UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
Amendment No. 1
(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, 2023 .
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 7, 2023, there were 31,980,805 shares of common
stock, par value $.001 per share, outstanding.
Explanatory Note
Inter Parfums, Inc. (the “Company”)
is filing this Amendment No. 1 on Form 10-Q/A (this “Amendment”) to its Quarterly Report on Form 10-Q for the quarterly
period ended September 30, 2023, which was originally filed with the Securities and Exchange Commission on November 7, 2023 (the
“Original Filing”). This Amendment is being filed to correct one line item in the Consolidated Statements of Changes
in Equity, “Noncontrolling interest, end of period” as at September 30, 2023 from $697,321 to $186,558. The Company
believes, although it is uncertain, that the incorrect number was caused by either a glitch in the software used in connection
with the preparation of, or conversion into, the Original Filing, or third-party operator error.
Other than as expressly set forth herein, this Amendment does not, and does not purport to, amend, update
or restate the information in Original Filing or reflect any events that have occurred after the Original Filing was made. Information
not affected by this Amendment remains unchanged and reflects the disclosures made at the time as of which the Original Filing
was made. No changes other than as set forth above have been made to the financial statements of the Company as contained in the
Original Filing. Accordingly, this Amendment should be read together with the Original Filing and the other filings of the Company
with the SEC.
INTER PARFUMS, INC. AND SUBSIDIARIES
INDEX
Page
Number
Part I. Financial Information
1
Item 1.
Financial Statements
Consolidated Balance Sheets as of September 30, 2023 and December 31, 2022
2
Consolidated Statements of Income for the Three and Nine Months Ended September 30, 2023 and September 30, 2022
3
Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2023 and September 30, 2022
4
Consolidated Statements of Changes in Equity for the Nine Months Ended September 30, 2023 and September 30, 2022
5
Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2023 and September 30, 2022
6
Notes to Consolidated Financial Statements
7
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
16
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
26
Item 4.
Controls and Procedures
27
Part II. Other Information
27
Item 2.
Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities
27
Item 6.
Exhibits
28
Signatures
29
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, 2022, included
in our annual report filed on Form 10-K.
The results of operations for the nine months
ended September 30, 2023, 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,
2023
December 31,
2022
Current assets:
Cash and cash equivalents
$ 79,764
$ 104,713
Short-term investments
103,745
150,833
Accounts receivable, net
288,085
197,584
Inventories
364,270
289,984
Receivables, other
13,645
28,803
Other current assets
26,847
15,650
Income taxes receivable
498
157
Total current assets
876,854
787,724
Property, equipment and leasehold improvements, net
163,002
166,722
Right-of-use assets, net
29,359
27,964
Trademarks, licenses and other intangible assets, net
286,697
290,853
Deferred tax assets
16,063
11,159
Other assets
22,422
24,120
Total assets
$ 1,394,397
$ 1,308,542
LIABILITIES AND EQUITY
Current liabilities:
Loans payable - banks
$ 4,501
$ —
Current portion of long-term debt
41,768
28,547
Current portion of lease liabilities
5,687
5,296
Accounts payable – trade
87,161
88,388
Accrued expenses
200,065
213,621
Income taxes payable
23,913
8,715
Total current liabilities
363,095
344,567
Long–term debt, less current portion
128,983
151,494
Lease liabilities, less current portion
25,452
24,335
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 31,980,805 and 31,967,300 shares at September 30, 2023 and December
31, 2022, respectively
32
32
Additional paid-in capital
95,752
90,186
Retained earnings
703,091
620,095
Accumulated other comprehensive loss
( 59,802 )
( 56,056 )
Treasury stock, at cost, 9,949,865 and 9,864,805 shares at September 30, 2023 and December 31, 2022, respectively
( 48,764 )
( 37,475 )
Total Inter Parfums, Inc. shareholders’ equity
690,309
616,782
Noncontrolling interest
186,558
171,364
Total equity
876,867
788,146
Total liabilities and equity
$ 1,394,397
$ 1,308,542
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,
2023
2022
2023
2022
Net sales
$ 367,969
$ 280,462
$ 988,936
$ 775,865
Cost of sales
132,962
98,562
362,568
281,525
Gross margin
235,007
181,900
626,368
494,340
Selling, general and administrative expenses
147,805
117,424
393,866
323,249
Income from operations
87,202
64,476
232,502
171,091
Other expenses (income):
Interest expense
2,397
682
7,030
2,589
(Gain) loss on foreign currency
( 669 )
273
( 656 )
( 2,245 )
Interest and investment income
( 1,062 )
( 3,343 )
( 8,421 )
( 2,341 )
Other (income) expense
( 77 )
346
( 125 )
( 98 )
Nonoperating expense (income)
589
( 2,042 )
( 2,172 )
( 2,095 )
Income before income taxes
86,613
66,518
234,674
173,186
Income taxes
20,493
13,221
55,128
39,078
Net income
66,120
53,297
179,546
134,108
Less: Net income attributable to the noncontrolling interest
12,906
11,874
37,312
29,769
Net income attributable to Inter Parfums, Inc.
$ 53,214
$ 41,423
$ 142,234
$ 104,339
Earnings per share:
Net income attributable to Inter Parfums, Inc. common shareholders:
Basic
$ 1.66
$ 1.30
$ 4.44
$ 3.28
Diluted
$ 1.66
$ 1.30
$ 4.42
$ 3.26
Weighted average number of shares outstanding:
Basic
31,976
31,860
32,000
31,848
Diluted
32,124
31,968
32,149
31,977
Dividends declared per share
$ 0.625
$ 0.50
$ 1.875
$ 1.50
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,
2023
2022
2023
2022
Comprehensive income:
Net income
$ 66,120
$ 53,297
$ 179,546
$ 134,108
Other comprehensive income:
Net derivative instrument (loss) gain, net of tax
( 363 )
1,315
( 4,606 )
( 173 )
Transfer from OCI into earnings
—
—
1,709
992
Translation adjustments, net of tax
( 15,692 )
( 32,944 )
( 2,657 )
( 79,015 )
Comprehensive income
50,065
21,668
173,992
55,912
Comprehensive income attributable to the noncontrolling interests:
Net income
12,906
11,874
37,312
29,769
Other comprehensive income:
Net derivative instrument (loss) gain, net of tax
( 100 )
362
( 327 )
( 49 )
Translation adjustments, net of tax
( 4,892 )
( 10,012 )
( 1,481 )
( 24,174 )
Comprehensive income attributable to the noncontrolling interests
7,914
2,224
35,504
5,546
Comprehensive income attributable to Inter Parfums, Inc.
$ 42,151
$ 19,444
$ 138,488
$ 50,366
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,
2023
2022
Common
stock, beginning and end of period
$ 32
$ 32
-
-
32
32
Additional paid-in
capital, beginning of period
90,186
87,132
Shares issued
upon exercise of stock options
5,523
1,816
Share-based
compensation
935
1,017
Purchase
of subsidiary shares
( 892 )
( 4,305 )
Additional
paid-in capital, end of period
95,752
85,660
Retained earnings, beginning of period
620,095
560,663
Net
income
142,234
104,339
Dividends
( 60,058 )
( 47,782 )
Share-based
compensation
820
1,664
Retained earnings,
end of period
703,091
618,884
Accumulated other
comprehensive loss, beginning of period
( 56,056 )
( 38,432 )
Foreign
currency translation adjustment, net of tax
( 1,176 )
( 54,841 )
Transfer
from other comprehensive income into earnings
1,709
992
Net
derivative instrument loss, net of tax
( 4,279 )
( 124 )
Accumulated
other comprehensive loss, end of period
( 59,802 )
( 92,405 )
Treasury stock, beginning of period
( 37,475 )
( 37,475 )
Shares
repurchased
( 11,289 )
—
Treasury stock,
end of period
( 48,764 )
( 37,475 )
Noncontrolling interest, beginning of period
171,364
166,412
Net
income
37,312
29,769
Foreign
currency translation adjustment, net of tax
( 1,481 )
( 24,174 )
Net
derivative instrument loss, net of tax
( 327 )
( 49 )
Share-based
compensation (adjustment)
133
( 353 )
Purchase of subsidiary
shares
( 142 )
( 152 )
Transfer of subsidiary
shares purchased
—
55
Dividends
( 20,301 )
( 16,056 )
Noncontrolling
interest, end of period
186,558
155,452
788,146
738,332
179,546
134,108
Total
equity
$ 876,867
$ 730,148
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,
2023
2022
Cash flows from operating activities:
Net income
$ 179,546
$ 134,108
Adjustments to reconcile net income to net cash provided
by (used in) operating activities:
Depreciation and amortization
12,781
10,936
Provision for doubtful accounts
( 560 )
2,004
Noncash stock compensation
1,887
2,353
Share of income of equity investment
( 125 )
( 98 )
Noncash lease expense
4,163
4,074
Deferred tax benefit
( 5,075 )
( 3,658 )
Change in fair value of derivatives
740
1,348
Changes in:
Accounts receivable
( 96,076 )
( 89,605 )
Inventories
( 76,786 )
( 109,377 )
Other assets
3,077
2,615
Operating lease liabilities
( 4,044 )
( 3,887 )
Accounts payable and accrued expenses
( 10,919 )
26,406
Income taxes, net
15,669
14,606
Net cash provided by (used in) operating activities
24,278
( 8,175 )
Cash flows from investing activities:
Purchases of short-term investments
( 145,427 )
( 2,862 )
Proceeds from sale of short-term investments
192,568
5,346
Purchases of property, equipment and leasehold improvements
( 4,574 )
( 32,615 )
Payment for intangible assets acquired
( 2,063 )
( 3,757 )
Net cash provided by (used in) investing activities
40,504
( 33,888 )
Cash flows from financing activities:
Proceeds from loans payable, bank
4,501
—
Proceeds from issuance of long-term debt
13,680
—
Repayment of long-term debt
( 22,527 )
( 14,210 )
Proceeds from exercise of options
5,523
1,816
Purchase of subsidiary shares from noncontrolling interest
—
( 4,402 )
Dividends paid
( 60,058 )
( 47,782 )
Dividends paid to noncontrolling interest
( 20,301 )
( 16,056 )
Purchase of treasury stock
( 11,289 )
—
Net cash used in financing activities
( 90,471 )
( 80,634 )
Effect of exchange rate changes on cash
740
( 4,413 )
Net decrease in cash and cash equivalents
( 24,949 )
( 127,110 )
Cash and cash equivalents - beginning of period
104,713
168,387
Cash and cash equivalents - end of period
$ 79,764
$ 41,227
Supplemental disclosure of cash flow information:
Cash paid for:
Interest
$ 4,659
$ 2,091
Income taxes
44,693
27,718
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, 2022.
2. Impact
of COVID-19 Pandemic:
Our
business has continued to significantly improve throughout 2022 and the first three quarters of 2023 after the disastrous effects
of the COVID-19 Pandemic starting in early 2020, as retail stores reopened, and consumers increased online purchasing. While the
COVID-19 Pandemic had significantly restricted international travel, the travel retail business has picked up. Lastly, we experienced
significant strains on our supply chain causing disruptions affecting the procurement of components, the ability to transport
goods, and related cost increases. These disruptions came at a time when demand for our product lines has never been stronger
or more sustained. We have addressed 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. The supply chain bottlenecks have been improving and while
lead times remain longer than pre-COVID, we do not expect significant disruptions going forward.
3. Recent
Agreements:
Roberto
Cavalli
In
July 2023, we closed a transaction agreement with Roberto Cavalli, whereby an exclusive and worldwide license was granted for
the production and distribution of Roberto Cavalli brand perfumes and fragrance related products. 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 July 2023 and will last for 6.5 years.
Lacoste
In
December 2022, we closed a transaction agreement with Lacoste, whereby an exclusive and worldwide license was granted for the
production and distribution of Lacoste brand perfumes and cosmetics. Our rights under this license are subject to certain minimum
advertising expenditures and royalty payments as are customary in our industry. The license becomes effective in January 2024
and will last for 15 years.
Dunhill
The
Dunhill fragrance license has expired on September 30, 2023 and will not be renewed. The Company has now entered the twelve month
sell-off period during which it will maintain the right to sell-off remaining Dunhill fragrance inventory, which is customary
in the fragrance industry. All usable components have been converted to finished goods, and any remaining components will be destroyed.
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 have gained 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 to the licensor valued at $5.0 million. The exclusive
license became effective July 1, 2022, and we are planning to launch new fragrances under these brands in 2024.
Page 7
INTER
PARFUMS, INC. AND SUBSIDIARIES
Notes
to Consolidated Financial Statements
Rochas
Fashion
Effective
January 1, 2021, we entered into a new license agreement modifying our Rochas fashion business model. The new agreement calls
for a reduction in royalties to be received. As a result, in the first quarter of 2021, we took a $2.4 million impairment charge
on our Rochas fashion trademark. In the fourth quarter of 2022, we again took a $6.8 million impairment charge on the Rochas fashion
trademark after an independent expert concluded that the valuation of the trademark was $11.3 million. The new license also contains
an option for the licensee to buy-out the Rochas fashion trademarks in June 2025 at its then fair market value.
Land
and Building Acquisition - Headquarters in Paris
In
April 2021, Interparfums SA, our 72 % 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 included the complete renovation of the site. As of September 30, 2023, $ 148.1 million of the purchase price, including
approximately $ 3 million of acquisition costs, is included in property, equipment and leasehold improvements on the accompanying
balance sheet. The purchase price has been allocated approximately $ 60.7 million to land and $ 87.4 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 $ 1.2 million
of cash held in escrow is also included in property, equipment and leasehold improvements on the accompanying balance sheet as
of September 30, 2023.
The
acquisition was financed by a 10 -year € 120 million (approximately $ 127.1 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. The swap effectively exchanges the variable interest rate to a fixed rate of approximately 1.1 %.
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.
Page 8
INTER
PARFUMS, INC. AND SUBSIDIARIES
Notes
to Consolidated Financial Statements
5. Inventories:
Inventories
consist of the following:
(In thousands)
September
30,
2023
December
31,
2022
Raw materials
and component parts
$ 151,344
$ 146,772
Finished
goods
212,926
143,212
Inventories
$ 364,270
$ 289,984
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.
Fair
Value Measurements at September 30, 2023
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
$ 103,745
$ 10,177
$ 92,776
$ 792
Interest
rate swaps
6,274
—
6,274
—
Total
asset
$ 110,019
$ 10,177
$ 99,050
$ 792
Liabilities:
Foreign
currency forward exchange contracts not accounted for using hedge accounting
$ 791
$ —
$ 791
$ —
Foreign
currency forward exchange contracts accounted for using hedge accounting
489
—
489
—
Total
liabilities
$ 1,280
$ —
$ 1,280
$ —
Page 9
INTER
PARFUMS, INC. AND SUBSIDIARIES
Notes
to Consolidated Financial Statements
Fair
Value Measurements at December 31, 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
$ 150,833
$ 19,861
$ 130,174
$ 798
Interest
rate swaps
6,758
—
6,758
—
Foreign
currency forward exchange contracts accounted for using hedge accounting
1,189
—
1,189
—
Total
asset
$ 158,780
$ 19,861
$ 138,121
$ 798
Liabilities:
Foreign
currency forward exchange contracts not accounted for using hedge accounting
68
—
68
—
Total
liabilities
$ 68
$ —
$ 68
$ —
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.
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.
Page 10
INTER
PARFUMS, INC. AND SUBSIDIARIES
Notes
to Consolidated Financial Statements
In
December 2022, to finance the acquisition of the Lacoste trademark, the Company entered into a € 50 million (approximately
$ 53 million) 4 -year term loan with a variable interest rate. This variable rate debt was swapped for variable interest rate debt
with a maximum rate of 2 % per annum. This swap is a hedged derivative instrument and is therefore recorded at fair value and changes
in fair value are reflected in other comprehensive income.
In
connection with the April 2021 acquisition of the office building complex in Paris, € 120 million (approximately $ 127.1 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 fixed rate of approximately 1.1 %. 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 the three and nine months ended September 30, 2023 and 2022.
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, 2023 resulted in a net asset and is included in other current assets on the accompanying balance
sheet.
At
September 30, 2023, we had foreign currency contracts in the form of forward exchange contracts in the amount of approximately
U.S. $ 58.0 million and GB £ 2.0 million which all have maturities of less than one year.
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.
Page 11
INTER
PARFUMS, INC. AND SUBSIDIARIES
Notes
to Consolidated Financial Statements
As
of September 30, 2023, the weighted average remaining lease term was 5.4 years and the weighted average discount rate used to
determine the operating lease liability was 3.0 %. Rental expense related to operating leases was $ 1.5 million and $ 4.5 million
for the three and nine months ended September 30, 2023, respectively, as compared to $ 1.2 million and $ 4.3 million for the corresponding
periods of the prior year. Operating lease payments included in operating cash flows totaled $ 4.0 million and $ 3.9 million for
the nine months ended September 30, 2023 and 2022, respectively, and noncash additions to operating lease assets totaled $ 5.7
million and $ 0.5 million for the nine months ended September 30, 2023 and 2022, 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, 2023 and 2022 aggregated $ 0.10 million and $ 0.11 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, 2023:
Number
of
Shares
Weighted
Average
Grant-Date
Fair
Value
Nonvested
options – beginning of period
168,730
$ 16.31
Nonvested options granted
—
—
Nonvested
options vested or forfeited
( 27,625 )
$ 13.91
Nonvested
options – end of period
141,105
$ 16.78
Share-based
payment expense decreased income before income taxes by $ 0.62 million and $ 1.89 million for the three and nine months ended September
30, 2023, respectively, as compared to $ 0.47 million and $ 2.35 million for the corresponding periods of the prior year. Share-based
payment expense decreased income attributable to Inter Parfums, Inc. by $ 0.41 million and $ 1.27 million for the three and nine
months ended September 30, 2023, respectively, as compared to $ 0.34 million and $ 1.52 million for the corresponding periods of
the prior year.
The
following table summarizes stock option information as of September 30, 2023:
Shares
Weighted
Average
Exercise
Price
Outstanding at January 1,
2023
441,580
$ 67.30
Options forfeited
( 20,025 )
72.22
Options
exercised
( 98,565 )
56.03
Outstanding at
September 30, 2023
322,990
$ 70.43
Options exercisable
181,885
$ 61.44
Options available for
future grants
579,000
Page 12
INTER
PARFUMS, INC. AND SUBSIDIARIES
Notes
to Consolidated Financial Statements
As
of September 30, 2023, the weighted average remaining contractual life of options outstanding is 2.15 years ( 0.34 years for options
exercisable); the aggregate intrinsic value of options outstanding and options exercisable is $ 20.64 million and $ 13.26 million ,
respectively; and unrecognized compensation cost related to stock options outstanding aggregated $ 1.7 million.
Cash
proceeds, tax benefits and intrinsic value related to stock options exercised during the nine months ended September 30, 2023
and 2022 were as follows:
(In thousands)
September
30,
2023
September
30,
2022
Cash proceeds
from stock options exercised
$ 5,523
$ 1,816
Tax benefits
900
320
Intrinsic value of
stock options exercised
6,135
2,105
There
were no options granted during the nine months ended September 30, 2023 and September 30, 2022.
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 92,998 has been determined taking into account
employee turnover. The aggregate cost of the grant of approximately $ 4.2 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. As of September 30, 2023 the Company acquired 87,609 shares at an aggregate cost of $ 4.1 million .
All
share purchases and issuances have been classified as equity transactions on the accompanying balance sheet.
Page 13
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,
2023
2022
2023
2022
Numerator:
Net
income attributable to Inter Parfums, Inc.
$ 53,214
$ 41,423
$ 142,234
$ 104,339
Denominator:
Weighted
average shares
31,976
31,860
32,000
31,848
Effect
of dilutive securities:
Stock
options
148
108
149
129
Denominator
for diluted earnings per share
32,124
31,968
32,149
31,977
Earnings
per share:
Net income attributable to Inter
Parfums, Inc. common shareholders:
Basic
$ 1.66
$ 1.30
$ 4.44
$ 3.28
Diluted
1.66
1.30
4.42
3.26
There
were no antidilutive potential common shares outstanding for the three and nine months ended September 30, 2023. 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 the three and nine months ended September 30, 2022, respectively.
Page 14
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,
2023
2022
2023
2022
Net
sales:
United
States
$ 134,469
$ 82,183
$ 327,359
$ 229,129
Europe
233,500
198,318
661,577
546,787
Eliminations
—
( 39 )
—
( 51 )
$ 367,969
$ 280,462
$ 988,936
$ 775,865
Net
income attributable to Inter Parfums, Inc.:
United
States
$ 20,157
$ 10,881
$ 46,067
$ 27,386
Europe
33,057
30,542
96,167
76,953
$ 53,214
$ 41,423
$ 142,234
$ 104,339
September
30,
December
31,
2023
2022
Total
Assets:
United
States
$ 340,375
$ 278,090
Europe
1,083,843
1,052,004
Eliminations
( 29,821 )
( 21,552 )
$ 1,394,397
$ 1,308,542
Page 15
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, 2022, and the reports Inter Parfums files from time to time with the Securities
and Exchange Commission (“SEC”). 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 72% owned subsidiary in Paris, Interparfums SA, which
is also a publicly traded company as 28% 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 67% and 70% of net sales for the nine months ended September 30, 2023
and 2022, 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. In addition, our exclusive and worldwide license for the production and distribution of
Lacoste brand perfumes and cosmetics becomes effective in January 2024.
Through
our United States operations, we also market fragrance and fragrance related products. United States operations represented 33%
and 30% of net sales for the nine months ended September 30, 2023 and 2022, 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, Roberto Cavalli 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 , GUESS, Donna Karan/DKNY and Ferragamo brand names. This diversified portfolio of top brands represented
74% of total sales for the first 9 months of 2023 up from 69% in 2022.
Page 16
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,
2023
2022
Montblanc
18 %
19 %
Jimmy Choo
17 %
18 %
Coach
15 %
15 %
GUESS
11 %
11 %
Donna Karan/DKNY
7 %
1 %
Ferragamo
5 %
5 %
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, the United States, and Italy.
We
grow our business in two distinct ways. First, we grow by adding new brands to our portfolio, through new licenses, 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 strong
brand portfolio with global reach and potential. As part of our strategy, we 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 17
INTER
PARFUMS, INC. AND SUBSIDIARIES
Impact
of COVID-19 Pandemic
Please
see our discussion of the Impact of the COVID-19 Pandemic, which is incorporated by reference to note 2 to the Consolidated Financial
Statements contained in this Quarterly Report on Form 10-Q for the quarter ended September 30, 2023.
Recent
Important Events
Please
see our discussion of Recent Important Events, which is incorporated by reference to note 3 to the Consolidated Financial Statements
contained in this Quarterly Report on Form 10-Q for the quarter ended September 30, 2023.
Discussion
of Critical Accounting Policies
Information
regarding our critical accounting policies can be found in our 2022 Annual Report on Form 10-K filed with the SEC.
Results
of Operations
Three
and Nine Months Ended September 30, 2023 as Compared to the Three and Nine Months Ended September 30, 2022
Net
Sales:
(in millions)
Three
months ended
September
30,
Nine
months ended
September
30,
2023
2022
%
Change
2023
2022
%
Change
European
based product sales
$ 233.5
$ 198.3
18 %
$ 661.5
$ 546.7
21 %
United
States based product sales
134.5
82.2
64 %
327.4
229.2
43 %
$ 368.0
$ 280.5
31 %
$ 988.9
$ 775.9
27 %
Net
sales for the three months ended September 30, 2023, increased 31% from the three months ended September 30, 2022. At comparable
foreign currency exchange rates, net sales increased 27% from the third quarter of 2022 of which 7% is related to new brands.
The average dollar/euro exchange rate for the current third quarter was 1.09 compared to 1.01 in the third quarter of 2022, while
for the nine months ended September 2023 the average dollar/euro exchange rate was 1.08 compared to 1.06 in the nine months ended
September 2022. Net sales for the nine months ended September 30, 2023, increased 27% as compared to the nine months ended September
2022. At comparable foreign currency exchange rates, net sales increased 26% from the nine months ended September 2022 of which
7% is related to new brands.
Continuing
the trend from the first half of 2023, the current third quarter was exceptionally strong for both European and United States
based operations, as net sales increased 18% and 64%, respectively, as compared to the corresponding period of the prior year.
As previously disclosed, the third quarter growth rate is favorably impacted by a lower base in 2022 where more gift sets were
shipped in the fourth quarter due to supply chain disruptions. We currently expect this phasing to adversely impact our fourth
quarter growth rates.
Page 18
INTER
PARFUMS, INC. AND SUBSIDIARIES
For
European based operations, our largest brands, Coach, Montblanc, and Jimmy Choo sales rose 32%, 20% and 6%, respectively, as compared
to the corresponding period of the prior year. Continuing the growth trend of the first half of 2023, third quarter sales by our
United States operations grew substantially, up 64%, largely from the continued success of GUESS fragrances which performed exceedingly
well during the quarter across all geographies and was up 59% from the third quarter of 2022. This was driven by the continued
growth in sales of the Seductive line within GUESS. Of note, the significant growth in the quarter builds upon the 45%
sales increase we reported for the third quarter of 2022. We also had strong sales of Ferragamo fragrances, which we have enriched
with sister scents for the Signorina and Storie di Seta collections. During the quarter, we initiated Phase 1 of
the Abercrombie & Fitch Fierce distribution roll-out. We began with introductory distribution of this iconic fragrance
in select markets and expect the majority of the Phase 1 distribution to roll-out during the fourth quarter. The increase was
also driven by the addition and extension of Donna Karan and DKNY to our portfolio. They have climbed to become our second largest
United States based brand in just one year under our expertise.
The
favorable trends in the first half of the year 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 large number
of brand extensions across many of our brands launching in the fourth quarter of the year, including Guess Bella Vita Paradiso .
In sum, 2023 has all the earmarks of another superb year as the growth catalysts currently far outweigh the headwinds, most notably
the somewhat limited travel retail business in Asia and supply chain disruptions that have largely abated.
Net
Sales to Customers by Region
Nine
months ended September 30,
(In millions)
2023
2022
North America
$ 370.1
$ 284.7
Western Europe
242.8
196.3
Asia
138.1
120.2
Middle East
82.6
66.3
Eastern Europe
75.4
45.6
Central and South America
71.7
56.2
Other
8.2
6.6
$ 988.9
$ 775.9
In
the first three quarters of 2023, sales in our largest market, North America, rose 30%, followed by Western Europe and Asia where
comparable three quarter year sales in both regions increased 24% and 15%, respectively. Our sales in Eastern Europe, Central
and South America and the Middle East were also robust, up 65%, 28% and 25%, respectively. Additionally, our travel retail business
is continuing to show signs of renewed life.
Page 19
INTER
PARFUMS, INC. AND SUBSIDIARIES
Three
months ended
Nine
months ended
Gross
Profit margin
September
30,
September
30,
(in
millions)
2023
2022
2023
2022
European
operations
Net
sales
$ 233.5
$ 198.2
$ 661.5
$ 546.7
Cost
of sales
73.3
60.5
220.6
176.1
Gross
margin
$ 160.2
$ 137.7
$ 440.9
$ 370.6
Gross
margin as a % of net sales
68.6 %
69.5 %
66.6 %
67.8 %
United
States operations
Net
sales
$ 134.5
$ 82.2
$ 327.4
$ 229.1
Cost
of sales
59.7
38.0
141.9
105.4
Gross
margin
$ 74.8
$ 44.2
$ 185.5
$ 123.7
Gross
margin as a % of net sales
55.6 %
53.8 %
56.7 %
54.0 %
The
Company’s gross margin percentage was 63.9% and 63.3% for the three and nine months ended September 30, 2023 as compared
to 64.9% and 63.7% for the three and nine months ended September 30, 2022, respectively. This decrease in gross margin percentage
was largely driven by unfavorable segment mix as well as certain one time expenses related to inventory as discussed further below.
Overall, the Company’s pricing actions have broadly compensated for cost inflation impacts.
For
European based operations, gross profit margin as a percentage of net sales was 68.6% and 66.6% for the three and nine months
ended September 30, 2023, respectively, as compared to 69.5% and 67.8% for the corresponding periods of the prior year. As previously
disclosed, a key driver in the decrease in gross profit margin for European based operations in 2023 was due to an increase in
inventory reserves in the second quarter of 2023 related to certain underperforming brands. As the Company experienced long lead
times in obtaining and building inventory during the COVID-19 Pandemic, high levels of inventory investments were required to
protect service levels. Excluding these one-time adjustments, gross margin as a percentage of sales for European based operations
would be in line with the prior period, driven by increases in pricing and product mix, offset by cost inflation.
For
United States operations, gross profit margin was 55.6% and 56.7% for the three and nine months ended September 30, 2023, respectively,
as compared to 53.8% and 54.0% for the corresponding periods of the prior year. The significant margin expansion stems from a
number of factors. Firstly, for the most part, the price increases we took in early 2023 weren’t fully offset by a higher
cost of goods given our cost containment efforts. Secondly, we are seeing favorable brand and channel mix, as a larger portion
of our higher priced fragrances are being sold directly to retailers as opposed to third-party distributors. Lastly, the significant
increase in sales in the first three quarters of 2023 allowed us to better absorb fixed expenses such as depreciation and point
of sale expenses, as compared to the corresponding period of the prior year.
Page 20
INTER
PARFUMS, INC. AND SUBSIDIARIES
Generally,
we do not bill customers for shipping and handling costs, and such costs, which aggregated $3.9 million and $11.4 million for
the three and nine months ended September 30, 2023, respectively, as compared to $5.5 million and $11.0 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 that of other companies, which may include these expenses as
a component of cost of goods sold.
Three
months ended
Nine
months ended,
Selling,
general and administrative expenses
September
30,
September
30,
(In
millions)
2023
2022
2023
2022
European
Operations
Selling,
general and administrative expenses
$ 98.7
$ 83.4
$ 265.2
$ 231.2
Selling,
general and administrative expenses as a percent of net sales
42.3 %
42.1 %
40.1 %
42.3 %
United
States Operations
Selling,
general and administrative expenses
$ 49.1
$ 34.0
$ 128.7
$ 92.1
Selling,
general and administrative expenses as a percent of net sales
36.5 %
41.4 %
39.3 %
40.2 %
The
Company has seen selling, general and administrative expenses decrease as a percentage of net sales to 40.2% and 39.8% for the
three and nine months ended September 30, 2023 as compared to 41.9% and 41.7% for the three and nine months ended September 30,
2022, respectively. This decrease of selling, general and administrative expenses as a percentage of net sales was largely driven
by sales growth for the three and nine month periods allowing to better absorb certain fixed operating costs, and favorable segment
mix.
For
European operations, selling, general and administrative expenses increased 18% and 15% for the three and nine months ended September
30, 2023, as compared to the corresponding period of the prior year, and represented 42.3% and 40.1% of net sales for the three
and nine months ended September 30, 2023, respectively, as compared to 42.1% and 42.3% for the three and nine months ended September
30, 2022, respectively. For United States operations, selling, general and administrative expenses increased 44% and 40% for the
three and nine months ended September 30, 2023, as compared to the corresponding period of the prior year, and represented 36.5%
and 39.3% of net sales for the three and nine months ended September 30, 2023, respectively, as compared to 41.4% and 40.2% for
the three and nine months ended September 30, 2022, respectively. As discussed in more detail below, the decreased selling, general
and administrative expenses as a percentage of net sales are primarily the result of high sales growth offset in part by increases
in promotion and advertising expenditures as well as the annualization impact of the structural investments of $9.0 million in
our United States operations that we made throughout 2022 in order to support the new licenses for the first three quarters of
2023.
Promotion
and advertising included in selling, general and administrative expenses aggregated $62.8
million and $152.6 million for the three and nine months ended September 30, 2023, respectively, as compared to $44.8 million
and $124.9 million for the corresponding periods of the prior year. Promotion and advertising represented 17.1% and 15.4% of net
sales for the three and nine months ended September 30, 2023, respectively, as compared to 16.0% and 16.1% for the corresponding
periods of the prior 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 sales. All of our brands have benefited 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. Long term, we anticipate that on a full year basis, promotion
and advertising expenditures should aggregate approximately 21% of net sales, which is in line with pre-COVID historical averages.
Page 21
INTER
PARFUMS, INC. AND SUBSIDIARIES
Royalty
expense included in selling, general and administrative expenses aggregated $29.1 million
and $77.2 million for the three and nine months ended September 30, 2023, respectively, as compared to $23.1 million and $61.4
million for the corresponding periods of the prior year. Royalty expense represented 7.9% and 7.8% of net sales for the three
and nine months ended September 30, 2023, as compared to 8.3% and 7.9% of net sales for the corresponding periods of the prior
year, due to changes in brand mix.
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 23.7% and 23.5% for the three and nine months ended September 30, 2023, respectively, as compared
to 23.0% and 22.1% 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. The increase in interest expense
related to prior year acquisitions is the main driver of the increase in other income and expense during 2023. As previously disclosed,
in April 2021 we completed the acquisition of the headquarters of Interparfums SA. The acquisition was financed by a 10-year €120
million (approximately $127.1 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%. The swap effectively
exchanges the variable interest rate to a fixed rate of approximately 1.1%.
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 represents interest earned on cash and cash equivalents and short-term investments. As of September 30,
2023, short-term investments include approximately $8.8 million of marketable equity securities of other companies in the luxury
goods sector. In the first quarter of 2023, the Company sold marketable securities which generated a gain of $3.1 million. The
Company purchased additional marketable securities in the second and third quarter of 2023, which generated unrealized losses
of $0.5 million in the three months ended September 30, 2023. Interest and investment income for the three months ended September
30, 2022, includes a gain of $2.3 million, 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 23.5% and 22.6% for the nine months ended September 30, 2023 and 2022, respectively. The effective
tax rate for European operations was 25% for each of the nine months ended September 30, 2023 and 2022. Our effective tax rate
for U.S. operations was 19% for the nine months ended September 30, 2023, as compared to 11% for the corresponding period
of the prior year. Our effective tax rate differs from the 21% statutory rate due to benefits received from the exercise of stock
options as well as deductions we are allowed for a portion of our foreign derived intangible income, slightly offset by state
and local taxes. Additionally, in the third quarter of 2022 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 was
deemed likely. Other than as discussed above, we did not experience any significant changes in tax rates, and none were expected
in jurisdictions where we operate.
Net
Income
Three
months ended
September 30,
Nine
months ended
September 30,
2023
2022
2023
2022
(In
thousands)
Net
income European operations
$ 45,965
$ 42,417
$ 133,480
$ 106,722
Net
income United States operations
20,155
10,880
46,066
27,386
Net
income
66,120
53,297
179,546
134,108
Less:
Net income attributable to the noncontrolling interest
12,906
11,874
37,312
29,769
Net
income attributable to Inter Parfums, Inc.
$ 53,214
$ 41,423
$ 142,234
$ 104,339
Net
income attributable to Inter Parfums, Inc. was $53.2 million and $142.2 million for the three and nine months ended September
30, 2023, respectively, as compared to $41.4 million and $104.3 million for the corresponding period of the prior year. Net income
attributable to European operations was $46.0 million and $133.5 million for the three and nine months ended September 30, 2023,
respectively, as compared to $42.4 million and $106.7 million for the corresponding period of the prior year. Net income attributable
to United States operations was $20.2 million and $46.1 million for the three and nine months ended September 30, 2023, respectively,
as compared to $10.9 million and $27.4 million for the corresponding period of the prior year. The significant 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.
Page 23
INTER PARFUMS, INC. AND SUBSIDIARIES
The
noncontrolling interest arises from our 72% owned subsidiary in Paris, Interparfums SA, which is also a publicly traded company
as 28% 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, 2023 and 2022 aggregated 14.4% and 13.4%,
respectively.
Liquidity
and Capital Resources
Our
conservative financial tradition has enabled us to amass significant cash balances. As of September 30, 2023, we had $183.5 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, 2023 short-term investments include approximately
$10.2 million of marketable equity securities.
As
of September 30, 2023, working capital aggregated $514 million and we had a working capital ratio of 2.4 to 1. Approximately 78%
of the Company’s total assets are held by European operations, and approximately $245 million of trademarks, licenses and
other intangible assets are also held by European operations.
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 2039. In connection with most 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 2022 annual report on Form 10-K which is incorporated
by reference herein. Future advertising commitments are estimated based on planned future sales for the license terms that were
in effect at December 31, 2022, 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. In July 2023, we entered into a long-term global licensing agreement for the creation, development
and distribution of fragrances and fragrance-related products under the Roberto Cavalli brand. This license took effect in July
2023, and we target to start shipping products in January 2024. In December 2022, we entered into a long-term global licensing
agreement for the creation, development and distribution of fragrances and fragrance-related products under the Lacoste brand.
This new license takes effect January 2024.
Cash
provided by operating activities aggregated $24.3 million for the nine months ended September 30, 2023, as compared to cash
used in operating activities of $8.2 million for the corresponding period of the prior year. For the nine months ended
September 30, 2023, working capital items used $169.1 million in cash from operating activities, as compared to $159.2
million in the 2022 period. Although from a cash flow perspective accounts receivable is up 48.6% from year end 2022, the
balance is reasonable based on 2023 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. Strong collection activity
resulted in day’s sales outstanding decreasing to 72 days, down from 80 days in the corresponding period of the prior
year. From a cash flow perspective, inventory levels as of September 30, 2023, increased 26% from year end 2022 in support of
our overall sales growth. 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.
Page 24
INTER PARFUMS, INC. AND SUBSIDIARIES
Cash
flows provided by investing activities in 2023 reflect purchases and sales of short-term investments. These investments include
certificates of deposit with maturities greater than three months. Approximately $2 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. Capital expenditures also include amounts
for office fixtures, computer equipment and industrial equipment needed at our distribution centers.
Our
short-term financing requirements are expected to be met by available cash on hand at September 30, 2023, and short-term credit
lines provided by domestic and foreign banks. The principal credit facilities for 2023 consist of a $25 million unsecured revolving
line of credit provided by a domestic commercial bank and approximately $8 million in credit lines provided by a consortium of
international financial institutions. There was $4.5 million of short-term borrowings outstanding pursuant to these facilities
as of September 30, 2023 and no short-term borrowings outstanding as of September 30, 2022.
In
February 2022, our Board authorized a 100% increase in the annual dividend to $2.00 per share. In February 2023, the Board of
Directors further increased the annual dividend to $2.50 per share. The next quarterly cash dividend of $0.625 per share is payable
on December 31, 2023, to shareholders of record on December 15, 2023.
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, 2023.
Page 25
INTER PARFUMS, INC. AND SUBSIDIARIES
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.
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, 2023, we had foreign currency contracts in the form of forward exchange contracts of approximately U.S. $58.0 million
and GB £2.0 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.
Page 26
INTER PARFUMS, INC. AND SUBSIDIARIES
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
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds .
Item
(c).
In
December 2022, our Board of Directors authorized a share repurchase program for our outstanding common stock. For 2023 the maximum
number of shares to be repurchased is 166,060, and the balance available for repurchase under this plan for 2023 is 81,000 shares.
Over the course of the first nine months of 2023, the Company repurchased 85,060 shares at a cost of $11.3 million. These shares
are classified as treasury shares on the accompanying balance sheet. The Company plans to continue repurchasing shares throughout
2023 under this plan. There were no repurchases of shares during the three months ended September 30, 2023.
Items 1. Legal Proceedings, 1A. Risk Factors,
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.
Page 27
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
30
31.2
Certifications required by Rule 13a-14(a) of Chief Financial Officer and Principal Accounting Officer
31
32.1
Certification required by Section 906 of the Sarbanes-Oxley Act of Chief Executive Officer
32
32.2
Certification required by Section 906 of the Sarbanes-Oxley Act of Chief Financial Officer and Principal Accounting Officer
33
101
Interactive
data files
Page 28
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 2023.
INTER PARFUMS, INC.
By:
/s/ Michel Atwood
Chief Financial Officer
Page 29
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.