1
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): November 17, 2000
JPS INDUSTRIES, INC.
(Exact Name of Registrant as Specified in their Charters)
Delaware 33-27038 57-0868166
(State or Other (Commission File Numbers) (I.R.S. Employer
Jurisdiction of Incorporation) Identification Nos.)
555 N. Pleasantburg Drive, Suite 202, Greenville, South Carolina 29607
(Address of Principal Executive Offices) (Zip Code)
Registrants' Telephone Number, Including Area Code: (864) 239-3900
- --------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
2
Item 2. ACQUISITION OR DISPOSITION OF ASSETS.
On November 17, 2000 JPS Industries, Inc. announced that it had
completed a transaction to sell the assets of its Apparel division to
JPSA Acquisition Corporation, a privately held, new company formed by
H. Doug Kingsmore and Jerry E. Hunter. The sale includes its apparel
manufacturing and administrative facilities located in South Boston,
Virginia; Greenville, South Carolina; and Laurens, South Carolina; as
well as its sales offices in New York and Los Angeles. The transaction
does not include any of the assets associated with the Company's Glass
or Elastomerics Divisions.
The purchase price of the assets is approximately $27 million with
future consideration in the form of an earn-out based on earnings
before interest, depreciation and amortization ("EBITDA"), as defined,
for the 24-month period following the transaction. JPSA Acquisition
will also assume certain specified liabilities. Simultaneous with the
transaction, JPS entered into an agreement with its bank syndicate to
reduce the maximum borrowing under its senior credit agreement to $45
million. Proceeds from the transaction will be applied to JPS'
revolver.
Item 7. FINANCIAL STATEMENTS, PROFORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Not applicable.
(b) ProForma Financial Information. ProForma financial information
required pursuant to Article 11 of Regulation S-X is filed as
Exhibit 99.2 to this current report on Form 8-K and
incorporated herein by this reference.
(c) Exhibits.
The following exhibits are filed with this report:
Exhibit No. Exhibit Description
----------- -------------------
1.1 Asset Purchase Agreement, dated as of November 16,
2000, by and among JPS Industries, Inc., JPS
Converter and Industrial Corp. and JPSA Acquisition
Corp.
99.1 Press Release dated November 17, 2000
99.2 JPS Industries, Inc., Unaudited ProForma Financial
Statements.
3
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.
JPS INDUSTRIES, INC.
/s/ Charles R. Tutterow
-----------------------------------
By: Charles R. Tutterow
Executive Vice President and
Chief Financial Officer
Date: December 4, 2000
4
EXHIBIT INDEX
Exhibit No. Exhibit Description
- ----------- -------------------
1.1 Asset Purchase Agreement, dated as of November 16, 2000, by
and among JPS Industries, Inc., JPS Converter and Industrial
Corp. and JPSA Acquisition Corp.
99.1 Press Release dated November 17, 2000
99.2 JPS Industries, Inc., Unaudited ProForma Financial Statements.