UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 22, 2002
PERRY ELLIS INTERNATIONAL, INC.
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(Exact name of registrant as specified in its charter)
Florida 0-21764 59-1162998
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
3000 N.W. 107th Avenue, Miami, Florida 33172
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (305) 592-2830
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Item 2. Acquisition or Disposition of Assets.
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On March 15, 2002, Perry Ellis International, Inc. ("Perry Ellis") entered
into an asset purchase agreement with Jantzen Inc. and VF Canada, Inc. to
acquire certain assets of the Jantzen business, including the Jantzen trademarks
and tradenames, license agreements, certain manufacturing equipment and other
items of personal property, showroom leases and inventory relating to the 2003
season. The acquisition was completed on March 22, 2002. Jantzen is a
recognized maker of women's swimwear and sportswear and historically produced
men's swimwear. Jantzen's products are sold in department stores, chain stores,
mass merchandisers and specialty shops.
The acquisition price was approximately $24.0 million. The purchase price
was financed from the net proceeds of a private offering of $57.0 million in
aggregate principal amount of 91/2% senior secured notes due March 2009
completed on March 22, 2002. The notes are secured by a first lien on Perry
Ellis' intellectual property, including the Jantzen intellectual property. The
balance of the net proceeds of the private offering was also used to reduce
Perry Ellis' Senior Credit Facility with a group of banks.
Item 7. Financial Statements and Exhibits
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(a) Financial Statements of Business Acquired.
Financial statements are not included in this Report, but will be
filed by amendment not later than 60 days from the date this Report is
due, in accordance with Item 7 of Form 8-K.
(b) Pro Forma Financial Information.
Pro forma financial statements are not included in this Report, but
will be filed by amendment not later than 60 days from the date
this Report is due, in accordance with Item 7 of Form 8-K.
(c) Exhibits.
Exhibit 2.1 -- Asset Purchase Agreement dated as of March 15, 2002 by
and among Perry Ellis International, Inc., Jantzen Inc. and VF Canada,
Inc.
Exhibit 99.1 -- Press Release dated March 18, 2002
Exhibit 99.2 -- Press Release dated March 22, 2002
SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
PERRY ELLIS INTERNATIONAL, INC.
Date: April 2, 2002 By: /s/ Rosemary B. Trudeau
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Rosemary B. Trudeau, Vice President of Finance
EXHIBIT INDEX
EXHIBIT DESCRIPTION
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2.1 Asset Purchase Agreement dated as of March 15, 2002 by and among
Perry Ellis International, Inc., Jantzen Inc. and VF Canada,
Inc.
99.1 Press Release dated March 18, 2002
99.2 Press Release dated March 22, 2002