Item 1. Financial Statements
Item 1. Financial Statements.
G-III APPAREL GROUP, LTD. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
April 30,
April 30,
January 31,
2025
2024
2025
(Unaudited)
(Unaudited)
(In thousands, except per share amounts)
ASSETS
Current assets
Cash and cash equivalents
$
257,785
$
508,434
$
181,440
Accounts receivable, net of allowance for doubtful accounts of $ 10,189 , $ 1,195 and $ 7,588 , respectively
481,056
473,186
624,752
Inventories
456,482
479,671
478,086
Prepaid income taxes
5,031
19,080
2,487
Prepaid expenses and other current assets
50,711
68,143
48,589
Total current assets
1,251,065
1,548,514
1,335,354
Investments in unconsolidated affiliates
111,182
22,007
105,360
Property and equipment, net
72,819
60,588
69,318
Operating lease assets
253,884
209,199
255,180
Other assets, net
66,307
44,875
66,577
Other intangibles, net
26,475
29,653
27,093
Deferred income tax assets, net
15,482
25,581
15,439
Trademarks
618,659
624,982
608,913
Total assets
$
2,415,873
$
2,565,399
$
2,483,234
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Current portion of notes payable
$
11,959
$
23,664
$
3,114
Accounts payable
200,721
158,652
228,154
Accrued expenses
100,486
103,854
137,788
Customer refund liabilities
59,811
59,865
79,985
Current operating lease liabilities
49,687
55,990
50,268
Income tax payable
10,189
5,899
10,686
Other current liabilities
703
141
495
Total current liabilities
433,556
408,065
510,490
Notes payable, net of discount and unamortized issuance costs
6,783
402,687
3,045
Deferred income tax liabilities, net
50,121
48,152
48,083
Noncurrent operating lease liabilities
220,235
168,462
221,257
Other noncurrent liabilities
21,084
20,686
20,878
Total liabilities
731,779
1,048,052
803,753
Redeemable noncontrolling interests
—
( 2,528 )
—
Stockholders' Equity
Preferred stock; 1,000 shares authorized; no shares issued
—
—
—
Common stock - $ 0.01 par value; 120,000 shares authorized; 49,396 , 49,396 and 49,396 shares issued, respectively
264
264
264
Additional paid-in capital
463,225
450,844
467,692
Accumulated other comprehensive loss
( 9,402 )
( 10,090 )
( 25,519 )
Retained earnings
1,361,437
1,165,914
1,353,678
Common stock held in treasury, at cost - 6,102 , 4,430 and 5,509 shares, respectively
( 131,430 )
( 87,057 )
( 116,634 )
Total stockholders' equity
1,684,094
1,519,875
1,679,481
Total liabilities, redeemable noncontrolling interests and stockholders' equity
$
2,415,873
$
2,565,399
$
2,483,234
The accompanying notes are an integral part of these statements .
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G-III APPAREL GROUP, LTD. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (LOSS)
Three Months Ended April 30,
2025
2024
(Unaudited)
(In thousands, except per share amounts)
Net sales
$
583,609
$
609,747
Cost of goods sold
337,065
350,854
Gross profit
246,544
258,893
Selling, general and administrative expenses
231,495
236,621
Depreciation and amortization
6,573
8,768
Operating profit
8,476
13,504
Other income (loss)
3,462
( 223 )
Interest and financing charges, net
( 461 )
( 5,424 )
Income before income taxes
11,477
7,857
Income tax expense
3,718
2,305
Net income
7,759
5,552
Less: loss attributable to noncontrolling interests
—
( 250 )
Net income attributable to G-III Apparel Group, Ltd.
$
7,759
$
5,802
NET INCOME PER COMMON SHARE ATTRIBUTABLE TO G-III APPAREL GROUP, LTD.:
Basic:
Net income per common share
$
0.18
$
0.13
Weighted average number of shares outstanding
43,748
45,484
Diluted:
Net income per common share
$
0.17
$
0.12
Weighted average number of shares outstanding
45,385
46,734
Net income
$
7,759
$
5,552
Other comprehensive income (loss):
Foreign currency translation adjustments
16,117
( 6,883 )
Other comprehensive income (loss)
16,117
( 6,883 )
Comprehensive income (loss)
$
23,876
$
( 1,331 )
Comprehensive loss attributable to noncontrolling interests:
Net loss
—
( 250 )
Foreign currency translation adjustments
—
—
Comprehensive loss attributable to noncontrolling interests
—
( 250 )
Comprehensive income (loss) attributable to G-III Apparel Group, Ltd.
$
23,876
$
( 1,581 )
The accompanying notes are an integral part of these statements.
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G-III APPAREL GROUP, LTD. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
Accumulated
Common
Additional
Other
Stock
Common
Paid-In
Comprehensive
Retained
Held In
Stock
Capital
Loss
Earnings
Treasury
Total
(Unaudited)
(In thousands)
Balance as of January 31, 2025
$
264
$
467,692
$
( 25,519 )
$
1,353,678
$
( 116,634 )
$
1,679,481
Equity awards vested, net
—
( 5,043 )
—
—
5,043
—
Share-based compensation expense
—
5,520
—
—
—
5,520
Taxes paid for net share settlements
—
( 4,944 )
—
—
—
( 4,944 )
Other comprehensive income, net
—
—
16,117
—
—
16,117
Repurchases of common stock
—
—
—
—
( 19,701 )
( 19,701 )
Excise tax on stock repurchases
—
—
—
—
( 138 )
( 138 )
Net income attributable to G-III Apparel Group, Ltd.
—
—
—
7,759
—
7,759
Balance as of April 30, 2025
$
264
$
463,225
$
( 9,402 )
$
1,361,437
$
( 131,430 )
$
1,684,094
Balance as of January 31, 2024
$
264
$
458,841
$
( 3,207 )
$
1,160,112
$
( 65,750 )
$
1,550,260
Equity awards vested, net
—
( 7,043 )
—
—
7,043
—
Share-based compensation expense
—
6,580
—
—
—
6,580
Taxes paid for net share settlements
—
( 7,534 )
—
—
—
( 7,534 )
Other comprehensive loss, net
—
—
( 6,883 )
—
—
( 6,883 )
Repurchases of common stock
—
—
—
—
( 28,350 )
( 28,350 )
Net income attributable to G-III Apparel Group, Ltd.
—
—
—
5,802
—
5,802
Balance as of April 30, 2024
$
264
$
450,844
$
( 10,090 )
$
1,165,914
$
( 87,057 )
$
1,519,875
The accompanying notes are an integral part of these statements.
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G-III APPAREL GROUP, LTD. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended April 30,
2025
2024
(Unaudited, in thousands)
Cash flows from operating activities
Net income attributable to G-III Apparel Group, Ltd.
$
7,759
$
5,802
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
6,573
8,768
Loss on disposal of fixed assets
147
6
Non-cash operating lease costs
14,002
13,899
Equity (gain) loss in unconsolidated affiliates
( 1,590 )
893
Share-based compensation
5,520
6,580
Deferred financing charges and debt discount amortization
313
823
Deferred income taxes
1,995
( 917 )
Changes in operating assets and liabilities:
Accounts receivable, net
143,696
89,177
Inventories
21,604
40,755
Income taxes, net
( 3,041 )
( 26,501 )
Prepaid expenses and other current assets
( 1,576 )
( 61 )
Other assets, net
542
( 487 )
Customer refund liabilities
( 20,174 )
( 24,189 )
Operating lease liabilities
( 14,345 )
( 14,892 )
Accounts payable, accrued expenses and other liabilities
( 67,627 )
( 54,165 )
Net cash provided by operating activities
93,798
45,491
Cash flows from investing activities
Operating lease assets initial direct costs
( 18 )
( 1,648 )
Investment in equity interest of private company
( 732 )
( 429 )
Capital expenditures
( 8,075 )
( 12,720 )
Net cash used in investing activities
( 8,825 )
( 14,797 )
Cash flows from financing activities
Repayment of borrowings - revolving facility
—
( 23,528 )
Proceeds from borrowings - revolving facility
—
23,528
Repayment of borrowings - foreign facilities
( 32,441 )
( 30,539 )
Proceeds from borrowings - foreign facilities
44,453
39,100
Purchase of treasury shares
( 19,701 )
( 28,350 )
Taxes paid for net share settlements
( 4,944 )
( 7,534 )
Net cash used in financing activities
( 12,633 )
( 27,323 )
Foreign currency translation adjustments
4,005
( 2,766 )
Net increase in cash and cash equivalents
76,345
605
Cash and cash equivalents at beginning of period
181,440
507,829
Cash and cash equivalents at end of period
$
257,785
$
508,434
Supplemental disclosures of cash flow information
Cash payments:
Interest, net
$
978
$
11,953
Income tax payments, net
$
6,471
$
24,182
Excise tax liability related to stock repurchases
$
138
$
—
The accompanying notes are an integral part of these statements .
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G-III APPAREL GROUP, LTD. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 – BASIS OF PRESENTATION
As used in these financial statements, the term “Company” or “G-III” refers to G-III Apparel Group, Ltd. and its subsidiaries. The Company designs, sources, distributes and markets an extensive range of apparel, including outerwear, dresses, sportswear, suit separates, athleisure, jeans, swimwear, as well as handbags, footwear, small leather goods, cold weather accessories and luggage. The Company also operates retail stores and licenses its proprietary brands under several product categories.
The Company consolidates the accounts of its wholly-owned and majority-owned subsidiaries. The Company’s DKNY and Donna Karan business in China is operated by Fabco Holding B.V. (“Fabco”), a Dutch joint venture limited liability company that was 75 % owned by the Company through April 16, 2024 and was treated as a consolidated majority-owned subsidiary. Effective April 17, 2024, the Company acquired the remaining 25 % interest in Fabco that it did not previously own and, as a result, Fabco began being treated as a wholly-owned subsidiary. AWWG Investments B.V. (“AWWG”) is a Dutch corporation that was 12.1 % owned by the Company from May 3, 2024 through July 18, 2024 and was accounted for using the cost method of accounting. Effective July 19, 2024, the Company acquired an additional 6.6 % minority interest in AWWG, increasing its total ownership interest to 18.7 % and, as a result, AWWG began being accounted for under the equity method of accounting. All material intercompany balances and transactions have been eliminated.
Karl Lagerfeld Holding B.V. (“KLH”), a Dutch limited liability company that is wholly-owned by the Company, Vilebrequin International SA (“Vilebrequin”), a Swiss corporation that is wholly-owned by the Company, Sonia Rykiel, a Swiss corporation that is wholly-owned by the Company, Fabco and AWWG report results on a calendar year basis rather than on the January 31 fiscal year basis used by the Company. Accordingly, the results of KLH, Vilebrequin, Sonia Rykiel, Fabco and AWWG are included in the financial statements for the quarter ended or ending closest to the Company’s fiscal quarter end. For example, with respect to the Company’s results for the three-month period ended April 30, 2025, the results of KLH, Vilebrequin, Sonia Rykiel, Fabco and AWWG are included for the three-month period ended March 31, 2025. The Company’s retail operations segment reports on a 52/53 week fiscal year. For fiscal 2026 and 2025, the three-month periods for the retail operations segment were each 13-week periods, respectively, and ended on May 3, 2025 and May 4, 2024, respectively.
The results for the three months ended April 30, 2025 are not necessarily indicative of the results expected for the entire fiscal year, given the seasonal nature of the Company’s business. The accompanying financial statements included herein are unaudited. All adjustments (consisting of only normal recurring adjustments) necessary for a fair presentation of the financial position, results of operations and cash flows for the interim period presented have been reflected.
The accompanying financial statements should be read in conjunction with the financial statements and notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2025 filed with the Securities and Exchange Commission (the “SEC”).
Assets and liabilities of the Company’s foreign operations, where the functional currency is not the U.S. dollar (reporting currency), are translated from the foreign currency into U.S. dollars at period-end rates, while income and expenses are translated at the weighted-average exchange rates for the period. The related translation adjustments are reflected as a foreign currency translation adjustment in accumulated other comprehensive loss within stockholders’ equity.
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NOTE 2 – ALLOWANCE FOR DOUBTFUL ACCOUNTS
The Company’s financial instruments consist of trade receivables arising from revenue transactions in the ordinary course of business. The Company considers its trade receivables to consist of two portfolio segments: wholesale and retail trade receivables. Wholesale trade receivables result from credit the Company has extended to its wholesale customers based on pre-defined criteria and are generally due within 60 days. Retail trade receivables primarily relate to amounts due from third-party credit card processors for the settlement of debit and credit card transactions and are typically collected within 3 to 5 days.
The Company’s accounts receivable and allowance for doubtful accounts as of April 30, 2025, April 30, 2024 and January 31, 2025 were:
April 30, 2025
Wholesale
Retail
Total
(In thousands)
Accounts receivable, gross
$
490,136
$
1,109
$
491,245
Allowance for doubtful accounts
( 10,121 )
( 68 )
( 10,189 )
Accounts receivable, net
$
480,015
$
1,041
$
481,056
April 30, 2024
Wholesale
Retail
Total
(In thousands)
Accounts receivable, gross
$
473,075
$
1,306
$
474,381
Allowance for doubtful accounts
( 1,132 )
( 63 )
( 1,195 )
Accounts receivable, net
$
471,943
$
1,243
$
473,186
January 31, 2025
Wholesale
Retail
Total
(In thousands)
Accounts receivable, gross
$
631,463
$
877
$
632,340
Allowance for doubtful accounts
( 7,520 )
( 68 )
( 7,588 )
Accounts receivable, net
$
623,943
$
809
$
624,752
The allowance for doubtful accounts for wholesale trade receivables is estimated based on several factors. In circumstances where the Company is aware of a specific customer’s inability to meet its financial obligations (such as in the case of bankruptcy filings (including potential bankruptcy filings), extensive delay in payment or substantial downgrading by credit rating agencies), a specific reserve for bad debt is recorded against amounts due from that customer to reduce the net recognized receivable to the amount reasonably expected to be collected. For all other wholesale customers, an allowance for doubtful accounts is determined through analysis of the aging of accounts receivable at the end of the reporting period for financial statements, assessments of collectability based on historical trends and an evaluation of the impact of economic conditions. The Company considers both current and forecasted future economic conditions in determining the adequacy of its allowance for doubtful accounts.
The allowance for doubtful accounts for retail trade receivables is estimated at the credit card chargeback rate applied to the previous 90 days of credit card sales. In addition, the Company considers both current and forecasted future economic conditions in determining the adequacy of its allowance for doubtful accounts.
During the three months ended April 30, 2025, the Company recorded a $ 2.6 million increase in its allowance for doubtful accounts primarily due to the bankruptcy of certain customers within the Company’s wholesale operations segment, including Hudson’s Bay Company.
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The Company had the following activity in its allowance for doubtful accounts:
Wholesale
Retail
Total
(In thousands)
Balance as of January 31, 2025
$
( 7,520 )
$
( 68 )
$
( 7,588 )
Provision for credit losses, net
( 2,601 )
—
( 2,601 )
Accounts written off as uncollectible
—
—
—
Balance as of April 30, 2025
$
( 10,121 )
$
( 68 )
$
( 10,189 )
Balance as of January 31, 2024
$
( 1,408 )
$
( 63 )
$
( 1,471 )
Provision for credit losses, net
276
—
276
Accounts written off as uncollectible
—
—
—
Balance as of April 30, 2024
$
( 1,132 )
$
( 63 )
$
( 1,195 )
Balance as of January 31, 2024
$
( 1,408 )
$
( 63 )
$
( 1,471 )
Provision for credit losses, net
( 6,160 )
( 5 )
( 6,165 )
Accounts written off as uncollectible
48
—
48
Balance as of January 31, 2025
$
( 7,520 )
$
( 68 )
$
( 7,588 )
NOTE 3 – INVENTORIES
Wholesale inventories, which comprise a significant portion of the Company’s inventory, are stated at the lower of cost (determined by the first-in, first-out method) or net realizable value. Retail and Vilebrequin inventories are stated at the lower of cost (determined by the weighted average method) or net realizable value. Substantially all of the Company’s inventories consist of finished goods.
The inventory return asset, which consists of the amount of goods that are anticipated to be returned by customers, was $ 7.8 million, $ 11.3 million and $ 13.2 million as of April 30, 2025, April 30, 2024 and January 31, 2025, respectively. The inventory return asset is recorded within prepaid expenses and other current assets on the condensed consolidated balance sheets.
Inventory held on consignment by the Company’s customers totaled $ 5.6 million, $ 10.3 million and $ 5.9 million at April 30, 2025, April 30, 2024 and January 31, 2025, respectively. The Company reflects this inventory on its condensed consolidated balance sheets.
NOTE 4 – FAIR VALUE OF FINANCIAL INSTRUMENTS
Generally Accepted Accounting Principles establish a three-level valuation hierarchy for disclosure of fair value measurements. The determination of the applicable level within the hierarchy for a particular asset or liability depends on the inputs used in its valuation as of the measurement date, notably the extent to which the inputs are market-based (observable) or internally-derived (unobservable). A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels are defined as follows:
● Level 1 — inputs to the valuation methodology based on quoted prices (unadjusted) for identical assets or liabilities in active markets.
● Level 2 — inputs to the valuation methodology based on quoted prices for similar assets or liabilities in active markets for substantially the full term of the financial instrument; quoted prices for identical or similar instruments in markets that are not active for substantially the full term of the financial instrument; and model-derived valuations whose inputs or significant value drivers are observable.
● Level 3 — inputs to the valuation methodology based on unobservable prices or valuation techniques that are significant to the fair value measurement.
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The following table summarizes the carrying values and the estimated fair values of the Company’s debt instruments:
Carrying Value
Fair Value
April 30,
April 30,
January 31,
April 30,
April 30,
January 31,
Financial Instrument
Level
2025
2024
2025
2025
2024
2025
(In thousands)
Secured Notes
1
$
—
$
400,000
$
—
$
—
$
401,952
$
—
Unsecured loans
2
5,336
8,517
6,159
5,336
8,517
6,159
Overdraft facilities
2
7,995
6,932
—
7,995
6,932
—
Foreign credit facilities
2
5,411
13,025
—
5,411
13,025
—
The Company’s debt instruments are recorded at their carrying values in its condensed consolidated balance sheets, which may differ from their respective fair values. The carrying amount of the Company’s variable rate debt approximates the fair value, as interest rates change with market rates. Furthermore, the carrying value of all other financial instruments potentially subject to valuation risk (principally consisting of cash, accounts receivable and accounts payable) also approximates fair value due to the short-term nature of these accounts.
Non-Financial Assets and Liabilities
The Company’s non-financial assets that are measured at fair value on a nonrecurring basis include long-lived assets, which consist primarily of property and equipment and operating lease assets. The Company reviews these assets for impairment whenever events or changes in circumstances indicate that their carrying value may not be fully recoverable. For assets that are not recoverable, an impairment loss is recognized equal to the difference between the carrying amount of the asset or asset group and its estimated fair value. For operating lease assets, the Company determines the fair value of the assets by discounting the estimated market rental rates over the remaining term of the lease. These fair value measurements are considered level 3 measurements in the fair value hierarchy. During fiscal 2025, the Company recorded a $ 0.8 million impairment charge primarily related to leasehold improvements and furniture and fixtures at certain retail stores as a result of their performance.
NOTE 5 – LEASES
The Company leases retail stores, warehouses, distribution centers, office space and certain equipment. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company recognizes lease expense for these leases on a straight-line basis over the lease term.
Most leases are for a term of one to ten years . Some leases include one or more options to renew , with renewal terms that can extend the lease term from one to ten years . Several of the Company’s retail store leases include an option to terminate the lease based on failure to achieve a specified sales volume. The exercise of lease renewal options is generally at the Company’s sole discretion. The exercise of lease termination options is generally by mutual agreement between the Company and the lessor.
Certain of the Company’s lease agreements include contingent rental payments based on a percentage of retail sales over contractual levels and others include rental payments adjusted periodically for inflation. Contingent rent is accrued each period as the liabilities are incurred. The Company’s leases do not contain any material residual value guarantees or material restrictive covenants.
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The Company’s operating lease assets and liabilities as of April 30, 2025, April 30, 2024 and January 31, 2025 consist of the following:
Leases
Classification
April 30, 2025
April 30, 2024
January 31, 2025
(In thousands)
Assets
Operating
Operating lease assets
$
253,884
$
209,199
$
255,180
Liabilities
Current operating
Current operating lease liabilities
$
49,687
$
55,990
$
50,268
Noncurrent operating
Noncurrent operating lease liabilities
220,235
168,462
221,257
Total lease liabilities
$
269,922
$
224,452
$
271,525
The Company recorded lease costs of $ 18.2 million during both the three months ended April 30, 2025 and 2024. Lease costs are recorded within selling, general and administrative expenses in the Company’s condensed consolidated statements of income and comprehensive income (loss). The Company recorded variable lease costs and short-term lease costs of $ 3.5 million and $ 5.3 million for the three months ended April 30, 2025 and 2024, respectively. Short-term lease costs are immaterial.
As of April 30, 2025, the Company’s maturity of operating lease liabilities in the years ending up to January 31, 2030 and thereafter are as follows:
Year Ending January 31,
Amount
(In thousands)
2026
$
50,157
2027
59,989
2028
50,492
2029
41,361
2030
29,168
After 2030
103,433
Total lease payments
$
334,600
Less: Interest
64,678
Present value of lease liabilities
$
269,922
As of April 30, 2025, there are no material leases that are legally binding but have not yet commenced.
As of April 30, 2025, the weighted average remaining lease term related to operating leases is 6.6 years. The weighted average discount rate related to operating leases is 6.6 %.
Cash paid for amounts included in the measurement of operating lease liabilities was $ 19.3 million and $ 19.4 million during the three months ended April 30, 2025 and 2024, respectively. Right-of-use assets obtained in exchange for lease obligations were $ 8.7 million and $ 6.8 million during the three months ended April 30, 2025 and 2024, respectively.
NOTE 6 – NET INCOME PER COMMON SHARE
Basic net income per common share has been computed using the weighted average number of common shares outstanding during each period. Diluted net income per share, when applicable, is computed using the weighted average number of common shares and potential dilutive common shares, consisting of unvested restricted stock unit awards outstanding during the period. Approximately 5,400 and 9,500 shares of common stock have been excluded from the diluted net income per share calculation for the three months ended April 30, 2025 and 2024, respectively. All share-based payments outstanding that vest based on the achievement of performance conditions, and for which the respective performance conditions have not been achieved, have been excluded from the diluted per share calculation.
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The following table reconciles the numerators and denominators used in the calculation of basic and diluted net income per share:
Three Months Ended April 30,
2025
2024
(In thousands, except share and per share amounts)
Net income attributable to G-III Apparel Group, Ltd.
$
7,759
$
5,802
Basic net income per share:
Basic common shares
43,748
45,484
Basic net income per share
$
0.18
$
0.13
Diluted net income per share:
Basic common shares
43,748
45,484
Dilutive restricted stock unit awards and stock options
1,637
1,250
Diluted common shares
45,385
46,734
Diluted net income per share
$
0.17
$
0.12
NOTE 7 – NOTES PAYABLE
Long-term debt consists of the following:
April 30, 2025
April 30, 2024
January 31, 2025
(In thousands)
Secured Notes
$
—
$
400,000
$
—
Unsecured loans
5,336
8,517
6,159
Overdraft facilities
7,995
6,932
—
Foreign credit facilities
5,411
13,025
—
Subtotal
18,742
428,474
6,159
Less: Net debt issuance costs (1)
—
( 2,123 )
—
Current portion of long-term debt
( 11,959 )
( 23,664 )
( 3,114 )
Total
$
6,783
$
402,687
$
3,045
(1) Does not include debt issuance costs, net of amortization, totaling $ 5.1 million, $ 2.0 million and $ 5.4 million as of April 30, 2025, April 30, 2024 and January 31, 2025, respectively, related to the revolving credit facility. The debt issuance costs have been deferred and are classified in assets in the accompanying condensed consolidated balance sheets in accordance with ASC 835.
Senior Secured Notes
The Company had previously completed a private debt offering of $ 400.0 million aggregate principal amount of the Senior Secured Notes due August 2025 (the “Notes”).
In August 2024, the Company used cash on hand and borrowings from its revolving credit facility to make a $ 400.7 million payment to voluntarily redeem the entire $ 400.0 million principal amount of the Notes at a redemption price equal to 100 % of the principal amount of the Notes plus accrued and unpaid interest. At the date of redemption, the Company had unamortized debt issuance costs of $ 1.6 million associated with the Notes. These debt issuance costs were fully extinguished and charged to interest expense in the Company’s results of operations.
Third Amended and Restated ABL Credit Agreement
On June 4, 2024, the Company’s subsidiaries, G-III Leather Fashions, Inc., Riviera Sun, Inc., AM Retail Group, Inc. and The Donna Karan Company Store LLC (collectively, the “Borrowers”), entered into the third amended and restated credit agreement (the “Third ABL Credit Agreement”) with the lenders named therein and with JPMorgan Chase Bank, N.A., as administrative agent. The Third ABL Credit Agreement is a five-year senior secured asset-based revolving credit facility providing for borrowings in an aggregate principal amount of up to $ 700.0 million. The Company and certain of its wholly-owned domestic subsidiaries, as well as G-III Apparel Canada ULC (collectively, the “Guarantors”), are guarantors under the Third ABL Credit Agreement.
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The Third ABL Credit Agreement amends and restates the Second Amended Credit Agreement, dated as of August 7, 2020 (as amended, supplemented or otherwise modified from time to time prior to June 4, 2024, the “Second Credit Agreement”), by and among the Borrowers and the Guarantors, the lenders from time-to-time party thereto, and JPMorgan Chase Bank, N.A., in its capacity as the administrative agent thereunder. The Second Credit Agreement provided for borrowings of up to $ 650.0 million and was due to expire on August 7, 2025 . The Third ABL Credit Agreement extends the maturity date to June 2029, subject to a springing maturity date as defined within the credit agreement.
Amounts available under the Third ABL Credit Agreement are subject to borrowing base formulas and overadvances as specified in the Third ABL Credit Agreement. Borrowings bear interest, at the Borrowers’ option, at Adjusted Term Secured Overnight Financing Rate (“SOFR”) plus a margin of 1.50 % to 2.00 %, or the alternate base rate plus a margin of 0.50 % to 1.00 % (defined as the greatest of (i) the “prime rate” of JPMorgan Chase Bank, N.A. from time to time, (ii) the federal funds rate plus 0.5 % and (iii) SOFR for a borrowing with an interest period of one month plus 1.00 %), with the applicable margin determined based on the Borrowers’ average daily availability under the Third ABL Credit Agreement. As of April 30, 2025, interest under the Third ABL Credit Agreement was being paid at an average rate of 8.0 % per annum.
The Third ABL Credit Agreement is secured by specified assets of the Borrowers and the Guarantors. In addition to paying interest on any outstanding borrowings under the Third ABL Credit Agreement, the Company is required to pay a commitment fee to the lenders under the credit agreement with respect to the unutilized commitments. The commitment fee accrues at a tiered rate equal to 0.375 % per annum on the average daily amount of the available commitments when the average usage is less than 50% of the total available commitments and decreases to 0.25 % per annum on the average daily amount of the available commitments when the average usage is greater than or equal to 50% of the total available commitments.
The Third ABL Credit Agreement contains covenants that, among other things, restrict the Company’s ability to, subject to specified exceptions, incur additional debt; incur liens; sell or dispose of certain assets; merge with other companies; liquidate or dissolve the Company; acquire other companies; make loans, advances, or guarantees; and make certain investments. In certain circumstances, the revolving credit facility also requires the Company to maintain a fixed charge coverage ratio, as defined in the agreement, not less than 1.00 to 1.00 for each period of twelve consecutive fiscal months of the Company. As of April 30, 2025, the Company was in compliance with these covenants.
As of April 30, 2025, the Company had no borrowings outstanding under the Third ABL Credit Agreement. The Third ABL Credit Agreement also includes amounts available for letters of credit. As of April 30, 2025, there were no outstanding trade letters of credit and $ 2.6 million of standby letters of credit.
At the date of the refinancing of the Second ABL Credit Agreement, the Company had $ 1.8 million of unamortized debt issuance costs remaining from the Second ABL Credit Agreement. There was no extinguishment of any amount of the unamortized debt issuance costs remaining from the Second ABL Credit Agreement. The Company incurred new debt issuance costs totaling $ 3.8 million related to the Third ABL Credit Agreement. The Company has a total of $ 5.6 million debt issuance costs related to its Third ABL Credit Agreement. As permitted under ASC 835, the debt issuance costs have been deferred and are presented as an asset which is amortized ratably over the term of the Third ABL Credit Agreement.
Unsecured Loans
Several of the Company’s foreign entities borrow funds under various unsecured loans to provide funding for operations in the normal course of business. In the aggregate, the Company is currently required to make quarterly installment payments of principal in the amount of € 0.8 million under these loans. Interest on the outstanding principal amount of the loans accrues at a fixed rate equal to 0 % to 5.0 % per annum, payable on either a quarterly or monthly basis. As of April 30, 2025, the Company had an aggregate outstanding balance of € 4.9 million ($ 5.3 million) under these unsecured loans.
Overdraft Facilities
Certain of the Company’s foreign entities entered into overdraft facilities that allow for applicable bank accounts to be in a negative position up to a certain maximum overdraft. These uncommitted overdraft facilities with HSBC Bank allow for an aggregate maximum overdraft of € 10 million. Interest on drawn balances accrues at a rate equal to the Euro Interbank Offered Rate (“EURIBOR”) plus a margin of 1.75 % per annum, payable quarterly. The facility may be cancelled at any
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time by the Company or HSBC Bank. Additionally, certain of the Company’s foreign entities entered into overdraft facilities with UBS Bank in Switzerland for an aggregate of CHF 4.7 million at varying interest rates of 0 % to 0.5 %. As of April 30, 2025, the Company had an aggregate of € 7.4 million ($ 8.0 million) drawn under these various facilities.
Foreign Credit Facilities
KLH has a credit agreement with ABN AMRO Bank N.V. with a credit limit of € 15.0 million which is secured by specified assets of KLH. Borrowings bear interest at the EURIBOR plus a margin of 1.7 %. A subsidiary of Vilebrequin has a credit agreement with CIC Bank with a credit limit of € 5.0 million. Borrowings bear interest at the Euro Short-Term Rate plus a margin of 1.75 %. As of April 30, 2025, the Company had an aggregate of € 5.0 million ($ 5.4 million) drawn under these credit facilities.
NOTE 8 – SUPPLY CHAIN FINANCE PROGRAM
The Company has a voluntary supply chain finance program (the “SCF Program”) administered through a third-party platform. The Company’s payment obligations confirmed under the SCF Program are due to a financial intermediary that will remit payment to the Company’s suppliers. The SCF Program also provides participating suppliers with the option to sell their receivables due from the Company, at their sole discretion, to a third-party financial institution at terms negotiated between the supplier and the financial institution. The Company is not a party to the agreements between the suppliers and the financial institution. The Company’s payment obligations to its suppliers, including the amounts due and payment terms, which generally do not exceed 75 days, are not impacted by a suppliers’ participation in the SCF Program. There are no assets pledged as security or other forms of guarantees provided specifically under the SCF Program, however the obligations under the SCF Program benefit from guarantees and collateral provided under our revolving credit facility to which the financial institutions involved in the SCF Program are a party to.
The Company’s outstanding payment obligations under its SCF Program are recorded within accounts payable in the Company’s condensed consolidated balance sheets and the corresponding payments are reflected in cash flows from operating activities within the Company’s condensed consolidated statements of cash flows. As of April 30, 2025, the Company had $ 45.0 million of payment obligations outstanding under the SCF Program. During the three months ended April 30, 2025, the Company settled obligations of $ 41.8 million through the SCF Program.
The following supply chain finance program activity is presented for the three-month period indicated below:
April 30, 2025
(In thousands)
Confirmed obligations outstanding at beginning of period
$
—
Invoices confirmed during the period
86,824
Confirmed invoices paid during the period
( 41,794 )
Confirmed obligations outstanding at end of period
$
45,030
NOTE 9 – REVENUE RECOGNITION
Disaggregation of Revenue
In accordance with ASC 606 – Revenue from Contracts with Customers , the Company discloses its revenues by segment. Each segment presents its own characteristics with respect to the timing of revenue recognition and the type of customer. In addition, disaggregating revenues using a segment basis is consistent with how the Company’s Chief Operating Decision Maker manages the Company. The Company has identified the wholesale operations segment and the retail operations segment as distinct sources of revenue.
Wholesale Operations Segment. Wholesale revenues include sales of products to retailers under owned, licensed and private label brands, as well as sales related to the Karl Lagerfeld and Vilebrequin businesses, including from retail stores operated by Karl Lagerfeld and Vilebrequin, other than sales of product under the Karl Lagerfeld Paris brand generated by the Company’s retail stores and digital platforms. Wholesale revenues from sales of products are recognized when control transfers to the customer. The Company considers control to have been transferred when the Company has
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transferred physical possession of the product, the Company has a right to payment for the product, the customer has legal title to the product and the customer has the significant risks and rewards of the product. Wholesale revenues are adjusted by variable consideration arising from implicit or explicit obligations. Wholesale revenues also include revenues from license agreements related to trademarks associated with the Company’s owned brands. As of April 30, 2025, revenues from license agreements related to trademarks associated with the Company’s owned brands represented an insignificant portion of wholesale revenues.
Retail Operations Segment. Retail store revenues are generated by direct sales to consumers through company-operated stores and product sales through the Company’s digital channels for the DKNY, Donna Karan, Karl Lagerfeld Paris, G.H. Bass and Wilsons Leather businesses. Retail stores primarily consist of DKNY and Karl Lagerfeld Paris retail stores, substantially all of which are operated as outlet stores. Retail operations segment revenues are recognized at the point of sale when the customer takes possession of the goods and tenders payment. Digital revenues primarily consist of sales to consumers through the Company’s digital platforms. Digital revenue is recognized when a customer takes possession of the goods. Retail sales are recorded net of applicable sales tax.
Contract Liabilities
The Company’s contract liabilities, which are recorded within accrued expenses in the accompanying condensed consolidated balance sheets, primarily consist of gift card liabilities and advance payments from licensees. Total contract liabilities were $ 4.8 million, $ 4.8 million and $ 5.9 million at April 30, 2025, April 30, 2024 and January 31, 2025, respectively. The Company recognized $ 4.5 million in revenue for the three months ended April 30, 2025 related to contract liabilities that existed at January 31, 2025. The Company recognized $ 3.6 million in revenue for the three months ended April 30, 2024 related to contract liabilities that existed at January 31, 2024. There were no contract assets recorded as of April 30, 2025, April 30, 2024 and January 31, 2025. Substantially all of the advance payments from licensees as of April 30, 2025 are expected to be recognized as revenue within the next twelve months.
NOTE 10 – SEGMENTS
The Company’s reportable segments are business units that offer products through different channels of distribution. The Company has two reportable segments: wholesale operations and retail operations. The wholesale operations segment includes sales of products to retailers under owned, licensed and private label brands, as well as sales related to the Karl Lagerfeld and Vilebrequin businesses, including from retail stores operated by Karl Lagerfeld and Vilebrequin, other than sales of product under the Karl Lagerfeld Paris brand generated by the Company’s retail stores and digital platforms. Wholesale revenues also include revenues from license agreements related to trademarks associated with the Company’s owned brands. The retail operations segment consists primarily of direct sales to consumers through company-operated stores, which consists primarily of DKNY and Karl Lagerfeld Paris stores, as well as the digital channels for DKNY, Donna Karan, Karl Lagerfeld Paris, G.H. Bass and Wilsons Leather. Substantially all DKNY and Karl Lagerfeld Paris stores are operated as outlet stores.
The Company determines its operating segments based on how the chief operating decision maker (“CODM”) views and analyzes each segment’s operations and performance. The Company’s CODM is its Chief Executive Officer. The CODM utilizes operating profit or loss as the measure of segment profit or loss. The CODM uses operating profit or loss to determine resource allocation and operational decisions for matters including, but not limited to, compensation, advertising and facilities needs.
All historical financial segment information has been recast to conform to the new disclosure requirements under Accounting Standard Update (“ASU”) 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.”
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The following segment information is presented for the three month periods indicated below:
Three Months Ended April 30, 2025
Wholesale
Retail
Elimination (1)
Total
(In thousands)
Net sales
$
562,649
$
36,375
$
( 15,415 )
$
583,609
Cost of goods sold
335,565
16,915
( 15,415 )
337,065
Gross profit
227,084
19,460
—
246,544
Selling, general and administrative expenses:
Compensation
96,873
7,269
—
104,142
Facility fees
45,486
7,386
—
52,872
Advertising
28,172
3,433
—
31,605
Other segment items (2)
39,180
3,696
—
42,876
Total selling, general and administrative expenses
209,711
21,784
—
231,495
Depreciation and amortization
5,692
881
—
6,573
Operating profit (loss)
$
11,681
$
( 3,205 )
$
—
$
8,476
Three Months Ended April 30, 2024
Wholesale
Retail
Elimination (1)
Total
(In thousands)
Net sales
$
597,766
$
30,528
$
( 18,547 )
$
609,747
Cost of goods sold
353,228
16,173
( 18,547 )
350,854
Gross profit
244,538
14,355
—
258,893
Selling, general and administrative expenses:
Compensation
100,231
7,514
—
107,745
Facility fees
45,991
8,182
—
54,173
Advertising
33,967
2,266
—
36,233
Other segment items (2)
35,386
3,084
—
38,470
Total selling, general and administrative expenses
215,575
21,046
—
236,621
Depreciation and amortization
7,015
1,753
—
8,768
Operating profit (loss)
$
21,948
$
( 8,444 )
$
—
$
13,504
(1) Represents intersegment sales to the Company’s retail operations segment.
(2) Other segment items include design and product development costs, professional fees, office expenses, freight and packaging and other selling, general and administrative expenses.
The total net sales by licensed and proprietary product sales for each of the Company’s reportable segments are as follows:
Three Months Ended
April 30, 2025
April 30, 2024
(In thousands)
Licensed brands
$
199,060
$
261,706
Proprietary brands
363,589
336,060
Wholesale net sales
$
562,649
$
597,766
Licensed brands
$
—
$
—
Proprietary brands
36,375
30,528
Retail net sales
$
36,375
$
30,528
The Company allocates overhead to its business segments on various bases, which include units shipped, space utilization, inventory levels and relative sales levels, among other factors. The method of allocation has been applied consistently on a period-to-period basis.
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The total assets for each of the Company’s reportable segments, as well as assets not allocated to a segment, are as follows:
April 30, 2025
April 30, 2024
January 31, 2025
(In thousands)
Wholesale
$
1,489,257
$
1,451,637
$
1,508,111
Retail
94,998
118,232
97,226
Corporate
831,618
995,530
877,897
Total assets
$
2,415,873
$
2,565,399
$
2,483,234
Capital expenditures during the three months ended April 30, 2025 for the wholesale operations segment and retail operations segment were $ 2.3 million and $ 1.0 million, respectively.
NOTE 11 – STOCKHOLDERS’ EQUITY
For the three months ended April 30, 2025, the Company issued no shares of common stock and utilized 213,829 shares of treasury stock in connection with the vesting of equity awards. For the three months ended April 30, 2024, the Company issued no shares of common stock and utilized 267,129 shares of treasury stock in connection with the vesting of equity awards.
NOTE 12 – RECENT ADOPTED AND ISSUED ACCOUNTING PRONOUNCEMENTS
Recently Adopted Accounting Guidance
There was no accounting guidance adopted during the three months ended April 30, 2025.
Issued Accounting Guidance Being Evaluated for Adoption
In December 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023-09 , “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”. The ASU requires public companies to disclose, on an annual basis, a tabular reconciliation of the effective tax rate to the statutory rate for federal, state and foreign income taxes. It also requires greater detail about individual reconciling items in the rate reconciliation to the extent the impact of those items exceeds a specified threshold. In addition, the ASU requires public companies to disclose their income tax payments (net of refunds received), disaggregated between federal, state/local and foreign jurisdictions. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company expects to adopt this standard in its Annual Report on Form 10-K for fiscal 2026 and is currently evaluating the standard and determining the extent of additional disclosures that may be required.
In November 2024, the FASB issued ASU 2024-03 , “Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses”. The ASU requires public entities to disclose more detailed information about certain costs and expenses presented in the income statement, including inventory purchases, employee compensation, selling expenses, depreciation and intangible asset amortization. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The amendments in this ASU should be applied prospectively; however, retrospective application is permitted. The Company is currently evaluating the impact of ASU 2024-03 on its consolidated financial statements and related disclosures.
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.