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 4, 2003 G-III Apparel Group, Ltd. (Exact name of issuer as specified in its charter) Delaware (State or other jurisdiction of incorporation) 0-18183 41-1590959 (Commission File Number) (IRS Employer Identification No.) 512 Seventh Avenue New York, NY 10018 (Address of Principal Executive Offices) Registrant's telephone number, including area code (212) 403-0500 None (Former Name or Former Address, if Changed Since Last Report.)
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Financial Statements. None. (b) Pro Forma Financial Information. None. (c) Exhibits 99.1. Press Release of G-III Apparel Group, Ltd. (the "Company") issued on September 4, 2003 relating to its second quarter earnings. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On September 4, 2003, the Company announced its results of operations for the three and six month periods ended July 31, 2003. A copy of the press release issued by the Company relating thereto is furnished herewith as Exhibit 99.1. Limitation on Incorporation by Reference In accordance with General Instruction B.6 of Form 8-K, the information in this report 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.
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. G-III Apparel Group, Ltd. By: /s/ Wayne Miller ----------------------------- Wayne S. Miller Chief Financial Officer Dated: September 4, 2003
G-III APPAREL GROUP, LTD. For: G-III Apparel Group, Ltd. Contact: Investor Relations James Palczynski (203) 222-9013 G-III Apparel Group, Ltd. Wayne S. Miller, Chief Financial Officer (212) 403-0500 G-III APPAREL GROUP, LTD. ANNOUNCES SECOND QUARTER FISCAL 2004 RESULTS --NET SALES INCREASE TO $45.3 MILLION FROM $40.0 MILLION-- --OPERATING PROFIT INCREASES TO $4.8 MILLION FROM $1.4 MILLION-- -- DILUTED NET INCOME PER SHARE INCREASES TO $0.37 FROM $0.08 -- New York, New York - September 4, 2003 -- G-III Apparel Group, Ltd. (Nasdaq: GIII) today announced operating results for the second quarter of fiscal 2004. For the three-month period ended July 31, 2003, G-III reported net sales of $45.3 million and net income of $2.7 million, or $0.37 per diluted share, compared to net sales of $40.0 million and net income of $576,000, or $0.08 per diluted share, during the comparable period last year. For the six-month period ended July 31, 2003, G-III reported net sales of $64.0 million and net income of $91,000, or $0.01 per diluted share, compared to net sales of $52.7 million and a net loss of $3.6 million, or $0.54 per diluted share, during the comparable period last year. Morris Goldfarb, G-III's Chief Executive Officer, said, "We are very pleased to report a strong second quarter, with strong operating margins. Our profit growth was driven by continued strength in our sports apparel business, which saw both significant new accounts as well as increased penetration. The sportswear component of our sports apparel business attained higher gross margins compared to our other businesses". Mr. Goldfarb continued, "We believe, based on feedback from customers with regard to our product assortment and a good order book, we are well positioned for the fall season." Also today, G-III Apparel Group issued guidance for the fiscal year ending January 31, 2004. For the fiscal year, the Company is forecasting net sales of approximately $220 million and diluted net income per share between $1.10 and $1.15.
ABOUT G-III APPAREL GROUP, LTD. 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 50 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 (FINANCIAL TABLE TO FOLLOW)
G-III APPAREL GROUP, LTD. PAGE: 3 SECOND QUARTER RESULTS OF FISCAL 2004 G-III APPAREL GROUP, LTD. AND SUBSIDIARIES (NASDAQ:GIII) CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except share and per share amounts) (Unaudited) Three Months Ended Six Months Ended 7/31/03 7/31/02 7/31/03 7/31/02 ------- ------- ------- ------- Net sales $ 45,299 $ 40,022 $ 64,011 $ 52,713 Cost of sales 29,618 29,209 43,976 40,997 --------------- ------------- ----------- ----------- Gross profit 15,681 10,813 20,035 11,716 Selling, general and administrative expenses 10,844 9,453 19,603 16,967 --------------- ------------- ----------- ----------- Operating profit (loss) 4,837 1,360 432 (5,251) Interest and financing charges, net 230 396 278 521 --------------- ------------- ----------- ----------- Income (loss) before income taxes 4,607 964 154 (5,772) Income tax expense (benefit) 1,889 388 63 (2,179) --------------- ------------- ----------- ----------- Net income (loss) $ 2,718 $ 576 $ 91 $ (3,593) =============== ============= =========== =========== Basic net income (loss) per common $ 0.40 $ 0.09 $ 0.01 $ (0.54) Share =============== ============= =========== =========== Diluted net income (loss) per common share $ 0.37 $ 0.08 $ 0.01 $ (0.54) =============== ============= =========== =========== Weighted average shares outstanding: Basic 6,879,920 6,714,200 6,877,909 6,708,383 Diluted 7,385,396 7,379,809 7,325,347 6,708,383 BALANCE SHEET DATA (IN THOUSANDS): At July 31, 2003 At July 31, 2002 ---------------- ---------------- Working Capital $47,480 $42,957 Cash 434 360 Inventory 59,393 60,645 Total Assets 115,017 115,135 Outstanding Borrowings 33,298 39,971 Total Shareholders' Equity $55,874 $51,234 # # #