G-III Apparel Group, Ltd. (GIII) 2020年年度報告「NASDAQ」.pdf

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1、2020 Annual Report&Form 10-KUntitled-2 3Untitled-2 34/30/21 5:34 PM4/30/21 5:34 PMTEAM SPORTSUntitled-2 4Untitled-2 44/30/21 5:34 PM4/30/21 5:34 PMREADY TO WEAR&DRESSESCalvin KleinDKNYDonna Karan New YorkTommy HilfigerKarl Lagerfeld ParisEliza JGuess?Jessica HowardKensieVince Camuto Calvin Klein Jea

2、nsSWIMWEAR VilebrequinCalvin KleinDKNYTommy HilfigerHANDBAGS&ACCESSORIESCalvin KleinDKNYDonna Karan New YorkKarl Lagerfeld ParisG.H.Bass Marc New YorkVilebrequinOUTERWEARCalvin KleinDKNYDonna Karan New YorkTommy HilfigerKarl Lagerfeld ParisAndrew MarcCole Haan DockersG.H.BassGuess?Kenneth Cole Levis

3、 Marc New YorkRETAIL STORES DKNYVilebrequinKarl Lagerfeld ParisLUGGAGE Calvin KleinDKNYG.H.BassKarl Lagerfeld ParisTommy HilfigerFOOTWEAR G.H.Bass DKNYDonna Karan New YorkKarl Lagerfeld Paris ACTIVE&PERFORMANCE Calvin Klein PerformanceDKNY SportTommy Hilfiger SportMarc New York PerformanceTEAM SPORT

4、SMajor League BaseballNational Basketball AssociationNational Football LeagueNational Hockey LeagueOfficially Licensed Collegiate Products GIII for HerStarterFor all of us,2020 was a year like no other.The global pandemic resulted in economic turmoil,and brought challenges that were particularly dis

5、ruptive to our business and industry.I am incredibly proud of our employees and thankful for their resilience,flexibility and hard work.G-III has emerged from this past year as a leaner and more efficient organization.We powered through this tremendous adversity,adjusted our strategy and adapted to

6、the changing conditions with determination and grit.Our entrepreneurial culture,with a merchant-led focus,allowed us to quickly adjust our product offerings to capitalize on the casual,outdoor and work-from-home trends prevalent in the market.As these trends accelerated during the year,we were able

7、to provide our retailers with a broad range of apparel and accessories to meet consumer demand and elevate our position as a key supplier of choice.We refinanced our balance sheet and ended fiscal year 2021 in a strong financial position.We saw continued improvement in our wholesale operations durin

8、g the second half of the fiscal year and also completed the restructuring of our retail operations.Our year end inventories ended down 25%and are in excellent shape.We entered fiscal year 2022 managing our business with cautious optimism and closely working with our retail partners to continue to ma

9、tch our product offerings with consumer preferences.Our casual assortments remain strong sellers.We are beginning to see signs of improving demand for dressier apparel.We are developing great new product in these categories including social dresses,suit separates and career sportswear.After a year o

10、f working from home and restrictions on social gatherings,we believe consumers are ready to resume purchasing categories of apparel appropriate for the office and the resumption of social events.Working alongside our vendor and retail partners,we are confident that we can capitalize on changing cons

11、umer preferences as the world begins to slowly reopen.Our fiscal year 2021 financial highlights:Net sales were$2.06 billion compared to$3.16 billion last year,a decrease of 35%.Full fiscal year GAAP net income per diluted share was$0.48,compared to last years$2.94.Included in these results are net l

12、osses from the Wilsons Leather and G.H.Bass store operations of$(1.14)per diluted share,compared to$(0.65)per diluted share in the prior years comparable period.The results for each period reflect direct store operations including impairment charges,but do not include any allocated corporate overhea

13、d charges,shared administrative expenses or shared distribution expenses.The results for the current period also include the impact of the pandemic and the liquidation of the Wilsons Leather and G.H.Bass stores.These operating results for Wilsons Leather and G.H.Bass are presented solely to provide

14、the historical operating results of the portion of the Companys retail operations segment that was closed and are not intended to be used to develop expectations for future results of the Company or to indicate any future level of profitability of the Company.In our retail segment,we completed our p

15、reviously announced restructuring and closed 110 Wilsons Leather and 89 G.H.Bass stores.These actions are expected to eliminate a significant amount of annualized losses from operating those stores.As of January 31,2021,the end of fiscal 2021,our new retail footprint consisted of 36 DKNY and 13 Karl

16、 Lagerfeld Paris stores which we believe are positioned to be on a path to profitability.In our wholesale segment,our business this past year was driven by strength across our portfolio of globally recognized power brands:DKNY,Donna Karan,Calvin Klein,Tommy Hilfiger and Karl Lagerfeld Paris.These br

17、ands were especially strong in the casual assortments including categories such as athleisure,jeans,outerwear,sportswear,footwear and handbags.Athleisure is what the consumer is wearing throughout the day.With that in mind,we designed our athleisure collections to provide a wide range of choices acr

18、oss our brands in a variety of looks and functionality.Our recent launch of jeans collections for three of our global power brands,Calvin Klein,Tommy Hilfiger and DKNY,happened at an opportune time,enabling us to expand our product lines at our retailers,as well as offering customers additional choi

19、ces in a wide variety of casual woven and knit tops,t-shirts and bottoms.We are becoming a dominant player in the jeans category and are well-positioned to capture greater market share.For outerwear,we designed our collections to focus on the outdoor lifestyle featuring mid-weight styles in packable

20、,puffer and layered jackets.Casual styles also drove our sportswear collections which included woven tops,casual bottoms and t-shirt dresses in various fabrications.Casual footwear and handbags also resonated well with consumers.DEAR SHAREHOLDERS,Sincerely,Morris GoldfarbAs digital sales trends acce

21、lerated over the past year,we worked aggressively to capture our share of the market.Our digital sales penetration with our retail partners increased to nearly 40%,and our own digital businesses also saw significant sales increases.We focused our organization to support digital sales and honed our m

22、arketing efforts with respect to digital advertising to target customers where they are shopping.We are making investments in talent,a new CRM and loyalty program,replatformed e-commerce sites and enhanced logistics capabilities,all with the goal of becoming best-in-class in this increasingly import

23、ant distribution channel.With our own brands,DKNY,Donna Karan and Vilebrequin,we have a significant opportunity to grow internationally and are in the early stages of developing these key markets.Vilebrequin,our status resort and swimwear brand,will celebrate its 50th anniversary this year and has a

24、n incredible slate of innovative product launches and collaborations planned for this milestone year.DKNY is distributed through franchisees in the Middle East,Korea,and Russia,by our 75%owned joint venture in China and directly by us in Europe.In China,we have a small store footprint and a rapidly

25、growing digital business.In Europe,we distribute the DKNY brand through wholesale distribution,our owned stores and digitally through our own and partner websites,with the goal of establishing a substantial business in this market.The pandemic has further strengthened our resolve with respect to Cor

26、porate Social Responsibility(CSR).We remain steadfast in our commitment to the principles of Engage our People,Protect our Environment and Invest in Our Communities.I am pleased with the strides we made across our CSR agenda,despite the many challenges we confronted in 2020,including laying the grou

27、ndwork for and taking steps to formalize,enhance and scale our CSR programs.In the coming year,we are working on establishing our baseline years for measuring our environmental and social efforts.To learn more about our CSR platform,please see our letter detailing our commitment on our company websi

28、te.We know that in order to succeed,we must become an even more diverse,equitable,and inclusive organization.Currently,over 50%of our leadership team is comprised of women.Last September,we welcomed Robert L.Johnson to our Board of Directors.Bob is the founder and chairman of The RLJ Companies,LLC a

29、nd former founder and chairman of Black Entertainment Television.His success as an entrepreneur and significant business expertise across multiple industries will provide a valuable perspective as we continue to execute our strategy,drive profitability and enhance value for all our stakeholders.At G

30、-III,our proven track record for execution,strong relationships throughout the industry and experienced team comprised of the most talented,passionate and loyal individuals in our industry have collectively driven our success.I am thankful and grateful for all of our employees who have worked tirele

31、ssly through-out this past year to drive our business and help us preserve and enhance shareholder value.Our diversified portfolio,anchored by our five global power brands,DKNY,Donna Karan,Calvin Klein,Tommy Hilfiger and Karl Lagerfeld Paris,will continue to fuel our global growth and market share a

32、cross our major classifications.Our strong financial position provides us with significant flexibility to accelerate our growth both domestically and internationally,including through potential strategic acquisitions.On behalf of the entire G-III organization,I would like to thank all of our shareho

33、lders for their continued interest and support.DILUTED NET INCOME PER SHARE(Years Ended January 31)NET SALES($000S)(Years Ended January 31)20172018201920202021$1.10(1)$1.25(2)$2.75(3)$2.94(4)$0.48(5)$2.00$2,000,000$1,500,000$1.50$1.00$0.50$2.50$2,500,000$3,500,000$3.00$3,000,00020172018201920202021(

34、1)Includes professional fees and transitional expenses in connection with the acquisition of Donna Karan International(“DKI”)of$11.7 million,non-cash asset impairment charges related to certain of our retail stores of$10.5 million and non-cash imputed interest expense related to the note issued to t

35、he seller(the“Seller Note”)as part of the consideration for the acquisition of DKI.The aggregate efect of these expenses were equal to$0.32 per diluted share.(2)Includes(i)non-cash imputed interest expense related to the Seller Note of$5.7 million,(ii)transitional expenses related to the acquisition

36、 of DKI of$2.1 million,(iii)asset impairments primarily related to leasehold improvements and furniture and fixtures at certain of our retail stores of$7.9 million and(iv)income tax charges of$7.5 million related to the one-time efect of the enactment of the Tax Cuts and Jobs Act in fiscal 2018.The

37、aggregate efect of these expenses were equal to$0.35 per diluted share.(3)Includes(i)non-cash imputed interest expense related to the Seller Note of$5.0 million and(ii)asset impairments primarily related to leasehold improvements and furniture and fixtures at certain of our retail stores of$2.8 mill

38、ion.The aggregate efect of these expenses were equal to$0.11 per diluted share.(4)Includes(i)non-cash imputed interest expense related to the Seller Note of$5.4 million,(ii)asset impairments primarily related to leasehold improvements and furniture and fixtures at certain of our retail stores,net of

39、 gain on lease terminations,of$19.4 million and(iii)a non-cash income tax gain of$6.7 million primarily from foreign tax rate changes.The aggregate efect of these exclusions was equal to$0.25 per diluted share.(5)The Company restructured its retail operations segment and has permanently closed the W

40、ilsons Leather andG.H.Bassstores.Includes net losses from the Wilsons Leather and G.H.Bass store operations of$55.7 million,or$(1.14)per diluted share.The results reflect direct store operations including impairment charges,but do not include any allocated corporate overhead charges,shared administr

41、ative expenses or shared distribution expenses.The results for the current period also include the impact of the pandemic and the liquidation of the Wilsons Leather and G.H.Bass stores.These operating results for Wilsons Leather andG.H.Bassare presented solely to provide the historical operating res

42、ults of the portion of the Companys retail operations segment that was closed and are not intended to be used to develop expectations for future results of the Company or to indicate any future level of profitability of the Company.FINANCIAL HIGHLIGHTSNet SalesNet IncomeDiluted Net Income per ShareW

43、orking CapitalTotal AssetsStockholders EquityReturn on Stockholders EquityCommon Shares OutstandingExcluding shares held in treasury+$2,386,435$51,938(1)$1.10(1)$567,519$1,851,944$1,021,236 5.5%48,640$3,076,208$138,067(3)$2.75(3)$673,107$2,208,058$1,189,00912.0%48,709$3,160,464$143,837(4)$2.94(4)$75

44、4,728$2,565,137$1,290,67211.6%48,010$2,055,146$23,545(5)$0.48(5)$942,038$2,436,386$1,336,2411.8%48,377$2,806,938$62,124(2)$1.25(2)$612,434$1,915,177$1,120,6895.8%49,11320172019202020212018FISCAL YEAR ENDED JANUARY 31(1)Includes professional fees and transitional expenses in connection with the acqui

45、sition of Donna Karan International(“DKI”)of$11.7 million,non-cash asset impairment charges related to certain of our retail stores of$10.5 million and non-cash imputed interest expense related to the note issued to the seller(the“Seller Note”)as part of the consideration for the acquisition of DKI.

46、The aggregate efect of these expenses were equal to$0.32 per diluted share.(2)Includes(i)non-cash imputed interest expense related to the Seller Note of$5.7 million,(ii)transitional expenses related to the acquisition of DKI of$2.1 million,(iii)asset impairments primarily related to leasehold improv

47、ements and furniture and fixtures at certain of our retail stores of$7.9 million and(iv)income tax charges of$7.5 million related to the one-time efect of the enactment of the Tax Cuts and Jobs Act in fiscal 2018.The aggregate efect of these expenses were equal to$0.35 per diluted share.(3)Includes(

48、i)non-cash imputed interest expense related to the Seller Note of$5.0 million and(ii)asset impairments primarily related to leasehold improvements and furniture and fixtures at certain of our retail stores of$2.8 million.The aggregate efect of these expenses were equal to$0.11 per diluted share.(4)I

49、ncludes(i)non-cash imputed interest expense related to the Seller Note of$5.4 million,(ii)asset impairments primarily related to leasehold improvements and furniture and fixtures at certain of our retail stores,net of gain on lease terminations,of$19.4 million and(iii)a non-cash income tax gain of$6

50、.7 million primarily from foreign tax rate changes.The aggregate efect of these exclusions was equal to$0.25 per diluted share.(5)The Company restructured its retail operations segment and has permanently closed the Wilsons Leather andG.H.Bassstores.Includes net losses from the Wilsons Leather and G

51、.H.Bass store operations of$55.7 million,or$(1.14)per diluted share.The results reflect direct store operations including impairment charges,but do not include any allocated corporate overhead charges,shared administrative expenses or shared distribution expenses.The results for the current period a

52、lso include the impact of the pandemic and the liquidation of the Wilsons Leather and G.H.Bass stores.These operating results for Wilsons Leather andG.H.Bassare presented solely to provide the historical operating results of the portion of the Companys retail operations segment that was closed and a

53、re not intended to be used to develop expectations for future results of the Company or to indicate any future level of profitability of the Company.(000s except per share and return on stockholders equity data)UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington,D.C.20549 FORM 10-K ANNUAL RE

54、PORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 31,2021 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-18183 G-III APPAREL GROUP,LTD.(Ex

55、act name of registrant as specified in its charter)Delaware(State or other jurisdiction of incorporation or organization)512 Seventh Avenue,New York,New York(Address of principal executive offices)41-1590959(I.R.S.Employer Identification No.)10018 (Zip Code)Registrants telephone number,including are

56、a code:(212)403-0500 Securities registered pursuant to Section 12(b)of the Act:Title of each class Trading Symbol(s)Name of each exchange on which registered Common Stock,$0.01 par value per share GIII The Nasdaq Stock Market Securities registered pursuant to Section 12(g)of the Act:None.Indicate by

57、 check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.YesNo Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d)of the Act.YesNo Indicate by check mark whether the registrant(1)has filed all repo

58、rts required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 during the preceding 12 months(or for such shorter period that the registrant was required to file such reports),and(2)has been subject to such filing requirements for the past 90 days.YesNo Indicate by check mark

59、whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T(232.405 of this chapter)during the preceding 12 months(or for such shorter period that the registrant was required to submit such files).YesNo Indicate by c

60、heck mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,a smaller reporting company,or an emerging growth company.See the definitions of“large accelerated filer,”“accelerated filer,”“smaller reporting company”and“emerging growth company”in Rule 12b-

61、2 of the Exchange Act.Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company Emerging growth company If an emerging growth company,indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised f

62、inancial accounting standards provided pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the registrant has filed a report on and attestation to its managements assessment of the effectiveness of its internal control over financial reporting under Section 404(b)of the Sarba

63、nes-Oxley Act(15 U.S.C.7262(b)by the registered public accounting firm that prepared or issued its audit report.Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Act)YesNo As of July 31,2020,the aggregate market value of the registrants voting stock hel

64、d by non-affiliates of the registrant(based on the last sale price for such shares as quoted by the Nasdaq Global Select Market)was approximately$431,878,201.The number of outstanding shares of the registrants Common Stock as of March 22,2021 was 48,376,636.Documents incorporated by reference:Certai

65、n portions of the registrants definitive Proxy Statement relating to the registrants Annual Meeting of Stockholders to be held on or about June 10,2021,to be filed pursuant to Regulation 14A of the Securities Exchange Act of 1934 with the Securities and Exchange Commission,are incorporated by refere

66、nce into Part III of this Report.(This page intentionally left blank)1 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS AND RISK FACTORS Various statements contained in this Annual Report on Form 10-K or incorporated by reference into this Annual Report on Form 10-K,in future filings by us with the

67、 Securities and Exchange Commission(the“SEC”),in our press releases and in oral statements made from time to time by us or on our behalf constitute“forward-looking statements”within the meaning of the Private Securities Litigation Reform Act of 1995.Forward-looking statements are based on current ex

68、pectations and are indicated by words or phrases such as“anticipate,”“estimate,”“expect,”“will,”“project,”“we believe,”“is or remains optimistic,”“currently envisions,”“forecasts,”“goal”and similar words or phrases and involve known and unknown risks,uncertainties and other factors that may cause ac

69、tual results,performance or achievements to be materially different from the future results,performance or achievements expressed in or implied by such forward-looking statements.Forward-looking statements also include representations of our expectations or beliefs concerning future events that invo

70、lve risks and uncertainties,including,but not limited to,those described in Part I,“Item 1A.Risk Factors.”SUMMARY OF RISKS AFFECTING OUR BUSINESS Our business is subject to numerous risks.The following summary highlights some of the risks you should consider with respect to our business and prospect

71、s.This summary is not complete and the risks summarized below are not the only risks we face.You should review and consider carefully the risks and uncertainties described in more detail in the“Risk Factors”section contained in Item 1A of this Annual Report on Form 10-K which includes a more complet

72、e discussion of the risks summarized below as well as a discussion of other risks related to our business and an investment in our common stock.The global health crisis caused by the COVID-19 pandemic has had,and the current and uncertain future outlook of the outbreak will likely continue to have,a

73、 significant adverse effect on our business,financial condition and results of operations;the failure to maintain our material license agreements could cause us to lose significant revenues and have a material adverse effect on our results of operations;our dependence on the strategies and reputatio

74、n of our licensors;any adverse change in our relationship with PVH and its Calvin Klein or Tommy Hilfiger brands would have a material adverse effect on our results of operations;risks relating to our wholesale operations including,among others,maintaining the image our proprietary brands,business p

75、ractices of our customers that could adversely affect us and retail customer concentration;risks relating to our retail operations segment;our ability to achieve operating enhancements and cost reductions from the restructuring of our retail operations;dependence on existing management;our ability t

76、o make strategic acquisitions and possible disruptions from acquisitions;risks of operating through joint ventures;need for additional financing;seasonal nature of our business and effect of unseasonable or extreme weather on our business;possible adverse effect of problems with our logistics and di

77、stribution systems;price,availability and quality of materials used in our products;the need to protect our trademarks and other intellectual property;risk that our licensees may not generate expected sales or maintain the value of our brands;the impact of the current economic and credit environment

78、 on us,our customers,suppliers and vendors;effects of war,acts of terrorism,natural disasters or public health crises could adversely affect our business and results of operations;our dependence on foreign manufacturers;risks of expansion into foreign markets,conducting business internationally and

79、exposures to foreign currencies;risks related to the recent adoption of a national security law in Hong Kong;the need to successfully upgrade,maintain and secure our information systems;2 increased exposure to consumer privacy,cybersecurity and fraud concerns,including as a result of the remote work

80、ing environment;possible adverse effects of data security or privacy breaches;the impact on our business of the imposition of tariffs by the United States government and the escalation of trade tensions between countries;risks related to the audit by the Canadian Border Services Agency;changes in ta

81、x legislation or exposure to additional tax liabilities could impact our business;the effect of regulations applicable to us as a U.S.public company;focus on corporate responsibility issues by stakeholders;potential effect on the price of our stock if actual results are worse than financial forecast

82、s or if we are unable to provide financial forecasts;fluctuations in the price of our common stock;impairment of our goodwill,trademarks or other intangibles may require us to record charges against earnings;and risks related to our indebtedness.Any forward-looking statements are based largely on ou

83、r expectations and judgments and are subject to a number of risks and uncertainties,many of which are unforeseeable and beyond our control.A detailed discussion of significant risk factors that have the potential to cause our actual results to differ materially from our expectations is described in

84、Part I of this Form 10-K under the heading“Risk Factors.”We undertake no obligation to publicly update or revise any forward-looking statements,whether as a result of new information,future events or otherwise,except as required by law.WEBSITE ACCESS TO REPORTS Our website is www.g-.We make availabl

85、e,free of charge,on our website(under the heading“Investors”)our Annual Reports on Form 10-K,Quarterly Reports on Form 10-Q,Current Reports on Form 8-K and amendments to those reports as soon as reasonably practicable after we electronically file such material with,or furnish it to,the SEC.No inform

86、ation contained on our website is intended to be included as part of,or incorporated by reference into,this Annual Report on Form 10-K.Information relating to our corporate governance,including copies of our Code of Ethics and Conduct,Audit,Compensation and Nominating and Corporate Governance Commit

87、tee Charters,and other policies and guidelines,are available at our website under“Investors.”Paper copies of these filings and corporate governance documents are available to stockholders free of charge by written request to Investor Relations,G-III Apparel Group,Ltd.,512 Seventh Avenue,New York,New

88、 York 10018.The SEC maintains an Internet site that contains reports,proxy and information statements,and other information regarding issuers that file electronically with the SEC.The address of the SECs website is http:/www.sec.gov.3 PART I ITEM 1.BUSINESS.Unless the context otherwise requires,“G-I

89、II,”“us,”“we”and“our”refer to G-III Apparel Group,Ltd.and its subsidiaries.References to fiscal years refer to the year ended or ending on January 31 of that year.For example,our fiscal year ended January 31,2021 is referred to as“fiscal 2021.”G-III Apparel Group,Ltd.is a Delaware corporation that w

90、as formed in 1989.We and our predecessors have conducted our business since 1974.Overview We design,source and market an extensive range of apparel,including outerwear,dresses,sportswear,swimwear,womens suits and womens performance wear,as well as womens handbags,footwear,small leather goods,cold we

91、ather accessories and luggage.G-III has a substantial portfolio of more than 30 licensed and proprietary brands,anchored by five global power brands:DKNY,Donna Karan,Calvin Klein,Tommy Hilfiger and Karl Lagerfeld Paris.We are not only licensees,but also brand owners,and we distribute our products th

92、rough multiple channels.Our own proprietary brands include DKNY,Donna Karan,Vilebrequin,G.H.Bass,Eliza J,Jessica Howard,Andrew Marc,Marc New York and Wilsons Leather.We sell products under an extensive portfolio of well-known licensed brands,including Calvin Klein,Tommy Hilfiger,Karl Lagerfeld Paris

93、,Levis,Guess?,Kenneth Cole,Cole Haan,Vince Camuto and Dockers.Through our team sports business,we have licenses with the National Football League,National Basketball Association,Major League Baseball,National Hockey League and over 150 U.S.colleges and universities.We also source and sell products t

94、o major retailers under their private retail labels.Our products are sold through a cross section of leading retailers such as Macys,Dillards,Hudsons Bay Company,including their Saks Fifth Avenue division,Nordstrom,Kohls,TJX Companies,Ross Stores and Burlington.We also sell our products over the web

95、 through retail partners such as , and ,each of which has a substantial online business.In addition,we sell to pure play online retail partners such as Amazon and Fanatics.We also distribute apparel and other products directly to consumers through our own DKNY and Karl Lagerfeld retail stores,as wel

96、l as through our digital channels for the DKNY,Donna Karan,Karl Lagerfeld Paris,G.H.Bass,Andrew Marc and Wilsons Leather businesses.In June 2020,we announced the restructuring of our retail operations,including the closure of the Wilsons Leather and G.H.Bass stores.We completed the closing of our Wi

97、lsons Leather and G.H.Bass stores in fiscal 2021.We believe this restructuring will enable us to reduce our losses and re-position our retail operations with a goal of becoming a profitable contributor to our business.See“Recent Developments”for further information about our retail restructuring.We

98、operate in fashion markets that are intensely competitive.Our ability to continuously evaluate and respond to changing consumer demands and tastes,across multiple market segments,distribution channels and geographic areas is critical to our success.Although our portfolio of brands is aimed at divers

99、ifying our risks in this regard,misjudging shifts in consumer preferences could have a negative effect on our business.Our success in the future will depend on our ability to design products that are accepted in the marketplace,source the manufacture of our products on a competitive basis,and contin

100、ue to diversify our product portfolio and the markets we serve.Segments We report based on two segments:wholesale operations and retail operations.Our wholesale operations segment includes sales of products to retailers under owned,licensed and private label brands,as well as sales related to the Vi

101、lebrequin business.Wholesale revenues also include royalty revenues from license agreements related to our owned trademarks including DKNY,Donna Karan,Vilebrequin,G.H.Bass and Andrew Marc.4 Our retail operations segment consists primarily of direct sales to consumers through our company-operated sto

102、res and through digital channels.In June 2020,we commenced the restructuring of our retail operations,including the closure of the Wilsons Leather,G.H.Bass and Calvin Klein Performance stores.The closure of these stores was completed during fiscal 2021.After completion of the restructuring,our retai

103、l operations segment consists of our DKNY and Karl Lagerfeld Paris stores,as well as the digital channels for DKNY,Donna Karan,Karl Lagerfeld Paris,G.H.Bass,Andrew Marc and Wilsons Leather.Recent Developments Impact of COVID-19 Pandemic The COVID-19 pandemic has affected businesses around the world

104、for over a year.A national emergency was declared in the United States as a result of the COVID-19 pandemic.Federal,state and local governments and private entities mandated various restrictions,including closing of retail stores and restaurants,travel restrictions,restrictions on public gatherings,

105、stay at home orders and advisories,and quarantining of people who may have been exposed to the virus.The response to the COVID-19 pandemic has negatively affected the global economy,disrupted global supply chains,and created significant disruption of the financial and retail markets,including a disr

106、uption in consumer demand for apparel and accessories.The COVID-19 pandemic has had multiple impacts on our business,including,but not limited to,the temporary closure of our and our customers stores,disruption to both international and domestic tourism and disruption to consumer shopping habits.The

107、 COVID-19 pandemic impacted our business operations and results of operations throughout fiscal 2021 resulting in lower sales and profitability.COVID-19 could continue to have an adverse impact on our results of operations and liquidity,the operations of our suppliers,vendors and customers,and on ou

108、r employees as a result of quarantines,facility closures,and travel and logistics restrictions.Even as businesses have reopened as governmental restrictions were loosened with respect to stay at home orders and various restrictions with respect to the operation of retail businesses,the ultimate econ

109、omic impact of the COVID-19 pandemic is highly uncertain.We expect that our business operations and results of operations,including our net sales,earnings and cash flows,will continue to be adversely impacted in fiscal 2022.During this crisis we have been focused on protecting the health and safety

110、of our employees,our customers and our communities.We have taken precautionary measures intended to help minimize the risk of COVID-19 to our employees,including requiring our employees to work remotely during the first half of fiscal 2021.During the second half of fiscal 2021,our personnel have sta

111、rted to work in our offices on a part-time,capacity restricted basis.Having our employees work remotely may disrupt our operations or increase the risk of a cybersecurity incident.As a result,we have taken steps to mitigate the increased cybersecurity risks associated with remote working and relianc

112、e on videoconferencing platforms.Most of our retail partners,including our largest customer,Macys,closed their stores in North America during the initial reaction to the pandemic in the Spring of 2020.Some of our customers,such as Costco and Sams Club,remained open for business.Our retail partners h

113、ave since reopened with certain limitations and restrictions.Our retail partners that closed stores asked to cancel orders and extend their payment terms with us.We continue to negotiate resolutions with our retail partners that are equitable and fiscally responsible for each of us.Certain of our re

114、tail partners have publicized actual or potential bankruptcy filings or other liquidity issues that could impact our anticipated income and cash flows,as well as require us to record additional accounts receivable reserves.In addition,we could be required to record increased excess and obsolete inve

115、ntory reserves due to decreased sales or noncash impairment charges related to our intangible assets or goodwill due to reduced market values and cash flows.Further,a more promotional retail environment may cause us to lower our prices or sell existing inventory at larger discounts than in the past,

116、negatively impacting our margins.There is significant uncertainty around the breadth and duration of business disruptions related to the COVID-19 pandemic,as well as its impact on the U.S.and global economies and on consumer willingness to visit stores as they re-open.Consumer businesses have re-ope

117、ned in most areas of the United States under governmental social distancing and other restrictions that are expected to limit the scope of operations for an unknown period of time compared to pre-COVID-19 business operations.These restrictions are expected to adversely impact sales even as retail st

118、ores are open again.The extent to which COVID-19 impacts our results will depend on continued developments in the public and private responses 5 to the pandemic and the success and efficacy of efforts in the United States and around the world to vaccinate people against COVID-19.The continued impact

119、 of COVID-19 remains highly uncertain and cannot be predicted.New information may emerge concerning the severity of the outbreak and the spread of variants of the COVID-19 virus in locations that are important to our business.Actions taken to contain COVID-19 or treat its impact may change or become

120、 more restrictive as additional waves of infections occur,or continue to occur,as a result of the loosening of governmental restrictions.In response to these challenges,we have taken measures to preserve liquidity and contain costs that include,but are not limited to,employee furloughs,job eliminati

121、ons,temporary salary reductions,reduced advertising and other promotional spending and deferral of capital projects.We also reviewed our inventory needs and worked with suppliers to curtail,or cancel,production of product which we believed would not be able to be sold in season.We worked with our su

122、ppliers,landlords and licensors to renegotiate related agreements and extend payment terms in order to preserve capital.During the second half of fiscal 2021,certain furloughed employees were reinstated and salaries that had been reduced were increased to their pre-pandemic levels.We also received r

123、oyalty relief from certain licensors.Refinancing of our Term Loan and Revolving Credit Facility On August 7,2020,we completed a private debt offering of$400 million aggregate principal amount of our 7.875%Senior Secured Notes due 2025(the“Notes).The net proceeds of the Notes were used(i)to repay our

124、 prior term loan facility due 2022,(ii)to pay related fees and expenses and(iii)for general corporate purposes.The Notes bear interest at a rate of 7.875%per year payable semi-annually in arrears on February 15 and August 15 of each year,commencing on February 15,2021.Also on August 7,2020,we entere

125、d into the second amended and restated credit agreement(the“ABL Credit Agreement”)The ABL Credit Agreement is a five year senior secured credit facility and provides for borrowings in the aggregate principal amount of up to$650 million.The ABL Credit Agreement refinances,amends and restates our prio

126、r Amended Credit Agreement which provided for borrowings of up to$650 million and was due to expire in December 2021.For a description of the Notes,the ABL Credit Agreement and our other debt instruments,see“Liquidity and Capital Resources”under Item 7 of this Annual Report on Form 10-K.Restructurin

127、g of Our Retail Operations Segment In June 2020,we commenced a restructuring of our retail operations segment,including the closing of the Wilsons Leather,G.H.Bass and Calvin Klein Performance stores.All store closings included in the restructuring were completed as of the end of fiscal 2021.After c

128、ompletion of the restructuring,our retail operations segment consists of our DKNY and Karl Lagerfeld Paris stores,as well as the digital channels for DKNY,Donna Karan,Karl Lagerfeld Paris,G.H.Bass,Andrew Marc and Wilsons Leather.In addition to the stores operated as part of our retail operations seg

129、ment,as of January 31,2021,Vilebrequin products were distributed through 98 company-operated stores and owned digital channels in Europe and the United States,as well as through 71 franchised locations.In connection with the restructuring of our retail operations,we incurred an aggregate charge of a

130、pproximately$100 million related to store operating costs,landlord termination fees,severance costs,store liquidation and closing costs,write-offs related to right-of-use assets and legal and professional fees.The cash portion of this charge was approximately$65 million.Our ongoing plan focuses on t

131、he operations and growth of our DKNY and Karl Lagerfeld Paris stores,as well as operating our digital business.Our plan is based on the assumed continued strength of the DKNY and Karl Lagerfeld brands,changes in planning and allocation and improvements in gross margin.We expect to reduce corporate h

132、eadcount and administrative costs,while expanding our store base.We need to successfully implement this strategy in order to significantly reduce the losses in our retail operations with the goal of ultimately attaining profitability in our retail operations segment.6 Strategic Initiatives We are fo

133、cused on the following strategic initiatives,which we believe are critical to our long-term success:Owning brands:We now own a portfolio of proprietary brands,including DKNY,Donna Karan,Vilebrequin,Eliza J,Jessica Howard,G.H.Bass and Andrew Marc.Owning our own brands is advantageous to us for severa

134、l reasons:-We can realize significantly higher operating margins because we are not required to pay licensing fees on sales by us of our proprietary products and can also generate licensing revenues(which have no related cost of goods sold)for classes of products not manufactured by us.-There are no

135、 channel restrictions,permitting us to market our products internationally,and to utilize a variety of different distribution channels,including online and off-price channels.-We are able to license our proprietary brands in new categories and geographies to carefully selected licensees.-We are able

136、 to build equity in these brands to benefit the long-term interests of our stockholders.Develop and expand our DKI business:We believe that DKNY and Donna Karan are two of the most iconic and recognizable power brands and that we are well positioned to unlock their potential.We are focusing on the e

137、xpansion of the DKNY brand,while continuing to re-establish Donna Karan and other associated brands.We are leveraging our demonstrated ability to drive organic growth and develop talent within our Company to maximize the potential of the DKNY and Donna Karan brands.In fiscal 2018 and fiscal 2019,we

138、restructured and repositioned the DKNY and Donna Karan brands.We re-launched the DKNY apparel line and also re-launched Donna Karan as an aspirational luxury brand that is priced above DKNY and targeted to fine department stores globally.Our strategy is for DKNY and Donna Karan to be more accessible

139、 brands,both designed and priced to reach a wider range of customers.We believe there is untapped global licensing and distribution potential for these brands and aim to grow royalty streams in the DKNY and Donna Karan businesses through expansion of additional categories with existing licensees,as

140、well as new categories with new licensees.For example,we launched our DKNY Jeans denim collection during fiscal 2021.We are committed to making DKNY a fashion and lifestyle brand of choice.Focusing on our five global power brands:While we sell products under more than 30 licensed and proprietary bra

141、nds,five global power brands anchor our business:DKNY,Donna Karan,Calvin Klein,Tommy Hilfiger and Karl Lagerfeld Paris.Each of these brands has substantial name recognition and is well-known in the marketplace.We believe each brand also provides us with significant growth opportunities.We have lever

142、aged the strength of our power brands to become a supplier of choice in a diversified range of product categories.Expanding our international business:We continue to expand our international business and enter into new markets worldwide.We believe that the international sales and profit opportunity

143、is quite significant for our DKNY and Donna Karan businesses.We are expanding our DKNY business globally through our distribution partners in key regions.The key markets in which our DKNY merchandise is currently distributed include the Middle East,South East Asia and Korea,as well as in China.Conti

144、nued growth,brand development and marketing in these key markets is critical to driving global brand recognition.Increasing digital channel business opportunities:We are continuing to make changes to our business to address the additional challenges and opportunities created by the evolving role of

145、the digital marketplace in the retail sector and expect to increase the sale of our products in an omni-channel environment.We are investing in digital personnel,marketing,logistics,planning and distribution.We believe that consumers are increasingly engaging with brands through digital channels,and

146、 that this trend will continue to grow in the coming years.The five global power brands that serve as the anchor of our business position us to be the direct beneficiaries of this trend,whether by continuing to leverage our partnerships with the digital channel businesses operated by our licensors a

147、nd major retailers to facilitate customer engagement or by building out our own digital capabilities.7 Opportunity for long-term profitability in our retail operations:In June 2020,we commenced a restructuring of our retail operations segment,including the closing of the Wilsons Leather,G.H.Bass and

148、 Calvin Klein Performance stores.All store closings included in the restructuring were completed as of the end of fiscal 2021.After completion of the restructuring,our retail operations segment consists of our DKNY and Karl Lagerfeld Paris stores,as well as the digital channels for DKNY,Donna Karan,

149、Karl Lagerfeld Paris,G.H.Bass,Andrew Marc and Wilsons Leather.Part of our restructuring plan includes making significant changes to our DKNY and Karl Lagerfeld retail operations.We believe that this restructuring plan will enable us to greatly reduce our retail losses and to ultimately position this

150、 segment to become profitable.Our Strengths Broad portfolio of globally recognized brands.In an environment of rapidly changing consumer fashion trends,we benefit from a balanced mix of more than 30 licensed and proprietary brands anchored by five global power brands:DKNY,Donna Karan,Calvin Klein,To

151、mmy Hilfiger and Karl Lagerfeld Paris,which have strong brand equity and long-standing consumer appeal.We believe that these five globally recognized power brands have potential for future growth.Our overall brand portfolio includes other complementary brands that are diversified across product cate

152、gories,price points,demographics,occasions,fits and sizes,and styles and genres.Our proprietary brands include DKNY,Donna Karan,Vilebrequin,G.H.Bass,Eliza J,Jessica Howard,Andrew Marc,Marc New York and Wilsons Leather.We believe we are a licensee of choice for well-known brands,consisting of fashion

153、 brands including Calvin Klein,Tommy Hilfiger,Karl Lagerfeld Paris,Levis,Guess?,Kenneth Cole,Cole Haan,Vince Camuto,and Dockers and team sports oriented brands,including the National Football League,National Basketball Association,Major League Baseball,National Hockey League and over 150 U.S.college

154、s and universities.We believe that our well-diversified brand portfolio with power brands and complementary brands is well positioned to satisfy ongoing consumer needs and preferences.Additionally,our experience in developing and acquiring licensed brands and proprietary labels,as well as our reputa

155、tion for producing high quality,well-designed apparel,has led major customers to select us as a partner of choice for their own private label programs.We currently market apparel and other products under,among others,the following licensed and proprietary brand names:Womens Mens Team Sports Licensed

156、 Brands Calvin Klein Calvin Klein National Football League Calvin Klein Jeans Tommy Hilfiger Major League Baseball Tommy Hilfiger Karl Lagerfeld Paris National Basketball Association Karl Lagerfeld Paris Guess?National Hockey League Guess?Kenneth Cole Touch Kenneth Cole Cole Haan IMG Collegiate Lice

157、nsing Company Cole Haan Levis Starter Levis Dockers Vince Camuto Kensie Proprietary Brands DKNY DKNY G-III Sports by Carl Banks Donna Karan Andrew Marc G-III for Her Andrew Marc Marc New York Marc New York Vilebrequin Vilebrequin G.H.Bass G.H.Bass Black Rivet Eliza J Wilsons Leather Jessica Howard B

158、lack Rivet Wilsons Leather 8 Long-standing relationships forged with retailers and license partners through emphasis on design,sourcing and quality control.We believe our core strengths provide a foundation that drives our partnerships with retailers and licensors.Our in-house design and merchandisi

159、ng teams design substantially all of our licensed,proprietary and private label products,and our designers work closely with our licensors and private label customers to create designs and styles that represent the look they seek to project.We believe that we have developed a significant customer fo

160、llowing and positive reputation in the industry as a result of our design capabilities,sourcing expertise,on-time delivery and high standards of quality control.Our service,brand stewardship and industry expertise have allowed us to continue to deliver as a go-to preferred partner for many of our cu

161、stomers.Well-developed supply chain infrastructure is a key core competency that leverages strong vendor relationships developed over the past 40 years.We have long-standing,trust-based relationships with our vendors that form the foundation of our global supply chain that has been built upon over t

162、he last 40 years.We have a network of worldwide suppliers that allows us to access the highest quality products,negotiate competitive terms without relying on any single vendor,access new technology and design insights,and enhance our market intelligence.We support and cultivate these relationships

163、by continuously investing management time while also maintaining a physical presence in key jurisdictions.We employ a quality control team and a sourcing group to ensure the quality of our products,as well as local teams that operate on the ground with a hands-on approach and a deep-rooted knowledge

164、 base with respect to our manufacturers.By working closely with our global partners on all aspects of the supply chain,we aim to safeguard against potential disruptions.We believe that we have a long-standing competitive advantage with our current supply chain partners and we continue to focus on br

165、oadening the breadth and depth of our inventory sourcing capabilities.We continue to diversify our product portfolio and mix and we have proactively reduced the percentage of our inventory that is sourced from China.Inventory sourced by us from China represented 32.8%of inventory purchased in fiscal

166、 2021 compared to 49.5%in fiscal 2020 and 61.5%in fiscal 2019.We continue to focus on methods aimed at bolstering production and devising and implementing strategies to further diversify our production base and expand sourcing capabilities across the globe while leveraging best practices and strong

167、vendor relationships.Diversified business mix across customers,price points,products,and distribution channels.We market our products at multiple price points and across multiple channels of distribution,allowing us to provide products to a broad range of consumers.Our products are sold to approxima

168、tely 1,300 customers,including a cross section of retailers such as Macys,Dillards,Hudsons Bay Company,including their Saks Fifth Avenue division,Nordstrom,Kohls,TJX Companies,Ross Stores and Burlington,as well as membership clubs such as Costco and Sams Club.We also sell to pure play online retail

169、partners such as Amazon and Fanatics.Our strong relationships with retailers have been established through many years of personal customer service and our objective of meeting or exceeding retailer expectations.In addition,we continue to make changes to our business to address the additional challen

170、ges and opportunities created by the evolving role of the online marketplace in the retail sector and expect to expand the sale of our products in an omni-channel environment.As economic conditions waver and consumer trends change,we believe that our deep-rooted relationships across the retail lands

171、cape,diversified brands serving all types of consumers and our product portfolio mix that covers all price points allow us to operate on a flexible and advantageous basis.Experienced management team.Our executive management team has worked together for a significant period of time and has extensive

172、experience in the apparel industry.Morris Goldfarb,our Chairman and Chief Executive Officer,has been with us for over 45 years.Sammy Aaron,our Vice Chairman and President,joined us in 2005 when we acquired Marvin Richards,Wayne S.Miller,our Chief Operating Officer,has been with us for over 20 years,

173、Neal S.Nackman,our Chief Financial Officer,has been with us for over 15 years and Jeffrey Goldfarb,our Executive Vice President,has been with us for over 15 years.Our leadership team has demonstrated experience in successfully acquiring,managing,integrating and positioning new businesses having comp

174、leted nine acquisitions and several joint ventures over the last 15 years,while also adding numerous new licenses and licensed products to our portfolio.Wholesale Operations Licensed Products The sale of licensed products is a key element of our strategy and we have continually expanded our offering

175、s of licensed products for the past 25 years.Sales of licensed products accounted for 64.5%of our net sales in fiscal 2021,59.4%of our net sales in fiscal 2020 and 57.4%of our net sales in fiscal 2019.9 Our most significant licensor is Calvin Klein with whom we have license agreements for wholesale

176、sales in the United States and Canada.We have also entered into distribution agreements with respect to Calvin Klein luggage in a number of foreign countries.In June 2019,we expanded our relationship with Calvin Klein by entering into a license agreement with an initial term of five years for the de

177、sign,production and wholesale distribution of Calvin Klein Jeans womens jeanswear in the United States and Canada.We also have a significant relationship with Tommy Hilfiger,with whom we have a multi-category womenswear license in the United States and Canada.This license for womens sportswear,dress

178、es,suit separates,performance and denim is in addition to our Tommy Hilfiger mens and womens outerwear license and Tommy Hilfiger luggage license,both also in the United States and Canada.We recently extended the license agreements with Tommy Hilfiger for apparel and outerwear through 2025.We own a

179、49%interest in a joint venture that owns the trademarks for the Karl Lagerfeld brand in North America.As part of that relationship,we have a long-term license agreement with the joint venture for the Karl Lagerfeld Paris brand in North America,pursuant to which we produce and distribute womens appar

180、el,womens footwear,womens handbags,mens apparel,mens footwear and luggage under the Karl Lagerfeld Paris brand.Date Current Date Potential Renewal License Term Ends Term Ends Fashion Licenses Calvin Klein(Mens outerwear)December 31,2023 None Calvin Klein(Womens outerwear)December 31,2023 None Calvin

181、 Klein(Womens dresses)December 31,2023 None Calvin Klein(Womens suits)December 31,2023 None Calvin Klein(Womens performance wear)December 31,2023 None Calvin Klein(Womens better sportswear)December 31,2023 None Calvin Klein(Better luggage)December 31,2023 None Calvin Klein(Womens handbags and small

182、leather goods)December 31,2023 None Calvin Klein(Mens and womens swimwear)December 31,2023 None Calvin Klein Jeans(Womens jeanswear)December 31,2024 None Cole Haan(Mens and womens outerwear)December 31,2023 December 31,2025 Dockers(Mens outerwear)November 30,2024 None Guess/Guess?(Mens and womens ou

183、terwear)December 31,2023 None Guess/Guess?(Womens dresses)December 31,2023 None Karl Lagerfeld Paris(Womens and mens apparel,womens handbags,womens and mens footwear and luggage)December 31,2021 None Kenneth Cole NY/Reaction Kenneth Cole(Mens and womens outerwear)December 31,2022 December 31,2025 Ke

184、nsie(Womens dresses)January 31,2023 None Levis(Mens and womens outerwear)November 30,2024 None Tommy Hilfiger(Mens and womens outerwear)December 31,2025 None Tommy Hilfiger(Luggage)December 31,2021 None Tommy Hilfiger(Womens apparel)December 31,2025 None Tommy Hilfiger x Leagues December 31,2024 Non

185、e Vince Camuto(Womens dresses)December 31,2025 None Team Sports Licenses Collegiate Licensing Company December 31,2021 None Major League Baseball December 31,2023 None National Basketball Association September 30,2021 None National Football League March 31,2024 None National Hockey League June 30,20

186、22 None Starter December 31,2024 December 31,2029 We have continually sought to increase our portfolio of name brands,product offerings and tiers of distribution because we believe that consumers prefer to buy brands they know and brand owners prefer to engage licensees who have a successful track r

187、ecord of developing brands.10 Under our license agreements,we are generally required to achieve minimum net sales of licensed products,pay guaranteed minimum royalties,make specified royalty and advertising payments(usually based on a percentage of net sales of licensed products),and receive prior a

188、pproval of the licensor as to all design and other elements of a product prior to production.License agreements may also restrict our ability to enter into other license agreements for competing products or acquire businesses that produce competing products without the consent of the licensor.If we

189、do not satisfy any of these requirements or otherwise fail to meet our material obligations under a license agreement,a licensor usually will have the right to terminate our license.License agreements also typically restrict our ability to assign or transfer the agreement without the prior written c

190、onsent of a licensor and generally provide that a change in control,including as a result of the acquisition of us by another company,is considered to be a transfer of the license agreement that would give a licensor the right to terminate the license unless it has approved the transaction.Our abili

191、ty to renew a license agreement may be subject to the discretion of the licensor or to attaining minimum sales and/or royalty levels and to our compliance with the provisions of the agreement.Proprietary Brands Dating back to the beginning of our company,G-III has sold apparel under its own propriet

192、ary brands.Over the years,we developed or acquired brands such as G-III Sports by Carl Banks,Eliza J and Jessica Howard.We also acquired Andrew Marc,an aspirational luxury outerwear brand,G.H.Bass,a well-known heritage brand,and Vilebrequin,a premier swimwear and resort wear brand.In our most signif

193、icant acquisition,we acquired Donna Karan International(“DKI”),which owns DKNY and Donna Karan,two of the worlds most iconic and recognizable power brands.We currently design,manufacture,distribute and sell products under our own proprietary brands,as well as license our proprietary brands in a vari

194、ety of categories.We continue to seek new licensing opportunities to broaden the reach of these brands.DKNY and Donna Karan DKI owns two of the worlds most iconic fashion brands:DKNY and Donna Karan.First launched in 1984,DKI designs,sources,markets,retails and distributes collections of womens and

195、mens clothing,sportswear,accessories and shoes under the DKNY and Donna Karan brand names.We acquired DKI in 2016.Based on DKNYs and Donna Karans significant brand equity,we believe there are opportunities to expand existing categories,launch new initiatives and develop an even stronger licensing an

196、d distribution base.We believe that both the DKNY and Donna Karan brands have the potential for significant growth.In addition,we expect increased revenues from licensing and from sales growth across many categories of the business.Our DKNY products are designed to provide a total wardrobe for a wom

197、ans active,modern lifestyle.Products developed reflect the DNA of the DKNY brand and emphasize a strong price-value relationship.We believe that DKNY has the potential to be a premier fashion and lifestyle brand.DKNY products produced by us or by our various licensees are sold through department sto

198、res,specialty retailers and online retailers worldwide,as well as through company-operated retail stores,digital sites and international brand partners and distributors.We launched our first DKNY Jeans collection in fiscal 2021.We believe that the Donna Karan brand offers significant growth potentia

199、l.We re-launched Donna Karan as an aspirational luxury brand that is priced above DKNY and targeted to fine department stores located in the United States,such as Dillards,Saks Fifth Avenue,Nordstrom and Bloomingdales,as well as fine department stores internationally.The acquisition of DKI provided

200、us an opportunity to expand our digital retail channels.We believe there are significant opportunities to enhance the digital business of DKNY and Donna Karan,prudently expand the retail store base for DKNY over the long term and capitalize on our industry relationships to ensure premium placement f

201、or DKNY and Donna Karan product categories in department and other retail stores nationwide.Vilebrequin Vilebrequin is a premier provider of status swimwear,resort wear and related accessories.Vilebrequin products are sold in over 100 countries around the world.We believe that Vilebrequin has the po

202、tential to significantly develop its 11 distribution network worldwide and expand its product offerings.A majority of Vilebrequins current revenues are derived from sales in Europe and the United States.As of January 31,2021,Vilebrequin products were distributed through select wholesale distribution

203、,98 company-operated stores and 71 licensed stores,located internationally and in the United States,as well as digitally on our websites.Vilebrequins iconic designs and reputation are linked to its French Riviera heritage arising from its founding in St.Tropez over forty years ago.Vilebrequins mens

204、swimwear,which accounts for the majority of its sales,is known for its exclusive prints,wide range of colors,attention to detail,fabric quality and well-designed cuts.In addition to mens swimwear,Vilebrequin sells a collection of womens swimwear,childrens swimwear,mens resort wear,womens resort wear

205、,childrens resort wear and related accessories including hats,beach bags,beach towels,shoes,sunglasses,watches and pool floats.We believe that Vilebrequin is a powerful brand.We plan to continue adding more company operated and franchised retail locations and increase our wholesale distribution of V

206、ilebrequin products throughout the world.Licensing of Proprietary Brands As our portfolio of propriety brands has grown,we have licensed these brands in new categories.We began licensing Andrew Marc,Vilebrequin and G.H.Bass in selected categories after acquiring these brands.Our licensing program ha

207、s significantly increased as a result of owning the DKNY and Donna Karan brands.We currently license our proprietary brands in a variety of categories and continue to seek new licensing opportunities to broaden the reach of these brands.We have strong relationships with category leading license part

208、ners,including,but not limited to,Estee Lauder,Fossil,Marchon and Komar.The DKNY and Donna Karan brands have worldwide license agreements for a broad array of products including fragrance,hosiery,intimates,eyewear,bedding and bath products and womens sleepwear and loungewear.Additionally,we license

209、the DKNY brand in the United States and internationally for childrens clothing,childrens footwear,mens and womens watches,jewelry,mens tailored clothing,mens sportswear,mens dress shirts,mens neckwear,mens underwear,mens loungewear,mens swimwear,mens belts and small leather goods,womens belts and co

210、ld weather accessories,mens and womens socks and furniture.We intend to continue to focus on expanding licensing opportunities for the DKNY and Donna Karan brands.We believe that we can capitalize on significant,untapped global licensing potential for these brands in a number of categories and we in

211、tend to grow royalty streams by expanding existing licenses,as well as through new categories with new licensees.We license the G.H.Bass brand in the United States and internationally for mens,womens and childrens footwear,mens sportswear,mens socks,womens hosiery,mens underwear and loungewear,and b

212、edding and bath products.We license the Vilebrequin brand internationally for a denim line and the Andrew Marc brand in North America for mens and boys tailored clothing.Retail Operations As of January 31,2021,our retail operations segment consisted of 50 stores operated under our DKNY and Karl Lage

213、rfeld Paris brands,as well as digital channels for the DKNY,Donna Karan,Karl Lagerfeld Paris,G.H.Bass,Andrew Marc and Wilsons Leather businesses.In June 2020,we commenced a restructuring of our retail operations segment,including the closing of the Wilsons Leather,G.H.Bass and Calvin Klein Performan

214、ce stores.The closure of these stores was completed during fiscal 2021.Part of our restructuring plan includes making significant changes to our DKNY and Karl Lagerfeld retail operations.Our ongoing plan focuses on the operations and growth of our DKNY and Karl Lagerfeld Paris stores,as well as oper

215、ating our digital business.Our plan is based on the assumed continued strength of the DKNY and Karl Lagerfeld brands,changes in planning and allocation and improvements in gross margin.We expect to reduce corporate headcount and administrative costs,while expanding our store base.We need to successf

216、ully implement this strategy in order to significantly reduce the losses in our retail operations with the goal of ultimately attaining profitability in our retail operations segment.12 Our DKNY stores offer a large range of products including sportswear,dresses,suit separates,outerwear,handbags,foo

217、twear,intimates,sleepwear,hosiery,watches and eyewear.Our Karl Lagerfeld Paris stores offer a large range of products including sportswear,dresses,suit separates,outerwear,handbags and footwear.As digital sales of apparel continue to increase,we are developing additional digital marketing initiative

218、s on our web sites and through social media.We are investing in digital personnel,marketing,logistics,planning and distribution to help us expand our online opportunities.Our digital business consists of our own web platforms at , and .We also sell our Karl Lagerfeld Paris products on our website,.W

219、e sell our products over the web through retail partners such as , and ,each of which has a substantial online business.In addition,we sell to pure play online retail partners such as Amazon and Fanatics.ProductsDevelopment and Design G-III designs,sources and markets womens and mens apparel at a wi

220、de range of retail price points.Our product offerings primarily include outerwear,dresses,sportswear,swimwear,womens suits and womens performance wear.We also market footwear and accessories including womens handbags,small leather goods,cold weather accessories,and luggage.G-IIIs licensed apparel co

221、nsists of both womens and mens products in a broad range of categories.See“Wholesale OperationsLicensed Products”above.Our strategy is to seek licenses that will enable us to offer a range of products targeting different price points and different distribution channels.We also offer a wide range of

222、products under our own proprietary brands.We work with a diversified group of retail chains,such as Costco,Kohls,Ross Stores and Nordstrom in developing product lines that are sold under their private label programs.Our design teams collaborate with our customers to produce custom-made products for

223、department and specialty chain stores.Store buyers may provide samples to us or may select styles already available in our showrooms.We believe we have established a reputation among these buyers for our ability to produce high quality product on a reliable,expeditious and cost-effective basis.Our i

224、n-house designers are responsible for the design and look of our licensed,proprietary and private label products.We work closely with our licensors to create designs and styles for each of our licensed brands.Licensors generally must approve products to be sold under their brand names prior to produ

225、ction.We maintain a global pulse on styles,using trend services and color services to enable us to quickly respond to style changes in the apparel industry.Our experienced design personnel and our focused use of outside services enable us to incorporate current trends and consumer preferences in des

226、igning new products and styles.Our design personnel meet regularly with our sales and merchandising departments,as well as with the design and merchandising staffs of our licensors,to review market trends,sales results and the popularity of our latest products.In addition,our representatives regular

227、ly attend trade and fashion shows and shop at fashion forward stores in the United States,Europe and the Far East for inspiration.Our designers present sample items along with their evaluation of the styles expected to be in demand in the United States.We also seek input from selected customers with

228、 respect to product design.We believe that our sensitivity to the needs of retailers,coupled with the flexibility of our production capabilities and our continual monitoring of the retail market,enables us to modify designs and order specifications in a timely fashion.Manufacturing and Sourcing G-II

229、Is wholesale operations and retail operations segments arrange for the production of products from independent manufacturers located primarily in China,Vietnam,Indonesia and,to a lesser extent,Jordan,India,Cambodia,Bangladesh,the Philippines,Turkey,Sri Lanka,and Central and South America.Vilebrequin

230、s products are manufactured primarily in Bulgaria,Morocco,Tunisia,Turkey,Italy and China.A small portion of our garments are manufactured in the United States.13 We continue to diversify production and implement strategies to further diversify our production base.Inventory sourced by us from Vietnam

231、 represented 36.2%of inventory purchased in fiscal 2021 compared to 24.6%in fiscal 2020 and 18.2%in fiscal 2019.Inventory sourced by us from China represented 32.8%of inventory purchased in fiscal 2021 compared to 49.5%in fiscal 2020 and 61.5%in fiscal 2019.Our experienced production teams in China,

232、Vietnam and the Middle East support our efforts to further develop quality production partners in South East Asia and Africa.We currently have representative offices in Hangzhou,Nanjing and Dongguan,China,as well as in Hong Kong,Vietnam,Indonesia,Bangladesh,and Jordan.These offices act as our liaiso

233、n with manufacturers in the Far East.G-IIIs headquarters provides these liaison offices with production orders stating the quantity,quality,delivery time and types of garments to be produced.The personnel in our liaison offices assist in the negotiation and placement of orders with manufacturers.In

234、allocating production among independent suppliers,we consider a number of criteria,including,but not limited to,compliance,quality,availability of production capacity,pricing and ability to meet changing production requirements.To facilitate better service for our customers and accommodate the volum

235、e of manufacturing in the Far East,we also have a subsidiary in Hong Kong.Our Hong Kong subsidiary supports third party production of products on an agency fee basis and acts as an agent for substantially all of our production.Our China and Hong Kong offices monitor production at manufacturers facil

236、ities to ensure quality control,compliance with our specifications and timely delivery of finished garments to our distribution facilities and,in some cases,direct to our customers.In connection with the foreign manufacture of our products,manufacturers purchase raw materials including fabric,wool,l

237、eather and other submaterials(such as linings,zippers,buttons and trim)at our direction.Prior to commencing the manufacture of products,samples of raw materials or submaterials are sent to us for approval.We regularly inspect and supervise the manufacture of our products in order to ensure timely de

238、livery,maintain quality control and monitor compliance with our manufacturing specifications.We also inspect finished products at the factory site.We generally arrange for the production of products on a purchase order basis with completed products manufactured to our design specifications.We assume

239、 the risk of loss predominantly on a Freight-On-Board(F.O.B.)basis when goods are delivered to a shipper and are insured against casualty losses arising during shipping.As is customary,we have not entered into any long-term contractual arrangements with any contractor or manufacturer.We believe that

240、 the production capacity of foreign manufacturers with which we have developed,or are developing,a relationship is adequate to meet our production requirements for the foreseeable future.We believe that alternative foreign manufacturers are readily available.A majority of all finished goods manufact

241、ured for us is shipped to our distribution facilities or to designated third party facilities for final inspection,allocation,and reshipment to customers.The goods are delivered to our customers and us by independent shippers.We choose the form of shipment(principally ship,truck or air)based upon a

242、customers needs,cost and timing considerations.Vendor Code of Conduct We are committed to ethical and responsible conduct in all of our operations and respect for the rights of all individuals.We strive to ensure that human rights are upheld for all workers involved in our supply chain,and that indi

243、viduals experience safe,fair and non-discriminatory working conditions.In addition,we are committed to compliance with applicable environmental requirements and are committed to seeing that all of our products are manufactured and distributed in compliance with applicable environmental laws and regu

244、lations.We expect that our business partners will share these commitments,which we enforce through our Vendor Code of Conduct.Our Vendor Code of Conduct specifically requires our manufacturers to not use child,forced or involuntary labor and to comply with applicable environmental laws and regulatio

245、ns.We provide training and guidance to the factories our contractors use related to our Vendor Code of Conduct and the applicable laws in the country in which the factory is located.The training provides the factories with a more in-depth explanation of our Vendor Code of Conduct.In addition to the

246、contractual obligation,we evaluate our suppliers compliance with our Vendor Code of Conduct through audits conducted both by our employees and third-party compliance auditing firms.14 Human Capital Our People As of January 31,2021,we employed approximately 2,800 employees on a full-time basis and ap

247、proximately 500 employees on a part-time basis.Our need for seasonal associates will be significantly reduced with the completion of the restructuring of our retail segment.We employ both union and non-union personnel and believe that our relations with our employees are good.We have not experienced

248、 any interruption of our operations due to a labor disagreement with our employees.At G-III,our greatest assets are our employees who come to work every day with incredible dedication,drive,compassion and care.We are an Equal Opportunity Employer with policies,procedures and practices that recognize

249、 the value and worth of each individual covering matters such as safety,discrimination,harassment and retaliation.We provide training on these issues to our personnel.G-III ensures compliance with other important labor and employment law issues through a variety of processes and procedures,using bot

250、h internal and external expertise and resources.Our focus remains on enhancing the working environment for our employees and taking steps to ensure that G-III remains a great company to work for.We are committed to the health and safety of our employees and customers.We have taken extra care to prot

251、ect their health and safety throughout the pandemic and during these unprecedented times.Prior to reopening our office and various other facilities,we enacted a series of strict workplace policies and procedures to help keep our employees healthy and safe,and to ensure we were doing our part as a bu

252、siness to prevent community spread of the virus.To ensure that we remain an employer of choice for what we believe is the most talented workforce in our industry,we have implemented initiatives across our business and geographies to develop leadership capabilities,enable meaningful professional expe

253、riences,offer a compelling employee value proposition,and create a transparent,collaborative culture.We continue to emphasize employee development and training based on our belief in the importance of learning and development.Diversity and Inclusion Fostering diversity and inclusion is core to our c

254、ulture and business.We recognize that insights and ideas from a diverse range of backgrounds will better position us for the future.As of January 2021,70%of G-IIIs total workforce self-identify as Women and 49%self-identify as People of Color.Women currently occupy a significant portion of the top 3

255、7 management positions.In spite of all the change and challenges we faced in fiscal 2021,our focus on enhancing the workplace has not waivered,even when that workplace has moved out of a traditional office environment.We know that in order to succeed,we must become an even more diverse,equitable,and

256、 inclusive organization.In fiscal 2021,we bolstered our efforts to enhance diversity at every level of our organization,and began the process of adding supplemental diversity,equity,and inclusion(“DEI”)training options for our workforce.Further,we pledged our support to UNCF and will fund 10 scholar

257、ships annually,beginning spring 2021.We also launched the development of a new internship program which will bring 5 to 8 Morehouse students to G-III for a summer internship and hopefully,long-term employment upon their graduation.In September 2020,we elected Robert L.Johnson,Founder and Chairman of

258、 The RLJ Companies,LLC and Founder and former Chairman of Black Entertainment Television(“BET”),to our Board of Directors.Roberts success as an entrepreneur and significant business expertise across multiple industries provides a valuable perspective as we execute our business and DEI strategies.In

259、June 2019,Victor Herrero,the former CEO of the global lifestyle brand,GUESS,was elected to the Board.As our business grows internationally,we benefit from Victors significant expertise in diversified apparel and accessories in North America,Europe and Asia.15 Volunteerism and giving back are part of

260、 the culture at G-III.We provide meals for the families at Ronald McDonald House and support a variety of organizations including City Harvest,Delivering Good,the Muscular Dystrophy Association,FDNY Foundation,PRIDE month with Hetrick Martin Institute and the Women in Need program.In addition,G-III

261、has made a three-year commitment to the United Negro College Fund to support 10 scholarships per year.We are also working to train and foster diverse talent through a partnership with Morehouse College.For the next 3 years we have also made a financial commitment to support Fashion Institute of Tech

262、nologys Social Justice Scholarship Fund.Talent Acquisition,Development and Retention Hiring,developing and retaining employees is critically important to our operations and we are focused on creating experiences and programs that foster growth,performance and retention.Our commitment to developing i

263、ndustry talent extends beyond our own walls.As a proud founding partner of the Design Entrepreneurs NYC program at FIT,launched in 2012,G-III is working to ensure the talent pipeline is filled with diverse and experienced industry professionals with the same entrepreneurial spirit upon which we were

264、 founded.Compensation,Benefits,Safety and Wellness.G-III offers market competitive salaries and wages and comprehensive health and retirement benefits to eligible employees.In fiscal 2021,and with the onset of the coronavirus pandemic,we expanded our work from home programs and flexible leave polici

265、es to ensure employees were afforded the time they needed to manage family and other obligations and challenges.G-III recognizes that each of our employees faced specific,pandemic-related challenges outside the workplace both while working remotely and upon their return to in-person work.We have imp

266、lemented a social distancing policy and enhanced cleaning protocols,as well as upgrading our HVAC and ventilation systems.To help our teams navigate and manage the challenges imposed by the pandemic,we also implemented more flexible leave and paid-time-off policies.Corporate Social Responsibility Fi

267、scal 2021 was an immensely challenging year for us and for our industry.With the hard work,conviction and a commitment to the greater good that have always characterized our business,G-III made strides across our Corporate Social Responsibility(“CSR”)agenda,maintaining a strong commitment to each of

268、 our core CSR principles:Engage our People,Protect our Environment and Invest in Our Communities.We also laid the groundwork for and are taking steps to formalize,enhance,and scale our CSR programs.Engage Our People As a leader in the apparel and accessories industry,we know that our success relies

269、on maintaining our talented,passionate and engaged workforce.Over the last year,as we navigated the impact of the pandemic and economic shutdown,our employees were resilient and focused,ensuring our business continued uninterrupted and enabling progress across our CSR initiatives.Throughout fiscal 2

270、021,we made progress in our social compliance program,implementing multi-brand training sessions and shared audit programs(piloted in 2019)that extend our reach to more stakeholders.As more of these audits are conducted,we ensure a larger labor force is protected.G-III also joined the Social Labor C

271、onvergence Program(“SLCP”)and moved closer to adopting it throughout the supply chain.This industry-wide program allows factory-level audits to be shared with other brands and retailers,shifting resources to remediation efforts,as needed.We are also enhancing our cotton sourcing traceability and hav

272、e engaged ORITAINTM to provide tools to verify that our vendors cotton is not sourced from regions known to employ forced labor.We will continue to address this complex matter as it evolves.Protect Our Environment-G-III is working hard to reduce the environmental impact of our business and supply ch

273、ain across our many brands,and we are encouraged by the knowledge we gained in fiscal 2021.We are developing and validating our sustainable textile policy across our company brands.16 Of note,our proprietary Vilebrequin brand stands out for its commitments and sustained action to reduce its environm

274、ental impact.In fiscal 2021,over 20%of its products was made from sustainable fabrics and,in fiscal 2022,over 60%of its globally recognizable swim collection is expected to be made from these fabrics.Vilebrequin is working toward an ambitious goal of having 80%of its products manufactured from susta

275、inable fabrics by 2025.This year,the brand is launching the Vilebrequin Foundation which will focus on three key priorities:preserving marine biodiversity,fostering environmental preservation for our children,and reducing the fashion industrys environmental impact.Invest in Our Communities Despite f

276、iscal 2021s many challenges,our support for our non-profit partners continued uninterrupted.We provided meaningful funding to organizations such as the Ronald McDonald House of New York(RMHNY),UNCF,City Harvest,Women in Need,My Friends Place,the Hetrick-Martin Institute,and DeliveringGood.We also so

277、urced and donated hundreds of thousands of masks,as well as medical supplies and personal protective equipment to first responders,medical care workers,and health care facilities across the globe.All the while,our employees continued generously volunteering their time to a myriad of non-profit organ

278、izations working to make the world a greener,healthier,safer and more equitable place.Over the last year,fulfilling our responsibilities to employees,partners,investors,and the global community remained one of our priorities.Even during this year of crisis and disruption,we took action and made subs

279、tantive progress in advancing our CSR agenda.Our business continues to drive value for all of our stakeholders,and it is striving to make a positive impact on our communities and the world around us.Customs and Trade Issues Our arrangements with textile manufacturers and suppliers are subject to req

280、uisite customs clearances for products and the imposition of export duties.United States Customs duties on our products presently range from duty free to 37.5%,depending upon the product,composition,construction and country of origin.A substantial majority of our product is imported into the United

281、States and,to a lesser extent,into Canada and Europe.Countries in which our products are sold may,from time to time,impose new duties,tariffs,surcharges or other import controls or restrictions or adjust prevailing duty or tariff levels.Any action by the executive branch of the United States governm

282、ent to increase tariffs on imported goods,such as the tariffs imposed on steel and aluminum and the imposition of tariffs on goods manufactured in China,could adversely affect our business.Under the provisions of the World Trade Organization(“WTO”)agreement governing international trade in textiles,

283、known as the“WTO Agreement on Textiles and Clothing,”the United States and other WTO member countries have eliminated quotas on textiles and apparel-related products from WTO member countries.As a result,quota restrictions generally do not affect our business in most countries.Apparel and other prod

284、ucts sold by us are also subject to regulations that relate to product labeling,content and safety requirements,licensing requirements and flammability testing.We believe that we are in compliance with those regulations,as well as applicable federal,state,local,and foreign regulations relating to th

285、e discharge of materials hazardous to the environment.Marketing and Distribution G-IIIs products are sold primarily to department,specialty and mass merchant retail stores in the United States.We sell to approximately 1,300 customers,ranging from national and regional chains to small specialty store

286、s.We also distribute our products through our retail stores and through digital channels for the DKNY,Donna Karan,G.H.Bass,Vilebrequin,Andrew Marc,Karl Lagerfeld Paris and Wilsons Leather businesses,as well as the digital channels of our retail partners such as Macys,Nordstrom,Amazon and Fanatics.Sa

287、les to our ten largest customers accounted for 73.3%of our net sales in fiscal 2021,72.4%of our net sales in fiscal 2020 and 69.7%of our net sales in fiscal 2019.Sales to Macys,which includes sales to its Macys and Bloomingdales store chains,as well as through ,accounted for an aggregate of 20.9%of

288、our net sales in fiscal 2021,26.3%of our net sales in fiscal 2020 and 24.8%of our net sales in fiscal 2019.In addition,sales to TJX Companies accounted for an aggregate of 12.9%of our net sales in fiscal 2021,13.2%of our net sales in fiscal 2020 and 12.4%of our net sales in fiscal 17 2019.The loss o

289、f either of these customers or a significant reduction in purchases by our largest customers could have a material adverse effect on our results of operations.A substantial majority of our sales are made in the United States.We also sell our products in Canada,Central America,South America,Europe,th

290、e Middle East,the Far East and Australia,which,on a combined basis,accounted for approximately 14.6%of our net sales in fiscal 2021,12.2%of our net sales in fiscal 2020 and 13.7%of our net sales in fiscal 2019.Our products are sold primarily through our direct sales force along with our principal ex

291、ecutives who are also actively involved in the sale of our products.Some of our products are also sold by independent sales representatives located throughout the United States.The Canadian market is serviced by a sales and customer service team based both in the United States and in Canada.Vilebreq

292、uin products are sold through a direct sales force primarily located across Europe.Sales outside of the United States and Canada may be managed by our salespeople located in our sales offices in Europe or Asia depending on the customer.Brand name products sold by us pursuant to a license agreement a

293、re promoted by institutional and product advertisements placed by the licensor.Our license agreements generally require us to pay the licensor a fee,based on a percentage of net sales of licensed product,to pay for a portion of these advertising costs.We may also be required to spend a specified per

294、centage of net sales of a licensed product on advertising placed by us.Our marketing and press efforts on behalf of the DKNY and Donna Karan brands are highly focused around communicating brand DNA and visual identity for the new evolution of DKNY and Donna Karan.We are re-building the brand image t

295、hrough high impact ad campaigns that feature socially relevant talent.We are striving to create noteworthy marketing initiatives,collaborations and image programs to build brand awareness and bring in a new young customer.Donna Karan and DKNY will continue to support global licensees with brand camp

296、aigns and product images to tell the brand story.We expect to invest in digital media and storytelling for brand amplification and to establish comprehensive commercial marketing tools that will support our global wholesale and retail channels.Vilebrequins marketing efforts have been based on contin

297、ually offering new swimwear prints and expanding the range of its products to new categories such as womens swimwear,ready-to-wear and accessories.Besides its traditional advertising networks(print and outdoor advertising),Vilebrequin is seeking to develop new marketing channels through the use of d

298、igital media,product placement and public relations.Through the growth of its network of stores,distributors and franchisees,Vilebrequin is seeking to reinforce its position in its traditional markets,such as the United States,Europe and the Middle East,and to develop new markets in Asia.We believe

299、we have developed awareness of our other owned labels primarily through our reputation,consumer acceptance and the fashion press.We primarily rely on our reputation and relationships to generate business in the private label portion of our wholesale operations segment.We believe we have developed a

300、significant customer following and positive reputation in the industry as a result of,among other things,our standards of quality control,on-time delivery,competitive pricing and willingness and ability to assist customers in their merchandising of our products.As digital sales of apparel continue t

301、o increase,we are developing initiatives to increase our digital presence through our own web sites and through the websites of our retail partners.We are working closely with our retail partners to provide consumers with a high quality viewing experience for our products.We are also working to incr

302、ease our digital sales through marketing,social influencers and other online drivers of sales.Seasonality Retail sales of apparel have traditionally been seasonal in nature.Historically,our wholesale business has been dependent on our sales during our third and fourth fiscal quarters.Net sales durin

303、g the third and fourth quarters accounted for approximately 66%of our net sales in fiscal 2021,60%of our net sales in fiscal 2020 and 61%of our net sales in fiscal 2019.We are highly dependent on our results of operations during the second half of our fiscal year.The second half of the year is expec

304、ted to continue to provide a larger amount of our net sales and a substantial majority of our net income for the foreseeable future.18 Trademarks We own some of the trademarks used by us in connection with our wholesale operations segment,as well as almost all of the trademarks used in our retail op

305、erations segment.We act as licensee of certain trademarks owned by third parties that are used in connection with our business.The principal brands that we license are summarized under the heading“Wholesale Operations Licensed Products”above.We also use the licensed Karl Lagerfeld Paris brand in our

306、 retail operations segment.We own a number of proprietary brands that we use in connection with our business and products including,among others,DKNY,Donna Karan,Vilebrequin,G.H.Bass,Andrew Marc,Marc New York,Eliza J,Jessica Howard,Wilsons Leather and G-III Sports by Carl Banks.We have registered,or

307、 applied for registration of,many of our trademarks in multiple jurisdictions for use on a variety of apparel and related other products.In markets outside of the United States,our rights to some of our trademarks may not be clearly established.In the course of our attempt to expand into foreign mar

308、kets,we may experience conflicts with various third parties who have acquired ownership rights in certain trademarks that would impede our use and registration of some of our trademarks.Such conflicts may arise from time to time as we pursue international expansion.Although we have not in the past s

309、uffered any material restraints or restrictions on doing business in desirable markets or in new product categories,we cannot be sure that significant impediments will not arise in the future as we expand product offerings and introduce additional brands to new markets.We regard our trademarks and o

310、ther proprietary rights as valuable assets and believe that they have value in the marketing of our products.We vigorously protect our trademarks and other intellectual property rights against infringement.INFORMATION ABOUT OUR EXECUTIVE OFFICERS The following table sets forth certain information wi

311、th respect to our executive officers.Name Age Position Morris Goldfarb 70 Chairman of the Board,Chief Executive Officer and DirectorSammy Aaron 61 Vice Chairman,President and Director Wayne S.Miller 63 Chief Operating Officer and Secretary Neal S.Nackman 61 Chief Financial Officer and Treasurer Jeff

312、rey Goldfarb 44 Executive Vice President and Director Morris Goldfarb is our Chairman of the Board and Chief Executive Officer,as well as one of our directors.Mr.Goldfarb has served as an executive officer of G-III and our predecessors since our formation in 1974.Sammy Aaron is our Vice Chairman and

313、 President,as well as one of our directors.He has served as an executive officer since we acquired the Marvin Richards business in July 2005.Mr.Aaron is also the Chief Executive Officer of our Calvin Klein divisions.Wayne S.Miller has been our Chief Operating Officer since December 2003 and our Secr

314、etary since November 1998.He also served as our Chief Financial Officer from April 1998 until September 2005 and as our Treasurer from November 1998 until April 2006.Neal S.Nackman has been our Chief Financial Officer since September 2005 and was elected Treasurer in April 2006.Mr.Nackman served as

315、Vice PresidentFinance from December 2003 until April 2006.Jeffrey Goldfarb has been our Executive Vice President and Director of Strategic Planning since June 2016,and serves as one of our directors.He has been employed by G-III in a number of other capacities since 2002.Prior to becoming Executive

316、Vice President,he served as our Director of Business Development for more than five years.Jeffrey Goldfarb is the son of Morris Goldfarb.19 ITEM 1A.RISK FACTORS.The following risk factors should be read carefully in connection with evaluating our business and the forward-looking statements contained

317、 in this Annual Report on Form 10-K.Any of the following risks could materially adversely affect our business,our prospects,our operating results,our financial condition,the trading prices of our securities and the actual outcome of matters as to which forward-looking statements are made in this rep

318、ort.Additional risks that we do not yet know of or that we currently think are immaterial may also affect our business operations.The risks discussed below also include forward-looking statements,and our actual results may differ substantially from those discussed in these forward-looking statements

319、.Furthermore,the COVID-19 pandemic(including federal,state and local governmental responses,broad economic impacts and market disruptions)has heightened risks discussed in the risk factors described in this Annual Report on Form 10-K.Risks Related to the COVID-19 Pandemic The global health crisis ca

320、used by the COVID-19 pandemic has had,and the current and uncertain future outlook of the outbreak will likely continue to have,a significant adverse effect on our business,financial condition and results of operations.A novel strain of coronavirus,commonly referred to as COVID-19,has spread rapidly

321、 across the globe beginning in December 2019,including throughout all major geographies in which we operate(North America,Europe and Asia),resulting in adverse economic conditions and business and global supply chain disruptions,as well as significant volatility in global financial markets.Governmen

322、ts worldwide have imposed varying degrees of preventative and protective actions,such as temporary travel bans,forced business closures and stay-at-home orders,all in an effort to reduce the spread of the virus.Such actions,among others,have resulted in a significant decline in retail traffic,touris

323、m and consumer spending on discretionary items.Additionally,during this period of uncertainty,companies across a wide array of industries have implemented various initiatives to reduce operating expenses and preserve cash balances,including work furloughs and reduced pay,which could lower consumers

324、disposable income levels or willingness to purchase discretionary items such as apparel.Further,even if such government restrictions and company initiatives are completely lifted,consumer behavior,spending levels and/or shopping preferences,such as willingness to congregate in shopping centers or ot

325、her populated locations,could be adversely affected.In connection with the COVID-19 pandemic,we have experienced varying degrees of business disruptions and periods of closure of our stores,distribution centers and corporate facilities,as have our wholesale customers,suppliers and vendors.Our wholes

326、ale business has been adversely affected as a result of department store closures and lower traffic and consumer demand.During the first half of fiscal 2021,the majority of our stores were closed for an average of 8 to 10 weeks,resulting in significant adverse impacts to our operating results.Althou

327、gh nearly all of our stores were reopened by the end of the second quarter of fiscal 2021,the majority are still operating at limited hours and customer capacity levels in accordance with local health guidelines,with traffic remaining challenged.Additionally,there has recently been a resurgence in t

328、he number of cases of COVID-19 in the U.S.and certain other parts of the world,which could result in further shutdowns and business disruptions for us and/or our wholesale customers,suppliers and vendors.The COVID-19 pandemic has had,and will likely continue to have,a significant adverse effect on o

329、ur business,financial condition,and results of operations.The effects of COVID-19 could affect our ability to successfully operate in many ways,including,but not limited to,the following factors:the impact of the pandemic on the economies and financial markets of the countries and regions in which w

330、e operate,including a potential global recession,a decline in consumer confidence and spending,or a further increase in unemployment levels,has resulted,and could continue to result,in consumers having less disposable income and,in turn,decreased sales of our products;“shelter in place”and other sim

331、ilar mandated or suggested isolation protocols,which have disrupted,and could continue to disrupt,brick-and-mortar retailers,including stores operated by us,as a result of store closures or reduced operating hours and decreased retail traffic;significant increases in online shopping and by other dig

332、ital means,or other changes in consumer behavior,have been accelerated by COVID-19 and could adversely affect our sales;20 difficulty accessing debt and equity on attractive terms,or at all,and a severe disruption and instability in the global financial markets or deteriorations in credit and financ

333、ing conditions may affect our ability to access capital necessary to operate our business a prolonged disruption of our business may impact our ability to satisfy the terms of our ABL Credit Agreement,including the covenants contained in that agreement,which could constitute an event of default under the terms of the ABL Credit Agreement,which may result in an acceleration of payment under that