UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
10-Q
(MARK
ONE)
☒ Quarterly
Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the
quarterly period ended September 30, 2022.
OR
☐ Transition
Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the
transition period from ___________to ________.
Commission
File No. 0-16469
INTER
PARFUMS, INC.
(Exact
name of registrant as specified in its charter)
Delaware
13-3275609
(State
or other jurisdiction of
(I.R.S.
Employer
incorporation
or organization)
Identification
No.)
551 Fifth Avenue , New York , New York 10176
(Address of Principal Executive Offices) (Zip Code)
( 212 )
983-2640
(Registrants
telephone number, including area code)
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
Trading
Symbol(s)
Name
of each exchange on which registered
Common
Stock, $.001 par value per share
IPAR
The
Nasdaq Stock Market
Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days: Yes ☒ No ☐
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant
to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit such files).
Yes
☒ No ☐
Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,”
“smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act).
Large
accelerated filer ☒
Accelerated
filer ☐
Non-accelerated
filer ☐ (Do not check if a smaller reporting company)
Smaller
reporting company ☐
Emerging
Growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Indicate
the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
At
November 9, 2022, there were 31,875,625 shares of common stock, par value $.001 per share, outstanding.
INTER
PARFUMS, INC. AND SUBSIDIARIES
INDEX
Page
Number
Part
I. Financial Information
1
Item
1. Financial Statements
Consolidated
Balance Sheets as of September 30, 2022 and December 31, 2021
2
Consolidated
Statements of Income for the Three and Nine Months Ended September 30, 2022 and September 30, 2021
3
Consolidated
Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2022 and September 30, 2021
4
Consolidated
Statements of Changes in Equity for the Nine Months Ended September 30, 2022 and September 30, 2021
5
Consolidated
Statements of Cash Flows for the Nine Months Ended September 30, 2022 and September 30, 2021
6
Notes to Consolidated
Financial Statements
7
Item
2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
17
Item
3. Quantitative and Qualitative Disclosures About Market Risk
29
Item
4. Controls and Procedures
30
Part
II. Other Information
30
Item
6. Exhibits
31
Signatures
32
INTER
PARFUMS, INC. AND SUBSIDIARIES
Part
I. Financial Information
Item
1. Financial
Statements
In
our opinion, the accompanying unaudited consolidated financial statements contain all adjustments (consisting only of normal recurring
adjustments) necessary to present fairly our financial position, results of operations and cash flows for the interim periods
presented. We have condensed such financial statements in accordance with the rules and regulations of the Securities and Exchange
Commission (“SEC”). Therefore, such financial statements do not include all disclosures required by accounting principles
generally accepted in the United States of America. In preparing these consolidated financial statements, the Company has evaluated
events and transactions for potential recognition or disclosure through the date the consolidated financial statements were issued
by filing with the SEC. These financial statements should be read in conjunction with our audited financial statements for the
year ended December 31, 2021, included in our annual report filed on Form 10-K.
The
results of operations for the nine months ended September 30, 2022, are not necessarily indicative of the results to be expected
for the entire fiscal year.
Page 1
INTER
PARFUMS, INC. AND SUBSIDIARIES
CONSOLIDATED
BALANCE SHEETS
(In
thousands except share and per share data)
(Unaudited)
ASSETS
September
30,
2022
December
31,
2021
Current
assets:
Cash
and cash equivalents
$ 41,277
$ 159,613
Short-term
investments
135,443
160,014
Accounts
receivable, net
220,112
159,281
Inventories
283,237
198,914
Receivables,
other
8,050
10,308
Other
current assets
19,310
21,375
Income
taxes receivable
211
210
Total
current assets
707,640
709,715
Property,
equipment and leasehold improvements, net
153,246
149,352
Right-of-use
assets, net
27,834
33,728
Trademarks,
licenses and other intangible assets, net
189,273
214,047
Deferred
tax assets
10,344
7,936
Other
assets
22,857
30,586
Total
assets
$ 1,111,194
$ 1,145,364
LIABILITIES AND EQUITY
Current
liabilities:
Current
portion of long-term debt
$ 12,593
$ 15,911
Current
portion of lease liabilities
4,852
6,014
Accounts
payable – trade
81,415
81,980
Accrued
expenses
132,834
136,677
Income
taxes payable
16,820
4,328
Total
current liabilities
248,514
244,910
Long–term
debt, less current portion
107,942
132,902
Lease
liabilities, less current portion
24,590
29,220
Equity:
Inter
Parfums, Inc. shareholders’ equity:
Preferred
stock, $ .001 par; authorized 1,000,000 shares; none issued
—
—
Common
stock, $ .001 par; authorized 100,000,000 shares; outstanding 31,875,625 and 31,830,420
shares at September 30, 2022 and December 31, 2021, respectively
32
32
Additional
paid-in capital
85,660
87,132
Retained
earnings
618,884
560,663
Accumulated
other comprehensive loss
( 92,405 )
( 38,432 )
Treasury
stock, at cost, 9,864,805 shares at September 30, 2022 and December 31, 2021
( 37,475 )
( 37,475 )
Total
Inter Parfums, Inc. shareholders’ equity
574,696
571,920
Noncontrolling
interest
155,452
166,412
Total
equity
730,148
738,332
Total
liabilities and equity
$ 1,111,194
$ 1,145,364
See
notes to consolidated financial statements.
Page 2
INTER
PARFUMS, INC. AND SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF INCOME
(In
thousands except per share data)
(Unaudited)
Three Months Ended
September 30,
Nine Months Ended
September 30,
2022
2021
2022
2021
Net sales
$ 280,462
$ 262,696
$ 775,865
$ 668,797
Cost of sales
98,562
95,269
281,525
243,772
Gross margin
181,900
167,427
494,340
425,025
Selling, general
and administrative expenses
117,424
99,788
323,249
262,379
Impairment
loss
—
—
—
2,393
Income
from operations
64,476
67,639
171,091
160,253
Other expenses (income):
Interest expense
682
1,697
2,589
3,344
(Gain) loss on
foreign currency
273
( 613 )
( 2,245 )
( 2,169 )
Interest and investment
income
( 3,343 )
( 233 )
( 2,341 )
( 1,388 )
Other
(income) expense
346
( 36 )
( 98 )
( 135 )
Nonoperating Income (Expense)
( 2,042 )
815
( 2,095 )
( 348 )
Income
before income taxes
66,518
66,824
173,186
160,601
Income
taxes
13,221
16,997
39,078
45,112
Net income
53,297
49,827
134,108
115,489
Less: Net
income attributable to the noncontrolling interest
11,874
11,511
29,769
26,854
Net
income attributable to Inter Parfums, Inc.
$ 41,423
$ 38,316
$ 104,339
$ 88,635
Earnings per share:
Net
income attributable to Inter Parfums, Inc. common shareholders:
Basic
$ 1.30
$ 1.21
$ 3.28
$ 2.80
Diluted
$ 1.30
$ 1.20
$ 3.26
$ 2.79
Weighted
average number of shares outstanding:
Basic
31,860
31,659
31,848
31,648
Diluted
31,968
31,807
31,977
31,793
Dividends declared
per share
$ 0.50
$ 0.25
$ 1.50
$ 0.75
See
notes to consolidated financial statements.
Page 3
INTER
PARFUMS, INC. AND SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF COMPREHENSIVE INCOME
(In
thousands)
(Unaudited)
Three Months Ended
September 30,
Nine Months Ended
September 30,
2022
2021
2022
2021
Comprehensive
income:
Net
income
$ 53,297
$ 49,827
$ 134,108
$ 115,489
Other
comprehensive income:
Net
derivative instrument gain (loss), net of tax
1,315
( 609 )
( 173 )
( 703 )
Transfer
from OCI into earnings
—
—
992
—
Translation
adjustments, net of tax
( 32,944 )
( 15,396 )
( 79,015 )
( 33,203 )
Comprehensive
income
21,668
33,822
55,912
81,583
Comprehensive
income attributable to the noncontrolling interests:
Net
income
11,874
11,511
29,769
26,854
Other
comprehensive income (loss):
Net
derivative instrument gain (loss), net of tax
362
( 166 )
( 49 )
( 192 )
Translation
adjustments, net of tax
( 10,012 )
( 3,974 )
( 24,174 )
( 10,389 )
Comprehensive
income attributable to the noncontrolling interests
2,224
7,371
5,546
16,273
Comprehensive
income attributable to Inter Parfums, Inc.
$ 19,444
$ 26,451
$ 50,366
$ 65,310
See
notes to consolidated financial statements.
Page 4
INTER
PARFUMS, INC. AND SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF CHANGES IN EQUITY
(In
thousands)
(Unaudited)
Nine months ended
September 30,
2022
2021
Common
stock, beginning and end of period
$ 32
$ 32
-
-
32
32
Additional paid-in
capital, beginning of period
87,132
75,708
Shares issued upon exercise of
stock options
1,816
1,727
Share-based compensation
1,017
1,175
Purchase of subsidiary shares
( 4,305 )
—
Shares issued for license acquisition
—
5,000
Transfer of
subsidiary shares purchased
—
( 540 )
Additional paid-in
capital, end of period
85,660
83,070
Retained earnings, beginning of period
560,663
503,567
Net income
104,339
88,635
Dividends
( 47,782 )
( 23,740 )
Share-based
compensation
1,664
892
Retained earnings, end of period
618,884
569,354
Accumulated other comprehensive loss,
beginning of period
( 38,432 )
( 5,997 )
Foreign currency
translation adjustment, net of tax
( 54,841 )
( 22,814 )
Transfer from
other comprehensive income into earnings
992
—
Net
derivative instrument loss, net of tax
( 124 )
( 511 )
Accumulated
other comprehensive loss, end of period
( 92,405 )
( 29,322 )
( 37,475 )
( 37,475 )
-
-
Treasury
stock, beginning and end of period
( 37,475 )
( 37,475 )
Noncontrolling interest, beginning of period
166,412
166,615
Net income
29,769
26,854
Foreign currency
translation adjustment, net of tax
( 24,174 )
( 10,389 )
Net derivative
instrument loss, net of tax
( 49 )
( 192 )
Share-based compensation
(adjustment)
( 353 )
( 69 )
Purchase of subsidiary shares
( 152 )
—
Transfer of subsidiary shares purchased
55
1,153
Dividends
( 16,056 )
( 9,836 )
Noncontrolling interest, end of
period
155,452
174,136
738,332
702,450
134,108
115,489
Total
equity
$ 730,148
$ 759,795
See
notes to consolidated financial statements.
Page 5
INTER
PARFUMS, INC. AND SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF CASH FLOWS
(In
thousands)
(Unaudited)
Nine months ended
September 30,
2022
2021
Cash
flows from operating activities:
Net
income
$ 134,108
$ 115,489
Adjustments
to reconcile net income to net cash provided by (used in) operating activities:
Depreciation
and amortization
10,936
7,273
Provision
for doubtful accounts
2,004
1,369
Noncash
stock compensation
2,353
2,158
Share of income
of equity investment
( 98 )
( 135 )
Impairment
loss
—
2,393
Noncash
lease expense
4,074
6,953
Deferred
tax provision (benefit)
( 3,658 )
739
Change
in fair value of derivatives
1,348
1,844
Changes
in:
Accounts
receivable
( 89,605 )
( 79,112 )
Inventories
( 109,377 )
( 3,727 )
Other
assets
2,615
( 13,460 )
Operating
lease liabilities
( 3,887 )
( 6,169 )
Accounts
payable and accrued expenses
26,406
41,830
Income
taxes, net
14,606
23,816
Net
cash provided by (used in) operating activities
( 8,175 )
101,261
Cash
flows from investing activities:
Purchases
of short-term investments
( 2,862 )
( 41,406 )
Proceeds
from sale of short-term investments
5,346
10,753
Purchases
of property, equipment and leasehold improvements
( 32,615 )
( 131,322 )
Payment
for intangible assets acquired
( 3,757 )
( 858 )
Net
cash used in investing activities
( 33,888 )
( 162,833 )
Cash
flows from financing activities:
Proceeds
from issuance of long-term debt
—
158,992
Repayment
of long-term debt
( 14,210 )
( 38,232 )
Proceeds
from exercise of options
1,816
1,727
Purchase
of subsidiary shares from noncontrolling interest
( 4,402 )
—
Dividends
paid
( 47,782 )
( 23,741 )
Dividends
paid to noncontrolling interest
( 16,056 )
( 9,831 )
Net
cash provided by (used in) financing activities
( 80,634 )
88,915
Effect
of exchange rate changes on cash
( 4,413 )
( 7,934 )
Net
increase (decrease) in cash and cash equivalents
( 127,110 )
19,409
Cash
and cash equivalents - beginning of period
168,387
169,681
Cash
and cash equivalents - end of period
$ 41,227
$ 189,090
Supplemental
disclosure of cash flow information:
Cash
paid for:
Interest
$ 2,091
$ 1,582
Income
taxes
27,718
21,103
See
notes to consolidated financial statements.
Page 6
INTER PARFUMS, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
1. Significant Accounting Policies:
The accounting policies we follow
are set forth in the notes to our consolidated financial statements included in our Form 10-K, which was filed with the Securities
and Exchange Commission for the year ended December 31, 2021.
2. Impact of COVID-19 Pandemic:
A novel strain of coronavirus
(“COVID-19”) surfaced in late 2019 and in March 2020, the World Health Organization declared COVID-19 a pandemic. In
response, various national, state, and local governments issued decrees prohibiting certain businesses from operating and certain
classes of workers from reporting to work.
Retail store closings, event
cancellations and a shutdown of international air travel brought our sales to a virtual standstill and caused a significant unfavorable
impact on our results of operations in 2020.
Business significantly
improved in the second half of 2020 and continued to improve throughout 2021 and thus far in 2022, as retail stores reopened,
and consumers increased online purchasing. While we expect this trend to continue, the introduction of variants of COVID-19 in
various parts of the world has caused the temporary re-implementation of governmental restrictions to prevent further spread
of the virus. In addition, international air travel remains curtailed in many jurisdictions due to both governmental
restrictions and consumer health concerns. While COVID-19 has significantly restricted international travel, the travel retail
business is beginning to pick up. We remain confident that travel retail will once again be a source of growth over the
long-term. Lastly, the improved economy has put significant strains on our supply chain causing disruptions affecting the
procurement of components, the ability to transport goods, and related cost increases. These disruptions have come at a time
when demand for our product lines has never been stronger or more sustained. We have been addressing this issue since the
beginning of 2021, by ordering well in advance of need and in larger quantities. Since 2021, we have strived to carry more
inventory overall, source the same components from multiple suppliers and when possible, manufacture products closer to where
they are sold. We do not expect the supply chain bottlenecks to begin lifting until the second half of 2023. Therefore,
despite recent business improvement, the impact of the COVID-19 pandemic might continue to have adverse effects on our results
of our operations, financial position and cash flows through at least the first half of 2023.
3. Recent Agreements:
Salvatore Ferragamo
In October 2021, we closed on
a transaction agreement with Salvatore Ferragamo S.p.A., whereby an exclusive and worldwide license was granted for the production
and distribution of Ferragamo brand perfumes. Our rights under this license are subject to certain minimum advertising expenditures
and royalty payments as are customary in our industry. The license became effective in October 2021 and will last for 10 years
with a 5-year optional term, subject to certain conditions.
With respect to the management
and coordination of activities related to the license agreement, the Company operates through a wholly-owned Italian subsidiary
based in Florence, that was acquired from Salvatore Ferragamo
on October 1, 2021. The acquisition together with the license agreement was accounted for as an asset acquisition.
Page 7
INTER PARFUMS, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
The following table summarizes
the estimated fair values of the assets acquired and liabilities assumed on October 1, 2021. All amounts have been translated to
U.S. dollars at the October 1, 2021 exchange rate.
(In thousands)
Inventories
$ 17,805
Trademarks and licenses
15,880
Other assets
3,033
Assets acquired
36,718
Liabilities assumed
( 958 )
Total consideration
$ 35,760
Emanuel Ungaro
In October 2021, we also entered
into a 10-year exclusive global licensing agreement with a 5-year optional term subject to certain conditions, with Emanuel Ungaro
Italia S.r.l, for the creation, development and distribution of fragrances and fragrance related products, under the Emanuel Ungaro
brand. Our rights under this license are subject to certain minimum advertising expenditures and royalty payments as are customary
in our industry.
Donna Karan and DKNY
In September 2021, we entered
into a long-term global licensing agreement for the creation, development and distribution of fragrances and fragrance related
products under the Donna Karan and DKNY brands. Our rights under this license are subject to certain minimum advertising expenditures
and royalty payments as are customary in our industry. With this agreement, we are gaining several well-established and valuable
fragrance franchises, most notably Donna Karan Cashmere Mist and DKNY Be Delicious , as well as a significant loyal
consumer base around the world. In connection with the grant of license, we issued 65,342 shares of Inter Parfums, Inc. common
stock valued at $ 5 .0 million to the licensor. The exclusive license became effective July 1, 2022, and we are planning to launch
new fragrances under these brands in 2024.
Land and Building Acquisition
- Future Headquarters in Paris
In April 2021, Interparfums SA,
our 73 % owned French Subsidiary, completed the acquisition of its headquarters at 10 rue de Solférino in the 7th arrondissement
of Paris from the property developer. This is an office complex combining three buildings connected by two inner courtyards, and
consists of approximately 40,000 total sq. ft.
The purchase price includes the
complete renovation of the site and includes the purchase of several apartments in the surrounding area to be used as additional
office space. As of September 30, 2022, $ 135.5 million of the purchase price, including approximately $ 4.1 million of acquisition
costs, is included in property, equipment and leasehold improvements on the accompanying balance sheet as of September 30, 2022.
The purchase price has been allocated approximately $ 55.9 million to land and $ 79.6 million to the building. The building, which
was delivered on February 28, 2022, includes the building structure, development of the property, façade waterproofing,
general and technical installations and interior fittings that will be depreciated over a range of 7 to 50 years. The Company has
elected to depreciate the building cost based on the useful lives of its components. Approximately $ 3.4 million of cash held in
escrow is included in property, equipment and leasehold improvements on the accompanying balance sheet as of September 30, 2022.
Page 8
INTER PARFUMS, INC. AND SUBSIDIARIES
Notes to Consolidated
Financial Statements
The acquisition was financed
by a 10 -year € 120 million (approximately $ 117 million) bank loan which bears interest at one-month Euribor plus 0.75% . Approximately
€ 80 million of the variable rate debt was swapped for variable interest rate debt with a maximum rate of 2% per annum.
4. Recent Accounting Pronouncements:
There are no recent accounting
pronouncements issued but not yet adopted that would have a material effect on our consolidated financial statements.
5. Inventories:
Inventories consist
of the following:
(In thousands)
September 30,
2022
December 31,
2021
Raw materials and component parts
$ 134,002
$ 111,312
Finished goods
149,235
87,602
Inventories
$ 283,237
$ 198,914
6. Fair Value Measurement:
The following tables present
our financial assets and liabilities that are measured at fair value on a recurring basis and are categorized using the fair value
hierarchy. The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value.
Page 9
INTER PARFUMS, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
Fair Value Measurements at September 30, 2022
Quoted Prices in
Significant Other
Significant
Active Markets for
Observable
Unobservable
Identical Assets
Inputs
Inputs
Total
(Level 1)
(Level 2)
(Level 3)
Assets:
Short-term investments
$ 135,444
$ 16,248
$ 119,196
$ —
Interest rate swaps
6,066
—
6,066
—
Total assets
$ 141,510
$ 16,248
$ 125,262
$ —
Liabilities:
Foreign currency forward exchange contracts
accounted for using hedge accounting
$ 1,840
$ —
$ 1,840
$ —
Foreign currency forward exchange contracts not
accounted for using hedge accounting
7,154
—
7,154
—
Total liabilities
$ 8,994
$ —
$ 8,994
$ —
Fair Value Measurements at December 31, 2021
Quoted Prices in
Significant Other
Significant
Active Markets for
Observable
Unobservable
Identical Assets
Inputs
Inputs
Total
(Level 1)
(Level 2)
(Level 3)
Assets:
Short-term investments
$ 160,014
$ 24,506
$ 135,508
$ —
Liabilities:
Foreign currency forward exchange contracts
accounted for using hedge accounting
$ 1,982
$ —
$ 1,982
$ —
Foreign currency forward exchange contracts not
accounted for using hedge accounting
63
—
63
—
Interest rate swaps
( 234 )
—
( 234 )
—
Total liabilities
$ 1,811
$ —
$ 1,811
$ —
The carrying amount of cash and
cash equivalents including money market funds, short-term investments, accounts receivable, other receivables, cash held in escrow,
accounts payable and accrued expenses approximate fair value due to the short terms to maturity of these instruments.
The carrying amount of loans
payable approximates fair value as the interest rates on the Company’s indebtedness approximate current market rates. The
fair value of the Company’s long-term debt was estimated based on the current rates offered to companies for debt with the
same remaining maturities and is approximately equal to its carrying value.
Page 10
INTER PARFUMS, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
Foreign currency forward exchange
contracts are valued based on quotations from financial institutions and the value of interest rate swaps are the discounted net
present value of the swaps using third party quotes from financial institutions.
7. Derivative Financial Instruments:
The Company enters into foreign
currency forward exchange contracts to hedge exposure related to receivables denominated in a foreign currency and occasionally
to manage risks related to future sales expected to be denominated in a foreign currency. Before entering into a derivative transaction
for hedging purposes, it is determined that a high degree of initial effectiveness exists between the change in value of the hedged
item and the change in the value of the derivative instrument from movement in exchange rates. High effectiveness means that the
change in the cash flows of the derivative instrument will effectively offset the change in the cash flows of the hedged item.
The effectiveness of each hedged item is measured throughout the hedged period and is based on the dollar offset methodology and
excludes the portion of the fair value of the foreign currency forward exchange contract attributable to the change in spot-forward
difference which is reported in current period earnings. Any hedge ineffectiveness is also recognized as a gain or loss on foreign
currency in the income statement. For hedge contracts that are no longer deemed highly effective, hedge accounting is discontinued,
and gains and losses accumulated in other comprehensive income are reclassified to earnings. If it is probable that the forecasted
transaction will no longer occur, then any gains or losses accumulated in other comprehensive income are reclassified to current-period
earnings.
In connection with the April
2021 acquisition of the office building complex in Paris, € 120 million of the purchase price was financed through a 10 -year
term loan. The Company entered into interest rate swap contracts related to € 80 million of the loan, effectively exchanging
the variable interest rate to a variable rate not to exceed 2 %. This derivative instrument is recorded at fair value and changes
in fair value are reflected in the accompanying consolidated statements of income.
Gains and losses in derivatives
designated as hedges are accumulated in other comprehensive income and gains and losses in derivatives not designated as hedges
are included in (gain) loss on foreign currency on the accompanying income statements. Such gains and losses were immaterial for
both the nine months ended September 30, 2022 and 2021.
All derivative instruments are
reported as either assets or liabilities on the balance sheet measured at fair value. The valuation of interest rate swaps is included
in other assets on the accompanying balance sheets. The valuation of foreign currency forward exchange contracts at September 30,
2022, resulted in a net liability and is included in accrued expenses on the accompanying balance sheet.
At September 30, 2022, we had
foreign currency contracts in the form of forward exchange contracts in the amount of approximately U.S. $ 90.0 million, GB
£ 2.0 million and JPY ¥ 50.0 million, which all have maturities of less than one year.
Page 11
INTER PARFUMS, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
8. Leases:
The Company leases its offices
and warehouses, vehicles, and certain office equipment, substantially all of which are classified as operating leases. The Company
currently has no material financing leases. The Company determines if an arrangement is a lease at inception. Operating lease assets
and obligations are recognized at the lease commencement date based on the present value of lease payments over the lease term.
In determining lease asset value,
the Company considers fixed or variable payment terms, prepayments, incentives, and options to extend or terminate, depending on
the lease. Renewal, termination or purchase options affect the lease term used for determining lease asset value only if the option
is reasonably certain to be exercised. The Company generally uses its incremental borrowing rate based on information available
at the lease commencement date for the location in which the lease is held in determining the present value of lease payments.
As of September 30, 2022, the
weighted average remaining lease term was 6.0 years and the weighted average discount rate used to determine the operating lease
liability was 2.6 %. Rental expense related to operating leases was $ 1.2 million and $ 4.3 million for the three and nine months
ended September 30, 2022, respectively, as compared to $ 1.9 million and $ 6.8 million for the corresponding periods of the prior
year. Operating lease payments included in operating cash flows totaled $ 3.9 million and $ 6.2 million for the nine months ended
September 30, 2022 and 2021, respectively, and noncash additions to operating lease assets totaled $ 0.5 million and $ 14.0 million
for the nine months ended September 30, 2022 and 2021, respectively.
9. Share-Based Payments:
The Company maintains a stock
option program for key employees, executives and directors. The plans, all of which have been approved by shareholder vote, provide
for the granting of both nonqualified and incentive options. Options granted under the plans typically have a six-year term and
vest over a four to five -year period. The fair value of shares vested during the nine months ended September 30, 2022 and 2021
aggregated $ 0.11 million and $ 0.09 million, respectively. Compensation cost, net of forfeitures, is recognized on a straight-line
basis over the requisite service period for the entire award. Forfeitures are estimated based on historic trends. It is generally
our policy to issue new shares upon exercise of stock options.
The following table sets forth
information with respect to nonvested options for the nine months ended September 30, 2022:
Number of Shares
Weighted Average
Grant-Date Fair Value
Nonvested options – beginning of period
209,510
$ 13.45
Nonvested options granted
—
—
Nonvested options vested or forfeited
( 10,460 )
$ 12.14
Nonvested options – end of period
199,050
$ 13.52
Page 12
INTER PARFUMS, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
Share-based payment expense decreased
income before income taxes by $ 0.47 million and $ 2.35 million for the three and nine months ended September 30, 2022, respectively,
as compared to $ 0.71 million and $ 2.16 million for the corresponding periods of the prior year. Share-based payment expense decreased
income attributable to Inter Parfums, Inc. by $ 0.34 million and $ 1.52 million for the three and nine months ended September 30,
2022, respectively, as compared to $ 0.48 million and $ 1.42 million for the corresponding periods of the prior year.
The following table summarizes
stock option information as of September 30, 2022:
Shares
Weighted Average Exercise Price
Outstanding at January 1, 2022
524,900
$ 57.58
Options forfeited
( 1,480 )
67.41
Options exercised
( 45,205 )
40.16
Outstanding at September 30, 2022
478,215
$ 59.20
Options exercisable
279,165
$ 54.40
Options available for future grants
614,015
As of September 30, 2022, the
weighted average remaining contractual life of options outstanding is 2.12 years ( 1.76 years for options exercisable); the aggregate
intrinsic value of options outstanding and options exercisable is $ 7.8 million and $ 5.9 million, respectively; and unrecognized
compensation cost related to stock options outstanding aggregated $ 1.9 million.
Cash proceeds, tax benefits and
intrinsic value related to stock options exercised during the nine months ended September 30, 2022 and 2021 were as follows:
(In thousands)
September 30,
2022
September 30,
2021
Cash proceeds from stock options exercised
$ 1,816
$ 1,727
Tax benefits
320
240
Intrinsic value of stock options exercised
2,105
1,562
The weighted average fair values
of the options granted by Inter Parfums, Inc. during the nine months ended September 30, 2021 were $11.35 per share on the date
of grant using the Black-Scholes option pricing model to calculate the fair value of options granted. There were no options granted
during the nine months ended September 30, 2022. The assumptions used in the Black-Scholes pricing model for the period ended September
30, 2021 is set forth in the following table:
September 30,
2021
Weighted average expected stock-price volatility
25 %
Weighted average expected option life
5 years
Weighted average risk-free interest rate
0.4 %
Weighted average dividend yield
1.6 %
Page 13
INTER PARFUMS, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
Expected volatility is estimated
based on historic volatility of the Company’s common stock. The expected term of the option is estimated based on historic
data. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of the grant of the option and the dividend
yield reflects the assumption that the dividend payout as authorized by the Board of Directors would increase as the earnings of
the Company and its stock price continues to increase.
In December 2018, Interparfums
SA approved a plan to grant an aggregate of 26,600 shares of its stock to employees with no performance condition requirement,
and an aggregate of 133,000 shares to officers and managers, subject to certain corporate performance conditions. The corporate
performance conditions were met and therefore in June 2022, 211,955 shares, adjusted for stock splits, were distributed. The aggregate
cost of the grant of approximately $ 4.8 million was recognized as compensation cost on a straight-line basis over the requisite
three-year service period.
In March 2022, Interparfums SA
approved an additional plan to grant an aggregate of 88,400 shares to all Interparfums SA employees and corporate officers having
more than six months of employment at grant date, subject to certain corporate performance conditions. The shares, subject to adjustment
for stock splits, will be distributed in June 2025 and will follow the same guidelines as the December 2018 plan.
The fair value of the grant had
been determined based on the quoted stock price of Interparfums SA shares as reported by the NYSE Euronext on the date of grant.
The estimated number of shares to be distributed of 66,905 has been determined taking into account employee turnover. The aggregate
cost of the grant of approximately $ 3.2 million will be recognized as compensation cost on a straight-line basis over the requisite
three and a quarter year service period.
Similar to the December 2018
plan, in order to avoid dilution of the Company’s ownership of Interparfums SA, all shares distributed or to be distributed
pursuant to these plans will be pre-existing shares of Interparfums SA, purchased in the open market by Interparfums SA. During
the nine months ended September 30, 2022, the Company acquired 63,281 shares at an aggregate cost of $ 3.0 million.
All share purchases and issuances
have been classified as equity transactions on the accompanying balance sheet.
Page 14
INTER PARFUMS, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
10. Net Income Attributable to Inter Parfums, Inc. Common Shareholders:
Net income attributable to
Inter Parfums, Inc. per common share (“basic EPS”) is computed by dividing net income attributable to Inter
Parfums, Inc. by the weighted average number of shares outstanding. Net income attributable to Inter Parfums, Inc. per
share assuming dilution (“diluted EPS”), is computed using the weighted average number of shares outstanding,
plus the incremental shares outstanding assuming the exercise of dilutive stock options using the treasury stock method.
The reconciliation between the
numerators and denominators of the basic and diluted EPS computations is as follows:
Three months ended
Nine months ended
(In thousands)
September 30,
September 30,
2022
2021
2022
2021
Numerator:
Net income attributable to Inter Parfums, Inc.
$ 41,422
$ 38,316
$ 104,339
$ 88,635
Denominator:
Weighted average shares
31,860
31,659
31,848
31,648
Effect of dilutive securities:
Stock options
108
148
128
145
Denominator for diluted earnings per share
31,968
31,807
31,976
31,793
Earnings per share:
Net income attributable to Inter Parfums, Inc. common shareholders:
Basic
$ 1.30
$ 1.21
$ 3.28
$ 2.80
Diluted
1.30
1.20
3.26
2.79
Not included in the above computations
are the effect of antidilutive potential common shares which consist of outstanding options to purchase 0.15 million shares of
common stock for both three and nine months ended September 30, 2022, as compared to 0.17 and 0.23 million shares of common stock
for the three and nine months ended September 30, 2021, respectively.
Page 15
INTER PARFUMS, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
11. Segment and Geographic Areas:
The Company manufactures and
distributes one product line, fragrances and fragrance related products. The Company manages its business in two segments, European
based operations and United States based operations. The European assets are located, and operations are primarily conducted, in
France. Both European operations and United States operations primarily represent the sale of prestige brand name fragrances. Information
on our operations by geographical areas is as follows:
(In thousands)
Three months ended
September 30,
Nine months ended
September 30,
2022
2021
2022
2021
Net sales:
United States
$ 82,183
$ 56,382
$ 229,129
$ 142,089
Europe
198,318
206,087
546,787
527,004
Eliminations
( 39 )
227
( 51 )
( 296 )
$ 280,462
$ 262,696
$ 775,865
$ 668,797
Net income attributable to Inter Parfums, Inc.:
United States
$ 10,881
$ 8,391
$ 27,386
$ 18,668
Europe
30,542
29,925
76,953
69,967
$ 41,423
$ 38,316
$ 104,339
$ 88,635
September 30,
December 31,
2022
2021
Total Assets:
United States
$ 280,270
$ 247,703
Europe
858,342
931,735
Eliminations
( 27,418 )
( 34,074 )
$ 1,111,194
$ 1,145,364
Page 16
INTER PARFUMS, INC. AND SUBSIDIARIES
Item 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Forward Looking Information
Statements in this report which are not
historical in nature are forward-looking statements. Although we believe that our plans, intentions and expectations reflected
in such forward-looking statements are reasonable, we can give no assurance that such plans, intentions or expectations will be
achieved. In some cases, you can identify forward-looking statements by forward-looking words such as “anticipate,”
“believe,” “could,” “estimate,” “expect,” “intend,” “may,”
“should,” “will” and “would” or similar words. You should not rely on forward-looking statements
because actual events or results may differ materially from those indicated by these forward-looking statements as a result of
a number of important factors. These factors include, but are not limited to, the risks and uncertainties discussed under the headings
“Forward Looking Statements” and “Risk Factors” in Inter Parfums’ annual report on Form 10-K for
the fiscal year ended December 31, 2021, and the reports Inter Parfums files from time to time with the Securities and Exchange
Commission. Inter Parfums does not intend to and undertakes no duty to update the information contained in this report.
Overview
We operate in the fragrance business, and
manufacture, market and distribute a wide array of fragrances and fragrance related products. We manage our business in two segments,
European based operations and United States based operations. Certain prestige fragrance products are produced and marketed by
our European operations through our 73% owned subsidiary in Paris, Interparfums SA, which is also a publicly traded company as
27% of Interparfums SA shares trade on the NYSE Euronext.
We produce and distribute our European based
fragrance products primarily under license agreements with brand owners, and European based fragrance product sales represented
approximately 70% and 79% of net sales for the nine months ended September 30, 2022 and 2021, respectively. We have built a portfolio
of prestige brands, which include Boucheron, Coach, Jimmy Choo, Karl Lagerfeld, Kate Spade, Lanvin, Moncler, Montblanc, S.T.
Dupont, Rochas and Van Cleef & Arpels , whose products are distributed in over 120 countries around the world.
Through our United States operations, we
also market fragrance and fragrance related products. United States operations represented 30% and 21% of net sales for the nine
months ended September 30, 2022 and 2021, respectively. These fragrance products are sold primarily pursuant to license or other
agreements with the owners of the Abercrombie & Fitch, Anna Sui, Donna Karan, DKNY, Ferragamo, Graff, GUESS, Hollister,
MCM, Oscar de la Renta and Ungaro brands.
Substantially all of our
prestige fragrance brands are licensed from unaffiliated third parties, and our business is dependent upon the continuation and
renewal of such licenses. With respect to the Company’s largest brands, we license the Montblanc , Coach , Jimmy
Choo and GUESS brand names.
Page 17
INTER PARFUMS, INC. AND SUBSIDIARIES
As a percentage of net
sales, product sales for the Company’s largest brands were as follows:
Nine Months Ended
September 30,
2022
2021
Montblanc
19 %
20 %
Jimmy Choo
18 %
19 %
Coach
15 %
17 %
GUESS
11 %
10 %
Quarterly sales fluctuations are influenced
by the timing of new product launches as well as the third and fourth quarter holiday season. In certain markets where we sell
directly to retailers, seasonality is more evident. We primarily sell directly to retailers in France and the United States.
We grow our business in two distinct ways.
First, we grow by adding new brands to our portfolio, either through new licenses or other arrangements or out-right acquisitions
of brands. Second, we grow through the introduction of new products and by supporting new and established products through advertising,
merchandising and sampling as well as phasing out underperforming products so we can devote greater resources to those products
with greater potential. The economics of developing, producing, launching and supporting products influence our sales and
operating performance each year. Our introduction of new products may have some cannibalizing effect on sales of existing
products, which we take into account in our business planning.
Our business is not capital intensive, and
it is important to note that we do not own manufacturing facilities. We act as a general contractor and source our needed components
from our suppliers. These components are received at one of our distribution centers and then, based upon production needs, the
components are sent to one of several third party fillers, which manufacture the finished product for us and then deliver them
to one of our distribution centers.
As with any global business, many aspects
of our operations are subject to influences outside our control. We believe we have a well diversified and strong brand portfolio
with global reach and potential. As part of our strategy, we also plan to continue to make investments behind fast-growing markets
and channels to grow market share.
Our reported net sales are impacted by changes
in foreign currency exchange rates. A strong U.S. dollar has a negative impact on our net sales. However, earnings are positively
affected by a strong dollar, because almost 50% of net sales of our European operations are denominated in U.S. dollars, while
almost all costs of our European operations are incurred in euro. Conversely, a weak U.S. dollar has a favorable impact on our
net sales while gross margins are negatively affected. We address certain financial exposures through a controlled program of risk
management that includes the use of derivative financial instruments and primarily enter into foreign currency forward exchange
contracts to reduce the effects of fluctuating foreign currency exchange rates.
Page 18
INTER PARFUMS, INC. AND SUBSIDIARIES
The Russian invasion of Ukraine has negatively
impacted our operations in both Russia and Ukraine. Since the invasion, we have been following regulations and sanctions which
vary by country. In fiscal 2021, our operations in Ukraine and Russia accounted for approximately 4% of consolidated net sales.
Future impacts on our business, including sanctions and counter-sanctions, are difficult to predict due to the high level of uncertainty
as to how these developments will evolve.
We are monitoring the effects of this conflict,
including the risks that may affect our business, and expect that we will adjust our plans accordingly as the situation progresses.
We do not expect any material credit losses as most of our receivables on sales to Russia and Ukraine are covered by insurance
or are being paid in advance.
For the nine months ended September 30,
2022, the activities related to Russia and Ukraine did not have a material impact on our consolidated financial statements.
Impact of COVID-19 Pandemic
A novel strain of coronavirus (“COVID-19”)
surfaced in late 2019 and in March 2020, the World Health Organization declared COVID-19 a pandemic. In response, various national,
state, and local governments issued decrees prohibiting certain businesses from operating and certain classes of workers from reporting
to work.
Retail store closings, event cancellations
and a shutdown of international air travel brought our sales to a virtual standstill and caused a significant unfavorable impact
on our results of operations in 2020.
Business significantly improved in the second half of 2020 and continued to improve throughout 2021 and thus far in 2022, as retail stores reopened, and consumers increased online purchasing. While we expect this trend to continue, the introduction of variants of COVID-19 in various parts of the world has caused the temporary re-implementation of governmental restrictions to prevent further spread of the virus. In addition, international air travel remains curtailed in many jurisdictions due to both governmental restrictions and consumer health concerns. While COVID-19 has significantly restricted international travel, the travel retail business is beginning to pick up. We remain confident that travel retail will once again be a source of growth over the long-term. Lastly, the improved economy has put significant strains on our supply chain causing disruptions affecting the procurement of components, the ability to transport goods, and related cost increases. These disruptions have come at a time when demand for our product lines has never been stronger or more sustained. We have been addressing this issue since the beginning of 2021, by ordering well in advance of need and in larger quantities. Since 2021, we have strived to carry more inventory overall, source the same components from multiple suppliers and when possible, manufacture products closer to where they are sold. We do not expect the supply chain bottlenecks to begin lifting until the second half of 2023. Therefore, despite recent business improvement, the impact of the COVID-19 pandemic might continue to have adverse effects on our results of our operations, financial position and cash flows through at least the first half of 2023.
Page 19
INTER PARFUMS, INC. AND SUBSIDIARIES
Recent Important Events
Salvatore Ferragamo
In October 2021, we closed on a transaction
agreement with Salvatore Ferragamo S.p.A., whereby an exclusive and worldwide license was granted for the production and distribution
of Ferragamo brand perfumes. Our rights under this license are subject to certain minimum advertising expenditures and royalty
payments as are customary in our industry. The license became effective in October 2021 and will last for 10 years with a 5-year
optional term, subject to certain conditions.
With respect to the management and coordination
of activities related to the license agreement, the Company operates through a wholly-owned Italian subsidiary based in Florence,
that was acquired from Salvatore Ferragamo on October 1, 2021. The acquisition together with the license agreement was accounted
for as an asset acquisition.
The following table summarizes the estimated
fair values of the assets acquired and liabilities assumed on October 1, 2021. All amounts have been translated to U.S. dollars
at the October 1, 2021 exchange rate.
(In thousands)
Inventories
$ 17,805
Trademarks and licenses
15,880
Other assets
3,033
Assets acquired
36,718
Liabilities assumed
(958 )
Total consideration
$ 35,760
Emanuel Ungaro
In October 2021, we
also entered into a 10-year exclusive global licensing agreement a with a 5-year optional term subject to certain conditions, with
Emanuel Ungaro Italia S.r.l, for the creation, development and distribution of fragrances and fragrance related products under
the Emanuel Ungaro brand. Our rights under this license are subject to certain minimum advertising expenditures and royalty payments
as are customary in our industry.
Donna Karan and DKNY
In September 2021, we entered into a long-term
global licensing agreement for the creation, development and distribution of fragrances and fragrance related products under the
Donna Karan and DKNY brands. Our rights under this license are subject to certain minimum advertising expenditures and royalty
payments as are customary in our industry. With this agreement, we are gaining several well-established and valuable fragrance
franchises, most notably Donna Karan Cashmere Mist and DKNY Be Delicious , as well as a significant loyal consumer
base around the world. In connection with the grant of license, we issued 65,342 shares of Inter Parfums, Inc. common stock valued
at $5.0 million to the licensor. The exclusive license became effective July 1, 2022, and we are planning to launch new fragrances
under these brands in 2024.
Page 20
INTER PARFUMS, INC. AND SUBSIDIARIES
Land and Building Acquisition –
Future Headquarters in Paris
In April 2021, Interparfums SA, our 73%
owned French Subsidiary, completed the acquisition of its headquarters at 10 rue de Solférino in the 7 th arrondissement
of Paris from the property developer. This is an office complex combining three buildings connected by two inner courtyards, and
consists of approximately 40,000 total sq. ft.
The purchase price includes the complete
renovation of the site and includes the purchase of several apartments in the surrounding area to
be used as additional office space . As of September 30, 2022, $135.5 million of the purchase price, including approximately
$4.1 million of acquisition costs, is included in property, equipment and leasehold improvements on the accompanying balance sheet
as of September 30, 2022. The purchase price has been allocated approximately $55.9 million to land and $79.6 million to the building.
The building, which was delivered on February 28, 2022, includes the building structure, development of the property, façade
waterproofing, general and technical installations and interior fittings that will be depreciated over a range of 7 to 50 years.
The Company has elected to depreciate the building cost based on the useful lives of its components. Approximately $3.4 million
of cash held in escrow is included in property, equipment and leasehold improvements on the accompanying balance sheet as of September
30, 2022.
The acquisition was financed by a 10-year
€120 million (approximately $117 million) bank loan which bears interest at one-month Euribor plus 0.75%. Approximately €80
million of the variable rate debt was swapped for variable interest rate debt with a maximum rate of 2% per annum.
Discussion of Critical Accounting Policies
Information regarding our critical accounting
policies can be found in our 2021 Annual Report on Form 10-K filed with the SEC.
Results of Operations
Three and Nine Months Ended September 30, 2022 as
Compared to the Three and Nine Months Ended September 30, 2021
Net Sales:
(in millions)
Three months ended
September 30,
Nine months ended
September 30,
2022
2021
%
Change
2022
2021
%
Change
European based product sales
$ 198.3
$ 206.1
(4 %)
$ 546.7
$ 527.0
4 %
United States based product sales
82.2
56.6
45 %
229.2
141.8
62 %
$ 280.5
$ 262.7
7 %
$ 775.9
$ 668.8
16 %
Page 21
INTER
PARFUMS, INC. AND SUBSIDIARIES
Net sales for the three months ended September 30, 2022, increased 7% from the three months ended September 30, 2021. At comparable foreign currency exchange rates, net sales increased 12% from the third quarter of 2021 of which 9% is related to new brands. The average dollar/euro exchange rate for the current third quarter was 1.01 compared to 1.18 in the third quarter of 2021, while for the nine months ended September 2022 the average dollar/euro exchange rate was 1.06 compared to 1.19 in the nine months ended September 2021. Net sales for the nine months ended September 30, 2022, increased 16% as compared to the nine months ended September 2021. At comparable foreign currency exchange rates, net sales increased 21% from the nine months ended September 2021 of which 8% is related to new brands.
Despite supply chain disruptions, inflation,
lockdowns, transportation issues, the strength of the dollar, sanctions, the slow recovery of international travel, logistics difficulties
in the U.S. caused by a change in shipping software by our local partner in the first half of this year, and the war in Eastern
Europe, 2022 is proving to be an exceptionally strong year for us on both sides of the Atlantic. Our U.S. operations growth was
substantially due to the incremental sales of Ferragamo, Donna Karan and DKNY. New flankers which launched this year includes Away
by Abercrombie & Fitch, and Wave X by Hollister.
For the three months ended September 30,
2022, the surge in the dollar masked the gains by our leading brands within our European operations. Montblanc, for example, net
sales declined by 6% in dollars but grew 10% in euro. Similarly, Jimmy Choo brand sales rose 12% in dollars and 32% in euro, while
Coach sales decreased 12% in dollars and grew 3% in euros. In fact, in total, our European operations generated sales growth of
12% in euro but decreased 4% in dollars. This year, we launched Coach Open Road and Jimmy Choo I Want Choo Forever, along
with the continued rollouts of the Moncler duo and Montblanc Legend Red , Jimmy Choo Man Aqua , Lanvin Mon Éclat ,
Kate Spade Sparkle and Coach Wild Rose .
The favorable trends in the first half continued into the third quarter and we look forward to executing
our plans for the remainder of the year. Our brands are in high demand in a robust environment for the fragrance industry. We have
a number of new product launches in the fourth quarter of the year, including Cosmic Sky for Anna Sui, Ferragamo AMO
Oriental Wood and Signorina Limited Edition for U.S. operations. In addition, during the fourth quarter of the year,
we will continue the distribution of existing Donna Karan and DKNY fragrances. For European operations, Kate Spade Cherie and
a new member of the Collection Extraordinaire by Van Cleef & Arpels will debut. In sum, 2022 has all the earmarks
of another superb year as the growth catalysts currently far outweigh the headwinds.
Page 22
INTER
PARFUMS, INC. AND SUBSIDIARIES
Net
Sales to Customers by Region
Nine
months ended September 30,
(In
millions)
2022
2021
North
America
$ 284.7
$ 273.4
Western
Europe
196.3
146.8
Asia
120.2
97.8
Middle
East
66.3
46.8
Central
and South America
56.2
43.8
Eastern
Europe
45.6
54.0
Other
6.6
6.2
$ 775.9
$ 668.8
Our U.S. distribution subsidiary
for European based products had encountered shipping related issues following a change in the distribution software by its logistics
partner in the first half of 2022. Although those issues have been resolved, U.S. sales of European brands were negatively impacted.
As a result, sales in our largest market, North America, rose only 4% as compared to Western Europe and Asia where comparable sales
increased 34% and 23%, respectively. Our sales in the Middle East, and Central and South America, were also robust, up 41% and
28%, respectively. Only sales in Eastern Europe declined owing to the war in Ukraine.
Gross
Profit margin
Three
months ended
Nine
months ended
September
30,
September
30,
(in millions)
2022
2021
2022
2021
European
operations
Net sales
$ 198.2
$ 206.1
$ 546.7
$ 527.0
Cost of sales
60.5
68.7
176.1
177.4
Gross
margin
$ 137.7
$ 137.4
$ 370.6
$ 349.6
Gross
margin as a % of net sales
69.5 %
66.6 %
67.8 %
66.3 %
United
States operations
Net sales
$ 82.2
$ 56.6
$ 229.1
$ 141.8
Cost of sales
38.0
26.6
105.4
66.4
Gross
margin
$ 44.2
$ 30.0
$ 123.7
$ 75.4
Gross
margin as a % of net sales
53.8 %
53.1 %
54.0 %
53.2 %
For European based operations, gross profit margin as a percentage of net sales was 69.5% and 67.8% for
the three and nine months ended September 30, 2022, respectively, as compared to 66.6% and 66.3% for the corresponding periods
of the prior year. We carefully monitor movements in foreign currency exchange rates as almost 50% of our European based operations
net sales is denominated in U.S. dollars, while most of our costs are incurred in euro. From a margin standpoint, a strong U.S.
dollar has a positive effect on our gross margin while a weak U.S. dollar has a negative effect. The average dollar/euro exchange
rate was 1.01 in the 2022 third quarter compared to 1.18 in the third quarter of 2021. The margin gains in 2022 are primarily the
result of the stronger U.S. dollar. Our pricing actions as well as favorable mix, resulting from less giftset sales compared to
the prior year, also added to our gross margin gains, however, increased
transportation and component costs offset much of those benefits.
As
previously mentioned, supply chain disruptions affecting the procurement of components, the ability to transport goods, and related
cost increases have and are expected to continue to have a negative impact on sales and gross margin. We have been addressing
these issues and have implemented processes to mitigate the potential impact.
Page 23
INTER
PARFUMS, INC. AND SUBSIDIARIES
For United States operations, gross profit margin was 53.8% and 54.0% for the three and nine months ended
September 30, 2022, respectively, as compared to 53.1% and 53.2% for the corresponding periods of the prior year. The increase
in sales for the nine months ended September 30, 2022, as compared to the corresponding period of the prior year, allowed us to
better absorb fixed expenses such as depreciation and
point of sale expenses, and we also benefited from favorable giftset mix.
Generally,
we do not bill customers for shipping and handling costs, and such costs, which aggregated $5.5 million and $11.0 million for
the three and nine months ended September 30, 2022, respectively, as compared to $3.3 million and $7.1 million for the corresponding
periods of the prior year, are included in selling, general and administrative expenses in the consolidated statements of income.
As such, our Company’s gross profit may not be comparable to other companies, which may include these expenses as a component
of cost of goods sold.
Selling,
general and administrative expenses
Three
months ended
Nine
months ended,
September
30,
September
30,
(In
millions)
2022
2021
2022
2021
European
Operations
Selling,
general and administrative expenses
$ 83.4
$ 79.9
$ 231.2
$ 210.2
Selling,
general and administrative expenses as a percent of net sales
42.1 %
38.8 %
42.3 %
39.9 %
United
States Operations
Selling,
general and administrative expenses
$ 34.0
$ 19.9
$ 92.1
$ 52.2
Selling,
general and administrative expenses as a percent of net sales
41.4 %
35.1 %
40.2 %
36.8 %
For European operations, selling, general and administrative expenses increased 4.4% and 10.0% for the
three and nine months ended September 30, 2022, as compared to the corresponding period of the prior year, and represented 42.1%
and 42.3% of net sales for the three and nine months ended September 30, 2022, respectively, as compared to 38.8% and 39.9% for
the three and nine months ended September 30, 2021, respectively. For
United States operations, selling, general and administrative expenses increased 71.1% and 76.5% for the three and nine months
ended September 30, 2022, as compared to the corresponding period of the prior year, and represented 41.4% and 40.2% of net sales
for the three and nine months ended September 30, 2022, respectively, as compared to 35.1% and 36.8% for the three and nine months
ended September 30, 2021, respectively. As discussed in more detail below, the increased selling, general and administrative expenses
as a percent of net sales are primarily the result of increases in promotion and advertising expenditures. Additionally, as the
US based operations have been growing, expenses related to salaries and benefits has grown more rapidly as we build the organization
to support the growth.
Promotion
and advertising included in selling, general and administrative expenses aggregated $44.8
million and $124.9 million for the three and nine months ended September 30, 2022, respectively, as compared to $40.3 million
and $95.3 million for the corresponding periods of the prior year. Promotion and advertising represented 16.0% and 16.1% of net
sales for the three and nine months ended September 30, 2022, respectively, as compared to 15.3% and 14.2% for the corresponding
periods of the prior year. Throughout 2021, sales rebounded far more rapidly than originally anticipated causing us to
play catchup with promotional and adverting programs throughout the year. Promotion and advertising are integral parts of our
industry, and we continue to invest heavily to support new product launches and to build brand awareness. We believe that our
promotion and advertising efforts have had a beneficial effect on online net sales. All of our brands have benefitted from newly
launched and enhanced e-commerce sites in existing markets in collaboration with our retail customers on their e-commerce sites.
We also continue to develop and implement omnichannel concepts and compelling content to deliver an integrated consumer experience.
We anticipate that on a full year basis, promotion and advertising expenditures will aggregate approximately 21% of net sales,
which is in line with pre-COVID historical averages.
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INTER
PARFUMS, INC. AND SUBSIDIARIES
Royalty expense included in selling, general and administrative expenses aggregated $23.1
million and $61.4 million for the three and nine months ended September 30, 2022, respectively, as compared to $20.5 million and
$52.0 million for the corresponding periods of the prior year. Royalty expense represented 8.3% and 7.9 % of net sales for the
three and nine months ended September 30, 2022, as compared to 7.8% of net sales for both the corresponding periods of the prior
year. Royalty expense as a percentage of net sales increased in 2022 as the mix of sales with a royalty basis has increased year
over year.
Income
from Operations
As
a result of the above analysis regarding net sales, gross profit margins and selling, general and administrative expenses, our
operating margins aggregated 23.0% and 22.1% for the three and nine months ended September 30, 2022, respectively, as compared
to 25.7% and 24.0% for the corresponding periods of the prior year.
Other
Income and Expense
Traditionally, interest
expense was primarily related to the financing of brand and licensing acquisitions. However, in April 2021, we completed the acquisition
of the headquarters of Interparfums SA. The acquisition was financed by a 10-year €120 million (approximately $117 million)
bank loan which bears interest at one-month Euribor plus 0.75%. Also in 2021, approximately €80 million of the variable rate
debt was swapped for variable rate debt with a maximum interest rate of 2%.
We enter into foreign currency forward exchange
contracts to manage exposure related to receivables from unaffiliated third parties denominated in a foreign currency and occasionally
to manage risks related to future sales expected to be denominated in a foreign currency. Gains and losses on foreign currency
transactions have not been significant. Almost 50% of net sales of our European operations are denominated in U.S. dollars.
Interest and investment
income for the three months ended September 30, 2022, includes a gain of $2.3 million, as compared to a loss of $0.1 million for
the corresponding period of the prior year, resulting from the interest rate swap. For the nine months ended September 30, 2022,
the Company recognized a gain of $6.4 million related to the interest rate swap which was largely offset by losses of $5.3 million
on marketable equity securities during the same period.
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INTER
PARFUMS, INC. AND SUBSIDIARIES
Income
Taxes
Our
consolidated effective tax rate was 23% for the nine months ended September 30, 2022, as compared to 28% for the corresponding
periods of the prior year.
The
effective tax rate for European operations was 25% for the nine months ended September 30, 2022, as compared to 30% for the corresponding
period of the prior year. As previously disclosed, a global settlement agreement was reached with the French Tax Authorities in
June 2021, whereby Interparfums SA agreed to pay €2.5 million (approximately $3.0 million) relating to activities between
Interparfums SA and its wholly owned subsidiary, Inter Parfums (Suisse) Sarl. The balance of the decline is primarily the result of a decrease in
the French corporate income tax rate from 28% to 25%.
Our effective tax rate for U.S. operations was 11% for the nine months ended September 30, 2022,
as compared to 17% for the corresponding period of the prior year. Our effective tax rate differs from the 21% statutory rate due
to state, local and foreign taxes, offset by benefits received from the exercise of stock options as well as deductions we are
allowed for a portion of our foreign derived intangible
income. Additionally, in the third quarter our U.S. operations recognized a one-time tax benefit of $2.5 million associated with
the 2021 Salvatore Ferragamo acquisition. At the time of the acquisition, we had not recognized deferred tax benefits as there
were uncertainties concerning its potential recoverability; however, as of September 30, 2022, the recoverability is deemed likely.
The lower effective tax rate in 2021 is primarily a result of discrete tax items related to benefits received from the exercise
of stock options.
Other
than as discussed above, we did not experience any significant changes in tax rates, and none were expected in jurisdictions where
we operate.
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INTER
PARFUMS, INC. AND SUBSIDIARIES
Net
Income
Three
months ended
September 30,
Nine
months ended
September 30,
2022
2021
2022
2021
(In
thousands)
Net
income European operations
$ 42,417
$ 41,455
$ 106,722
$ 96,822
Net
income United States operations
10,880
8,372
27,386
18,667
Net
income
53,297
49,827
134,108
115,489
Less:
Net income attributable to the noncontrolling interest
11,874
11,511
29,769
26,854
Net
income attributable to Inter Parfums, Inc.
$ 41,423
$ 38,316
$ 104,339
$ 88,635
Net
income attributable to European operations was $42.4 million and $106.7 million for the three and nine months ended September
30, 2022, respectively, as compared to $41.5 million and $96.8 million for the corresponding period of the prior year. Net income
attributable to United States operations was $10.9 million and $27.4 million for the three and nine months ended September 30,
2022, respectively, as compared to $8.4 million and $18.7 million for the corresponding period of the prior year. The fluctuations
in net income for both European operations and United States operations are directly related to the previous discussions relating
to changes in sales, gross margin, and selling, general and administrative expenses.
The
noncontrolling interest arises from our 73% owned subsidiary in Paris, Interparfums SA, which is also a publicly traded company
as 27% of Interparfums SA shares trade on the NYSE Euronext. Net income attributable to the noncontrolling interest is directly
related to the profitability of our European operations and aggregated 28% of European operations net income for all periods presented.
Net margins attributable to Inter Parfums, Inc. for the nine months ended September 30, 2022 and 2021 aggregated 13.4% and 13.3%,
respectively.
Liquidity
and Capital Resources
Our
conservative financial tradition has enabled us to amass significant cash balances. As of September 30, 2022, we had $177 million
in cash, cash equivalents and short-term investments, most of which is held in euro by our European operations and is readily
convertible into U.S. dollars. We have not had any liquidity issues to date, and do not expect any liquidity issues relating to
such cash and cash equivalents and short-term investments. As of September 30, 2022, short-term investments include approximately
$16.2 million of marketable equity securities.
As
of September 30, 2022, working capital aggregated $459 million and we had a working capital ratio of 2.9 to 1. Approximately 77%
of the Company’s total assets are held by European operations, and approximately $146 million of trademarks, licenses and
other intangible assets are also held by European operations.
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INTER
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The
Company is party to a number of license and other agreements for the use of trademarks and rights in connection with the manufacture
and sale of its products expiring at various dates through 2033. In connection with certain of these license agreements, the Company
is subject to minimum annual advertising commitments, minimum annual royalties and other commitments. See Item 8. Financial
Statements and Supplementary Data – Note 12 – Commitments in our 2021 annual report on Form 10-K. Future advertising
commitments are estimated based on planned future sales for the license terms that were in effect at December 31, 2021, without
consideration for potential renewal periods and do not reflect the fact that our distributors share our advertising obligations.
The
Company hopes to continue to benefit from its strong financial position to potentially acquire one or more brands, either on a
proprietary basis or as a licensee. As we recently reported, we entered into a long-term global licensing agreement for the creation,
development and distribution of fragrances and fragrance related products under the Donna Karan and DKNY brands. This license
took effect on July 1, 2022. Opportunities for external growth are regularly examined, with the priority of maintaining the quality
and homogeneous nature of our portfolio. However, we cannot assure you that any new license or acquisition agreements will be
consummated.
Cash used in operating activities aggregated $8.2 million for the nine months ended September
30, 2022, as compared to cash provided by operating activities of $101.3 million for the corresponding period of the prior year.
For the nine months ended September 30, 2022, working capital items used $159.2 million in cash from operating activities, as compared
to $36.8 million in the 2021 period. Although from a cash flow perspective accounts receivable is up 56% from year end 2021, the
balance is reasonable based on 2022 record sales levels and reflects a combination of high volumes of shipments towards the end
of the third quarter as well as some payment schedules extended going into the holiday season resulting in day’s sales outstanding
increasing to 80 days, up from 70 days in the corresponding period of the prior year. While the day’s sales outstanding has
increased, we are still seeing strong collection activity and do not anticipate any issues with collections of accounts receivable.
From a cash flow perspective, inventory levels as of September 30, 2022, increased 55% from year end 2021. As of December 31, 2021,
although inventories include product needed to support new launches, the overall balance was lower than historic levels due primarily
to supply chain disruptions. We have been addressing this issue by ordering well in advance of need and in larger quantities. Since
2021, we have strived to carry more inventory overall, source the same components from multiple suppliers and when possible, manufacture
products closer to where they are sold. We believe that our inventory levels are reasonable to support our projected sales and
new product pipeline while not exceeding reasonable levels and creating excess and obsolete liabilities.
Cash
flows used in investing activities in 2022 reflect purchases and sales of short-term investments. These investments include certificates
of deposit with maturities greater than three months. Approximately $41 million of such certificates of deposit contain penalties
where we would forfeit a portion of the interest earned in the event of early withdrawal.
Our
business is not capital intensive as we do not own any manufacturing facilities. On a full year basis, we typically spend approximately
$5.0 million on tools and molds, depending on our new product development calendar. During the nine months ended September 30,
2022, approximately $23.7 million was added to property costs relating to our new Paris corporate headquarters. Capital expenditures
also include amounts for office fixtures, computer equipment and industrial equipment needed at our distribution centers.
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INTER
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Our
short-term financing requirements are expected to be met by available cash on hand at September 30, 2022, and short-term credit
lines provided by domestic and foreign banks. The principal credit facilities for 2022 consist of a $20.0 million unsecured revolving
line of credit provided by a domestic commercial bank and approximately $26 million in credit lines provided by a consortium of
international financial institutions. There were no short-term borrowings outstanding pursuant to these facilities as of both
September 30, 2022 and 2021.
In
February 2021, our Board of Directors authorized an annual dividend of $1.00, payable quarterly. In February 2022, our Board authorized
a 100% increase in the annual dividend to $2.00 per share. The next quarterly cash dividend of $0.50 per share is payable on December
30, 2022, to shareholders of record on December 15, 2022.
We
believe that funds provided by or used in operations can be supplemented by our present cash position and available credit facilities,
so that they will provide us with sufficient resources to meet all present and reasonably foreseeable future operating needs.
Inflation
rates in the U.S. and foreign countries in which we operate did not have a significant impact on operating results for the nine
months ended September 30, 2022.
Item
3: QUANTITATIVE
AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
General
We
address certain financial exposures through a controlled program of risk management that primarily consists of the use of derivative
financial instruments. We primarily enter into foreign currency forward exchange contracts in order to reduce the effects of fluctuating
foreign currency exchange rates. We do not engage in the trading of foreign currency forward exchange contracts or interest rate
swaps.
Foreign
Exchange Risk Management
We
periodically enter into foreign currency forward exchange contracts to hedge exposure related to receivables denominated in a
foreign currency and to manage risks related to future sales expected to be denominated in a currency other than our functional
currency. We enter into these exchange contracts for periods consistent with our identified exposures. The purpose of the hedging
activities is to minimize the effect of foreign exchange rate movements on the receivables and cash flows of Interparfums SA,
whose functional currency is the euro. All foreign currency contracts are denominated in currencies of major industrial countries
and are with large financial institutions, which are rated as strong investment grade.
All
derivative instruments are required to be reflected as either assets or liabilities in the balance sheet measured at fair value.
Generally, increases or decreases in fair value of derivative instruments will be recognized as gains or losses in earnings in
the period of change. If the derivative is designated and qualifies as a cash flow hedge, then the changes in fair value of the
derivative instrument will be recorded in other comprehensive income.
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INTER
PARFUMS, INC. AND SUBSIDIARIES
Before
entering into a derivative transaction for hedging purposes, we determine that the change in the value of the derivative will
effectively offset the change in the fair value of the hedged item from a movement in foreign currency rates. Then, we measure
the effectiveness of each hedge throughout the hedged period. Any hedge ineffectiveness is recognized in the income statement.
At
September 30, 2022, we had foreign currency contracts in the form of forward exchange contracts of approximately U.S. $90.0 million,
GB £2.0 million and JPY ¥50.0 million with maturities of less than one year. We believe that our risk of loss as
the result of nonperformance by any of such financial institutions is remote.
Interest
Rate Risk Management
We
mitigate interest rate risk by monitoring interest rates, and then determining whether fixed interest rates should be swapped
for floating rate debt, or if floating rate debt should be swapped for fixed rate debt.
Item
4. CONTROLS
AND PROCEDURES
Evaluation
of Disclosure Controls and Procedures
Our
Chief Executive Officer and Chief Financial Officer have reviewed and evaluated the effectiveness of our disclosure controls and
procedures (as defined in the Securities Exchange Act of 1934 Rule 13a-15(e)) as of the end of the period covered by this quarterly
report on Form 10-Q (the “Evaluation Date”). Based on their review and evaluation, our Chief Executive Officer and
Chief Financial Officer have concluded that as of the Evaluation Date, our Company’s disclosure controls and procedures were effective.
Changes
in Internal Control Over Financial Reporting
There
has been no change in our internal control over financial reporting (as defined in Rule 13a-15(f) of the Securities Exchange Act
of 1934) that occurred during the quarterly period covered by this report on Form 10-Q that has materially affected, or is reasonably
likely to materially affect, the Company’s internal control over financial reporting.
Part
II. Other Information
Items
1. Legal Proceedings, 1A. Risk Factors, 2. Unregistered Sales of Equity Securities and Use of Proceeds, 3. Defaults Upon Senior
Securities, 4. Mine Safety Disclosures and 5. Other Information, are omitted as they are either not applicable or have
been included in Part I.
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INTER
PARFUMS, INC. AND SUBSIDIARIES
Item
6. Exhibits.
The
following documents are filed herewith:
Exhibit
No.
Description
Page
Number
31.1
Certifications required by Rule 13a-14(a) of Chief Executive Officer
32
31.2
Certifications required by Rule 13a-14(a) of Chief Financial Officer and Principal Accounting Officer
33
32.1
Certification required by Section 906 of the Sarbanes-Oxley Act of Chief Executive Officer
34
32.2
Certification required by Section 906 of the Sarbanes-Oxley Act of Chief Financial Officer and Principal Accounting Officer
35
101
Interactive
data files
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INTER
PARFUMS, INC. AND SUBSIDIARIES
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized on the 9th day of November 2022.
INTER PARFUMS, INC.
By:
/s/ Michel
Atwood
Chief Financial Officer
Page 32
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.