OTC-Insolvenztitel vor der Rettung? WKN: 890979
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http://www.otcbb.com/asp/Info_Center.asp
Otcbb.com Information Center
Time MMID Size Bid
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09:34 BAMM 50 0.009 ↓
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09:35 FRAN 50 0.008 ↓
07:30 WDCO 50 0.005
07:30 DLSC 50 0.001
07:30 ETRD 50 0.001
07:30 BMIC 50 0.0001
07:30 FLCR 50 0.0001
08:00 PALC 50 0.0001 ↓
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§Ask Size MMID Time
↑ 0.012 50 DOMS 09:43
0.019 50 NITE 09:43
0.02 50 WDCO 07:30
0.021 50 SCHB 09:33
0.021 50 TDCM 09:36
0.023 50 SACM 07:30
0.023 50 FRAN 09:35
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↓ 0.05 50 PALC 08:00
0.05 50 BAMM 09:34
Angehängte Grafik:
charfneom.gif (verkleinert auf 99%)
charfneom.gif (verkleinert auf 99%)
Der Laden wird restrukturiert und auf internationalen
Vertrieb und wahrscheinlich auch Produktion ausgerichtet, w.h.,
Entlassungen und Stillegung von Produktionen in den USA mit
Verlagerung in Billiglohnländer
Die Senior-Partner erhalten Abfindungen
Steuerschulden werden von der neuen AG getilgt
Die freien Aktionäre erhalten keine Abfindung
Sollte die Hauptversammlung den Maßnahmen nicht zustimmen,
stehen 10mio. für die Löschung und Abgeltung der alten AG zur
Verfügung.
wenn wir also von 50mio. Aktien im free-float
(das währen 100%, sind es aber nicht!)
ausgehen sind das 20 cent pro Aktie.
Wilbur Ross' company has agreed to buy WestPoint Stevens Inc., a bankrupt Georgia-based textile company that announced in January it would lay off about 2,500 employees, including 560 at a Burlington plant. Ross, who created Greensboro's International Textile Group by buying Cone Mills and Burlington Industries out of bankruptcy last year, will lead a group of investors that includes most holders of WestPoint Stevens' senior credit facility.
The $687.5 million deal would have WestPoint Stevens' senior creditors kicking in $480 million of debt to the company. The company would then offer a $207.5 million rights offer, which all of the company's senior credit facility holders would be able to participate in.
The deal also provides $10 million for the company's secondary credit facility holders, provided they don't object to the deal.
The agreement calls for completion by July 31. The U.S. Bankruptcy Court overseeing WestPoint Stevens' Chapter 11 proceedings must still approve it.
Ross said in a statement that he would bring new international joint ventures to supplement WestPoint Stevens' domestic manufacturing capability. WestPoint Stevens makes home fashions, such as bedding and blankets.
There was no indication of whether the purchase by Wilbur Ross & Co. LLC and the investor group would alter the company's previously announced restructuring plans. There was also no indication of what relationship, if any, WestPoint Stevens might have to Ross' International Textile Group.
March 16, 2005
Bankrupt WestPoint Stevens Inc. (OTCBB: WSPTQ) also has postponed its 10-K filing today due to WL Ross & Co. LLC's proposed buyout. Because of the proposal, the WestPoint-based textiles company's basis for preparing financial statements is subject to change.
The company also said its management is evaluating its accounting for deferred tax liabilities. Because of the amount of work involved, WestPoint Stevens will not complete the preparation of its financial statements, or the financial statement-based text, required in the 10-K and there can be no assurance that it will ultimately do so.
"Following the sale, WestPoint Stevens will wind down its estate, and as a result, its unsecured creditors could receive a small distribution and all shares of its common stock would be cancelled with no payment."
WestPoint Stevens Will Move Forward With Auction of Assets Through an Amended Plan of Reorganization
Friday April 8, 4:05 pm ET
WEST POINT, Ga., April 8 /PRNewswire-FirstCall/ - WestPoint Stevens Inc. (OTC Bulletin Board: WSPQE - News; http://www.westpointstevens.com ) today announced that at a hearing before the United States Bankruptcy Court for the Southern District of New York to consider the approval of proposed bidding procedures and a break up fee in connection with the previously announced agreement for the sale of the Company to an investor group consisting of WL Ross & Co. LLC and holders of the majority of the Company's Senior Credit Facility, the Court declined to approve such bidding procedures or break up fee. Instead, the Court suggested to the Company that it proceed with a sale of the Company pursuant to a Chapter 11 plan of reorganization. Pursuant to such a procedure, the Company would still conduct an auction to determine the highest or best bid for its assets and, following the execution of a definitive agreement with the highest or best bidder, would proceed to consummate such agreement pursuant to a Chapter 11 plan to be voted upon by the Company's creditors subject to confirmation by the Bankruptcy Court.
M. L. "Chip" Fontenot, President and CEO of WestPoint Stevens commented, "This ruling allows us to move forward with the auction process and supports WestPoint Stevens' desire to achieve a plan of reorganization."
WestPoint Stevens Inc. is the nation's premier home fashions consumer products company, with a wide range of bed linens, towels, blankets, comforters and accessories marketed under the well-known brand names GRAND PATRICIAN, PATRICIAN, MARTEX, ATELIER MARTEX, BABY MARTEX, UTICA, STEVENS, LADY PEPPERELL, SEDUCTION, VELLUX and CHATHAM -- all registered trademarks owned by WestPoint Stevens Inc. and its subsidiaries -- and under licensed brands including CHARISMA, RALPH LAUREN HOME, DISNEY HOME and GLYNDA TURLEY. WestPoint Stevens can be found on the World Wide Web at http://www.westpointstevens.com .
Safe Harbor Statement: Except for historical information contained herein, certain matters set forth in this press release are "forward-looking statements" within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Such risks and uncertainties may be attributable to important factors that include but are not limited to the following: Product margins may vary from those projected; Raw material prices may vary from those assumed; Additional reserves may be required for bad debts, returns, allowances, governmental compliance costs, or litigation; There may be changes in the performance of financial markets or fluctuations in foreign currency exchange rates; Unanticipated natural disasters could have a material impact upon results of operations; There may be changes in the general economic conditions that affect customer practices or consumer spending; Competition for retail and wholesale customers, pricing and transportation of products may vary from time to time due to seasonal variations or otherwise; Customer preferences for our products can be affected by competition, or general market demand for domestic or imported goods or the quantity, quality, price or delivery time of such goods; There could be an unanticipated loss of a material customer or a material license; The availability and price of raw materials could be affected by weather, disease, energy costs or other factors; The future results of operations may be adversely affected by factors relating to the Chapter 11 proceedings. The information contained in this release is as of April 8, 2005. WestPoint Stevens assumes no obligation to update publicly any forward-looking statements, contained in this document as a result of new information or future events or developments.
Contact: Lorraine D. Miller, CFA
Senior Vice President
Finance and External Communications
404.378.0491
--------------------------------------------------
Source: WestPoint Stevens Inc.
Gruß
C.O
Die Befreiung hat mich nicht großartig gewundert..
Es ist fast wie 1992 wie die sich damals befreit hatten...
Kauft was das Zeug hält..
Die genaueren Analysen müßtenn jeden von uns überzeugen denke Ich.
Gruß
C.O
warum ist der wert nicht freitag schon abgegangen? news kamen doch vor börseneröffnung, wenn ich das richtig sehe. Icahn, creditors get WestPoint win
Tuesday April 12, 6:00 am ET
By Terry Brennan
Carl Icahn has won a key victory in his battle against Wilbur Ross for bankrupt WestPoint Stevens Inc., but the renowned head of private equity firm WL Ross & Co. LLC isn't crying into one of the textile company's towels.
Ross rolled up a good portion of the U.S. steel industry with the help of acquisitions done under Section 363 of the federal Bankruptcy Code, but a Manhattan judge took the tactic away from him late last week.
Judge Robert Drain of U.S. Bankruptcy Court for the Southern District of New York in Manhattan sided with Icahn-backed Aretex LLC and WestPoint's creditors committee.
He ruled on April 7 that the sale of the West Point, Ga., maker of bed linens and towels should be conducted as a plan-of-reorganization sale and not a 363 auction so that creditors can have the chance to vote on the deal, said a participating attorney who attended the hearing.
As a result, the $687.5 million stalking-horse offer by the Ross group is uncertain as the parties go before Drain on Thursday, April 14, for a private status conference.
"We're having discussions among ourselves and with the company but have no comment right now," Ross said Monday.
Ross and a group of secured creditors made the buyout offer on March 1 but Icahn wasted little time positioning himself to make a rival one.
He bought a 40% stake in West Point's first-lien debt and unveiled on March 25 a rival bid fronted by Aretex for "an aggregate value of approximately $800 million," filings show.
It's the first time that the two revered value investors have ever squared off in a bankruptcy court-run auction.
The Ross group, which controls 53% of WestPoint's first-lien debt, wants to acquire the company for $480 million in secured debt plus $207.5 million in cash.
The holders of the $480 million in debt — Contrarian Capital Management Inc., Satellite Senior Income LLC and CP Capital Investments LLC — would essentially forgive it.
As for the cash portion, Ross has guaranteed putting up at least 20%, or more than $40 million, of it.
"It's not quite clear what [the debtor] is going to do yet," said the lawyer for the creditors committee, Lawrence Handelsman of Stroock & Stroock & Lavan LLP in New York.
The committee favors a plan-of-reorganization sale because they would be wiped out under a 363 auction, he said.
Under a POR sale, they can at least hope for a recovery, he added.
Icahn couldn't be reached for comment. Calls were made to Aretex's lawyers at Sonnenschein Nath & Rosenthal LLP and debtor counsel at Weil, Gotshal & Manges LLP, but they weren't returned.
Drain denied the combined $6 million breakup and expenses fee on grounds that it wasn't necessary to retain Ross' interest, the attorney said.
He then sided with creditors by calling for a plan of reorganization sale for WestPoint.
"Judge Drain also said in court that WestPoint would be able to confirm the sale under a plan by resorting to a cramdown, if necessary," said the attorney.
A cramdown takes place when a debtor gains approval of a reorganization plan against the wishes of one impaired, or voting, creditor class.
WestPoint first filed a reorganization plan on Jan. 20, but the Icahn-led group has repeatedly used its first-lien clout to block the plan from being voted on.
The case has been stalled as a result of the lack of creditor consensus for more than seven months, the attorney participating in the case said.
While Ross has been highly effective buying steel and coal companies, textile manufacturers have proved to be more challenging.
He has run into pension issues in his attempt to acquire textile maker Cone Mills Corp. out of bankruptcy. The deal has been stalled by a dispute in a $58.7 million suit filed by the Pension Benefit Guaranty Corp., a quasi-governmental agency that insures corporate pension funds.
But Ross has also overcome the odds as a bargain hunter in the textiles sector. He bested Warren Buffett for the right to acquire Burlington Industries Inc. out of Chapter 11 for $614 million after a judge ruled that Buffett's breakup fee was too large.
WestPoint cited competition from foreign textile makers in its June 1, 2003, petition.
Giuliani Capital Advisors LLC is WestPoint's financial adviser.
Neil Augustine in New York at Rothschild is shopping the assets as the M&A adviser to the debtor
— Shanon D. Murray contributed to this report
Gruß
C.O
8-K
WESTPOINT STEVENS INC filed this Form 8-K on 04/19/05
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UNITED STATES
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): April 13, 2005
WESTPOINT STEVENS INC.
(Exact name of registrant as specified in its charter)
Delaware
1-15381
36-3498354
(State or other jurisdiction
of incorporation)
(Commission File
Number)
(IRS Employer
Identification No.)
507 West 10th Street, West Point, Georgia
31833
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code: (706) 645-4000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01
Entry into a Material Definitive Agreement.
On April 13, 2005, the Registrant executed an amendment ("Seventh Amendment") to the debtor-in-possession financing agreement ("DIP Agreement") between WestPoint Stevens Inc. (the "Registrant"), certain of its subsidiaries and the financial institutions parties to the DIP Agreement. A copy of the Seventh Amendment is filed as Exhibit 10.1 to this Current Report and is incorporated herein by reference. The Seventh Amendment is subject to approval by the Bankruptcy Court and among other things:
-
amends the EBITDA and Minimum Availability covenants set forth in Sections 7.23 and 7.24, respectively;
-
extends the term of the DIP Agreement to the earliest to occur of: (a) December 2, 2005, or (b) the consummation of a sale, pursuant to Section 363 of the Bankruptcy Code or pursuant to a confirmed plan of reorganization or liquidation pursuant to Chapter 11 of the Bankruptcy Code, of all or a substantial portion of the assets of the Registrant or other Borrower under the DIP Agreement; and
-
amends the requirement that the Registrant furnish audited financial statements to the Administrative Agent by providing that unaudited financial statements may be provided that meet certain GAAP requirements.
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information contained in Item 1.01 hereof is incorporated by reference.
Item 9.01
Financial Statements and Exhibits.
(c)
Exhibits
Exhibit No.
Description
10.1
Seventh Amendment to Post-Petition Credit Agreement dated April 12, 2005, among WestPoint Stevens Inc. and certain of its subsidiaries, the financial institutions named therein and Bank of America, N.A. and Wachovia Bank, National Association.
SIGNATURE
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 hereunto duly authorized.
WESTPOINT STEVENS INC.
(Registrant)
Date: April 19, 2005
By:
/s/ Christopher N. Zodrow
Christopher N. Zodrow
Vice President and Secretary
EXHIBIT INDEX
Exhibit No.
Description
10.1
Seventh Amendment to Post-Petition Credit Agreement dated April 12, 2005, among WestPoint Stevens Inc. and certain of its subsidiaries, the financial institutions named therein and Bank of America, N.A. and Wachovia Bank, National Association.
EXHIBIT 10.1
SEVENTH AMENDMENT TO POST-PETITION CREDIT AGREEMENT
This SEVENTH AMENDMENT TO POST-PETITION CREDIT AGREEMENT, dated as of April 12, 2005 (this "Amendment"), is made among WESTPOINT STEVENS INC., a Delaware corporation and Chapter 11 debtor-in-possession ("WPS"), WESTPOINT STEVENS INC. I, a Delaware corporation and Chapter 11 debtor-in-possession ("WPSI"), J. P. STEVENS & CO., INC., a Delaware corporation and Chapter 11 debtor-in-possession ("JPS"), J. P. STEVENS ENTERPRISES, INC., a Delaware corporation and Chapter 11 debtor-in-possession ("JPSE"), and WESTPOINT STEVENS STORES INC., a Georgia corporation and Chapter 11 debtor-in-possession ("WPSS") (WPS, WPSI, JPS, JPSE and WPSS each is referred to hereinafter as a "Borrower" and collectively as the "Borrowers"), the financial institutions from time to time parties to the Credit Agreement (as hereinafter defined) (such financial institutions, together with their respective successors and assigns, are referred to hereinafter each individually as a "Lender" and collectively as the "Lenders"), and BANK OF AMERICA, N.A., in its capacity as administrative and collateral agent for the Lenders (together with its successors in such capacity, the "Administrative Agent").
Recitals:
Borrowers, Lenders and Administrative Agent are parties to a certain Post-Petition Credit Agreement dated as of June 2, 2003, as amended by a First Amendment to Post-Petition Credit Agreement dated as of June 26, 2003, a Second Amendment to Post-Petition Credit Agreement, a Third Amendment to Post-Petition Credit Agreement and First Amendment to Security Agreement dated as of September 25, 2003, a Fourth Amendment to Post-Petition Credit Agreement dated as of May 21, 2004, an Amended and Restated Fifth Amendment to Post-Petition Credit Agreement dated as of July 2, 2004 and a Sixth Amendment to Post-Petition Credit Agreement dated as of November 19, 2004 (as so amended, the "Credit Agreement"), pursuant to which Lenders have made certain revolving credit loans to and issued various letters of credit for Borrowers.
The parties desire to amend the Credit Agreement as hereinafter set forth.
NOW, THEREFORE, for TEN DOLLARS ($10.00) in hand paid and other good and valuable consideration, the receipt and sufficiency of which are hereby severally acknowledged, the parties hereto, intending to be legally bound hereby, agree as follows:
1. Definitions. All capitalized terms used in this Amendment, unless otherwise defined herein, shall have the meaning ascribed to such terms in the Credit Agreement
2. Amendments to Credit Agreement. The Credit Agreement is hereby amended as follows:
(a) By deleting Section 3.2(b) from the Credit Agreement.
(b) By deleting Section 5.2(a) from the Credit Agreement and by substituting the following in lieu thereof:
(a) As soon as available, but in any event not later than ninety-five (95) days after the close of each Fiscal Year, consolidated unaudited balance sheets, and income statements, cash flow statements and changes in stockholders' equity for the Borrowers and their consolidated Subsidiaries for such Fiscal Year, setting forth in each case in comparative form figures for the previous Fiscal Year, all in reasonable detail, fairly presenting the financial position and the results of operations of the Borrowers and their consolidated Subsidiaries as at the date thereof and for the Fiscal Year then ended, and prepared in accordance with GAAP (subject to the GAAP Exceptions). The Borrowers shall certify by a certificate signed by the chief financial officer, treasurer or controller of WPS that all such statements have been prepared in accordance with GAAP (subject to the GAAP Exceptions) and present fairly the Borrowers' financial position as at the dates thereof and their results of operations for the periods then ended.
(c) By deleting Section 5.2(d) from the Credit Agreement and by substituting the following in lieu thereof:
(d) Reserved.
(d) By deleting the word "audited" where found in Sections 5.1, 5.2(b), 5.2(c) and 5.2(e) of the Credit Agreement and by substituting in lieu thereof the word "unaudited."
(e) By deleting the second sentence of Section 5.2(e) of the Credit Agreement, which reads:
With each of the annual audited Financial Statements delivered pursuant to Section 5.2(a), and within fifty (50) days after the end of any Fiscal Month that is the last Fiscal Month of a Fiscal Quarter, the certification of the Financial Statements required of the chief financial officer or the chief executive officer of WPS pursuant to the Sarbanes-Oxley Act.
(f) By deleting the first sentence of Section 7.9 of the Credit Agreement and by substituting the following sentence in lieu thereof:
7.9 Mergers, Consolidations or Sales. None of the Borrowers nor any of their Subsidiaries shall enter into any transaction of merger, reorganization, or consolidation, or wind up, liquidate or dissolve, or transfer, sell, assign, lease, or otherwise dispose of all or any part of its property, or agree to do any of the foregoing, except (i) sales of Inventory in the Ordinary Course of Business of a Borrower (subject, in the case of a sale to a Foreign Subsidiary, to the limitations contained in Section 7.15), (ii) sales or other dispositions by a Borrower of Equipment that is obsolete or no longer useable by such Borrower in its business with an orderly liquidation value not to exceed, in the aggregate, $1,000,000 in any Fiscal Year, (iii) Permitted Asset Dispositions, and (iv) an Acceptable Sale.
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(g) By deleting Sections 7.23 and 7.24 in their entirety from the Credit Agreement and by substituting in lieu thereof the following new Sections 7.23 and 7.24:
7.23 EBITDA. Borrowers and their Subsidiaries, on a consolidated basis, shall achieve EBITDA of not less than $70,000,000 for the period of 12 consecutive Fiscal Months ending on the last day of each Fiscal Month.
7.24 Minimum Availability. Borrowers and their Subsidiaries, on a consolidated basis, shall maintain Availability of not less than $60,000,000 at all times.
(h) By deleting the definition of "DIP Term" from Annex A to the Credit Agreement and by substituting in lieu thereof the following:
"DIP Term" means a period commencing on the date of entry of the Interim Financing Order and ending on the earliest to occur of: (a) December 2, 2005, or (b) the consummation of a sale, pursuant to Section 363 of the Bankruptcy Code or pursuant to a confirmed plan of reorganization or liquidation pursuant to Chapter 11 of the Bankruptcy Code, of all or a substantial portion of the assets of any Borrower (not to include sales conducted pursuant to the De Minimis Asset Sale Order), including, without limitation, an Acceptable Sale.
(i) By adding the following new definitions of "Acceptable Sale" and "GAAP Exceptions" to Annex A to the Credit Agreement in appropriate alphabetical order:
"Acceptable Sale" means the sale of all or substantially all of the Borrowers' assets pursuant to Section 363 of the Bankruptcy Code, or pursuant to a plan of reorganization or liquidation pursuant to Chapter 11 of the Bankruptcy Code which (i) results, simultaneously with and as a condition to the consummation of such sale, in (A) Full Payment of the Obligations (including, without limitation, the provision for repayment of any returned checks or other payment items that are dishonored after being credited to the Obligations), (B) termination of the DIP Facility, and (C) termination of all Bank Products and the provision for repayment of any liabilities of Borrowers arising in connection therewith, or (ii) is otherwise acceptable to Administrative Agent and each Lender in their sole and absolute discretion.
"GAAP Exceptions" means, with respect to any Borrower, (i) the failure by such Borrower to restate its balance sheet tax contingency reserves and income statement tax provisions for its Fiscal Years 2000-2004, and the related financial statement adjustments, and (ii) the failure by such Borrower to shift its basis of accounting from a going concern basis to a liquidation basis for any Fiscal Year, in each case, as more particularly described in the letter from Borrowers to Administrative Agent dated March 4, 2005.
- 3 -
(j) By deleting from Annex A to the Credit Agreement the definitions of "Renewal Notice" and "Renewal Period."
(k) By adding a new subparagraph (i) to the "Interpretive Provisions" at the end of Annex A to the Credit Agreement, as follows:
(i) As of April 1, 2005, the phrase "in accordance with GAAP" and similar phrases in the Credit Agreement and the other DIP Financing Documents shall be interpreted to mean "in accordance with GAAP (subject to the GAAP Exceptions)".
3. Ratification and Reaffirmation. Borrowers hereby ratify and reaffirm the Obligations, each of the DIP Financing Documents and all of Borrowers' covenants, duties, indebtedness and liabilities under the DIP Financing Documents.
4. Representations and Warranties. Borrowers represent and warrant to Administrative Agent and Lenders, to induce Administrative Agent and Lenders to enter into this Amendment, that the execution, delivery and performance of this Amendment have been duly authorized by all requisite corporate action on the part of Borrowers; and this Amendment has been duly executed and delivered by Borrowers; and all of the representations and warranties made by Borrowers in the Credit Agreement are true and correct in all material respects on and as of the date hereof.
5. Amendment Fee; Expenses of Administrative Agent. In consideration of the Administrative Agent's and the Lenders' willingness to enter into this Amendment and modify the terms of the Loan Agreement as set forth herein, Borrowers jointly and severally agree to pay to the Administrative Agent, for the account of the Lenders, in accordance with their respective Pro Rata Shares, an amendment fee in the amount of $150,000 in immediately available funds on the date of entry by the Court of an order approving the terms of this Amendment, which fee is earned on the date hereof and is not subject to refund or rebate of any kind whatsoever. Additionally, the Borrowers jointly and severally agree to pay, on demand, all costs and expenses incurred by the Administrative Agent in connection with the preparation, negotiation, execution and effectiveness of this Amendment and any other documents or instruments executed pursuant hereto and any and all amendments, modifications, and supplements thereto, including, without limitation, the reasonable costs and fees of the Administrative Agent's legal counsel and any taxes or expenses associated with or incurred in connection with any instrument or agreement referred to herein or contemplated hereby.
6. Effectiveness. This Amendment shall become effective as of the date first written above upon entry by the Court of an order approving the terms of this Amendment and upon receipt by the Administrative Agent of (a) the amendment fee described in Section 5 hereof, and (b) the following documents, each of which shall be in form and substance satisfactory to the Administrative Agent and the Majority Lenders:
(i) at least 12 original counterparts of this Amendment, duly executed and delivered by the Borrowers, each of the Lenders and the Administrative Agent; and
- 4 -
(ii) a copy of each Borrower's resolutions, certified as true and complete by the corporate secretary or assistant secretary of such Borrower, which resolutions shall authorize such Borrower's execution, delivery and performance of its obligations under this Amendment and each amendment to the Credit Agreement heretofore executed and delivered by the Borrowers.
7. Governing Law. This Amendment shall be governed by and construed in accordance with the internal laws of the State of New York.
8. Court Approval. Each of the parties hereby agrees to pursue diligently and promptly Court approval of this Amendment.
9. No Novation, etc. Except as otherwise expressly provided in this Amendment, nothing herein shall be deemed to amend or modify any provision of the Credit Agreement or any of the other DIP Financing Documents, each of which shall remain in full force and effect. This Amendment is not intended to be, nor shall it be construed to create, a novation or accord and satisfaction.
10. Counterparts; Telecopied Signatures. This Amendment may be executed in any number of counterparts and by different parties to this Amendment on separate counterparts, each of which, when so executed, shall be deemed an original, but all such counterparts shall constitute one and the same agreement. Any signature delivered by a party by facsimile transmission shall be deemed to be an original signature hereto.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
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IN WITNESS WHEREOF, the parties have entered into this Amendment on the date first above written.
BORROWERS:
WESTPOINT STEVENS INC.
WESTPOINT STEVENS INC. I
J.P. STEVENS & CO., INC.
J.P. STEVENS ENTERPRISES, INC.
WESTPOINT STEVENS STORES INC.
By: /s/ Thomas M. Lane
Name: Thomas M. Lane
Title: Senior Vice President and Treasurer of WestPoint Stevens Inc., and Vice President and Treasurer of WestPoint Stevens Inc. I, J.P. Stevens & Co., Inc., J.P. Stevens Enterprises, Inc. and WestPoint Stevens Stores Inc.
ADMINISTRATIVE AGENT:
Bank of America, N.A.,
as Administrative Agent
By: /s/ Sherry Lail
Name: Sherry Lail
Title: Senior Vice President
LENDERS:
Bank of America, N.A.
By: /s/ Sherry Lail
Name: Sherry Lail
Title: Senior Vice President
WEBSTER BUSINESS CREDIT
CORPORATION (f/k/a Whitehall Business
Credit Corporation)
By: /s/ Alan F. McKay
Name: Alan F. McKay
Title: Vice President
PNC BANK, NATIONAL ASSOCIATION
By: /s/ Scott Goldstein
Name: Scott Goldstein
Title: Vice President
WELLS FARGO FOOTHILL, LLC
By: /s/ Donna Arenson
Name: Donna Arenson
Title: Assistant Vice President
THE CIT GROUP/COMMERCIAL
SERVICES, INC.
By: /s/ William H. Skidmore
Name: William H. Skidmore
Title: Vice President
GENERAL ELECTRIC CAPITAL
CORPORATION
By: /s/ W. Jerome McDermott
Name: W. Jerome McDermott
Title: Duly Authorized Signatory
AMSOUTH BANK
By: /s/ Frank D. Marsicano
Name: Frank D. Marsicano
Title: Attorney-in-Fact
April 22, 2005 Westpoint Stevens Inc.announced today that the U.S. Bankruptcy Court approved modified bidding and notice procedures for the sale of substantially all of the Company's assets. As a result of the ruling of the U.S. Bankruptcy Court on April 7, 2005, with respect to proposed bidding procedures, the previously announced asset purchase agreement with a group of investors consisting of WL Ross & Co. LLC and holders of a majority of the Company's Senior Credit Facility was terminated. The sale process will now be conducted without a stalking horse bid.A deadline of 12:00 noon Eastern Time on June 10, 2005 has been established for the submission of bids
Anscheinend weil die Verhandlungen mit Ross & Co. abgebrochen wurden:(...purchase agreement with a group of investors consisting of WL Ross & Co. LLC and holders of a majority of the Company's Senior Credit Facility was terminated...)
Die Deadline ist 12:00 Uhr 10.06.2005. Bis dahin müssen alle Gebote vorliegen.
Wenn sich lediglich 2 Bieter melden gibts für den Aktienkurs kein halten mehr.
Alleine diese nachbörsliche Meldung dürfte für Furore am Montag sorgen.