JPS TEXTILE GROUP INC /DE/
8-K, 1994-06-02
BROADWOVEN FABRIC MILLS, COTTON
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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
                                            
                               -------------




      Date of Report (Date of Earliest Event Reported):  May 26, 1994


                          JPS TEXTILE GROUP, INC.
- - ---------------------------------------------------------------------------
           (Exact Name of Registrant as Specified in its Charter)

                                  Delaware
- - ---------------------------------------------------------------------------
               (State or Other Jurisdiction of Incorporation)

           33-58272                                    57-0868166
- - ------------------------------               ------------------------------
   (Commission File Number)                         (I.R.S. Employer
                                                   Identification No.)

   555 North Pleasantburg Drive, Suite 202
          Greenville, South Carolina                           29607
- - ---------------------------------------------          --------------------
   (Address of Principal Executive Offices)                 (Zip Code)

                               (803) 239-3900
- - ---------------------------------------------------------------------------
            (Registrant's Telephone Number, Including Area Code)


- - ---------------------------------------------------------------------------
       (Former Name or Former Address, if Changed Since Last Report)
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     ITEM 5.   OTHER EVENTS
               ------------
               JPS Textile Group, Inc. (the "Company") announced in a press
     release dated May 26, 1994, that it has signed a definitive agreement
     to sell, subject to certain conditions, all of the automotive products
     and synthetic industrial fabrics operations of the Company to JPS
     Automotive Products Corp., an indirect wholly-owned subsidiary of
     Foamex International Inc.  The full text of the release is attached as
     Exhibit 99.1 hereto.




     ITEM 7.   FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
               ---------------------------------------------------------
               EXHIBITS.
               --------

     (c)  Exhibits
          --------

          99.1      -    Press release issued by the Company on May 26,
                         1994.
















































     NYFS09...:\75\55175\0033\1538\LTR60294.P60
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                                   SIGNATURES
                                   ----------

                 Pursuant to the requirements of the Securities Exchange
     Act of 1934, the registrant has duly caused this report to the signed
     on its behalf by the undersigned thereunto duly authorized.

     June 2, 1994


                                        JPS TEXTILE GROUP, INC.



                                   By:   /s/ David H. Taylor    
                                        ------------------------
                                        Name:  David H. Taylor
                                        Title: Executive Vice 
                                               President-Finance
                                               and Secretary





















































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<PAGE>

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                                  Exhibit Index
                                  -------------


     Exhibit No.         Description of Exhibit
     ----------          ----------------------

          99.1           Press release issued by the
                         Company on May 26, 1994





























































     NYFS09...:\75\55175\0033\1538\LTR60294.P60





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                                                               Exhibit 99.1
                                                               ------------


     CONTACT:  Kekst and Company
               James Fingeroth
               Wendi Kopsick
               (212) 593-2655

                                                      FOR IMMEDIATE RELEASE
                                                      ---------------------

              JPS TEXTILE GROUP SIGNS DEFINITIVE AGREEMENT TO SELL
              ----------------------------------------------------
              AUTOMOTIVE PRODUCTS AND SYNTHETIC INDUSTRIAL FABRICS
              ----------------------------------------------------
                       BUSINESSES TO FOAMEX INTERNATIONAL
                       ----------------------------------

     GREENVILLE, SOUTH CAROLINA, May 26, 1994 -- JPS Textile Group, Inc.
     announced today that it has signed a definitive agreement to sell its
     automotive products and synthetic industrial fabrics businesses to JPS
     Automotive Products Corp., a wholly-owned subsidiary of Foamex
     International Inc. (NASDAQ: FMXI), for a purchase price of
     approximately $272 million (which includes approximately $8 million in
     assumed long-term debt).

     Consummation of the transaction with Foamex and JPS Automotive is
     contingent upon, among other things, the obtaining of certain
     necessary third party consents and approvals and the securing of
     financing by Foamex.

     As part of the transaction with Foamex, JPS Automotive Products Corp.
     has filed an amendment to its registration statement with the
     Securities and Exchange Commission for the sale of $180 million
     aggregate principal amount of senior notes, the net proceeds of which
     will be used to finance a portion of the purchase price.

     JPS Textile Group intends to utilize the net proceeds after taxes from
     the sale of these businesses to retire indebtedness in accordance with
     the terms of its indentures and credit agreements.

     JPS Textile Group, Inc. is one of the largest diversified domestic
     manufacturers of textile and textile related products, principally for
     the apparel fabric, industrial and home fashion markets.

                                       ###























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