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8-K - FORM 8-K - PVH CORP. /DE/a8kaugust302011.htm

PVH CORP.
200 MADISON AVENUE
NEW YORK, NY 10016

FOR IMMEDIATE RELEASE:
August 30, 2011

Contact:     Dana Perlman
Treasurer, Senior Vice President, Business Development and Investor Relations
(212) 381-3502
investorrelations@pvh.com

PVH CORP. REPORTS 2011
SECOND QUARTER RESULTS

SECOND QUARTER REVENUE AND EPS EXCEEDED COMPANY’S GUIDANCE AND CONSENSUS ESTIMATE
RAISED FULL YEAR REVENUE AND EPS GUIDANCE
TOMMY HILFIGER AND CALVIN KLEIN CONTINUE TO OUTPERFORM GLOBALLY

New York, New York – PVH Corp. [NYSE: PVH] reported 2011 second quarter and year to date results.

Non-GAAP Amounts:
The discussions in this release that refer to non-GAAP amounts exclude the items which are described in this release under the heading “Non-GAAP Exclusions.” Reconciliations of GAAP to non-GAAP amounts are presented in Tables 1 through 6 and identify and quantify all excluded items.

Overview of Second Quarter Results:
Earnings per share was $1.07 on a non-GAAP basis, which exceeded the Company’s guidance and the Consensus estimate and represents an increase of 39% over the prior year’s second quarter non-GAAP earnings per share of $0.77.
GAAP earnings per share was $0.92, which exceeded the Company’s guidance. GAAP loss per share in the prior year’s second quarter was $(1.07).
Revenue increased $231.2 million, or 21%, to $1,334.4 million over the prior year's

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second quarter revenue of $1,103.3 million. The revenue increase is attributable to (i) an increase of $160.7 million, or 30%, in the revenue of the Company’s Tommy Hilfiger business; (ii) an increase of $38.1 million, or 19%, in the revenue of the Company’s Calvin Klein business; and (iii) an increase of $32.4 million, or 9%, in the revenue of the Company’s Heritage Brands business.
Earnings before interest and taxes on a non-GAAP basis increased 24% to $151.4 million, despite the anticipated gross margin pressures. This increase was driven by the Company’s 21% revenue growth over last year’s second quarter reflecting strong performance across all businesses.
GAAP earnings before interest and taxes improved to $133.5 million from a GAAP loss before interest and taxes of $(44.1) million in the prior year’s second quarter, primarily due to a decrease in one-time costs associated with the acquisition and integration of Tommy Hilfiger and the related restructuring. Revenue growth as discussed above was also a contributing factor to the increase, partially offset by gross margin pressures.

Second Quarter Business Review:
Calvin Klein
The Calvin Klein business maintained its growth trajectory during the quarter, with revenue increasing 19% over the prior year’s second quarter to $239.9 million, as all divisions continued to perform very well. Retail comparable store sales growth of 21% outperformed the Company’s expectations. This, combined with strong revenue growth at wholesale, propelled the Company's combined Calvin Klein wholesale and retail businesses to post an overall 21% increase in revenue as compared to the prior year’s second quarter. The brand also continued to experience global growth, with royalty revenue increasing 12% as compared to the prior year’s second quarter. The royalty growth was attributable to continued strong performance across virtually all product categories and regions. The weaker U.S. dollar had a benefit on the royalty revenue in the Calvin Klein business of approximately $3 million versus the prior year’s second quarter.

Second quarter earnings before interest and taxes for the Calvin Klein business increased 21% over the prior year’s second quarter to $65.6 million, due principally to the revenue increases discussed above.


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Tommy Hilfiger
Total revenue for the Tommy Hilfiger business was $692.9 million in the second quarter, which exceeded the top end of the Company’s previous guidance and represents an increase of 30% over the prior year’s second quarter. The increase over the prior year’s second quarter was due to significant growth in the European wholesale division, as well as strong retail comparable store sales growth of 13% in North America and 12% internationally. In addition, given the strong demand for product, European wholesale customers have accelerated approximately $20 million of their Fall shipments into the second quarter from the Company's planned third quarter sales. The increase in revenue also included a benefit of approximately $35 million in the Tommy Hilfiger international business from a weaker U.S. dollar in the quarter versus the prior year’s second quarter.

On a non-GAAP basis, earnings before interest and taxes for the Tommy Hilfiger business was $75.6 million in the second quarter, an increase of 34% over the prior year’s second quarter earnings before interest and taxes on a non-GAAP basis of $56.6 million. This increase was driven by the revenue increases discussed above, combined with operating expense synergies, partially offset by gross margin pressures and a planned increase of approximately $10 million in advertising expenditures for the quarter. The increase in earnings before interest and taxes on a non-GAAP basis also included a benefit of approximately $3 million in the Tommy Hilfiger international business from a weaker U.S. dollar in the quarter versus the prior year's second quarter.

On a GAAP basis, earnings before interest and taxes for the Tommy Hilfiger business in the second quarter was $69.0 million, as compared to a GAAP loss before interest and taxes of $(7.2) million in the prior year. This $76.2 million increase was primarily due to a decrease of $57.2 million in expenses incurred related to the Company’s acquisition and integration of Tommy Hilfiger and the related restructuring, as the majority of the costs related to these activities were incurred in 2010. Also contributing to the increase on a GAAP basis was the net impact of the revenue increases, operating expense synergies, gross margin pressures, advertising expense increase and benefit from a weaker U.S. dollar noted above.

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Heritage Brands
Total revenue for the Heritage Brands business increased 9% to $401.7 million in the second quarter, as compared to $369.3 million in the prior year’s second quarter. The wholesale business experienced revenue growth of 14%, driven in large part by the dress furnishings division, which experienced a 20% increase in revenue. Additionally, the Heritage Brands retail business experienced comparable store sales growth of 2% during the quarter.

Earnings before interest and taxes for the Heritage Brands business was $30.2 million on a non-GAAP basis and $23.6 million on a GAAP basis, as compared to the prior year’s second quarter earnings before interest and taxes of $31.0 million. Within the Heritage Brands business, the dress furnishings division experienced a significant increase in earnings due to the revenue increase discussed above, which was more than offset by a gross margin decline due to higher product costs and increased promotional selling in the Izod wholesale sportswear division. GAAP earnings before interest and taxes includes $6.7 million of costs incurred in connection with the Company’s negotiated early termination of its license to market sportswear under the Timberland brand, which will become effective in 2012.

Second Quarter Consolidated Results:
On a non-GAAP basis, earnings before interest and taxes in the second quarter increased to $151.4 million from $121.9 million in the second quarter of 2010. This $29.4 million improvement was due principally to a $19.0 million increase in earnings before interest and taxes in the Tommy Hilfiger business, combined with an $11.6 million increase in earnings before interest and taxes in the Calvin Klein business. The Tommy Hilfiger and Calvin Klein businesses were both impacted by gross margin pressures during the quarter, which are primarily attributable to the cost increases that have been impacting the industry, as was the Heritage Brands business, which experienced relatively flat earnings as compared to the prior year's second quarter on a non-GAAP basis.



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On a GAAP basis, earnings before interest and taxes in the second quarter was $133.5 million as compared to a loss before interest and taxes of $(44.1) million in the second quarter of 2010. The increase of $177.6 million includes the net impact of (i) the $76.2 million increase in earnings before interest and taxes in the Tommy Hilfiger business discussed above; (ii) the $11.6 million increase in earnings before interest and taxes in the Calvin Klein business mentioned above; (iii) the $7.5 million decrease in earnings before interest and taxes in the Heritage Brands business discussed above; and (iv) the net reduction of $97.4 million in Corporate expenses, due principally to a decrease in Corporate expenses incurred related to the Company’s acquisition and integration of Tommy Hilfiger and the related restructuring, as the majority of the costs related to these activities were incurred in 2010.

Net interest expense for the quarter decreased $7.8 million to $31.4 million, due principally to debt payments of approximately $500 million the Company made on its term loans since the date of the Tommy Hilfiger acquisition.  

The effective tax rate was 34.7% on a non-GAAP basis for the second quarter, as compared to 33.5% on a non-GAAP basis in the prior year’s second quarter. The effective tax rate was 34.6% on a GAAP basis for the second quarter, as compared to 15.3% on a GAAP basis in the prior year’s second quarter. The prior year’s second quarter GAAP rate was affected by certain non-deductible transaction costs associated with the Tommy Hilfiger acquisition. The Company incurred a pre-tax loss in the prior year’s second quarter but was not able to realize a tax benefit on the full amount of the loss due to the non-deductibility of certain transaction costs.

Six Months Consolidated Results:
Earnings per share on a non-GAAP basis was $2.31 for the current year’s six months, as compared to $1.59 for the prior year’s six month period.  
GAAP earnings per share was $1.71, as compared to the prior year’s six month period GAAP loss per share of $(1.67).
Revenue was $2,703.6 million, which represents an increase of $981.3 million over the prior year’s amount of $1,722.3 million.  The Tommy Hilfiger business, which was

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acquired on May 6, 2010, contributed $876.1 million of this increase.
Earnings before interest and taxes increased 57% to $318.5 million on a non-GAAP basis, due to the addition of first quarter earnings in the Tommy Hilfiger business and revenue growth across all businesses, partially offset by gross margin pressures and planned increases in advertising expenses during the first half of 2011.
GAAP earnings before interest and taxes improved to $253.9 million, as compared to a GAAP loss before interest and taxes of $(66.7) million in the prior year’s six months, due primarily to a decrease in one-time costs associated with the acquisition and integration of Tommy Hilfiger and the related restructuring. Also contributing to the increase was the addition of first quarter earnings in the Tommy Hilfiger business and the revenue increase mentioned above, partially offset by gross margin pressures and planned increases in advertising expenses during the first half of 2011.

Balance Sheet:
The Company ended the quarter with a net debt position of approximately $1,865 million, comprised of approximately $2,155 million of debt, net of approximately $290 million of cash. During the first half of 2011, the Company made debt payments totaling $247.5 million on its outstanding term loans, the majority of which were ahead of schedule, for a total of approximately $500 million in debt payments since the date of the Tommy Hilfiger acquisition. The Company currently plans to make additional debt payments of approximately $200 million during the remainder of 2011.

Ending inventories were $877.5 million, an increase of 26% over the prior year’s second quarter. The Company’s inventory balance at the end of the second quarter reflects an increase in core product inventories, primarily in the dress furnishings division, as well as longer lead times and earlier receipts in order to take advantage of off-cycle production and opportunities to reduce costs. The balance also reflects an increase in inventory levels to align with the Company’s planned third quarter sales increase and the impact of increased unit costs. The Company is comfortable with the quality of its inventory and believes that inventory balances will come more into line with the prior year level by the end of fiscal 2011.



6

2011 Guidance:
Please see the section entitled “Full Year and Third Quarter Reconciliations of GAAP to Non-GAAP Amounts” at the end of this release for further detail on certain assumptions that are made in the following guidance.

Full Year Guidance
Revenue in 2011 is currently projected to be $5.780 billion to $5.820 billion, or an increase of 25% to 26% as compared to 2010. This includes the full year effect of estimated revenue of the Tommy Hilfiger business of $2.940 billion to $2.970 billion, as compared to $1.95 billion for the nine month post-acquisition period in 2010. Revenue for the Calvin Klein business is currently planned to grow between 12% and 13%, while revenue for the Heritage Brands business is currently planned to grow approximately 2%.

On a non-GAAP basis, earnings per share in 2011 is currently projected to be in the range of $5.00 to $5.12, or an increase of 17% to 20% over the prior year. This non-GAAP earnings per share guidance includes an increase in fourth quarter Tommy Hilfiger advertising expenses of approximately $10 million over previous guidance.

The 2011 non-GAAP earnings per share projection excludes a loss of approximately $0.81 per share comprised of the after-tax effect of approximately $85 million of pre-tax costs associated with the integration of Tommy Hilfiger and the related restructuring initiatives, the Company’s negotiated early termination of its license to market sportswear under the Timberland brand, which will become effective in 2012, and the modification of the Company’s credit facility. On a non-GAAP basis, operating margin in 2011 is currently projected to be in a range of 11.3% to 11.5%.

On a GAAP basis, earnings per share in 2011 is currently projected to be in the range of $4.19 to $4.31, as compared to GAAP earnings per share of $0.80 in the prior year. On a GAAP basis, operating margin in 2011 is currently projected to be in a range of 9.9% to 10.1%.

The Company currently estimates that the 2011 effective tax rate will be 30.0% to 31.0% on both a GAAP and non-GAAP basis.

7


Third Quarter Guidance
Third quarter revenue in 2011 is currently projected to be $1.61 billion to $1.63 billion, or an increase of 6% to 7% over the prior year’s third quarter. Revenue for the Tommy Hilfiger business is expected to increase 9% to 12% over the prior year’s third quarter. Revenue for the Calvin Klein business is expected to increase 8% to 9%, while revenue for the Heritage Brands business is expected to increase approximately 1% in the third quarter of 2011 as compared to the prior year’s third quarter.

For the third quarter of 2011, earnings per share is currently projected to be in the range of $1.75 to $1.81 on a non-GAAP basis, or an increase of 5% to 8% over the prior year’s third quarter.

The third quarter of 2011 non-GAAP earnings per share projection excludes a loss of approximately $0.14 per share comprised of the after-tax effect of approximately $15 million of pre-tax Tommy Hilfiger integration and the related restructuring costs. On a GAAP basis, earnings per share for the third quarter is currently projected to be in the range of $1.61 to $1.67, as compared to GAAP earnings per share of $1.39 in the prior year’s third quarter. The Company currently estimates that the third quarter 2011 effective tax rate will be 30.5% to 32.5% on a non-GAAP basis and 29.0% to 31.0% on a GAAP basis.

CEO Comments:
Commenting on these results, Emanuel Chirico, Chairman and Chief Executive Officer, noted, “Our second quarter results reflect the continued strength and momentum in our Calvin Klein and Tommy Hilfiger businesses, which again allowed us to exceed both our revenue and earnings guidance for the quarter. Trends in both the Calvin Klein and Tommy Hilfiger businesses globally demonstrate how powerful brand appeal translates into strong performance across product categories, distribution channels and geographies. As such, we continue to invest in marketing to broaden the reach of the Calvin Klein and Tommy Hilfiger brands worldwide.”

Mr. Chirico continued, “Strengthening our balance sheet continues to be one of our top areas of focus. During the second quarter, we made payments of approximately $100

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million, for a total of almost $500 million in debt payments since the Tommy Hilfiger acquisition. We currently plan to make approximately $200 million in additional debt payments during the remainder of 2011.”

Mr. Chirico concluded, “Despite the uncertainty that has been impacting the overall market environment, we are optimistic that the strength of our brands, led by Calvin Klein and Tommy Hilfiger, will continue to generate solid revenue and profitability increases. We are entering the fall selling season poised for this growth, as we maintain our disciplined approach to dealing with the volatile market conditions, as well as product cost increases that have been impacting our industry, through product sourcing and investments in product design, strategic retail price increases, and prudent inventory and logistics planning. We remain firm in our belief that the sound execution of our business strategies, investment in our world class brands and concentration on a strong balance sheet will continue to drive our long-term growth.”

9

Non-GAAP Exclusions:
The discussions in this release that refer to non-GAAP amounts exclude the following:
Pre-tax costs of $338.3 million incurred in 2010 in connection with the acquisition and integration of Tommy Hilfiger, including the following:
a loss of $140.5 million associated with hedges against Euro to U.S. dollar exchange rates relating to the purchase price, of which $52.4 million was recorded in the first quarter and $88.1 million was recorded in the second quarter;
transaction, related restructuring and debt extinguishment costs of approximately $121.0 million, of which $51.6 million was incurred in the first quarter, $24.6 million was incurred in the second quarter, $13.7 million was incurred in the third quarter and $31.0 million was incurred in the fourth quarter; and
short-lived non-cash valuation amortization charges of approximately $76.8 million, of which $53.3 million was recorded in the second quarter and $23.5 million was recorded in the third quarter.

Pre-tax costs of $6.6 million incurred in the fourth quarter of 2010 in connection with the Company’s exit from its United Kingdom and Ireland Van Heusen dress furnishings and accessories business, principally consisting of non-cash charges.

A tax benefit of approximately $7.9 million in 2010 (recorded in the third quarter) related to the lapse of the statute of limitations with respect to certain previously unrecognized tax positions.

Pre-tax costs of approximately $61 million expected to be incurred in 2011 in connection with the integration of Tommy Hilfiger and the related restructuring, of which $30.5 million was incurred in the first quarter, $11.2 million was incurred in the second quarter and approximately $15 million is expected to be incurred in the third quarter.

Pre-tax costs of approximately $16.2 million incurred in the first quarter of 2011 in connection with the modification of the Company’s credit facility.

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Pre-tax costs of approximately $8 million expected to be incurred in 2011 in connection with the Company’s negotiated early termination of its license to market sportswear under the Timberland brand, which will become effective in 2012. Of the total, $6.7 million was incurred in the second quarter.

Estimated tax effects associated with the above pre-tax costs, which are based on the Company’s assessment of deductibility. In making this assessment, the Company evaluated each item that it has recorded as an acquisition, integration, exit, termination, restructuring, debt modification or debt extinguishment cost to determine if such cost is tax deductible, and if so, in what jurisdiction the deduction would occur. All items above were identified as either primarily tax deductible in the United States, in which case the Company assumed a combined federal and state tax rate of 38.0%, or as non-deductible, in which case the Company assumed no tax benefit. The assumptions used were consistently applied for both GAAP and non-GAAP earnings amounts.

Please see Tables 1 through 6 and the section entitled “Full Year and Third Quarter Reconciliations of GAAP to Non-GAAP Amounts,” later in this release for reconciliations of GAAP to non-GAAP amounts.

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The Company webcasts its conference calls to review its earnings releases. The Company’s conference call to review its second quarter earnings release is scheduled for Wednesday, August 31, 2011 at 9:00 a.m. EDT. Please log on either to the Company’s web site at www.pvh.com and go to the News Releases page under the Investor Relations tab or to www.companyboardroom.com to listen to the live webcast of the conference call. The webcast will be available for replay for one year after it is held, commencing approximately two hours after the live broadcast ends. Please log on to www.pvh.com or www.companyboardroom.com as described above to listen to the replay. In addition, an audio replay of the conference call is available for 48 hours starting approximately two hours after it is held. The replay of the conference call can be accessed by calling (domestic) 888-203-1112 and (international) 719-457-0820 and using passcode #6245118. The conference call and webcast consist of copyrighted material. They may not be re-recorded, reproduced, re-transmitted, rebroadcast or otherwise used without the Company’s express written permission. Your participation represents your consent to these terms and conditions, which are governed by New York law.




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SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: Forward-looking statements in this press release and made during the conference call / webcast, including, without limitation, statements relating to the Company’s future revenue and earnings, plans, strategies, objectives, expectations and intentions, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that such forward-looking statements are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy, and some of which might not be anticipated, including, without limitation, the following: (i) the Company’s plans, strategies, objectives, expectations and intentions are subject to change at any time at the discretion of the Company; (ii) in connection with the acquisition of Tommy Hilfiger B.V. and certain affiliated companies, the Company borrowed significant amounts, may be considered to be highly leveraged, and will have to use a significant portion of its cash flows to service such indebtedness, as a result of which the Company might not have sufficient funds to operate its businesses in the manner it intends or has operated in the past; (iii) the levels of sales of the Company’s apparel, footwear and related products, both to its wholesale customers and in its retail stores, the levels of sales of the Company’s licensees at wholesale and retail, and the extent of discounts and promotional pricing in which the Company and its licensees and other business partners are required to engage, all of which can be affected by weather conditions, changes in the economy, fuel prices, reductions in travel, fashion trends, consolidations, repositionings and bankruptcies in the retail industries, repositionings of brands by the Company’s licensors and other factors; (iv) the Company’s plans and results of operations will be affected by the Company’s ability to manage its growth and inventory; (v) the Company’s operations and results could be affected by quota restrictions and the imposition of safeguard controls (which, among other things, could limit the Company’s ability to produce products in cost-effective countries that have the labor and technical expertise needed), the availability and cost of raw materials, the Company’s ability to adjust timely to changes in trade regulations and the migration and development of manufacturers (which can affect where the Company’s products can best be produced), changes in available factory and shipping capacity, wage and shipping cost escalation, and civil conflict, war or terrorist acts, the threat of any of the foregoing, or political and labor instability in any of the countries where the Company’s or its licensees’ or other business partners’ products are sold, produced or are planned to be sold or produced; (vi) disease epidemics and health related concerns, which could result in closed factories, reduced workforces, scarcity of raw materials and scrutiny or embargoing of goods produced in infected areas, as well as reduced consumer traffic and purchasing, as consumers limit or cease shopping in order to avoid exposure or becoming ill; (vii) acquisitions and issues arising with acquisitions and proposed transactions, including without limitation, the ability to integrate an acquired entity into the Company with no substantial adverse affect on the acquired entity’s or the Company’s existing operations, employee relationships, vendor relationships, customer relationships or financial performance; (viii) the failure of the Company’s licensees to market successfully licensed products or to preserve the value of the Company’s brands, or their misuse of the Company’s brands and (ix) other risks and uncertainties indicated from time to time in the Company’s filings with the Securities and Exchange Commission.

This press release includes, and the conference call / webcast will include, certain non-GAAP financial measures, as defined under SEC rules. A reconciliation of these measures is included in the financial information later in this release, as well as in the Company’s Current Report on Form 8-K furnished to the SEC in connection with this earnings release, which is available on the Company’s website at www.pvh.com and on the SEC’s website at www.sec.gov.

The Company does not undertake any obligation to update publicly any forward-looking statement, including, without limitation, any estimate regarding revenue or earnings, whether as a result of the receipt of new information, future events or otherwise.

    

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PVH CORP.
Consolidated GAAP Income Statements
(In thousands, except per share data)

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quarter Ended
 
 
 
Six Months Ended
 
 
 
7/31/11
 
8/1/10
 
 
 
7/31/11
 
8/1/10
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
$
1,227,730

 
$
1,011,439

 
 
 
$
2,484,716

 
$
1,542,127

 
Royalty revenue
 
78,202

 
68,106

 
 
 
161,084

 
132,965

 
Advertising and other revenue
 
28,512

 
23,723

 
 
 
57,828

 
47,220

 
Total revenue
 
$
1,334,444

 
$
1,103,268

 
 
 
$
2,703,628

 
$
1,722,312

 
 
 
 
 
 
 
 
 
 
 
 
 
Gross profit on net sales
 
$
617,418

 
$
483,412

 
 
 
$
1,233,799

 
$
712,089

 
Gross profit on royalty, advertising and other
 
 
 
 
 
 
 
 
 
 
 
  revenue
 
106,714

 
91,829

 
 
 
218,912

 
180,185

 
Total gross profit
 
724,132

 
575,241

 
 
 
1,452,711

 
892,274

 
 
 
 
 
 
 
 
 
 
 
 
 
Selling, general and administrative expenses
 
590,653

 
524,637

 
 
 
1,182,555

 
811,837

 
 
 
 
 
 
 
 
 
 
 
 
 
Debt modification and extinguishment costs
 


 
6,650

 
 
 
16,233

 
6,650

 
 
 
 
 
 
 
 
 
 
 
 
 
Other loss
 


 
88,100

 
 
 

 
140,490

 
 
 
 
 
 
 
 
 
 
 
 
 
Earnings (loss) before interest and taxes
 
133,479

 
(44,146
)
 
 
 
253,923

 
(66,703
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense, net
 
31,446

 
39,225

 
 
 
64,516

 
47,500

 
 
 
 
 
 
 
 
 
 
 
 
 
Pre-tax income (loss)
 
102,033

 
(83,371
)
 
 
 
189,407

 
(114,203
)
 
 
 


 
 
 
 
 
 
 
 
 
Income tax expense (benefit)
 
35,304

 
(12,747
)
 
 
 
65,011

 
(15,966
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
 
$
66,729

 
$
(70,624
)
 
 
 
$
124,396

 
$
(98,237
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Diluted net income (loss) per common share(1)
 
$
0.92

 
$
(1.07
)
 
 
 
$
1.71

 
$
(1.67
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quarter Ended
 
 
 
Six Months Ended
 
 
 
7/31/11
 
8/1/10
 
 
 
7/31/11
 
8/1/10
 
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization expense
 
$
31,966

 
$
50,174

 
 
 
$
66,447

 
$
62,240

 
 
 
 
 
 
 
 
 
 
 
 

Please see following pages for information related to non-GAAP measures discussed in this release.

(1) 
Please see Note A to the Notes to Consolidated GAAP Income Statements for reconciliations of diluted net income (loss) per common share.


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PVH CORP.
Non-GAAP Measures
(In thousands, except per share data)


The Company believes presenting its results excluding (i) the costs incurred in 2011 and 2010 in connection with its acquisition and integration of Tommy Hilfiger and the related restructuring; (ii) the costs incurred in 2011 in connection with its modification of its credit facility; (iii) the costs incurred in 2011 in connection with the negotiated early termination of its license to market sportswear under the Timberland brand, which will become effective in 2012; and (iv) the tax effects associated with these costs incurred in 2011 and 2010, which is on a non-GAAP basis for each year, provides useful additional information to investors. The Company believes that the exclusion of such amounts facilitates comparing current results against past and future results by eliminating amounts that it believes are not comparable between periods, thereby permitting management to evaluate performance and investors to make decisions based on the ongoing operations of the Company. The Company believes that investors often look at ongoing operations of an enterprise as a measure of assessing performance. The Company uses its results excluding these amounts to evaluate its operating performance and to discuss its business with investment institutions, the Company’s Board of Directors and others. The Company’s results excluding these costs are also the basis for certain incentive compensation calculations.

The following table presents the Company’s GAAP revenue and the non-GAAP measures that are discussed in this release. Please see Tables 1 through 6 for reconciliations of the GAAP amounts to non-GAAP amounts.

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quarter Ended
 
 
 
Six Months Ended
 
 
 
7/31/11
 
8/1/10
 
 
 
7/31/11
 
8/1/10
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP total revenue
 
$
1,334,444

 
$
1,103,268

 
 
 
$
2,703,628

 
$
1,722,312

 
 
 
 
 
 
 
 
 
 
 
 
 
Non-GAAP Measures
 
 
 
 
 
 
 
 
 
 
 
Total gross profit(1)
 
$
726,285

 
$
612,921

 
 
 
$
1,454,864

 
$
929,954

 
Selling, general and administrative expenses(2)
 
574,930

 
490,985 

 
 
 
1,136,373

 
726,547 

 
Earnings before interest and taxes(3)
 
151,355

 
121,936 

 
 
 
318,491

 
203,407 

 
Income tax expense(4)
 
41,609 

 
27,709 

 
 
 
86,119

 
56,079 

 
Net income(5)
 
78,300 

 
55,002 

 
 
 
167,856

 
99,828 

 
Diluted net income per common share(6)
 
$
1.07

 
$
0.77

 
 
 
$
2.31

 
$
1.59

 
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization(7)
 
 
 
$
32,944

 
 
 
$
65,277

 
$
45,010

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

(1)    Please see Table 3 for reconciliation of GAAP to non-GAAP gross profit.
(2)    Please see Table 4 for reconciliation of GAAP to non-GAAP selling, general and administrative expenses (“SG&A”).
(3)    Please see Table 2 for reconciliation of GAAP earnings (loss) before interest and taxes to non-GAAP earnings before interest and taxes.
(4)    Please see Table 5 for reconciliation of GAAP income tax expense (benefit) to non-GAAP income tax expense and an explanation of the calculation of the tax effects associated with acquisition, integration, exit, termination, restructuring and debt modification and extinguishment costs.
(5)    Please see Table 1 for reconciliation of GAAP net income (loss) to non-GAAP net income.
(6)    Please see Note A to the Notes to Consolidated GAAP Income Statements for reconciliations of diluted net income (loss) per common share.
(7)    Please see Table 6 for reconciliation of GAAP depreciation and amortization to non-GAAP depreciation and amortization.



15



PVH CORP.
Reconciliations of GAAP to Non-GAAP Amounts
(In thousands, except per share data)


Table 1 - Reconciliation of GAAP net income (loss) to Non-GAAP net income
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quarter Ended
 
 
 
Six Months Ended
 
 
 
7/31/11
 
8/1/10
 
 
 
7/31/11
 
8/1/10
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
 
$
66,729

 
$
(70,624
)
 
 
 
$
124,396

 
$
(98,237
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Diluted net income (loss) per common share(1)
 
$
0.92

 
$
(1.07
)
 
 
 
$
1.71

 
$
(1.67
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Items excluded from GAAP net income (loss):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Short-lived non-cash valuation amortization related to Tommy Hilfiger acquisition (gross margin)
 
 
 
37,680

 
 
 
 
 
37,680

 
 
 
 
 
 
 
 
 
 
 
 
 
Inventory liquidation costs associated with exit of certain Tommy Hilfiger product categories (gross margin)
 
2,153

 
 
 
 
 
2,153

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
SG&A expenses associated with Tommy Hilfiger acquisition, integration and related restructuring
 
9,073

 
33,652

 
 
 
39,532

 
85,290

 
 
 
 
 
 
 
 
 
 
 
 
 
SG&A expenses associated with negotiated termination of license to market Timberland sportswear
 
6,650

 
 
 
 
 
6,650

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt modification and extinguishment costs
 
 
 
6,650

 
 
 
16,233

 
6,650

 
 
 
 
 
 
 
 
 
 
 
 
 
Losses on hedges against Euro to U.S. dollar exchange rates relating to Tommy Hilfiger purchase price
 
 
 
88,100

 
 
 
 
 
140,490

 
 
 
 
 
 
 
 
 
 
 
 
 
 Tax effect on the items above(2)
 
(6,305
)
 
(40,456
)
 
 
 
(21,108
)
 
(72,045
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-GAAP net income
 
$
78,300

 
$
55,002

 
 
 
$
167,856

 
$
99,828

 
 
 
 
 
 
 
 
 
 
 
 
 
Non-GAAP diluted net income per common share(1)
 
$
1.07

 
$
0.77

 
 
 
$
2.31

 
$
1.59

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1)    Please see Note A to the Notes to the Consolidated GAAP Income Statements for reconciliations of diluted net income (loss) per common share.
(2)    Please see Table 5 for an explanation of the calculation of the tax effects of the above items.


16



PVH CORP.
Reconciliations of GAAP to Non-GAAP Amounts (continued)
(In thousands)

Table 2 - Reconciliation of GAAP earnings (loss) before interest and taxes to non-GAAP earnings before interest and taxes
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quarter Ended
 
 
 
Six Months Ended
 
 
 
7/31/11
 
8/1/10
 
 
 
7/31/11
 
8/1/10
 
 
 
 
 
 
 
 
 
 
 
 
 
Earnings (loss) before interest and taxes
 
$
133,479

 
$
(44,146
)
 
 
 
$
253,923

 
$
(66,703
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Items excluded from GAAP earnings (loss) before interest and taxes:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Short-lived non-cash valuation amortization related to Tommy Hilfiger acquisition (gross margin)
 
 
 
37,680

 
 
 
 
 
37,680

 
 
 
 
 
 
 
 
 
 
 
 
 
Inventory liquidation costs associated with exit of certain Tommy Hilfiger product categories (gross margin)
 
2,153

 
 
 
 
 
2,153

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
SG&A expenses associated with Tommy Hilfiger acquisition, integration and related restructuring
 
9,073

 
33,652

 
 
 
39,532

 
85,290

 
 
 
 
 
 
 
 
 
 
 
 
 
SG&A expenses associated with negotiated termination of license to market Timberland sportswear
 
6,650

 
 
 
 
 
6,650

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt modification and extinguishment costs
 
 
 
6,650

 
 
 
16,233

 
6,650

 
 
 
 
 
 
 
 
 
 
 
 
 
Losses on hedges against Euro to U.S. dollar exchange rates relating to Tommy Hilfiger purchase price
 
                
 
88,100

 
 
 
                
 
140,490

 
 
 
 
 
 
 
 
 
 
 
 
 
Non-GAAP earnings before interest and taxes
 
$
151,355

 
$
121,936

 
 
 
$
318,491

 
$
203,407

 
 
 
 
 
 
 
 
 
 
 
 
 

17



PVH CORP.
Reconciliations of GAAP to Non-GAAP Amounts (continued)
(In thousands)

Table 3 - Reconciliation of GAAP gross profit to non-GAAP gross profit
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quarter Ended
 
 
 
Six Months Ended
 
 
 
7/31/11
 
8/1/10
 
 
 
7/31/11
 
8/1/10
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross profit
 
$
724,132

 
$
575,241

 
 
 
$
1,452,711

 
$
892,274

 
 
 
 
 
 
 
 
 
 
 
 
 
Items excluded from GAAP gross profit:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Short-lived non-cash valuation amortization related to Tommy Hilfiger acquisition
 
                
 
37,680

 
 
 
                
 
37,680

 
 
 
 
 
 
 
 
 
 
 
 
 
Inventory liquidation costs associated with exit of certain Tommy Hilfiger product categories
 
2,153

 
               
 
 
 
2,153

 
               
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-GAAP gross profit
 
$
726,285

 
$
612,921

 
 
 
$
1,454,864

 
$
929,954

 
 
 
 
 
 
 
 
 
 
 
 
 


Table 4 - Reconciliation of GAAP SG&A to non-GAAP SG&A
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quarter Ended
 
 
 
Six Months Ended
 
 
 
7/31/11
 
8/1/10
 
 
 
7/31/11
 
8/1/10
 
 
 
 
 
 
 
 
 
 
 
 
 
SG&A
 
$
590,653

 
$
524,637

 
 
 
$
1,182,555

 
$
811,837

 
 
 
 
 
 
 
 
 
 
 
 
 
Items excluded from GAAP SG&A:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
SG&A expenses associated with Tommy Hilfiger acquisition, integration and related restructuring
 
(9,073
)
 
(33,652
)
 
 
 
(39,532
)
 
(85,290
)
 
 
 
 
 
 
 
 
 
 
 
 
 
SG&A expenses associated with negotiated termination of license to market Timberland sportswear
 
(6,650
)
 
               

 
 
 
(6,650
)
 
               

 
 
 
 
 
 
 
 
 
 
 
 
 
Non-GAAP SG&A
 
$
574,930

 
$
490,985

 
 
 
$
1,136,373

 
$
726,547

 
 
 
 
 
 
 
 
 
 
 
 
 

18



PVH CORP.
Reconciliations of GAAP to Non-GAAP Amounts (continued)
(In thousands)

Table 5 - Reconciliation of GAAP income tax expense (benefit) to non-GAAP income tax expense
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quarter Ended
 
 
 
Six Months Ended
 
 
 
7/31/11
 
8/1/10
 
 
 
7/31/11
 
8/1/10
 
 
 
 
 
 
 
 
 
 
 
 
 
Income tax expense (benefit)
 
$
35,304

 
$
(12,747
)
 
 
 
$
65,011

 
$
(15,966
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Items excluded from GAAP income tax expense (benefit):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income tax effect of acquisition, integration, exit, termination, restructuring and debt modification and extinguishment costs(1)
 
6,305

 
40,456

 
 
 
21,108

 
72,045

 
 
 
 
 
 
 
 
 
 
 
 
 
Non-GAAP income tax expense
 
$
41,609

 
$
27,709

 
 
 
$
86,119

 
$
56,079

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1)    The estimated tax effects of the Company’s acquisition, integration, exit, termination, restructuring and debt modification and extinguishment costs are based on the Company’s assessment of deductibility. In making this assessment, the Company evaluated each item that it has recorded as an acquisition, integration, exit, termination, restructuring, debt modification and debt extinguishment cost to determine if such cost is tax deductible, and if so, in what jurisdiction the deduction would occur. All of the Company’s acquisition, integration, exit, termination, restructuring, debt modification and debt extinguishment costs were identified as either primarily tax deductible in the United States, in which case the Company assumed a combined federal and state tax rate of 38.0%, or as non-deductible, in which case the Company assumed no tax benefit. The assumptions used were consistently applied for both GAAP and non-GAAP amounts.
 
 
 
 
 
 
 
 
 
 
 
 


Table 6 - Reconciliation of GAAP depreciation and amortization to non-GAAP depreciation and amortization
 
 
 
 
 
 
 
 
 
 
 
 
 
Quarter Ended
 
 
Six Months Ended
 
 
 
 
8/1/10
 
 
 
7/31/11
 
8/1/10
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization
 
 
$
50,174

 
 
 
$
66,447

 
$
62,240

 
 
 
 
 
 
 
 
 
 
 
 
Items excluded from GAAP depreciation and amortization:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization related to Tommy Hilfiger acquisition
 
 
(17,230
)
 
 
 
(1,170
)
 
(17,230
)
 
 
 
 
 
 
 
 
 
 
 
 
Non-GAAP depreciation and amortization
 
 
$
32,944

 
 
 
$
65,277

 
$
45,010

 
 
 
 
 
 
 
 
 
 
 
 


19



PVH CORP.
Notes to Consolidated GAAP Income Statements

A.    The Company computed its diluted net income (loss) per common share as follows:
(In thousands, except per share data)
 
 
Quarter Ended
 
 
 
Quarter Ended
 
 
7/31/11
 
 
 
8/1/10
 
 
GAAP
 
 
 
Non-GAAP
 
 
 
GAAP
 
 
 
Non-GAAP
 
 
 
Results
 
Adjustments
 
Results
 
 
 
Results
 
Adjustments
 
Results
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
 
$
66,729

 
$
(11,571
)
(1) 
$
78,300

 
 
 
$
(70,624
)
 
$
(125,626
)
(2) 
$
55,002

 
Less: Common stock dividends paid to holders of Series A convertible preferred stock
 
                 
 
                 
 
                 
 
 
 
(157
)
 
(157
)
 
                
 
Net income (loss) available to common stockholders
 
$
66,729

 
$
(11,571
)
 
$
78,300

 
 
 
$
(70,781
)
 
$
(125,783
)
 
$
55,002

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average common shares
 
67,129

 
 
 
67,129

 
 
 
65,875

 
 
 
65,875

 
Weighted average dilutive securities
 
1,551

 
 
 
1,551

 
 
 
 
 
1,430

 
1,430

 
Weighted average impact of assumed convertible preferred stock conversion
 
4,189

 
 
 
4,189

 
 
 
               
 
4,051

 
4,051

 
Total shares
 
72,869

 
 
 
72,869

 
 
 
65,875

 
5,481

 
71,356

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Diluted net income (loss) per common share
 
$
0.92

 
 
 
$
1.07

 
 
 
$
(1.07
)
 
 
 
$
0.77

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 
Six Months Ended
 
 
 
Six Months Ended
 
 
 
7/31/11
 
 
 
8/1/10
 
 
 
GAAP
 
 
 
Non-GAAP
 
 
 
GAAP
 
 
 
Non-GAAP
 
 
 
Results
 
Adjustments
 
Results
 
 
 
Results
 
Adjustments
 
Results
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
 
$
124,396

 
$
(43,460
)
(1) 
$
167,856

 
 
 
$
(98,237
)
 
$
(198,065
)
(2) 
$
99,828

 
Less: Common stock dividends paid to holders of Series A convertible preferred stock
 
                

 
                

 
                

 
 
 
(157
)
 
(157
)
 
                

 
Net income (loss) available to common stockholders
 
$
124,396

 
$
(43,460
)
 
$
167,856

 
 
 
$
(98,394
)
 
$
(198,222
)
 
$
99,828

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average common shares
 
66,964

 
 
 
66,964

 
 
 
59,077

 
 
 
59,077

 
Weighted average dilutive securities
 
1,578

 
 
 
1,578

 
 
 
 

 
1,513

 
1,513

 
Weighted average impact of assumed convertible preferred stock conversion
 
4,189

 
 
 
4,189

 
 
 
               

 
2,026

 
2,026

 
Total shares
 
72,731

 
 
 
72,731

 
 
 
59,077

 
3,539

 
62,616

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Diluted net income (loss) per common share
 
$
1.71

 
 
 
$
2.31

 
 
 
$
(1.67
)
 
 
 
$
1.59

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

(1) 
Represents the impact on net income in the period ended July 31, 2011 from the elimination of (i) the costs incurred in connection with the Company’s integration of Tommy Hilfiger and the related restructuring; (ii) the costs incurred in connection with the Company’s modification of its credit facility; (iii) the costs incurred in connection with the Company’s negotiated early termination of its license to market sportswear under the Timberland brand, which will become effective in 2012; and (iv) the tax effects associated with these costs. Please see Table 1 for a reconciliation of GAAP net income to non-GAAP net income.
(2) 
Represents the impact on net income in the period ended August 1, 2010 from the elimination of the costs incurred in connection with the Company’s acquisition and integration of Tommy Hilfiger, including transaction, restructuring and debt extinguishment costs, short-lived non-cash valuation amortization charges and the effects of hedges against Euro to U.S. dollar exchange rates relating to the purchase price, and tax effects associated with these costs. Please see Table 1 for a reconciliation of GAAP net loss to non-GAAP net income.

20



PVH CORP.
Consolidated Balance Sheets
(In thousands)

 
July 31,
 
August 1,
 
2011
 
2010
ASSETS
 
 
 
Current Assets:
 
 
 
Cash and Cash Equivalents
$
287,691

 
$
475,340

Receivables
413,846

 
311,613

Inventories
877,450

 
693,872

Other Current Assets
161,855

 
185,834

Total Current Assets
1,740,842

 
1,666,659

Property, Plant and Equipment
426,367

 
394,929

Goodwill and Other Intangible Assets
4,569,737

 
4,310,136

Other Assets
133,203

 
116,871

 
$
6,870,149

 
$
6,488,595

 
 
 
 
LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
Accounts Payable and Accrued Expenses
$
907,370

 
$
791,336

Short-Term Borrowings
13,006

 
4,617

Current Portion of Long-Term Debt
51,816

 


Other Liabilities
1,096,690

 
1,037,544

Long-Term Debt
2,090,062

 
2,491,635

Stockholders’ Equity
2,711,205

 
2,163,463

 
$
6,870,149

 
$
6,488,595





21

PVH CORP.
 
 
 
 
 
 
 
Segment Data
 
 
 
 
 
 
 
(In thousands)
 
 
 
 
 
 
 
REVENUE BY SEGMENT
 
 
 
 
 
 
 
 
 
Quarter Ended
 
 
 
Quarter Ended
 
 
 
7/31/11
 
 
 
8/1/10
 
Heritage Brand Wholesale Dress Furnishings
 
 
 
 
 
 
 
Net sales
 
$
123,771

 
 
 
$
102,928

 
Royalty revenue
 
1,468

 
 
 
1,299

 
Advertising and other revenue
 
414

 
 
 
637

 
Total
 
125,653

 
 
 
104,864

 
 
 
 
 
 
 
 
 
Heritage Brand Wholesale Sportswear
 
 
 
 
 
 
 
Net sales
 
96,107

 
 
 
88,545

 
Royalty revenue
 
2,707

 
 
 
2,624

 
Advertising and other revenue
 
475

 
 
 
440

 
Total
 
99,289

 
 
 
91,609

 
 
 
 
 
 
 
 
 
Heritage Brand Retail
 
 
 
 
 
 
 
Net sales
 
175,212

 
 
 
171,432

 
Royalty revenue
 
1,239

 
 
 
1,185

 
Advertising and other revenue
 
277

 
 
 
164

 
Total
 
176,728

 
 
 
172,781

 
 
 
 
 
 
 
 
 
Total Heritage Brands
 
 
 
 
 
 
 
Net sales
 
395,090

 
 
 
362,905

 
Royalty revenue
 
5,414

 
 
 
5,108

 
Advertising and other revenue
 
1,166

 
 
 
1,241

 
Total
 
401,670

 
 
 
369,254

 
 
 
 
 
 
 
 
 
Other (Calvin Klein Apparel)
 
 
 
 
 
 
 
Net sales
 
148,911

 
 
 
123,396

 
Total
 
148,911

 
 
 
123,396

 
 
 
 
 
 
 
 
 
Calvin Klein Licensing
 
 
 
 
 
 
 
Net sales
 
7,993

 
 
 
5,701

 
Royalty revenue
 
58,738

 
 
 
52,293

 
Advertising and other revenue
 
24,258

 
 
 
20,449

 
Total
 
90,989

 
 
 
78,443

 
 
 
 
 
 
 
 
 
Total Calvin Klein
 
 
 
 
 
 
 
Net sales
 
156,904

 
 
 
129,097

 
Royalty revenue
 
58,738

 
 
 
52,293

 
Advertising and other revenue
 
24,258

 
 
 
20,449

 
Total
 
239,900

 
 
 
201,839

 
 
 
 
 
 
 
 
 
Tommy Hilfiger North America
 
 
 
 
 
 
 
Net sales
 
293,760

 
 
 
256,144

 
Royalty revenue
 
4,260

 
 
 
4,051

 
Advertising and other revenue
 
2,005

 
 
 
833

 
Total
 
300,025

 
 
 
261,028

 
 
 
 
 
 
 
 
 
Tommy Hilfiger International
 
 
 
 
 
 
 
Net sales
 
381,976

 
 
 
263,293

 
Royalty revenue
 
9,790

 
 
 
6,654

 
Advertising and other revenue
 
1,083

 
 
 
1,200

 
Total
 
392,849

 
 
 
271,147

 
 
 
 
 
 
 
 
 
Total Tommy Hilfiger
 
 
 
 
 
 
 
Net sales
 
675,736

 
 
 
519,437

 
Royalty revenue
 
14,050

 
 
 
10,705

 
Advertising and other revenue
 
3,088

 
 
 
2,033

 
Total
 
692,874

 
 
 
532,175

 
 
 
 
 
 
 
 
 
Total Revenue
 
 
 
 
 
 
 
Net sales
 
1,227,730

 
 
 
1,011,439

 
Royalty revenue
 
78,202

 
 
 
68,106

 
Advertising and other revenue
 
28,512

 
 
 
23,723

 
Total
 
$
1,334,444

 
 
 
$
1,103,268

 
 
 
 
 
 
 
 
 

22

PVH CORP.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment Data (Continued)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(In thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
EARNINGS (LOSS) BEFORE INTEREST AND TAXES BY SEGMENT
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quarter Ended
 
 
 
Quarter Ended
 
 
 
7/31/11
 
 
 
8/1/10
 
 
 
Results
 
 
 
 
 
 
 
Results
 
 
 
 
 
 
 
Under
 
 
 
Non-GAAP
 
 
 
Under
 
 
 
Non-GAAP
 
 
 
GAAP
 
Adjustments(1)
 
Results
 
 
 
GAAP
 
Adjustments(2)
 
Results
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Heritage Brand Wholesale Dress Furnishings
 
$
14,086

 
                  

 
$
14,086

 
 
 
$
7,059

 
                  

 
$
7,059

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Heritage Brand Wholesale Sportswear
 
(5,770
)
 
$
(6,650
)
 
880 

 
 
 
7,194

 
 
 
7,194

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Heritage Brand Retail
 
15,234

 
                  

 
15,234

 
 
 
16,794

 
 
 
16,794

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Heritage Brands
 
23,550

 
(6,650
)
 
30,200

 
 
 
31,047

 
 
 
31,047

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other (Calvin Klein Apparel)
 
22,124

 
 
 
22,124

 
 
 
14,666

 
 
 
14,666

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Calvin Klein Licensing
 
43,461

 
                 

 
43,461

 
 
 
39,350

 
 
 
39,350

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Calvin Klein
 
65,585

 
 
 
65,585

 
 
 
54,016

 
 
 
54,016

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Tommy Hilfiger North America
 
31,316

 
(6,651
)
 
37,967

 
 
 
6,424

 
$
(24,479
)
 
30,903

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Tommy Hilfiger International
 
37,673

 
                  

 
37,673

 
 
 
(13,633
)
 
(39,376
)
 
25,743

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Tommy Hilfiger
 
68,989

 
(6,651
)
 
75,640

 
 
 
(7,209
)
 
(63,855
)
 
56,646

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Corporate
 
(24,645
)
 
(4,575
)
 
(20,070
)
 
 
 
(122,000
)
 
(102,227
)
 
(19,773
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total earnings (loss) before interest and taxes
 
$
133,479

 
$
(17,876
)
 
$
151,355

 
 
 
$
(44,146
)
 
$
(166,082
)
 
$
121,936

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

(1) 
Adjustments for the quarter ended July 31, 2011 represent the elimination of the costs incurred in connection with the Company’s integration of Tommy Hilfiger and the related restructuring and the Company’s negotiated early termination of its license to market sportswear under the Timberland brand, which will become effective in 2012.

(2) 
Adjustments for the quarter ended August 1, 2010 represent the elimination of the costs incurred in connection with the Company’s acquisition and integration of Tommy Hilfiger, including transaction, restructuring and debt extinguishment costs, short-lived non-cash valuation amortization charges and the effects of hedges against Euro to U.S. dollar exchange rates relating to the purchase price.

23

PVH CORP.
 
 
 
 
 
 
 
Segment Data (Continued)
 
 
 
 
 
 
 
(In Thousands)
 
 
 
 
 
 
 
REVENUE BY SEGMENT
 
 
 
 
 
 
 
 
 
Six Months Ended
 
 
 
Six Months Ended
 
 
 
7/31/11
 
 
 
8/1/10
 
Heritage Brand Wholesale Dress Furnishings
 
 
 
 
 
 
 
Net sales
 
$
258,460

 
 
 
$
235,099

 
Royalty revenue
 
2,953

 
 
 
2,764

 
Advertising and other revenue
 
818

 
 
 
1,016

 
Total
 
262,231

 
 
 
238,879

 
 
 
 
 
 
 
 
 
Heritage Brand Wholesale Sportswear
 
 
 
 
 
 
 
Net sales
 
231,561

 
 
 
223,875

 
Royalty revenue
 
5,148

 
 
 
5,101

 
Advertising and other revenue
 
881

 
 
 
898

 
Total
 
237,590

 
 
 
229,874

 
 
 
 
 
 
 
 
 
Heritage Brand Retail
 
 
 
 
 
 
 
Net sales
 
306,889

 
 
 
306,615

 
Royalty revenue
 
2,537

 
 
 
2,368

 
Advertising and other revenue
 
518

 
 
 
424

 
Total
 
309,944

 
 
 
309,407

 
 
 
 
 
 
 
 
 
Total Heritage Brands
 
 
 
 
 
 
 
Net sales
 
796,910

 
 
 
765,589

 
Royalty revenue
 
10,638

 
 
 
10,233

 
Advertising and other revenue
 
2,217

 
 
 
2,338

 
Total
 
809,765

 
 
 
778,160

 
 
 
 
 
 
 
 
 
Other (Calvin Klein Apparel)
 
 
 
 
 
 
 
Net sales
 
295,342

 
 
 
242,446

 
Total
 
295,342

 
 
 
242,446

 
 
 
 
 
 
 
 
 
Calvin Klein Licensing
 
 
 
 
 
 
 
Net sales
 
15,435

 
 
 
14,655

 
Royalty revenue
 
124,512

 
 
 
112,027

 
Advertising and other revenue
 
50,257

 
 
 
42,849

 
Total
 
190,204

 
 
 
169,531

 
 
 
 
 
 
 
 
 
Total Calvin Klein
 
 
 
 
 
 
 
Net sales
 
310,777

 
 
 
257,101

 
Royalty revenue
 
124,512

 
 
 
112,027

 
Advertising and other revenue
 
50,257

 
 
 
42,849

 
Total
 
485,546

 
 
 
411,977

 
 
 
 
 
 
 
 
 
Tommy Hilfiger North America
 
 
 
 
 
 
 
Net sales
 
561,397

 
 
 
256,144

 
Royalty revenue
 
7,121

 
 
 
4,051

 
Advertising and other revenue
 
3,291

 
 
 
833

 
Total
 
571,809

 
 
 
261,028

 
 
 
 
 
 
 
 
 
Tommy Hilfiger International
 
 
 
 
 
 
 
Net sales
 
815,632

 
 
 
263,293

 
Royalty revenue
 
18,813

 
 
 
6,654

 
Advertising and other revenue
 
2,063

 
 
 
1,200

 
Total
 
836,508

 
 
 
271,147

 
 
 
 
 
 
 
 
 
Total Tommy Hilfiger
 
 
 
 
 
 
 
Net sales
 
1,377,029

 
 
 
519,437

 
Royalty revenue
 
25,934

 
 
 
10,705

 
Advertising and other revenue
 
5,354

 
 
 
2,033

 
Total
 
1,408,317

 
 
 
532,175

 
 
 
 
 
 
 
 
 
Total Revenue
 
 
 
 
 
 
 
Net sales
 
2,484,716

 
 
 
1,542,127

 
Royalty revenue
 
161,084

 
 
 
132,965

 
Advertising and other revenue
 
57,828

 
 
 
47,220

 
Total
 
$
2,703,628

 
 
 
$
1,722,312

 
 
 
 
 
 
 
 
 



24

PVH CORP.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment Data (Continued)
 
 
 
 
 
 
 
 
 
(In thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
EARNINGS (LOSS) BEFORE INTEREST AND TAXES BY SEGMENT
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended
 
 
 
Six Months Ended
 
 
 
7/31/11
 
 
 
8/1/10
 
 
 
Results
 
 
 
 
 
 
 
Results
 
 
 
 
 
 
 
Under
 
 
 
Non-GAAP
 
 
 
Under
 
 
 
Non-GAAP
 
 
 
GAAP
 
Adjustments(1)
 
Results
 
 
 
GAAP
 
Adjustments(2)
 
Results
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Heritage Brand Wholesale Dress Furnishings
 
$
34,518

 
                  

 
$
34,518

 
 
 
$
25,519

 
                  

 
$
25,519

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Heritage Brand Wholesale Sportswear
 
7,912

 
$
(6,650
)
 
14,562

 
 
 
28,082

 
 
 
28,082

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Heritage Brand Retail
 
19,761

 
 
 
19,761

 
 
 
25,478

 
 
 
25,478

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Heritage Brands
 
62,191

 
(6,650
)
 
68,841

 
 
 
79,079

 
 
 
79,079

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other (Calvin Klein Apparel)
 
43,065

 
 
 
43,065

 
 
 
28,371

 
 
 
28,371

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Calvin Klein Licensing
 
77,603

 
 
 
77,603

 
 
 
76,333

 
 
 
76,333

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Calvin Klein
 
120,668

 
 
 
120,668

 
 
 
104,704

 
 
 
104,704

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Tommy Hilfiger North America
 
18,995

 
(30,142
)
 
49,137

 
 
 
6,424

 
$
(24,479
)
 
30,903

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Tommy Hilfiger International
 
116,655

 
(448
)
 
117,103

 
 
 
(13,633
)
 
(39,376
)
 
25,743

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Tommy Hilfiger
 
135,650

 
(30,590
)
 
166,240

 
 
 
(7,209
)
 
(63,855
)
 
56,646

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Corporate
 
(64,586
)
 
(27,328
)
 
(37,258
)
 
 
 
(243,277
)
 
(206,255
)
 
(37,022
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total earnings (loss) before interest and taxes
 
$
253,923

 
$
(64,568
)
 
$
318,491

 
 
 
$
(66,703
)
 
$
(270,110
)
 
$
203,407

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

(1) 
Adjustments for the six months ended July 31, 2011 represent the elimination of the costs incurred in connection with the Company's (i) integration of Tommy Hilfiger and the related restructuring; (ii) modification of its credit facility; and (iii) negotiated early termination of its license to market sportswear under the Timberland brand, which will become effective in 2012.

(2) 
Adjustments for the six months ended August 1, 2010 represent the elimination of the costs incurred in connection with the Company’s acquisition and integration of Tommy Hilfiger, including transaction, restructuring and debt extinguishment costs, short-lived non-cash valuation amortization charges and the effects of hedges against Euro to U.S. dollar exchange rates relating to the purchase price.

25

PVH CORP.
Full Year and Third Quarter Reconciliations of GAAP to Non-GAAP Amounts

The Company believes presenting its (1) 2011 estimated results excluding (i) the costs expected to be incurred in connection with its integration of Tommy Hilfiger and the related restructuring; (ii) the costs incurred in connection with its modification of its credit facility; (iii) the costs incurred in connection with the negotiated early termination of its license to market sportswear under the Timberland brand, which will become effective in 2012; and (iv) the estimated tax effects associated with these costs, and (2) 2010 results excluding (i) the costs incurred in connection with its acquisition and integration of Tommy Hilfiger; (ii) the costs incurred in connection with the exit from its United Kingdom and Ireland Van Heusen dress furnishings and accessories business; (iii) the tax effects associated with these costs; and (iv) a tax benefit related to the lapse of the statute of limitations with respect to certain previously unrecognized tax positions, both of which are on a non-GAAP basis, provides useful additional information to investors. The Company believes that the exclusion of such amounts facilitates comparing current results against past and future results by eliminating amounts that it believes are not comparable between periods, thereby permitting management to evaluate performance and investors to make decisions based on the ongoing operations of the Company. The Company believes that investors often look at ongoing operations of an enterprise as a measure of assessing performance. The Company has provided the reconciliations set forth below to present its estimates on a GAAP basis and excluding these amounts. The Company uses its results excluding these amounts to evaluate its operating performance and to discuss its business with investment institutions, the Company’s Board of Directors and others. The Company’s earnings per share amounts excluding the costs associated with its acquisition and integration of Tommy Hilfiger and the related restructuring, the modification of its credit facility, the negotiated early termination of its Timberland license and the exit from its United Kingdom and Ireland Van Heusen dress furnishings and accessories business are also the basis for certain incentive compensation calculations. The estimated tax effects associated with the above costs are based on the Company’s assessment of deductibility. In making this assessment, the Company evaluated each item that it has recorded or expects to record as an acquisition, integration, exit, termination, restructuring, debt modification or debt extinguishment cost to determine if such cost is tax deductible, and if so, in what jurisdiction the deduction would occur. All items above were identified as either primarily tax deductible in the United States, in which case the Company assumed a combined federal and state tax rate of 38.0%, or as non-deductible, in which case the Company assumed no tax benefit. The assumptions used were consistently applied for both GAAP and non-GAAP earnings amounts.

(Dollar amounts in millions, except per share data)
2011 Integration, Exit, Termination, Restructuring and Debt Modification Costs and Net Income Per Common Share Reconciliations
 
 
 
 
 
 
 
 
 
Full Year
 
Third Quarter
 
 
 
2011
 
2011
 
 
 
(Estimated)
 
(Estimated)
 
 
 
 
 
 
 
Integration, exit, termination, restructuring and debt modification costs expected to be incurred (please see “Non-GAAP Exclusions” section for detail):
 
 
 
 
 
Pre-tax
 
$85.0
 
$15.0
 
Tax impacts
 
(26.0)
 
(5.0)
 
After tax
 
$59.0
 
$10.0
 
 
 
 
 
 
 
GAAP net income per common share
 
$4.19 - $4.31
 
$1.61 - $1.67
 
Estimated per common share impact of after tax integration, exit, termination, restructuring and debt modification costs
 
$0.81
 
$0.14
 
Net income per common share excluding impact of integration, exit, termination, restructuring and debt modification costs
 
$5.00 - $5.12
 
$1.75 - $1.81
 


26

PVH CORP.
Full Year and Third Quarter Reconciliations of GAAP to Non-GAAP Amounts (Continued)


2011 Estimated Full Year Operating Margin Reconciliations

 
 
Full Year 2011
 
 
(Estimated)
GAAP
 
 
 
 
Revenue
 
$
5,780

-
$
5,820

Earnings before interest and taxes
 
570

-
585

Operating margin
 
9.9
%
-
10.1
%
 
 
 
 
 
Pre-tax integration, exit, termination, restructuring and debt modification costs expected to be incurred
 
85

 
85

 
 
 
 
 
Excluding integration, exit, termination, restructuring and debt modification costs expected to be incurred
 
 
 
 
Revenue
 
$
5,780

-
$
5,820

Earnings before interest and taxes
 
655

-
670

Operating margin
 
11.3
%
-
11.5
%
 
 
 
 
 



Full Year and Third Quarter 2010 Reconciliation of GAAP Diluted Net Income Per Common Share to Non-GAAP Diluted Net Income Per Common Share
 
 
 
 
 
 
 
 
 
 
 
Full Year 2010
 
 
 
Third Quarter 2010
 
 
 
(Actual)
 
 
 
(Actual)
 
 
 
Results Under GAAP
 
Adjustments
 
Non-GAAP Results
 
 
 
Results Under GAAP
 
Adjustments
 
Non-GAAP Results
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income
 
$
53.8

 
$
(233.2
)
(1) 
$
287.0

 
 
 
$
99.8

 
$
(19.8
)
(2) 
$
119.7

 
Total weighted average shares
 
67.4

 
 
 
67.4

 
 
 
71.8

 
 
 
71.8

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Diluted net income per common share
 
$
0.80

 
 
 
$
4.26

 
 
 
$
1.39

 
 
 
$
1.67

 

(1) 
Represents the impact on net income in the year ended January 30, 2011 from the elimination of (i) costs incurred in connection with the Company’s acquisition and integration of Tommy Hilfiger, including transaction, restructuring and debt extinguishment costs, short-lived non-cash valuation amortization charges and the effects of hedges against Euro to U.S. dollar exchange rates relating to the purchase price; (ii) the costs incurred in connection with the Company’s exit from its United Kingdom and Ireland Van Heusen dress furnishings and accessories business; and (iii) a tax benefit related to the lapse of the statute of limitations with respect to certain previously unrecognized tax positions.

(2) 
Represents the impact on net income in the quarter ended October 31, 2010 from the elimination of costs incurred in connection with the Company’s acquisition and integration of Tommy Hilfiger, principally including restructuring and short-lived non-cash valuation amortization charges.

27