Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jan. 31, 2017 | Mar. 31, 2017 | Jul. 31, 2016 | |
Document And Entity Information Abstract | |||
Entity Registrant Name | G III APPAREL GROUP LTD /DE/ | ||
Entity Central Index Key | 821,002 | ||
Trading Symbol | giii | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --01-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Common Stock Shares Outstanding | 48,640,443 | ||
Entity Public Float | $ 1,638,155,776 | ||
Document Type | 10-K | ||
Document Period End Date | Jan. 31, 2017 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jan. 31, 2017 | Jan. 31, 2016 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 79,957 | $ 132,587 |
Accounts receivable, net of allowances for doubtful accounts and sales discounts of $95,686 and $74,261, respectively | 263,881 | 221,500 |
Inventories | 483,269 | 485,311 |
Prepaid income taxes | 8,885 | 23,347 |
Deferred income taxes, net | 17,564 | |
Prepaid expenses and other current assets | 46,946 | 22,131 |
Total current assets | 882,938 | 902,440 |
INVESTMENTS IN UNCONSOLIDATED AFFILIATES | 61,171 | 25,662 |
PROPERTY AND EQUIPMENT, NET | 102,571 | 103,579 |
OTHER ASSETS | 36,181 | 24,886 |
OTHER INTANGIBLES, NET | 48,558 | 10,799 |
DEFERRED INCOME TAX ASSETS, NET | 15,849 | |
TRADEMARKS, NET | 435,414 | 67,267 |
GOODWILL | 269,262 | 49,437 |
TOTAL ASSETS | 1,851,944 | 1,184,070 |
CURRENT LIABILITIES | ||
Income tax payable | 2,242 | |
Accounts payable | 217,902 | 173,586 |
Accrued expenses | 95,275 | 71,218 |
Total current liabilities | 315,419 | 244,804 |
NOTES PAYABLE, net of note discount and unamortized issuance costs of $54,365 and $0, respectively | 461,756 | |
DEFERRED INCOME TAX LIABILITIES, NET | 14,300 | 23,840 |
OTHER NON-CURRENT LIABILITIES | 39,233 | 27,299 |
TOTAL LIABILITIES | 830,708 | 295,943 |
STOCKHOLDERS' EQUITY | ||
Preferred stock; 1,000 shares authorized; No shares issued and outstanding | ||
Common stock - $.01 par value; 120,000 shares authorized; 49,016, and 46,212 shares issued | 253 | 229 |
Additional paid-in capital | 437,777 | 353,739 |
Accumulated other comprehensive loss | (27,722) | (23,689) |
Retained earnings | 612,418 | 560,491 |
Common stock held in treasury, at cost - 376 and 667 shares respectively | (1,490) | (2,643) |
TOTAL STOCKHOLDERS' EQUITY | 1,021,236 | 888,127 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 1,851,944 | $ 1,184,070 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | Jan. 31, 2017 | Jan. 31, 2016 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts and sales discounts on accounts receivable (in dollars) | $ 95,686 | $ 74,261 |
Note discount and unamortized issuance costs | $ 54,365 | $ 0 |
Preferred stock, shares authorized | 1,000 | 1,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 120,000 | 120,000 |
Common stock, shares issued | 49,016 | 46,212 |
Treasury stock, shares | 376 | 667 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | |
Income Statement [Abstract] | |||
Net sales | $ 2,386,435 | $ 2,344,142 | $ 2,116,855 |
Cost of goods sold | 1,545,574 | 1,505,504 | 1,359,596 |
Gross profit | 840,861 | 838,638 | 757,259 |
Selling, general and administrative expenses | 704,436 | 628,762 | 571,990 |
Depreciation and amortization | 32,481 | 25,392 | 20,374 |
Asset impairments | 10,480 | ||
Operating profit | 93,464 | 184,484 | 164,895 |
Other income (loss) | (27) | 1,340 | 11,488 |
Interest and financing charges, net | (15,675) | (6,691) | (7,942) |
Income before income taxes | 77,762 | 179,133 | 168,441 |
Income tax expense | 25,824 | 64,800 | 59,450 |
Net income | 51,938 | 114,333 | 108,991 |
Add: Loss attributable to noncontrolling interest | 1,370 | ||
Income attributable to G-III | $ 51,938 | $ 114,333 | $ 110,361 |
Basic: | |||
Net income per common share (in dollars per share) | $ 1.12 | $ 2.52 | $ 2.55 |
Weighted average number of shares outstanding (in shares) | 46,308 | 45,328 | 43,298 |
Diluted: | |||
Net income per common share (in dollars per share) | $ 1.10 | $ 2.46 | $ 2.48 |
Weighted average number of shares outstanding (in shares) | 47,394 | 46,512 | 44,424 |
Net income attributable to G-III | $ 51,938 | $ 114,333 | $ 110,361 |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments | (4,033) | (13,584) | (16,270) |
Other comprehensive income (loss) | (4,033) | (13,584) | (16,270) |
Comprehensive income | $ 47,905 | $ 100,749 | $ 94,091 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Common Stock Held in Treasury | Total |
Balance at Jan. 31, 2014 | $ 209 | $ 184,852 | $ 6,165 | $ 335,786 | $ (3,899) | $ 523,113 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Equity awards exercised/vested, net | 3 | 725 | 728 | |||
Adjustments related to tax withholding for share-based compensation | (4,316) | (4,316) | ||||
Tax benefit from exercise/vesting of equity awards | 6,732 | 6,732 | ||||
Amortization of share-based compensation | 12,224 | 12,224 | ||||
Shares issued in connection with public offering, net | 18 | 128,668 | 128,686 | |||
Effect of exchange rate changes | (16,270) | (16,270) | ||||
Net income attributable to G-III | 110,361 | 110,361 | ||||
Balance at Jan. 31, 2015 | 230 | 328,885 | (10,105) | 446,147 | (3,899) | 761,258 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Equity awards exercised/vested, net | (1) | (838) | 1,256 | 417 | ||
Tax benefit from exercise/vesting of equity awards | 10,127 | 10,127 | ||||
Amortization of share-based compensation | 15,576 | 15,576 | ||||
Effect of exchange rate changes | (13,584) | (13,584) | ||||
Net income attributable to G-III | 114,333 | 114,333 | ||||
Balance at Jan. 31, 2016 | 229 | 353,750 | (23,689) | 560,480 | (2,643) | 888,127 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Equity awards exercised/vested, net | (2) | (892) | 1,153 | 259 | ||
Adjustments related to tax withholding for share-based compensation | (6,956) | (6,956) | ||||
Shares issued to LVMH in connection with the DKI Acquisition | 26 | 74,974 | 75,000 | |||
Amortization of share-based compensation | 16,901 | 16,901 | ||||
Effect of exchange rate changes | (4,033) | (4,033) | ||||
Net income attributable to G-III | 51,938 | 51,938 | ||||
Balance at Jan. 31, 2017 | $ 253 | $ 437,777 | $ (27,722) | $ 612,418 | $ (1,490) | $ 1,021,236 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | |
Cash flows from operating activities | |||
Net income | $ 51,938 | $ 114,333 | $ 108,991 |
Adjustments to reconcile net income to net cash provided by operating activities, net of assets and liabilities acquired: | |||
Depreciation and amortization | 32,481 | 25,392 | 20,374 |
Asset impairments | 10,480 | ||
Gain on repurchase of unsecured promissory notes | (1,893) | ||
Change in contingent purchase price payable | (899) | (4,186) | |
Gain on the sale of joint venture interest | (1,908) | ||
Equity based compensation | 16,901 | 15,576 | 12,224 |
Deferred financing charges | 5,157 | 845 | 895 |
Deferred income taxes | (7,319) | 3,590 | 863 |
Loss on disposal of fixed assets | 3,201 | 625 | 275 |
Equity loss (gain)on investment | 27 | (272) | |
Changes in operating assets and liabilities: | |||
Accounts receivable, net | (29,310) | (23,616) | (37,568) |
Inventories, net | 12,633 | (59,908) | (69,765) |
Income taxes, net | 14,233 | (16,833) | 289 |
Prepaid expenses and other current assets | (6,300) | 725 | (2,563) |
Other assets, net | (10,863) | (97) | (1,494) |
Accounts payable, accrued expenses and other liabilities | 12,436 | 14,835 | 64,105 |
Net cash provided by operating activities | 105,695 | 74,296 | 88,639 |
Cash flows from investing activities | |||
Investment in unconsolidated affiliate | (35,432) | (25,490) | |
Acquisition, net of cash acquired | (465,403) | ||
Proceeds from sale of interest in joint venture, net | 2,695 | ||
Proceeds from sale of a retail store | 516 | ||
Capital expenditures | (24,928) | (42,172) | (42,566) |
Net cash used in investing activities | (525,763) | (67,662) | (39,355) |
Cash flows from financing activities | |||
Proceeds from sale of common stock, net | 128,686 | ||
Proceeds from term loan, net | 283,204 | ||
Proceeds from borrowings new revolving credit facility, net | 111,466 | ||
Repayment of borrowings old revolving credit facility | (20,344) | (48,039) | |
Repurchase of unsecured promissory notes | (17,721) | ||
Noncontrolling interest investment, net | |||
Proceeds from exercise of equity awards | 260 | 417 | 729 |
Taxes paid for net share settlement | (6,955) | (4,316) | |
Net cash provided by financing activities | 367,631 | 417 | 59,339 |
Foreign currency translation adjustments | (193) | (2,818) | (2,360) |
Net increase (decrease) in cash and cash equivalents | (52,630) | 4,233 | 106,263 |
Cash and cash equivalents at beginning of year | 132,587 | 128,354 | 22,091 |
Cash and cash equivalents at end of year | 79,957 | 132,587 | 128,354 |
Cash paid during the year for: | |||
Interest | 21,773 | 5,544 | 7,048 |
Income taxes | 18,915 | $ 68,067 | $ 51,630 |
Non-cash investing and financing activities: | |||
Shares of common stock issued to LVMH in connection with the acquisition of DKI | 75,000 | ||
Note issued to LVMH in connection with the acquisition of DKI | $ 125,000 |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jan. 31, 2017 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE A — SIGNIFICANT ACCOUNTING POLICIES A summary of the significant accounting policies consistently applied in the preparation of the accompanying consolidated financial statements follows: 1. Business Activity and Principles of Consolidation As used in these financial statements, the term “Company” or “G-III” refers to G-III Apparel Group, Ltd. and its subsidiaries. The Company designs, manufactures and markets an extensive range of apparel, including outerwear, dresses, sportswear, swimwear, women’s suits and women’s performance wear, as well women’s handbags, footwear, small leather goods, cold weather accessories and luggage. The Company also operates retail stores. The Company consolidates the accounts of all its wholly-owned and majority-owned subsidiaries. KL North America BV (“KLNA”) is a Dutch limited liability company which is a joint venture that is 49% owned by the Company. Kingdom Holdings 1 B.V. (“KH1”) is a Dutch limited liability company that is 19% owned by the Company. These investments are accounted for using the equity method of accounting. All material intercompany balances and transactions have been eliminated. Vilebrequin International SA (“Vilebrequin”), a Swiss corporation, which is wholly-owned by the Company, KH1 and KLNA report results on a calendar year basis rather than on the January 31 fiscal year basis used by the Company. Accordingly, the results of Vilebrequin, KH1 and KLNA are, and will be, included in the financial statements for the year ended or ending closest to the Company’s fiscal year. For example, with respect to the Company’s results for the year ended January 31, 2017, the results of Vilebrequin, KH1 and KLNA are included for the year ended December 31, 2016. Certain reclassifications have been made to the Condensed Consolidated Statements of Cash Flows as a result of the Company’s electing to apply the amendments related to the presentation of excess tax benefits on the statement of cash flows using a retrospective transition method as prescribed by Accounting Standard Update (“ASU”) 2016-09. This change resulted in a $10.1 and a 7.0 million decrease in net cash used in operating activities and a corresponding decrease in net cash provided by financing activities in the accompanying Condensed Consolidated Statement of Cash Flows for the period ended January 31, 2016 and 2015 respectively, compared to the amounts previously reported. 2. Cash Equivalents The Company considers all highly liquid investments purchased with a maturity of three months or less to be cash equivalents. 3. Revenue Recognition Goods are shipped to retailers in accordance with specific customer orders. The Company recognizes wholesale sales when the risks and rewards of ownership have transferred to the customer, determined by the Company to be when title to the merchandise passes to the customer. In addition, the Company acts as an agent in brokering sales between customers and overseas factories. On these transactions, the Company also recognizes commission fee income on sales that are financed by and shipped directly to the customers. Title to goods shipped by overseas vendors transfers to customers when the goods have been delivered to the customer. The Company also recognizes commission income upon the completion of the delivery by its vendors to the customer. The Company recognizes retail sales upon customer receipt of the merchandise, generally at the point of sale. The Company’s sales are recorded net of applicable sales taxes. Both wholesale revenues and retail store revenues are shown net of returns, discounts and other allowances. 4. Returns and Allowances The Company reserves against known chargebacks and returns by customers. The Company establishes these reserves for returns and allowances based on current and historical information and trends. Allowances are established for trade discounts, markdowns, customer advertising agreements and operational chargebacks. Estimated costs associated with allowable deductions for customer advertising expenses are reflected as selling, general and administrative expenses. Estimated costs associated with trade discounts and markdowns, and reserves for returns are reflected as a reduction of net sales. All of these reserves are part of the allowances netted against accounts receivable. The Company estimates an allowance for doubtful accounts based on the creditworthiness of its customers as well as general economic conditions. The Company writes off uncollectible trade receivables once collection efforts have been exhausted. 5. Inventories Wholesale inventories are stated at the lower of cost (determined by the first-in, first-out method) or market which comprises a significant portion of the Company’s inventory. G.H. Bass and Wilsons inventories are valued at the lower of cost or market as determined by the retail inventory method. DKI and Vilebrequin inventories are stated at the lower of cost (determined by the weighted average method) or market. 6. Goodwill and Other Intangibles Goodwill represents the excess of purchase price over the fair value of net assets acquired in business combinations accounted for under the purchase method of accounting. Goodwill and certain intangible assets deemed to have indefinite lives are not amortized, but are subject to annual impairment tests using a test combining a discounted cash flow approach and a market approach. Other intangibles with determinable lives, including license agreements, trademarks and customer lists are amortized on a straight-line basis over the estimated useful lives of the assets (currently ranging from 3 to 17 years). Impairment losses, if any, on intangible assets with finite lives are recorded when indicators of impairment are present and the discounted cash flows estimated to be derived from those assets are less than the carrying amounts of the assets. 7. Depreciation and Amortization Property and equipment are recorded at cost. Depreciation and amortization are computed by the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized using the straight-line method over the life of the lease or the useful life of the improvement, whichever is shorter. 8. Impairment of Long-Lived Assets In accordance with Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 360, Property, Plant and Equipment, the Company annually evaluates the carrying value of its long-lived assets to determine whether changes have occurred that would suggest that the carrying amount of such assets may not be recoverable based on the estimated future undiscounted cash flows of the businesses to which the assets relate. Any impairment loss would be equal to the amount by which the carrying value of the assets exceeded its fair value. In fiscal 2017, the Company recorded a $10.5 million impairment charge with respect to leasehold improvements and furniture and fixtures at certain of our Wilsons and G.H. Bass stores as a result of the performance in these stores. 9. Income Taxes The Company accounts for income taxes and uncertain tax positions in accordance with ASC Topic 740 — Income Taxes. ASC 740 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a return, as well as guidance on de-recognition, classification, interest and penalties and financial statement reporting disclosures. Deferred income taxes reflect the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. 10. Net Income Per Common Share On April 1, 2015, the Board of Directors approved a two-for-one stock split of the Company’s outstanding shares of common stock, effected in the form of a stock dividend. The stock dividend was paid to stockholders of record as of the close of market on April 20, 2015 and was effected on May 1, 2015. All share and per share information has been retroactively adjusted to reflect this stock split. Basic net income per common share has been computed using the weighted average number of common shares outstanding during each period. Diluted net income per share is computed using the weighted average number of common shares and potential dilutive common shares, consisting of unvested restricted stock unit awards and stock options outstanding during the period. Approximately 384,000, 165,000 and 160,000 shares for the years ended January 31, 2017, 2016 and 2015, respectively, have been excluded from the diluted net income per share calculation as they relate to equity based awards that vest based on performance conditions and for which the vesting conditions have not been met at the end of the period. The Company issued 194,618, 270,630 and 620,036 shares of common stock in connection with the exercise or vesting of equity awards during the years ended January 31, 2017, 2016 and 2015, respectively. In addition, the Company re-issued 291,181 and 317,143 treasury shares in connection with the vesting of equity awards in fiscal 2017 and fiscal 2016, respectively. The following table reconciles the numerators and denominators used in the calculation of basic and diluted net income per share: Year Ended January 31 2017 2016 2015 (In thousands, except per share amounts) Net income attributable to G-III $ 51,938 $ 114,333 $ 110,361 Basic net income per share: Basic common shares 46,308 45,328 43,298 Basic net income per share $ 1.12 $ 2.52 $ 2.55 Diluted net income per share: Basic common shares 46,308 45,328 43,298 Stock options and restricted stock awards 1,086 1,184 1,126 Diluted common shares 47,394 46,512 44,424 Diluted net income per share $ 1.10 $ 2.46 $ 2.48 11. Equity Award Compensation ASC Topic 718, Compensation — Stock Compensation, requires all share-based payments to employees, including grants of restricted unit stock awards and employee stock options, to be recognized as compensation expense over the service period (generally the vesting period) based on their fair values. The impact of forfeitures that may occur prior to vesting is estimated and considered in the amount recognized. Restricted stock unit awards generally vest over a three to five year period and certain awards also include market price performance conditions that provide for the award to vest only after the average closing price of the Company’s stock trades above a predetermined market level. In addition, certain awards have other performance conditions that require the achievement of an operating performance target. All awards are expensed on a straight line basis other than awards with market price performance and/or operating performance conditions, which are expensed under the requisite acceleration method. It is the Company’s policy to grant stock options at prices not less than the fair market value on the date of the grant. Option terms, vesting and exercise periods vary, except that the term of an option may not exceed ten years. On February 1, 2016, the Company adopted Accounting Standard Update 2016-09. The new guidance prescribes that excess tax benefits arising from the lapse or exercise of an equity award are no longer recognized in additional paid in capital. The assumed proceeds from applying the treasury stock method when computing net income per share is amended to exclude the amount of excess tax benefits that would be recognized in additional paid in capital. This change in accounting results in approximately 207,000 additional diluted common shares being included in the diluted net income per share calculation for the year ended January 31, 2017. 12. Cost of Goods Sold Cost of goods sold includes the expenses incurred to acquire, produce and prepare inventory for sale, including product costs, warehouse staff wages, freight in, import costs, packaging materials, the cost of operating the overseas offices and royalty expense. Gross margins may not be directly comparable to those of the Company’s competitors, as income statement classifications of certain expenses may vary by company. 13. Shipping and Handling Costs Shipping and handling costs for wholesale operations consist of warehouse facility costs, third party warehousing, freight out costs, and warehouse supervisory wages and are included in selling, general and administrative expense. Wholesale shipping and handling costs included in selling, general and administrative expenses were $89.5 million, $73.1 million and $62.4 million for the years ended January 31, 2017, 2016 and 2015, respectively. Shipping and handling costs for retail operations consist of warehouse facility costs, third party warehousing, and warehouse wages and are included in selling, general and administrative expenses. Retail shipping and handling costs included in selling, general and administrative expenses were $9.6 million, $9.9 million and $8.4 million for the years ended January 31, 2017, 2016 and 2015, respectively. 14. Advertising Costs The Company expenses advertising costs as incurred and includes these costs in selling, general and administrative expense. Advertising paid as a percentage of sales under license agreements are expensed in the period in which the sales occur or are accrued to meet guaranteed minimum requirements under license agreements. Advertising expense was $89.5 million, $81.9 million and $71.5 million for the years ended January 31, 2017, 2016 and 2015, respectively. Prepaid advertising, which represents advance payments to licensors for minimum guaranteed payments for advertising under the Company’s licensing agreements, was $7.8 million and $7.2 million at January 31, 2017 and 2016, respectively. 15. Use of Estimates In preparing financial statements in conformity with accounting principles generally accepted in the United States, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. 16. Fair Value of Financial Instruments The carrying amount of the Company’s variable rate debt approximates the fair value, as interest rates change with the market rates. Furthermore, the carrying value of all other financial instruments potentially subject to valuation risk (principally consisting of cash, accounts receivable and accounts payable) also approximates fair value due to the short-term nature of these accounts. The 2% note issued to LVMH in connection with the acquisition of Donna Karan International Inc. was issued at a discount of $40.0 million in accordance with ASC 820 — Fair Value Measurements. The fair value of this promissory note would be considered a Level 3 valuation in the fair value hierarchy. The promissory notes issued in connection with the acquisition of Vilebrequin were valued using the current market interest rate at the time of acquisition. These notes were repurchased by the Company during the fiscal year ended January 31, 2015. In addition, the annual calculation of contingent consideration recorded in connection with the acquisition of Vilebrequin reflected current market conditions at such time. The fair values of both the promissory notes and the contingent consideration would be considered Level 3 valuations in the fair value hierarchy. 17. Derivatives The Company, in its normal course of business, has exposure to changes in foreign currency exchange rates related to certain anticipated cash flows principally associated with sales to international customers. The Company uses derivative financial instruments in the form of foreign currency forward contracts to manage this exposure. The Company’s derivatives are not designated as hedging instruments and are accounted for as economic hedges. Derivatives are recognized gross as either assets or liabilities in the Consolidated Balance Sheets and are measured at fair value. Changes in fair value of derivatives not designated as accounting hedges are presented in net revenue along with the corresponding foreign exchange gains and losses related to the items being hedged within the Consolidated Statements of Operations and Comprehensive Income. The Company classifies the payments and/or proceeds from the maturity of these derivatives within cash flows from operating activities within the Consolidated Statements of Cash Flows. The Company does not enter into derivative financial instruments for speculative or trading purposes. As of January 31, 2017 all of the Company’s derivatives mature within one year. 18. Foreign Currency Translation The Company’s international subsidiaries use different functional currencies, which are the local selling currency. In accordance with the authoritative guidance, assets and liabilities of the Company’s foreign operations are translated from foreign currency into U.S. dollars at period-end rates, while income and expenses are translated at the weighted-average exchange rates for the period. The related translation adjustments are reflected as a foreign currency translation adjustment in accumulated other comprehensive income (loss) within stockholders’ equity. 19. Effects of Recently Issued Accounting Pronouncements Recently Adopted Accounting Guidance In March 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-09, “Compensation — Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting.” ASU 2016-09 simplifies various aspects related to share-based payments. The Company elected to early-adopt ASU 2016-09 with an effective date of February 1, 2016. Under previous guidance, excess tax benefits and deficiencies from stock-based compensation arrangements were recorded in equity when the awards vested or were settled. ASU 2016-09 requires prospective recognition of excess tax benefits and deficiencies in the income statement, resulting in the recognition of excess tax benefits of approximately $3.1 million in income tax expense, or $0.07 per diluted share, rather than in paid-in capital, for the year ended January 31, 2017 (“fiscal 2017”). The Company has elected to account for forfeitures as they occur. In November 2015, the FASB issued ASU 2015-17, “Income Taxes (Topic 740) — Balance Sheet Classification of Deferred Taxes.” Prior to ASU 2015-17, GAAP required an entity to separate deferred income tax asset and liabilities into current and noncurrent amounts on the balance sheet. ASU 2015-17 requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as noncurrent on the balance sheet. ASU 2015-17 is effective for annual and interim periods beginning after December 15, 2016 and early adoption is permitted. The Company elected to early adopt ASU 2015-17 for the period ended January 31, 2017. The Company chose to apply the guidance prospectively and prior periods were not retrospectively adjusted. In August 2014, the FASB issued ASU 2014-15, “Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern,” which provides guidance on determining when and how reporting entities must disclose going-concern uncertainties in their financial statements. The new standard requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date of issuance of the entity’s financial statements. Further, an entity must provide certain disclosures if there is “substantial doubt about the entity’s ability to continue as a going concern.” The new guidance became effective for the Company on the fiscal years ended January 31, 2017 and interim periods thereafter. The adoption did not have an impact on the Company’s consolidated financial statements. Accounting Guidance Issued Being Evaluated for Adoption In January 2017, the FASB issued ASU 2017-04, “Intangibles — Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.” The purpose of ASU 2017-04 is to simplify the subsequent measurement of goodwill by removing the second step of the two-step impairment test. The amendment should be applied on a prospective basis. ASU 2017-04 is effective for fiscal years beginning after December 15, 2019, including interim periods within that year. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company does not expect ASU 2017-04 to have an impact on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, “Business Combinations (Topic 805): Clarifying the Definition of a Business.” The purpose of ASU 2017-01 is to clarify the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. ASU 2017-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within that year. The amendments in ASU 2017-01 should be applied prospectively on or after the effective date. Early adoption is permitted. The Company does not expect ASU 2017-01 to have an impact on its consolidated financial statements. In October 2016, the FASB issued ASU 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory.” The update requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset upon transfer other than inventory, eliminating the current recognition exception. Prior to the update, GAAP prohibited the recognition of current and deferred income taxes for intra-entity asset transfers until the asset was sold to an outside party. The amendments in this update do not include new disclosure requirements; however, existing disclosure requirements might be applicable when accounting for the current and deferred income taxes for an intra-entity transfer of an asset other than inventory. For public business entities, the amendments in this update are effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. The Company is currently evaluating the effects of ASU 2016-16 on its financial statements and disclosures. In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments,” which clarifies guidance with respect to the classification of eight specific cash flow issues. ASU 2016-15 was issued to reduce diversity in practice and prevent financial statement restatements. Cash flow issues include; debt prepayment or debt extinguishment costs, settlement of zero-coupon bonds, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, proceeds from the settlement of corporate-owned life insurance policies and bank-owned life insurance policies, distributions received from equity method investees, beneficial interests in securitization transactions and separately identifiable cash flows and application of the predominance principle. ASU 2016-15 is effective for public business entities for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Under the provision, entities must apply the guidance retrospectively to all periods presented but may apply it prospectively if retrospective application would be impracticable. The Company is currently evaluating the provisions of ASU 2016-15. In April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing.” The guidance clarifies two aspects of Topic 606: (i) identifying performance obligations and (ii) providing licensing implementation guidance, while retaining the related principles for those areas. Topic 606 includes implementation guidance on (a) contracts with customers to transfer goods and services in exchange for consideration and (b) determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). The amendments in this update are intended to render more detailed implementation guidance with the expectation of reducing the degree of judgment necessary to comply with Topic 606. The FASB continues to clarify this guidance and most recently issued ASU 2016-08, “Principal versus Agent Considerations (Reporting Revenue Gross versus Net),” ASU 2016-12, “Narrow-Scope Improvements and Practical Expedients,” and ASU 2016-20, “Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers.” These new standards have the same effective date as ASU 2014-09 and will be effective for public entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The guidance permits two methods of adoption: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the cumulative catch-up transition method). The Company has not yet determined which method they will utilize with respect to the implementation of the new guidance. The Company has created a committee that is in the process of evaluating the potential differences that would result from applying the requirements of the new standard to its current accounting policies and practices. While the Company continues to evaluate the impact of the new revenue guidance, the Company currently believes, based on a preliminary assessment, that the adoption of Topic 606 will primarily impact net sales of its wholesale operations. However, preliminary assessments are subject to change. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” The primary difference between the current requirement under GAAP and ASU 2016-02 is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases. ASU 2016-02 requires that a lessee recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term (other than leases that meet the definition of a short-term lease). The liability will be equal to the present value of lease payments. The asset will be based on the liability, subject to adjustment, such as for initial direct costs. For income statement purposes, the FASB retained a dual model, requiring leases to be classified as either operating or finance. Operating leases will result in straight-line expense (similar to current operating leases) while finance leases will result in a front-loaded expense pattern (similar to current capital leases). Classification will be based on criteria that are for the most part similar to those applied in current lease accounting. ASU 2016-02 may be adopted using a modified retrospective transition, and provides for certain practical expedients. Transactions will require application of the new guidance at the beginning of the earliest comparative period presented. The guidance is effective for public entities for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently assessing the potential impact of ASU 2016-02 on its consolidated financial statements and expects that it will result in a significant increase to its long-term assets and liabilities. In January 2016, the FASB issued ASU 2016-01, “Financial Instruments — Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities.” This standard modifies how entities measure equity investments and present changes in the fair value of financial liabilities; simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment; changes presentation and disclosure requirements; and clarifies that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale securities in combination with the entity’s other deferred tax assets. ASU 2016-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early application is permitted. The Company does not expect that the adoption of this ASU will have a significant impact on its statement of operations. In July 2015, the FASB issued ASU 2015-11, “Inventory (Topic 330) — Simplifying the Measurement of Inventory.” Under this standard, inventory will be measured at the “lower of cost and net realizable value” and options that currently exist for “market value” will be eliminated. The standard defines net realizable value as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.” No other changes were made to the current guidance on inventory measurement. This guidance is effective for interim and annual periods beginning after December 15, 2016. Early adoption is permitted and should be applied prospectively. The Company does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. |
INVENTORIES
INVENTORIES | 12 Months Ended |
Jan. 31, 2017 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | NOTE B — INVENTORIES Inventories consist of: January 31, 2017 2016 (In thousands) Finished goods $ 483,085 $ 484,805 Raw materials and work-in-process 184 506 $ 483,269 $ 485,311 Inventory held on consignment by third parties totaled $2.8 million at January 31, 2017. No inventory was held on consignment at January 31, 2016. The Company retains the title to its inventory stored at third party facilities. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Jan. 31, 2017 | |
Property Plant And Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE C — PROPERTY AND EQUIPMENT Property and equipment consist of: January 31, 2017 2016 (In thousands) Machinery and equipment 5 years $ 1,376 $ 1,820 Leasehold improvements 3 – 13 years 82,658 78,082 Furniture and fixtures 3 – 5 years 79,292 70,899 Computer equipment and software 2 – 3 years 15,907 12,909 179,233 163,710 Less: accumulated depreciation 76,662 60,131 $ 102,571 $ 103,579 The Company had fixed asset write offs of approximately $3.2 million and $618,000, net of accumulated depreciation, for the years ended January 31, 2017 and 2016. Depreciation expense was $29.6 million, $23.0 million and $17.9 million for the years ended January 31, 2017, 2016 and 2015, respectively. For the year ended January 31, 2017, the Company recorded a $10.5 million impairment charge on leasehold improvements and furniture and fixtures of certain of our Wilsons and G.H. Bass stores as a result of the stores’ performance. The Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In the evaluation process, the Company first compares the carrying value of the asset to the estimated future cash flows (undiscounted and without interest charges - plus proceeds expected from disposition, if any). If the estimated undiscounted cash flows are less than the carrying value of the asset, the Company needs to determine the fair value of the assets. The Company compares the carrying value of the asset to the asset’s estimated fair value. If the fair value is less than the carrying value, the Company recognizes an impairment loss. The carrying amount of the asset is reduced to the estimated fair value based on a discounted cash flow valuation. Assets to be disposed of are reported at the lower of the carrying amount of the asset or fair value less costs to sell. The Company reviews retail store assets for potential impairment based on historical cash flows, lease termination provisions and forecasted future retail store operating results. If the Company recognizes an impairment loss for a depreciable long-lived asset, the adjusted carrying amount of the asset becomes its new cost basis and will be depreciated (amortized) over the remaining useful life of that asset. |
ACQUISITIONS AND INTANGIBLES
ACQUISITIONS AND INTANGIBLES | 12 Months Ended |
Jan. 31, 2017 | |
Business Combinations [Abstract] | |
ACQUISITIONS AND INTANGIBLES | NOTE D — ACQUISITIONS AND INTANGIBLES Acquisition of Donna Karan International Inc. On December 1, 2016, G-III acquired all of the outstanding capital stock of Donna Karan International Inc. (“DKI”) from LVMH Moet Hennessy Louis Vuitton Inc. (“LVMH”), pursuant to a Stock Purchase Agreement (the “Purchase Agreement”), dated July 22, 2016, by and between the Company and LVMH, for a total purchase price, including adjustments, of approximately $669.8 million. DKI owns some of the world’s most iconic and recognizable power brands including Donna Karan and DKNY. DKI sells its products through department stores, specialty and online retailers worldwide, as well as through company-owned retail stores and an e-commerce site. The acquisition of DKI strengthens and diversifies the Company’s brand portfolio and offers additional opportunities to expand G-III’s business through the development of the DKNY and Donna Karan brands and product categories. Purchase price consideration The purchase price of $669.8 million, after taking into account certain adjustments, was paid by a combination of (i) cash, (ii) 2,608,877 newly issued shares of the Company’s common stock valued at $75.0 million and (iii) a note (the “LVMH Note”) issued to LVMH in the principal amount of $125.0 million. The cash portion of the purchase price was paid from the proceeds of a term loan facility and revolving credit facility. The purchase price has been revised to include adjustments in accordance with the Purchase Agreement. Please see Note E, “Notes payable and other liabilities” and Note H “Stockholders’ equity” for further discussion of these aspects of the acquisition. The total consideration paid for the acquisition of DKI is as follows (in thousands): Initial Purchase Price $ 650,000 plus: 338(h)(10) tax election adjustment 33,500 plus: aggregate adjustments to purchase price 26,278 Minus: LVMH Note discount (40,000 ) Total consideration $ 669,778 Allocation of the purchase price consideration The following table summarizes the fair values of the assets acquired and liabilities assumed at the date of acquisition: (In thousands) Cash and cash equivalents $ 44,375 Accounts receivable 13,235 Inventories 10,933 Prepaid expenses & other current assets 19,533 Property, plant and equipment 15,760 Goodwill 220,649 Tradenames 370,000 Other intangibles 40,000 Other long-term assets 2,703 Total assets acquired 737,188 Accounts payable (21,436 ) Accrued expense (38,900 ) Income taxes payable (3,443 ) Other long-term liabilities (3,631 ) Total liabilities assumed (67,410 ) Total fair value of acquisition consideration (net of $40 million imputed debt discount) $ 669,778 The Company recognized goodwill of approximately $220.6 million in connection with the acquisition of DKI. The goodwill was assigned to the Company’s wholesale operations reporting unit as the wholesale operations reporting unit is expected to benefit from the synergies of the combination and from the future growth of DKI. Subsequent to the acquisition, DKI’s wholesale operations were fully integrated into G-III’s credit and collection platform and both entities are expected to share several processes in the short term such as IT, finance, logistics, human resources, sourcing and overseas quality control. The Purchase Agreement included an option to make an election under Internal Revenue Code Section 338(h)(10). Accordingly, the book and tax basis of the acquired assets and liabilities are the same as of the purchase date and the goodwill is deductible for tax purposes over a 15 year period. The fair values assigned to identifiable intangible assets acquired were based on assumptions and estimates made by management using unobservable inputs reflecting the Company’s own assumptions about the inputs that market participants would use in pricing the asset or liability based on the best information available. The fair values of these identifiable intangible assets were determined using the discounted cash flow method and the Company classifies these intangibles as Level 3 fair value measurements. The Company recorded other intangible assets of $410.0 million, which included customer relationships of $40.0 million (17 year life), as well as tradenames of $370.0 million, which have an indefinite life. The Company recognized approximately $7.8 million of acquisition related costs that were expensed in fiscal 2017. These acquisition and integration costs are included in “selling, general and administrative expenses” in the Consolidated Statements of Income and Comprehensive Income for the year ended January 31, 2017. The estimates of fair value of assets acquired and liabilities assumed are preliminary and subject to change based on completion of certain working capital adjustments and the tax implications of our purchase price allocation. The purchase price allocation for acquired companies can be modified for up to one year from the date of acquisition. The following table represents the reconciliation of the cash paid for the acquisition of DKI with the fair value of the acquisition consideration (in thousands): Purchase price $ 669,778 Minus cash acquired and non-cash consideration Cash acquired (44,375 ) Note issued to LVMH, net of discount (85,000 ) Common Stock issued to LVMH (75,000 ) Cash disbursed for the acquisition of DKI $ (465,403 ) The amount of net sales and operating losses of DKI since the acquisition date included in the consolidated statements of income for the reporting period represented $29.5 million and a loss of $13.1 million, respectively. The following table reflects the unaudited pro forma consolidated results of operations for the periods presented, as though the acquisition of DKI had occurred on February 1, 2015. Year Ended January 31, 2017 (1) 2016 (unaudited, in thousands) Net sales $ 2,601,181 $ 2,840,741 Net income 7,000 61,089 Earnings per share: Basic $ 0.14 $ 1.26 Diluted 0.14 1.23 (1) Includes nonrecurring pro forma adjustments directly attributable to the business combination consisting of the reversal of $7.8 million of professional fees and the reversal of severance expenses of $3.9 million. The pro forma adjustments are based upon available information and certain assumptions that we consider reasonable. The unaudited pro forma condensed combined financial data is based on preliminary estimates and assumptions set forth in the accompanying notes. Pro forma adjustments are necessary to (i) reflect the changes in depreciation and amortization expense resulting from fair value adjustments to intangible assets, to (ii) reflect interest expense due to incremental borrowings to fund the Acquisition, to (iii) reflect the taxation of G-III’s and DKI’s combined income as a result of the acquisition, as well as the tax effects related to such pro forma adjustments, (iv) adjust for accounting policy changes to conform to G-III’s presentation and to (v) reflect shares issued as part of the purchase price for the acquisition. The pro forma results do not include any realized or anticipated cost synergies or other effects of the integration of DKI. Accordingly, such pro forma amounts are not indicative of the results that actually would have occurred had the acquisition been completed on February 1, 2015, nor are they indicative of the future operating results of the combined company. Intangible assets balances Intangible assets consist of: January 31, Estimated Life 2017 2016 (In thousands) Gross carrying amounts Licenses 14 years $ 18,846 $ 19,074 Trademarks 8 – 12 years 2,194 2,194 Customer relationships 8 – 17 years 48,071 8,163 Other 3 – 10 years 4,387 4,975 Subtotal 73,498 34,406 Accumulated amortization (24,921 ) (23,540 ) 48,577 10,866 Unamortized intangible assets Goodwill 269,262 49,437 Trademarks 435,395 67,200 Subtotal 704,657 116,637 Total intangible assets, net $ 753,234 $ 127,503 Changes in the amounts of our goodwill for each of the years ended January 31, 2017 and 2016 are summarized by reportable segment as follows (in thousands): Wholesale Retail Total January 31, 2015 $ 51,414 $ 716 $ 52,130 Currency translation (2,693 ) — (2,693 ) January 31, 2016 48,721 716 49,437 Acquisition 220,649 — 220,649 Currency translation (824 ) — (824 ) January 31, 2017 $ 268,546 $ 716 $ 269,262 Amortization expense with respect to intangibles amounted to approximately $2.5 million, $1.9 million and $2.0 million for the years ended January 31, 2017, 2016 and 2015, respectively. The estimated amortization expense with respect to intangibles for the next five years is as follows: Year Ending January 31, Amortization Expense (In thousands) 2018 $ 4,329 2019 3,967 2020 3,828 2021 3,286 2022 3,076 Goodwill represents the excess of the purchase price and related costs over the value assigned to net tangible and identifiable intangible assets of businesses acquired and accounted for under the purchase method. The Company reviews and tests its goodwill and intangible assets with indefinite lives for impairment at least annually, or more frequently if events or changes in circumstances indicate that the carrying amount of such assets may be impaired. The Company performs the test in the fourth fiscal quarter of each year using a combination of a discounted cash flow analysis and a market approach. The discounted cash flow approach requires that certain assumptions and estimates be made regarding industry economic factors and future profitability. The market approach estimates the fair value based on comparisons with the market values and market multiples of earnings and revenues of similar public companies. Trademarks and customer relationships having finite lives are amortized over their estimated useful lives and measured for impairment when events or circumstances indicate that the carrying value may be impaired. |
NOTES PAYABLE AND OTHER LIABILI
NOTES PAYABLE AND OTHER LIABILITIES | 12 Months Ended |
Jan. 31, 2017 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE AND OTHER LIABILITIES | NOTE E — NOTES PAYABLE AND OTHER LIABILITIES Long term debt consists of the following: January 31, 2017 January 31, 2016 (in thousands) Term loan $ 300,000 $ — New revolving credit facility 91,121 — Note issued to LVMH 125,000 — Subtotal 516,121 — Less: Net debt issuance costs and debt discount (54,365 ) — Total $ 461,756 $ — Term Loan In connection with the acquisition of DKI, the Company borrowed $350.0 million under a senior secured term loan facility (the “Term Loan”). The Term Loan will mature in December 2022. The Term Loan is subject to amortization payments of 0.625% of the original aggregate principal amount of the Term Loan per quarter, with the balance due at maturity. On December 1, 2016, the Company prepaid $50.0 million in principal amount of the Term Loan. This prepayment relieves G-III of its obligation to make quarterly amortization payments for the remainder of the term. Interest on the outstanding principal amount of the Term Loan accrues at a rate equal to LIBOR, subject to a 1% floor, plus an applicable margin of 5.25% or an alternate base rate (defined as the greatest of (i) the “prime rate” as published by the Wall Street Journal from time to time, (ii) the federal funds rate plus 0.5% or (iii) the LIBOR rate for a borrowing with an interest period of one month) plus 4.25%, per annum, payable in cash. The Term Loan is secured (i) on a first-priority basis by a lien on the Company’s real estate assets, equipment and fixtures, equity interests and intellectual property and certain related rights owned by the Company and by certain of the Company’s subsidiaries and (ii) by a second-priority security interest in other assets of the Company and certain of its subsidiaries, which secure on a first-priority basis the Company’s asset-based loan facility described below under the caption “New Revolving Credit Facility”. The term loan contains covenants that restrict the Company’s ability to among other things, incur additional debt, sell or dispose certain assets, make certain investments, incur liens and enter into acquisitions. This loan also includes a mandatory prepayment provision on excess cash flow as defined within the agreement. A first lien leverage covenant requires the Company to maintain a level of debt to EBITDA at a ratio as defined over the term of the agreement. As of January 31, 2017 the Company was in compliance with this covenant. The Term Loan may be prepaid, at the option of the Company, in whole or in part, at any time at par plus accrued interest, and, in the case of prepayments from the proceeds of certain refinancings prior to December 1, 2017, subject to a 1% prepayment fee. The Term Loan is required to be prepaid with the proceeds of certain asset sales if such proceeds are not applied as required by the Term Loan Credit Agreement within certain specified deadlines. The Term Loan is also required to be prepaid in an amount equal to 75% of the “Excess Cash Flow” (as defined in the Term Loan Credit Agreement) of the Company with respect to each fiscal year ending on or after January 31, 2018. The percentage of Excess Cash Flow that must be so applied is reduced to 50% if the Company’s senior secured leverage ratio is less than 3.00 to 1.00, to 25% if the Company’s senior secured leverage ratio is less than 2.75 to 1.00 and to 0% if the Company’s senior secured leverage ratio is less than 2.25 to 1.00. The Company also incurred debt issuance costs totaling $18.3 million related to the Term Loan, of which $2.6 million have been expensed in connection with the $50 million prepayment. In accordance with ASU 2015-15, the debt issuance costs have been deferred and are presented as a contra-liability, offsetting the outstanding balance of the term loan, and are amortized using the effective interest method over the remaining life of the Term Loan. The weighted average interest rate for amounts borrowed under the Term Loan was 6.25% for the two month period ended January 31, 2017. A 0.25% change in the interest rates applied to the Term Loan would change annual interest expense under the Term Loan by approximately $750,000. New Revolving Credit Facility Upon closing of the acquisition of DKI, the Company’s previous credit agreement (the “old revolving credit facility”) was refinanced and replaced by a $650 million amended and restated credit agreement (the “new revolving credit facility”). Amounts available under the new revolving credit facility are subject to borrowing base formulas and over advances as specified in the new revolving credit facility agreement. Borrowings bear interest, at the Company’s option, at LIBOR plus a margin of 1.25% to 1.75% or an alternate base rate (defined as the greatest of (i) the “prime rate” of JPMorgan Chase Bank, N.A. from time to time, (ii) the federal funds rate plus 0.5% or (iii) the LIBOR rate for a borrowing with an interest period of one month) plus a margin of 0.25% to 0.75%, with the applicable margin determined based on the availability under the new revolving credit facility agreement. The new revolving credit facility has a five year term ending December 1, 2021. In addition to paying interest on any outstanding borrowings under the new revolving credit facility, the Company is required to pay a commitment fee to the lenders under the credit agreement with respect to the unutilized commitments. The commitment fee shall accrue at a rate equal to 0.25% per annum on the average daily amount of the available commitment. The Company also incurred debt issuance costs totaling $12.4 million related to the new revolving credit facility. As permitted under ASU 2015-15, the debt issuance costs have been deferred and are presented as an asset which is subsequently amortized ratably over the term of the new revolving credit facility. The new revolving credit facility is secured by specified assets of the Company and certain of its subsidiaries. The new revolving credit facility contains a number of covenants that, among other things, restrict the Company’s ability, subject to specified exceptions, to incur additional debt; incur liens; sell or dispose of assets; merge with other companies; liquidate or dissolve itself; acquire other companies; make loans, advances, or guarantees; and make certain investments. In certain circumstances, the new revolving credit facility also requires G-III to maintain a minimum fixed charge coverage ratio, as defined, that should not exceed 1.00 to 1.00 for each period of twelve consecutive fiscal months of holdings. As of January 31, 2017, the Company was in compliance with these covenants. As of January 31, 2017, interest under the ABL Credit Agreement was being charged at the average rate of 3.19% per annum. The new revolving credit facility also includes amounts available for letters of credit. As of January 31, 2017, the Company had $91.1 million of borrowings outstanding under the new revolving credit facility all of which is classified as long term liability. As of January 31, 2017, there were outstanding trade and standby letters of credit amounting to $10.4 million and $2.4 million, respectively. LVMH Note As a portion of the consideration for the acquisition of DKI, the Company issued to LVMH a junior lien secured promissory note in the principal amount of $125.0 million (the “LVMH Note”) that bears interest at the rate of 2% per year. $75.0 million of the principal amount of the LVMH Note is due and payable on June 1, 2023 and $50.0 million of such principal amount is due and payable on December 1, 2023. In connection with the issuance of the LVMH Note, LVMH entered into (i) a subordination agreement with Barclays Bank PLC, as administrative agent for the lenders party to the Term Loan and collateral agent for the Senior Secured Parties thereunder and JPMorgan Chase Bank, N.A., as administrative agent for the lenders and other Senior Secured Parties under the new revolving credit facility, providing that the Company’s obligations under the LVMH Note are subordinate and junior to the Company’s obligations under the new revolving credit facility and the Term Loan, and (ii) a pledge and security agreement with the Company and its subsidiary, G-III Leather Fashions, Inc., pursuant to which The Company and G-III Leather granted to LVMH a security interest in specified collateral to secure the Company’s payment and performance of the Company’s obligations under the LVMH Note that is subordinate and junior to the security interest granted by the Company with respect to the Company’s obligations under the new revolving credit facility agreement and Term Loan. The LVMH Note was issued at a discount of $40.0 million in accordance with ASC 820 — Fair Value Measurements. The imputed discount is being amortized as interest expense using the effective interest method over the term of the LVMH Note. Old Revolving Credit Facility Prior to the acquisition of DKI, the old revolving credit facility consisted of a five-year senior secured credit facility providing for borrowings in the aggregate principal amount of up to $450 million through August 2017. Amounts available under the previous credit agreement were subject to borrowing base formulas and other advances as specified in that credit agreement. Borrowings bore interest, at the Company’s option, at LIBOR plus a margin of 1.5% to 2.0% or prime plus a margin of 0.5% to 1.0%, with the applicable margin determined based on availability under the previous credit agreement. The previous credit agreement was secured by all of the assets of G-III Apparel Group, Ltd. and its subsidiaries, G-III Leather Fashions, Inc., Riviera Sun, Inc., CK Outerwear, LLC, Andrew & Suzanne Company Inc., AM Retail Group, Inc., G-III Apparel Canada ULC, G-III License Company, LLC and AM Apparel Holdings, Inc. The weighted average interest rate for amounts borrowed under the old revolving credit facility was 2.1% for the period starting February 2, 2016 and ending November 30, 2016, when the old revolving credit facility was replaced by the new revolving credit facility. The weighted average interest rate for amounts borrowed under the old revolving credit facility was 2.1% for the year ended January 31, 2016. Future Debt Maturities As of January 31, 2017, the Company’s mandatory debt repayments mature in the year ending January 31, 2022 or thereafter. Year Ending January 31, (In millions) 2018 $ — 2019 — 2020 — 2021 91,121 2022 and thereafter $ 425,000 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Jan. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE F — INCOME TAXES The income tax provision is comprised of the following: Year Ended January 31, 2017 2016 2015 (In thousands) Current Federal $ 22,925 $ 47,585 $ 46,989 State and city 4,034 5,910 5,978 Foreign 6,150 7,768 5,688 33,109 61,263 58,655 Deferred Federal (4,776 ) 3,458 1,422 State and city (2,807 ) 535 (67 ) Foreign 298 (456 ) (560 ) (7,285 ) 3,537 795 Income tax expense $ 25,824 $ 64,800 $ 59,450 Income before income taxes United States $ 55,363 $ 149,578 $ 133,709 Non-United States 22,399 29,555 34,732 $ 77,762 $ 179,133 $ 168,441 The significant components of the Company’s net deferred tax asset at January 31, 2017 and 2016 are summarized as follows: 2017 2016 (In thousands) Deferred tax assets Compensation $ 10,323 $ 13,045 Straight-line lease 4,279 3,713 Provision for bad debts and sales allowances 11,919 11,180 Supplemental employee retirement plan 519 378 Inventory write-downs 10,163 3,581 Net operating loss 2,274 1,637 Other 2,343 1,812 Total deferred tax assets 41,820 35,346 Deferred tax liabilities Depreciation and amortization (14,724 ) (15,981 ) Intangibles (21,347 ) (21,772 ) Prepaid expenses and other (3,383 ) (3,362 ) Other (817 ) (507 ) Total deferred tax liabilities (40,271 ) (41,622 ) Net deferred tax assets (liability) $ 1,549 $ (6,276 ) As of January 31, 2017 and 2016, intangible deferred tax liabilities of $13.8 million and $14.3 million, respectively, relate to intangible assets in Switzerland. The remaining intangible assets relate primarily to the U.S. The following is a reconciliation of the statutory federal income tax rate to the effective rate reported in the financial statements for the years ended January 31: 2017 2016 2015 Provision for Federal income taxes at the statutory rate 35.0 % 35.0 % 35.0 % State and local income taxes, net of Federal tax benefit 1.0 2.4 2.3 Permanent differences resulting in Federal taxable income 9.6 3.6 2.9 Foreign tax rate differential (1.7 ) (1.4 ) 0.1 ASC 718 Adoption (3.8 ) — — Foreign tax credit (6.5 ) (3.1 ) (6.5 ) Other, net (0.4 ) (0.3 ) 1.5 Actual provision for income taxes 33.2 % 36.2 % 35.3 % Undistributed earnings of the Company’s foreign subsidiaries amounted to approximately $32 million at January 31, 2017. Those earnings are considered indefinitely reinvested and, accordingly, no provision for U.S. income taxes has been provided thereon. Upon distribution of those earnings in the form of dividends or otherwise, the Company would be subject to both U.S. income taxes (subject to an adjustment for foreign tax credits) and withholding taxes payable to the various foreign countries, as applicable. At this point in time it is not practical to estimate the amount of taxes payable if the earnings were remitted. Unrecognized Tax Benefits A reconciliation of the beginning and ending amounts of gross unrecognized tax benefits (excluding interest and penalties) is as follows: 2017 2016 2015 Balance at February 1, 1,094 1,094 1,094 Additions based on tax positions related to the current year 0 0 0 Additions for tax positions of prior years 0 0 0 Reductions for tax positions of prior years 0 0 0 Settlements 0 0 0 Lapses of statutes of limitations 0 0 0 Balance at January 31, 1,094 1,094 1,094 The Company accounts for uncertain income tax positions in accordance with ASC Topic 740 Income Taxes. The Company files income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. As of January 31, 2017, there was an increase in the unrecognized tax position reserve of approximately $125,000 for the current year accrual of interest and penalties on existing uncertain income tax positions reserves. The Company’s policy on classification is to include interest in “interest and financing charges” and penalties in “selling, general and administrative expense” in the accompanying Consolidated Statements of Income. The Company and certain of its subsidiaries are subject to U.S. Federal income tax as well as income tax of multiple state, local, and foreign jurisdictions. One of its foreign subsidiaries, T.R.B. International S.A., has a ruling with the Swiss government that taxes commercial foreign sourced income at an 11.6% rate. The ruling was extended to the year ending January 31, 2018. Of the major jurisdictions, the Company and its subsidiaries are subject to examination in the United States and various foreign jurisdictions for fiscal year 2013 and forward. It is currently under audit examination by New Jersey and Belgium for fiscal year 2010 and forward. We believe that it is reasonably possible that the total amount of unrecognized tax benefits of $1.6 million (inclusive of tax, interest and penalties) will not change during the next twelve months due to the applicable statutes of limitations. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Jan. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE G — COMMITMENTS AND CONTINGENCIES Lease Agreements The Company leases warehousing, executive and sales facilities, retail stores, equipment and vehicles under operating leases with options to renew at varying terms. Leases with provisions for increasing rents have been accounted for on a straight-line basis over the life of the lease. Certain leases provide for contingent rents, which are determined as a percentage of gross sales. The Company records a contingent rent liability in accrued expenses on the Consolidated Balance Sheets and the corresponding rent expense on the Consolidated Statements of Income and Comprehensive Income when management determines that achieving the specified levels during the fiscal year is probable. The following schedule sets forth the future minimum rental payments for operating leases having non-cancelable lease periods in excess of one year at January 31, 2017: Year Ending January 31, Amount (In thousands) 2018 $ 95,882 2019 93,359 2020 86,243 2021 76,336 2022 63,379 Thereafter 163,799 $ 578,998 Rent expense on the above operating leases for the years ended January 31, 2017, 2016 and 2015 was approximately $84.7 million, $75.6 million and $72.6 million, respectively. License Agreements The Company has entered into license agreements that provide for royalty payments ranging from 4% to 20% of net sales of licensed products. The Company incurred royalty expense (included in cost of goods sold) of approximately $139.0 million, $123.7 million and $109.6 million for the years ended January 31, 2017, 2016 and 2015, respectively. Contractual advertising expense, which is normally based on a percentage of net sales associated with certain license agreements (included in selling, general and administrative expense), was $39.2 million, $36.1 million and $32.1 million for the years ended January 31, 2017, 2016 and 2015, respectively. Based on minimum net sales requirements, future minimum royalty and advertising payments required under these agreements are: Year Ending January 31, Amount (In thousands) 2018 $ 143,531 2019 105,884 2020 100,540 2021 83,287 2022 188,095 Thereafter 185,295 $ 806,632 Legal Proceedings In the ordinary course of business, the Company is subject to periodic claims, investigations and lawsuits. Although the Company cannot predict with certainty the ultimate resolution of claims, investigations and lawsuits, asserted against the Company, it does not believe that any currently pending legal proceeding or proceedings to which it is a party will have a material adverse effect on its business, financial condition or results of operations. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Jan. 31, 2017 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE H — STOCKHOLDERS’ EQUITY Stock Split On April 1, 2015, the Board of Directors approved a two-for-one stock split of the Company’s outstanding shares of common stock, effected in the form of a stock dividend. The stock dividend was paid to stockholders of record as of the close of market on April 20, 2015 and was effected on May 1, 2015. All share and per share information has been retroactively adjusted to reflect this stock split. Public Offering In June 2014, the Company sold 3,450,000 shares of its common stock, including 450,000 shares sold pursuant to the exercise in full of the underwriters’ option to purchase additional shares, at a public offering price of $38.82 per share. The Company received net proceeds of $128.7 million from the offering after payment of underwriting discounts and expenses of the offering. The net proceeds were used for general corporate purposes. Share Repurchase Program In December 2015, the Company’s Board of Directors reapproved and increased the previously authorized share repurchase program. There were 3,750,000 remaining shares authorized for repurchase under the prior program which the Board increased to 5,000,000 shares. The timing and actual number of shares repurchased, if any, will depend on a number of factors, including market conditions and prevailing stock prices, and are subject to compliance with certain covenants contained in the loan agreement. Share repurchases may take place on the open market, in privately negotiated transactions or by other means, and would be made in accordance with applicable securities laws. The Company did not repurchase any shares during fiscal 2016 or fiscal 2017. Long-Term Incentive Stock Plan As of January 31, 2017, the Company had 1,504,807 shares available for grant under its long-term incentive plan. The plan provides for the grant of equity and cash awards, including restricted stock awards, stock options and other stock unit awards to directors, officers and employees. Restricted stock unit awards vest over a three to five year period. In addition to the time vesting condition, these awards may include stock price and operating performance conditions, including a performance condition based on achievement of a specified stock price and, in certain cases, a condition based on an operating performance target. It is the Company’s policy to grant stock options at prices not less than the fair market value on the date of the grant. Option terms, vesting and exercise periods vary, except that the term of an option may not exceed ten years. Restricted Stock Units Awards Weighted Average Unvested as of January 31, 2015 2,091,412 $ 23.80 Granted 507,319 $ 47.36 Vested (549,848 ) $ 19.40 Canceled — $ — Unvested as of January 31, 2016 2,048,883 $ 30.79 Granted 630,642 $ 25.82 Vested (678,164 ) $ 22.43 Canceled (2,500 ) $ 17.95 Unvested as of January 31, 2017 1,998,861 $ 31.70 For restricted stock units with stock price performance conditions, the Company estimates the grant date fair value using a lattice model. For restricted stock units with operating performance conditions, the Company estimates the grant date fair value using a Monte Carlo simulation model. This valuation methodology utilizes the closing price of the Company’s common stock on grant date and several key assumptions, including expected volatility of the Company’s stock price, and risk-free rates of return. This valuation is performed with the assistance of a third party valuation specialist. For restricted stock units with no performance conditions, grant date fair value is based on the market price on the date of grant. The Company recognized $16.8 million, $15.6 million and $11.6 million in compensation expense for the years ended January 31, 2017, 2016 and 2015, respectively, related to restricted stock unit grants. At January 31, 2017, 2016 and 2015, unrecognized costs related to the restricted stock units totaled approximately $40.7 million, $42.0 million and $32.2 million, respectively. Stock Options Information regarding all stock options for fiscal 2017, 2016 and 2015 is as follows: 2017 2016 2015 Shares Weighted Shares Weighted Shares Weighted Stock options outstanding at beginning of year 331,651 $ 10.59 469,176 $ 11.16 536,976 $ 11.11 Exercised (20,520 ) $ 12.65 (37,525 ) $ 11.11 (67,800 ) $ 10.76 Granted — $ — — $ — — $ — Cancelled or forfeited (60,000 ) $ 15.87 (100,000 ) $ 13.08 — $ — Stock options outstanding at end of year 251,131 $ 9.16 331,651 $ 10.59 469,176 $ 11.16 Exercisable 251,131 $ 9.16 253,151 $ 9.07 250,176 $ 8.63 The following table summarizes information about stock options outstanding: Range of Exercise Prices Number 2017 Weighted Contractual Life Weighted Price Number 2017 Weighted Price $0.00 – $8.00 113,800 1.24 $ 6.61 113,800 $ 6.61 $8.01 – $12.00 84,265 0.60 $ 9.23 84,265 $ 9.23 $12.01 – $16.00 36,400 4.08 $ 12.98 36,400 $ 12.98 $16.01 – $40.00 16,666 5.19 $ 17.85 16,666 $ 17.85 251,131 251,131 The fair value of stock options was estimated using the Black-Scholes option-pricing model. This model requires the input of subjective assumptions that will usually have a significant impact on the fair value estimate. No stock options were granted during the years ended January 31, 2017, January 31, 2016 and January 31, 2015. The Company is required to recognize stock-based compensation based on the number of awards that are ultimately expected to vest. In connection with the adoption of ASU 2016-09, the Company has elected to account for forfeitures as they occur. The weighted average remaining term for stock options outstanding was 1.70 years at January 31, 2017. The aggregate intrinsic value at January 31, 2017 was $4.3 million for stock options outstanding and exercisable. The intrinsic value for stock options is calculated based on the exercise price of the underlying awards and the market price of the Company’s common stock as of January 31, 2017, the reporting date. Proceeds received from the exercise of stock options were approximately $260,000 and $417,000 during the years ended January 31, 2017 and 2016, respectively. The intrinsic value of stock options exercised was $936,000 and $1.7 million for the years ended January 31, 2017 and 2016, respectively. A portion of this amount is currently deductible for tax purposes. The Company recognized approximately $126,000 in compensation expense for the year ended January 31, 2017, $153,000 for the year ended January 31, 2016 and $541,000 for the year ended January 31, 2015, related to equity option award grants. As of January 31, 2017, there is no unamortized option compensation expense to be recorded. No options were granted during the fiscal years ended January 31, 2017, 2016 and 2015. |
MAJOR CUSTOMERS
MAJOR CUSTOMERS | 12 Months Ended |
Jan. 31, 2017 | |
Risks and Uncertainties [Abstract] | |
MAJOR CUSTOMERS | NOTE I — MAJOR CUSTOMERS One customer in the wholesale operations segment accounted for approximately 21.8%, 20.8% and 18.7% of the Company’s net sales for the years ended January 31, 2017, 2016 and 2015, respectively. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Jan. 31, 2017 | |
Compensation And Retirement Disclosure [Abstract] | |
EMPLOYEE BENEFIT PLANS | NOTE J — EMPLOYEE BENEFIT PLANS The Company maintains a 401(k) plan (the “GIII Plan”) and trust for non-union employees. The Plan provides for a Safe Harbor (non-discretionary) matching contribution of 100% of the first 3% of the participant’s contributed pay plus 50% of the next 2% of the participant’s contributed pay. The Company made matching contributions of approximately $2.9 million, $2.3 million and $2.0 million for the years ended January 31, 2017, 2016 and 2015, respectively. DKI maintains a 401(k) plan and trust for U.S. based non-union employees. The Company matched 50% of the first 7% of the participant’s contributed pay for a maximum amount of 3.5% of a participant’s eligible compensation. The Company made matching contributions of approximately $52,000 for the month of December 2016. In January 2017, all DKI employees became employees of the Company and were able to participate in the GIII Plan. The Company anticipates merging the two plans during fiscal 2018. |
SEGMENTS
SEGMENTS | 12 Months Ended |
Jan. 31, 2017 | |
Segment Reporting [Abstract] | |
SEGMENTS | NOTE K — SEGMENTS The Company’s reportable segments are business units that offer products through different channels of distribution. Commencing with the first quarter of fiscal 2016, the Company changed its segment reporting to two reportable segments: wholesale operations and retail operations. The wholesale operations segment mainly consists of the Company’s former licensed products and non-licensed products segments and includes sales of products under brands licensed by the Company from third parties, as well as sales of products under the Company’s own brands and private label brands. Wholesale sales and revenues from license agreements related to the Donna Karan and DKNY business are included in the wholesale operations segment. The retail operations segment consists primarily of the Wilsons Leather, G.H. Bass and DKNY stores, as well as a limited number of Calvin Klein Performance and Karl Lagerfeld Paris stores. The following information, in thousands, is presented for the fiscal years ended: January 31, 2017 Wholesale Retail Elimination (1) Total Net sales $ 2,014,386 $ 474,217 $ (102,168 ) $ 2,386,435 Cost of goods sold 1,382,162 267,427 (104,015 ) 1,545,574 Gross profit 632,224 206,790 1,847 840,861 Selling, general and administrative 457,785 246,651 — 704,436 Depreciation and amortization 21,483 10,998 — 32,481 Asset impairments 10,480 — 10,480 Operating profit (loss) $ 152,956 $ (61,339 ) $ 1,847 $ 93,464 January 31, 2016 Wholesale Retail Elimination (1) Total Net sales $ 1,949,646 $ 514,027 $ (119,531 ) $ 2,344,142 Cost of goods sold 1,348,109 276,926 (119,531 ) 1,505,504 Gross profit 601,537 237,101 — 838,638 Selling, general and administrative 398,476 230,286 — 628,762 Depreciation and amortization 17,413 7,979 — 25,392 Operating profit (loss) $ 185,648 $ (1,164 ) $ — $ 184,484 January 31, 2015 Wholesale Retail Elimination (1) Total Net sales $ 1,745,894 $ 499,284 $ (128,323 ) $ 2,116,855 Cost of goods sold 1,220,489 267,430 (128,323 ) 1,359,596 Gross profit 525,405 231,854 — 757,259 Selling, general and administrative 349,535 222,455 — 571,990 Depreciation and amortization 13,454 6,920 — 20,374 Operating profit $ 162,416 $ 2,479 $ — $ 164,895 (1) Represents intersegment sales to the Company’s retail operations. The Company allocates overhead to its business segments on various bases, which include units shipped, space utilization, inventory levels, and relative sales levels, among other factors. The method of allocation has been applied consistently on a year-to-year basis. The total assets for each of the Company’s reportable segments, as well as assets not allocated to a segment, are as follows: January 31 2017 2016 (In thousands) Wholesale $ 1,477,259 $ 763,353 Retail 228,352 210,118 Corporate 146,333 210,599 Total Assets $ 1,851,944 $ 1,184,070 The total revenues and long lived assets by geographic region are as follows: 2017 2016 2015 Geographic Region Revenues Long-Lived Assets Revenues Long-Lived Assets Revenues Long-Lived Assets (In thousands) United States $ 2,180,409 $ 790,341 $ 2,157,889 $ 150,949 $ 1,956,589 $ 132,822 Non-United States 206,026 178,665 186,253 130,681 160,266 115,030 $ 2,386,435 $ 969,006 $ 2,344,142 $ 281,630 $ 2,116,855 $ 247,852 Capital expenditures for locations outside of the United States totaled $4.6 million in the fiscal year ended January 31, 2017, $4.5 million in the fiscal year ended January 31, 2016, and $6.4 million in the fiscal year ended January 31, 2015. |
OTHER INCOME
OTHER INCOME | 12 Months Ended |
Jan. 31, 2017 | |
Other Income and Expenses [Abstract] | |
OTHER INCOME | NOTE L — OTHER INCOME Other income recognized for the year ended January 31, 2016 includes an $899,000 gain with respect to the revised estimated contingent consideration payable in connection with the acquisition of Vilebrequin and also includes $272,000 of income from the minority interest share in the Karl Lagerfeld North America joint venture. Other income recognized for the year ended January 31, 2015 includes a $4.2 million gain with respect to the revised estimated contingent consideration payable in connection with the acquisition of Vilebrequin, $3.5 million received as compensation for the early termination of the right to operate Calvin Klein Performance stores in Japan, Taiwan and Singapore, a $1.9 million gain from the sale of the interest in a joint venture that operated Calvin Klein Performance stores in China and a $1.9 million gain related to the repurchase, at a discount, of the unsecured promissory notes issued as part of the consideration for the acquisition of Vilebrequin. |
EQUITY INVESTMENT
EQUITY INVESTMENT | 12 Months Ended |
Jan. 31, 2017 | |
Equity Method Investments and Joint Ventures [Abstract] | |
EQUITY INVESTMENT | NOTE M — EQUITY INVESTMENT Investment in Kingdom Holding 1 (“KH1”) In February 2016, the Company acquired a 19% minority interest in KH1, the parent company of the group that holds the worldwide rights to the Karl Lagerfeld brand. The Company paid 32.5€ million (approximately $35.4 million at the date of the transaction). This investment is intended to expand the partnership between the Company and the Karl Lagerfeld brand and extend their business development opportunities on a global scale. The investment in KH1, which is being accounted for under the equity method of accounting, is reflected in Investment in Unconsolidated Affiliates on the Condensed Consolidated Balance Sheets at January 31, 2017. Investment in Karl Lagerfeld North America (“KLNA”) In June 2015, the Company entered into a joint venture agreement with Karl Lagerfeld Group BV (“KLBV”). The Company paid to KLBV $25.0 million for a 49% ownership interest in KLNA. KLNA holds brand rights to all Karl Lagerfeld trademarks for all consumer products (except eyewear, fragrance, cosmetics, watches, jewelry, and hospitality services) and apparel in the United States, Canada and Mexico. The Company accounts for its investment in KLNA using the equity method of accounting. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Jan. 31, 2017 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE N — RELATED PARTY TRANSACTIONS Transactions with LVMH On December 1, 2016, in connection with the acquisition of DKI, the Company issued approximately 2.6 million shares of G-III’s common stock to LVMH equal to $75 million. LVHM’s holdings represent 5.4% of the Company’s outstanding common stock. LVMH is considered a related party as a result of its’ beneficial ownership being greater than 5%, On December 1, 2016, LVMH issued a junior lien secured promissory note in the principal amount of $125.0 million in connection with the acquisition of DKI that bears interest at the rate of 2% per annum. The Company paid interest in the amount of $212,000 to LVHM in fiscal 2017 and has a $212,000 interest payable balance as of January 31, 2017. The Company also has a balance due from LVMH in the amount of $7.3 million as a result of a working capital adjustment pursuant to the purchase agreement. This amount is included in prepaid expenses and other current assets in the accompanying Balance Sheet at January 31, 2017 and has been paid by LVMH in March 2017. In connection with the purchase of DKI, the Company, at the request of LVMH, agreed to operate a retail store located on Bond Street in the UK. The Company has agreed to operate the store until the earlier of the lease expiration, the termination of the lease by the landlord, or the transfer or assignment of the lease to another entity. LVMH has agreed to reimburse GIII for the cost of operating the store, less depreciation, for the duration of the agreement. Transaction with Karl Lagerfeld North America G-III owns a 49% ownership interest in KLNA and is considered a related party (see note M). The Company entered into a licensing agreement to use the brand rights to certain Karl Lagerfeld trademarks held by KLNA. The Company incurred royalty and advertising expense of approximately $4.0 million and $1.0 million for the years ended January 31, 2017 and 2016, respectively. The Company began shipping Karl Lagerfeld product in October 2015, the expense for fiscal 2016 represents approximately four months of activity. The amount of royalty and advertising due to KLNA as of January 31, 2017 and 2016 was approximately $656,000 and $60,000, respectively. |
QUARTERLY FINANCIAL DATA (UNAUD
QUARTERLY FINANCIAL DATA (UNAUDITED) | 12 Months Ended |
Jan. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL DATA (UNAUDITED) | NOTE P — QUARTERLY FINANCIAL DATA (UNAUDITED) Summarized quarterly financial data for the fiscal years ended January 31, 2017 and 2016 are as follows (in thousands, except per share amounts): Quarter Ended April 30, July 31, October 31, January 31, Net sales $ 457,403 $ 442,267 $ 883,476 $ 603,289 Gross profit 165,669 155,643 321,452 198,097 Net income (loss) attributable to G-III 2,771 (1,293 ) 70,564 (20,104 ) Net income (loss) per common share Basic $ 0.06 $ (0.03 ) $ 1.54 $ (0.42 ) Diluted $ 0.06 $ (0.03 ) $ 1.50 $ (0.42 ) Quarter Ended April 30, July 31, October 31, January 31, Net sales $ 432,965 $ 473,884 $ 909,865 $ 527,428 Gross profit 154,427 168,340 337,057 178,814 Net income attributable to G-III 6,760 12,453 87,156 7,964 Net income per common share Basic $ 0.15 $ 0.28 $ 1.92 $ 0.17 Diluted $ 0.15 $ 0.27 $ 1.87 $ 0.17 |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Jan. 31, 2017 | |
Valuation And Qualifying Accounts [Abstract] | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II — VALUATION AND QUALIFYING ACCOUNT Description Balance at of Period Charges to Expenses Deductions (a) Balance at Period (In thousands) Year ended January 31, 2017 Deducted from asset accounts Allowance for doubtful accounts $ 1,346 $ 682 $ 836 $ 1,192 Reserve for sales allowances (b) 72,915 266,263 244,684 94,494 $ 74,261 $ 266,945 $ 245,520 $ 95,686 Year ended January 31, 2016 Deducted from asset accounts Allowance for doubtful accounts $ 1,074 $ 515 $ 243 $ 1,346 Reserve for sales allowances (b) 52,367 212,145 191,597 72,915 $ 53,441 $ 212,660 $ 191,840 $ 74,261 Year ended January 31, 2015 Deducted from asset accounts Allowance for doubtful accounts $ 642 $ 584 $ 152 $ 1,074 Reserve for sales allowances (b) 54,345 162,233 164,211 53,367 $ 54,987 $ 162,817 $ 164,363 $ 53,441 (a) Accounts written off as uncollectible, net of recoveries. (b) See Note A in the accompanying Notes to Consolidated Financial Statements for a description of sales allowances. |
SIGNIFICANT ACCOUNTING POLICI23
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Jan. 31, 2017 | |
Accounting Policies [Abstract] | |
Business Activity and Principles of Consolidation | 1. Business Activity and Principles of Consolidation As used in these financial statements, the term “Company” or “G-III” refers to G-III Apparel Group, Ltd. and its subsidiaries. The Company designs, manufactures and markets an extensive range of apparel, including outerwear, dresses, sportswear, swimwear, women’s suits and women’s performance wear, as well women’s handbags, footwear, small leather goods, cold weather accessories and luggage. The Company also operates retail stores. The Company consolidates the accounts of all its wholly-owned and majority-owned subsidiaries. KL North America BV (“KLNA”) is a Dutch limited liability company which is a joint venture that is 49% owned by the Company. Kingdom Holdings 1 B.V. (“KH1”) is a Dutch limited liability company that is 19% owned by the Company. These investments are accounted for using the equity method of accounting. All material intercompany balances and transactions have been eliminated. Vilebrequin International SA (“Vilebrequin”), a Swiss corporation, which is wholly-owned by the Company, KH1 and KLNA report results on a calendar year basis rather than on the January 31 fiscal year basis used by the Company. Accordingly, the results of Vilebrequin, KH1 and KLNA are, and will be, included in the financial statements for the year ended or ending closest to the Company’s fiscal year. For example, with respect to the Company’s results for the year ended January 31, 2017, the results of Vilebrequin, KH1 and KLNA are included for the year ended December 31, 2016. Certain reclassifications have been made to the Condensed Consolidated Statements of Cash Flows as a result of the Company’s electing to apply the amendments related to the presentation of excess tax benefits on the statement of cash flows using a retrospective transition method as prescribed by Accounting Standard Update (“ASU”) 2016-09. This change resulted in a $10.1 and a 7.0 million decrease in net cash used in operating activities and a corresponding decrease in net cash provided by financing activities in the accompanying Condensed Consolidated Statement of Cash Flows for the period ended January 31, 2016 and 2015 respectively, compared to the amounts previously reported. |
Cash Equivalents | 2. Cash Equivalents The Company considers all highly liquid investments purchased with a maturity of three months or less to be cash equivalents. |
Revenue Recognition | 3. Revenue Recognition Goods are shipped to retailers in accordance with specific customer orders. The Company recognizes wholesale sales when the risks and rewards of ownership have transferred to the customer, determined by the Company to be when title to the merchandise passes to the customer. In addition, the Company acts as an agent in brokering sales between customers and overseas factories. On these transactions, the Company also recognizes commission fee income on sales that are financed by and shipped directly to the customers. Title to goods shipped by overseas vendors transfers to customers when the goods have been delivered to the customer. The Company also recognizes commission income upon the completion of the delivery by its vendors to the customer. The Company recognizes retail sales upon customer receipt of the merchandise, generally at the point of sale. The Company’s sales are recorded net of applicable sales taxes. Both wholesale revenues and retail store revenues are shown net of returns, discounts and other allowances. |
Returns and Allowances | 4. Returns and Allowances The Company reserves against known chargebacks and returns by customers. The Company establishes these reserves for returns and allowances based on current and historical information and trends. Allowances are established for trade discounts, markdowns, customer advertising agreements and operational chargebacks. Estimated costs associated with allowable deductions for customer advertising expenses are reflected as selling, general and administrative expenses. Estimated costs associated with trade discounts and markdowns, and reserves for returns are reflected as a reduction of net sales. All of these reserves are part of the allowances netted against accounts receivable. The Company estimates an allowance for doubtful accounts based on the creditworthiness of its customers as well as general economic conditions. The Company writes off uncollectible trade receivables once collection efforts have been exhausted. |
Inventories | 5. Inventories Wholesale inventories are stated at the lower of cost (determined by the first-in, first-out method) or market which comprises a significant portion of the Company’s inventory. G.H. Bass and Wilsons inventories are valued at the lower of cost or market as determined by the retail inventory method. DKI and Vilebrequin inventories are stated at the lower of cost (determined by the weighted average method) or market. |
Goodwill and Other Intangibles | 6. Goodwill and Other Intangibles Goodwill represents the excess of purchase price over the fair value of net assets acquired in business combinations accounted for under the purchase method of accounting. Goodwill and certain intangible assets deemed to have indefinite lives are not amortized, but are subject to annual impairment tests using a test combining a discounted cash flow approach and a market approach. Other intangibles with determinable lives, including license agreements, trademarks and customer lists are amortized on a straight-line basis over the estimated useful lives of the assets (currently ranging from 3 to 17 years). Impairment losses, if any, on intangible assets with finite lives are recorded when indicators of impairment are present and the discounted cash flows estimated to be derived from those assets are less than the carrying amounts of the assets. |
Depreciation and Amortization | 7. Depreciation and Amortization Property and equipment are recorded at cost. Depreciation and amortization are computed by the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized using the straight-line method over the life of the lease or the useful life of the improvement, whichever is shorter. |
Impairment of Long-Lived Assets | 8. Impairment of Long-Lived Assets In accordance with Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 360, Property, Plant and Equipment, the Company annually evaluates the carrying value of its long-lived assets to determine whether changes have occurred that would suggest that the carrying amount of such assets may not be recoverable based on the estimated future undiscounted cash flows of the businesses to which the assets relate. Any impairment loss would be equal to the amount by which the carrying value of the assets exceeded its fair value. In fiscal 2017, the Company recorded a $10.5 million impairment charge with respect to leasehold improvements and furniture and fixtures at certain of our Wilsons and G.H. Bass stores as a result of the performance in these stores. |
Income Taxes | 9. Income Taxes The Company accounts for income taxes and uncertain tax positions in accordance with ASC Topic 740 — Income Taxes. ASC 740 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a return, as well as guidance on de-recognition, classification, interest and penalties and financial statement reporting disclosures. Deferred income taxes reflect the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. |
Net Income Per Common Share | 10. Net Income Per Common Share On April 1, 2015, the Board of Directors approved a two-for-one stock split of the Company’s outstanding shares of common stock, effected in the form of a stock dividend. The stock dividend was paid to stockholders of record as of the close of market on April 20, 2015 and was effected on May 1, 2015. All share and per share information has been retroactively adjusted to reflect this stock split. Basic net income per common share has been computed using the weighted average number of common shares outstanding during each period. Diluted net income per share is computed using the weighted average number of common shares and potential dilutive common shares, consisting of unvested restricted stock unit awards and stock options outstanding during the period. Approximately 384,000, 165,000 and 160,000 shares for the years ended January 31, 2017, 2016 and 2015, respectively, have been excluded from the diluted net income per share calculation as they relate to equity based awards that vest based on performance conditions and for which the vesting conditions have not been met at the end of the period. The Company issued 194,618, 270,630 and 620,036 shares of common stock in connection with the exercise or vesting of equity awards during the years ended January 31, 2017, 2016 and 2015, respectively. In addition, the Company re-issued 291,181 and 317,143 treasury shares in connection with the vesting of equity awards in fiscal 2017 and fiscal 2016, respectively. The following table reconciles the numerators and denominators used in the calculation of basic and diluted net income per share: Year Ended January 31 2017 2016 2015 (In thousands, except per share amounts) Net income attributable to G-III $ 51,938 $ 114,333 $ 110,361 Basic net income per share: Basic common shares 46,308 45,328 43,298 Basic net income per share $ 1.12 $ 2.52 $ 2.55 Diluted net income per share: Basic common shares 46,308 45,328 43,298 Stock options and restricted stock awards 1,086 1,184 1,126 Diluted common shares 47,394 46,512 44,424 Diluted net income per share $ 1.10 $ 2.46 $ 2.48 |
Equity Award Compensation | 11. Equity Award Compensation ASC Topic 718, Compensation — Stock Compensation, requires all share-based payments to employees, including grants of restricted unit stock awards and employee stock options, to be recognized as compensation expense over the service period (generally the vesting period) based on their fair values. The impact of forfeitures that may occur prior to vesting is estimated and considered in the amount recognized. Restricted stock unit awards generally vest over a three to five year period and certain awards also include market price performance conditions that provide for the award to vest only after the average closing price of the Company’s stock trades above a predetermined market level. In addition, certain awards have other performance conditions that require the achievement of an operating performance target. All awards are expensed on a straight line basis other than awards with market price performance and/or operating performance conditions, which are expensed under the requisite acceleration method. It is the Company’s policy to grant stock options at prices not less than the fair market value on the date of the grant. Option terms, vesting and exercise periods vary, except that the term of an option may not exceed ten years. On February 1, 2016, the Company adopted Accounting Standard Update 2016-09. The new guidance prescribes that excess tax benefits arising from the lapse or exercise of an equity award are no longer recognized in additional paid in capital. The assumed proceeds from applying the treasury stock method when computing net income per share is amended to exclude the amount of excess tax benefits that would be recognized in additional paid in capital. This change in accounting results in approximately 207,000 additional diluted common shares being included in the diluted net income per share calculation for the year ended January 31, 2017. |
Cost of Goods Sold | 12. Cost of Goods Sold Cost of goods sold includes the expenses incurred to acquire, produce and prepare inventory for sale, including product costs, warehouse staff wages, freight in, import costs, packaging materials, the cost of operating the overseas offices and royalty expense. Gross margins may not be directly comparable to those of the Company’s competitors, as income statement classifications of certain expenses may vary by company. |
Shipping and Handling Costs | 13. Shipping and Handling Costs Shipping and handling costs for wholesale operations consist of warehouse facility costs, third party warehousing, freight out costs, and warehouse supervisory wages and are included in selling, general and administrative expense. Wholesale shipping and handling costs included in selling, general and administrative expenses were $89.5 million, $73.1 million and $62.4 million for the years ended January 31, 2017, 2016 and 2015, respectively. Shipping and handling costs for retail operations consist of warehouse facility costs, third party warehousing, and warehouse wages and are included in selling, general and administrative expenses. Retail shipping and handling costs included in selling, general and administrative expenses were $9.6 million, $9.9 million and $8.4 million for the years ended January 31, 2017, 2016 and 2015, respectively. |
Advertising Costs | 14. Advertising Costs The Company expenses advertising costs as incurred and includes these costs in selling, general and administrative expense. Advertising paid as a percentage of sales under license agreements are expensed in the period in which the sales occur or are accrued to meet guaranteed minimum requirements under license agreements. Advertising expense was $89.5 million, $81.9 million and $71.5 million for the years ended January 31, 2017, 2016 and 2015, respectively. Prepaid advertising, which represents advance payments to licensors for minimum guaranteed payments for advertising under the Company’s licensing agreements, was $7.8 million and $7.2 million at January 31, 2017 and 2016, respectively. |
Use of Estimates | 15. Use of Estimates In preparing financial statements in conformity with accounting principles generally accepted in the United States, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Fair Value of Financial Instruments | 16. Fair Value of Financial Instruments The carrying amount of the Company’s variable rate debt approximates the fair value, as interest rates change with the market rates. Furthermore, the carrying value of all other financial instruments potentially subject to valuation risk (principally consisting of cash, accounts receivable and accounts payable) also approximates fair value due to the short-term nature of these accounts. The 2% note issued to LVMH in connection with the acquisition of Donna Karan International Inc. was issued at a discount of $40.0 million in accordance with ASC 820 — Fair Value Measurements. The fair value of this promissory note would be considered a Level 3 valuation in the fair value hierarchy. The promissory notes issued in connection with the acquisition of Vilebrequin were valued using the current market interest rate at the time of acquisition. These notes were repurchased by the Company during the fiscal year ended January 31, 2015. In addition, the annual calculation of contingent consideration recorded in connection with the acquisition of Vilebrequin reflected current market conditions at such time. The fair values of both the promissory notes and the contingent consideration would be considered Level 3 valuations in the fair value hierarchy. |
Derivatives | 17. Derivatives The Company, in its normal course of business, has exposure to changes in foreign currency exchange rates related to certain anticipated cash flows principally associated with sales to international customers. The Company uses derivative financial instruments in the form of foreign currency forward contracts to manage this exposure. The Company’s derivatives are not designated as hedging instruments and are accounted for as economic hedges. Derivatives are recognized gross as either assets or liabilities in the Consolidated Balance Sheets and are measured at fair value. Changes in fair value of derivatives not designated as accounting hedges are presented in net revenue along with the corresponding foreign exchange gains and losses related to the items being hedged within the Consolidated Statements of Operations and Comprehensive Income. The Company classifies the payments and/or proceeds from the maturity of these derivatives within cash flows from operating activities within the Consolidated Statements of Cash Flows. The Company does not enter into derivative financial instruments for speculative or trading purposes. As of January 31, 2017 all of the Company’s derivatives mature within one year. |
Foreign Currency Translation | 18. Foreign Currency Translation The Company’s international subsidiaries use different functional currencies, which are the local selling currency. In accordance with the authoritative guidance, assets and liabilities of the Company’s foreign operations are translated from foreign currency into U.S. dollars at period-end rates, while income and expenses are translated at the weighted-average exchange rates for the period. The related translation adjustments are reflected as a foreign currency translation adjustment in accumulated other comprehensive income (loss) within stockholders’ equity. |
Effects of Recently Issued Accounting Pronouncements | 19. Effects of Recently Issued Accounting Pronouncements Recently Adopted Accounting Guidance In March 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-09, “Compensation — Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting.” ASU 2016-09 simplifies various aspects related to share-based payments. The Company elected to early-adopt ASU 2016-09 with an effective date of February 1, 2016. Under previous guidance, excess tax benefits and deficiencies from stock-based compensation arrangements were recorded in equity when the awards vested or were settled. ASU 2016-09 requires prospective recognition of excess tax benefits and deficiencies in the income statement, resulting in the recognition of excess tax benefits of approximately $3.1 million in income tax expense, or $0.07 per diluted share, rather than in paid-in capital, for the year ended January 31, 2017 (“fiscal 2017”). The Company has elected to account for forfeitures as they occur. In November 2015, the FASB issued ASU 2015-17, “Income Taxes (Topic 740) — Balance Sheet Classification of Deferred Taxes.” Prior to ASU 2015-17, GAAP required an entity to separate deferred income tax asset and liabilities into current and noncurrent amounts on the balance sheet. ASU 2015-17 requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as noncurrent on the balance sheet. ASU 2015-17 is effective for annual and interim periods beginning after December 15, 2016 and early adoption is permitted. The Company elected to early adopt ASU 2015-17 for the period ended January 31, 2017. The Company chose to apply the guidance prospectively and prior periods were not retrospectively adjusted. In August 2014, the FASB issued ASU 2014-15, “Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern,” which provides guidance on determining when and how reporting entities must disclose going-concern uncertainties in their financial statements. The new standard requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date of issuance of the entity’s financial statements. Further, an entity must provide certain disclosures if there is “substantial doubt about the entity’s ability to continue as a going concern.” The new guidance became effective for the Company on the fiscal years ended January 31, 2017 and interim periods thereafter. The adoption did not have an impact on the Company’s consolidated financial statements. Accounting Guidance Issued Being Evaluated for Adoption In January 2017, the FASB issued ASU 2017-04, “Intangibles — Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.” The purpose of ASU 2017-04 is to simplify the subsequent measurement of goodwill by removing the second step of the two-step impairment test. The amendment should be applied on a prospective basis. ASU 2017-04 is effective for fiscal years beginning after December 15, 2019, including interim periods within that year. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company does not expect ASU 2017-04 to have an impact on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, “Business Combinations (Topic 805): Clarifying the Definition of a Business.” The purpose of ASU 2017-01 is to clarify the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. ASU 2017-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within that year. The amendments in ASU 2017-01 should be applied prospectively on or after the effective date. Early adoption is permitted. The Company does not expect ASU 2017-01 to have an impact on its consolidated financial statements. In October 2016, the FASB issued ASU 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory.” The update requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset upon transfer other than inventory, eliminating the current recognition exception. Prior to the update, GAAP prohibited the recognition of current and deferred income taxes for intra-entity asset transfers until the asset was sold to an outside party. The amendments in this update do not include new disclosure requirements; however, existing disclosure requirements might be applicable when accounting for the current and deferred income taxes for an intra-entity transfer of an asset other than inventory. For public business entities, the amendments in this update are effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. The Company is currently evaluating the effects of ASU 2016-16 on its financial statements and disclosures. In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments,” which clarifies guidance with respect to the classification of eight specific cash flow issues. ASU 2016-15 was issued to reduce diversity in practice and prevent financial statement restatements. Cash flow issues include; debt prepayment or debt extinguishment costs, settlement of zero-coupon bonds, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, proceeds from the settlement of corporate-owned life insurance policies and bank-owned life insurance policies, distributions received from equity method investees, beneficial interests in securitization transactions and separately identifiable cash flows and application of the predominance principle. ASU 2016-15 is effective for public business entities for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Under the provision, entities must apply the guidance retrospectively to all periods presented but may apply it prospectively if retrospective application would be impracticable. The Company is currently evaluating the provisions of ASU 2016-15. In April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing.” The guidance clarifies two aspects of Topic 606: (i) identifying performance obligations and (ii) providing licensing implementation guidance, while retaining the related principles for those areas. Topic 606 includes implementation guidance on (a) contracts with customers to transfer goods and services in exchange for consideration and (b) determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). The amendments in this update are intended to render more detailed implementation guidance with the expectation of reducing the degree of judgment necessary to comply with Topic 606. The FASB continues to clarify this guidance and most recently issued ASU 2016-08, “Principal versus Agent Considerations (Reporting Revenue Gross versus Net),” ASU 2016-12, “Narrow-Scope Improvements and Practical Expedients,” and ASU 2016-20, “Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers.” These new standards have the same effective date as ASU 2014-09 and will be effective for public entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The guidance permits two methods of adoption: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the cumulative catch-up transition method). The Company has not yet determined which method they will utilize with respect to the implementation of the new guidance. The Company has created a committee that is in the process of evaluating the potential differences that would result from applying the requirements of the new standard to its current accounting policies and practices. While the Company continues to evaluate the impact of the new revenue guidance, the Company currently believes, based on a preliminary assessment, that the adoption of Topic 606 will primarily impact net sales of its wholesale operations. However, preliminary assessments are subject to change. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” The primary difference between the current requirement under GAAP and ASU 2016-02 is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases. ASU 2016-02 requires that a lessee recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term (other than leases that meet the definition of a short-term lease). The liability will be equal to the present value of lease payments. The asset will be based on the liability, subject to adjustment, such as for initial direct costs. For income statement purposes, the FASB retained a dual model, requiring leases to be classified as either operating or finance. Operating leases will result in straight-line expense (similar to current operating leases) while finance leases will result in a front-loaded expense pattern (similar to current capital leases). Classification will be based on criteria that are for the most part similar to those applied in current lease accounting. ASU 2016-02 may be adopted using a modified retrospective transition, and provides for certain practical expedients. Transactions will require application of the new guidance at the beginning of the earliest comparative period presented. The guidance is effective for public entities for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently assessing the potential impact of ASU 2016-02 on its consolidated financial statements and expects that it will result in a significant increase to its long-term assets and liabilities. In January 2016, the FASB issued ASU 2016-01, “Financial Instruments — Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities.” This standard modifies how entities measure equity investments and present changes in the fair value of financial liabilities; simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment; changes presentation and disclosure requirements; and clarifies that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale securities in combination with the entity’s other deferred tax assets. ASU 2016-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early application is permitted. The Company does not expect that the adoption of this ASU will have a significant impact on its statement of operations. In July 2015, the FASB issued ASU 2015-11, “Inventory (Topic 330) — Simplifying the Measurement of Inventory.” Under this standard, inventory will be measured at the “lower of cost and net realizable value” and options that currently exist for “market value” will be eliminated. The standard defines net realizable value as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.” No other changes were made to the current guidance on inventory measurement. This guidance is effective for interim and annual periods beginning after December 15, 2016. Early adoption is permitted and should be applied prospectively. The Company does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. |
SIGNIFICANT ACCOUNTING POLICI24
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Jan. 31, 2017 | |
Accounting Policies [Abstract] | |
Schedule of reconciliation between basic and diluted net income per share | Year Ended January 31 2017 2016 2015 (In thousands, except per share amounts) Net income attributable to G-III $ 51,938 $ 114,333 $ 110,361 Basic net income per share: Basic common shares 46,308 45,328 43,298 Basic net income per share $ 1.12 $ 2.52 $ 2.55 Diluted net income per share: Basic common shares 46,308 45,328 43,298 Stock options and restricted stock awards 1,086 1,184 1,126 Diluted common shares 47,394 46,512 44,424 Diluted net income per share $ 1.10 $ 2.46 $ 2.48 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Jan. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | January 31, 2017 2016 (In thousands) Finished goods $ 483,085 $ 484,805 Raw materials and work-in-process 184 506 $ 483,269 $ 485,311 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Jan. 31, 2017 | |
Property Plant And Equipment [Abstract] | |
Schedule of property and equipment at cost | January 31, 2017 2016 (In thousands) Machinery and equipment 5 years $ 1,376 $ 1,820 Leasehold improvements 3 – 13 years 82,658 78,082 Furniture and fixtures 3 – 5 years 79,292 70,899 Computer equipment and software 2 – 3 years 15,907 12,909 179,233 163,710 Less: accumulated depreciation 76,662 60,131 $ 102,571 $ 103,579 |
ACQUISITIONS AND INTANGIBLES (T
ACQUISITIONS AND INTANGIBLES (Tables) - DKI | 12 Months Ended |
Jan. 31, 2017 | |
Business Acquisition [Line Items] | |
Schedule of total consideration paid for acquisition | Initial Purchase Price $ 650,000 plus: 338(h)(10) tax election adjustment 33,500 plus: aggregate adjustments to purchase price 26,278 Minus: LVMH Note discount (40,000 ) Total consideration $ 669,778 |
Schedule of components of preliminary purchase price allocation for acquisition of Vilebrequin | (In thousands) Cash and cash equivalents $ 44,375 Accounts receivable 13,235 Inventories 10,933 Prepaid expenses & other current assets 19,533 Property, plant and equipment 15,760 Goodwill 220,649 Tradenames 370,000 Other intangibles 40,000 Other long-term assets 2,703 Total assets acquired 737,188 Accounts payable (21,436 ) Accrued expense (38,900 ) Income taxes payable (3,443 ) Other long-term liabilities (3,631 ) Total liabilities assumed (67,410 ) Total fair value of acquisition consideration (net of $40 million imputed debt discount) $ 669,778 |
Schedule of reconciliation of cash paid for the acquisition | Purchase price $ 669,778 Minus cash acquired and non-cash consideration Cash acquired (44,375 ) Note issued to LVMH, net of discount (85,000 ) Common Stock issued to LVMH (75,000 ) Cash disbursed for the acquisition of DKI $ (465,403 ) |
Schedule of pro forma consolidated results of operations | Year Ended January 31, 2017 (1) 2016 (unaudited, in thousands) Net sales $ 2,601,181 $ 2,840,741 Net income 7,000 61,089 Earnings per share: Basic $ 0.14 $ 1.26 Diluted 0.14 1.23 (1) Includes nonrecurring pro forma adjustments directly attributable to the business combination consisting of the reversal of $7.8 million of professional fees and the reversal of severance expenses of $3.9 million. |
Schedule of intangible assets | January 31, Estimated Life 2017 2016 (In thousands) Gross carrying amounts Licenses 14 years $ 18,846 $ 19,074 Trademarks 8 – 12 years 2,194 2,194 Customer relationships 8 – 17 years 48,071 8,163 Other 3 – 10 years 4,387 4,975 Subtotal 73,498 34,406 Accumulated amortization (24,921 ) (23,540 ) 48,577 10,866 Unamortized intangible assets Goodwill 269,262 49,437 Trademarks 435,395 67,200 Subtotal 704,657 116,637 Total intangible assets, net $ 753,234 $ 127,503 |
Schedule of changes in amounts of goodwill | Wholesale Retail Total January 31, 2015 $ 51,414 $ 716 $ 52,130 Currency translation (2,693 ) — (2,693 ) January 31, 2016 48,721 716 49,437 Acquisition 220,649 — 220,649 Currency translation (824 ) — (824 ) January 31, 2017 $ 268,546 $ 716 $ 269,262 |
Schedule of estimated intangible amortization expense | Year Ending January 31, Amortization Expense (In thousands) 2018 $ 4,329 2019 3,967 2020 3,828 2021 3,286 2022 3,076 |
NOTES PAYABLE AND OTHER LIABI28
NOTES PAYABLE AND OTHER LIABILITIES (Tables) | 12 Months Ended |
Jan. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | January 31, 2017 January 31, 2016 (in thousands) Term loan $ 300,000 $ — New revolving credit facility 91,121 — Note issued to LVMH 125,000 — Subtotal 516,121 — Less: Net debt issuance costs and debt discount (54,365 ) — Total $ 461,756 $ — |
Schedule of future debt maturities | Year Ending January 31, (In millions) 2018 $ — 2019 — 2020 — 2021 91,121 2022 and thereafter $ 425,000 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Jan. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of components of income tax provision | Year Ended January 31, 2017 2016 2015 (In thousands) Current Federal $ 22,925 $ 47,585 $ 46,989 State and city 4,034 5,910 5,978 Foreign 6,150 7,768 5,688 33,109 61,263 58,655 Deferred Federal (4,776 ) 3,458 1,422 State and city (2,807 ) 535 (67 ) Foreign 298 (456 ) (560 ) (7,285 ) 3,537 795 Income tax expense $ 25,824 $ 64,800 $ 59,450 Income before income taxes United States $ 55,363 $ 149,578 $ 133,709 Non-United States 22,399 29,555 34,732 $ 77,762 $ 179,133 $ 168,441 |
Schedule of significant components of net deferred tax assets | 2017 2016 (In thousands) Deferred tax assets Compensation $ 10,323 $ 13,045 Straight-line lease 4,279 3,713 Provision for bad debts and sales allowances 11,919 11,180 Supplemental employee retirement plan 519 378 Inventory write-downs 10,163 3,581 Net operating loss 2,274 1,637 Other 2,343 1,812 Total deferred tax assets 41,820 35,346 Deferred tax liabilities Depreciation and amortization (14,724 ) (15,981 ) Intangibles (21,347 ) (21,772 ) Prepaid expenses and other (3,383 ) (3,362 ) Other (817 ) (507 ) Total deferred tax liabilities (40,271 ) (41,622 ) Net deferred tax assets (liability) $ 1,549 $ (6,276 ) |
Schedule of reconciliation of statutory federal income tax rate to effective rate reported in financial statements | 2017 2016 2015 Provision for Federal income taxes at the statutory rate 35.0 % 35.0 % 35.0 % State and local income taxes, net of Federal tax benefit 1.0 2.4 2.3 Permanent differences resulting in Federal taxable income 9.6 3.6 2.9 Foreign tax rate differential (1.7 ) (1.4 ) 0.1 ASC 718 Adoption (3.8 ) — — Foreign tax credit (6.5 ) (3.1 ) (6.5 ) Other, net (0.4 ) (0.3 ) 1.5 Actual provision for income taxes 33.2 % 36.2 % 35.3 % |
Schedule of reconciliation of the beginning and ending amounts of gross unrecognized tax benefits (excluding interest and penalties) | 2017 2016 2015 Balance at February 1, 1,094 1,094 1,094 Additions based on tax positions related to the current year 0 0 0 Additions for tax positions of prior years 0 0 0 Reductions for tax positions of prior years 0 0 0 Settlements 0 0 0 Lapses of statutes of limitations 0 0 0 Balance at January 31, 1,094 1,094 1,094 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Jan. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of future minimum rental payments for operating leases having non-cancelable lease periods in excess of one year | Year Ending January 31, Amount (In thousands) 2018 $ 95,882 2019 93,359 2020 86,243 2021 76,336 2022 63,379 Thereafter 163,799 $ 578,998 |
Schedule of future minimum royalty and advertising payments | Year Ending January 31, Amount (In thousands) 2018 $ 143,531 2019 105,884 2020 100,540 2021 83,287 2022 188,095 Thereafter 185,295 $ 806,632 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 12 Months Ended |
Jan. 31, 2017 | |
Stockholders' Equity Note [Abstract] | |
Schedule of restricted stock | Restricted Stock Units Awards Weighted Average Unvested as of January 31, 2015 2,091,412 $ 23.80 Granted 507,319 $ 47.36 Vested (549,848 ) $ 19.40 Canceled — $ — Unvested as of January 31, 2016 2,048,883 $ 30.79 Granted 630,642 $ 25.82 Vested (678,164 ) $ 22.43 Canceled (2,500 ) $ 17.95 Unvested as of January 31, 2017 1,998,861 $ 31.70 |
Schedule of information regarding stock options | 2017 2016 2015 Shares Weighted Shares Weighted Shares Weighted Stock options outstanding at beginning of year 331,651 $ 10.59 469,176 $ 11.16 536,976 $ 11.11 Exercised (20,520 ) $ 12.65 (37,525 ) $ 11.11 (67,800 ) $ 10.76 Granted — $ — — $ — — $ — Cancelled or forfeited (60,000 ) $ 15.87 (100,000 ) $ 13.08 — $ — Stock options outstanding at end of year 251,131 $ 9.16 331,651 $ 10.59 469,176 $ 11.16 Exercisable 251,131 $ 9.16 253,151 $ 9.07 250,176 $ 8.63 |
Schedule of information about stock options outstanding | Range of Exercise Prices Number 2017 Weighted Contractual Life Weighted Price Number 2017 Weighted Price $0.00 – $8.00 113,800 1.24 $ 6.61 113,800 $ 6.61 $8.01 – $12.00 84,265 0.60 $ 9.23 84,265 $ 9.23 $12.01 – $16.00 36,400 4.08 $ 12.98 36,400 $ 12.98 $16.01 – $40.00 16,666 5.19 $ 17.85 16,666 $ 17.85 251,131 251,131 |
SEGMENTS (Tables)
SEGMENTS (Tables) | 12 Months Ended |
Jan. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of information regarding reportable segments | January 31, 2017 Wholesale Retail Elimination (1) Total Net sales $ 2,014,386 $ 474,217 $ (102,168 ) $ 2,386,435 Cost of goods sold 1,382,162 267,427 (104,015 ) 1,545,574 Gross profit 632,224 206,790 1,847 840,861 Selling, general and administrative 457,785 246,651 — 704,436 Depreciation and amortization 21,483 10,998 — 32,481 Asset impairments 10,480 — 10,480 Operating profit (loss) $ 152,956 $ (61,339 ) $ 1,847 $ 93,464 January 31, 2016 Wholesale Retail Elimination (1) Total Net sales $ 1,949,646 $ 514,027 $ (119,531 ) $ 2,344,142 Cost of goods sold 1,348,109 276,926 (119,531 ) 1,505,504 Gross profit 601,537 237,101 — 838,638 Selling, general and administrative 398,476 230,286 — 628,762 Depreciation and amortization 17,413 7,979 — 25,392 Operating profit (loss) $ 185,648 $ (1,164 ) $ — $ 184,484 January 31, 2015 Wholesale Retail Elimination (1) Total Net sales $ 1,745,894 $ 499,284 $ (128,323 ) $ 2,116,855 Cost of goods sold 1,220,489 267,430 (128,323 ) 1,359,596 Gross profit 525,405 231,854 — 757,259 Selling, general and administrative 349,535 222,455 — 571,990 Depreciation and amortization 13,454 6,920 — 20,374 Operating profit $ 162,416 $ 2,479 $ — $ 164,895 (1) Represents intersegment sales to the Company’s retail operations. |
Schedule of total assets for each reportable segments | January 31 2017 2016 (In thousands) Wholesale $ 1,477,259 $ 763,353 Retail 228,352 210,118 Corporate 146,333 210,599 Total Assets $ 1,851,944 $ 1,184,070 |
Schedule of revenues and long lived assets by geographic region | 2017 2016 2015 Geographic Region Revenues Long-Lived Assets Revenues Long-Lived Assets Revenues Long-Lived Assets (In thousands) United States $ 2,180,409 $ 790,341 $ 2,157,889 $ 150,949 $ 1,956,589 $ 132,822 Non-United States 206,026 178,665 186,253 130,681 160,266 115,030 $ 2,386,435 $ 969,006 $ 2,344,142 $ 281,630 $ 2,116,855 $ 247,852 |
QUARTERLY FINANCIAL DATA (UNA33
QUARTERLY FINANCIAL DATA (UNAUDITED) (Tables) | 12 Months Ended |
Jan. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of summarized quarterly financial data | Quarter Ended April 30, July 31, October 31, January 31, Net sales $ 457,403 $ 442,267 $ 883,476 $ 603,289 Gross profit 165,669 155,643 321,452 198,097 Net income (loss) attributable to G-III 2,771 (1,293 ) 70,564 (20,104 ) Net income (loss) per common share Basic $ 0.06 $ (0.03 ) $ 1.54 $ (0.42 ) Diluted $ 0.06 $ (0.03 ) $ 1.50 $ (0.42 ) Quarter Ended April 30, July 31, October 31, January 31, Net sales $ 432,965 $ 473,884 $ 909,865 $ 527,428 Gross profit 154,427 168,340 337,057 178,814 Net income attributable to G-III 6,760 12,453 87,156 7,964 Net income per common share Basic $ 0.15 $ 0.28 $ 1.92 $ 0.17 Diluted $ 0.15 $ 0.27 $ 1.87 $ 0.17 |
SIGNIFICANT ACCOUNTING POLICI34
SIGNIFICANT ACCOUNTING POLICIES - Reconciliation between Basic and Diluted Net Income per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 31, 2017 | Oct. 31, 2016 | Jul. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | |
Accounting Policies [Abstract] | |||||||||||
Net income (loss) attributable to G-III (in dollars) | $ (20,104) | $ 70,564 | $ (1,293) | $ 2,771 | $ 7,964 | $ 87,156 | $ 12,453 | $ 6,760 | $ 51,938 | $ 114,333 | $ 110,361 |
Basic net income per share: | |||||||||||
Basic common shares | 46,308 | 45,328 | 43,298 | ||||||||
Basic net income per share | $ (0.42) | $ 1.54 | $ (0.03) | $ 0.06 | $ 0.17 | $ 1.92 | $ 0.28 | $ 0.15 | $ 1.12 | $ 2.52 | $ 2.55 |
Diluted net income per share: | |||||||||||
Basic common shares | 46,308 | 45,328 | 43,298 | ||||||||
Stock options and restricted stock awards | 1,086 | 1,184 | 1,126 | ||||||||
Diluted common shares | 47,394 | 46,512 | 44,424 | ||||||||
Diluted net income per share | $ (0.42) | $ 1.50 | $ (0.03) | $ 0.06 | $ 0.17 | $ 1.87 | $ 0.27 | $ 0.15 | $ 1.10 | $ 2.46 | $ 2.48 |
SIGNIFICANT ACCOUNTING POLICI35
SIGNIFICANT ACCOUNTING POLICIES (Detail Textuals) - USD ($) $ in Thousands | Apr. 01, 2015 | Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | Feb. 29, 2016 |
Accounting Policies [Abstract] | |||||
Stock split of common stock | two-for-one | ||||
Anti-dilutive shares excluded from diluted net income per share calculation | 384,000 | 165,000 | 160,000 | ||
Common stock issued in connection with exercise or vesting of equity awards | 194,618 | 270,630 | 620,036 | ||
Treasury shares re-issued in connection with the exercise or vesting of equity awards | 291,181 | 317,143 | |||
Advertising expense | $ 89,500 | $ 81,900 | $ 71,500 | ||
Prepaid advertising | 7,800 | 7,200 | |||
Accounting Policies [Line Items] | |||||
Decrease in net cash used in operating activities | 105,695 | $ 74,296 | $ 88,639 | ||
Impairment charge with respect to leasehold improvements and furniture and fixture | $ 10,480 | ||||
Additional diluted common shares included in diluted net income per share | 1,086,000 | 1,184,000 | 1,126,000 | ||
Selling, general and administrative expenses | $ 704,436 | $ 628,762 | $ 571,990 | ||
Debt instrument interest rate | 2.00% | ||||
Debt discount | |||||
Excess tax benefits and deficiencies, stock compensation | $ 3,100 | ||||
Recognition of excess tax benefits on diluted shares | $ 0.07 | ||||
Kingdom Holding 1 BV ("KH1") | |||||
Accounting Policies [Line Items] | |||||
Percentage of ownership interest | 19.00% | 19.00% | |||
LVMH Note | |||||
Accounting Policies [Line Items] | |||||
Debt instrument interest rate | 2.00% | ||||
Debt discount | $ 40,000 | ||||
Effects of Recently Issued Accounting Pronouncements | |||||
Accounting Policies [Line Items] | |||||
Additional diluted common shares included in diluted net income per share | 207,000 | ||||
KL North America BV ("KLNA") | Equity method of accounting | |||||
Accounting Policies [Line Items] | |||||
Percentage of ownership interest | 49.00% | ||||
Wholesale shipping and handling costs | |||||
Accounting Policies [Line Items] | |||||
Selling, general and administrative expenses | $ 89,500 | 73,100 | 62,400 | ||
Retail shipping and handling costs | |||||
Accounting Policies [Line Items] | |||||
Selling, general and administrative expenses | $ 9,600 | $ 9,900 | $ 8,400 | ||
Minimum | |||||
Accounting Policies [Line Items] | |||||
Intangible assets, estimated useful lives | 3 years | ||||
Minimum | Restricted Stock Units (RSUs) | |||||
Accounting Policies [Line Items] | |||||
Vesting and exercise period of awards | 3 years | ||||
Minimum | Restricted Stock Units (RSUs) | Long-Term Incentive Stock Plan | |||||
Accounting Policies [Line Items] | |||||
Vesting and exercise period of awards | 3 years | ||||
Maximum | |||||
Accounting Policies [Line Items] | |||||
Intangible assets, estimated useful lives | 17 years | ||||
Maximum | Restricted Stock Units (RSUs) | |||||
Accounting Policies [Line Items] | |||||
Vesting and exercise period of awards | 5 years | ||||
Maximum | Restricted Stock Units (RSUs) | Long-Term Incentive Stock Plan | |||||
Accounting Policies [Line Items] | |||||
Vesting and exercise period of awards | 5 years | ||||
Maximum | Stock Options | Long-Term Incentive Stock Plan | |||||
Accounting Policies [Line Items] | |||||
Vesting and exercise period of awards | 10 years |
INVENTORIES (Detail)
INVENTORIES (Detail) - USD ($) $ in Thousands | Jan. 31, 2017 | Jan. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 483,085 | $ 484,805 |
Raw materials and work-in-process | 184 | 506 |
Inventories | $ 483,269 | $ 485,311 |
INVENTORIES (Detail textuals)
INVENTORIES (Detail textuals) $ in Millions | Jan. 31, 2017USD ($) |
Inventory Disclosure [Abstract] | |
Inventory held on consignment | $ 2.8 |
PROPERTY AND EQUIPMENT - Proper
PROPERTY AND EQUIPMENT - Property and Equipment at Cost (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 31, 2017 | Jan. 31, 2016 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 179,233 | $ 163,710 |
Less: accumulated depreciation | 76,662 | 60,131 |
Property and equipment, net | $ 102,571 | 103,579 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives of fixed assets | 5 years | |
Property and equipment, gross | $ 1,376 | 1,820 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 82,658 | 78,082 |
Leasehold improvements | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives of fixed assets | 3 years | |
Leasehold improvements | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives of fixed assets | 13 years | |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 79,292 | 70,899 |
Furniture and fixtures | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives of fixed assets | 3 years | |
Furniture and fixtures | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives of fixed assets | 5 years | |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 15,907 | $ 12,909 |
Computer equipment and software | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives of fixed assets | 2 years | |
Computer equipment and software | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives of fixed assets | 3 years |
PROPERTY AND EQUIPMENT (Detail
PROPERTY AND EQUIPMENT (Detail Textuals) - USD ($) | 12 Months Ended | ||
Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | |
Property Plant And Equipment [Abstract] | |||
Fixed asset write offs | $ 3,200,000 | $ 618,000 | |
Depreciation expense | 29,600,000 | $ 23,000,000 | $ 179,000,000 |
Impairment charge on leasehold improvements | $ 10,500,000 |
ACQUISITIONS AND INTANGIBLES (D
ACQUISITIONS AND INTANGIBLES (Detail) - DKI $ in Thousands | 1 Months Ended |
Dec. 01, 2016USD ($) | |
Business Acquisition [Line Items] | |
Initial Purchase Price | $ 650,000 |
plus: 338(h)(10) tax election adjustment | 33,500 |
plus: aggregate adjustments to purchase price | 26,278 |
Minus: LVMH Note discount | (40,000) |
Total consideration | $ 669,778 |
ACQUISITIONS AND INTANGIBLES 41
ACQUISITIONS AND INTANGIBLES (Detail 1) - USD ($) $ in Thousands | Jan. 31, 2017 | Dec. 01, 2016 | Jan. 31, 2016 | Jan. 31, 2015 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 269,262 | $ 49,437 | $ 52,130 | |
Other intangibles | $ 410,000 | |||
DKI | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 44,375 | |||
Accounts receivable | 13,235 | |||
Inventories | 10,933 | |||
Prepaid expenses & other current assets | 19,533 | |||
Property, plant and equipment | 15,760 | |||
Goodwill | 220,649 | |||
Tradenames | 370,000 | |||
Other intangibles | 40,000 | |||
Other long-term assets | 2,703 | |||
Total assets acquired | 737,188 | |||
Accounts payable | (21,436) | |||
Accrued expense | (38,900) | |||
Income taxes payable | (3,443) | |||
Other long-term liabilities | (3,631) | |||
Total liabilities assumed | (67,410) | |||
Total fair value of acquisition consideration (net of $40 million imputed debt discount) | $ 669,778 |
ACQUISITIONS AND INTANGIBLES (P
ACQUISITIONS AND INTANGIBLES (Parentheticals) (Detail 1) - USD ($) $ in Millions | Dec. 01, 2016 | Jan. 31, 2016 |
Business Acquisition [Line Items] | ||
Debt discount | ||
DKI | ||
Business Acquisition [Line Items] | ||
Debt discount | $ 40 |
ACQUISITIONS AND INTANGIBLES 43
ACQUISITIONS AND INTANGIBLES (Detail 2) - USD ($) $ in Thousands | Dec. 01, 2016 | Jan. 31, 2017 |
Minus cash acquired and non-cash consideration | ||
Note issued to LVMH, net of discount | $ (125,000) | |
Common Stock issued to LVMH | (75,000) | |
Cash disbursed for the acquisition of DKI | (465,403) | |
DKI | ||
Business Acquisition [Line Items] | ||
Purchase price | $ 669,778 | $ 669,800 |
Minus cash acquired and non-cash consideration | ||
Cash acquired | (44,375) | |
Note issued to LVMH, net of discount | (85,000) | |
Common Stock issued to LVMH | (75,000) | |
Cash disbursed for the acquisition of DKI | $ (465,403) |
ACQUISITIONS AND INTANGIBLES 44
ACQUISITIONS AND INTANGIBLES (Detail 3) - DKI - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Jan. 31, 2017 | [1] | Jan. 31, 2016 | |
Business Acquisition [Line Items] | |||
Net sales | $ 2,601,181 | $ 2,840,741 | |
Net income | $ 7,000 | $ 61,089 | |
Earnings per share: | |||
Basic | $ 0.14 | $ 1.26 | |
Diluted | $ 0.14 | $ 1.23 | |
[1] | Includes nonrecurring pro forma adjustments directly attributable to the business combination consisting of the reversal of $7.8 million of professional fees and the reversal of severance expenses of $3.9 million. |
ACQUISITIONS AND INTANGIBLES 45
ACQUISITIONS AND INTANGIBLES (Parentheticals) (Detail 3) - DKI $ in Millions | 12 Months Ended |
Jan. 31, 2017USD ($) | |
Business Acquisition [Line Items] | |
Reversal of professional fees | $ 7.8 |
Reversal of severance expenses | $ 3.9 |
ACQUISITIONS AND INTANGIBLES 46
ACQUISITIONS AND INTANGIBLES (Detail 4) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | |
Goodwill And Intangible Assets [Line Items] | |||
Gross carrying amounts | $ 73,498 | $ 34,406 | |
Accumulated amortization | (24,921) | (23,540) | |
Net | 48,577 | 10,866 | |
Unamortized intangible assets | |||
Goodwill | 269,262 | 49,437 | $ 52,130 |
Trademarks | 435,395 | 67,200 | |
Subtotal | 704,657 | 116,637 | |
Total intangible assets, net | $ 753,234 | 127,503 | |
Minimum | |||
Unamortized intangible assets | |||
Estimated Life | 3 years | ||
Maximum | |||
Unamortized intangible assets | |||
Estimated Life | 17 years | ||
Licenses | |||
Goodwill And Intangible Assets [Line Items] | |||
Gross carrying amounts | $ 18,846 | 19,074 | |
Unamortized intangible assets | |||
Estimated Life | 14 years | ||
Trademarks | |||
Goodwill And Intangible Assets [Line Items] | |||
Gross carrying amounts | $ 2,194 | 2,194 | |
Trademarks | Minimum | |||
Unamortized intangible assets | |||
Estimated Life | 8 years | ||
Trademarks | Maximum | |||
Unamortized intangible assets | |||
Estimated Life | 12 years | ||
Customer relationships | |||
Goodwill And Intangible Assets [Line Items] | |||
Gross carrying amounts | $ 48,071 | 8,163 | |
Customer relationships | Minimum | |||
Unamortized intangible assets | |||
Estimated Life | 8 years | ||
Customer relationships | Maximum | |||
Unamortized intangible assets | |||
Estimated Life | 17 years | ||
Other | |||
Goodwill And Intangible Assets [Line Items] | |||
Gross carrying amounts | $ 4,387 | $ 4,975 | |
Other | Minimum | |||
Unamortized intangible assets | |||
Estimated Life | 3 years | ||
Other | Maximum | |||
Unamortized intangible assets | |||
Estimated Life | 10 years |
ACQUISITIONS AND INTANGIBLES 47
ACQUISITIONS AND INTANGIBLES (Detail 5) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 31, 2017 | Jan. 31, 2016 | |
Goodwill [Roll Forward] | ||
Begining balance | $ 49,437 | $ 52,130 |
Acquisition | 220,649 | |
Currency translation | (824) | (2,693) |
Ending balance | 269,262 | 49,437 |
Wholesale | ||
Goodwill [Roll Forward] | ||
Begining balance | 48,721 | 51,414 |
Acquisition | 220,649 | |
Currency translation | (824) | (2,693) |
Ending balance | 268,546 | 48,721 |
Retail | ||
Goodwill [Roll Forward] | ||
Begining balance | 716 | 716 |
Ending balance | $ 716 | $ 716 |
ACQUISITIONS AND INTANGIBLES 48
ACQUISITIONS AND INTANGIBLES (Detail 6) $ in Thousands | Jan. 31, 2017USD ($) |
Amortization Expense | |
2,018 | $ 4,329 |
2,019 | 3,967 |
2,020 | 3,828 |
2,021 | 3,286 |
2,022 | $ 3,076 |
ACQUISITIONS AND INTANGIBLES 49
ACQUISITIONS AND INTANGIBLES (Detail Textuals) - USD ($) $ in Thousands | Dec. 01, 2016 | Jan. 31, 2017 | Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 |
Business Acquisition [Line Items] | |||||
Proceeds from shares issuance | $ 75,000 | ||||
Intangible assets amortization expense | 2,500 | $ 1,900 | $ 2,000 | ||
Goodwill | $ 269,262 | 269,262 | 49,437 | 52,130 | |
Other intangibles | 410,000 | 410,000 | |||
Acquisition Costs | 7,800 | ||||
Operating loss | 93,464 | $ 184,484 | $ 164,895 | ||
Customer Relationships | |||||
Business Acquisition [Line Items] | |||||
Other intangibles | 40,000 | 40,000 | |||
DKI | |||||
Business Acquisition [Line Items] | |||||
Initial purchase price | $ 669,778 | $ 669,800 | |||
Number of shares issued in acquisition | 2,608,877 | ||||
Proceeds from shares issuance | $ 75,000 | ||||
Principal amount of LVMH note | 125,000 | ||||
Tradenames | 370,000 | ||||
Goodwill | 220,649 | ||||
Other intangibles | $ 40,000 | ||||
Intangible assets, estimated useful lives | 17 years | ||||
Goodwill deductible period for tax purposes | 15 years | ||||
Net sales | 29,500 | ||||
Operating loss | $ (13,100) |
NOTES PAYABLE AND OTHER LIABI50
NOTES PAYABLE AND OTHER LIABILITIES (Detail) - USD ($) $ in Thousands | Jan. 31, 2017 | Jan. 31, 2016 |
Debt Instrument [Line Items] | ||
Long term debt gross | $ 516,121 | |
Less: Net debt issuance costs and debt discount | (54,365) | |
Total | 461,756 | |
Term loan | ||
Debt Instrument [Line Items] | ||
Long term debt gross | 300,000 | |
Less: Net debt issuance costs and debt discount | (18,300) | |
New revolving credit facility | ||
Debt Instrument [Line Items] | ||
Long term debt gross | 91,121 | |
Note issued to LVMH | ||
Debt Instrument [Line Items] | ||
Long term debt gross | $ 125,000 |
NOTES PAYABLE AND OTHER LIABI51
NOTES PAYABLE AND OTHER LIABILITIES (Detail 1) $ in Thousands | Jan. 31, 2017USD ($) |
Debt Disclosure [Abstract] | |
2,018 | |
2,019 | |
2,020 | |
2,021 | 91,121 |
2022 and thereafter | $ 425,000 |
NOTES PAYABLE AND OTHER LIABI52
NOTES PAYABLE AND OTHER LIABILITIES (Detail Textuals) - USD ($) | 1 Months Ended | 12 Months Ended | |
Dec. 01, 2016 | Jan. 31, 2017 | Jan. 31, 2016 | |
Debt Instrument [Line Items] | |||
Debt issuance costs | $ 54,365,000 | ||
Debt instrument interest rate | 2.00% | ||
Debt discount | |||
Term loan | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 350,000,000 | ||
Amortization payments percentage of original aggregate principal amount | 0.625% | ||
Loan expenses | $ 2,600,000 | ||
Prepayment of principle amount | $ 50,000,000 | $ 50,000,000 | |
Floor rate | 1.00% | ||
Applicable margin | 5.25% | ||
Prepayment fee percentage | 1.00% | ||
Term loan description | The Term Loan is also required to be prepaid in an amount equal to 75% of the “Excess Cash Flow” (as defined in the Term Loan Credit Agreement) of the Company with respect to each fiscal year ending on or after January 31, 2018. The percentage of Excess Cash Flow that must be so applied is reduced to 50% if the Company’s senior secured leverage ratio is less than 3.00 to 1.00, to 25% if the Company’s senior secured leverage ratio is less than 2.75 to 1.00 and to 0% if the Company’s senior secured leverage ratio is less than 2.25 to 1.00. | ||
Prepayment percentage of excess cash flow | 75.00% | ||
Prepayment percentage of excess cash flow when leverage ratio less than 3.00 to 1.00 | 50.00% | ||
Prepayment percentage of excess cash flow when leverage ratio less than 2.75 to 1.00 | 25.00% | ||
Prepayment percentage of excess cash flow when leverage ratio less than 2.25 to 1.00 | 0.00% | ||
Leverage ratio description for 50% prepayment | Less than 3.00 to 1.00 | ||
Leverage ratio description for 25% prepayment | Less than 2.75 to 1.00 | ||
Leverage ratio description for 0% prepayment | Less than 2.25 to 1.00 | ||
Debt issuance costs | $ 18,300,000 | ||
Weighted average interest rate | 6.25% | 6.25% | |
Change in interest rate | 0.25% | ||
Effect of change on interest expenses | $ 750,000 | ||
Interest rate terms | Interest on the outstanding principal amount of the Term Loan accrues at a rate equal to LIBOR, subject to a 1% floor, plus an applicable margin of 5.25% or an alternate base rate (defined as the greatest of (i) the “prime rate” as published by the Wall Street Journal from time to time, (ii) the federal funds rate plus 0.5% or (iii) the LIBOR rate for a borrowing with an interest period of one month) plus 4.25%, per annum, payable in cash. | ||
Term loan | LIBOR plus | |||
Debt Instrument [Line Items] | |||
Spread interest rate | 4.25% | ||
Term loan | Federal funds rate plus | |||
Debt Instrument [Line Items] | |||
Spread interest rate | 0.50% | ||
New revolving credit facility | |||
Debt Instrument [Line Items] | |||
Maximum borrowing amount | $ 650,000,000 | ||
Debt instrument commitment fee percentage | 0.25% | ||
Term of credit agreement | 5 years | ||
Term loan description | The new revolving credit facility contains a number of covenants that, among other things, restrict the Company’s ability, subject to specified exceptions, to incur additional debt; incur liens; sell or dispose of assets; merge with other companies; liquidate or dissolve itself; acquire other companies; make loans, advances, or guarantees; and make certain investments. In certain circumstances, the new revolving credit facility also requires G-III to maintain a minimum fixed charge coverage ratio, as defined, that should not exceed 1.00 to 1.00 for each period of twelve consecutive fiscal months of holdings. | ||
Weighted average interest rate | 3.19% | ||
Borrowings outstanding | $ 91,100,000 | ||
Debt discount | 12,400,000 | ||
New revolving credit facility | Trade letters of credit | |||
Debt Instrument [Line Items] | |||
Borrowings outstanding | 10,400,000 | ||
New revolving credit facility | Standby letters of credit | |||
Debt Instrument [Line Items] | |||
Borrowings outstanding | $ 2,400,000 | ||
New revolving credit facility | LIBOR plus | Minimum | |||
Debt Instrument [Line Items] | |||
Spread interest rate | 1.25% | ||
LIBOR rate for borrowing with an interest period of one month | 0.25% | ||
New revolving credit facility | LIBOR plus | Maximum | |||
Debt Instrument [Line Items] | |||
Spread interest rate | 1.75% | ||
LIBOR rate for borrowing with an interest period of one month | 0.75% | ||
New revolving credit facility | Federal funds rate plus | |||
Debt Instrument [Line Items] | |||
Spread interest rate | 0.50% | ||
LVMH Note | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 125,000,000 | ||
Debt instrument interest rate | 2.00% | ||
Debt discount | $ 40,000,000 | ||
LVMH Note | Notes Payable due on June 1, 2023 | |||
Debt Instrument [Line Items] | |||
Note due and payable | 75,000,000 | ||
LVMH Note | Notes Payable due on December 1, 2023 | |||
Debt Instrument [Line Items] | |||
Note due and payable | 50,000,000 | ||
Old Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Maximum borrowing amount | $ 450,000,000 | ||
Term of credit agreement | 5 years | ||
Weighted average interest rate | 2.10% | ||
Old Revolving Credit Facility | LIBOR plus | Minimum | |||
Debt Instrument [Line Items] | |||
Spread interest rate | 1.50% | ||
Old Revolving Credit Facility | LIBOR plus | Maximum | |||
Debt Instrument [Line Items] | |||
Spread interest rate | 2.00% | ||
Old Revolving Credit Facility | Prime plus | Minimum | |||
Debt Instrument [Line Items] | |||
Spread interest rate | 0.50% | ||
Old Revolving Credit Facility | Prime plus | Maximum | |||
Debt Instrument [Line Items] | |||
Spread interest rate | 1.00% |
INCOME TAXES - Components of In
INCOME TAXES - Components of Income Tax Provision (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | |
Current | |||
Federal | $ 22,925 | $ 47,585 | $ 46,989 |
State and city | 4,034 | 5,910 | 5,978 |
Foreign | 6,150 | 7,768 | 5,688 |
Current Income Tax Expense (Benefit), Total | 33,109 | 61,263 | 58,655 |
Deferred | |||
Federal | (4,776) | 3,458 | 1,422 |
State and city | (2,807) | 535 | (67) |
Foreign | 298 | (456) | (560) |
Deferred Income Tax Expense (Benefit), Total | (7,285) | 3,537 | 795 |
Income tax expense | 25,824 | 64,800 | 59,450 |
Income before income taxes | |||
United States | 55,363 | 149,578 | 133,709 |
Non-United States | 22,399 | 29,555 | 34,732 |
Income before income taxes | $ 77,762 | $ 179,133 | $ 168,441 |
INCOME TAXES - Summary of Signi
INCOME TAXES - Summary of Significant Components of Net Deferred Tax Assets (Detail 1) - USD ($) $ in Thousands | Jan. 31, 2017 | Jan. 31, 2016 |
Deferred tax assets | ||
Compensation | $ 10,323 | $ 13,045 |
Straight-line lease | 4,279 | 3,713 |
Provision for bad debts and sales allowances | 11,919 | 11,180 |
Supplemental employee retirement plan | 519 | 378 |
Inventory write-downs | 10,163 | 3,581 |
Net operating loss | 2,274 | 1,637 |
Other | 2,343 | 1,812 |
Total deferred tax assets | 41,820 | 35,346 |
Deferred tax liabilities | ||
Depreciation and amortization | (14,724) | (15,981) |
Intangibles | (21,347) | (21,772) |
Prepaid expenses and other | (3,383) | (3,362) |
Other | (817) | (507) |
Total deferred tax liabilities | (40,271) | (41,622) |
Net deferred tax assets (liability) | $ 1,549 | $ (6,276) |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Statutory Federal Income Tax Rate to Effective Rate Reported in Financial Statements (Detail 2) | 12 Months Ended | ||
Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Provision for Federal income taxes at the statutory rate | 35.00% | 35.00% | 35.00% |
State and local income taxes, net of Federal tax benefit | 1.00% | 2.40% | 2.30% |
Permanent differences resulting in Federal taxable income | 9.60% | 3.60% | 2.90% |
Foreign tax rate differential | (1.70%) | (1.40%) | 0.10% |
ASC 718 Adoption | (3.80%) | ||
Foreign tax credit | (6.50%) | (3.10%) | (6.50%) |
Other, net | (0.40%) | (0.30%) | 1.50% |
Actual provision for income taxes | 33.20% | 36.20% | 35.30% |
INCOME TAXES - Reconciliation56
INCOME TAXES - Reconciliation of the beginning and ending amounts of gross unrecognized tax benefits (Detail 3) - USD ($) | 12 Months Ended | ||
Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at February 1, | $ 1,094 | $ 1,094 | $ 1,094 |
Additions based on tax positions related to the current year | 0 | 0 | 0 |
Additions for tax positions of prior years | 0 | 0 | 0 |
Reductions for tax positions of prior years | 0 | 0 | 0 |
Settlements | 0 | 0 | 0 |
Lapses of statutes of limitations | 0 | 0 | 0 |
Balance at January 31, | $ 1,094 | $ 1,094 | $ 1,094 |
INCOME TAXES (Detail Textuals)
INCOME TAXES (Detail Textuals) - USD ($) | 12 Months Ended | |
Jan. 31, 2017 | Jan. 31, 2016 | |
Income Taxes [Line Items] | ||
Deferred tax liabilities related to intangible assets | $ 21,347,000 | $ 21,772,000 |
Undistributed earnings of foreign subsidiaries | 32,000,000 | |
Increase in unrecognized tax position reserve for current year accrual of interest and penalties | $ 125,000 | |
Commercial foreign sourced income tax rate | 11.60% | |
Unrecognized tax benefits (inclusive of tax, interest and penalties) | $ 1,600,000 | |
Switzerland | ||
Income Taxes [Line Items] | ||
Deferred tax liabilities related to intangible assets | $ 13,800,000 | $ 14,300,000 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Future Minimum Rental Payments for Operating Leases Having Non-Cancelable Lease Periods in Excess of One Year (Detail) $ in Thousands | Jan. 31, 2017USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,018 | $ 95,882 |
2,019 | 93,359 |
2,020 | 86,243 |
2,021 | 76,336 |
2,022 | 63,379 |
Thereafter | 163,799 |
Future minimum rental payments for operating leases, total | $ 578,998 |
COMMITMENTS AND CONTINGENCIES59
COMMITMENTS AND CONTINGENCIES - Future Minimum Royalty and Advertising Payments (Detail 1) - Royalty and Advertising Payments $ in Thousands | Jan. 31, 2017USD ($) |
Licenses Agreements [Line Items] | |
2,018 | $ 143,531 |
2,019 | 105,884 |
2,020 | 100,540 |
2,021 | 83,287 |
2,022 | 188,095 |
Thereafter | 185,295 |
Future minimum royalty and advertising payments, total | $ 806,632 |
COMMITMENTS AND CONTINGENCIES60
COMMITMENTS AND CONTINGENCIES (Detail Textuals) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | |
Commitment And Contingencies [Line Items] | |||
Rent expense | $ 84.7 | $ 75.6 | $ 72.6 |
Advertising expense | 89.5 | 81.9 | 71.5 |
License Agreements | |||
Commitment And Contingencies [Line Items] | |||
Royalty expense | 139 | 123.7 | 109.6 |
Advertising expense | $ 39.2 | $ 36.1 | $ 32.1 |
License Agreements | Minimum | |||
Commitment And Contingencies [Line Items] | |||
Royalty payments as a percentage of net sales | 4.00% | ||
License Agreements | Maximum | |||
Commitment And Contingencies [Line Items] | |||
Royalty payments as a percentage of net sales | 20.00% |
STOCKHOLDERS' EQUITY - Restrict
STOCKHOLDERS' EQUITY - Restricted Stock (Detail) - $ / shares | 12 Months Ended | |
Jan. 31, 2017 | Jan. 31, 2016 | |
Awards Outstanding | ||
Unvested, beginning balance | 2,048,883 | 2,091,412 |
Granted | 630,642 | 507,319 |
Vested | (678,164) | (549,848) |
Canceled | (2,500) | |
Unvested, ending balance | 1,998,861 | 2,048,883 |
Weighted Average Grant Date Fair Value | ||
Unvested, beginning balance | $ 30.79 | $ 23.80 |
Granted | 25.82 | 47.36 |
Vested | 22.43 | 19.40 |
Canceled | 17.95 | |
Unvested, ending balance | $ 31.70 | $ 30.79 |
STOCKHOLDERS' EQUITY - Informat
STOCKHOLDERS' EQUITY - Information Regarding All Stock Options (Detail 1) - $ / shares | 12 Months Ended | ||
Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | |
Shares | |||
Stock options outstanding at beginning of year | 331,651 | 469,176 | 536,976 |
Exercised | (20,520) | (37,525) | (67,800) |
Granted | |||
Cancelled or forfeited | (60,000) | (100,000) | |
Stock options outstanding at end of year | 251,131 | 331,651 | 469,176 |
Exercisable | 251,131 | 253,151 | 250,176 |
Weighted Average Exercise Price | |||
Stock options outstanding at beginning of year | $ 10.59 | $ 11.16 | $ 11.11 |
Exercised | 12.65 | 11.11 | 10.76 |
Granted | |||
Cancelled or forfeited | 15.87 | 13.08 | |
Stock options outstanding at end of year | 9.16 | 10.59 | 11.16 |
Exercisable | $ 9.16 | $ 9.07 | $ 8.63 |
STOCKHOLDERS' EQUITY - Summary
STOCKHOLDERS' EQUITY - Summary of Information about Stock Options Outstanding (Detail 2) | 12 Months Ended |
Jan. 31, 2017$ / sharesshares | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number, Outstanding Shares | shares | 251,131 |
Number, Exercisable Shares | shares | 251,131 |
Exercise Price Range $0.00 - $8.00 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Minimum Range | $ 0 |
Maximum Range | $ 8 |
Number, Outstanding Shares | shares | 113,800 |
Weighted Average Remaining Contractual Life | 1 year 2 months 27 days |
Weighted Average Exercise Price | $ 6.61 |
Number, Exercisable Shares | shares | 113,800 |
Weighted Average Exercise Price, Exercisable | $ 6.61 |
Exercise Price Range $8.01 - $12.00 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Minimum Range | 8.01 |
Maximum Range | $ 12 |
Number, Outstanding Shares | shares | 84,265 |
Weighted Average Remaining Contractual Life | 7 months 6 days |
Weighted Average Exercise Price | $ 9.23 |
Number, Exercisable Shares | shares | 84,265 |
Weighted Average Exercise Price, Exercisable | $ 9.23 |
Exercisable Price Range $12.01 - $16.00 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Minimum Range | 12.01 |
Maximum Range | $ 16 |
Number, Outstanding Shares | shares | 36,400 |
Weighted Average Remaining Contractual Life | 4 years 29 days |
Weighted Average Exercise Price | $ 12.98 |
Number, Exercisable Shares | shares | 36,400 |
Weighted Average Exercise Price, Exercisable | $ 12.98 |
Exercisable Price Range $16.01 - $40.00 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Minimum Range | 16.01 |
Maximum Range | $ 40 |
Number, Outstanding Shares | shares | 16,666 |
Weighted Average Remaining Contractual Life | 5 years 2 months 9 days |
Weighted Average Exercise Price | $ 17.85 |
Number, Exercisable Shares | shares | 16,666 |
Weighted Average Exercise Price, Exercisable | $ 17.85 |
STOCKHOLDERS' EQUITY (Detail Te
STOCKHOLDERS' EQUITY (Detail Textuals) - USD ($) | Apr. 01, 2015 | Jun. 30, 2014 | Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | Dec. 31, 2015 |
Stockholders Equity [Line Items] | ||||||
Stock split of common stock | two-for-one | |||||
Number of common share sold | 3,450,000 | |||||
Number of shares sold to underwriters | 450,000 | |||||
Public offering price per share (in dollars per share) | $ 38.82 | |||||
Net proceed from offering | $ 128,700,000 | $ 128,686,000 | ||||
Number of shares authorized to be repurchased under prior program | 3,750,000 | |||||
Number of increased authorized shares to be repurchased | 5,000,000 | |||||
Proceeds from exercise of stock options | $ 260,000 | $ 417,000 | 729,000 | |||
Long-Term Incentive Stock Plan | ||||||
Stockholders Equity [Line Items] | ||||||
Shares available for grant | 1,504,807 | |||||
Restricted Stock Units (RSUs) | Long-Term Incentive Stock Plan | ||||||
Stockholders Equity [Line Items] | ||||||
Recognized compensation expense | $ 16,800,000 | 15,600,000 | 11,600,000 | |||
Unrecognized stock compensation related to unvested option awards | $ 40,700,000 | 42,000,000 | 32,200,000 | |||
Restricted Stock Units (RSUs) | Minimum | ||||||
Stockholders Equity [Line Items] | ||||||
Vesting and exercise period of awards | 3 years | |||||
Restricted Stock Units (RSUs) | Minimum | Long-Term Incentive Stock Plan | ||||||
Stockholders Equity [Line Items] | ||||||
Vesting and exercise period of awards | 3 years | |||||
Restricted Stock Units (RSUs) | Maximum | ||||||
Stockholders Equity [Line Items] | ||||||
Vesting and exercise period of awards | 5 years | |||||
Restricted Stock Units (RSUs) | Maximum | Long-Term Incentive Stock Plan | ||||||
Stockholders Equity [Line Items] | ||||||
Vesting and exercise period of awards | 5 years | |||||
Stock Options | ||||||
Stockholders Equity [Line Items] | ||||||
Weighted average remaining term for stock options outstanding | 1 year 8 months 12 days | |||||
Aggregate intrinsic value for stock options outstanding | $ 4,300,000 | |||||
Proceeds from exercise of stock options | 260,000 | 417,000 | ||||
Intrinsic value of stock options exercised | 936,000 | 1,700,000 | ||||
Recognized compensation expense | $ 126,000 | $ 153,000 | $ 541,000 | |||
Stock Options | Maximum | Long-Term Incentive Stock Plan | ||||||
Stockholders Equity [Line Items] | ||||||
Vesting and exercise period of awards | 10 years |
MAJOR CUSTOMERS (Detail Textual
MAJOR CUSTOMERS (Detail Textuals) | 12 Months Ended | ||
Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | |
Customer One | |||
Revenue, Major Customer [Line Items] | |||
Percentage of net sales from major customer | 21.80% | 20.80% | 18.70% |
EMPLOYEE BENEFIT PLANS (Detail
EMPLOYEE BENEFIT PLANS (Detail Textuals) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | |
Defined Contribution Plan Disclosure [Line Items] | ||||
Non-discretionary matching contribution | 100.00% | |||
Percentage of employee's compensation matched by employer | 3.00% | |||
Employer matching percentage of employee contributions | 50.00% | |||
Percentage of additional employee's compensation matched by employer | 2.00% | |||
Defined contribution plan, matching contributions | $ 2,900,000 | $ 2,300,000 | $ 2,000,000 | |
DKI | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Percentage of employee's compensation matched by employer | 7.00% | |||
Employer matching percentage of employee contributions | 50.00% | |||
Defined contribution plan, matching contributions | $ 52,000 | |||
Maximum | DKI | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Defined contribution plan, employee contribution percentage for which employer contributes a matching contribution | 3.50% |
SEGMENTS - Information Regardin
SEGMENTS - Information Regarding Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Jan. 31, 2017 | Oct. 31, 2016 | Jul. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | ||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | $ 603,289 | $ 883,476 | $ 442,267 | $ 457,403 | $ 527,428 | $ 909,865 | $ 473,884 | $ 432,965 | $ 2,386,435 | $ 2,344,142 | $ 2,116,855 | |
Cost of goods sold | 1,545,574 | 1,505,504 | 1,359,596 | |||||||||
Gross profit | $ 198,097 | $ 321,452 | $ 155,643 | $ 165,669 | $ 178,814 | $ 337,057 | $ 168,340 | $ 154,427 | 840,861 | 838,638 | 757,259 | |
Selling, general and administrative | 704,436 | 628,762 | 571,990 | |||||||||
Depreciation and amortization | 32,481 | 25,392 | 20,374 | |||||||||
Asset impairments | 10,480 | |||||||||||
Operating profit (loss) | 93,464 | 184,484 | 164,895 | |||||||||
Operating Segments | Wholesale | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | 2,014,386 | 1,949,646 | 1,745,894 | |||||||||
Cost of goods sold | 1,382,162 | 1,348,109 | 1,220,489 | |||||||||
Gross profit | 632,224 | 601,537 | 525,405 | |||||||||
Selling, general and administrative | 457,785 | 398,476 | 349,535 | |||||||||
Depreciation and amortization | 21,483 | 17,413 | 13,454 | |||||||||
Operating profit (loss) | 152,956 | 185,648 | 162,416 | |||||||||
Operating Segments | Retail | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | 474,217 | 514,027 | 499,284 | |||||||||
Cost of goods sold | 267,427 | 276,926 | 267,430 | |||||||||
Gross profit | 206,790 | 237,101 | 231,854 | |||||||||
Selling, general and administrative | 246,651 | 230,286 | 222,455 | |||||||||
Depreciation and amortization | 10,998 | 7,979 | 6,920 | |||||||||
Asset impairments | 10,480 | |||||||||||
Operating profit (loss) | (61,339) | (1,164) | 2,479 | |||||||||
Elimination | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | [1] | (102,168) | (119,531) | (128,323) | ||||||||
Cost of goods sold | [1] | (104,015) | (119,531) | (128,323) | ||||||||
Gross profit | [1] | 1,847 | ||||||||||
Selling, general and administrative | [1] | |||||||||||
Depreciation and amortization | [1] | |||||||||||
Operating profit (loss) | [1] | $ 1,847 | ||||||||||
[1] | Represents intersegment sales to the Company's retail operations. |
SEGMENTS - Information of Total
SEGMENTS - Information of Total Assets for Company's Reportable Segments (Detail 1) - USD ($) $ in Thousands | Jan. 31, 2017 | Jan. 31, 2016 |
Segment Reporting Information [Line Items] | ||
Total assets | $ 1,851,944 | $ 1,184,070 |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Total assets | 146,333 | 210,599 |
Operating Segments | Wholesale | ||
Segment Reporting Information [Line Items] | ||
Total assets | 1,477,259 | 763,353 |
Operating Segments | Retail | ||
Segment Reporting Information [Line Items] | ||
Total assets | $ 228,352 | $ 210,118 |
SEGMENTS - Method of Overhead A
SEGMENTS - Method of Overhead Allocation (Detail 2) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 31, 2017 | Oct. 31, 2016 | Jul. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenues | $ 603,289 | $ 883,476 | $ 442,267 | $ 457,403 | $ 527,428 | $ 909,865 | $ 473,884 | $ 432,965 | $ 2,386,435 | $ 2,344,142 | $ 2,116,855 |
Long-Lived Assets | 969,006 | 281,630 | 969,006 | 281,630 | 247,852 | ||||||
United States | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenues | 2,180,409 | 2,157,889 | 1,956,589 | ||||||||
Long-Lived Assets | 790,341 | 150,949 | 790,341 | 150,949 | 132,822 | ||||||
Non-United States | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenues | 206,026 | 186,253 | 160,266 | ||||||||
Long-Lived Assets | $ 178,665 | $ 130,681 | $ 178,665 | $ 130,681 | $ 115,030 |
SEGMENTS (Detail Textuals)
SEGMENTS (Detail Textuals) $ in Millions | 12 Months Ended | ||
Jan. 31, 2017USD ($)Segment | Jan. 31, 2016USD ($) | Jan. 31, 2015USD ($) | |
Segment Reporting [Abstract] | |||
Number of operating segments | Segment | 2 | ||
Capital expenditures for outside of United States | $ | $ 4.6 | $ 4.5 | $ 6.4 |
OTHER INCOME (Detail Textuals)
OTHER INCOME (Detail Textuals) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
Business Acquisition [Line Items] | ||
Income from minority interest | $ (1,370) | |
Gain on repurchase of unsecured promissory notes | 1,893 | |
Vilebrequin | ||
Business Acquisition [Line Items] | ||
Gain on revised estimated contingent consideration payable | $ 899,000 | 4,200 |
Compensation for termination of agreement | 3,500 | |
Proceeds from the sale of interest in joint venture | 1,900 | |
Gain on repurchase of unsecured promissory notes | $ 1,900 | |
Karl Lagerfeld North America joint venture | ||
Business Acquisition [Line Items] | ||
Income from minority interest | $ 272,000 |
EQUITY INVESTMENT (Detail Textu
EQUITY INVESTMENT (Detail Textuals) € in Millions, $ in Millions | 1 Months Ended | |||
Feb. 29, 2016USD ($) | Feb. 29, 2016EUR (€) | Jun. 30, 2015USD ($) | Jan. 31, 2017 | |
KH1 | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percentage of ownership interest | 19.00% | 19.00% | 19.00% | |
Amount paid to acquired interest in joint venture | $ 35.4 | € 32.5 | ||
KLBV | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Amount paid to acquired interest in joint venture | $ 25 | |||
KLNA | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percent of interest acquired in joint venture | 49.00% |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Detail Textuals) - USD ($) shares in Millions | Dec. 01, 2016 | Jan. 31, 2017 | Jan. 31, 2016 |
Related Party Transaction [Line Items] | |||
Debt instrument interest rate | 2.00% | ||
LVMH | |||
Related Party Transaction [Line Items] | |||
Shares issued | 2.6 | ||
Shares value | $ 75,000,000 | ||
Percentage of beneficial ownership | 5.40% | ||
LVMH | Junior lien secured promissory note | |||
Related Party Transaction [Line Items] | |||
Principal amount | $ 125,000,000 | ||
Debt instrument interest rate | 2.00% | ||
Interest paid | $ 212,000 | ||
Interest payable | 212,000 | ||
Balance amount due | $ 7,300,000 | ||
KLNA | |||
Related Party Transaction [Line Items] | |||
Percentage of ownership interest | 49.00% | ||
Royalty and advertising expense | $ 4,000,000 | $ 1,000,000 | |
Balance amount due | $ 656,000 | $ 60,000 |
QUARTERLY FINANCIAL DATA (UNA74
QUARTERLY FINANCIAL DATA (UNAUDITED) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 31, 2017 | Oct. 31, 2016 | Jul. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 603,289 | $ 883,476 | $ 442,267 | $ 457,403 | $ 527,428 | $ 909,865 | $ 473,884 | $ 432,965 | $ 2,386,435 | $ 2,344,142 | $ 2,116,855 |
Gross profit | 198,097 | 321,452 | 155,643 | 165,669 | 178,814 | 337,057 | 168,340 | 154,427 | 840,861 | 838,638 | 757,259 |
Net income (loss) attributable to G-III (in dollars) | $ (20,104) | $ 70,564 | $ (1,293) | $ 2,771 | $ 7,964 | $ 87,156 | $ 12,453 | $ 6,760 | $ 51,938 | $ 114,333 | $ 110,361 |
Net income (loss) per common share | |||||||||||
Basic (in dollars per share) | $ (0.42) | $ 1.54 | $ (0.03) | $ 0.06 | $ 0.17 | $ 1.92 | $ 0.28 | $ 0.15 | $ 1.12 | $ 2.52 | $ 2.55 |
Diluted (in dollars per share) | $ (0.42) | $ 1.50 | $ (0.03) | $ 0.06 | $ 0.17 | $ 1.87 | $ 0.27 | $ 0.15 | $ 1.10 | $ 2.46 | $ 2.48 |
SCHEDULE II - VALUATION AND Q75
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | ||
Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at Beginning of Period | $ 74,261 | $ 53,441 | $ 54,987 | |
Charged to Costs and Expenses | 266,945 | 212,660 | 162,817 | |
Deductions | [1] | 245,520 | 191,840 | 164,363 |
Balance at End of Period | 95,686 | 74,261 | 53,441 | |
Allowance for doubtful accounts | ||||
Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at Beginning of Period | 1,346 | 1,074 | 642 | |
Charged to Costs and Expenses | 682 | 515 | 584 | |
Deductions | [1] | 836 | 243 | 152 |
Balance at End of Period | 1,192 | 1,346 | 1,074 | |
Reserve for sales allowances | ||||
Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at Beginning of Period | [2] | 72,915 | 52,367 | 54,345 |
Charged to Costs and Expenses | [2] | 266,263 | 212,145 | 162,233 |
Deductions | [1],[2] | 244,684 | 191,597 | 164,211 |
Balance at End of Period | [2] | $ 94,494 | $ 72,915 | $ 52,367 |
[1] | Accounts written off as uncollectible, net of recoveries. | |||
[2] | See Note A in the accompanying Notes to Consolidated Financial Statements for a description of sales allowances. |