What changed in this filing

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Item 1. Business

2022-03-28 compared with 2021-03-26 · 170 added, 202 removed, 369 unchanged (50% of the section changed)

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Our own proprietary brands include DKNY, Donna Karan, Vilebrequin, G.H.

Bass, Eliza J, Jessica Howard, Andrew Marc, Marc New York and Wilsons Leather.

Bass, Eliza J, Jessica Howard, Andrew Marc, Marc New York, Wilsons Leather and Sonia Rykiel.

We sell products under an extensive portfolio of well-known licensed brands, including Calvin Klein, Tommy Hilfiger, Karl Lagerfeld Paris, Levi’s, Guess?, Kenneth Cole, Cole Haan, Vince Camuto and Dockers.

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Our products are sold through a cross section of leading retailers such as Macy’s, Dillard’s, Hudson’s Bay Company, including their Saks Fifth Avenue division, Nordstrom, Kohl’s, TJX Companies, Ross Stores and Burlington.

We also sell our products over the web through retail partners such as macys.com, nordstrom.com and dillards.com, each of which has a substantial online business.

In addition, we sell to pure play online retail partners such as Amazon and Fanatics.

We also distribute apparel and other products directly to consumers through our own DKNY and Karl Lagerfeld retail stores, as well as through our digital channels for the DKNY, Donna Karan, Karl Lagerfeld Paris, G.H.

Bass, Andrew Marc and Wilsons Leather businesses.

In June 2020, we announced the restructuring of our retail operations, including the closure of the Wilsons Leather and G.H.

We completed the closing of our Wilsons Leather and G.H.

Bass stores in fiscal 2021.

We believe this restructuring will enable us to reduce our losses and re-position our retail operations with a goal of becoming a profitable contributor to our business.

See “―Recent Developments” for further information about our retail restructuring.

We also sell our products using digital channels through retail partners such as macys.com, nordstrom.com and dillards.com, each of which has a substantial online business.

In addition, we sell to leading online retail partners such as Amazon, Fanatics, Zalando and Zappos and have made a minority investment in an e-commerce retailer.

We also distribute apparel and other products directly to consumers through our own DKNY and Karl Lagerfeld Paris retail stores, as well as through our digital channels for the DKNY, Donna Karan, Karl Lagerfeld Paris, G.H.

Bass, Andrew Marc, Wilsons Leather and Sonia Rykiel businesses.

In fiscal 2021, we restructured our retail operations and completed the closing of our Wilsons Leather, G.H.

Bass and Calvin Klein Performance stores.

This restructuring enabled us to reduce our losses in our retail operations segment and re-position our retail operations with a goal of becoming a profitable contributor to our business.

We operate in fashion markets that are intensely competitive.

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Bass and Andrew Marc.

Our retail operations segment consists primarily of direct sales to consumers through our company-operated stores and through digital channels.

In June 2020, we commenced the restructuring of our retail operations, including the closure of the Wilsons Leather, G.H.

Bass and Calvin Klein Performance stores.

The closure of these stores was completed during fiscal 2021.

After completion of the restructuring, our retail operations segment consists of our DKNY and Karl Lagerfeld Paris stores, as well as the digital channels for DKNY, Donna Karan, Karl Lagerfeld Paris, G.H.

Our retail operations segment consists of direct sales to consumers through our company-operated stores and through digital channels.

Our retail operations segment consists of our DKNY and Karl Lagerfeld Paris stores, as well as the digital channels for DKNY, Donna Karan, Karl Lagerfeld Paris, G.H.

Bass, Andrew Marc and Wilsons Leather.

Recent Developments

Impact of COVID-19 Pandemic

The COVID-19 pandemic has affected businesses around the world for over a year.

A national emergency was declared in the United States as a result of the COVID-19 pandemic.

Federal, state and local governments and private entities mandated various restrictions, including closing of retail stores and restaurants, travel restrictions, restrictions on public gatherings, stay at home orders and advisories, and quarantining of people who may have been exposed to the virus.

The response to the COVID-19 pandemic has negatively affected the global economy, disrupted global supply chains, and created significant disruption of the financial and retail markets, including a disruption in consumer demand for apparel and accessories.

The COVID-19 pandemic has had multiple impacts on our business, including, but not limited to, the temporary closure of our and our customers’ stores, disruption to both international and domestic tourism and disruption to consumer shopping habits.

The COVID-19 pandemic impacted our business operations and results of operations throughout fiscal 2021 resulting in lower sales and profitability.

COVID-19 could continue to have an adverse impact on our results of operations and liquidity, the operations of our suppliers, vendors and customers, and on our employees as a result of quarantines, facility closures, and travel and logistics restrictions.

Even as businesses have reopened as governmental restrictions were loosened with respect to stay at home orders and various restrictions with respect to the operation of retail businesses, the ultimate economic impact of the COVID-19 pandemic is highly uncertain.

We expect that our business operations and results of operations, including our net sales, earnings and cash flows, will continue to be adversely impacted in fiscal 2022.

During this crisis we have been focused on protecting the health and safety of our employees, our customers and our communities.

We have taken precautionary measures intended to help minimize the risk of COVID-19 to our employees, including requiring our employees to work remotely during the first half of fiscal 2021.

During the second half of fiscal 2021, our personnel have started to work in our offices on a part-time, capacity restricted basis.

Having our employees work remotely may disrupt our operations or increase the risk of a cybersecurity incident.

As a result, we have taken steps to mitigate the increased cybersecurity risks associated with remote working and reliance on videoconferencing platforms.

Most of our retail partners, including our largest customer, Macy’s, closed their stores in North America during the initial reaction to the pandemic in the Spring of 2020.

Some of our customers, such as Costco and Sam’s Club, remained open for business.

Our retail partners have since reopened with certain limitations and restrictions.

Our retail partners that closed stores asked to cancel orders and extend their payment terms with us.

We continue to negotiate resolutions with our retail partners that are equitable and fiscally responsible for each of us.

Certain of our retail partners have publicized actual or potential bankruptcy filings or other liquidity issues that could impact our anticipated income and cash flows, as well as require us to record additional accounts receivable reserves.

In addition, we could be required to record increased excess and obsolete inventory reserves due to decreased sales or noncash impairment charges related to our intangible assets or goodwill due to reduced market values and cash flows.

Further, a more promotional retail environment may cause us to lower our prices or sell existing inventory at larger discounts than in the past, negatively impacting our margins.

There is significant uncertainty around the breadth and duration of business disruptions related to the COVID-19 pandemic, as well as its impact on the U.S.

and global economies and on consumer willingness to visit stores as they re-open.

Consumer businesses have re-opened in most areas of the United States under governmental social distancing and other restrictions that are expected to limit the scope of operations for an unknown period of time compared to pre-COVID-19 business operations.

These restrictions are expected to adversely impact sales even as retail stores are open again.

The extent to which COVID-19 impacts our results will depend on continued developments in the public and private responses

to the pandemic and the success and efficacy of efforts in the United States and around the world to vaccinate people against COVID-19.

The continued impact of COVID-19 remains highly uncertain and cannot be predicted.

Impact of COVID-19

The COVID-19 pandemic has affected businesses around the world since the first quarter of fiscal 2021.

Federal, state and local governments in the United States and around the world, as well as private entities, mandated various restrictions, including closing of retail stores and restaurants, travel restrictions, restrictions on public gatherings, stay at home orders and advisories, and quarantining of people who may have been exposed to the virus.

The response to the COVID-19 pandemic negatively affected the global economy, disrupted global supply chains and created significant disruption of the financial and retail markets, including a disruption in consumer demand for apparel and accessories.

The COVID-19 pandemic continues to impact the global economy.

During fiscal 2022, consumer demand for apparel and accessories, as well as other consumer discretionary spending, increased as compared to fiscal 2021.

While businesses reopened as stay at home orders were lifted and various restrictions on the operation of retail businesses were loosened, the continued economic impact of the COVID-19 pandemic remains uncertain.

The spread of additional variants could result in the reimposition of restrictions on commercial and social activities that would adversely impact our business.

We have experienced significant improvements in our results of operations for fiscal 2022 as compared to fiscal 2021.

However, the COVID-19 pandemic could continue to adversely impact our business operations and results of operations.

The continued impact of the COVID-19 pandemic on our business operations remains uncertain and cannot be predicted.

The extent to which COVID-19 impacts our results will depend on continued developments in the public and private responses to the pandemic and the success and efficacy of efforts in the United States and around the world to vaccinate people against COVID-19.

New information may emerge concerning the severity of the outbreak and the spread of variants of the COVID-19 virus in locations that are important to our business.

Actions taken to contain COVID-19 or treat its impact may change or become more restrictive as additional waves of infections occur, or continue to occur, as a result of the loosening of governmental restrictions.

In response to these challenges, we have taken measures to preserve liquidity and contain costs that include, but are not limited to, employee furloughs, job eliminations, temporary salary reductions, reduced advertising and other promotional spending and deferral of capital projects.

We also reviewed our inventory needs and worked with suppliers to curtail, or cancel, production of product which we believed would not be able to be sold in season.

We worked with our suppliers, landlords and licensors to renegotiate related agreements and extend payment terms in order to preserve capital.

During the second half of fiscal 2021, certain furloughed employees were reinstated and salaries that had been reduced were increased to their pre-pandemic levels.

We also received royalty relief from certain licensors.

Refinancing of our Term Loan and Revolving Credit Facility

On August 7, 2020, we completed a private debt offering of $400 million aggregate principal amount of our 7.875% Senior Secured Notes due 2025 (the “Notes).

The net proceeds of the Notes were used (i) to repay our prior term loan facility due 2022, (ii) to pay related fees and expenses and (iii) for general corporate purposes.

The Notes bear interest at a rate of 7.875% per year payable semi-annually in arrears on February 15 and August 15 of each year, commencing on February 15, 2021.

Also on August 7, 2020, we entered into the second amended and restated credit agreement (the “ABL Credit Agreement”) The ABL Credit Agreement is a five year senior secured credit facility and provides for borrowings in the aggregate principal amount of up to $650 million.

The ABL Credit Agreement refinances, amends and restates our prior Amended Credit Agreement which provided for borrowings of up to $650 million and was due to expire in December 2021.

For a description of the Notes, the ABL Credit Agreement and our other debt instruments, see “Liquidity and Capital Resources” under Item 7 of this Annual Report on Form 10-K.

Restructuring of Our Retail Operations Segment

In June 2020, we commenced a restructuring of our retail operations segment, including the closing of the Wilsons Leather, G.H.

Bass and Calvin Klein Performance stores.

All store closings included in the restructuring were completed as of the end of fiscal 2021.

Bass, Andrew Marc and Wilsons Leather.

In addition to the stores operated as part of our retail operations segment, as of January 31, 2021, Vilebrequin products were distributed through 98 company-operated stores and owned digital channels in Europe and the United States, as well as through 71 franchised locations.

In connection with the restructuring of our retail operations, we incurred an aggregate charge of approximately $100 million related to store operating costs, landlord termination fees, severance costs, store liquidation and closing costs, write-offs related to right-of-use assets and legal and professional fees.

The cash portion of this charge was approximately $65 million.

Our ongoing plan focuses on the operations and growth of our DKNY and Karl Lagerfeld Paris stores, as well as operating our digital business.

Our plan is based on the assumed continued strength of the DKNY and Karl Lagerfeld brands, changes in planning and allocation and improvements in gross margin.

We expect to reduce corporate headcount and administrative costs, while expanding our store base.

We need to successfully implement this strategy in order to significantly reduce the losses in our retail operations with the goal of ultimately attaining profitability in our retail operations segment.

Actions taken to contain COVID-19 or treat its impact may change or become more restrictive if additional waves of infections occur.

Inter Parfums

In September 2021, we entered into a long-term global licensing agreement with Inter Parfums, Inc.

for the creation, development and distribution of fragrances and fragrance-related products under the DKNY and Donna Karan brands.

Inter Parfums, Inc.

will become the exclusive licensee for these products effective July 1, 2022 with the initial term of the license extending through December 31, 2032.

We believe the fragrance category enables our brands to connect more broadly with global consumers.

In October 2021, we purchased European luxury fashion brand Sonia Rykiel.

Sonia Rykiel, who created this iconic brand, was one of the leading figures of Parisian fashion.

We plan to accelerate the relaunch of the brand in France in the fall of 2022, and then expand into Europe and other areas.

We believe this purchase further enables us to expand into the luxury space and that there is untapped potential for this brand.

Sonia Rykiel is a wholly-owned operating subsidiary that reports results on a calendar year basis rather than the January 31 fiscal year basis used by the Company.

Accordingly, the results of Sonia Rykiel are included in our consolidated financial statements beginning in the fourth quarter of fiscal 2022.

Strategic Initiatives

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● Owning brands:

We now own a portfolio of proprietary brands, including DKNY, Donna Karan, Vilebrequin, Eliza J, Jessica Howard, G.H.

Bass and Andrew Marc.

We own a portfolio of proprietary brands including DKNY, Donna Karan, Vilebrequin, Eliza J, Jessica Howard, G.H.

Bass, Andrew Marc and Sonia Rykiel.

Owning our own brands is advantageous to us for several reasons:

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- We are able to build equity in these brands to benefit the long-term interests of our stockholders.

● Develop and expand our DKI business:

We believe that DKNY and Donna Karan are two of the most iconic and recognizable power brands and that we are well positioned to unlock their potential.

We are focusing on the expansion of the DKNY brand, while continuing to re-establish Donna Karan and other associated brands.

● Develop and expand our DKNY and Donna Karan businesses:

We believe that DKNY and Donna Karan are two of the most iconic and recognizable power brands and that we are well positioned to unlock their potential and expand the reach of these brands.

We are leveraging our demonstrated ability to drive organic growth and develop talent within our Company to maximize the potential of the DKNY and Donna Karan brands.

In fiscal 2018 and fiscal 2019, we restructured and repositioned the DKNY and Donna Karan brands.

We re-launched the DKNY apparel line and also re-launched Donna Karan as an aspirational luxury brand that is priced above DKNY and targeted to fine department stores globally.

Our strategy is for DKNY and Donna Karan to be more accessible brands, both designed and priced to reach a wider range of customers.

We have positioned Donna Karan as an aspirational luxury brand that is priced above DKNY and targeted to fine department stores globally.

We launched our DKNY Jeans denim collection during fiscal 2021.

We believe there is untapped global licensing and distribution potential for these brands and aim to grow royalty streams in the DKNY and Donna Karan businesses through expansion of additional categories with existing licensees, as well as new categories with new licensees.

For example, we launched our DKNY Jeans denim collection during fiscal 2021.

We are committed to making DKNY a fashion and lifestyle brand of choice.

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We believe that the international sales and profit opportunity is quite significant for our DKNY and Donna Karan businesses.

We are expanding our DKNY business globally through our distribution partners in key regions.

The key markets in which our DKNY merchandise is currently distributed include the Middle East, South East Asia and Korea, as well as in China.

We are expanding our DKNY business globally.

The key markets in which our DKNY merchandise is currently distributed include Europe, China, the Middle East, Southeast Asia and Korea.

Continued growth, brand development and marketing in these key markets is critical to driving global brand recognition.

In addition, during fiscal 2022, we purchased European luxury fashion brand Sonia Rykiel.

Sonia Rykiel, who created this iconic brand, was one of the leading figures of Parisian fashion.

We believe this purchase further enables us to expand into the international luxury space and that there is untapped potential for this brand.

● Increasing digital channel business opportunities:

We are continuing to make changes to our business to address the additional challenges and opportunities created by the evolving role of the digital marketplace in the retail sector and expect to increase the sale of our products in an omni-channel environment.

We are investing in digital personnel, marketing, logistics, planning and distribution.

We believe that consumers are increasingly engaging with brands through digital channels, and that this trend will continue to grow in the coming years.

We are investing in digital personnel, marketing, logistics, planning, distribution and other strategic opportunities to expand our digital footprint.

Consumers are increasingly engaging with brands through digital channels, and we believe that this trend will continue to grow in the coming years.

The five global power brands that serve as the anchor of our business position us to be the direct beneficiaries of this trend, whether by continuing to leverage our partnerships with the digital channel businesses operated by our licensors and major retailers to facilitate customer engagement or by building out our own digital capabilities.

● Opportunity for long-term profitability in our retail operations :

In June 2020, we commenced a restructuring of our retail operations segment, including the closing of the Wilsons Leather, G.H.

Bass and Calvin Klein Performance stores.

All store closings included in the restructuring were completed as of the end of fiscal 2021.

Our retail operations segment consists of our DKNY and Karl Lagerfeld Paris stores, as well as the digital channels for DKNY, Donna Karan, Karl Lagerfeld Paris, G.H.

Bass, Andrew Marc and Wilsons Leather.

Part of our restructuring plan includes making significant changes to our DKNY and Karl Lagerfeld retail operations.

We believe that this restructuring plan will enable us to greatly reduce our retail losses and to ultimately position this segment to become profitable.

We continue to make changes to our DKNY and Karl Lagerfeld retail operations which has enabled us to greatly reduce our losses in our retail operations segment and is expected to ultimately position this segment to become profitable.

Our Strengths

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Our proprietary brands include DKNY, Donna Karan, Vilebrequin, G.H.

Bass, Eliza J, Jessica Howard, Andrew Marc, Marc New York and Wilsons Leather.

Bass, Eliza J, Jessica Howard, Andrew Marc, Marc New York, Wilsons Leather and Sonia Rykiel.

We believe we are a licensee of choice for well-known brands, consisting of fashion brands including Calvin Klein, Tommy Hilfiger, Karl Lagerfeld Paris, Levi’s, Guess?, Kenneth Cole, Cole Haan, Vince Camuto, and Dockers and team sports oriented brands, including the National Football League, National Basketball Association, Major League Baseball, National Hockey League and over 150 U.S.

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IMG Collegiate Licensing Company

Margaritaville

Proprietary Brands

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Our products are sold to approximately 1,200 customers, including a cross section of retailers such as Macy’s, Dillard’s, Hudson’s Bay Company, including their Saks Fifth Avenue division, Nordstrom, Kohl’s, TJX Companies, Ross Stores and Burlington, as well as membership clubs such as Costco and Sam’s Club.

We also sell to pure play online retail partners such as Amazon and Fanatics.

We also sell to leading online retail partners such as Amazon, Fanatics, Zalando and Zappos and have made a minority investment in an e-commerce retailer.

Our strong relationships with retailers have been established through many years of personal customer service and our objective of meeting or exceeding retailer expectations.

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Morris Goldfarb, our Chairman and Chief Executive Officer, has been with us for over 45 years.

Sammy Aaron, our Vice Chairman and President, joined us in 2005 when we acquired Marvin Richards, Wayne S.

Miller, our Chief Operating Officer, has been with us for over 20 years, Neal S.

Nackman, our Chief Financial Officer, has been with us for over 15 years and Jeffrey Goldfarb, our Executive Vice President, has been with us for over 15 years.

Sammy Aaron, our Vice Chairman and President, joined us in 2005 when we acquired Marvin Richards, Neal S.

Nackman, our Chief Financial Officer, has been with us for over 15 years and Jeffrey Goldfarb, our Executive Vice President, has been with us for almost 20 years.

Our leadership team has demonstrated experience in successfully acquiring, managing, integrating and positioning new businesses having completed nine acquisitions and several joint ventures over the last 15 years, while also adding numerous new licenses and licensed products to our portfolio.

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This license for women’s sportswear, dresses, suit separates, performance and denim is in addition to our Tommy Hilfiger men’s and women’s outerwear license and Tommy Hilfiger luggage license, both also in the United States and Canada.

We recently extended the license agreements with Tommy Hilfiger for apparel and outerwear through 2025.

We recently extended the license agreement with Tommy Hilfiger for apparel, outerwear and luggage through 2025.

We own a 49% interest in a joint venture that owns the trademarks for the Karl Lagerfeld brand in North America.

As part of that relationship, we have a long-term license agreement with the joint venture for the Karl Lagerfeld Paris brand in North America, pursuant to which we produce and distribute women’s apparel, women’s footwear, women’s handbags, men’s apparel, men’s footwear and luggage under the Karl Lagerfeld Paris brand.

As part of that relationship, we have a license agreement with the joint venture for the Karl Lagerfeld Paris brand in North America, pursuant to which we produce and distribute women’s apparel, women’s footwear, women’s handbags, men’s apparel, men’s footwear, cold weather accessories and luggage under the Karl Lagerfeld Paris brand.

In fiscal 2022, we renewed our license agreement with the joint venture for Karl Lagerfeld Paris until 2026.

Date Potential Renewal

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December 31, 2026

December 31, 2031

Kenneth Cole NY/Reaction Kenneth Cole (Men's and women's outerwear)

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December 31, 2025

Kensie (Women's dresses)

January 31, 2023

Levi's (Men's and women's outerwear)

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December 31, 2025

Margaritaville (Men's and women's apparel)

December 31, 2025

December 31, 2030

Team Sports Licenses

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Bass, a well-known heritage brand, and Vilebrequin, a premier swimwear and resort wear brand.

In our most significant acquisition, we acquired Donna Karan International (“DKI”), which owns DKNY and Donna Karan, two of the world’s most iconic and recognizable power brands.

In our most significant acquisition, we acquired Donna Karan International, which owns DKNY and Donna Karan, two of the world’s most iconic and recognizable power brands.

In October 2021, we acquired European luxury fashion brand Sonia Rykiel.

We currently design, manufacture, distribute and sell products under our own proprietary brands, as well as license our proprietary brands in a variety of categories.

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DKNY and Donna Karan

DKI owns two of the world’s most iconic fashion brands:

We own two of the world’s most iconic fashion brands:

DKNY and Donna Karan.

First launched in 1984, DKI designs, sources, markets, retails and distributes collections of women’s and men’s clothing, sportswear, accessories and shoes under the DKNY and Donna Karan brand names.

We acquired DKI in 2016.

First launched in 1984, DKNY and Donna Karan design, source, market, retail and distribute collections of women’s and men’s clothing, sportswear, handbags, accessories and shoes under the DKNY and Donna Karan brand names.

Based on DKNY’s and Donna Karan’s significant brand equity, we believe there are opportunities to expand existing categories, launch new initiatives and develop an even stronger licensing and distribution base.

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Products developed reflect the DNA of the DKNY brand and emphasize a strong price-value relationship.

We believe that DKNY has the potential to be a premier fashion and lifestyle brand.

We believe that DKNY is a premier fashion and lifestyle brand.

DKNY products produced by us or by our various licensees are sold through department stores, specialty retailers and online retailers worldwide, as well as through company-operated retail stores, digital sites and international brand partners and distributors.

We launched our first DKNY Jeans collection in fiscal 2021.

We believe that the Donna Karan brand offers significant growth potential.

We launched our first DKNY Jeans collection in fiscal 2021 and our DKNY swimwear collection in fiscal 2022.

We believe that the Donna Karan brand also offers significant growth potential.

We re-launched Donna Karan as an aspirational luxury brand that is priced above DKNY and targeted to fine department stores located in the United States, such as Dillard’s, Saks Fifth Avenue, Nordstrom and Bloomingdales, as well as fine department stores internationally.

The acquisition of DKI provided us an opportunity to expand our digital retail channels.

We believe there are significant opportunities to enhance the digital business of DKNY and Donna Karan, prudently expand the retail store base for DKNY over the long term and capitalize on our industry relationships to ensure premium placement for DKNY and Donna Karan product categories in department and other retail stores nationwide.

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Vilebrequin products are sold in over 100 countries around the world.

We believe that Vilebrequin has the potential to significantly develop its

distribution network worldwide and expand its product offerings.

We believe that Vilebrequin has the potential to significantly develop its distribution network worldwide and expand its product offerings.

A majority of Vilebrequin’s current revenues are derived from sales in Europe and the United States.

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We plan to continue adding more company operated and franchised retail locations and increase our wholesale distribution of Vilebrequin products throughout the world.

In October 2021, we purchased European luxury fashion brand Sonia Rykiel.

Sonia Rykiel, who created this iconic brand, was one of the leading figures of Parisian fashion.

We plan to accelerate the relaunch of the brand in France in the fall of 2022, and then expand into Europe and other areas.

We believe this purchase further enables us to expand into the luxury space and that there is untapped potential for this brand.

Licensing of Proprietary Brands

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We currently license our proprietary brands in a variety of categories and continue to seek new licensing opportunities to broaden the reach of these brands.

We have strong relationships with category leading license partners, including, but not limited to, Estee Lauder, Fossil, Marchon and Komar.

The DKNY and Donna Karan brands have worldwide license agreements for a broad array of products including fragrance, hosiery, intimates, eyewear, bedding and bath products and women’s sleepwear and loungewear.

Additionally, we license the DKNY brand in the United States and internationally for children’s clothing, children’s footwear, men’s and women’s watches, jewelry, men’s tailored clothing, men’s sportswear, men’s dress shirts, men’s neckwear, men’s underwear, men’s loungewear, men’s swimwear, men’s belts and small leather goods, women’s belts and cold weather accessories, men’s and women’s socks and furniture.

We have strong relationships with category leading license partners, including, but not limited to, Fossil, Marchon, Komar and Inter Parfums.

The DKNY and Donna Karan brands have worldwide license agreements for a broad array of products including fragrance, intimates, eyewear, bedding and bath products and women’s sleepwear and loungewear.

Additionally, we license the DKNY brand in the United States and internationally for children’s clothing, children’s footwear, men’s and women’s watches, jewelry, men’s tailored clothing, men’s sportswear, men’s dress shirts, men’s underwear, men’s loungewear, men’s swimwear, men’s and women’s golfwear, men’s and women’s socks, furniture and digital clothing (skins).

In September 2021, we entered into a long-term global licensing agreement with Inter Parfums, Inc.

for the creation, development and distribution of fragrances and fragrance-related products under the DKNY and Donna Karan brands.

Inter Parfums, Inc.

will become the exclusive licensee for these products effective July 1, 2022 with the initial term of the license extending through December 31, 2032.

We believe the fragrance category enables our brands to connect more broadly with global consumers.

We intend to continue to focus on expanding licensing opportunities for the DKNY and Donna Karan brands.

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We license the G.H.

Bass brand in the United States and internationally for men’s, women’s and children’s footwear, men’s sportswear, men’s socks, women’s hosiery, men’s underwear and loungewear, and bedding and bath products.

We license the Vilebrequin brand internationally for a denim line and the Andrew Marc brand in North America for men’s and boy’s tailored clothing.

Bass brand in the United States and internationally for men’s, women’s and children’s footwear, children’s clothing, men’s and women’s graphic t-shirts, men’s denim, men’s underwear and loungewear, and bedding and bath products.

We license the Vilebrequin brand internationally for a denim line and the Andrew Marc brand in North America for men’s and boy’s tailored clothing and men’s and women’s denim.

Retail Operations

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Our ongoing plan focuses on the operations and growth of our DKNY and Karl Lagerfeld Paris stores, as well as operating our digital business.

Our plan is based on the assumed continued strength of the DKNY and Karl Lagerfeld brands, changes in planning and allocation and improvements in gross margin.

We expect to reduce corporate headcount and administrative costs, while expanding our store base.

Our plan is based on the continued strength of the DKNY and Karl Lagerfeld brands, changes in planning and allocation and improvements in gross margin.

We expect to reduce administrative costs, while expanding our store base.

We need to successfully implement this strategy in order to continue to reduce the losses in our retail operations segment with the goal of ultimately attaining profitability in this segment.

Our DKNY stores offer a large range of products including sportswear, dresses, suit separates, outerwear, handbags, footwear, intimates, sleepwear, hosiery, watches and eyewear.

Our Karl Lagerfeld Paris stores offer a large range of products including sportswear, dresses, suit separates, outerwear, handbags and footwear.

As digital sales of apparel continue to increase, we are developing additional digital marketing initiatives on our web sites and through social media.

We are investing in digital personnel, marketing, logistics, planning and distribution to help us expand our online opportunities.

Our digital business consists of our own web platforms at www.dkny.com, www.donnakaran.com, www.ghbass.com, www.vilebrequin.com, www.andrewmarc.com and www.wilsonsleather.com.

Our Karl Lagerfeld Paris stores offer a range of products including sportswear, dresses, suit separates, outerwear, handbags and footwear.

As digital sales of apparel continue to increase, we are developing additional digital marketing initiatives on our websites and through social media.

We are investing in digital personnel, marketing, logistics, planning, distribution and other strategic opportunities to expand our digital footprint.

Our digital business consists of our own web platforms at www.dkny.com, www.donnakaran.com, www.ghbass.com, www.vilebrequin.com, www.andrewmarc.com, www.wilsonsleather.com and www.soniarykiel.com.

We also sell our Karl Lagerfeld Paris products on our website, www.karllagerfeldparis.com.

We sell our products over the web through retail partners such as macys.com, nordstrom.com and dillards.com, each of which has a substantial online business.

In addition, we sell to pure play online retail partners such as Amazon and Fanatics.

In addition, we sell to leading online retail partners such as Amazon, Fanatics, Zalando and Zappos and have made a minority investment in an e-commerce retailer.

Products — Development and Design

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In addition, our representatives regularly attend trade and fashion shows and shop at fashion forward stores in the United States, Europe and the Far East for inspiration.

Our designers present sample items along with their evaluation of the styles expected to be in demand in the United States.

Our designers present their evaluation of the styles expected to be in demand in the United States.

We also seek input from selected customers with respect to product design.

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Manufacturing and Sourcing

G-III’s wholesale operations and retail operations segments arrange for the production of products from independent manufacturers located primarily in China, Vietnam, Indonesia and, to a lesser extent, Jordan, India, Cambodia, Bangladesh, the Philippines, Turkey, Sri Lanka, and Central and South America.

G-III’s wholesale operations and retail operations segments arrange for the production of products from independent manufacturers located primarily in Vietnam, China, Indonesia and, to a lesser extent, Jordan, India, Cambodia, Bangladesh, Egypt, Sri Lanka, and Central and South America.

Vilebrequin’s products are manufactured primarily in Bulgaria, Morocco, Tunisia, Turkey, Italy and China.

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Inventory sourced by us from China represented 34.2% of inventory purchased in fiscal 2022 compared to 32.8% in fiscal 2021 and 49.5% in fiscal 2020.

Our experienced production teams in China, Vietnam and the Middle East support our efforts to further develop quality production partners in South East Asia and Africa.

Our experienced production teams in Vietnam, China and the Middle East support our efforts to further develop quality production partners in South East Asia and Africa.

We currently have representative offices in Hangzhou, Nanjing and Dongguan, China, as well as in Hong Kong, Vietnam, Indonesia, Bangladesh, and Jordan.

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Human Capital

As of January 31, 2021, we employed approximately 2,800 employees on a full-time basis and approximately 500 employees on a part-time basis.

Our need for seasonal associates will be significantly reduced with the completion of the restructuring of our retail segment.

Our success in fiscal 2021 is due to the strong work ethic, flexibility and agility demonstrated by our high performing team in spite of the many challenges we faced.

The pandemic forced us to rethink the way we work with one another, and our team adapted to the new work environment.

We continue to support them in achieving their professional goals.

As of January 31, 2022, we employed approximately 2,900 persons on a full-time basis and approximately 700 on a part-time basis.

Our need for seasonal associates was significantly reduced with the completion of the restructuring of our retail segment during the prior fiscal year.

We employ both union and non-union personnel and believe that our relations with our employees are good.

We have not experienced any interruption of our operations due to a labor disagreement with our employees.

At G-III, our greatest assets are our employees who come to work every day with incredible dedication, drive, compassion and care.

We are an Equal Opportunity Employer with policies, procedures and practices that recognize the value and worth of each individual covering matters such as safety, discrimination, harassment and retaliation.

We provide training on these issues to our personnel.

G-III ensures compliance with other important labor and employment law issues through a variety of processes and procedures, using both internal and external expertise and resources.

Our focus remains on enhancing the working environment for our employees and taking steps to ensure that G-III remains a great company to work for.

We are committed to the health and safety of our employees and customers.

We have taken extra care to protect their health and safety throughout the pandemic and during these unprecedented times.

Prior to reopening our office and various other facilities, we enacted a series of strict workplace policies and procedures to help keep our employees healthy and safe, and to ensure we were doing our part as a business to prevent community spread of the virus.

To ensure that we remain an employer of choice for what we believe is the most talented workforce in our industry, we have implemented initiatives across our business and geographies to develop leadership capabilities, enable meaningful professional experiences, offer a compelling employee value proposition, and create a transparent, collaborative culture.

We continue to emphasize employee development and training based on our belief in the importance of learning and development.

Diversity and Inclusion

Fostering diversity and inclusion is core to our culture and business.

We recognize that insights and ideas from a diverse range of backgrounds will better position us for the future.

As of January 2021, 70% of G-III’s total workforce self-identify as Women and 49% self-identify as People of Color.

Women currently occupy a significant portion of the top 37 management positions.

In spite of all the change and challenges we faced in fiscal 2021, our focus on enhancing the workplace has not waivered, even when that workplace has moved out of a traditional office environment.

We know that in order to succeed, we must become an even more diverse, equitable, and inclusive organization.

In fiscal 2021, we bolstered our efforts to enhance diversity at every level of our organization, and began the process of adding supplemental diversity, equity, and inclusion (“DEI”) training options for our workforce.

Further, we pledged our support to UNCF and will fund 10 scholarships annually, beginning spring 2021.

We also launched the development of a new internship program which will bring 5 to 8 Morehouse students to G-III for a summer internship and hopefully, long-term employment upon their graduation.

In September 2020, we elected Robert L.

Johnson, Founder and Chairman of The RLJ Companies, LLC and Founder and former Chairman of Black Entertainment Television (“BET”), to our Board of Directors.

Robert’s success as an entrepreneur and significant business expertise across multiple industries provides a valuable perspective as we execute our business and DEI strategies.

In June 2019, Victor Herrero, the former CEO of the global lifestyle brand, GUESS, was elected to the Board.

As our business grows internationally, we benefit from Victor’s significant expertise in diversified apparel and accessories in North America, Europe and Asia.

Volunteerism and giving back are part of the culture at G-III.

We provide meals for the families at Ronald McDonald House and support a variety of organizations including City Harvest, Delivering Good, the Muscular Dystrophy Association, FDNY Foundation , PRIDE month with Hetrick Martin Institute and the Women in Need program.

In addition, G-III has made a three-year commitment to the United Negro College Fund to support 10 scholarships per year.

We are also working to train and foster diverse talent through a partnership with Morehouse College.

For the next 3 years we have also made a financial commitment to support Fashion Institute of Technology’s Social Justice Scholarship Fund .

We are an Equal Opportunity Employer with policies, procedures and practices that recognize the value and worth of each individual, covering matters such as safety, training, advancement, discrimination, harassment and retaliation.

We provide training on important issues to our personnel.

G-III ensures compliance with labor and employment law issues through a variety of processes and procedures, using both internal and external expertise and resources.

We continue to work towards achieving a stronger, more engaging workplace and building a foundation for enhancing the employee experience by beginning to redefine our corporate branding to promote our passion for our product, pride in our partnerships, our accountability and our entrepreneurial spirit, which we began to roll out in fiscal 2022.

As part of our corporate branding efforts, we launched an enhanced corporate website in March 2022.

We are committed to the health and safety of our employees and customers and have taken extra care to protect them throughout the pandemic with continued workplace policies and procedures.

As our team re-entered the office, we were thoughtful, yet flexible, in our approach, adjusting days in the office based on the fluctuating levels of COVID-19 cases and the needs of our employees.

Diversity, Equity and Inclusion

We are a diverse workplace and know that, to succeed, we must become an even more diverse, equitable and inclusive organization.

Currently, over 50% of our leadership team and 70% of our overall workforce self-identify as women, and 47% of our overall workforce identify as Black, Indigenous and People of Color (“BIPOC”).

Of our twelve Board members, there are three women and two persons of diverse backgrounds, exceeding NASDAQ requirements for board diversity.

We recognize that insights and ideas from a diverse range of backgrounds will better position us for the future and continue to work towards increasing Board diversity.

Our commitment to Diversity, Equity and Inclusion also extends outside of our business.

We are a founding member of the groundbreaking Social Justice Center at the Fashion Institute of Technology, a premier fashion university, whose

purpose is to help establish a program that is intended to increase opportunities and accelerate social equity for BIPOC persons entering our industry for years to come.

Additionally, we continued our partnership with UNCF (“United Negro College Fund”) by fully funding ten scholarships worth $10,000 each.

In fiscal 2023, we will begin our second year of funding this scholarship program.

Both initiatives include opportunities for students to gain firsthand experience working at G-III.

Diversity, Equity and Inclusion are at the heart of G-III’s values.

We strive to create a workplace with opportunities for all.

We have made progress and intend to continue to do so in the coming years.

Talent Acquisition, Development and Retention

Hiring, developing and retaining employees is critically important to our operations and we are focused on creating experiences and programs that foster growth, performance and retention.

Our commitment to developing industry talent extends beyond our own walls.

As a proud founding partner of the Design Entrepreneurs NYC program at FIT, launched in 2012, G-III is working to ensure the talent pipeline is filled with diverse and experienced industry professionals with the same entrepreneurial spirit upon which we were founded.

Having the right talent in the organization is one of the most critical aspects of our business.

This year we grew our HR team to enhance opportunities focused on hiring, developing and retaining talent.

We invested in new HR systems that have laid the foundation for a newly created talent development program and framework for compensation.

Through our aggressive recruiting, we have been able to bring in best-in-class talent.

We had several key hires at the company, including a new head of digital, who is building a new team to accelerate the development of our digital function.

Further, we hired a new HR executive who will be working on new employee engagement initiatives in the coming year and will focus on enacting our development programs.

Compensation, Benefits, Safety and Wellness

G-III offers market competitive salaries and wages and comprehensive health and retirement benefits to eligible employees.

In fiscal 2021, and with the onset of the coronavirus pandemic, we expanded our work from home programs and flexible leave policies to ensure employees were afforded the time they needed to manage family and other obligations and challenges.

G-III recognizes that each of our employees faced specific, pandemic-related challenges outside the workplace both while working remotely and upon their return to in-person work.

We have implemented a social distancing policy and enhanced cleaning protocols, as well as upgrading our HVAC and ventilation systems.

To help our teams navigate and manage the challenges imposed by the pandemic, we also implemented more flexible leave and paid-time-off policies.

We expanded our comprehensive health and retirement benefits to eligible employees this year, most notably, the inclusion of In Vitro Fertility medical treatment, which has already enriched the lives of some of our employees.

Corporate Social Responsibility

Fiscal 2021 was an immensely challenging year for us and for our industry.

With the hard work, conviction and a commitment to the greater good that have always characterized our business, G-III made strides across our Corporate Social Responsibility (“CSR”) agenda, maintaining a strong commitment to each of our core CSR principles:

Engage our People, Protect our Environment and Invest in Our Communities.

We also laid the groundwork for and are taking steps to formalize, enhance, and scale our CSR programs.

● Engage Our People – As a leader in the apparel and accessories industry, we know that our success relies on maintaining our talented, passionate and engaged workforce.

Over the last year, as we navigated the impact of the pandemic and economic shutdown, our employees were resilient and focused, ensuring our business continued uninterrupted and enabling progress across our CSR initiatives.

Throughout fiscal 2021, we made progress in our social compliance program, implementing multi-brand training sessions and shared audit programs (piloted in 2019) that extend our reach to more stakeholders.

As more of these audits are conducted, we ensure a larger labor force is protected.

G-III also joined the Social Labor Convergence Program (“SLCP”) and moved closer to adopting it throughout the supply chain.

This industry-wide program allows factory-level audits to be shared with other brands and retailers, shifting resources to remediation efforts, as needed.

We are also enhancing our cotton sourcing traceability and have engaged ORITAIN TM to provide tools to verify that our vendor’s cotton is not sourced from regions known to employ forced labor.

We will continue to address this complex matter as it evolves.

● Protect Our Environment - G-III is working hard to reduce the environmental impact of our business and supply chain across our many brands, and we are encouraged by the knowledge we gained in fiscal 2021.

We are developing and validating our sustainable textile policy across our company brands.

Of note, our proprietary Vilebrequin brand stands out for its commitments and sustained action to reduce its environmental impact.

In fiscal 2021, over 20% of its products was made from sustainable fabrics and, in fiscal 2022, over 60% of its globally recognizable swim collection is expected to be made from these fabrics.

Vilebrequin is working toward an ambitious goal of having 80% of its products manufactured from sustainable fabrics by 2025.

This year, the brand is launching the Vilebrequin Foundation which will focus on three key priorities:

preserving marine biodiversity, fostering environmental preservation for our children, and reducing the fashion industry’s environmental impact.

● Invest in Our Communities – Despite fiscal 2021’s many challenges, our support for our non-profit partners continued uninterrupted.

We provided meaningful funding to organizations such as the Ronald McDonald House of New York (RMHNY), UNCF, City Harvest, Women in Need, My Friend’s Place, the Hetrick-Martin Institute, and DeliveringGood.

We also sourced and donated hundreds of thousands of masks, as well as medical supplies and personal protective equipment to first responders, medical care workers, and health care facilities across the globe.

All the while, our employees continued generously volunteering their time to a myriad of non-profit organizations working to make the world a greener, healthier, safer and more equitable place.

Over the last year, fulfilling our responsibilities to employees, partners, investors, and the global community remained one of our priorities.

Even during this year of crisis and disruption, we took action and made substantive progress in advancing our CSR agenda.

Our business continues to drive value for all of our stakeholders, and it is striving to make a positive impact on our communities and the world around us.

We spent significant time implementing our key initiatives, developing programs and furthering our Corporate Social Responsibility (“CSR”) agenda.

● Engage Our People – Our teams are continuing to build upon the successes of last year as we ensured that business was conducted despite the impact of the pandemic.

As our teams re-entered the office, we were thoughtful, yet flexible, in our approach, adjusting days in the office based on the fluctuating levels of COVID-19 cases and the needs of our personnel.

In our supply chain, we made progress on our social compliance programs, as we furthered our auditing of factories producing product for us throughout our global supply chain and rolled out the Social Labor Convergence Program (“SLCP”), after becoming members last year.

This program allows companies to share verified audits across the industry, enabling factories to reduce redundancies and focus on making standardized improvements.

This program enables G-III to better assist factories in dealing with their most pressing issues, while adding more protections and beneficial programs for workers.

In working with our vendors, we tracked a 20% adoption rate which we intend to continue to grow.

We have continued to focus on the forced labor issues facing our industry and have reviewed our relationships in an attempt to protect against the use of forced labor in our supply chain.

We formalized an internal cotton traceability program to further mitigate the risk of forced labor being used to produce product for us.

This program includes enhancements to management systems, training, and tracking tools across our supply chain.

To further bolster our programs against this risk, w e engaged ORITAIN TM , a third-party that uses forensic technology to trace materials back to their fiber origins.

We routinely engage with counsel and industry organizations with respect to regulatory developments to ensure our practices and procedures are aligning with the continually developing regulatory landscape.

Combined with ORITAIN TM ’s technology and our internal management systems, we are working to mitigate these global supply chain risks.

Taken together, we believe we have developed a strong approach and intend to continue to refine our oversight of our supply chain.

● Protect Our Environment - We continue to work towards reducing our environmental impact by enacting sustainable fashion practices.

As we work to understand and e stablish baseline metrics to measure our progress, we are also setting long-term goals.

One of our first goals is to adopt the use of 100% recycled materials for all synthetic fibers by 2030.

Additionally, we are increasing utilization of sustainable fabrics, which include recycled and organic fibers that are manufactured with less water, chemicals and energy, thus reducing their environmental impact.

We began internal training on sourcing to increase use of these more sustainable materials to meet these goals.

Additionally, our supply chain expertise is expected to enable us to reach these milestones while minimizing the impact to our bottom line.

Our increased engagement with industry groups and the necessary tools we are providing for our teams will assist us in continuing to adapt to help make a better change in the world.

Invest in Our Communities – For years, G-III has been committed to global corporate citizenship by giving back where we live and serve.

Throughout the pandemic, our support has not waivered, and we continue to maximize opportunities to give to and engage with our partners.

We are involved with various charitable organizations including Ronald McDonald House, Women In Need (“WIN”), UNCF, Delivering Good, Hetrick Martin Institute and City Harvest.

Additionally, G-III gave one of the founding gifts for the new Social Justice Center at the Fashion Institute of Technology.

Further, support for our charitable partners included much-needed funds and in-kind products.

G-III is committed to continuing its mission to help others in the community through corporate and employee donations and volunteerism.

As we emerge from the global pandemic, our teams are returning to the office and reestablishing the cohesion of a shared workspace and our commitment to our core CSR principles:

Engage Our People, Protect Our Environment and Invest in Our Community.

They represent a commitment to the greater good and our role in the global community.

Customs and Trade Issues

Our arrangements with textile manufacturers and suppliers are subject to requisite customs clearances for products and the imposition of export duties.

United States Customs duties on our products presently range from duty free to 37.5%, depending upon the product, composition, construction and country of origin.

Customs duties on our products presently range from duty free to 37.5%, depending upon the product, composition, construction, country of origin and country of import.

A substantial majority of our product is imported into the United States and, to a lesser extent, into Canada and Europe.

Countries in which our products are sold may, from time to time, impose new duties, tariffs, surcharges or other import controls or restrictions or adjust prevailing duty or tariff levels.

Any action by the executive branch of the United States government to increase tariffs on imported goods, such as the tariffs imposed on steel and aluminum and the imposition of tariffs on goods manufactured in China, could adversely affect our business.

Any action by the executive branch of the United States government to increase tariffs on imported goods, such as the imposition of tariffs on goods manufactured in China, could adversely affect our business.

Under the provisions of the World Trade Organization (“WTO”) agreement governing international trade in textiles, known as the “WTO Agreement on Textiles and Clothing,” the United States and other WTO member countries have eliminated quotas on textiles and apparel-related products from WTO member countries.

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We also distribute our products through our retail stores and through digital channels for the DKNY, Donna Karan, G.H.

Bass, Vilebrequin, Andrew Marc, Karl Lagerfeld Paris and Wilsons Leather businesses, as well as the digital channels of our retail partners such as Macy’s, Nordstrom, Amazon and Fanatics.

Bass, Vilebrequin, Andrew Marc, Karl Lagerfeld Paris, Wilsons Leather and Sonia Rykiel businesses, as well as the digital channels of our retail partners such as Macy’s, Nordstrom, Amazon, Fanatics, Zalando and Zappos.

Sales to our ten largest customers accounted for 78.0% of our net sales in fiscal 2022, 73.3% of our net sales in fiscal 2021 and 72.4% of our net sales in fiscal 2020.

Sales to Macy’s, which includes sales to its Macy’s and Bloomingdale’s store chains, as well as through macys.com, accounted for an aggregate of 20.9% of our net sales in fiscal 2021, 26.3% of our net sales in fiscal 2020 and 24.8% of our net sales in fiscal 2019.

In addition, sales to TJX Companies accounted for an aggregate of 12.9% of our net sales in fiscal 2021, 13.2% of our net sales in fiscal 2020 and 12.4% of our net sales in fiscal

The loss of either of these customers or a significant reduction in purchases by our largest customers could have a material adverse effect on our results of operations.

Sales to Macy’s, which includes sales to its Macy’s and Bloomingdale’s store chains, as well as through macys.com, accounted for an aggregate of 23.9% of our net sales in fiscal 2022, 20.9% of our

net sales in fiscal 2021 and 26.3% of our net sales in fiscal 2020.

Sales to TJX Companies accounted for an aggregate of 14.8% of our net sales in fiscal 2022, 12.9% of our net sales in fiscal 2021 and 13.2% of our net sales in fiscal 2020.

In addition, sales to Ross Stores accounted for an aggregate of 12.7% of our net sales in fiscal 2022, 9.4% of our net sales in fiscal 2021 and 7.0% of our net sales in fiscal 2020.

The loss of any of these customers or a significant reduction in purchases by our largest customers could have a material adverse effect on our results of operations.

A substantial majority of our sales are made in the United States.

We also sell our products in Canada, Central America, South America, Europe, the Middle East, the Far East and Australia, which, on a combined basis, accounted for approximately 14.6% of our net sales in fiscal 2021, 12.2% of our net sales in fiscal 2020 and 13.7% of our net sales in fiscal 2019.

We also sell our products to customers in Canada, Central America, South America, Europe, the Middle East, the Far East and Australia, which, on a combined basis, accounted for approximately 14.5% of our net sales in fiscal 2022, 14.6% of our net sales in fiscal 2021 and 12.2% of our net sales in fiscal 2020.

Our products are sold primarily through our direct sales force along with our principal executives who are also actively involved in the sale of our products.

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We believe we have developed a significant customer following and positive reputation in the industry as a result of, among other things, our standards of quality control, on-time delivery, competitive pricing and willingness and ability to assist customers in their merchandising of our products.

As digital sales of apparel continue to increase, we are developing initiatives to increase our digital presence through our own web sites and through the websites of our retail partners.

As digital sales of apparel continue to increase, we are developing initiatives to increase our digital presence through our own websites and through the websites of our retail partners.

We are working closely with our retail partners to provide consumers with a high quality viewing experience for our products.

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We own a number of proprietary brands that we use in connection with our business and products including, among others, DKNY, Donna Karan, Vilebrequin, G.H.

Bass, Andrew Marc, Marc New York, Eliza J, Jessica Howard, Wilsons Leather and G-III Sports by Carl Banks.

Bass, Andrew Marc, Marc New York, Eliza J, Jessica Howard, Wilsons Leather, Sonia Rykiel and G-III Sports by Carl Banks.

We have registered, or applied for registration of, many of our trademarks in multiple jurisdictions for use on a variety of apparel and related other products.

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Vice Chairman, President and Director

Chief Operating Officer and Secretary

Chief Financial Officer and Treasurer

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Aaron is also the Chief Executive Officer of our Calvin Klein divisions.

Miller has been our Chief Operating Officer since December 2003 and our Secretary since November 1998.

He also served as our Chief Financial Officer from April 1998 until September 2005 and as our Treasurer from November 1998 until April 2006.

Nackman has been our Chief Financial Officer since September 2005 and was elected Treasurer in April 2006.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business