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) January 10, 2005
G-III APPAREL GROUP, LTD.
(Exact name of registrant as specified in its charter)
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| Delaware | |
0-18183 | |
41-1590959 | ||||||
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or other jurisdiction of incorporation) |
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(Commission File Number) | |
(IRS Employer Identification No.) |
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| 512
Seventh Avenue New York, New York |
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10018 | ||||
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(Zip Code) | ||||
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Registrant's telephone number, including area code: (212) 403-0500
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):
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![[ ]](https://cdn.kscope.io/7f8cc838bfc592026d8c0c2d71780dcf-ebox.gif){kind=small} |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01 Regulation FD Disclosure
On January 10, 2005, the Company announced that its management will deliver a presentation on behalf of the Company at the Integrated Corporate Relations 7th Annual Xchange Conference at the La Costa Resort and Spa in Carlsbad, California. The Company's presentation will be webcast live at 2:50 p.m. Pacific Time on Thursday, January 13, 2005. The Company's press release and power point presentation are attached to this Form 8-K as Exhibits 99.1 and 99.2, respectively.
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) | Exhibits |
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| 99.1. | Press Release of G-III Apparel Group, Ltd. (the "Company") issued on January 10, 2005. |
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| 99.2 | Power Point presentation to be presented by the Company on January 13, 2005 at the Integrated Corporate Relations 7th Annual Xchange Conference at the La Costa Resort and Spa in Carlsbad, California. |
Limitation on Incorporation by Reference
In accordance with General Instruction B.2 of Form 8-K, the information reported under Item 7.01 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.
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G-III APPAREL GROUP, LTD. | |||||||||
| Date: January 13, 2005 | |
By: | |
/s/ Wayne Miller | ||||||
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Name: Wayne S. Miller | ||||||||
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Title: Chief Financial and Operating Officer | ||||||||
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Company Contact: |
Wayne Miller |
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Investor Relations Contact: |
James R. Palczynski |
G-III Apparel Group, Ltd. to Present at The Seventh Annual ICR Xchange Conference
January 10, 2005 – 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 7th Annual Xchange conference at the La Costa Resort and Spa in Carlsbad, CA.
The G-III investor presentation will be webcast live at 2:50 p.m. Pacific Time on Thursday, January 13, 2005 at http://www.icr-online.com/conference. 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 outerwear and sportswear under licensed labels, our own labels and private labels. The Company has fashion licenses with Kenneth Cole, Nine West, Cole Haan, Jones Apparel, Sean John, Bill Blass, Cece Cord and James Dean and sports licenses with the National Football League, National Hockey League, National Basketball Association, Major League Baseball, Louisville Slugger, NASCAR, World Poker Tour and more than 60 universities nationwide. Company-owned labels include, among others, Black Rivet, Colebrook and Siena Studio.
G-III APPAREL GROUP, LTD.
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.
Safe Harbor
2
NASDAQ: GIII
Market Cap: Approximately $50 million
Specializes in branded consumer apparel
G-III
Apparel Group, Ltd. is a leading manufacturer and
distributor of outerwear
and sportswear under licensed labels, our
own labels and private labels.
The Company has fashion licenses
with Kenneth Cole, Nine West, Cole Haan,
Jones Apparel, Sean
John, Izod, Cece Cord, Bill Blass, and James Dean and
sports
licenses with the National Football League, National Basketball
Association, Major League Baseball, National Hockey League,
Louisville
Slugger, NASCAR, World Poker Tour and more than
60 universities nationwide.
Company-owned labels include among
others, Black Rivet, Colebrook, and
Siena Studio.
G-III Apparel Group
3
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
Our Strengths
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G-III
Product Offering
Men’s Women’s
5
G-III
Product Offering
Sports Apparel
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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
Broad Array of Strong Brands
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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, Sean John for all men’s
outerwear
2002 - Expanded National Football League license. Exclusive distribution
to all mass and mid-tier except for one team.
2003 - James Dean and Bill Blass outerwear
2004 - Kenneth Cole New York and Kenneth Cole Reaction men’s
outerwear, Cece Cord handbags and apparel, and World Poker
Tour
Steady Building of Licensed Brand Portfolio - Highlights
2005 - Izod men’s and women’s outerwear
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Men’s
9
Women’s
10
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Sports Apparel
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Sports Apparel
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Specialty
Retail - Saks Fifth Avenue, Neiman Marcus,
and Bergdorf Goodman
Department
Stores - Federated, May Company and
Nordstrom
Specialty
Stores Chains - Limited, Finish Line,
Christopher and Banks, Cato and
Charming Shoppes
Mid
Tier and Mass Merchants - Sears, JC Penney,
Wal-Mart, Target and
Kohl’s
Balanced Mix of Distribution
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Estimated
Sales by Leather/Non-Leather Category &
Distribution Channel for
2004
Leather/Non-Leather
Category
Distribution Channel
Mass
Merchandisers
Dept.
Stores
and Specialty
Retailers
Leather
Non-
Leather
Mid-Tier
Stores
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Addition
of Kenneth Cole men’s and Izod women’s and
men’s outerwear
Continued expansion of core-sports apparel lines
Continued
expansion in brand portfolio in both Men’s
and Women’s
Economies
of scale for expanded design, production,
and merchandising
teams
Opportunities for Growth
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( 000’s Omitted)
Third Quarter Ended
Nine Months Ended
Net Sales
$114,909
$125,547
$175,322
$189,558
Gross Profit
$ 37,339
$ 45,851
$ 57,374
Operating Profit
$ 20,554
$ 7,467
$ 20,986
Net Income
$ 9,897
$ 11,380
$ 3,410(a)
$ 11,471
Diluted EPS
$ 1.33
$ 1.50
$ 0.46(a)
$ 1.54
(a)
Includes a charge of $882,000, equal to $0.12 per share, associated with the Company’s decision to attempt to sell its joint venture interest
in a factory in China.
10/31/2004
10/31/2003
10/31/2004
10/31/2003
$ 33,551
$ 17,913
Key Income Statement Items
17
Net Sales
$149.6
$187.1
$201.4
$202.7
$224.0
$0
$50
$100
$150
$200
$250
2000
2001
2002
2003
2004
(in millions)
Fiscal Year ended January 31,
18
EPS
$1.14
$0.52(a)
$0.00
$0.25
$0.50
$0.75
$1.00
$1.25
$1.50
$1.75
$2.00
2003
2004
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.
2002
$0.32
Fiscal Year ended January 31,
19
( 000’s Omitted)
10/31/2004
10/31/2003
Accounts Receivable
Inventories
$ 37,010
$ 40,498
Total Current Assets
$ 130,245
$ 138,047
Accounts Payable
Notes Payable
Total Current Liabilities
Total Stockholders’ Equity
$ 69,115
$ 67,387
$ 81,698
$ 87,794
$ 19,898
$ 36,211
$ 67,886
$ 15,965
$ 78,919
$ 43,418
Book Value Per Share
$ 9.59
$ 9.73
Abbreviated Balance Sheet
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G-III APPAREL GROUP, LTD.