Exhibit 99.1
PURCHASER SELECTION HEARING DATE: JUNE 24, 2005 AT 10:00 A.M. (EASTERN TIME)
WEIL, GOTSHAL & MANGES LLP
Attorneys for the Debtors and
Debtors in Possession
767 Fifth Avenue
New York, New York 10153
(212) 310-8000
John J. Rapisardi, Esq. (JR 7781)
Michael F. Walsh, Esq. (MF 8000)
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
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IN RE :
: CHAPTER 11 CASE NO.
WESTPOINT STEVENS INC., ET AL., : 03-13532 (RDD)
: (JOINTLY ADMINISTERED)
:
DEBTORS. :
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NOTICE OF SUCCESSFUL BIDDER AT
JUNE 23, 2005 AUCTION WITH RESPECT TO SALE
OF SUBSTANTIALLY ALL OF THE DEBTORS' ASSETS
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PLEASE TAKE NOTICE that on April 15, 2005, WestPoint Stevens Inc.
("WestPoint") and the above-captioned debtors, as debtors and debtors in
possession in these chapter 11 cases (collectively, the "Company" or the
"Debtors") filed a motion with the United States Bankruptcy Court for the
Southern District of New York (the "Bankruptcy Court") for an order approving
bidding procedures and forms of notice in connection with the sale of
substantially all the Debtors' assets (the "Assets"), free and clear of liens,
claims, encumbrances, and other interests. On April 22, 2005, the Bankruptcy
Court entered an order (the "Bidding Procedures Order") approving bidding
procedures in connection with such sale.
PLEASE TAKE FURTHER NOTICE that, in accordance with the Bidding
Procedures Order, on April 27, 2005, the Debtors mailed notice to all of their
known creditors of the entry of the Bidding Procedures Order, the deadline for
the submission of bids for the Assets (the "Bidding Deadline"), and the
scheduled date of the auction (the "Auction") and hearing to consider their
selection of a purchaser (the "Purchaser Selection Hearing").
PLEASE TAKE FURTHER NOTICE that the Debtors conducted the Auction on
June 23, 2005 beginning at 11:00 a.m. (Eastern Time) at the offices of Weil,
Gotshal & Manges LLP, located at 767 Fifth Avenue, New York, New York. The
following Qualified Bidders (as defined in the Bidding Procedures Order) and
their counsel were present at the Auction: New Textile Co. (an entity acting on
behalf of the First Lien Lender Steering Committee and WL Ross & Co. LLC), and
Textile Co., Inc. (an entity owned and controlled by American Real Estate
Holding Limited Partnership ("AREH")). Counsel for the Debtors, the agent for
the First Lien Lenders, the agent for the Second Lien Lenders, and the official
committee of unsecured creditors were also present at the Auction.
PLEASE TAKE FURTHER NOTICE that the Auction concluded with the
Debtors selecting Textile Co., Inc. (an entity owned and controlled by AREH)
(the "Purchaser") as the higher or best bidder of the Assets. Accordingly, the
Debtors and the Purchaser entered into an asset purchase agreement, dated June
23, 2005 (the "Agreement"), subject to Bankruptcy Court approval. Pursuant to
the Agreement, the Purchaser will provide consideration valued at approximately
$703.0 million, as follows: (i) the direct purchase by AREH of 17.5% of newly
issued shares of stock (the "Shares") in the new company, which is the parent of
the Purchaser, for $187 million; (ii) the First Lien Lenders will receive 35% of
the Shares, (iii) the First Lien Lenders and, to the extent determined by the
Bankruptcy Court, the Second Lien Lenders will receive, in the aggregate, the
right to acquire up to an additional 47.5% of the Shares for an aggregate
purchase price of $125 million; (iv) the payment in full of all outstanding
indebtedness under the DIP Credit Agreement; (v) the satisfaction of all Other
Secured Claims; (vi) the assumption of other specified liabilities; and (vii) $3
million in respect of wind-down costs.
PLEASE TAKE FURTHER NOTICE that the Debtors will seek approval of
their selection of Textile Co., Inc. as Purchaser of the Assets and their entry
into the Agreement at the Purchaser Selection Hearing, which will be held before
the Honorable Robert D. Drain, United States Bankruptcy Judge, in Room 610 of
the United States Bankruptcy Court, Alexander Hamilton Custom House, One Bowling
Green, New York, New York, on JUNE 24, 2005, AT 10:00 A.M. (EASTERN TIME) or as
soon thereafter as counsel may be heard. The Purchaser Selection Hearing may be
adjourned from time to time without further notice except by announcement of the
adjourned dates at the hearing or any adjournment thereof.
Dated: New York, New York
June 23, 2005
/s/ John J. Rapisardi
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John J. Rapisardi, Esq. (JR 7781)
Michael F. Walsh, Esq. (MF 8000)
WEIL, GOTSHAL & MANGES LLP
767 Fifth Avenue
New York, New York 10153
Telephone: (212) 310-8000
Facsimile: (212) 310-8007
ATTORNEYS FOR DEBTORS AND
DEBTORS IN POSSESSION
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