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) February 21, 2007
G-III APPAREL
GROUP, LTD.
(Exact name of registrant as specified in its
charter)
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| Delaware
(State or other jurisdiction of incorporation) |
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0-18183
(Commission File Number) |
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41-1590959
(IRS Employer Identification No.) |
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| 512
Seventh Avenue
New York, New York (Address of principal executive offices) |
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10018
(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):
![[ ]](https://cdn.kscope.io/94ffc8e5c8b92adc59ea7771ef6758bd-ebox.gif){kind=small}
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
Soliciting material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.
On February 21, 2007, G-III Apparel Group, Ltd. (the ‘‘Company’’) announced its preliminary unaudited results for its fiscal year ended January 31, 2007. A copy of the press release issued by the Company relating thereto is furnished herewith as Exhibit 99.1.
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Item 9.01 Financial Statements and Exhibits.
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| (d) | Exhibits. |
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| 99.1 | Press Release of G-III Apparel Group, Ltd. (the ‘‘Company’’) issued on February 21, 2007 relating to its preliminary unaudited results for fiscal 2007. |
Limitation on Incorporation by Reference
In accordance with General Instruction B.2 of Form 8-K, the information reported under Item 2.02 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.
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SIGNATURE
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: February 21, 2007 | |
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By: | |
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/s/ Neal S. Nackman | |
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Neal S. Nackman | |
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Title: | |
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Chief Financial Officer | |
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3
G-III
ANNOUNCES PRELIMINARY RESULTS
FOR YEAR ENDED JANUARY 31,
2007
New York, New York – February 21, 2007 – G-III Apparel Group, Ltd. (Nasdaq: GIII) today announced preliminary unaudited results for its fiscal year ended January 31, 2007.
For the year ended January 31, 2007, G-III anticipates net sales of $425 - $428 million, net income of $12.5 - $13.5 million and net income per diluted share of $0.90 to $0.95. This compares to net sales of $324 million, net income of $7.1 million and net income per diluted share of $0.58 for the year ended January 31, 2006. In computing net income per diluted share, there were approximately 14,000,000 weighted average shares outstanding for the year ended January 31, 2007 compared to 12,236,000 weighted average shares outstanding for the year ended January 31, 2006.
About G-III Apparel Group, Ltd.
G-III Apparel Group, Ltd. is a leading manufacturer and distributor of outerwear and sportswear under licensed labels, private labels and our own labels. G-III has fashion licenses, among others, under the Calvin Klein, Sean John, Kenneth Cole, Cole Haan, Guess?, Jones New York, Nine West, Ellen Tracy, IZOD and Tommy Hilfiger labels, and sports licenses with the National Football League, National Basketball Association, Major League Baseball, National Hockey League, Louisville Slugger, World Poker Tour and more than 100 U.S. colleges and universities. G-III-owned labels include, among others, Marvin Richards, G-III, Black Rivet, Siena Studio, Colebrook, G-III by Carl Banks, Winlit, NY 10018 and La Nouvelle Renaissance.
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 which include, but are not limited to, reliance on licensed product, 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, possible disruption from acquisitions, 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.