0000078239-16-000100.txt : 20161202 0000078239-16-000100.hdr.sgml : 20161202 20161202154018 ACCESSION NUMBER: 0000078239-16-000100 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20161201 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20161202 DATE AS OF CHANGE: 20161202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PVH CORP. /DE/ CENTRAL INDEX KEY: 0000078239 STANDARD INDUSTRIAL CLASSIFICATION: MEN'S & BOYS' FURNISHINGS, WORK CLOTHING, AND ALLIED GARMENTS [2320] IRS NUMBER: 131166910 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07572 FILM NUMBER: 162031067 BUSINESS ADDRESS: STREET 1: 200 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 2123813500 MAIL ADDRESS: STREET 1: 200 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10016 FORMER COMPANY: FORMER CONFORMED NAME: PHILLIPS VAN HEUSEN CORP /DE/ DATE OF NAME CHANGE: 19920703 8-K 1 eightkremexicojvclosing12116.htm 8-K REGARDING MEXICO JV CLOSING 12.1.16
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)
December 1, 2016


PVH CORP.
 (Exact name of registrant as specified in its charter)

Delaware
001-07572
13-1166910
(State or other jurisdiction of incorporation)
 
(Commission File Number)
(IRS Employer Identification No.)
200 Madison Avenue, New York, New York
10016
(Address of Principal Executive Offices)
 (Zip Code)

Registrant's telephone number, including area code  (212)-381-3500
                                                                                                                              
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
     (17 CFR 240.14d-2(b))
☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
     (17 CFR 240.13e-4(c))
Item 8.01   Other Events.
On December 1, 2016, PVH Corp. ("PVH") issued a press release to announce that it had completed its previously announced agreement to form a joint venture with Grupo Axo, S.A.P.I. de C.V.  The joint venture was formed by merging PVH México, S.A. de C.V., a wholly owned subsidiary of PVH and the operator of its Calvin Klein and Heritage Brands businesses in Mexico, into Baseco, S.A. de C.V., a wholly owned subsidiary of Axo and a distributor in Mexico of certain of PVH's Tommy Hilfiger brand products. The joint venture entity has entered into agreements to license from wholly owned subsidiaries of PVH the rights to operate and manage the distribution of Calvin Klein, Tommy Hilfiger, Warner's, Olga and Speedo brand products in Mexico.
A copy of this press release is attached as Exhibit 99.1 to this report.
Item 9.01  Financial Statements and Exhibits.
(d)  Exhibits.
Exhibit No.                          Description of Exhibit
99.1                          Press Release issued by PVH Corp. on December 1, 2016.


SIGNATURES
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.


 
PVH CORP.
 
 
 
By:    /s/ Mark D. Fischer  
 
        Mark D. Fischer
        Executive Vice President
 
 
Date: December 2, 2016

EXHIBIT INDEX

Exhibit No.
Description of Exhibit
99.1
Press Release issued by PVH Corp. on December 1, 2016.

EX-99.1 2 pressreleasemexicojv12116.htm EXHIBIT 99.1 MEXICO JV CLOSING PRESS RELEASE 12.1.16
EXHIBIT 99.1
 
PVH CORP.
GRUPO AXO
200 MADISON AVENUE
BLVD MANUEL AVILA CAMACHO NO 40 PISO 21   LOMAS DE CHAPULTEPEC, MIGUEL HIDALGO
NEW YORK, NY 10016
MEXICO CITY

PVH CORP. AND GRUPO AXO
 ANNOUNCE CLOSING OF MEXICAN JOINT VENTURE

NEW YORK, NY, USA and MEXICO CITY, MEXICO ‒ December 1, 2016 ‒ PVH Corp. [NYSE: PVH] and Grupo Axo announced today the closing of its previously announced agreement to form a joint venture that now licenses from wholly owned subsidiaries of PVH the rights to operate and manage the distribution of Calvin Klein, Tommy Hilfiger, Warner's, Olga and Speedo brand products in Mexico. The joint venture was formed by merging PVH México, S.A. de C.V., a wholly owned subsidiary of PVH and the operator of its Calvin Klein and Heritage Brands businesses in Mexico, with Baseco, S.A. de C.V., a wholly owned subsidiary of Grupo Axo and a distributor in Mexico of PVH's Tommy Hilfiger brand products. Additionally, the newly formed joint venture also has the license to operate Tommy Hilfiger footwear, as the license agreement with a third party was recently assigned to Baseco. Terms of the joint venture were not disclosed. As previously disclosed, PVH expects this transaction to be neutral to PVH's 2016 earnings.
"We believe that leveraging Grupo Axo's in region expertise across our brand portfolio should ensure the long-term potential of our brands in Mexico while maintaining a direct ownership interest in our Calvin Klein and Heritage Brands businesses in Mexico and giving us more control over our Tommy Hilfiger business in the region," said Emanuel Chirico, Chairman and CEO of PVH."
"We are excited about the opportunity to expand our relationship beyond Tommy Hilfiger to include the global megabrand, Calvin Klein, as well as the Warner's, Olga and Speedo heritage brands. We believe all these brands present a significant opportunity for growth in Mexico and we look forward to partnering with PVH to make that potential a reality," said Andres Gomez, Co-Chief Executive Officer of Grupo Axo.

About PVH Corp.
With a history going back over 130 years, PVH Corp. has excelled at growing brands and businesses with rich American heritages, becoming one of the largest apparel companies in the world. We have over 30,000 associates operating in over 40 countries with over $8 billion in annual revenues. We own the iconic Calvin Klein, Tommy Hilfiger, Van Heusen, IZOD, ARROW, Speedo*, Warner's and Olga brands and market a variety of goods under these and other nationally and internationally known owned and licensed brands.
*The Speedo brand is licensed for North America and the Caribbean in perpetuity from Speedo International, Ltd.
About Grupo Axo
Grupo Axo is a leading multi-brand company in Mexico for apparel, accessories and home brands. Today, Group Axo is an indispensable reference and the most reliable resource for the firms and partners that want to build a successful platform in the Latin-American Market. With a solid retail and wholesale experience for over 22 years, its expertise comes from representing, elevating equity, distributing and operating brands through a multi-channel approach. As of 2016, Grupo Axo operates more than 2,200 points of sale within major department stores and over 400 free-standing stores in both Mexico and Chile. Within its portfolio, Grupo Axo proudly represents Abercrombie & Fitch, Bath & Body Works, Brooks Brothers, Brunello Cucinelli, Coach, Crate & Barrel, Emporio Armani, Guess, Kate Spade, Theory, Express, Hollister, Chaps, Loft, Rapsodia, Thomas Pink, Tommy Hilfiger, Victoria´s Secret and Promoda, the leading off-price retailer in Mexico. www.grupoaxo.com
PVH CORP. CONTACTS
Media / Investors
Dana Perlman
Treasurer, Senior Vice President – Business
Development and Investor Relations
PVH Corp.
+1 (212) 381-3502
investorrelations@pvh.com

Calvin Klein                                                                                    Tommy Hilfiger
Alexandra Wagner                                                                                    Abdel El Hamri
VP, Corporate Communications                                                                                                  SVP, Global Communications
+1 (212) 292-9794                                                                                    +1 (212) 548-1728
alexandrawagner@ck.com                                                                                                  Abdel.ElHamri@tommy.com

GRUPO AXO CONTACTS
Investors Relations                                    Media and Communications
Raúl del Villar                                                                                        Lorenzo Ruiz
Chief Finance Officer                                                                                                                                          VP, Marketing and Communications
rdelvillar@grupoaxo.com                                                                                        lruiz@grupoaxo.com
+52 (55)30005169                                                                                        +52 (55)30005168


PVH CORP. SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: Forward-looking statements made in this press release, including, without limitation, statements relating to PVH Corp.'s future 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) 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's 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, and other factors; (iii) 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 licensees' or other business partners' products are sold, produced or are planned to be sold or produced; (iv) 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 become ill; (v) 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 (vi) other risks and uncertainties indicated from time to time in the Company's filings with the Securities and Exchange Commission.
The Company does not undertake any obligation to update publicly any forward-looking statement, whether as a result of the receipt of new information, future events or otherwise.