AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 21, 1999
REGISTRATION NO. 333-78695
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------
POST-EFFECTIVE AMENDMENT NO. 2
TO
FORM S-3
REGISTRATION STATEMENT
UNDER THE
SECURITIES ACT OF 1933
---------
WESTPOINT STEVENS INC.
(Exact Name of Registrant as Specified in its Charter)
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<S> <C> <C>
DELAWARE 2200 36-3498354
(State or Other Jurisdiction of Incorporation or (Primary Standard Industrial (I.R.S. Employer Identification No.)
Organization) Classification Number)
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507 WEST TENTH STREET
WEST POINT, GEORGIA 31833
(706) 645-4000
(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER,
INCLUDING AREA CODE, OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)
CHRISTOPHER N. ZODROW
VICE PRESIDENT AND SECRETARY
WESTPOINT STEVENS INC.
507 WEST TENTH STREET
WEST POINT, GEORGIA 31833
(706) 645-4000
(NAME AND ADDRESS, INCLUDING ZIP CODE,
AND TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE)
Please send copies of communications to:
HOWARD CHATZINOFF, ESQ.
WEIL, GOTSHAL & MANGES LLP
767 FIFTH AVENUE
NEW YORK, NEW YORK 10153
(212) 310-8000
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE OF THE SECURITIES TO THE
PUBLIC: THIS POST-EFFECTIVE AMENDMENT DEREGISTERS THOSE SHARES THAT REMAIN
UNSOLD HEREUNDER AS OF THE DATE HEREOF.
IF THE ONLY SECURITIES BEING REGISTERED ON THIS FORM ARE BEING OFFERED PURSUANT
TO DIVIDEND OR INTEREST REINVESTMENT PLANS, PLEASE CHECK THE FOLLOWING BOX. |_|
IF ANY OF THE SECURITIES BEING REGISTERED ON THIS FORM ARE TO BE OFFERED ON A
DELAYED OR CONTINUOUS BASIS PURSUANT TO RULE 415 UNDER THE SECURITIES ACT OF
1933, AS AMENDED (THE "SECURITIES ACT"), OTHER THAN SECURITIES OFFERED ONLY IN
CONNECTION WITH DIVIDEND OR INTEREST REINVESTMENT PLANS, CHECK THE FOLLOWING
BOX. |X|
IF THIS FORM IS FILED TO REGISTER ADDITIONAL SECURITIES FOR AN OFFERING PURSUANT
TO RULE 462(B) UNDER THE SECURITIES ACT, PLEASE CHECK THE FOLLOWING BOX AND LIST
THE SECURITIES ACT REGISTRATION STATEMENT NUMBER OF THE EARLIER EFFECTIVE
REGISTRATION STATEMENT FOR THE SAME OFFERING. |_| _______________
IF THIS FORM IS A POST-EFFECTIVE AMENDMENT FILED PURSUANT TO RULE 462(C) UNDER
THE SECURITIES ACT, CHECK THE FOLLOWING BOX AND LIST THE SECURITIES ACT
REGISTRATION STATEMENT NUMBER OF THE EARLIER REGISTRATION STATEMENT FOR THE SAME
OFFERING. |_| _______________
IF DELIVERY OF THE PROSPECTUS IS EXPECTED TO BE MADE PURSUANT TO RULE 434,
PLEASE CHECK THE FOLLOWING BOX. |_|
NY2:\848034\02
<PAGE>
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 2 to the Registration Statement
(No. 333-78695) deregisters the 861,237 shares of common stock, par value $0.01
per share, of WestPoint Stevens Inc. which have not been sold pursuant to this
Registration Statement as of the date hereof.
The Securities and Exchange Commission declared this registration
statement effective on June 1, 1999. This Post-Effective Amendment is being
filed in accordance with WestPoint Stevens' undertaking in Part II, Item
17(a)(3) of this Registration Statement.
II-1
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-3 and has duly caused this
Post-Effective Amendment No. 2 to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in West Point, Georgia, on
this 21st day of December 1999.
WESTPOINT STEVENS INC.
By: /s/ Christopher N. Zodrow
-----------------------------------
Name: Christopher N. Zodrow
Title: Vice President and Secretary
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 2 to the Registration Statement has been signed
below by the following persons in the capacities and on the dates indicated.
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<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C> <C>
* Chairman of the Board and Chief Executive December 21, 1999
- ------------------------------------------ Officer (Principal Executive Officer)
Holcombe T. Green, Jr.
* President and Chief Operating Officer December 21, 1999
- ------------------------------------------
Thomas J. Ward
* Executive Vice President/Finance and Chief December 21, 1999
- ------------------------------------------ Financial Officer (Principal Financial Officer)
Morgan M. Schuessler
* Controller (Principal Accounting Officer) December 21, 1999
- ------------------------------------------
J. Nelson Griffith
* Director December 21, 1999
- ------------------------------------------
Hugh M. Chapman
* Director December 21, 1999
- ------------------------------------------
M. Katherine Dwyer
* Director December 21, 1999
- ------------------------------------------
John G. Hudson
* Director December 21, 1999
- ------------------------------------------
Gerald B. Mitchell
* Director December 21, 1999
- ------------------------------------------
John F. Sorte
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/s/ Christopher N. Zodrow
-------------------------
Attorney-In-Fact
Christopher N. Zodrow
<PAGE>
DESCRIPTION OF EXHIBITS
Exhibit
Number Description of Exhibit
- ------ ----------------------
24 Power of Attorney (included on the signature page to the
Registration Statement).
- ----------------------
* Previously filed
