-- Vilebrequin Primarily Distributed In 185 Owned and Franchised
Retail Stores and Shops in over 50 Countries--
-- G-III Expects Growth through Additional Penetration and Category
Expansion --
NEW YORK--(BUSINESS WIRE)--
G-III Apparel Group, Ltd. (NasdaqGS: GIII) today announced that it has
acquired Vilebrequin, a leading global provider of luxury swimwear,
accessories and resort-wear. The total purchase price is €85.5 million
(approximately $106.2 million), subject to certain post-closing
adjustments, of which €70.5 million (approximately $87.6 million) was
paid in cash and €15 million (approximately $18.6 million) was paid by
unsecured promissory notes, due December 31, 2017, with interest at the
rate of 5% per year. In addition to the purchase price, the agreement
provides for up to an additional €22.5 million (approximately $27.9
million) of contingent future payments based upon achieving certain
performance objectives related to growth over the three years ending
December 31, 2015.
The cash portion of the purchase price was funded by G-III's newly
expanded $450 million bank facility. The acquisition is expected to be
neutral to G-III's net income per share in its fiscal year ending
January 31, 2013, excluding acquisition and integration expenses.
Vilebrequin, headquartered in Geneva, Switzerland, has been owned since
2007 by Fashion Fund I B.V., a private equity fund focusing on majority
investments in mid to later stage companies that are active in the
apparel and accessories segment of the European fashion industry.
Vilebrequin sells its products through a network of 185 owned and
franchised specialty retail stores and shops, as well as through select
wholesale distribution, and reported sales for the twelve months ended
December 31, 2011 of €45.1 million (approximately $55.9 million using
the current exchange rate). G-III believes that the brand is capable of
significant worldwide expansion. A substantial majority of Vilebrequin's
current revenues are derived from sales in Europe and the United States.
Roland Herlory, most recently Managing Director of Hermès running the
Latin America and Caribbean territories, has agreed to join Vilebrequin
as its Chief Executive Officer, effective September 1, 2012. Roland was
employed by Hermès for over 23 years. Roland's expertise is in luxury
retail and product development. Christian Blanckaert will join as
Chairman of Vilebrequin's newly established Advisory Board. Christian is
the Chairman of the Board of Petit Bateau and serves on the Board of
Moncler. He has been involved in the luxury business for more than
twenty years previously serving as President of Comite Colbert and
Executive Vice President of Hermès International. Christian is Professor
of Management at ESCP in Paris and is also an author of several books on
luxury.
G-III also noted that, as part of the transaction, Adu Advaney,
co-founder of Fashion Fund I B.V., has joined Vilebrequin's Board as
Vice Chairman.
Morris Goldfarb, Chairman and Chief Executive Officer of G-III Apparel
Group, commented, "We have stated publicly our desire to own a global
brand. An opportunity to acquire a preeminent luxury brand such as
Vilebrequin does not happen very often. Vilebrequin sets a global
standard for excellence and commands exceptional loyalty at a premium
price in each of its markets. We believe that this brand is very
powerful and expect to add more retail locations throughout the world,
as well as develop the business beyond its heritage in men's swimwear,
accessories and resort-wear. We have assembled a world class luxury
brand management team, led by Roland Herlory, who we are confident can
extend and expand Vilebrequin into a diversified global luxury brand."
Mr. Herlory commented, "I am excited to begin the next chapter of my
career. I have admired the Vilebrequin brand for many years. Vilebrequin
has maintained the highest integrity of design, quality and value. We
have a shared vision for the Vilebrequin brand and will continue to set
the standard for men's casual luxury. We believe that the brand is
positioned extremely well to expand its business into more points of
sale throughout the world. In the near-term, we will also work on
further developing men's accessories and resort-wear. It is our
intention to leverage our strong brand and the additional resources
G-III will provide to quickly transcend our leadership position in the
men's luxury resort business."
Barclays acted as exclusive financial advisor to G-III. Fulbright &
Jaworski L.L.P. and Meyerlustenberger Lachenal Avocats served as legal
advisors for G-III in connection with the acquisition of Vilebrequin.
About Vilebrequin
Vilebrequin was founded in 1971 in St Tropez when a young visionary,
seated at the illustrious Café Senequier, invented the first boxer short.
Easy to wear, comfortable, chic, it represented the perfect convergence
of elegance and laid back style; a fashion icon was born.
The success was immediate. The brand gained a following among the most
distinguished celebrities. In 1995, Vilebrequin recreated its flagship
styles for children and launched the now famous "Like Father, Like Son"
concept. Strengthening family ties, the brand advocates the values of
beauty and refinement, passing them down from one generation to the
next. From intuition to boldness, the brand grew by developing a wide
selection of colors and exclusive prints and also by extending its beach
spirit to ready to wear and accessories to become the only men's brand
born from an original focus on beachwear. Its expertise is characterized
by the art of details and the craftsman's spirit. Staying true to its
St. Tropez roots and loyal to its designer, Zaza De Brito, for more than
15 years, the brand cultivates casual elegance for men today and is
recognized as a modern luxury lifestyle.
About G-III Apparel Group
G-III is a leading manufacturer and distributor of outerwear, dresses,
sportswear, swimwear, beachwear and women's suits, as well as handbags
and luggage, under licensed brands, our own brands and private label
brands. G-III sells swimwear and beachwear under our own Vilebrequin
brand. G-III also sells outerwear and dresses under our own Andrew Marc,
Marc New York and Marc Moto brands and has licensed these brands to
select third parties in certain product categories. G-III has fashion
licenses under the Calvin Klein, Sean John, Kenneth Cole, Cole Haan,
Guess?, Jones New York, Jessica Simpson, Vince Camuto, Nine West, Ellen
Tracy, Tommy Hilfiger, Kensie, Mac & Jac, Levi's and Dockers brands and
sports licenses with the National Football League, National Basketball
Association, Major League Baseball, National Hockey League, Touch by
Alyssa Milano and more than 100 U.S. colleges and universities. Our
other owned brands include Jessica Howard, Eliza J, Black Rivet, G-III,
G-III Sports by Carl Banks and Winlit. G-III also operates outlet
stores under our Wilsons Leather and Andrew Marc names, is a party to a
joint venture that operates outlet stores under the Vince Camuto name
and operates retail stores under the Calvin Klein Performance
name.
Statements concerning G-III'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 which include, but are not limited to, reliance on licensed
product, reliance on foreign manufacturers, risks of doing business
abroad, the current economic and credit environment, the nature of the
apparel industry, including changing customer demand and tastes,
customer concentration, seasonality, risks of operating a retail
business, customer acceptance of new products, the impact of competitive
products and pricing, dependence on existing management, possible
disruption from acquisitions and general economic conditions, as well as
other risks detailed in G-III's filings with the Securities and Exchange
Commission. G-III assumes no obligation to update the information in
this release.
For G-III Apparel Group, Ltd.
Investor Relations
James
Palczynski, 203-682-8229
or
G-III Apparel Group, Ltd.
Wayne
S. Miller, 212-403-0500
Chief Operating Officer
Source: G-III Apparel Group, Ltd.
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