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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of Earliest Event Reported): April 28, 1994
JPS TEXTILE GROUP, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
33-58272 57-0868166
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(Commission File Number) (I.R.S. Employer
Identification No.)
555 North Pleasantburg Drive, Suite 202
Greenville, South Carolina 29607
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(Address of Principal Executive Offices) (Zip Code)
(803) 239-3900
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(Registrant's Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS
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JPS Textile Group, Inc. (the "Company") announced in a press
release dated April 28, 1994, that it has signed a letter of intent to
sell, subject to certain conditions, all of the automotive products
and synthetic industrial fabrics operations of the Company to 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
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EXHIBITS.
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(c) Exhibits
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99.1 - Press release issued by the Company on April 28,
1994.
NYFS09...:\75\55175\0031\1538\FRM20994.M9A
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SIGNATURES
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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.
April 28, 1994
JPS TEXTILE GROUP, INC.
By: /s/ David H. Taylor
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Name: David H. Taylor
Title: Executive Vice
President-Finance
and Secretary
NYFS09...:\75\55175\0031\1538\FRM20994.M9A
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Exhibit Index
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Exhibit No. Description of Exhibit
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99.1 Press release issued by the
Company on April 28, 1994
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CONTACT: Kekst and Company
James Fingeroth
Wendi Kopsick
(212) 593-2655
FOR IMMEDIATE RELEASE
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JPS TEXTILE GROUP ENTERS INTO LETTER OF INTENT FOR
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FOAMEX INTERNATIONAL TO ACQUIRE AUTOMOTIVE PRODUCTS
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AND SYNTHETIC INDUSTRIAL FABRICS BUSINESS
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GREENVILLE, SOUTH CAROLINA, April 28, 1994 -- JPS Textile Group, Inc.
announced today that it has signed a letter of intent to sell its
automotive products and synthetic industrial fabrics businesses to
Foamex International Inc. (NASDAQ: FMXI) for a purchase price of
approximately $272 million (which includes approximately $8 million in
assumed long-term debt).
On February 18, 1994, registration statements were filed with the
Securities and Exchange Commission for the sale of common stock and
$150 million aggregate principal amount of senior notes of a newly
formed corporation, JPS Automotive Products Corp., organized to
acquire all of the automotive products and synthetic industrial
fabrics operations from JPS Textile Group.
Consummation of the transaction with Foamex is contingent upon, among
other things, the completion of due diligence reviews, the execution
of definitive agreements between the parties, the obtaining of certain
necessary third party consents and approvals, and the securing of
financing by Foamex. As part of the financing of the purchase prince,
it is contemplated that JPS Automotive will amend the terms of its
public offering of its senior notes to reflect the sale contemplated
by the letter of intent. The registration statement covering the
common stock of JPS Automotive will be withdrawn.
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.
NYFS09...:\75\55175\0031\1538\EXH42894.L60
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Foamex International Inc., headquartered in East Providence, Rhode
Island, is the largest manufacturer and marketer of flexible
polyurethane foam and foam products in North America and the largest
supplier of polyurethane foam to the U.S. automotive industry.
The registration statement relating to the offering of senior notes of
JPS Automotive has been filed with the Securities and Exchange
Commission but has not yet become effective. These securities may not
be sold nor may offers to buy be accepted prior to the time such
registration statement becomes effective. This release shall not
constitute an offer to sell or the solicition of an offer to buy, nor
shall there be any sale of, these securities in any state in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state.
