises, Inc. and Registrar and Transfer Company Dated as of April 18, 1994 Pursuant to Section 27 of the Rights Agreement (The "Agreement") Dated as of April 18, 1994 Between Excal Enterprises, Inc., a Delaware Corporation, Formerly Known as Assix International, Inc. (The "Company") and Registrar and Transfer Company, as Rights Agent, the Agreement Is Hereby Amended as Follows: 1. the First Sentence of Section 1(a) of the Agreement Is Hereby Amended in Its Entirety to Read as Follows: "Acquiring Person" Shall Mean Any Person (As Hereinafter Defined) Who or Which, Together With All Affiliates (As Hereinafter Defined) and Associates (As Hereinafter Defined) of Such Person, Shall Be the Beneficial Owner (As Hereinafter Defined) of 15% or More of the Outstanding Common Stock, Provided That an Acquiring Person Shall Not Include an Exempt Person (As Hereinafter Defined), and Further Provided That Any Person Who, Together With All Affiliates and Associates of Such Person, Is the Beneficial Owner of 15% or More of the Outstanding Common Stock on the Date of This Agreement, Shall Not Be an Acquiring Person Unless and Until Such Person, Together With All Affiliates and Associates of Such Person, Shall Become the Beneficial Owner of Any Additional Shares of Common Stock Other Than Pursuant to a Dividend or Distribution Paid or Made Pro Rata to All Holders of Common Stock or Pursuant to the Award of Any Equity-Based Compensation for Services Rendered as an Employee or Director of the Company, Including the Grant or Exercise of Stock Options or Warrants. 2. All Other Provisions of the Agreement Shall Remain in Full Force and Effect. 3. This Amendment Shall Be Deemed a Contract Made Under the Laws of the State of Delaware and Shall Be Governed by and Construed in Accordance With the Laws of Such State. This Amendment May Be Executed in One or More Counterparts. Excal Enterprises, Inc. Registrar and Transfer Company By: By
12/34/56
