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Share Name | Share Symbol | Market | Type |
---|---|---|---|
PVH Corp | NYSE:PVH | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 108.80 | 0 | 09:30:55 |
(Mark One)
|
|
|
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
||
For the quarterly period ended
|
May 5, 2019
|
|
PVH CORP.
|
(Exact name of registrant as specified in its charter)
|
Delaware
|
|
13-1166910
|
(State or other jurisdiction of
|
|
(I.R.S. Employer
|
incorporation or organization)
|
|
Identification No.)
|
|
|
|
200 Madison Avenue, New York, New York
|
|
10016
|
(Address of principal executive offices)
|
|
(Zip Code)
|
(212) 381-3500
|
(Registrant’s telephone number, including area code)
|
Title of each class
|
Trading Symbol
|
Name of each exchange on which registered
|
Common Stock, $1.00 par value
|
PVH
|
New York Stock Exchange
|
Large accelerated filer
x
|
Accelerated filer
o
|
Non-accelerated filer
o
|
Smaller reporting company
o
|
|
Emerging growth company
o
|
|
Thirteen Weeks Ended
|
||||||
|
May 5,
|
|
May 6,
|
||||
|
2019
|
|
2018
|
||||
Net sales
|
$
|
2,237.3
|
|
|
$
|
2,193.5
|
|
Royalty revenue
|
89.4
|
|
|
89.4
|
|
||
Advertising and other revenue
|
29.6
|
|
|
31.7
|
|
||
Total revenue
|
2,356.3
|
|
|
2,314.6
|
|
||
Cost of goods sold (exclusive of depreciation and amortization)
|
1,060.4
|
|
|
1,023.6
|
|
||
Gross profit
|
1,295.9
|
|
|
1,291.0
|
|
||
Selling, general and administrative expenses
|
1,161.5
|
|
|
1,053.0
|
|
||
Non-service related pension and postretirement income
|
(2.2
|
)
|
|
(2.5
|
)
|
||
Debt modification and extinguishment costs
|
5.2
|
|
|
—
|
|
||
Equity in net income of unconsolidated affiliates
|
3.7
|
|
|
3.8
|
|
||
Income before interest and taxes
|
135.1
|
|
|
244.3
|
|
||
Interest expense
|
31.0
|
|
|
29.4
|
|
||
Interest income
|
1.1
|
|
|
1.0
|
|
||
Income before taxes
|
105.2
|
|
|
215.9
|
|
||
Income tax expense
|
23.6
|
|
|
37.0
|
|
||
Net income
|
81.6
|
|
|
178.9
|
|
||
Less: Net loss attributable to redeemable non-controlling interest
|
(0.4
|
)
|
|
(0.5
|
)
|
||
Net income attributable to PVH Corp.
|
$
|
82.0
|
|
|
$
|
179.4
|
|
Basic net income per common share attributable to PVH Corp.
|
$
|
1.09
|
|
|
$
|
2.33
|
|
Diluted net income per common share attributable to PVH Corp.
|
$
|
1.08
|
|
|
$
|
2.29
|
|
|
Thirteen Weeks Ended
|
||||||
|
May 5,
|
|
May 6,
|
||||
|
2019
|
|
2018
|
||||
|
|
|
|
||||
Net income
|
$
|
81.6
|
|
|
$
|
178.9
|
|
Other comprehensive (loss) income:
|
|
|
|
||||
Foreign currency translation adjustments
|
(111.6
|
)
|
|
(172.2
|
)
|
||
Net unrealized and realized gain related to effective cash flow hedges, net of tax expense of $0.4 and $2.7
|
13.4
|
|
|
50.1
|
|
||
Net gain on net investment hedges, net of tax expense of $7.2 and $12.0
|
22.4
|
|
|
37.0
|
|
||
Total other comprehensive loss
|
(75.8
|
)
|
|
(85.1
|
)
|
||
Comprehensive income
|
5.8
|
|
|
93.8
|
|
||
Less: Comprehensive loss attributable to redeemable non-controlling interest
|
(0.4
|
)
|
|
(0.5
|
)
|
||
Comprehensive income attributable to PVH Corp.
|
$
|
6.2
|
|
|
$
|
94.3
|
|
|
Thirteen Weeks Ended
|
||||||
|
May 5,
|
|
May 6,
|
||||
|
2019
|
|
2018
|
||||
OPERATING ACTIVITIES
|
|
|
|
||||
Net income
|
$
|
81.6
|
|
|
$
|
178.9
|
|
Adjustments to reconcile to net cash used by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
76.5
|
|
|
83.2
|
|
||
Equity in net income of unconsolidated affiliates
|
(3.7
|
)
|
|
(3.8
|
)
|
||
Deferred taxes
|
(10.1
|
)
|
|
5.6
|
|
||
Stock-based compensation expense
|
13.9
|
|
|
11.6
|
|
||
Impairment of long-lived assets
|
83.7
|
|
|
—
|
|
||
Debt modification and extinguishment costs
|
5.2
|
|
|
—
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Trade receivables, net
|
(86.3
|
)
|
|
(145.4
|
)
|
||
Other receivables
|
0.6
|
|
|
12.7
|
|
||
Inventories, net
|
99.8
|
|
|
33.9
|
|
||
Accounts payable, accrued expenses and deferred revenue
|
(286.6
|
)
|
|
(313.8
|
)
|
||
Prepaid expenses
|
(28.0
|
)
|
|
(21.4
|
)
|
||
Contingent purchase price payments to Mr. Calvin Klein
|
—
|
|
|
(14.6
|
)
|
||
Other, net
|
(19.8
|
)
|
|
47.4
|
|
||
Net cash used by operating activities
|
(73.2
|
)
|
|
(125.7
|
)
|
||
INVESTING ACTIVITIES
(1)
|
|
|
|
||||
Acquisitions, net of cash acquired
|
—
|
|
|
(15.9
|
)
|
||
Purchases of property, plant and equipment
|
(76.7
|
)
|
|
(76.7
|
)
|
||
Net cash used by investing activities
|
(76.7
|
)
|
|
(92.6
|
)
|
||
FINANCING ACTIVITIES
(1)
|
|
|
|
||||
Net proceeds from short-term borrowings
|
286.9
|
|
|
235.0
|
|
||
Proceeds from 2019 facilities, net of related fees
|
1,643.5
|
|
|
—
|
|
||
Repayment of 2016 facilities
|
(1,649.3
|
)
|
|
—
|
|
||
Net proceeds from settlement of awards under stock plans
|
1.9
|
|
|
13.2
|
|
||
Cash dividends
|
(5.7
|
)
|
|
(5.9
|
)
|
||
Acquisition of treasury shares
|
(77.5
|
)
|
|
(75.1
|
)
|
||
Payments of finance lease liabilities
|
(1.5
|
)
|
|
(1.2
|
)
|
||
Net cash provided by financing activities
|
198.3
|
|
|
166.0
|
|
||
Effect of exchange rate changes on cash and cash equivalents
|
(6.1
|
)
|
|
(7.1
|
)
|
||
Increase (decrease) in cash and cash equivalents
|
42.3
|
|
|
(59.4
|
)
|
||
Cash and cash equivalents at beginning of period
|
452.0
|
|
|
493.9
|
|
||
Cash and cash equivalents at end of period
|
$
|
494.3
|
|
|
$
|
434.5
|
|
|
Thirteen Weeks Ended May 6, 2018
|
|||||||||||||||||||||||||||||||||
|
|
|
Stockholders’ Equity
|
|||||||||||||||||||||||||||||||
|
|
|
|
|
Common Stock
|
|
Additional
Paid In Capital-
Common
Stock
|
|
|
|
Accumulated
Other
Comprehensive Loss
|
|
|
|
Total Stockholders’ Equity
|
|||||||||||||||||||
|
Redeemable
Non-Controlling
Interest
|
|
Preferred
Stock
|
|
Shares
|
|
$1 par
Value
|
|
|
Retained
Earnings
|
|
|
Treasury
Stock
|
|
||||||||||||||||||||
February 4, 2018
|
2.0
|
|
|
—
|
|
|
84,851,079
|
|
|
84.9
|
|
|
2,941.2
|
|
|
3,625.2
|
|
|
(321.5
|
)
|
|
(793.4
|
)
|
|
5,536.4
|
|
||||||||
Net income attributable to PVH Corp.
|
|
|
|
|
|
|
|
|
|
|
179.4
|
|
|
|
|
|
|
179.4
|
|
|||||||||||||||
Foreign currency translation adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
(172.2
|
)
|
|
|
|
(172.2
|
)
|
|||||||||||||||
Net unrealized and realized gain related to effective cash flow hedges, net of tax expense of $2.7
|
|
|
|
|
|
|
|
|
|
|
|
|
50.1
|
|
|
|
|
50.1
|
|
|||||||||||||||
Net gain on net investment hedges, net of tax expense of $12.0
|
|
|
|
|
|
|
|
|
|
|
|
|
37.0
|
|
|
|
|
37.0
|
|
|||||||||||||||
Comprehensive income attributable to PVH Corp.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
94.3
|
|
||||||||||||||||
Cumulative-effect adjustment related to the adoption of accounting guidance for revenue recognition
|
|
|
|
|
|
|
|
|
|
|
(1.9
|
)
|
|
|
|
|
|
(1.9
|
)
|
|||||||||||||||
Cumulative-effect adjustment related to the adoption of accounting guidance for income tax accounting on intercompany sales or transfers of assets other than inventory
|
|
|
|
|
|
|
|
|
|
|
(8.0
|
)
|
|
|
|
|
|
(8.0
|
)
|
|||||||||||||||
Settlement of awards under stock plans
|
|
|
|
|
481,647
|
|
|
0.4
|
|
|
12.8
|
|
|
|
|
|
|
|
|
13.2
|
|
|||||||||||||
Stock-based compensation expense
|
|
|
|
|
|
|
|
|
11.6
|
|
|
|
|
|
|
|
|
11.6
|
|
|||||||||||||||
Cash dividends ($0.075 per share)
|
|
|
|
|
|
|
|
|
|
|
(5.9
|
)
|
|
|
|
|
|
(5.9
|
)
|
|||||||||||||||
Acquisition of 494,898 treasury shares
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(75.1
|
)
|
|
(75.1
|
)
|
|||||||||||||||
Net loss attributable to redeemable non-controlling interest
|
(0.5
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
May 6, 2018
|
$
|
1.5
|
|
|
$
|
—
|
|
|
85,332,726
|
|
|
$
|
85.3
|
|
|
$
|
2,965.6
|
|
|
$
|
3,788.8
|
|
|
$
|
(406.6
|
)
|
|
$
|
(868.5
|
)
|
|
$
|
5,564.6
|
|
|
Thirteen Weeks Ended May 5, 2019
|
|||||||||||||||||||||||||||||||||
|
|
|
Stockholders’ Equity
|
|||||||||||||||||||||||||||||||
|
|
|
|
|
Common Stock
|
|
Additional
Paid In Capital-
Common
Stock
|
|
|
|
Accumulated
Other
Comprehensive Loss
|
|
|
|
Total Stockholders’ Equity
|
|||||||||||||||||||
|
Redeemable
Non-Controlling
Interest
|
|
Preferred
Stock
|
|
Shares
|
|
$1 par
Value
|
|
|
Retained
Earnings
|
|
|
Treasury
Stock
|
|
||||||||||||||||||||
February 3, 2019
|
$
|
0.2
|
|
|
$
|
—
|
|
|
85,446,141
|
|
|
$
|
85.4
|
|
|
$
|
3,017.3
|
|
|
$
|
4,350.1
|
|
|
$
|
(507.9
|
)
|
|
$
|
(1,117.1
|
)
|
|
$
|
5,827.8
|
|
Net income attributable to PVH Corp.
|
|
|
|
|
|
|
|
|
|
|
82.0
|
|
|
|
|
|
|
82.0
|
|
|||||||||||||||
Foreign currency translation adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
(111.6
|
)
|
|
|
|
(111.6
|
)
|
|||||||||||||||
Net unrealized and realized gain related to effective cash flow hedges, net of tax expense of $0.4
|
|
|
|
|
|
|
|
|
|
|
|
|
13.4
|
|
|
|
|
13.4
|
|
|||||||||||||||
Net gain on net investment hedges, net of tax expense of $7.2
|
|
|
|
|
|
|
|
|
|
|
|
|
22.4
|
|
|
|
|
22.4
|
|
|||||||||||||||
Comprehensive income attributable to PVH Corp.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6.2
|
|
||||||||||||||||
Cumulative-effect adjustment related to the adoption of accounting guidance for leases
|
|
|
|
|
|
|
|
|
|
|
(3.1
|
)
|
|
|
|
|
|
(3.1
|
)
|
|||||||||||||||
Settlement of awards under stock plans
|
|
|
|
|
371,129
|
|
|
0.4
|
|
|
1.5
|
|
|
|
|
|
|
|
|
1.9
|
|
|||||||||||||
Stock-based compensation expense
|
|
|
|
|
|
|
|
|
13.9
|
|
|
|
|
|
|
|
|
13.9
|
|
|||||||||||||||
Cash dividends ($0.075 per share)
|
|
|
|
|
|
|
|
|
|
|
(5.7
|
)
|
|
|
|
|
|
(5.7
|
)
|
|||||||||||||||
Acquisition of 659,630 treasury shares
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(79.5
|
)
|
|
(79.5
|
)
|
|||||||||||||||
Net loss attributable to redeemable non-controlling interest
|
(0.4
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
May 5, 2019
|
$
|
(0.2
|
)
|
|
$
|
—
|
|
|
85,817,270
|
|
|
$
|
85.8
|
|
|
$
|
3,032.7
|
|
|
$
|
4,423.3
|
|
|
$
|
(583.7
|
)
|
|
$
|
(1,196.6
|
)
|
|
$
|
5,761.5
|
|
(In millions)
|
Thirteen Weeks Ended
|
||||||
|
5/5/19
|
|
5/6/18
|
||||
Deferred revenue balance at beginning of period
|
$
|
65.3
|
|
|
$
|
39.2
|
|
Impact of adopting the new revenue standard
|
|
|
|
15.6
|
|
||
Net additions to deferred revenue during the period
|
42.0
|
|
|
32.5
|
|
||
Reductions in deferred revenue for revenue recognized during the period
(1)
|
(51.4
|
)
|
|
(39.5
|
)
|
||
Deferred revenue balance at end of period
|
$
|
55.9
|
|
|
$
|
47.8
|
|
(In millions)
|
Calvin Klein North America
|
|
Calvin Klein International
|
|
Tommy Hilfiger North America
|
|
Tommy Hilfiger International
|
|
Heritage Brands Wholesale
|
|
Heritage Brands Retail
|
|
Total
|
||||||||||||||
Balance as of February 3, 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Goodwill, gross
|
$
|
780.3
|
|
|
$
|
909.5
|
|
|
$
|
204.4
|
|
|
$
|
1,529.8
|
|
|
$
|
246.5
|
|
|
$
|
11.9
|
|
|
$
|
3,682.4
|
|
Accumulated impairment losses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11.9
|
)
|
|
(11.9
|
)
|
|||||||
Goodwill, net
|
780.3
|
|
|
909.5
|
|
|
204.4
|
|
|
1,529.8
|
|
|
246.5
|
|
|
—
|
|
|
3,670.5
|
|
|||||||
Currency translation
|
(0.2
|
)
|
|
(12.3
|
)
|
|
—
|
|
|
(32.3
|
)
|
|
—
|
|
|
—
|
|
|
(44.8
|
)
|
|||||||
Balance as of May 5, 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Goodwill, gross
|
780.1
|
|
|
897.2
|
|
|
204.4
|
|
|
1,497.5
|
|
|
246.5
|
|
|
11.9
|
|
|
3,637.6
|
|
|||||||
Accumulated impairment losses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11.9
|
)
|
|
(11.9
|
)
|
|||||||
Goodwill, net
|
$
|
780.1
|
|
|
$
|
897.2
|
|
|
$
|
204.4
|
|
|
$
|
1,497.5
|
|
|
$
|
246.5
|
|
|
$
|
—
|
|
|
$
|
3,625.7
|
|
–
|
A plan for certain current and former members of Tommy Hilfiger’s domestic senior management. The plan is frozen and, as a result, participants do not accrue additional benefits.
|
–
|
A capital accumulation program for certain current and former senior executives. Under the individual participants’ agreements, the participants in the program will receive a predetermined amount during the
ten
years following the
|
–
|
A plan for certain employees resident in the United States who meet certain age and service requirements that provides benefits for compensation in excess of Internal Revenue Service earnings limits and requires payments to vested employees upon, or shortly after, employment termination or retirement.
|
|
Pension Plans
|
|
SERP Plans
|
||||||||||||
|
Thirteen Weeks Ended
|
|
Thirteen Weeks Ended
|
||||||||||||
(In millions)
|
5/5/19
|
|
5/6/18
|
|
5/5/19
|
|
5/6/18
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Service cost
|
$
|
8.2
|
|
|
$
|
8.3
|
|
|
$
|
1.5
|
|
|
$
|
1.3
|
|
Interest cost
|
6.9
|
|
|
6.5
|
|
|
1.0
|
|
|
1.0
|
|
||||
Expected return on plan assets
|
(10.1
|
)
|
|
(10.0
|
)
|
|
—
|
|
|
—
|
|
||||
Total
|
$
|
5.0
|
|
|
$
|
4.8
|
|
|
$
|
2.5
|
|
|
$
|
2.3
|
|
(In millions)
|
5/5/19
|
|
2/3/19
|
|
5/6/18
|
||||||
|
|
|
|
|
|
||||||
Senior unsecured Term Loan A facilities due 2024
(1)(2)
|
$
|
1,644.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Senior secured Term Loan A facility due 2021
|
—
|
|
|
1,643.8
|
|
|
1,792.4
|
|
|||
7 3/4% debentures due 2023
|
99.6
|
|
|
99.6
|
|
|
99.6
|
|
|||
3 5/8% senior unsecured euro notes due 2024
(2)
|
385.8
|
|
|
396.5
|
|
|
413.0
|
|
|||
3 1/8% senior unsecured euro notes due 2027
(2)
|
661.0
|
|
|
679.5
|
|
|
708.2
|
|
|||
Total
|
2,790.4
|
|
|
2,819.4
|
|
|
3,013.2
|
|
|||
Less: Current portion of long-term debt
|
31.0
|
|
|
—
|
|
|
—
|
|
|||
Long-term debt
|
$
|
2,759.4
|
|
|
$
|
2,819.4
|
|
|
$
|
3,013.2
|
|
(In millions)
|
|
|
|
|
|
|
|
|
|
|
||||
Designation Date
|
|
Commencement Date
|
|
Initial Notional Amount
|
|
Notional Amount Outstanding as of May 5, 2019
|
|
Fixed Rate
|
|
Expiration Date
|
||||
January 2019
|
|
February 2020
|
|
$
|
50.0
|
|
|
$
|
—
|
|
|
2.4187%
|
|
February 2021
|
November 2018
|
|
February 2019
|
|
139.2
|
|
|
139.2
|
|
|
2.8645%
|
|
February 2021
|
||
October 2018
|
|
February 2019
|
|
115.7
|
|
|
115.7
|
|
|
2.9975%
|
|
February 2021
|
||
June 2018
|
|
August 2018
|
|
50.0
|
|
|
50.0
|
|
|
2.6825%
|
|
February 2021
|
||
June 2017
|
|
February 2018
|
|
306.5
|
|
|
181.5
|
|
|
1.566%
|
|
February 2020
|
||
July 2014
|
|
February 2016
|
|
682.6
|
|
|
—
|
|
|
1.924%
|
|
February 2018
|
(In millions)
|
Assets
|
|
Liabilities
|
||||||||||||||||||||||||||||||||||||||
|
5/5/19
|
|
2/3/19
|
|
5/6/18
|
|
5/5/19
|
|
2/3/19
|
|
5/6/18
|
||||||||||||||||||||||||||||||
|
Other Current Assets
|
Other Assets
|
|
Other Current Assets
|
Other Assets
|
|
Other Current Assets
|
Other Assets
|
|
Accrued Expenses
|
Other Liabilities
|
|
Accrued Expenses
|
Other Liabilities
|
|
Accrued Expenses
|
Other Liabilities
|
||||||||||||||||||||||||
Contracts designated as cash flow hedges:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Foreign currency forward exchange contracts (inventory purchases)
|
$
|
35.6
|
|
$
|
1.5
|
|
|
$
|
24.0
|
|
$
|
0.7
|
|
|
$
|
8.1
|
|
$
|
1.6
|
|
|
$
|
0.5
|
|
$
|
0.0
|
|
|
$
|
3.5
|
|
$
|
0.7
|
|
|
$
|
14.8
|
|
$
|
0.2
|
|
Interest rate swap agreements
|
0.9
|
|
—
|
|
|
1.4
|
|
0.0
|
|
|
1.7
|
|
1.1
|
|
|
1.7
|
|
1.9
|
|
|
1.2
|
|
1.6
|
|
|
—
|
|
—
|
|
||||||||||||
Total contracts designated as cash flow hedges
|
36.5
|
|
1.5
|
|
|
25.4
|
|
0.7
|
|
|
9.8
|
|
2.7
|
|
|
2.2
|
|
1.9
|
|
|
4.7
|
|
2.3
|
|
|
14.8
|
|
0.2
|
|
||||||||||||
Undesignated contracts:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Foreign currency forward exchange contracts
|
0.7
|
|
—
|
|
|
0.1
|
|
—
|
|
|
0.7
|
|
—
|
|
|
1.7
|
|
—
|
|
|
2.0
|
|
—
|
|
|
1.6
|
|
—
|
|
||||||||||||
Total
|
$
|
37.2
|
|
$
|
1.5
|
|
|
$
|
25.5
|
|
$
|
0.7
|
|
|
$
|
10.5
|
|
$
|
2.7
|
|
|
$
|
3.9
|
|
$
|
1.9
|
|
|
$
|
6.7
|
|
$
|
2.3
|
|
|
$
|
16.4
|
|
$
|
0.2
|
|
|
|
Gain (Loss) Recognized in Other Comprehensive (Loss) Income
|
||||||
(In millions)
|
|
|||||||
Thirteen Weeks Ended
|
|
5/5/19
|
|
5/6/18
|
||||
Foreign currency forward exchange contracts (inventory purchases)
|
|
$
|
30.1
|
|
|
$
|
29.4
|
|
Interest rate swap agreements
|
|
(1.1
|
)
|
|
0.5
|
|
||
Foreign currency borrowings (net investment hedges)
|
|
29.6
|
|
|
49.0
|
|
||
Total
|
|
$
|
58.6
|
|
|
$
|
78.9
|
|
|
|
Amount of Gain (Loss) Reclassified from AOCL into Income (Expense), Consolidated Income Statement Location, and Total Amount of Consolidated Income Statement Line Item
|
||||||||||||||||
(In millions)
|
|
Amount Reclassified
|
|
Location
|
|
Total Income Statement Amount
|
||||||||||||
Thirteen Weeks Ended
|
|
5/5/19
|
|
5/6/18
|
|
|
|
5/5/19
|
|
5/6/18
|
||||||||
Foreign currency forward exchange contracts (inventory purchases)
|
|
$
|
15.0
|
|
|
$
|
(22.9
|
)
|
|
Cost of goods sold
|
|
$
|
1,060.4
|
|
|
$
|
1,023.6
|
|
Interest rate swap agreements
|
|
0.2
|
|
|
0.0
|
|
|
Interest expense
|
|
31.0
|
|
|
29.4
|
|
||||
Total
|
|
$
|
15.2
|
|
|
$
|
(22.9
|
)
|
|
|
|
|
|
|
|
|
(In millions)
|
|
Loss Recognized in Expense
|
||||||
Thirteen Weeks Ended
|
|
5/5/19
|
|
5/6/18
|
||||
|
|
|
|
|
||||
Foreign currency forward exchange contracts
|
|
$
|
(0.1
|
)
|
|
$
|
(0.5
|
)
|
|
5/5/19
|
|
2/3/19
|
|
5/6/18
|
||||||||||||||||||||||||||||||
(In millions)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Foreign currency forward exchange contracts
|
N/A
|
|
$
|
37.8
|
|
|
N/A
|
|
$
|
37.8
|
|
|
N/A
|
|
$
|
24.8
|
|
|
N/A
|
|
$
|
24.8
|
|
|
N/A
|
|
$
|
10.4
|
|
|
N/A
|
|
$
|
10.4
|
|
Interest rate swap agreements
|
N/A
|
|
0.9
|
|
|
N/A
|
|
0.9
|
|
|
N/A
|
|
1.4
|
|
|
N/A
|
|
1.4
|
|
|
N/A
|
|
2.8
|
|
|
N/A
|
|
2.8
|
|
||||||
Total Assets
|
N/A
|
|
$
|
38.7
|
|
|
N/A
|
|
$
|
38.7
|
|
|
N/A
|
|
$
|
26.2
|
|
|
N/A
|
|
$
|
26.2
|
|
|
N/A
|
|
$
|
13.2
|
|
|
N/A
|
|
$
|
13.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Foreign currency forward exchange contracts
|
N/A
|
|
$
|
2.2
|
|
|
N/A
|
|
$
|
2.2
|
|
|
N/A
|
|
$
|
6.2
|
|
|
N/A
|
|
$
|
6.2
|
|
|
N/A
|
|
$
|
16.6
|
|
|
N/A
|
|
$
|
16.6
|
|
Interest rate swap agreements
|
N/A
|
|
3.6
|
|
|
N/A
|
|
3.6
|
|
|
N/A
|
|
2.8
|
|
|
N/A
|
|
2.8
|
|
|
N/A
|
|
N/A
|
|
|
N/A
|
|
N/A
|
|
||||||
Total Liabilities
|
N/A
|
|
$
|
5.8
|
|
|
N/A
|
|
$
|
5.8
|
|
|
N/A
|
|
$
|
9.0
|
|
|
N/A
|
|
$
|
9.0
|
|
|
N/A
|
|
$
|
16.6
|
|
|
N/A
|
|
$
|
16.6
|
|
(In millions)
|
Fair Value Measurement Using
|
|
Fair Value
As Of Impairment Date |
|
Total
Impairments |
||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
|
||||||||
Operating lease right-of-use assets
|
N/A
|
|
N/A
|
|
$
|
16.8
|
|
|
$
|
16.8
|
|
|
$
|
77.0
|
|
Property, plant and equipment, net
|
N/A
|
|
N/A
|
|
—
|
|
|
—
|
|
|
6.7
|
|
|
5/5/19
|
|
2/3/19
|
|
5/6/18
|
||||||||||||||||||
(In millions)
|
Carrying Amount
|
|
Fair
Value
|
|
Carrying Amount
|
|
Fair
Value
|
|
Carrying Amount
|
|
Fair
Value
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents
|
$
|
494.3
|
|
|
$
|
494.3
|
|
|
$
|
452.0
|
|
|
$
|
452.0
|
|
|
$
|
434.5
|
|
|
$
|
434.5
|
|
Short-term borrowings
|
299.7
|
|
|
299.7
|
|
|
12.8
|
|
|
12.8
|
|
|
254.5
|
|
|
254.5
|
|
||||||
Long-term debt (including portion classified as current)
|
2,790.4
|
|
|
2,907.7
|
|
|
2,819.4
|
|
|
2,853.7
|
|
|
3,013.2
|
|
|
3,076.6
|
|
|
5/5/19
|
|
5/6/18
|
||||
Weighted average risk-free interest rate
|
2.34
|
%
|
|
2.78
|
%
|
||
Weighted average expected stock option term (in years)
|
6.25
|
|
|
6.25
|
|
||
Weighted average Company volatility
|
28.03
|
%
|
|
26.92
|
%
|
||
Expected annual dividends per share
|
$
|
0.15
|
|
|
$
|
0.15
|
|
Weighted average grant date fair value per stock option
|
$
|
41.15
|
|
|
$
|
51.66
|
|
(In thousands, except per stock option data)
|
Stock Options
|
|
Weighted Average Exercise Price
Per Stock Option
|
|||
Outstanding at February 3, 2019
|
791
|
|
|
$
|
107.81
|
|
Granted
|
101
|
|
|
127.26
|
|
|
Exercised
|
24
|
|
|
78.96
|
|
|
Cancelled
|
1
|
|
|
96.42
|
|
|
Outstanding at May 5, 2019
|
867
|
|
|
$
|
110.88
|
|
Exercisable at May 5, 2019
|
584
|
|
|
$
|
105.19
|
|
(In thousands, except per RSU data)
|
RSUs
|
|
Weighted Average Grant Date Fair Value Per RSU
|
|||
Non-vested at February 3, 2019
|
847
|
|
|
$
|
122.97
|
|
Granted
|
324
|
|
|
129.29
|
|
|
Vested
|
283
|
|
|
114.20
|
|
|
Cancelled
|
25
|
|
|
123.78
|
|
|
Non-vested at May 5, 2019
|
863
|
|
|
$
|
128.19
|
|
|
5/5/19
|
|
5/6/18
|
||||
Risk-free interest rate
|
2.26
|
%
|
|
2.62
|
%
|
||
Expected Company volatility
|
29.88
|
%
|
|
29.78
|
%
|
||
Expected annual dividends per share
|
$
|
0.15
|
|
|
$
|
0.15
|
|
Weighted average grant date fair value per PSU
|
$
|
129.46
|
|
|
$
|
159.53
|
|
(In thousands, except per PSU data)
|
PSUs
|
|
Weighted Average Grant Date Fair Value Per PSU
|
|||
Non-vested at February 3, 2019
|
194
|
|
|
$
|
106.76
|
|
Granted at target
|
52
|
|
|
129.46
|
|
|
Reduction due to market condition achieved below target
|
10
|
|
|
87.16
|
|
|
Vested
|
67
|
|
|
87.16
|
|
|
Cancelled
|
5
|
|
|
105.59
|
|
|
Non-vested at May 5, 2019
|
164
|
|
|
$
|
123.11
|
|
(In millions) |
Foreign currency translation adjustments
|
|
Net unrealized and realized gain on effective cash flow hedges
|
|
Total
|
||||||
Balance, February 3, 2019
|
$
|
(537.6
|
)
|
|
$
|
29.7
|
|
|
$
|
(507.9
|
)
|
Other comprehensive (loss) income before reclassifications
|
(89.2
|
)
|
(1)(2)
|
27.7
|
|
|
(61.5
|
)
|
|||
Less: Amounts reclassified from AOCL
|
—
|
|
|
14.3
|
|
|
14.3
|
|
|||
Other comprehensive (loss) income
|
(89.2
|
)
|
|
13.4
|
|
|
(75.8
|
)
|
|||
Balance, May 5, 2019
|
$
|
(626.8
|
)
|
|
$
|
43.1
|
|
|
$
|
(583.7
|
)
|
(In millions) |
Foreign currency translation adjustments
|
|
Net unrealized and realized (loss) gain on effective cash flow hedges
|
|
Total
|
||||||
Balance, February 4, 2018
|
$
|
(249.4
|
)
|
|
$
|
(72.1
|
)
|
|
$
|
(321.5
|
)
|
Other comprehensive (loss) income before reclassifications
|
(135.2
|
)
|
(1)(2)
|
28.0
|
|
|
(107.2
|
)
|
|||
Less: Amounts reclassified from AOCL
|
—
|
|
|
(22.1
|
)
|
|
(22.1
|
)
|
|||
Other comprehensive (loss) income
|
(135.2
|
)
|
|
50.1
|
|
|
(85.1
|
)
|
|||
Balance, May 6, 2018
|
$
|
(384.6
|
)
|
|
$
|
(22.0
|
)
|
|
$
|
(406.6
|
)
|
|
Amount Reclassified from AOCL
|
|
Affected Line Item in the Company’s Consolidated Income Statements
|
||||||
|
Thirteen Weeks Ended
|
|
|
||||||
(In millions)
|
5/5/19
|
|
5/6/18
|
|
|
||||
Realized gain (loss) on effective cash flow hedges:
|
|
|
|
|
|
||||
Foreign currency forward exchange contracts (inventory purchases)
|
$
|
15.0
|
|
|
$
|
(22.9
|
)
|
|
Cost of goods sold
|
Interest rate swap agreements
|
0.2
|
|
|
—
|
|
|
Interest expense
|
||
Less: Tax effect
|
0.9
|
|
|
(0.8
|
)
|
|
Income tax expense
|
||
Total, net of tax
|
$
|
14.3
|
|
|
$
|
(22.1
|
)
|
|
|
|
|
|
|
Thirteen Weeks Ended
|
||
(In millions)
|
|
Line Item in the Company’s Consolidated Income Statement
|
|
5/5/19
|
||
Finance lease cost:
|
|
|
|
|
||
Amortization of right-of-use-assets
|
|
SG&A expenses (depreciation and amortization)
|
|
$
|
1.3
|
|
Interest on lease liabilities
|
|
Interest expense
|
|
0.1
|
|
|
Total finance lease cost
|
|
|
|
1.4
|
|
|
Operating lease cost
|
|
SG&A expenses
|
|
112.9
|
|
|
Short-term lease cost
|
|
SG&A expenses
|
|
3.5
|
|
|
Variable lease cost
|
|
SG&A expenses
|
|
30.3
|
|
|
Less: sublease income
|
|
SG&A expenses
|
|
(0.1
|
)
|
|
Total net lease cost
|
|
|
|
$
|
148.0
|
|
(In millions)
|
|
Line Item in the Company’s Consolidated Balance Sheet
|
|
5/5/19
|
||
Right-of-use assets:
|
|
|
|
|
||
Operating lease
|
|
Operating lease right-of-use assets
|
|
$
|
1,606.0
|
|
Finance lease
|
|
Property, plant and equipment, net
|
|
14.6
|
|
|
|
|
|
|
$
|
1,620.6
|
|
Current lease liabilities:
|
|
|
|
|
||
Operating lease
|
|
Current portion of operating lease liabilities
|
|
$
|
334.3
|
|
Finance lease
|
|
Accrued expenses
|
|
4.7
|
|
|
|
|
|
|
$
|
339.0
|
|
Other lease liabilities:
|
|
|
|
|
||
Operating lease
|
|
Long-term portion of operating lease liabilities
|
|
$
|
1,499.4
|
|
Finance lease
|
|
Other liabilities
|
|
11.0
|
|
|
|
|
|
|
$
|
1,510.4
|
|
|
Thirteen Weeks Ended
|
||
(In millions)
|
5/5/19
|
||
Cash paid for amounts included in the measurement of lease liabilities:
|
|
||
Operating cash flows from operating leases
|
$
|
116.0
|
|
Operating cash flows from finance leases
|
0.1
|
|
|
Financing cash flows from finance leases
|
1.5
|
|
|
Non-cash transactions:
|
|
||
Right-of-use assets obtained in exchange for new operating lease liabilities
|
85.1
|
|
|
Right-of-use assets obtained in exchange for new finance lease liabilities
|
0.9
|
|
(In millions)
|
Finance
Leases
|
|
Operating
Leases
|
|
Total
|
||||||
Remainder of 2019
|
$
|
3.9
|
|
|
$
|
301.7
|
|
|
$
|
305.6
|
|
2020
|
4.5
|
|
|
386.7
|
|
|
391.2
|
|
|||
2021
|
3.9
|
|
|
332.1
|
|
|
336.0
|
|
|||
2022
|
1.9
|
|
|
267.2
|
|
|
269.1
|
|
|||
2023
|
0.6
|
|
|
200.1
|
|
|
200.7
|
|
|||
Thereafter
|
2.5
|
|
|
684.5
|
|
|
687.0
|
|
|||
Total lease payments
|
$
|
17.3
|
|
|
$
|
2,172.3
|
|
|
$
|
2,189.6
|
|
Less: Interest
|
(1.6
|
)
|
|
(338.6
|
)
|
|
(340.2
|
)
|
|||
Total lease liabilities
|
$
|
15.7
|
|
|
$
|
1,833.7
|
|
|
$
|
1,849.4
|
|
(In millions)
|
Total Costs Expected to be Incurred
|
|
Costs Incurred During the Thirteen Weeks Ended 5/5/19
|
|
Cumulative Costs Incurred To Date
|
||||||
Severance, termination benefits and other employee costs
|
$
|
51.0
|
|
|
$
|
18.7
|
|
|
$
|
46.0
|
|
Long-lived asset impairments
(1)
|
57.0
|
|
|
35.1
|
|
|
42.0
|
|
|||
Contract termination and other costs
|
33.0
|
|
|
14.8
|
|
|
19.1
|
|
|||
Inventory markdowns
|
5.0
|
|
|
1.7
|
|
|
3.9
|
|
|||
Total
|
$
|
146.0
|
|
|
$
|
70.3
|
|
|
$
|
111.0
|
|
(In millions)
|
Liability at 2/3/19
|
|
Costs Incurred During the Thirteen Weeks Ended 5/5/19
|
|
Costs Paid During the Thirteen Weeks Ended 5/5/19
|
|
Liability at 5/5/19
|
||||||||
Severance, termination benefits and other employee costs
|
$
|
25.8
|
|
|
$
|
18.7
|
|
|
$
|
9.0
|
|
|
$
|
35.5
|
|
Contract termination and other costs
|
2.3
|
|
|
14.8
|
|
|
13.7
|
|
|
3.4
|
|
||||
Total
|
$
|
28.1
|
|
|
$
|
33.5
|
|
|
$
|
22.7
|
|
|
$
|
38.9
|
|
|
Thirteen Weeks Ended
|
||||||
(In millions, except per share data)
|
5/5/19
|
|
5/6/18
|
||||
|
|
|
|
||||
Net income attributable to PVH Corp.
|
$
|
82.0
|
|
|
$
|
179.4
|
|
|
|
|
|
||||
Weighted average common shares outstanding for basic net income per common share
|
75.2
|
|
|
77.1
|
|
||
Weighted average impact of dilutive securities
|
0.7
|
|
|
1.1
|
|
||
Total shares for diluted net income per common share
|
75.9
|
|
|
78.2
|
|
||
|
|
|
|
||||
Basic net income per common share attributable to PVH Corp.
|
$
|
1.09
|
|
|
$
|
2.33
|
|
|
|
|
|
||||
Diluted net income per common share attributable to PVH Corp.
|
$
|
1.08
|
|
|
$
|
2.29
|
|
|
Thirteen Weeks Ended
|
||||||
(In millions)
|
5/5/19
|
|
5/6/18
|
||||
|
|
|
|
||||
Weighted average potentially dilutive securities
|
$
|
0.5
|
|
|
$
|
0.1
|
|
|
Thirteen Weeks Ended
|
|
||||||
(In millions)
|
5/5/19
|
(1)
|
5/6/18
|
(1)
|
||||
Revenue – Tommy Hilfiger North America
|
|
|
|
|
||||
Net sales
|
$
|
347.8
|
|
|
$
|
338.9
|
|
|
Royalty revenue
|
18.7
|
|
|
18.4
|
|
|
||
Advertising and other revenue
|
5.3
|
|
|
3.9
|
|
|
||
Total
|
371.8
|
|
|
361.2
|
|
|
||
|
|
|
|
|
||||
Revenue – Tommy Hilfiger International
|
|
|
|
|
||||
Net sales
|
662.7
|
|
|
637.2
|
|
|
||
Royalty revenue
|
13.2
|
|
|
12.0
|
|
|
||
Advertising and other revenue
|
4.4
|
|
|
5.4
|
|
|
||
Total
|
680.3
|
|
|
654.6
|
|
|
||
|
|
|
|
|
||||
Revenue – Calvin Klein North America
|
|
|
|
|
||||
Net sales
|
378.4
|
|
|
367.3
|
|
|
||
Royalty revenue
|
33.4
|
|
|
34.0
|
|
|
||
Advertising and other revenue
|
12.2
|
|
|
13.2
|
|
|
||
Total
|
424.0
|
|
|
414.5
|
|
|
||
|
|
|
|
|
||||
Revenue – Calvin Klein International
|
|
|
|
|
||||
Net sales
|
441.1
|
|
|
448.8
|
|
|
||
Royalty revenue
|
17.9
|
|
|
18.5
|
|
|
||
Advertising and other revenue
|
6.6
|
|
|
8.2
|
|
|
||
Total
|
465.6
|
|
|
475.5
|
|
|
||
|
|
|
|
|
||||
Revenue – Heritage Brands Wholesale
|
|
|
|
|
||||
Net sales
|
350.3
|
|
|
340.8
|
|
|
||
Royalty revenue
|
5.1
|
|
|
5.4
|
|
|
||
Advertising and other revenue
|
1.0
|
|
|
0.9
|
|
|
||
Total
|
356.4
|
|
|
347.1
|
|
|
||
|
|
|
|
|
||||
Revenue – Heritage Brands Retail
|
|
|
|
|
||||
Net sales
|
57.0
|
|
|
60.5
|
|
|
||
Royalty revenue
|
1.1
|
|
|
1.1
|
|
|
||
Advertising and other revenue
|
0.1
|
|
|
0.1
|
|
|
||
Total
|
58.2
|
|
|
61.7
|
|
|
||
|
|
|
|
|
||||
Total Revenue
|
|
|
|
|
||||
Net sales
|
2,237.3
|
|
|
2,193.5
|
|
|
||
Royalty revenue
|
89.4
|
|
|
89.4
|
|
|
||
Advertising and other revenue
|
29.6
|
|
|
31.7
|
|
|
||
Total
|
$
|
2,356.3
|
|
|
$
|
2,314.6
|
|
|
(1)
|
Revenue was impacted by fluctuations of the United States dollar against foreign currencies in which the Company transacts significant levels of business.
|
|
Thirteen Weeks Ended
|
||||||
(In millions)
|
5/5/19
|
|
5/6/18
|
||||
Wholesale net sales
|
$
|
1,360.7
|
|
|
$
|
1,284.1
|
|
Retail net sales
|
876.6
|
|
|
909.4
|
|
||
Net sales
|
2,237.3
|
|
|
2,193.5
|
|
||
|
|
|
|
||||
Royalty revenue
|
89.4
|
|
|
89.4
|
|
||
Advertising and other revenue
|
29.6
|
|
|
31.7
|
|
||
Total
|
$
|
2,356.3
|
|
|
$
|
2,314.6
|
|
(1)
|
Income (loss) before interest and taxes was impacted by fluctuations of the United States dollar against foreign currencies in which the Company transacts significant levels of business.
|
(2)
|
Includes corporate expenses not allocated to any reportable segments, the Company’s proportionate share of the net income or loss of its investments in Gazal Corporation Limited (“Gazal”) and Karl Lagerfeld Holding B.V., and the results of PVH Ethiopia. Corporate expenses represent overhead operating expenses and include expenses for senior corporate management, corporate finance, information technology related to corporate infrastructure, certain digital investments, actuarial gains and losses on the Company’s Pension Plans, SERP Plans and Postretirement Plans (which are generally recorded in the fourth quarter) and gains and losses from changes in the fair value of foreign currency option contracts.
|
(3)
|
Loss before interest and taxes for the
thirteen weeks ended
May 5, 2019
included costs of $
54.9
million incurred in connection with the TH U.S. store closures, primarily consisting of noncash lease asset impairments. Please see
Note 12
, “
Fair Value Measurements
,” for further discussion.
|
(4)
|
Income before interest and taxes for the
thirteen weeks ended
May 5, 2019
included costs of $
70.3
million incurred in connection with the Calvin Klein restructuring. Such costs were included in the Company’s segments as follows: $
50.9
million in Calvin Klein North America and $
19.4
million in Calvin Klein International. Please see
Note 17
, “
Exit Activity Costs
,” for further discussion.
|
(5)
|
Loss before interest and taxes for the
thirteen weeks ended
May 5, 2019
included costs of $
6.2
million related to the refinancing of the Company’s senior credit facilities. Please see
Note 9
, “
Debt
,” for further discussion.
|
(6)
|
Income before interest and taxes for the
thirteen weeks ended
May 6, 2018
included costs of $
6.9
million associated with the acquisition of the 55% ownership interests in TH Asia, Ltd., the Company’s former joint venture for
TOMMY HILFIGER
in China, that the Company did not already own, consisting of noncash amortization of short-lived assets.
|
(In millions)
|
As Reported 2/3/19
|
|
Adjustments
|
|
Adjusted 2/3/19
|
||||||
Assets
|
|
|
|
|
|
||||||
Prepaid expenses
|
$
|
168.7
|
|
|
$
|
(21.3
|
)
|
|
$
|
147.4
|
|
Operating lease right-of-use assets
|
—
|
|
|
1,708.2
|
|
|
1,708.2
|
|
|||
Other Assets
|
400.9
|
|
|
(10.3
|
)
|
|
390.6
|
|
|||
Liabilities
|
|
|
|
|
|
||||||
Accrued expenses
|
891.6
|
|
|
(17.0
|
)
|
|
874.6
|
|
|||
Current portion of operating lease liabilities
|
—
|
|
|
350.5
|
|
|
350.5
|
|
|||
Long-Term portion of operating lease liabilities
|
—
|
|
|
1,514.1
|
|
|
1,514.1
|
|
|||
Other Liabilities
|
1,322.4
|
|
|
(167.9
|
)
|
|
1,154.5
|
|
|||
Stockholders’ Equity:
|
|
|
|
|
|
||||||
Retained earnings
|
4,350.1
|
|
|
(3.1
|
)
|
|
4,347.0
|
|
We aggregate our reporting segments into three main businesses: (i) Tommy Hilfiger, which consists of the businesses we operate under our
TOMMY HILFIGER
trademarks; (ii) Calvin Klein, which consists of the businesses we operate under our
CALVIN KLEIN
trademarks; and (iii) Heritage Brands, which consists of the businesses we operate under our
Van Heusen
,
IZOD
,
ARROW
,
Warner’s
,
Olga
,
True&Co.
and
Geoffrey Beene
trademarks, the
Speedo
trademark we license in perpetuity for North America and the Caribbean, and other owned and licensed trademarks. References to the brand names
TOMMY HILFIGER
,
CALVIN KLEIN
,
Van Heusen
,
IZOD
,
ARROW
,
Warner’s
,
Olga
,
True&Co.
,
Geoffrey Beene
and
Speedo
and to other brand names are to registered and common law trademarks owned by us or licensed to us by third parties and are identified by italicizing the brand name.
|
•
|
We announced in the first quarter of 2019 that we had entered into definitive agreements for two acquisitions. The first acquisition, which closed on May 31, 2019, was to acquire the approximately 78% interest in Gazal Corporation Limited (“Gazal”) that we did not already own (the “Australia acquisition”). Prior to the closing, we, along with Gazal, jointly owned and managed PVH Brands Australia Pty. Limited (“PVH Australia”), which licenses and operates businesses under the
TOMMY HILFIGER
,
CALVIN KLEIN
and
Van Heusen
brands, along with other licensed and
|
•
|
We refinanced on April 29, 2019 our senior credit facilities and recorded pre-tax debt modification and extinguishment charges of $5 million. Please see the section entitled “Liquidity and Capital Resources” below for further discussion.
|
•
|
We closed our
TOMMY HILFIGER
flagship and anchor stores in the United States (the “TH U.S. store closures”) in the first quarter of 2019 and recorded pre-tax costs of $55 million, primarily consisting of noncash lease asset impairments. Please see
Note 12
, “
Fair Value Measurements
,” in the Notes to Consolidated Financial Statements included in Part I, Item 1 of this report for further discussion of the noncash lease asset impairments.
|
•
|
We announced on January 10, 2019 a restructuring in connection with strategic changes for our
Calvin Klein business (the “Calvin Klein restructuring”). The strategic changes include (i) the closure of the
CALVIN KLEIN 205 W39 NYC
brand (formerly
Calvin Klein Collection
), (ii) the closure of the flagship store on Madison Avenue in New York, New York, (iii) the restructuring of the Calvin Klein creative and design teams globally, and (iv) the consolidation of operations for the men’s Calvin Klein Sportswear and Calvin Klein Jeans businesses. We recorded pre-tax costs of $70 million in the first quarter of 2019, consisting of a $30 million noncash lease asset impairment resulting from the closure of the flagship store on Madison Avenue in New York, New York, $19 million of severance, $15 million of contract termination and other costs, $5 million of other noncash asset impairments and $2 million of inventory markdowns. We expect to incur additional pre-tax costs of approximately $35 million during the remainder of 2019 in connection with the Calvin Klein restructuring, primarily consisting of noncash asset impairments, severance and contract termination and other costs. Please see
Note 17
, “
Exit Activity Costs
,” in the Notes to Consolidated Financial Statements included in Part I, Item 1 of this report for further discussion.
|
•
|
We acquired on April 20, 2018 the
Geoffrey Beene
tradename from Geoffrey Beene, LLC (“Geoffrey Beene”) for $17 million, of which $16 million was paid in cash. Prior to the acquisition, we had licensed the rights to design, market and distribute
Geoffrey Beene
dress shirts and neckwear from Geoffrey Beene.
|
•
|
We acquired on April 13, 2016 the 55% interest in our former joint venture for
TOMMY HILFIGER
in China that we did not already own (the “TH China acquisition”). We recorded pre-tax charges of $7 million in the first quarter of 2018, consisting of noncash amortization of short-lived assets.
|
•
|
The addition of an aggregate $36 million of revenue, or a 4% increase over the prior year period, attributable to our Tommy Hilfiger International and Tommy Hilfiger North America segments, which included a negative impact of $57 million,
or 6%, related to foreign currency translation. Tommy Hilfiger International segment revenue increased 4% (including an 8% negative foreign currency impact), primarily driven by strong performance in Europe. Tommy Hilfiger International comparable store sales increased 9%. Revenue in our Tommy Hilfiger North America segment increased 3%, primarily attributable to growth in the North America wholesale business, partially offset by a 4% decline in Tommy Hilfiger North America comparable store sales.
|
•
|
The net reduction of an aggregate $0.4 million of revenue, attributable to our Calvin Klein International and Calvin Klein North America segments, which included a negative impact of $36 million, or 4%, related to foreign currency translation. Calvin Klein International segment revenue decreased 2% (including a 7% negative foreign currency impact), as solid growth in Europe was more than offset by the negative impacts of foreign currency translation and weakness in China. Calvin Klein International comparable store sales decreased 4%. Revenue in our Calvin Klein North America segment increased 2% (including a 1% negative foreign currency impact), due to an increase in the wholesale business, partially offset by a 5% decline in Calvin Klein North America comparable store sales.
|
•
|
The net addition of an aggregate $6 million of revenue, or a 1% increase over the prior year period, attributable to our Heritage Brands Retail and Heritage Brands Wholesale segments, due to an increase in the wholesale business, partially offset by a 6% decline in comparable store sales.
|
(In millions)
|
5/5/19
|
|
2/3/19
|
|
5/6/18
|
||||||
Short-term borrowings
|
$
|
300
|
|
|
$
|
13
|
|
|
$
|
255
|
|
Current portion of long-term debt
|
31
|
|
|
—
|
|
|
—
|
|
|||
Finance lease liabilities
|
16
|
|
|
17
|
|
|
16
|
|
|||
Long-term debt
|
2,759
|
|
|
2,819
|
|
|
3,013
|
|
|||
Stockholders’ equity
|
5,762
|
|
|
5,828
|
|
|
5,565
|
|
(In millions)
|
|
|
|
|
|
|
|
|
|
|
||||
Designation Date
|
|
Commencement Date
|
|
Initial Notional Amount
|
|
Notional Amount Outstanding as of May 5, 2019
|
|
Fixed Rate
|
|
Expiration Date
|
||||
January 2019
|
|
February 2020
|
|
$
|
50
|
|
|
$
|
—
|
|
|
2.4187%
|
|
February 2021
|
November 2018
|
|
February 2019
|
|
139
|
|
|
139
|
|
|
2.8645%
|
|
February 2021
|
||
October 2018
|
|
February 2019
|
|
116
|
|
|
116
|
|
|
2.9975%
|
|
February 2021
|
||
June 2018
|
|
August 2018
|
|
50
|
|
|
50
|
|
|
2.6825%
|
|
February 2021
|
||
June 2017
|
|
February 2018
|
|
306
|
|
|
182
|
|
|
1.566%
|
|
February 2020
|
||
July 2014
|
|
February 2016
|
|
683
|
|
|
—
|
|
|
1.924%
|
|
February 2018
|
Period
|
(a) Total Number of Shares (or Units) Purchased
(1)(2)
|
|
(b) Average Price Paid per Share (or Unit)
(1)(2)
|
|
(c) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs
(1)
|
|
(d) Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs
(1)
|
||||||
February 4, 2019 -
|
|
|
|
|
|
|
|
||||||
March 3, 2019
|
163,616
|
|
|
$
|
113.54
|
|
|
163,000
|
|
|
$
|
239,746,247
|
|
March 4, 2019 -
|
|
|
|
|
|
|
|
||||||
April 7, 2019
|
242,008
|
|
|
115.19
|
|
|
216,707
|
|
|
965,016,713
|
|
||
April 8, 2019 -
|
|
|
|
|
|
|
|
||||||
May 5, 2019
|
254,006
|
|
|
129.90
|
|
|
138,500
|
|
|
947,062,090
|
|
||
Total
|
659,630
|
|
|
$
|
120.45
|
|
|
518,207
|
|
|
$
|
947,062,090
|
|
|
PVH CORP.
|
|
Registrant
|
Dated:
|
June 10, 2019
|
/s/ JAMES W. HOLMES
|
|
|
James W. Holmes
|
|
|
Senior Vice President and Controller (Principal Accounting Officer)
|
1 Year PVH Chart |
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