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): January 12, 2004
G-III Apparel
Group, Ltd.
(Exact name of registrant as specified in its
charter)
Delaware
(State or other jurisdiction of
incorporation)
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| 0-18183 | |
41-1590959 | ||||
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(IRS Employer Identification No.) | ||||
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512 Seventh Avenue
New York, NY
10018
(Address of Principal Executive Offices)
Registrant's telephone number, including area code (212) 403-0500
Not Applicable
(Former Name or Former Address, if
Changed Since Last Report.)
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
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| (a) | Financial Statements of Businesses Acquired. |
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| None. |
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| (b) | Pro Forma Financial Information. |
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| None. |
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| (c) | Exhibits |
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| 99.1 | Press Release of G-III Apparel Group, Ltd. (the "Company") issued on January 12, 2004. |
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| 99.2 | Power Point Presentation to be presented by the Company on January 15, 2004 at the Integrated Corporate Relations 6th Annual Xchange Conference in Huntington Beach, California at the Hyatt Regency Resort. |
ITEM 9. REGULATION FD DISCLOSURE
On January 12, 2004, the Company announced that its management will deliver a presentation on behalf of the Company at the Integrated Corporate Relations 6th Annual Xchange Conference in Huntington Beach, California at the Hyatt Regency Resort. The Company's presentation will be webcast live at 2:25 p.m. Pacific Time on Thursday, January 15, 2004. The Company's press release and the power point presentation are attached to this Form 8-K as Exhibits 99.1 and 99.2, respectively, and are incorporated by reference herein.
The information this Form 8-K (including the exhibits) is furnished pursuant to Item 9 of Form 8-K and shall not be deemed to be "filed" for the 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. This Form 8-K shall not be deemed an admission as to the materiality of any information in this Form 8-K that is required to be disclosed solely by Regulation FD.
The Company does not have, and expressly disclaims, any obligation to release publicly any updates or any changes in the Company's expectations or any change in events, conditions, or circumstances on which any forward-looking statement is based.
SIGNATURES
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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G-III Apparel Group, Ltd. |
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By: \s\ Neal S. Nackman |
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Neal S. Nackman Vice President - Finance |
Dated: January 15, 2004
G-III APPAREL GROUP, LTD.
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| Company Contact: | Wayne Miller CFO & COO (212) 403-0500 |
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| Investor Relations Contact: | James R. Palczynski ICR, Inc. (203) 222-9013 |
G-III APPAREL GROUP, LTD. TO PRESENT AT THE ICR XCHANGE LEISURE AND LIFESTYLE CONFERENCE
January 12, 2004 – New York – G-III Apparel Group, Ltd. (NASDAQ: GIII:) announced today that management will deliver a presentation on behalf of the company at the Integrated Corporate Relations 6th Annual Xchange Conference at the Hyatt Regency Resort in Huntington Beach, CA.
The G-III investor presentation will be webcast live at 2:25 p.m. Pacific Time on Thursday, January 15, 2004 at http://www.icrxchange.com. Real Player or Windows Media Player is required to listen to the webcast. This software may be downloaded for free by accessing the enclosed webcast link.
About G-III Apparel Group
G-III Apparel Group, Ltd. is a leading manufacturer and distributor of leather and non-leather outerwear and apparel under our own labels, licensed labels and private labels. Company-owned labels include, among others, Black Rivet, Colebrook, Siena Studio and G-III. The Company has fashion licenses with Kenneth Cole, Nine West, Timberland, Cole Haan, Jones Apparel, Sean John, Bill Blass and James Dean and sports licensing agreements with the National Football League, National Hockey League, National Basketball Association, Major League Baseball and more than 60 universities nationwide.
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 include, but are not limited to, reliance on foreign manufacturers, the nature of the apparel industry, including changing customer demand and tastes, reliance on licensed product, seasonality, customer acceptance of new products, the impact of competitive products and pricing, dependence on existing management, 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.
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G-III APPAREL GROUP, LTD.
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Safe Harbor
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 other factors which could cause actual results to differ materially from those stated in such statements. Such risks, uncertainties and factors include, but are not limited to, 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, 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 presentation.
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G-III Apparel Group
| — | NASDAQ: GIII |
| — | Market Cap: $66 million |
| — | Specializes in branded consumer apparel |
| — | G-III Apparel Group, Ltd. is a leading manufacturer and distributor of outerwear and apparel under our own labels, licensed labels and private labels. Company-owned labels include Black Rivet, Colebrook, Siena Studio and G-III. The Company has fashion licenses with Kenneth Cole, Nine West, Timberland, Cole Haan, Jones Apparel, Sean John, Bill Blass and James Dean and sports licensing agreements with the National Football League, National Hockey League, National Basketball Association, Major League Baseball and more than 60 universities nationwide. |
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Key Investment Highlights
| — | Dominant niche position as one of the largest outerwear wholesalers |
| — | Established position in Sports Apparel |
| — | Broad array of strong brands |
| — | Balanced mix of distribution |
| — | Significant opportunities for growth |
| — | Strong sourcing expertise provides quality product at a competitive price |
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G-III Product Offering
| Men's | Women's | |
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G-III Product Offering
Sports Apparel
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Broad Array of Strong Brands
- Company has more than twenty licensed and company owned brands
- Licensor’s retail stores represent a significant customer for product
- Niche brands allow for exploitation of specific markets by gender and price point
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Steady Building of Licensed Brand Portfolio
| 1993 | - | National Football League team logo outerwear |
| 1995 | - | Kenneth Cole New York women’s outerwear |
| 1996 | - | National Hockey League team logo outerwear |
| 1998 | - | Nine West women’s outerwear |
| 1999 | - | Major League Baseball team logo outerwear |
| 2000 | - | Cole Haan men’s and women’s outerwear |
| 2001 | - | Jones New York women’s wool outerwear, Timberland for men’s leather outerwear and Sean John for all outerwear |
| 2002 | - | Expanded National Football League license to include a comprehensive line of adult outerwear. Exclusive distribution to all mass and mid-tier except for one team. Launched Hardwood Classics (NBA) and Cooperstown Collection (MLB) of sports apparel. |
| 2003 | - | James Dean and Bill Blass outerwear |
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Men's
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Women's
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Sports Apparel
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Balanced Mix of Distribution
- Specialty Retail - Saks Fifth Avenue, Neiman Marcus, and Bergdorf Goodman
- Department Stores – Federated, May Company and Nordstrom
- Specialty Stores Chains - Limited, Finish Line, d.e.m.o., Foot Locker, Champs, Dr. J’s, Against All Odds, Cato and Charming Shoppes
- Mid Tier and Mass Merchants - Sears, JCPenney, Wal-Mart, Target and Kohl’s
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Estimated Sales by Leather/Non-Leather Category & Distribution Channel for 2003
| Leather/Non-Leather Category | Distribution Channel | |
| [CHART] | [CHART] |
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Opportunities for Growth
| — | Continued expansion of core-sports apparel lines |
| — | Additional fashion-related sports apparel for department and specialty retail distribution |
| — | Continued expansion in brand portfolio |
| — | Economies of scale for expanded design, production, and merchandising teams |
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Key Income Statement Items
( 000’s Omitted)
| Fiscal Year Ended | Nine Months Ended | |||
| Estimated 1/31/2004 |
1/31/2003 | 10/31/2003 | 10/31/2002 | |
| Net Sales | $220,000 | $202,651 | $189,558 | $154,997 |
| Gross Profit | $63,000 | $49,284 | $57,374 | $39,676 |
| Operating Profit | $15,500 | $4,177 | $20,986 | $9,528 |
| Net Income | $8,300-$8,700 | $382(a) | $11,471 | $4,902 |
| Diluted EPS | $1.10-$1.15 | $0.05(a) | $1.54 | $0.67 |
| (a) | Includes a charge of $3.4 million, net of tax, associated with expenses related to closing the Company’s manufacturing facility in Indonesia. Excluding the charge, adjusted earnings per share was $0.52. |
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Net Sales Growth
(in millions)
[CHART]
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EPS Growth
[CHART]
| (a) | Adjusted for a charge of $3.4 million, net of tax, associated with expenses related to closing the Company’s manufacturing facility in Indonesia, diluted EPS including the charge was $0.05. |
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Gross Margin Improvement
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Abbreviated Balance Sheet
( 000’s Omitted)
| 10/31/2003 | 10/31/2002 | |
| Accounts Receivable | $87,794 | $69,953 |
| Inventories | $40,498 | $47,233 |
| Total Current Assets | $146,552 | $127,291 |
| Accounts Payable | $15,965 | $16,172 |
| Notes Payable | $43,418 | $49,729 |
| Total Current Liabilities | $78,919 | $75,364 |
| Total Stockholders’ Equity | $67,387 | $60,048 |
| Book Value Per Share | $9.73 | $8.77 |
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