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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): February 11, 2000
WESTPOINT STEVENS INC.
(Exact Name of Registrants as Specified in their Charters)
DELAWARE
(State or Other Jurisdiction of Incorporation)
0-21496 36-3498354
(Commission File Numbers) (I.R.S. Employer Identification Nos.)
507 WEST TENTH STREET 31833
WEST POINT, GEORGIA
(Address of Principal Executive Offices) (Zip Code)
(706) 645-4000
(Registrants' Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
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NY2:\878099\01\$TJN01!.DOC\80765.0004
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Item 5. Other Events.
On February 11, 2000, WestPoint Stevens Inc. released a press release
announcing that Holcombe T. Green, Jr., Chairman and Chief Executive
Officer of WestPoint Stevens, offered to acquire WestPoint Stevens in
a leveraged buyout transaction at a cash price of $21.00 per share.
WestPoint Stevens further announced that its Board of Directors has
asked Merrill Lynch & Co., which had been engaged by WestPoint
Stevens in November 1999 to assist the Board in the exploration of
strategic and financial alternatives, to provide assistance in
evaluating the buyout proposal while continuing to assist the Board
in the exploration of strategic and financial alternatives. WestPoint
Stevens also announced that consummation of the proposed transaction
would be subject to, among other things, the negotiation of a
definitive merger agreement, the approval of WestPoint Stevens' Board
of Directors and stockholders, and receipt of necessary financing. A
copy of the Press Release is attached hereto as Exhibit 99.1.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
Exhibit No. Exhibit
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99.1 Press Release dated February 11, 2000
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
WESTPOINT STEVENS INC.
(Registrant)
By: /s/ Christopher N. Zodrow
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Date: February 15, 2000 Christopher N. Zodrow
Vice President and Secretary
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EXHIBIT INDEX
Exhibit No. Exhibit
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99.1 Press Release dated February 11, 2000
Exhibit 99.1
WESTPOINT STEVENS INC.
Contact: David C. Meek
Chief Financial Officer
706/645-4322
WESTPOINT STEVENS INC. RECEIVES BUYOUT
OFFER FROM CHIEF EXECUTIVE OFFICER
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WEST POINT, GEORGIA (February 11, 2000) - WestPoint Stevens Inc. (NYSE:WXS)
today announced that it received today a proposal from Holcombe T. Green, Jr.,
Chairman and Chief Executive Officer of the Company, to acquire the Company in a
leveraged buyout transaction. Mr. Green proposed that all of the outstanding
shares of the Company's common stock, other than shares held by Mr. Green and
his affiliates and certain other shareholders to be identified in the future
(which may include certain members of the Company's management), be acquired for
a cash purchase price of $21.00 per share through a merger of an entity owned by
Mr. Green's affiliates with the Company. Consummation of the proposed
transaction would be subject to, among other things, the negotiation of a
definitive merger agreement, the approval of the Company's Board of Directors
and stockholders, and receipt of necessary financing.
On November 24, 1999, the Company announced that it had engaged Merrill Lynch &
Co. to assist its Board of Directors in the exploration of strategic and
financial alternatives (which could include a management buyout) for the purpose
of enhancing stockholder value. The Company's Board of Directors has asked
Merrill Lynch to assist it in evaluating the buyout proposal, while continuing
to assist the Board in the exploration of strategic and financial alternatives.
There can be no assurance that a transaction with Mr. Green and his affiliates
or any other party will result from this process. The Company assumes no
obligation to update or revise the foregoing matters set forth in this press
release.
WestPoint Stevens Inc. is a home fashions consumer products marketing
company with a comprehensive line of Company-owned and licensed brands for the
bedroom and bathroom. The Company is vertically integrated and is the nation's
leading manufacturer and marketer of bed linens, towels, comforters and other
accessories that are sold in retail outlets throughout the world. WestPoint
Stevens' home fashions and consumer products are marketed under the well-known
brand names of GRAND PATRICIAN, MARTEX, UTICA, STEVENS, LADY PEPPERELL and
VELLUX, and under licensed brands including RALPH LAUREN HOME COLLECTION,
SANDERSON, STAR WARS, ESPRIT, JOE BOXER and SERTA PERFECT SLEEPER. WestPoint
Stevens can be found on the World Wide Web at www.westpointstevens.com.
Safe Harbor Statement: Except for historical information contained
herein, the matters set forth in this press release and forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as
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amended, and are subject to the safe harbor provisions of that Act. The
forward-looking statements set forth above involve a number of risks and
uncertainties that could cause actual results to differ materially from any such
statements. These risks and uncertainties, and assumptions concerning the
Company's future operations and performance, could prove inaccurate and,
therefore, there can be no assurance that the forward-looking statements will
prove to be accurate.
