EX-10.2






 DocuSign Envelope ID: B47FAA5C-286C-41E2-9D83-2AA3FC404888 

 

 Exhibit 10.2 

FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT 

THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (“Amendment”) is entered by and between R.A. Wilson Enterprises, Inc., an
Arkansas corporation (“Buyer”), and Fred’s Stores of Tennessee, Inc., a Delaware corporation (“Seller”). 

RECITALS 
 A. Seller and
Buyer entered into that certain Purchase and Sale Agreement dated as of October 8, 2019 (the “Agreement”), with respect to the purchase and sale of that certain Property described therein. 

B. The parties agree to amend the Agreement as hereinafter set forth. 

AGREEMENT 
 NOW,
THEREFORE, in consideration of the premises and mutual covenants and agreements contained herein, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agrees as follows: 

1. Terms. The foregoing recitals are true and correct and are incorporated herein by reference. Unless otherwise expressly defined
herein, capitalized terms used herein shall have the meanings set forth in the Agreement. 
 2. Effective Date. This Amendment will
be effective at the time of the last party to sign this Amendment between Seller and Buyer. 
 3. Purchase Price. Section 2(a)
of the Agreement is hereby amended to delete the sum of Nine Million Five Hundred Thousand Dollars ($9,500,000) as the purchase price and substitute in lieu thereof the sum of Twenty-Two Million Three Hundred
Thousand Dollars ($22,300,000) as the amended Purchase Price. 
 4. Exhibit A. Exhibit A as attached to the Agreement is hereby
deleted in its entirety, and replaced with the Exhibit A as attached to this Amendment. 
 5. Conflict. In the case of any conflict
between the terms of this Amendment and the provisions of the Agreement, the terms of this Amendment shall control. 
 6.
Ratification. Subject to approval of the Bankruptcy Court, all terms and provisions of the Agreement, except as specifically modified herein, are hereby ratified and confirmed and shall remain in full force and effect. 

7. Governing Law. The terms and provisions of this Amendment shall be governed by and construed in accordance with the same governing
law provisions as set forth in Section 15 of the Agreement. 

  
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 DocuSign Envelope ID: B47FAA5C-286C-41E2-9D83-2AA3FC404888 

 

 8. Successors and Assigns. This Amendment shall be binding on and shall inure to the
benefit of the parties hereto and their respective successors and assigns. 
 9. Counterparts; Facsimile. This Amendment may be
executed in any number of counterparts. Each of such counterparts shall, for all purposes, be deemed to be an original, and all such counterparts shall together constitute one and the same agreement. This Amendment may be executed by facsimile or e-mail of a PDF file, which shall have the same force and effect as original signatures. 

[signature on following page] 

  
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 DocuSign Envelope ID: B47FAA5C-286C-41E2-9D83-2AA3FC404888 

 

 IN WITNESS WHEREOF, the parties have executed this Amendment. 

 

									
	SELLER:	 		 	BUYER:
			
	Fred’s Stores of Tennessee, Inc.	 		 	R.A. Wilson Enterprises, LLC
					
	By:	 	/s/ Joe Anto	 		 	By:	 	/s/ R.A. Wilson
		 	Its Chief Executive Officer	 		 		 	Its Duly Authorized Officer
					
	Date:	 	October 29, 2019	 		 	Date:	 	October 29, 2019


  
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 Exhibit A 

Property Information 
  

							
	 STREET ADDRESS
	  	 CITY
	  	 STATE
	  	 ZIP CODE

	13210 N WINTZELL AVE	  	BAYOU LA BATRE	  	AL	  	36509
	24 CAMDEN BYP	  	CAMDEN **	  	AL	  	36726
	17916 HIGHWAY 280	  	DADEVILLE	  	AL	  	36853
	2146 S OATES ST	  	DOTHAN	  	AL	  	36301
	505NORTH MAIN STREET	  	OPP **	  	AL	  	36467
	1302 HIGHWAY 64 E	  	AUGUSTA	  	AR	  	72006
	611 HIGHWAY 65 S	  	DUMAS	  	AR	  	71639
	1301 N ILLINOIS ST	  	HARRISBURG	  	AR	  	72432
	6027 HIGHWAY 67	  	HASKELL **	  	AR	  	72015
	110 N MAIN ST	  	MALVERN	  	AR	  	72104
	103 DAWSON ST	  	MARKED TREE	  	AR	  	72365
	601 N ST JOSEPH	  	MORRILTON	  	AR	  	72110
	614 S MAIN ST	  	NASHVILLE	  	AR	  	71852
	1705 MALCOLM AVE	  	NEWPORT	  	AR	  	72112
	1324 W KEISER AVE	  	OSCEOLA	  	AR	  	72370
	303 E MAIN ST	  	PIGGOTT	  	AR	  	72454
	2809 S CAMDEN RD	  	PINE BLUFF	  	AR	  	71603
	624 S ROCK ST	  	SHERIDAN	  	AR	  	72150
	1110 E ANTIGO ST	  	STAMPS	  	AR	  	71860
	606 E BROADWAY ST	  	WEST MEMPHIS	  	AR	  	72301
	320 HIGHWAY 14 S	  	YELLVILLE	  	AR	  	72687
	1718 S WAUKESHA ST	  	BONIFAY	  	FL	  	32425
	726 N DOWNING	  	GLENNVILLE	  	GA	  	30427
	204 E KELLY ST	  	SYLVESTER	  	GA	  	31791
	603 E WASHINGTON ST	  	HAYTI	  	MO	  	63851
	107 N MERIDIAN ST	  	ABERDEEN	  	MS	  	39730
	441 N 4TH ST	  	BALDWYN	  	MS	  	38824
	475 HIGHWAY 6 E	  	BATESVILLE	  	MS	  	38606
	504 N 2ND ST	  	BOONEVILLE	  	MS	  	38829
	229 N UNION ST	  	CANTON	  	MS	  	39046
	300 S PEARL ST	  	CARTHAGE	  	MS	  	39051
	456 HIGHWAY 24 E	  	CENTREVILLE	  	MS	  	39631
	236 DESOTO AVE	  	CLARKSDALE	  	MS	  	38614
	520 CENTRAL AVE	  	COLDWATER	  	MS	  	38618
	1960 VETERANS MEMORIAL BLVD	  	EUPORA	  	MS	  	39744
	237 WOODLAND DR	  	FOREST	  	MS	  	39074


  
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	813 W PARK AVE	  	GREENWOOD	  	MS	  	38930
	148 W VAN DORN AVE	  	HOLLY SPRINGS	  	MS	  	38635
	1618 DELAWARE AVE	  	MCCOMB	  	MS	  	39648
	126 MAIN ST W	  	NEW ALBANY	  	MS	  	38652
	7105 HIGHWAY 305 N	  	OLIVE BRANCH	  	MS	  	38654
	109 DUNCAN ST	  	WATER VALLEY	  	MS	  	38965
	515 E MAIN ST	  	WEST POINT	  	MS	  	39773
	603 MIDDLETON RD	  	WINONA	  	MS	  	38967
	1528 S LAFAYETTE ST	  	SHELBY	  	NC	  	28152
	2404 WEST BLVD	  	CHESTERFIELD	  	SC	  	29709
	518 E GREER ST	  	HONEA PATH	  	SC	  	29654
	1755 DECHERD BLVD	  	DECHERD	  	TN	  	37324
	2549 N CENTRAL AVE	  	HUMBOLDT	  	TN	  	38343
	230 E GAY ST	  	LEBANON	  	TN	  	37087
	16280 HWY 64	  	SOMERVILLE	  	TN	  	38068
	2045 HWY 45 BYPASS	  	TRENTON	  	TN	  	38382
	1405 S HOME ST	  	UNION CITY	  	TN	  	38261
	218 WATSON BLVD	  	DAINGERFIELD	  	TX	  	75638
	1000 S MAIN ST	  	MC GREGOR	  	TX	  	76657
	103 4TH AVE.	  	EASTMAN	  	GA	  	31023

  

	**	 There is a lease agreement with respect to these properties. 



  
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