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) September 10, 2007
G-III APPAREL GROUP, LTD.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
| 0-18183 (Commission File Number) |
41-1590959 (IRS Employer Identification No.) |
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| 512 Seventh Avenue New York, New York (Address of principal executive offices) |
10018 (Zip Code) |
(212) 403-0500
(Registrant’s telephone number, including area code)
Not Applicable
(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):
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 2.02 |
RESULTS OF OPERATIONS AND FINANCIAL CONDITION. |
On September 10, 2007, G-III Apparel Group, Ltd. (the “Company”) announced its results of operations for the second fiscal quarter ended July 31, 2007. A copy of the press release issued by the Company relating thereto is furnished herewith as Exhibit 99.1.
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Item 9.01 |
Financial Statements and Exhibits. |
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(a) |
Financial Statements of Businesses Acquired. |
None.
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(b) |
Pro Forma Financial Information. |
None.
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(c) |
Shell Company Transactions |
None.
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(d) |
Exhibits. |
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99.1 |
Press release of G-III Apparel Group, Ltd. issued on September 10, 2007 relating to its second quarter fiscal 2008 results. |
Limitation on Incorporation by Reference
In accordance with General Instruction B.2 of Form 8-K, the information reported under Item 2.02 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such a filing.
-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.
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Date: September 10, 2007 |
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G-III APPAREL GROUP, LTD. | |||
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By: |
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Name: |
Neal S. Nackman |
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Title: |
Chief Financial Officer |
EXHIBIT INDEX
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Exhibit No. |
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Description |
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99.1 |
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Press release of G-III Apparel Group, Ltd. issued on September 10, 2007 relating to its second quarter fiscal 2008 results. |
G-III APPAREL GROUP, LTD.
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For: G-III Apparel Group, Ltd. |
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Contact: Investor Relations |
G-III APPAREL GROUP, LTD. ANNOUNCES SECOND QUARTER FISCAL YEAR 2008 RESULTS
-- Net Sales Increase 21% to $83.9 million--
--Net Loss Reduced to $884,000 from $1.7 million--
-- Increases FY08 Sales and EPS Guidance --
New York, New York – September 10, 2007 – G-III Apparel Group, Ltd. (NASDAQ: GIII) today announced operating results for the period ended July 31, 2007.
For the three months ended July 31, 2007, net sales increased by 21% to $83.9 million from $69.1 million last year. This compares favorably to the Company’s prior guidance of approximately $75 million in net sales for the second quarter. The Company reported a net loss of $884,000, or $0.05 per share, for the three months ended July 31, 2007, compared to a net loss of $1.7 million or $0.14 per share in the same period last year. This performance also compares favorably to the Company’s prior guidance of a net loss per share in the range of $0.19 to $0.24.
Morris Goldfarb, Chairman and Chief Executive Officer, said, “We are pleased to have outperformed our financial plan for the second quarter and we are on pace to report strong performance for fiscal 2008. Our suite of licensed fashion outerwear brands has had a very strong booking season led by Calvin Klein, Guess?, Kenneth Cole, and Sean John. We have an excellent mix of brands and, despite a relatively challenging marketplace, we are confident that we will perform well in both our licensed and private label outerwear businesses.”
Mr. Goldfarb continued, “Our Calvin Klein dress line continues to be extremely well received by the market. The balance of our other Calvin Klein businesses, which include coats and women’s suits, is also having a very good year and will show strong sales and operating profit increases from the prior year. We believe that we are well positioned to continue to attract new licenses and private label programs. We
also continue to develop sportswear programs and believe that they will also become meaningful to our business.”
Mr. Goldfarb concluded, “We are excited about this year’s progress toward achieving our stated goal of becoming an all-season, diversified apparel company.”
Outlook
For the full fiscal year ending January 31, 2008, the Company is now forecasting diluted net income per share between $0.98 and $1.03. This compares to its previous guidance of diluted net income per share between $0.90 and $0.95. The Company is also now forecasting net sales of approximately $510 million compared to its previous forecast of $500 million.
The Company now projects EBITDA to increase 18% to 22%, or to approximately $38.1 to $39.5 million, up from $32.3 million in fiscal 2007. EBITDA results should be evaluated in light of the Company’s financial results prepared in accordance with US GAAP. A reconciliation of EBITDA to net income in accordance with US GAAP is included in a table accompanying the condensed financial statements in this release.
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About G-III Apparel Group, Ltd. |
G-III Apparel Group, Ltd. is a leading manufacturer and distributor of outerwear and sportswear under licensed labels, private labels and our own labels. The Company has fashion licenses, among others, under the Calvin Klein, Sean John, Kenneth Cole, Cole Haan, Guess?, Jones New York, Nine West, Ellen Tracy, House of Dereon, IZOD and Tommy Hilfiger labels, and sports licenses with the National Football League, National Basketball Association, Major League Baseball, National Hockey League, Touch by Alyssa Milano, Louisville Slugger, World Poker Tour and more than 100 U.S. colleges and universities. We work with leading retailers in developing product lines to be sold under their own proprietary private labels. Company-owned labels include, among others, Marvin Richards, G-III, Jessica Howard, Eliza J., Industrial Cotton, Black Rivet, Siena Studio, Colebrook, G-III by Carl Banks, Winlit, NY 10018 and La Nouvelle Renaissance.
Statements concerning the Company’s business outlook or future economic performance, anticipated revenues, expenses or other financial items; product introductions and plans and objectives related thereto; and statements concerning assumptions made or expectations as to any future events, conditions, performance or other matters are “forward-looking statements” as that term is defined under the Federal Securities laws. Forward-looking statements are subject to risks, uncertainties and factors which include, but are not limited to, reliance on licensed product, reliance on foreign manufacturers, the nature of the apparel industry, including changing customer demand and tastes, seasonality, customer
acceptance of new products, the impact of competitive products and pricing, dependence on existing management, possible disruption from acquisitions, general economic conditions, as well as other risks detailed in the Company’s filings with the Securities and Exchange Commission. The Company assumes no obligation to update the information in this release
G-III APPAREL GROUP, LTD. AND SUBSIDIARIES
(NASDAQ:GIII)
CONSOLIDATED STATEMENTS OF OPERATIONS AND
SELECTED BALANCE SHEET DATA
(in thousands, except share and per share amounts)
(Unaudited)
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Three Months Ended |
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Six Months Ended |
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2007 |
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2006 |
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2007 |
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2006 |
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Net sales |
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$ |
83,909 |
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$ |
69,082 |
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$ |
118,997 |
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$ |
83,471 |
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Cost of sales |
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61,969 |
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52,249 |
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89,728 |
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65,959 |
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Gross profit |
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21,940 |
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16,833 |
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29,269 |
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17,512 |
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Selling, general and administrative expenses |
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22,056 |
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17,478 |
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38,549 |
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31,817 |
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Depreciation and amortization |
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1,247 |
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1,112 |
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2,841 |
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2,197 |
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Operating loss |
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(1,363 |
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(1,757 |
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(12,121 |
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(16,502 |
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Interest and financing charges, net |
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147 |
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1,264 |
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412 |
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1,911 |
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Loss before income taxes |
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(1,510 |
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(3,021 |
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(12,533 |
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(18,413 |
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Income tax benefit |
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(626 |
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(1,284 |
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(5,201 |
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(7,826 |
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Net loss |
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$ |
(884 |
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$ |
(1,737 |
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$ |
(7,332 |
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$ |
(10,587 |
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Net loss per common share: |
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Basic and Diluted |
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$ |
(0.05 |
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$ |
(0.14 |
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$ |
(0.46 |
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$ |
(0.85 |
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Weighted average shares outstanding: |
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Basic and Diluted |
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16,376,000 |
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12,756,000 |
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15,823,000 |
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12,410,000 |
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Balance Sheet Data (in thousands): |
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At July 31, |
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At July 31, |
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Working Capital |
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$ |
109,297 |
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$ |
64,720 |
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Cash |
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2,672 |
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728 |
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Inventory |
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98,294 |
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81,163 |
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Total Assets |
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240,690 |
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207,154 |
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Outstanding Borrowings |
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25,039 |
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67,060 |
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Total Shareholders’ Equity |
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$ |
148,268 |
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$ |
87,311 |
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G-III APPAREL GROUP, LTD. AND SUBSIDIARIES
RECONCILIATION OF EBITDA TO ACTUAL AND FORECASTED NET INCOME
(in thousands)
(Unaudited)
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Forecasted Twelve Months |
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Actual Twelve Months |
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EBITDA, as defined |
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$38,100 - $39,500 |
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$32,289 |
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Depreciation and amortization |
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5,700 |
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4,431 |
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Interest and financing charges, net |
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3,700 |
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6,362 |
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Income tax expense |
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12,000-12,600 |
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8,307 |
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Net income |
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$16,700 - $ 17,500 |
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$13,189 |
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EBITDA is a “non-GAAP financial measure” which represents earnings before depreciation and amortization, interest and financing charges, net, and income tax expense. EBITDA is being presented as a supplemental disclosure because management believes that it is a common measure of operating performance in the apparel industry. EBITDA should not be construed as an alternative to net income as an indicator of the Company’s operating performance, or as an alternative to cash flows from operating activities as a measure of the Company’s liquidity, as determined in accordance with generally accepted accounting principles.