-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IOQJs2GdEBCxtvIR+ExnNCdeQ/Q2GdPkY1yRlUr+hc+7WnGEg90BNfQzl4bejZNI UtctUCOHw9vJJVUyFK9fuA== 0000950103-99-000710.txt : 19990806 0000950103-99-000710.hdr.sgml : 19990806 ACCESSION NUMBER: 0000950103-99-000710 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990805 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INTER PARFUMS INC CENTRAL INDEX KEY: 0000822663 STANDARD INDUSTRIAL CLASSIFICATION: PERFUMES, COSMETICS & OTHER TOILET PREPARATIONS [2844] IRS NUMBER: 133275609 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-40016 FILM NUMBER: 99678218 BUSINESS ADDRESS: STREET 1: 551 FIFTH AVE STE 1500 CITY: NEW YORK STATE: NY ZIP: 10176 BUSINESS PHONE: 2129832640 MAIL ADDRESS: STREET 1: 551 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10176 FORMER COMPANY: FORMER CONFORMED NAME: JEAN PHILIPPE FRAGRANCES INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LVMH MOET HENNESSEY LOUIS VUITTON S A CENTRAL INDEX KEY: 0001092261 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 30 AVENUE HOCHE CITY: PARIS FRANCE BUSINESS PHONE: 01133144132222 MAIL ADDRESS: STREET 1: 30 AVENUE HOCHE CITY: PARIS FRANCE SC 13D 1 =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------------- SCHEDULE 13D Under the Securities Exchange Act of 1934 INTER PARFUMS, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) ----------------------- 472154301 (Cusip Number) Bernard Kuhn LVMH Moet Hennessy Louis Vuitton S.A. 30, avenue Hoche 75008 Paris France Tel. (331) 44-13-22-22 Fax: (331) 45-61-18-74 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 28, 1999 (Date of Event which Requires Filing of this Statement) ----------------------- If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box: [ ] =============================================================================== SCHEDULE 13D CUSIP No. 472154301 Page 2 of 11 Pages - ------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON LVMH Moet Hennessy Louis Vuitton S.A. - ------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) |X| - ------------------------------------------------------------------------------- 3 SEC USE ONLY - ------------------------------------------------------------------------------- 4 SOURCE OF FUNDS* WC - ------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] - ------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION France - ------------------------------------------------------------------------------- 7 SOLE VOTING POWER 467,400 --------------------------------------------- 8 SHARED VOTING POWER NUMBER OF SHARES BENEFICIALLY OWNED BY EACH 0 REPORTING PERSON WITH --------------------------------------------- 9 SOLE DISPOSITIVE POWER 467,400 --------------------------------------------- 10 SHARED DISPOSITIVE POWER 0 - ------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 467,400 - ------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] - ------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.3% - ------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* CO - ------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! SEC 1746 (9-88) 2 of 7 Item 1. Security and Issuer. This statement is filed in respect of the shares of Common Stock, par value $0.001 per share (the "Common Shares"), of Inter Parfums, Inc. (formerly known as Jean Philippe Fragrances, Inc.), a Delaware corporation (the "Issuer"), whose principal executive offices are located at 551 Fifth Avenue, New York, NY 10176. Item 2. Identity and Background. The person filing this statement is LVMH Moet Hennessy Louis Vuitton S.A., a French societe anonyme ("LVMH"), whose principal business office is located at 30, avenue Hoche, 75008 Paris, France. The business of LVMH is the ownership of interests in companies in the luxury products and wines and spirits sectors. The names, addresses, occupations and citizenship of the executive officers and directors of LVMH are set forth on Annex A hereto. LVMH holds the Common Shares through Sofidiv Inc., a Delaware corporation ("Sofidiv Inc."), whose principal business office is located at Two Park Avenue, Suite 1830, New York NY 10016. The business of Sofidiv Inc. is the ownership of interests in, or the ownership of interests in funds that invest in, companies principally active in the distribution of luxury goods and other products. Sofidiv Inc. is a wholly-owned subsidiary of LVMH Moet Hennessy Louis Vuitton Inc., a Delaware corporation ("LVMH Inc.") whose principal business office is located at Two Park Avenue, Suite 1830, New York NY 10016. The business of LVMH Inc. is the ownership of interests in companies principally active in the luxury goods business and the distribution of luxury products, outside of France. LVMH Inc. is a wholly-owned subsidiary of Sofidiv, a French societe anonyme ("Sofidiv"), whose principal business office is located at 30, avenue Hoche, 75008 Paris, France. LVMH owns 99.99% of Sofidiv. The business of Sofidiv is the ownership of interests in companies active in, or owning interests in companies active in, the luxury goods business, particularly outside of France. The names, addresses, occupations and citizenship of the executive officers and directors of each of Sofidiv Inc., LVMH Inc. and Sofidiv are set forth on Annex A hereto. Financiere Jean Goujon S.A. ("FJG"), a French societe anonyme whose principal office and business is located at 11, rue Francois ler, 75008 Paris, France, owns approximately 40.75% of LVMH's share capital, representing approximately 57.45% of the voting rights of LVMH and may be deemed to control LVMH. The principal business of FJG is the ownership of interests in companies active in the luxury products and wine and spirits sectors. FJG is a wholly-owned subsidiary of Christian Dior S.A., a French societe anonyme ("Christian Dior") whose principal office and business is located at 30, avenue Montaigne, 75008 Paris, France. Christian Dior's principal business is the ownership of interests in companies active in, or owning interests in companies active in, the luxury products and wine and spirits sectors. Christian Dior is indirectly controlled by Financiere Agache, a French societe anonyme ("Financiere Agache") whose principal office and business is located at 11, rue Francois ler, 75008 Paris, France. Financiere Agache's principal business is the ownership of interests in companies active in, or owning interests in companies active in, the retailing business and the luxury products and wine and spirits sectors. Financiere Agache is itself indirectly controlled by Mr. Bernard Arnault (together with certain members of his family). Bernard Arnault is Chairman of the Board of Directors and Chief Executive Office of each of LVMH and Christian Dior. The names, addresses, occupations and citizenship of the executive officers and directors of each of FJG, Christian Dior and Financiere Agache are set forth on Annex A hereto. Neither LVMH, nor to the best of its knowledge, any of Sofidiv Inc., LVMH Inc., Sofidiv, FJG, Christian Dior or Financiere Agache, or any of LVMH's, Sofidiv Inc.'s, LVMH Inc.'s, Sofidiv's, FJG's, Christian Dior's or Financiere Agache's respective executive officers and directors listed on Annex A hereto has, during the past five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Page 3 of 10 Item 3. Source and Amount of Funds. The aggregate purchase price for the Common Shares was $4,215,214. Such price was funded through internally generated funds of LVMH. Item 4. Purpose of Transaction. LVMH views the Issuer's business as complementary to its own portfolio, and has acquired the Common Shares for investment purposes. LVMH intends to enter into formal negotiations with management of the Issuer and with the two majority shareholders of the Issuer (Jean Madar and Philippe Benacin) concerning a potential increase of LVMH's stake to a significant minority. LVMH would only increase its participation on a friendly basis concurrent with the execution of a customary agreement in connection with a strategic minority investment (including a standstill agreement). Depending on market and other conditions, LVMH may from time to time acquire additional Common Shares if such Common Shares become available at prices that are attractive to it. On the other hand, depending on market and other conditions, LVMH may from time to time dispose of all or a portion of the Common Shares that it now owns or may hereafter acquire. Except as set forth above, LVMH has no plan or proposals which relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. Item 5. Interest in Securities of the Issuer. (a) - (b) LVMH beneficially owns, through Sofidiv Inc., an aggregate of 467,400 Common Shares representing 6.3% of the outstanding Common Shares (based upon the number of outstanding shares set forth in the Issuer's most recent document filed with the SEC). To the best of LVMH's knowledge, none of the other persons named in Item 2 is the beneficial owner of any of the Common Shares, except to the extent that any such person may be deemed to be the beneficial owner of Common Shares owned by LVMH. (c) Except as set forth in this statement, neither LVMH nor, to the best knowledge of LVMH, any of the persons named in response to Item 2 or listed on Annex A, has effected any transaction in the Common Shares during the 60 days prior to the date hereof. The following purchases were effected through the Nasdaq Stock Market on behalf of LVMH and Sofidiv Inc.: Date: Aggregate Number of Shares Average Price per Share June 3, 1999 60,000 $8.60 July 19, 1999 100,000 $10.25 July 27, 1999 20,000 $9.50 July 28, 1999 11,000 $9.50 July 28, 1999 100,000 $10.75 (d) - (e) Not Applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Except as set forth in this statement, neither LVMH nor, to the best knowledge of LVMH, any of the persons named in response to Item 2 or listed on Annex A, has any contract, arrangement, understanding or relationship (legal or otherwise) with any person with respect to any securities of the Issuer. Item 7. Exhibits. Not Applicable Page 4 of 10 SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. August 5, 1999 -------------------------------- (Date) /s/ Bernard Kuhn -------------------------------- (Signature) Bernard Kuhn Director -------------------------------- (Name/Title) Page 5 of 10 ANNEX A EXECUTIVE OFFICERS AND DIRECTORS The names of the members of the boards of directors and Executive Officers of LVMH, Sofidiv Inc., LVMH Inc., Sofidiv, FJG, Christian Dior and Financiere Agache and their present principal occupations are set forth below. Unless otherwise indicated, each individual is a citizen of the French Republic and the business address of each person is the address of the respective company with which such person is associated. 1. LVMH MOET HENNESSY LOUIS VUITTON S.A. 30, avenue Hoche 75008 Paris, France Name and Position Held Principal Occupations - ------------------------------------------------- ------------------------------------------------------- Bernard Arnault Chairman and CEO of LVMH, - Director; Chairman and CEO Chairman and CEO of Christian Dior S.A. - Executive Committee member Antoine Bernheim Partner of Lazard Freres & Cie - - Director; Vice-Chairman 121, boulevard Haussmann, 75008 Paris Jean Arnault Director of Financiere Agache - - Director Nicolas Bazire Managing Director, Groupe Arnault S.A. - - Director - - Executive Committee member, Development and Acquisitions Nicholas Clive Worms Partner of Worms & Cie - - Director 55, rue de la Boetie, 75008 Paris Michael Francois-Poncet Chairman of the Supervisory Board of Cie Financiere de - - Director Paribas 3, rue d'Antin, 75002 Paris Pierre Gode Chairman and CEO of Louis Vuitton - - Director 54, avenue Montaigne, 75008 Paris - - Executive Committee member, Administration Chairman and CEO of Financiere Agache Cornelius van Hen Hoeven Chairman and CEO of Royal Ahold - - Director Netherlands Dutch citizen Gilles Hennessy Member of the Executive Board of JA Hennessy & Co. - - Director (France) 1, rue de la Richonne, 16101 Cognac Cedex Jean Peyrelevade Chairman and CEO of Credit Lyonnais - - Director 19, boulevard des Italiens, 75002 Paris Page 6 of 10 Albert Frere Chairman and CEO of Frere-Bourgeois - - Director 12, rue de la Blanche Belgian citizen Borne 6280 Loverval, Belgium Jean-Marie Messier Chairman and CEO of Vivendi - - Director 42, avenue de Friedland, 75008 Paris Sir Charles David Powell Director of Matheson & Co. Ltd. - - Director 3 Lombard Street, London EC3V 9AQ England British citizen Yves Carcelle Chairman and CEO of Louis Vuitton Malletier - - Executive Committee member, Fashion, Travel and Leather Goods Patrick Choel CEO of LVMH Fragrances and Cosmetics - - Executive Committee member, Fragrances and Cosmetics Pierre-Mathieu Duhamel Company Secretary of LVMH - - Executive Committee member, Company Secretary Patrick Houel CFO of LVMH - - Executive Committee member, Finance Concetta Lanciaux Senior Vice President of LVMH, Human Resources - - Executive Committee member, Human Resources Pierre Letzelter Chairman and CEO of Moet Hennessy - - Executive Committee member, Wines and Spirits Daniel Piette Executive Vice President of LVMH - - Executive Committee member, LV Capital Bernard Rolley Senior Vice President of LVMH - - Executive Committee member, Operations Myron Ullman Managing Director of LVMH - - Executive Committee member, Group Managing Director - -U.S. citizen 2. SOFIDIV INC. Two Park Avenue, Suite 1830 New York, NY 10016, U.S. Name and Position Held Principal Occupations - ------------------------------------------------- ------------------------------------------------------- Patrick Houel CFO of LVMH - - Director Page 7 of 10 Bruce G. Ingram Senior Vice President and CFO of LVMH Inc. - -Director and President - -U.S. citizen Anna Hayes Levin Vice President, Legal Affairs, of LVMH Inc. - -Secretary - -U.S. citizen Michael T. Folkman Vice President, Taxes, of LVMH Inc. - -Executive Officer - -U.S. citizen 3. LVMH MOET HENNESSY LOUIS VUITTON INC. Two Park Avenue, Suite 1830 New York, NY 10016, U.S. Name and Position Held Principal Occupations - ------------------------------------------------- ------------------------------------------------------- Pierre Gode Chairman and CEO of Louis Vuitton - - Director 54, avenue Montaigne, 75008 Paris - - President Chairman and CEO of Financiere Agache Patrick Houel CFO of LVMH - - Director Daniel Piette Executive Vice President of LVMH - - Director Bruce G. Ingram Senior Vice President and CFO of LVMH Inc. - -Executive Officer - -U.S. citizen Anna Hayes Levin Vice President, Legal Affairs, of LVMH Inc. - -Secretary - -U.S. citizen Michael T. Folkman Vice President, Taxes, of LVMH Inc. - -Executive Officer - -U.S. citizen 4. SOFIDIV 30, avenue Hoche 75008 Paris, France Name and Position Held Principal Occupations - ------------------------------------------------- ------------------------------------------------------- Patrick Houel CFO of LVMH - - Director; Chairman and CEO Pierre Gode Chairman and CEO of Louis Vuitton - - Director 54, avenue Montaigne, 75008 Paris Chairman and CEO of Financiere Agache Page 8 of 10 Daniel Piette Executive Vice President of LVMH - - Director 5. FINANCIERE JEAN GOUJON S.A. 11, rue Francois 1er 75008 Paris, France Name and Position Held Principal Occupations - ------------------------------------------------- ------------------------------------------------------- Pierre Gode Chairman and CEO of Louis Vuitton - - Director; Chairman 54, avenue Montaigne, 75008 Paris Chairman and CEO of Financiere Agache Denis Dalibot Managing Director of Financiere Agache - - Director Michel Liagre General Counsel of Financiere Agache - - Director Christian Dior S.A., 30, avenue Montaigne, 75008 Paris represented by Pierre Mathieu Duhamel - - Director Bernard Arnault Chairman and CEO of LVMH, - - Director Chairman and CEO of Christian Dior S.A. 6. CHRISTIAN DIOR S.A. 30, avenue Montaigne 75008 Paris, France Name and Position Held Principal Occupations - ------------------------------------------------- ------------------------------------------------------- Bernard Arnault Chairman and CEO of LVMH, - - Director; Chairman and CEO Chairman and CEO of Christian Dior S.A. Eric Guerlain 42 Berquelay Square, London W1X SDB, England - - Director; Vice-Chairman France Participations et Gestion, 23 rue de l'Arcade, 75008 Paris represented by Antoine Bernheim - - Director Christian de Labriffe Partner of Rothschild & Cie - - Director 17, avenue Matignon, 75008 Paris Financiere Agache 11, rue Francois 1er, 75008 Paris represented by Pierre Gode Page 9 of 10 Raymond Wibaux Chairman of Financiere Joire Pajot Martin - - Director 276, avenue de la Marne, 59700 Marcq-en-Baroeul 7. FINANCIERE AGACHE 11, rue Francois 1er 75008 Paris, France Name and Position Held Principal Occupations - ------------------------------------------------- ------------------------------------------------------- Pierre Gode Chairman and CEO of Louis Vuitton - - Director; Chairman 54, avenue Montaigne, 75008 Paris Denis Dalibot Managing Director of Financiere Agache - - Director Groupe Arnault S.A., 41, avenue Montaigne, 75008 Paris represented by Bernard Arnault - - Director Jean Arnault Director of LVMH and of Financiere Agache - - Director 30, avenue Hoche, 75008 Paris France Participations et Gestion, 7-9, boulevard Haussmann, 75008 Paris represented by Antoine Bernheim - - Director Montaigne Finance, 41, avenue Montaigne, 75008 Paris represented by Pierre Mathieu Duhamel - - Director
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