PVH Corp. announced that it has signed a definitive agreement to sell substantially all of the assets of its G.H. Bass & Co. division to G-III Apparel Group, Ltd. for approximately $50 million in cash.
The transaction is expected to close in the beginning of the fiscal fourth quarter 2013 and is subject to certain post-closing adjustments and customary closing conditions.
"G.H. Bass & Co. has been a positive and important contributor to PVH's success since we acquired the business in 1987. However, our core competencies today lie in our lifestyle apparel businesses and we see the future of PVH focused around the global growth of our designer lifestyle brands, led by Calvin Klein and Tommy Hilfiger," said Emanuel Chirico, PVH's Chairman and CEO.
"We believe this transaction reinforces our strategy of driving growth through our higher margin businesses, while minimizing earnings volatility and enhancing stockholder value."
Morris Goldfarb, Chairman, President and CEO of G-III said, "We are delighted by the prospect of adding such a strong heritage brand to our portfolio. We are confident that the addition of approximately 160 G.H. Bass & Co. outlet stores will integrate well into our retail platform and provides us with a powerful opportunity to continue to grow and diversify our business. The transaction is expected to be approximately $0.10 dilutive to fully diluted net income per share for our fiscal year ending January 31, 2014 and accretive thereafter on an annual basis."
PVH expects the transaction to be approximately $0.05 dilutive to its 2013 non-GAAP earnings per share and approximately $0.15 dilutive to its non-GAAP earnings per share on a full year basis. PVH also expects to incur a pre-tax loss of approximately $20 million in connection with the sale of assets.
PVH plans to use the net proceeds received from the transaction to make additional debt prepayments in 2013. PVH reaffirms its non-GAAP earnings per share guidance of $7.00 for the full year 2013 previously announced on September 9, 2013 despite the sale of the G.H. Bass & Co. division. In addition, PVH now estimates its non-GAAP earnings per share for the third quarter 2013 to be approximately $2.25, as compared to the previous non-GAAP guidance of $2.20.
PVH Corp., one of the world's largest apparel companies, owns and markets the iconic Calvin Klein and Tommy Hilfiger brands worldwide. It is the world's largest shirt and neckwear company and markets a variety of goods under its own brands, Van Heusen, Calvin Klein, Tommy Hilfiger, IZOD, ARROW, Bass, G.H. Bass & Co., Warner's and Olga, and its licensed brands, including Speedo, Geoffrey Beene, Kenneth Cole New York, Kenneth Cole Reaction, MICHAEL Michael Kors, Sean John, Chaps, Donald J. Trump Signature Collection, JOE Joseph Abboud, DKNY, Ike Behar and John Varvatos.
G-III is a leading manufacturer and distributor of outerwear, dresses, sportswear, swimwear, women's suits and women's performance wear, as well as luggage and women's handbags, small leather goods and cold weather accessories, under licensed brands, its own brands and private label brands.