NEW YORK & PARIS--(BUSINESS WIRE)--
G-III Apparel Group, Ltd. (NASDAQ:GIII), a leading designer,
manufacturer and marketer of branded apparel and accessories, and LVMH
Moët Hennessy Louis Vuitton (LVMH.PA), the world's leading high quality
products group, today announced that they have entered into a definitive
agreement under which G-III will acquire Donna Karan International,
Inc., parent of the Donna Karan and DKNY brands and owned by LVMH, in a
transaction with an enterprise value of $650 million, subject to
customary adjustments at closing. The transaction is expected to close
in late 2016 or early 2017.
Morris Goldfarb, Chairman, Chief Executive Officer and President of
G-III, said, "Donna Karan International is an iconic global fashion
company. Its lifestyle aesthetic resonates well with consumers
throughout the world. We are excited to build upon its strong foundation
as we seek to capitalize on a significant market opportunity. Donna
Karan brings increased scale and diversification, while providing
incremental growth on top of our portfolio of some of the best fashion
brands in the world. We believe we are well positioned to create and
sustain additional value for our shareholders, partners, and customers."
Toni Belloni, Group Managing Director of LVMH, said, "Donna Karan
International has a deep heritage, global recognition, and renewed
energy. We believe the DKNY brand has a dynamic position in the market,
and when G-III approached us about acquiring the brand, we concluded
that the time was right and that G-III was the right steward going
forward. We are pleased to have reached an agreement with G-III, a
company that has the expertise and capabilities to broaden the brand's
distribution and take it to its next level of success. We are grateful
to CEO Caroline Brown, creative directors Maxwell Osborne and Dao-Yi
Chow, and the entire management and design teams for the strategic
actions that created a platform to support DKNY's continued growth."
G-III does not plan to update its financial guidance to reflect the
effect of the acquisition until it has closed, although G-III further
noted that, excluding purchase accounting charges and other adjustments,
it preliminarily expects the acquisition to be dilutive in the fiscal
year ending January 31, 2018, and accretive thereafter.
G-III plans to fund the acquisition through new indebtedness, $75
million of newly issued G-III common stock to LVMH, and a $75 million 6½
year seller note. In connection with the acquisition, G-III has obtained
financing commitments from Barclays and JPMorgan Chase Bank, N.A. for
a $525 million ABL credit facility and a $450 million 6-year term loan.
The closing of the transaction is not subject to financing conditions.
Barclays is acting as exclusive financial advisor to G-III. Norton Rose
Fulbright US LLP and Simpson Thacher & Bartlett LLP are acting as legal
advisors to G-III. Barack Ferrazzano Kirschbaum & Nagelberg LLP is
acting as legal advisor to LVMH.
About G-III
G-III is a leading manufacturer and distributor of apparel and
accessories under licensed brands, owned brands and private label
brands. G-III's owned brands include Vilebrequin, Andrew Marc, Marc New
York, Bass, G.H. Bass, Weejuns, G-III Sports by Carl Banks, Eliza J,
Black Rivet and Jessica Howard. G-III has fashion licenses under the
Calvin Klein, Tommy Hilfiger, Karl Lagerfeld, Kenneth Cole, Cole Haan,
Guess?, Jones New York, Jessica Simpson, Vince Camuto, Ivanka Trump,
Ellen Tracy, Kensie, Levi's and Dockers brands. Through our team sports
business, G-III has licenses with the National Football League, National
Basketball Association, Major League Baseball, National Hockey League,
Hands High, Touch by Alyssa Milano and more than 100 U.S. colleges and
universities. G-III also operates retail stores under the Wilsons
Leather, Bass, G.H. Bass & Co., Vilebrequin and Calvin Klein Performance
names.
Statements concerning G-III'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, risks of doing business
abroad, the current economic and credit environment, the nature of the
apparel industry, including changing customer demand and tastes,
customer concentration, seasonality, risks of operating a retail
business, customer acceptance of new products, the impact of competitive
products and pricing, dependence on existing management, possible
disruption from acquisitions and general economic conditions, as well as
other risks detailed in G-III's filings with the Securities and Exchange
Commission. G-III assumes no obligation to update the information in
this release.
About LVMH
LVMH Moët Hennessy Louis Vuitton is represented in Fashion and Leather
Goods by a portfolio of brands that includes Louis Vuitton, Céline,
Loewe, Kenzo, Givenchy, Thomas Pink, Fendi, Emilio Pucci, Donna Karan,
Marc Jacobs, Berluti, Nicholas Kirkwood and Loro Piana. Its Wines and
Spirits division includes Moët & Chandon, Dom Pérignon, Veuve Clicquot
Ponsardin, Krug, Ruinart, Mercier, Château d'Yquem, Domaine du Clos des
Lambrays, Château Cheval Blanc, Hennessy, Glenmorangie, Ardbeg, Wenjun,
Belvedere, Chandon, Cloudy Bay, Terrazas de los Andes, Cheval des Andes,
Cape Mentelle, Newton et Numanthia. LVMH is present in the Perfumes and
Cosmetics sector with Parfums Christian Dior, Guerlain, Parfums
Givenchy, Parfums Kenzo, Perfumes Loewe as well as other promising
cosmetic companies (BeneFit Cosmetics, Make Up For Ever, Acqua di Parma
and Fresh). LVMH is also active in selective retailing as well as in
other activities through DFS, Sephora, Le Bon Marché, la Samaritaine and
Royal Van Lent. LVMH's Watches and Jewelry division comprises Bulgari,
TAG Heuer, Chaumet, Dior Watches, Zenith, Fred, Hublot and De Beers
Diamond Jewellers Ltd, a joint venture created with the world's leading
diamond group.
Certain information included in this release is forward looking and
is subject to important risks and uncertainties and factors beyond our
control or ability to predict, that could cause actual results to differ
materially from those anticipated, projected or implied. It only
reflects our views as of the date of this presentation. No undue
reliance should therefore be based on any such information, it being
also agreed that we undertake no commitment to amend or update it after
the date hereof.
View source version on businesswire.com: http://www.businesswire.com/news/home/20160725005326/en/
G-III Investor Relations & Media Contact
ICR,
Inc.
James Palczynski, 203-682-8229
or
G-III
Neal S.
Nackman, 212-403-0500
Chief Financial Officer
or
LVMH
Contacts
Analysts and investors:
LVMH
Chris
Hollis, + 33 1.4413.2122
or
Media:
US:
Kekst
James
Fingeroth/Molly Morse/Anntal Silver
+1 212.521.4800
or
France :
DGM
Conseil
Michel Calzaroni/Olivier Labesse/
Sonia
Fellmann/Hugues Schmitt
+ 33 1.4070.1189
or
UK:
Montfort
Communications
Hugh Morrison / Charlotte McMullen
+44
7921.881.800
or
Italy:
SEC and Partners
Michele
Calcaterra/ Matteo Steinbach
+39 02 6249991
Source: G-III Apparel Group, Ltd.
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