UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 7, 2004
G-III Apparel Group, Ltd.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
0-18183 41-1590959
(Commission File Number) (IRS Employer Identification No.)
512 Seventh Avenue
New York, NY 10018
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (212) 403-0500
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-14(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On September 9, 2004, the Company announced its results of operations
for the second fiscal quarter ended July 31, 2004. A copy of the press
release issued by the Company relating thereto is furnished herewith as
Exhibit 99.1.
ITEM 2.05 COSTS ASSOCIATED WITH EXIT OR DISPOSAL ACTIVITIES
On September 7, 2004, we committed to attempt to sell our 39% interest
in a joint venture which operates a factory located in Qingdao, China.
As a result of this decision, we recorded a non-cash charge of $882,000
that will be reflected in our results of operations for the three
months ended July 31, 2004.
As of July 31, 2004, the carrying amount of our investment in this
joint venture was approximately $1.1 million. We account for our
interest in this joint venture based on the equity method and recorded
a loss on the joint venture of approximately $129,000 for the six
months ended July 31, 2004. This loss represents 39% of the total net
losses of $330,000 of the joint venture for the six months ended July
31, 2004 compared to a net profit for the joint venture of $167,000 for
the six months ended July 31, 2003.
Our joint venture partner has advised us that, based on the factory's
current operations, the joint venture may continue to generate losses
for the foreseeable future. A review of the operations of the factory
is being undertaken by management of the joint venture to determine
whether cost cutting measures or other operating efficiencies could
return the factory to profitability. There are no assurances that this
review will result in future profits for the joint venture.
Based upon the prospect of the factory continuing to generate losses,
we believe that the best course of action for us is to attempt to sell
our interest in the joint venture. We believe this decision will also
provide us with more flexibility by allowing us to outsource all of our
manufacturing. Our estimate of the charge represents the difference
between our investment in the joint venture as of July 31, 2004 and the
estimated proceeds we would receive on sale of this joint venture
interest. We do not believe that this charge will result in future cash
expenditures.
We believe that we will be able to complete a sale of the joint venture
interest by January 31, 2005, the end of our current fiscal year.
However, there is no assurance that we will be able to complete this
sale by that date, if at all, or at the sale price we have estimated.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements.
None.
(b) Pro Forma Financial Information.
None.
(c) Exhibits
99.1. Press Release of G-III Apparel Group, Ltd. (the
"Company") issued on September 9, 2004 relating to
its second quarter fiscal 2005 results.
Limitation on Incorporation by Reference
In accordance with General Instruction B.2 of Form 8-K, the information
reported under Item 2.02 shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, nor shall it be
deemed incorporated by reference in any filing under the Securities Act
of 1933 or the Securities Exchange Act of 1934, except as shall be
expressly set forth by specific reference in such a filing.
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 hereunto duly authorized.
G-III Apparel Group, Ltd.
By: /s/ Wayne Miller
-------------------------------
Wayne S. Miller
Chief Financial Officer
Dated: September 9, 2004
