-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OTXBzDfANwC5CFG3J31VZa/F46RdVQAO05oZvV5bI1+MT0uKYRnjKUCFuU7vUC5t OJzyE4iW9C02jkLcwDhBMg== 0000912057-02-017976.txt : 20020501 0000912057-02-017976.hdr.sgml : 20020501 ACCESSION NUMBER: 0000912057-02-017976 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20011229 FILED AS OF DATE: 20020501 FILER: COMPANY DATA: COMPANY CONFORMED NAME: POLYMER GROUP INC CENTRAL INDEX KEY: 0000927417 STANDARD INDUSTRIAL CLASSIFICATION: BROADWOVEN FABRIC MILS, MAN MADE FIBER & SILK [2221] IRS NUMBER: 571003983 STATE OF INCORPORATION: DE FISCAL YEAR END: 0103 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-14330 FILM NUMBER: 02630654 BUSINESS ADDRESS: STREET 1: 4838 JENKINS AVE CITY: NORTH CHARLESTON STATE: SC ZIP: 29405 BUSINESS PHONE: 8037445174 MAIL ADDRESS: STREET 1: 4838 JENKINS AVENUE CITY: NORTH CHARLESTON STATE: SC ZIP: 29405 10-K/A 1 a2078649z10-ka.txt 10-K/A - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K/A (AMENDMENT NO. 2) /X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 29, 2001 OR / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______________ to ______________ COMMISSION FILE NUMBER 1-14330 POLYMER GROUP, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 57-1003983 (STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.) 4838 JENKINS AVENUE 29405 NORTH CHARLESTON, SOUTH CAROLINA (ZIP CODE) (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (843) 566-7293 SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
NAME OF EACH EXCHANGE ON TITLE OF EACH CLASS OF STOCK: WHICH REGISTERED: - -------------------------------------- ------------------------ Common Stock, par value $.01 per share New York Stock Exchange
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: NONE Indicate by check mark whether registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the last 90 days. Yes /X/ No / / Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. / / The aggregate market value of the Company's voting stock held by nonaffiliates as of April 5, 2002 was approximately $10.7 million. As of April 5, 2002, there were 32,004,200 shares of common stock, par value $.01 per share outstanding. DOCUMENTS INCORPORATED BY REFERENCE None. - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- EXPLANATORY NOTE This Annual Report on Form 10-K/A (Amendment No. 2) for the fiscal year ended December 29, 2001 is filed for the purposes of (i) amending Item 11 of Part III to add the table "Option Grants in Last Fiscal Year" and the table "Aggregate Option Exercises in Last Fiscal Year and Year-End Option Values" and (ii) adding Exhibit 10.12 and restating the Exhibit Index. PART III ITEM 11. EXECUTIVE COMPENSATION The following tables are added to the discussion set forth in the Company's Report on Form 10-K/A (Amendment No. 1) filed on April 30, 2002. The following tables disclose, for the Named Executives, information regarding stock options granted or exercised during, or held at the end of, 2001. Option Grant Table Option Grants in Last Fiscal Year
Potential Realizable Value %of Total at Assumed Annual Rates Options of Stock Price Appreciation Options Granted to Exercise for Option Term Granted Employees in Price Expiration --------------------------- Name (#) Fiscal Year ($/Sh) Date (2) 5%($)(1) 10%($)(1) - ---- ------- ------------ -------- ---------- --------------------------- Jerry Zucker............ 50,000 7.6% $2.75 6/6/11 $ 86,488 $ 219,175 Jerry Zucker............ 260,000 27.7 1.88 9/24/11 307,455 779,147 James G. Boyd........... 50,000 7.6 2.75 6/6/11 86,488 219,175 James G. Boyd........... 135,000 14.4 1.88 9/24/11 159,640 404,557 James L. Schaeffer...... 25,600 6.7 1.54 5/3/11 24,798 62,842 James L. Schaeffer...... 24,400 3.7 2.75 6/6/11 42,206 106,957 James L. Schaeffer...... 81,444 8.7 1.88 9/24/11 96,309 244,065 Thomas E. Phillips...... 25,600 6.7 1.54 5/3/11 24,798 62,842 Thomas E. Phillips...... 24,400 3.7 2.75 6/6/11 42,206 106,957 Thomas E. Phillips...... 74,444 7.9 1.88 9/24/11 88,032 223,088 Rolf J. Altdorf......... 12,800 3.4 1.54 5/3/11 12,399 31,421 Rolf J. Altdorf......... 12,200 1.8 2.75 6/6/11 21,103 53,479 Rolf J. Altdorf......... 20,000 2.1 1.88 9/24/11 23,650 59,934
- ---------- (1) Amounts reflect certain assumed rates of appreciation set forth in the SEC's executive compensation disclosure rules. Actual gains, if any, on stock option exercises depend on future performance of the Common Stock and overall stock market conditions. No assurance can be made that the amounts reflected in these columns will be achieved. (2) The options granted during 2001 were 25% vested at the time of grant and will vest equally in 25% increments over the next 3 years. The options granted during 2001 expire 10 years from the date of grant. Option Exercises and Year-End Option Value Table Aggregated Option Exercises in Last Fiscal Year and Year-End Option Values
Value of Unexercised Number of Unexercised In-the-Money Options Shares Value Options at FY-End (#) at FY-End Acquired on Realized ------------------------- ------------------------- Name Exercise(1) ($)(1) Unexercisable Exercisable Unexercisable Exercisable ---- ----------- -------- ------------- ----------- ------------- ----------- Jerry Zucker............ -- -- 232,500 77,500 $ 0 $ 0 James G. Boyd........... -- -- 138,750 46,250 0 0 James L. Schaeffer...... -- -- 98,583 32,861 0 0 Thomas E. Phillips...... -- -- 93,333 31,111 0 0 Rolf J. Altdorf......... -- -- 33,750 11,250 0 0
- ---------- (1) None of the options granted to the Named Executives has been exercised. SIGNATURES PURSUANT TO THE REQUIREMENTS OF SECTION 13 OR 15(d) 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. POLYMER GROUP, INC. By: /s/ JERRY ZUCKER ----------------------------------------- Jerry Zucker CHAIRMAN, PRESIDENT AND CHIEF EXECUTIVE OFFICER
PURSUANT TO THE REQUIREMENTS OF SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934, THIS REPORT HAS BEEN SIGNED BELOW BY THE FOLLOWING PERSONS ON BEHALF OF THE REGISTRANT IN THE CAPACITIES INDICATED ON MAY 1, 2002.
SIGNATURE TITLE --------- ----- /s/ JERRY ZUCKER ------------------------------------------- Chairman, Chief Executive Officer, President Jerry Zucker and Director (principal executive officer) Executive Vice President, Chief Financial /s/ JAMES G. BOYD Officer, Treasurer and Director (principal ------------------------------------------- financial officer and principal accounting James G. Boyd officer) /s/ BRUCE V. RAUNER ------------------------------------------- Director Bruce V. Rauner /s/ DAVID A. DONNINI ------------------------------------------- Director David A. Donnini /s/ L. GLENN ORR, JR. ------------------------------------------- Director L. Glenn Orr, Jr. /s/ DUNCAN M. O'BRIEN, JR. ------------------------------------------- Director Duncan M. O'Brien, Jr.
EXHIBIT INDEX Exhibit Number Document Description - -------------------------------------------------------------------------------- 2.1 Agreement dated October 27, 1997, among Polymer Group, Inc., Galey & Lord, Inc. and DT Acquisition Inc.(1) 2.2 Letter Agreement, dated October 27, 1997, among Polymer Group, Inc., Galey & Lord, Inc. and DT Acquisition Inc.(2) 2.3 Operating Agreement, dated December 19, 1997, among Polymer Group, Inc., Galey & Lord, Inc. and DT Acquisition Inc.(1) 2.4 DT Acquisition Inc. Offers to Purchase Statement for all outstanding Common Shares and all outstanding First Preferred Shares of Dominion Textile Inc., dated October 29, 1997.(2) 2.5 Notice of Extension and Variation by DT Acquisition Inc. in respect of its Offers to Purchase, dated November 18, 1997.(2) 2.6 Notice of Extension by DT Acquisition Inc. in respect of its Offers to Purchase, dated December 2, 1997.(2) 2.7 Notice of Extension and Variation by DT Acquisition Inc. in respect of its Offers to Purchase, dated December 8, 1997.(2) 2.8 Notice of Extension by DT Acquisition Inc. in respect of its Offers to Purchase, dated December 17, 1997.(2) 2.9 Letter Agreement between DT Acquisition Inc., PGI and DTI dated November 16, 1997.(2) 2.10 Notice of Redemption pursuant to the provisions of Section 206 of the Canada Business Corporations Act in regard to holders of Common Shares of Dominion Textile Inc., dated December 30, 1997.(2) 2.11 Notice of Redemption pursuant to the provisions of Section 206 of the Canada Business Corporations Act in regard to holders of First Preferred Shares of Dominion Textile Inc., dated December 30, 1997.(2) 2.12 Notice of Redemption in regard to holders of Second Preferred Shares, Series D of Dominion Textile Inc., dated December 23, 1997.(2) 2.13 Notice of Redemption in regard to holders of Second Preferred Shares, Series E of Dominion Textile Inc., dated December 23, 1997.(2) 2.14 Indenture, winding up Dominion Textile Inc. pursuant to the Canada Business Corporations Act, dated January 29, 1998.(2) 2.15 Master Separation Agreement, among Polymer Group, Inc., Galey & Lord, Inc. and DT Acquisition Inc., dated January 29, 1998.(3)* 3.1(i) Form of Amended and Restated Certificate of Incorporation of the Company.(4) 3.1(ii) Certificate of Designation of the Company.(7) 3.2 Amended and Restated By-laws of the Company.(4) 4.1 Indenture dated as of July 1, 1997 among the Company, the Guarantors and Harris Trust and Savings Bank, as trustee.(7) 4.2 Forms of Series A and Series B 9% Senior Subordinated Notes due 2007.(5) 4.3 Form of Guarantee.(5) 4.4 Registration Rights Agreement dated as of July 3, 1997 among the Company, the Guarantors and Chase Securities Inc.(7) 4.5 Indenture, dated as of March 1, 1998 among Polymer Group, Inc., the Guarantors named therein and Harris Trust and Savings Bank, as trustee.(5) 4.6 Forms of Series A and Series B 8-3/4% Senior Subordinated Notes due 2008.(5) 4.7 Form of Guarantee.(5) 4.8 Registration Rights Agreement dated as of March 5, 1998, among Polymer Group, Inc., the Guarantors named therein and Chase Securities Inc.(6) 4.9 Amended and Restated Credit Agreement dated July 3, 1997 by and among the Company, the Guarantors named therein, the lenders named therein and The Chase Manhattan Bank, as agent.(7) The Registrant will furnish to the Commission, upon request, each instrument defining the rights of holders of long-term debt of the Registrant and its subsidiaries where the amount of such debt does not exceed 10 percent of the total assets of the Registrant and its subsidiaries on a consolidated basis. 4.10 First Supplemental Indenture, dated October 27, 1997, between Polymer Group Inc., Harris Trust and Savings Bank and Loretex Corporation.(2) 4.11 Second Supplemental Indenture dated January 29, 1998, to indenture dated June 30, 1997, among Polymer Group, Inc., Dominion Textile (USA) Inc., with respect to the 9% Senior Subordinated Notes due 2008.(2) 10.1 Purchase Agreement, dated February 27, 1998, by and among Polymer Group, Inc., the Guarantors named herein and Chase Securities Inc., as Initial Purchaser, with respect to the 8-3/4% Senior Subordinated Notes due 2008.(6) 10.2 Amendment No. 2, dated January 29, 1998, to the Amended, Restated and Consolidated Credit Agreement dated July 3, 1997 by and among Polymer Group, Inc., the Guarantors named therein, the lenders named therein and The Chase Manhattan Bank, as agent.(6) 10.3 Amendment No. 3, dated April 9, 1999, to the Amended, Restated and Consolidated Credit Agreement dated July 3, 1997 by and among Polymer Group, Inc., the Guarantors named therein, the lenders named therein and the Chase Manhattan Bank, as agent.(9) 10.5 Amendment No. 4, dated March 30, 2000, the Amended, Restated and Consolidated Credit Agreement dated July 3, 1997 by and among Polymer Group, Inc., the Guarantors named therein, the lenders named therein and the Chase Manhattan Bank, as agent.(11) 10.6 Amendment No. 5, dated August 10, 2000, the Amended, Restated and Consolidated Credit Agreement dated July 3, 1997 by and among Polymer Group, Inc., the Guarantors named therein, the lenders named therein and the Chase Manhattan Bank, as agent.(12) 10.7 Amendment No. 6, dated April 11, 2001, the Amended, Restated and Consolidated Credit Agreement dated July 3, 1997 by and among Polymer Group, Inc., the Guarantors named therein, the lenders named therein and the Chase Manhattan Bank, as agent.(13) 10.8 Form of Supplemental Indenture, dated as of April 12, 2001, by and among the New Subsidiary Guarantor named therein, a wholly-owned subsidiary of the Company, and Harris Trust and Savings Bank pursuant to the Indenture dated as of July 1, 1997, among the Company, the Guarantors and Harris Trust and Savings Bank, as trustee.(14) 10.9 Form of Supplemental Indenture, dated as of April 12, 2001, by and among the New Subsidiary Guarantor named therein, a wholly-owned subsidiary of the Company, and Harris Trust and Savings Bank pursuant to the Indenture dated as of March 5, 1998, among the Company, the Guarantors and Harris Trust and Savings Bank, as trustee.(14) 10.10 Form of Subsidiary Guarantee, dated as of April 12, 2001, by the subsidiary guarantor named therein, a wholly-owned subsidiary of the Company, pursuant to the Indenture dated as of July 1, 1997, among the Company, the Guarantors and Harris Trust and Savings Bank, as trustee.(14) 10.11 Form of Subsidiary Guarantee dated as of April 12, 2001, by the subsidiary guarantor named therein, a wholly-owned subsidiary of the Company, pursuant to the Indenture dated as of March 5, 1998, among the Company, the Guarantors and Harris Trust and Savings Bank, as trustee.(14) 10.12 Amendment No. 7, dated as of April 4, 2002, to the Amended, Restated and Consolidated Credit Agreement dated July 3, 1997 by and among Polymer Group, Inc., the Guarantors named therein, the lenders named therein and the JPMorgan Chase Bank, as agent. 21 Subsidiaries of the Company. (19) 23 Consent of Ernst & Young LLP. (19) 99.1 Press release dated December 31, 2001.(15) 99.2 Press release dated December 31, 2001.(16) 99.3 Press release dated January 31, 2002.(17) 99.4 Press release dated February 1, 2002.(17) 99.5 Press release dated March 26, 2002.(18) 99.6 Press release dated March 27, 2002.(18) 99.7 Press release dated March 27, 2002.(18) 99.8 Press release dated April 3, 2002.(19) - ------ * Certain portions of the Agreement have been omitted and filed separately with the Commission pursuant to an Application for Confidential Treatment. (1) Incorporated by reference to the respective exhibit to the Company's Form 8-K, dated February 13, 1998. (2) Incorporated by reference to the respective exhibit to the Company's Form 10-K, dated April 3, 1998, for the fiscal year ended January 3, 1998. (3) Incorporated by reference to the respective exhibit to the Company's Form 8-K/A, dated April 14, 1998. (4) Incorporated by reference to the respective exhibit to the Company's Registration Statement on Form S-1 (Reg. No. 333-2424). (5) Incorporated by reference to the respective exhibit to the Company's Registration Statement on Form S-4 (Reg. No. 333-55863). (6) Incorporated by reference to the respective exhibit to the Company's Form 10-Q, dated May 19, 1998, for the fiscal quarter ended April 4, 1998. (7) Incorporated by reference to the respective exhibits to the Company's Registration Statement on Form S-4 (Reg. No. 333-32605). (8) Incorporated by reference to the respective exhibit to the Company's Form 10-Q, dated November 14, 2000 for the fiscal quarter ended September 30, 2000. (9) Incorporated by reference to the respective exhibit to the Company's Form 10-Q, dated August 17, 1999 for the fiscal quarter ended July 3, 1999. (10) Incorporated by reference to the respective exhibit to the Company's Form 10-Q, dated May 15, 2000 for the fiscal quarter ended April 1, 2000. (11) Incorporated by reference to the respective exhibit to the Company's Form 10-Q, dated August 14, 2000 for the fiscal quarter ended July 1, 2000. (12) Incorporated by reference to the respective exhibit to the Company's Form 10-Q, dated November 14, 2000 for the fiscal quarter ended September 30, 2000. (13) Incorporated by reference to the respective exhibit to the Company's Form 8-K, dated April 16, 2001. (14) Incorporated by reference to the respective exhibit to the Company's Form 10-Q, dated August 14, 2001, for the fiscal quarter ended June 30, 2001. (15) Incorporated by reference to the respective exhibit to the Company's Form 8-K, dated December 31, 2001. (16) Incorporated by reference to the respective exhibit to the Company's Form 8-K, dated January 4, 2002. (17) Incorporated by reference to the respective exhibit to the Company's Form 8-K, dated February 5, 2002. (18) Incorporated by reference to the respective exhibit to the Company's Form 8-K, dated March 28, 2002. (19) Incorporated by reference to the respective exhibit to the Company's Form 10-K, dated April 12, 2002, for the fiscal year ended December 29, 2001. EX-10.12 3 a2078649zex-10_12.txt AMEND. 7 TO 2ND AMENDED RESTATED CONS. CRDT AGMNT. EXHIBIT 10.12 [EXECUTION COPY] AMENDMENT NO. 7 AMENDMENT NO. 7 dated as of April 4, 2002, between POLYMER GROUP, INC. ("PGI"); each of the other "Borrowers" identified under the caption "BORROWERS" on the signature pages hereto; each of the Domestic Non-Borrower Guarantors identified under the caption "DOMESTIC NON-BORROWER GUARANTORS" on the signature pages hereto; and JPMORGAN CHASE BANK (formerly known as The Chase Manhattan Bank), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the "ADMINISTRATIVE AGENT"). PGI, the other Borrowers, the Domestic Non-Borrower Guarantors, certain lenders (the "LENDERS") and the Administrative Agent are parties to a Second Amended, Restated and Consolidated Credit Agreement dated as of July 3, 1997 (as heretofore amended, the "CREDIT AGREEMENT"), providing for the Lenders to extend credit to the Borrowers in an aggregate amount at any time not exceeding U.S. $600,000,000. The parties hereto desire to amend the Credit Agreement in certain respects and, in that connection, the Administrative Agent has been granted authority by the Majority Lenders (as defined in the Credit Agreement) to execute and deliver this Amendment No. 7. Accordingly, the parties hereto hereby agree as follows: Section 1. DEFINITIONS. Capitalized terms used but not otherwise defined herein have the meanings given them in the Credit Agreement. Section 2. AMENDMENTS. Subject to the conditions specified in Section 3 hereof, Section 1.01 of the Credit Agreement shall be amended by amending the definition of "Group Members" in its entirety as follows: "GROUP MEMBERS" shall mean, collectively, PGI and its Subsidiaries; PROVIDED that solely for the purposes of Sections 10(e), 10(f) and 10(g) hereof, Bonlam (S.C.), Inc. shall not be deemed to be a "Group Member" so long as its total assets shall not exceed U.S. $100,000 on the date of the commencement of any proceeding or other event referred to in said Sections. Section 3. CONDITIONS. The amendments set forth in Section 2 hereof shall become effective as of April 4, 2002 upon the execution and delivery of this Amendment No. 7 by each Obligor and by the Administrative Agent. Section 4. MISCELLANEOUS. Except as herein provided, the Credit Agreement shall remain unchanged and in full force and effect. This Amendment No. 7 may be executed in any number of counterparts, all of which taken together shall constitute one and the same amendatory instrument and any of the parties hereto may execute this Amendment No. 7 by signing any such counterpart. This Amendment No. 7 shall be governed by, and construed in accordance with, the law of the State of New York. IN WITNESS WHEREOF, each of the undersigned has caused this Amendment No. 7 to be duly executed and delivered as of the day and year first above written. THE BORROWERS
POLYMER GROUP, INC. PGI NONWOVENS B.V. By: /s/ James G. Boyd By: /s/ James G. Boyd -------------------------------- ------------------------------- Title: Exec. Vice Pres, Treas. and CFO Title: Exec. Vice Pres, Treas. and CFO CHICOPEE HOLDINGS B.V. FABRENE INC. By: /s/ James G. Boyd By: /s/ James G. Boyd -------------------------------- ------------------------------- Title: Exec. Vice Pres, Treas. and CFO Title: Exec. Vice Pres, Treas. and CFO GUARANTORS FIBERTECH GROUP, INC. CHICOPEE, INC. By: /s/ James G. Boyd By: /s/ James G. Boyd -------------------------------- ------------------------------- Title: Exec. Vice Pres, Treas. and CFO Title: Exec. Vice Pres, Treas. and CFO PGI POLYMER, INC. PGI EUROPE, INC. By: /s/ James G. Boyd By: /s/ James G. Boyd -------------------------------- ------------------------------- Title: Exec. Vice Pres, Treas. and CFO Title: Exec. Vice Pres, Treas. and CFO TECHNETICS GROUP, INC. FABRENE GROUP, L.L.C. By: /s/ James G. Boyd By: /s/ James G. Boyd -------------------------------- ------------------------------- Title: Exec. Vice Pres, Treas. and CFO Title: Exec. Vice Pres, Treas. and CFO FABRENE CORP. FIBERGOL CORPORATION By: /s/ James G. Boyd By: /s/ James G. Boyd -------------------------------- ------------------------------- Title: Exec. Vice Pres, Treas. and CFO Title: Exec. Vice Pres, Treas. and CFO 2 FABRENE GROUP, INC. PNA CORP. By: /s/ James G. Boyd By: /s/ James G. Boyd -------------------------------- ------------------------------- Title: Exec. Vice Pres, Treas. and CFO Title: Exec. Vice Pres, Treas. and CFO FNA POLYMER CORP. FABPRO ORIENTED POLYMERS, INC. By: /s/ James G. Boyd By: /s/ James G. Boyd -------------------------------- ------------------------------- Title: Exec. Vice Pres, Treas. and CFO Title: Exec. Vice Pres, Treas. and CFO POLY-BOND, INC. DOMINION TEXTILE (USA), INC. By: /s/ James G. Boyd By: /s/ James G. Boyd -------------------------------- ------------------------------- Title: Exec. Vice Pres, Treas. and CFO Title: Exec. Vice Pres, Treas. and CFO PGI ASSET MANAGEMENT COMPANY PGI SERVICING COMPANY By: /s/ James G. Boyd By: /s/ James G. Boyd -------------------------------- ------------------------------- Title: Secretary Title: Secretary LORETEX CORPORATION FNA ACQUISITION INC. By: /s/ James G. Boyd By: /s/ James G. Boyd -------------------------------- ------------------------------- Title: Exec. Vice Pres, Treas. and CFO Title: Exec. Vice Pres, Treas. and CFO CHICOPEE HOLDINGS B.V. PGI NEUNKIRCHEN GMBH By: /s/ James G. Boyd By: /s/ James G. Boyd -------------------------------- ------------------------------- Title: Exec. Vice Pres, Treas. and CFO Title: Exec. Vice Pres, Treas. and CFO DOMINION TEXTILE MAURITIUS BONLAM S.A. DE C.V. By: /s/ James G. Boyd By: /s/ James G. Boyd -------------------------------- ------------------------------- Title: Exec. Vice Pres, Treas. and CFO Title: Exec. Vice Pres, Treas. and CFO 3 BONLAM HOLDINGS B.V. BONLAM ANDINA LTD. By: /s/ James G. Boyd By: /s/ James G. Boyd -------------------------------- ------------------------------- Title: Exec. Vice Pres, Treas. and CFO Title: Exec. Vice Pres, Treas. and CFO POLYIONIX SEPARATION PRISTINE BRANDS CORPORATION TECHNOLOGIES, INC. By: /s/ James G. Boyd By: /s/ James G. Boyd -------------------------------- ------------------------------- Title: Exec. Vice Pres, Treas. and CFO Title: Exec. Vice Pres, Treas. and CFO BONLAM (S.C.), INC. By: /s/ James G. Boyd -------------------------------- Title: Exec. Vice Pres, Treas. and CFO ADMINISTRATIVE AGENT JPMORGAN CHASE BANK (formerly known as The Chase Manhattan Bank), as Administrative Agent By: [SIGNATURE ILLEGIBLE] --------------------------------- Title: Managing Director
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