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2016 Annual Report & Form 10-K

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2016 Annual Report & Form 10-K 2016 Annual Report & Form 10-K READY TO WEAR & DRESSES RETAIL Calvin Klein DKNY DKNY G.H. Bass Donna Karan Wilsons Leather Tommy Hilfiger Vilebrequin Karl Lagerfeld Paris Calvin Klein Performance Eliza J Ellen Tracy ACCESSORIES Guess? Calvin Klein Ivanka Trump DKNY Jessica Howard Donna Karan Jessica Simpson Karl Lagerfeld Paris Kensie Marc New York Vince Camuto Vilebrequin SWIMWEAR FOOTWEAR Vilebrequin G.H. Bass Calvin Klein DKNY Ivanka Trump Donna Karan Karl Lagerfeld Paris HANDBAGS & LUGGAGE Calvin Klein CASUAL, ACTIVE & PERFORMANCE DKNY Calvin Klein Karl Lagerfeld Paris DKNY Sport G.H. Bass Donna Karan Tommy Hilfiger (Luggage) Marc New York Tommy Hilfiger OUTERWEAR Vilebrequin Calvin Klein DKNY TEAM SPORTS Donna Karan Hands High Tommy Hilfiger Major League Baseball Karl Lagerfeld Paris Major League Soccer Andrew Marc National Basketball Association Cole Haan National Football League Dockers National Hockey League Ellen Tracy Officially Licensed Collegiate Products G.H. Bass Touch By Alyssa Milano Guess? GIII Sports by Carl Banks Ivanka Trump GIII for Her Jessica Simpson Starter Jones New York Kenneth Cole Levi’s Marc New York Vince Camuto Dear Shareholders, Paris and either Donna Karan or DKNY stores to feature our strongest brands, strengthen the platform of those brands and improve our results. We are confident these are the right steps to navigate the disrupted retail Fiscal 2017 has been a transformative year for G-III and we are excited environment. about our future. Our acquisition of Donna Karan International, completed in December, serves as a critical pillar of this transformation, providing us Our wholesale business is a very different story and continues to perform with two additional power brands to add to our growing portfolio, the ability quite well. Our powerful lifestyle brands and excellent product are to expand our footprint throughout the world and resources to compete tremendously important to our customers. Providing our customers with more effectively in omni-channel retail. We believe that DKNY and Donna what they need to differentiate their assortments and excite consumers is Karan are two of the most iconic and recognizable power brands and that expected to be the key growth driver for us over the next several years. we are well-positioned to unlock their potential. The foundation of our wholesale business is comprised of five special global Our enthusiasm is tempered by the understanding that we must continue to power brands: DKNY, Donna Karan, Calvin Klein, Tommy Hilfiger and Karl strive for excellence and stay focused to meet the ongoing challenges that Lagerfeld Paris. This foundation is further supported by a broad portfolio of our Company and our industry faced this past year. Persistently soft retail other well-known licensed and proprietary brands that position us well in traffic, another year of unseasonably warm weather and the increasingly every tier of retail distribution and across every major product category. disruptive shift in consumer behavior towards e-commerce transactions figured prominently in our financial results for the year ended January 31, Donna Karan International is a transformative addition to our portfolio that 2017. furthers our position as a global fashion leader. We believe there is a distinct We achieved sales growth of 2% for the year, resulting in record net sales need for these brands and we have created distinct strategies for each of the of $2.39 billion. Our net income was $51.9 million, or $1.10 per diluted share, DKNY and Donna Karan brands. DKNY’s growth in the United States will be compared to $114.3 million, or $2.46 per diluted share, in the prior year. facilitated by a long-term strategic alliance with Macy’s. Beginning February The current year’s net income includes professional fees and severance 2018, Macy’s will be our exclusive department store partner for the DKNY expense of $11.7 million related to the Donna Karan acquisition, non-cash brand for women’s apparel, handbags and shoes, in addition to women’s and charges of approximately $10.5 million related to impairment of assets in men’s outerwear, swimwear and luggage. Products outside the exclusive our retail operations segment and $1.0 million related to imputed interest categories and products distributed by DKNY’s various licensees will on the note issued to the seller as part of the consideration for the Donna continue to be sold to a broad range of department stores, including Macy’s. Karan acquisition. These amounts equaled $0.32 per diluted share. Also We have designed an exciting new collection, and are designing shops-in- included in our current year results are operating losses of $9.2 million and shops to be featured within the broader Macy’s footprint. Our relationship incremental interest expense of $7.5 million related to the operation and with Macy’s is excellent and we look forward to building another successful ownership of the Donna Karan business commencing on December 1, 2016, business with them under the DKNY brand. equal to an aggregate of $0.24 per diluted share. We have relaunched the Donna Karan brand to be priced above DKNY and Our retail businesses incurred a $57 million loss this past year, driven by to deliver the aspirational luxury brand product that it was known for. We negative same store sales at Wilsons and Bass of 14% and 8%, respectively. intend to leverage its heritage as we showcase the Seven Easy Pieces that These losses are unacceptable and we have begun to take action including made this brand famous. This merchandising innovation is synonymous with closing stores, cutting costs and improving product and merchandising. We the brand. Women know that they can dress for any occasion well and look are working to evolve our retail operations to address changes in consumer stunning with the perfect white shirt, the pants, the bodysuit, the sweater, behavior, eliminate the pressure on our financial results and mitigate future the cold shoulder, the jacket and the coat. Donna Karan’s distribution will risk. be focused on department and specialty stores nationwide. We expect to see our efforts with respect to the DKNY and Donna Karan brands to begin In fiscal 2018, we plan to shutter a combined total of 60 Wilsons and to have a positive effect on our results of operations in the second half of the Bass stores, with approximately one third of the closings having already current fiscal year. occurred in the first fiscal quarter ended April 30, 2017. We expect to exit at least 55 additional locations in fiscal 2019. We are also seeking to create In February 2016, we entered into a long-term license agreement covering efficiency by integrating the Wilsons, Bass, and Donna Karan backend womenswear in the United States and Canada for Tommy Hilfiger, a retail infrastructure on a shared platform. This should enable us to realize classic American lifestyle brand. This license for women’s sportswear, approximately $12 million in annual run rate savings by the third quarter this suit separates, performance and denim is in addition to our other Tommy year. Hilfiger licenses for dresses, men’s and women’s outerwear and luggage. The addition of this new Tommy Hilfiger business came as a result of our We are improving our product and merchandising and making excellent relationship with PVH and our proven capabilities with respect enhancements to our retail stores to renew consumer excitement. We to the Calvin Klein brand. These brands represent two important pillars of also intend to rebrand certain Wilsons and Bass locations to Karl Lagerfeld growth within our wholesale business. DILUTED NET INCOME PER SHARE NET SALES ($000’s) (Years Ended January 31) (Years Ended January 31) (1) Includes expenses associated with the Vilebrequin acquisition in the amount of $2.4 million, after tax, or $0.06 per share. (2) Includes expenses associated with the G.H. Bass acquisition and other potential transactions in the amount of $0.6 million, after tax, or $0.01 per share. (3) Includes other income in the amount of $9.6 million, after tax, or $0.22 per share. (4) Includes other income in the amount of $1.0 million, after tax, or $0.02 per share. (5) Includes professional fees and severance expense of $11.7 million related to the Donna Karan acquisition, non-cash charges of approximately $10.5 million related to impairment of assets in our retail operations segment and $1.0 million related to imputed interest on the note issued to the seller as part of the consideration for the Donna Karan acquisition. These amounts equaled $0.32 per diluted share. Also includes operating losses of $9.2 million and incremental interest expense of $7.5 million related to the operation and ownership of the Donna Karan business commencing on December 1, 2016, equal to an aggregate of $0.24 per diluted share. + Per share data have been retroactively adjusted to reflect our two-for-one stock split effected on May 1, 2015. This year, we saw strength in wholesale for Calvin Klein sportswear, and exceed the needs of our partners, suppliers and customers. We look performance and handbags. Tommy Hilfiger was also a standout forward to demonstrating our capabilities in fiscal 2018 and beyond, and to performer in our first year of broad distribution of women’s product. Tommy driving value to our shareholders. Hilfiger dresses, women’s denim, suit separates and performance wear demonstrated significant potential for fiscal 2018 and beyond. Sincerely, Our Karl Lagerfeld Paris collection is consistent with the strong fashion heritage of the brand. We see our customers looking to Karl Lagerfeld Paris for product showcasing a chic Parisian influence. In addition to our acquisition in June 2015 of a 49% interest in the joint venture with the Karl Morris Goldfarb Lagerfeld Paris brand in North America, in February 2016, we also acquired a 19% minority interest in the parent company that controls the global Karl Lagerfeld Paris business and brand.
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