Toppan Vite topny131830a01 Proof 3 GIII Apparel Group READY TO WEAR & DRESSES OUTERWEAR ANDREW MARC ANDREW MARC CALVIN KLEIN BLACK RIVET ELIZA J CALVIN KLEIN ELLEN TRACY COLE HAAN G.H. BASS & CO. DOCKERS GUESS ELLEN TRACY IVANKA TRUMP GUESS JESSICA HOWARD IVANKA TRUMP JESSICA SIMPSON JESSICA SIMPSON KENSIE JONES NEW YORK MARC NEW YORK KENNETH COLE TOMMY HILFIGER LEVI’S VILEBREQUIN MARC NEW YORK VINCE CAMUTO TOMMY HILFIGER VINCE CAMUTO RETAIL CALVIN KLEIN PERFORMANCE TEAM SPORTS G.H. BASS & CO. MAJOR LEAGUE BASEBALL VILEBREQUIN MAJOR LEAGUE SOCCER WILSONS LEATHER NATIONAL BASKETBALL ASSOCIATION NATIONAL FOOTBALL LEAGUE ACCESSORIES NATIONAL HOCKEY LEAGUE ANDREW MARC OFFICIALLY LICENSED COLLEGIATE PRODUCTS CALVIN KLEIN IVANKA TRUMP SWIMWEAR KENSIE CALVIN KLEIN MARC NEW YORK IVANKA TRUMP TOMMY HILFIGER VILEBREQUIN VILEBREQUIN FOOTWEAR ANDREW MARC G.H. BASS & CO. MARC NEW YORK Cyan Magenta Yellow Black Toppan Vite topny131830a02 Proof 2 Cyan Magenta Yellow Black Toppan Vite topny131830a03 Proof 2 Cyan Magenta Yellow Black Toppan Vite topny131830a04 Proof 1 Cyan Magenta Yellow Black Toppan Vite topny131830a05 Proof 1 Cyan Magenta Yellow Black Toppan Vite topny131830a06 Proof 1 Cyan Magenta Yellow Black Toppan Vite topny131830a07 Proof 1 Cyan Magenta Yellow Black Toppan Vite topny131830a08 Proof 4 Calvin Klein better sportswear, Calvin Klein Performance and Kensie anchor our sportswear offerings and we have significant Dear Shareholders, growth opportunities ahead of us in this category. I am pleased to report that our fiscal 2015 year, which ended Our Calvin Klein handbag business has grown and will continue January 31, 2015, was another record year for GIII. We grew to grow through improved product, better real estate in the net sales by 23% to $2.12 billion, nearly $400 million of growth. department stores and improved logistics. Our strong financial This growth was from a combination of broad-based organic position affords us the opportunity to continue to invest in growth and sales by our G.H. Bass business that we owned for fixtured shops within department stores which we believe are the full fiscal 2015 year compared to only the fourth quarter in necessary to grow our handbag business. the prior fiscal year. We reported net income for fiscal 2015 of $110.4 million, or $4.97 per diluted share, compared to $77.4 The women’s suit business had another strong year of retail million, or $3.71 per diluted share, in the prior year. Our diluted performance. This area is led by our licensed Calvin Klein brand. net income per share in fiscal 2015 included other income equal We also expect to launch new opportunities using our other to $0.43 per share, net of taxes, and in the prior year included licensed brands where we have rights to produce women’s suits. expenses associated with the acquisition of G.H. Bass and other potential transactions equal to $0.03 per share, net of taxes. Our Vilebrequin branded product also performed well despite particular challenges in the global luxury market this past year. The equity market rewarded us again for these financial We are busy diversifying our product offerings, improving store achievements and we were very pleased to see our stock price locations and enhancing the strength of our franchisee partner increase by 47% over the course of the year. Our shareholder group. returns have significantly out-performed the S&P 500 and our industry index over the last fifteen years. Our team sports business continues to deliver steady profits to our company. We produce products for all the leagues and many Our wholesale business performed well throughout the year and colleges. Our diversified offerings across major professional our retail business achieved strong gains in the fourth quarter. sports product categories for both men and women enable us to We finished the year with strong business trends and momentum. continue to grow this business. We believe that our key differentiating characteristics that drive our performance are our corporate culture and commitment to Our specialty retail businesses, which are increasingly important excellence. We also continued to improve our excellence in to our overall results, saw success in the fourth quarter in an design, merchandising, sales, operations, marketing and finance environment that was challenging for much of our industry. and we remain well positioned to continue our growth. Wilsons performed well and achieved sales per square foot for the year of approximately $387, up from $250 when we acquired You can see our commitment at work across each of our major this business in 2008. wholesale categories. We consider outerwear as our heritage business. We are one of the largest suppliers in the United G.H. Bass is showing that it will also prove to be a powerful States to the better coat department store channel and had addition to our specialty retail group. After a year-long process, another good fall coat season. G.H. Bass is now completely integrated with the rest of our retail operations. We installed new leadership, made improvements We have also developed a dominant dress business across to the product assortment, and revised our pricing structure and our many brands. We are the resource of choice for our retail promotional strategies. As a result, we saw comparable store partners. In particular, Calvin Klein, Vince Camuto, Eliza J sales improve. We finished the year with a 15.4% same store and Jessica Howard dresses had strong financial results and sales gain in the fourth quarter and carried this momentum into continue to resonate well with consumers. the early Spring season. Our ability to expand into new product categories is also Our G.H. Bass brand brings us more than just a current retail demonstrated by our proficiency in the sportswear category. opportunity. Bass is a well-known authentic heritage brand that Cyan Magenta Yellow Black Toppan Vite topny131830a09 Proof 4 DILUTED NET INCOME PER SHARE NET SALES ($000’s) (Years Ended January 31) (Years Ended January 31) * Includes expenses associated with the Vilebrequin acquisition in the amount of $2.4 million, after tax, or $0.12 per share. ** Includes expenses associated with the G.H. Bass acquisition and other potential transactions in the amount of $0.6 million, after tax, or $0.03 per share. *** Includes other income in the amount of $9.6 million, after tax, or $0.43 per share. developed the iconic original penny loafer, known as “Weejuns.” of our partners, suppliers and associates. This formula has We are excited to continue the process of developing this brand been working for many years and we expect it will be the across many categories. We have expanded outerwear offerings basis for our continued success. We are grateful for your in our own stores and have used our in-house expertise to design confidence and support now and in the future. the first Bass women’s collection that will start to ship into the better department store channel this upcoming fall season. SincerelySincerely, Our licensing partnership program is also just beginning. We have licensed Bass for footwear and retail in Europe, for men’s sportswear and for men’s, women’s and children’s footwear in the United States and Canada. New and existing strategic Morris Goldfarb relationships will enhance the distribution of G.H. Bass products Chairman, Chief Executive Officer and President to both the international and domestic marketplace. As a leader in our industry, we have solid organic growth opportunities and we work hard to be an easy company to do business with. We have excellent access to strategic capital and a proven track record of successfully supplementing our organic growth with complementary acquisitions. At this point, we consider the ability to capture acquisition-related growth and value for our shareholders to be one of our core capabilities. Operating cash flow and proceeds from our equity offering last June leave our Company with no long term debt and in a very healthy financial position. We are focused on succeeding in our current and new initiatives. Our best in class talent allows us to meet and exceed the needs Cyan Magenta Yellow Black Toppan Vite topny131830a10 Proof 2 Financial Highlights ( In thousands, except per share amounts ) 2011 2012 2013 2014 2015 $ 1,063,404 $ 1,231,201 $ 1,399,719 $ 1,718,231 $ 2,116,855 $ 56,682 $ 49,620 $ 56,875(a) $ 77,360(b) $ 110,361(c) $ 2.88 $ 2.46 $ 2.80(a) $ 3.71(b) $ 4.97(c) $ 239,494 $ 288,259 $ 283,369 $ 344,964 $ 557,703 $ 447,921 $ 546,103 $ 717,772 $ 830,897 $ 1,046,718 $ 303,494 $ 357,972 $ 429,240 $ 521,996 $ 761,258 21.3% 15.0% 14.5% 16.3% 16.4% 19,689 19,787 20,125 20,444 22,479 [a] Includes expenses associated with the Vilebrequin acquisition in the amount of $2.4 million, after tax, or $0.12 per share. [b] Includes expenses associated with the G.H. Bass acquisition and other potential transactions in the amount of $0.6 million, after tax, or $0.03 per share. [c] Includes other income in the amount of $9.6 million, after tax, or $0.43 per share. Cyan Magenta Yellow Black UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 31, 2015 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-18183 G-III APPAREL GROUP, LTD. (Exact name of registrant as specified in its charter) Delaware 41-1590959 (State or other jurisdiction of (I.R.S.