-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, b4XR6iOJgg8FTrgllaYp5fb2/P7Xm5546AC7I7K9NpQfRyye6zl6OqxVYnz/Ix8p 8oLiOBTKah6GTunmSCUI9Q== 0000909518-94-000037.txt : 19940228 0000909518-94-000037.hdr.sgml : 19940228 ACCESSION NUMBER: 0000909518-94-000037 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19940222 ITEM INFORMATION: 5 ITEM INFORMATION: 7 FILED AS OF DATE: 19940224 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JPS TEXTILE GROUP INC /DE/ CENTRAL INDEX KEY: 0000846615 STANDARD INDUSTRIAL CLASSIFICATION: 2211 IRS NUMBER: 570868166 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 34 SEC FILE NUMBER: 033-27038 FILM NUMBER: 94512572 BUSINESS ADDRESS: STREET 1: 555 N PLEASANTBURG DR STE 202 CITY: GREENVILLE STATE: SC ZIP: 29607 BUSINESS PHONE: 803-239-3900 MAIL ADDRESS: STREET 1: 555 N PLEASANTBURG DR SUITE 202 CITY: GREENVILLE STATE: SC ZIP: 29607 8-K 1 FORM 8-K, ITEMS 5 & 7, EVENT 2/22/94 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 ------------- Date of Report (Date of Earliest Event Reported): February 22, 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, SC 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) ITEM 5. OTHER EVENTS. ------------ JPS Textile Group, Inc. (the "Company") announced in a press release dated February 22, 1994, that it intends to sell, subject to certain conditions, all of the automotive products and synthetic industrial fabrics operations of the Company to a newly formed corporation, JPS Automotive Products Corp., organized to acquire such assets. The full text of the press 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 February 22, 1994. NYFS09...:\75\55175\0004\2540\FRM22494.J80 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. February 24, 1994 JPS TEXTILE GROUP, INC. By: /s/ David H. Taylor ----------------------------------- Name: David H. Taylor Title: Executive Vice President - Finance and Secretary NYFS09...:\75\55175\0004\2540\FRM22494.J80 Exhibit Index ------------- Exhibit No. Description of Exhibit ---------- ---------------------- 99.1 Press release issued by the Company on February 22, 1994 NYFS09...:\75\55175\0004\2540\FRM22494.J80 EX-99.1 2 EXHIBIT 99.1 - PRESS RELEASE JPS TEXTILE GROUP, INC. EXHIBIT 99.1 ------------ February 22, 1994 Contact: Kekst & Company James Fingeroth For Immediate Release --------------------- JPS Textile Group, Inc. Announces Public Offering For Its Automotive -------------------------------------------------------------------- Products and Synthetic Industrial Fabrics Businesses ---------------------------------------------------- GREENVILE, SOUTH CAROLINA, February 22, 1994 - JPS Textile Group, Inc. announced today that registration statements have been filled with the Securities and Exchange Commission for the sale of securities of a newly formed corporation organized to acquire all the automotive products and synthetic industrial fabrics operations from JPS Textile Group. The transactions contemplated by the registration statements would result in the operations of JPS's automotive products subsidiary (JPS Automotive Products Corp.) and the synthetic industrial fabrics business of another subsidiary (JPS Converter and Industrial Corp.) becoming a separate publicly owned company. A newly formed corporation, which would operate as JPS Automotive Products Corp., intends to acquire the aforementioned businesses, based on the filing range in the registration statement, for approximately $258 million and 20% of its outstanding stock. The acquisition is expected to be financed with the net proceeds from an initial public offering of 6,500,000 shares of common stock and the sale of $150 million aggregate principal amount of Senior Notes. The acquisition of the automotive and synthetic industrial fabrics operations is conditioned, among other things, upon the successful consummation of the public offerings, which is expected to occur in April 1994. JPS Textile Group intends to utilize the net proceeds to retire its indebtedness in accordance with the terms of its indentures and credit agreement. Registration statements relating to the offerings of common stock and senior notes have been filed with the Securities and Exchange Commission on February 18, 1994 but have not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statements become effective. This release shall not constitute an offer to sell or the solicitation 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. 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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