8-K 1 mv6-24_8k.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) JUNE 23, 2005 ------------------------- WESTPOINT STEVENS INC. -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Its Charter) DELAWARE -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 1-15381 36-3498354 -------------------------------------------------------------------------------- (Commission File Number) (IRS Employer Identification No.) 507 WEST TENTH STREET WEST POINT, GEORGIA 31833 -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (706) 645-4000 -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) 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 7.01 REGULATION FD DISCLOSURE. On June 23, 2005, WestPoint Stevens Inc. and certain of its subsidiaries (collectively, the "Company") entered in an asset purchase agreement (the "Asset Purchase Agreement") with certain affiliates of American Real Estate Holding Limited Partnership (the "Purchaser"), pursuant to which Purchaser has agreed to purchase substantially all of the assets (the "Assets") of the Company. The entry into the Asset Purchase Agreement, and the selection of Purchaser as the purchaser of the Assets, is subject to the approval of the United States Bankruptcy Court for the Southern District of New York (the "Bankruptcy Court") at a hearing to be held on June 24, 2005. A copy of the notice filed with the Bankruptcy Court in connection with such hearing is attached hereto as Exhibit 99.1. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 Notice of Successful Bidder at June 23, 2005 Auction with Respect to Sale of Substantially all of the Company's Assets 2 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. By: /s/ Christopher N. Zodrow ------------------------------------- Name: Christopher N. Zodrow, Esq. Title: Vice President and Secretary Date: June 24, 2005 3 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION ----------- ----------- 99.1 Notice of Successful Bidder at June 23, 2005 Auction with Respect to Sale of Substantially all of the Company's Assets 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

FORM 8-K

CURRENT REPORT

Date of Report (Date of earliest event reported):

WESTPOINT STEVENS INC.

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:

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 June 10, 2005, pursuant to the terms of the Company's Key Employee Retention and Severance Program and authorization of the Compensation Committee of its Board of Directors, the Company deposited discretionary funds into an escrow account in accordance with the terms of the Company's Key Employee Retention and Severance Program, as approved and extended by the Bankruptcy Court on October 23, 2003, and August 23, 2004, respectively. The awards were granted to Messrs. M.L. "Chip" Fontenot, the Company's Chief Executive Officer and Lester D. Sears, the Company's Chief Financial Officer in the gross amount of $97,542 each. Payment of the funds from the escrow account is contingent upon the confirmation of a plan by the Bankruptcy Court.

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: June 13, 2005	By:	/s/ Christopher N. Zodrow
		Christopher N. Zodrow
		Vice President and Secretary

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