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) February 24, 2006,
G-III APPAREL GROUP, LTD.
(Exact name of registrant as specified in its charter)
DELAWARE 0-18183 41-1590959
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
512 SEVENTH AVENUE 10018
NEW YORK, NEW YORK (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (212) 403-0500
NOT APPLICABLE
(Former name or former address, if changed since last report)
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-4(c) under the
Exchange Act (17 CFR 240.13e- 4(c))
ITEM 1.01 ENTRY INTO A MATERIAL AGREEMENT
On February 24, 2006, G-III Leather Fashions, Inc., J. Percy for Marvin
Richards, Ltd. and CK Outerwear, LLC, each a subsidary of G-III Apparel Group,
Ltd., entered into an amendment to the Financing Agreement, dated July 11,2005,
with The CIT Group/Commercial Services, Inc. ("CIT"), as Agent, and Bank Leumi
USA, CIT, Commerce Bank, N.A., HSBC Bank USA, National Association, Israel
Discount Bank of New York, Webster Business Credit, Siemens Financial Services,
The Bank of New York and Signature Bank as Lenders. The Financing Agreement is a
three-year senior secured credit facility providing for borrowings in the
aggregate principal amount of up to $195,000,000. The facility consists of a
revolving line of credit and a term loan.
The amendment sets forth the covenants in the Financing Agreement for the
fiscal year ending January 31, 2007 related to net worth, earnings before
interest, taxes, depreciation and amortization and fixed charge coverage ratio.
The amendment also specifies the maximum amounts that may be borrowed during the
year, as well as revises the borrowing base formula and permitted over advances.
A copy of the amendment is attached hereto as Exhibit 10.1.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
10.1 Amendment No. 2, dated as of February 24, 2006, to Financing
Agreement, dated as of July 11, 2005, by and among The CIT
Group/Commercial Services, Inc., as Agent, the Lenders that are
parties thereto, G-III Leather Fashions, Inc., J. Percy For Marvin
Richards, Ltd., and CK Outerwear, LLC.
EXHIBIT INDEX
Exhibit No. Description
- ----------- -----------
10.1 Amendment No. 2, dated as of February 24, 2006, to Financing
Agreement, dated as of July 11, 2005, by and among The CIT
Group/Commercial Services, Inc., as Agent, the Lenders that are
parties thereto, G-III Leather Fashions, Inc., J. Percy For
Marvin Richards, Ltd., and CK Outerwear, LLC.
SIGNATURE
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.
Date: March 2, 2006
By: /s/ Neal S. Nackman
-------------------------------
Name: Neal S. Nackman
Title: Chief Financial Officer
