SC 13E3/A

Use these links to rapidly review the document
TABLE OF CONTENTS

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Amendment No. 3
to
SCHEDULE 13E-3
(Rule 13E-100)

RULE 13E-3 TRANSACTION STATEMENT
Under Section 13(e) of the Securities Exchange Act of 1934

PERRY ELLIS INTERNATIONAL, INC.
(Name of Issuer)

Perry Ellis International, Inc.
Feldenkreis Holdings LLC
GF Merger Sub, Inc.
George Feldenkreis
Oscar Feldenkreis
Fanny Hanono
The George Feldenkreis Revocable Trust UAD 12/23/13
The Oscar Feldenkreis Revocable Trust UAD 05/06/11
The Fanny Hanono Revocable Trust UAD 07/06/11
The Erica Feldenkreis 2012 Irrevocable Trust UAD 10/17/12
The Jennifer Feldenkreis 2012 Irrevocable Trust UAD 10/17/12
The Stephanie Feldenkreis 2012 Irrevocable Trust UAD 10/17/12
(Name of Persons Filing Statement)

Common Stock, par value $0.01 per share
(Title of Class of Securities)

288853104
(CUSIP Number of Class of Securities)

Tricia Thompkins
Executive Vice President, General Counsel and
Secretary
Perry Ellis International, Inc.
3000 N.W. 107^th Avenue
Miami, FL 33172
(305) 592-2830 George Feldenkreis
Sole Member
Feldenkreis Holdings LLC
4810 NW 74 Avenue
Miami, FL 33166
(305) 499-9789

           (Name, address and telephone number of person authorized to receive notices and communications on behalf of the persons filing statement)

With copies to:
Stephen Roddenberry Carl D. Roston Akerman LLP 98 Southeast Seventh Street, Suite 1100 Miami, FL 33131 (305) 374-5600	Robert B. Schumer Kelley D. Parker Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of Americas New York, NY 10019 (212) 373-3000	Steve Wolosky Elizabeth R. Gonzalez-Sussman Michael R. Neidell Olshan Frome Wolosky LLP 1325 Avenue of the Americas New York, NY 10019 (212) 451-2300

           This statement is filed in connection with (check the appropriate box):

ý	The filing of solicitation materials on an information statement subject to Regulation 14A, Regulation 14C or Rule 13e-3(c) under the Securities Exchange Act of 1934.
o	The filing of a registration statement under the Securities Act of 1933.
o	A tender offer.
o	None of the above.

           Check the following box if the soliciting materials or information statement referred to in checking box (a) are preliminary copies:    ý

           Check the following box if the filing is a final amendment reporting the results of the transaction:    o

CALCULATION OF FILING FEE

Transaction Valuation*	Amount of Filing Fee**
$437,342,760.89	$54,450.00

*

For purposes of calculating the filing fee only, the transaction value was determined based upon the sum of (i) (A) 15,892,593 shares of Company Common Stock (including 635,975 shares of Company Common Stock issuable pursuant to a corresponding number of restricted stock awards) issued and outstanding, multiplied by (B) $27.50 (the "per share merger consideration"), (ii) (A) 5,001 options to acquire a corresponding number of shares of Company Common Stock under the Company Equity Plan, converted into the right to receive (B) the excess, if any, of the per share merger consideration over the per share exercise or purchase price of the applicable Company option at the time of calculation, and (iii) (A) 27,973 stock appreciation rights with respect to a corresponding number of shares of Company Common Stock granted under the Company Equity Plan, converted into the right to receive (B) the excess, if any, of the per share merger consideration over the exercise price per share of Company Common Stock subject to such Company stock appreciation right at the time of calculation.

**

The filing fee, calculated in accordance with Rule 0-11 of the Securities Exchange Act of 1934, is calculated by multiplying the Transaction Valuation by 0.0001245.

ý

Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

Amount Previously Paid:	$54,450.00	Filing Party:	Perry Ellis International, Inc.
Form or Registration No.:	Schedule 14A—Preliminary Proxy Statement	Date Filed:	July 11, 2018

TABLE OF CONTENTS

Item 1.	Summary Term Sheet	2
Item 2.	Subject Company Information	2
Item 3.	Identity and Background of Filing Person	3
Item 4.	Terms of the Transaction	3
Item 5.	Past Contacts, Transactions, Negotiations and Agreements	4
Item 6.	Purposes of the Transaction and Plans or Proposals	5
Item 7.	Purposes, Alternatives, Reasons and Effects	6
Item 8.	Fairness of the Transaction	7
Item 9.	Reports, Opinions, Appraisals and Negotiations	8
Item 10.	Source and Amounts of Funds or Other Consideration	9
Item 11.	Interest in Securities of the Subject Company	9
Item 12.	The Solicitation or Recommendation	10
Item 13.	Financial Statements	10
Item 14.	Persons/Assets, Retained, Employed, Compensated Or Used	11
Item 15.	Additional Information	11
Item 16.	Exhibits	11

INTRODUCTION

        This Amendment No. 3 to the Rule 13E-3 Transaction Statement on Schedule 13E-3, together with the exhibits hereto (this "Schedule 13E-3" or "Transaction Statement") is being filed with the Securities and Exchange Commission (the "SEC") pursuant to Section 13(e) of the Securities Exchange Act of 1934, as amended (together with the rules and regulations promulgated thereunder, the "Exchange Act"), jointly by the following persons (each, a "Filing Person," and collectively, the "Filing Persons"): (i) Perry Ellis International, Inc. ("Perry Ellis," or the "Company"), a Florida corporation and the issuer of the common stock, par value $0.01 per share (the "Perry Ellis common stock"), that is subject to the Rule 13e-3 transaction; (ii) Feldenkreis Holdings LLC ("Parent"), a Delaware limited liability company; (iii) GF Merger Sub, Inc. ("Merger Sub"), a Florida corporation and a wholly-owned subsidiary of Parent; (iv) George Feldenkreis; (v) Oscar Feldenkreis; (vi) Fanny Hanono; (vii) the George Feldenkreis Revocable Trust UAD 12/23/13; (viii) the Oscar Feldenkreis Revocable Trust UAD 05/06/11; (ix) the Fanny Hanono Revocable Trust UAD 07/06/11; (x) the Erica Feldenkreis 2012 Irrevocable Trust UAD 10/17/12; (xi) the Jennifer Feldenkreis 2012 Irrevocable Trust UAD 10/17/12; and (xii) the Stephanie Feldenkreis 2012 Irrevocable Trust UAD 10/17/12. Filing Persons (iv) through (xii) are collectively referred to herein as the "Rollover Investors."

        The Company, Parent and Merger Sub entered into an Agreement and Plan of Merger (as amended, restated, supplemented or otherwise modified from time to time, the "merger agreement"), dated June 15, 2018, which provides for, among other things, the merger of Merger Sub with and into the Company (the "merger"), with the Company surviving the merger as a wholly-owned subsidiary of Parent. Parent and Merger Sub are affiliates of Mr. George Feldenkreis. Concurrently with the filing of this Schedule 13E-3, the Company is filing with the SEC a preliminary Proxy Statement (the "Proxy Statement") under Regulation 14A of the Exchange Act, relating to a special meeting of the shareholders of the Company (the "Special Meeting") at which the shareholders of the Company will consider and vote upon a proposal to adopt the merger agreement and cast an advisory (non-binding) vote to approve certain items of compensation that are based on or otherwise related to the merger and may become payable to certain named executive officers of the Company under existing agreements with the Company (the "golden parachute compensation"). The adoption of the merger agreement will require (1) the affirmative vote of shareholders holding a majority of the shares of Perry Ellis common stock entitled to vote thereon outstanding as of the close of business on the record date for the Special Meeting and (2) the affirmative vote of shareholders holding a majority of the shares of Perry Ellis common stock entitled to vote thereon outstanding as of the close of business on the record date for the Special Meeting that are not directly or indirectly owned by the Rollover Investors, any other officers or directors of the Company or any other Person having any equity interest in, or right to acquire any equity interest in, Merger Sub or any person of which Merger Sub is a direct or indirect subsidiary. A copy of the Proxy Statement is attached hereto as Exhibit (a)(1) and a copy of the merger agreement is attached as Appendix A to the Proxy Statement.

        Under the terms of the merger agreement, if the merger is completed, each share of Perry Ellis common stock, other than as provided below, will be converted into the right to receive $27.50 in cash (the "per share merger consideration"), without interest and less applicable withholding taxes. The following shares of Perry Ellis common stock will not be converted into the right to receive the per share merger consideration in connection with the merger: (i) shares of Perry Ellis common stock owned by the Company and its wholly-owned subsidiaries, (ii) shares of Perry Ellis common stock owned by Parent and its subsidiaries, including such shares contributed to Parent by each Rollover Investor pursuant to the applicable rollover commitment letter under which, and subject to the terms and conditions of which, such Rollover Investor has committed to contribute to Parent the amount of shares of Perry Ellis common stock set forth therein, and (iii) shares of Perry Ellis common stock whose holders have not voted in favor of adopting the merger agreement and have demanded and perfected their appraisal rights in accordance with the Florida Business Corporation Act. The merger remains subject to the satisfaction or waiver of the conditions set forth in the merger agreement, including the adoption of the merger agreement by the Company's shareholders. The Rollover Investors committed to contribute approximately 100.00% of their shares of Perry Ellis common stock

at the closing of the merger to Parent in exchange for a pro rata share of the equity of Parent based on a value for each share of Perry Ellis common stock so contributed of $27.50. Immediately following the merger, the Rollover Investors will own 100.00% of the equity securities of Parent.

        The cross-references below are being supplied pursuant to General Instruction G to Schedule 13E-3 and show the location in the Proxy Statement of the information required to be included in response to the items of Schedule 13E-3. Pursuant to General Instruction F to Schedule 13E-3, the information contained in the Proxy Statement, including all appendices thereto, is incorporated in its entirety herein by reference, and the responses to each item in this Schedule 13E-3 are qualified in their entirety by the information contained in the Proxy Statement and the appendices thereto. As of the date hereof, the Proxy Statement is in preliminary form and is subject to completion and/or amendment. Capitalized terms used but not expressly defined in this Schedule 13E-3 shall have the respective meanings given to them in the Proxy Statement.

        The information contained in this Schedule 13E-3 and the Proxy Statement concerning the Company was supplied by the Company and none of the other Filing Persons take responsibility for the accuracy of such information. Similarly, all information contained in this Schedule 13E-3 and the Proxy Statement concerning each Filing Person has been supplied by such Filing Person. No Filing Person, including the Company, is responsible for the accuracy of any information supplied by any other Filing Person.

        While each of the Filing Persons acknowledges that the merger is a "going private" transaction for purposes of Rule 13E-3 under the Exchange Act, the filing of this Transaction Statement shall not be construed as an admission by any Filing Person, or by any affiliate of a Filing Person, that the Company is "controlled" by any Filing Person.

Item 1.    Summary Term Sheet.

        The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"QUESTIONS AND ANSWERS ABOUT THE MERGER, THE "GOLDEN PARACHUTE COMPENSATION" AND THE SPECIAL MEETING"

Item 2.    Subject Company Information.

        (a)    Name and Address.    The information set forth in the Proxy Statement under the following caption is incorporated herein by reference:

"SPECIAL FACTORS—The Parties Involved in the Merger"

        (b)    Securities.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"QUESTIONS AND ANSWERS ABOUT THE MERGER, THE "GOLDEN PARACHUTE COMPENSATION" AND THE SPECIAL MEETING"
"THE SPECIAL MEETING—Who is Entitled to Vote at the Special Meeting?"

The exact title of the subject equity securities is "Perry Ellis International, Inc. common stock, par value $ 0.01 per share."

        (c)    Trading Market and Price.    The information set forth in the Proxy Statement under the following caption is incorporated herein by reference:

"MARKETS AND MARKET PRICE"

2

        (d)    Dividends.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"MARKETS AND MARKET PRICE"
"SPECIAL FACTORS—Dividends"

        (e)    Prior Public Offerings.    The information set forth in the Proxy Statement under the following caption is incorporated herein by reference:

"SPECIAL FACTORS—The Parties Involved in the Merger"

        (f)    Prior Stock Purchases.    The information set forth in the Proxy Statement under the following caption is incorporated herein by reference:

"COMMON STOCK TRANSACTION INFORMATION"

Item 3.    Identity and Background of Filing Person.

        (a)    Name and Address.    Perry Ellis International, Inc. is the subject company. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SPECIAL FACTORS—The Parties Involved in the Merger"
"SPECIAL FACTORS—Business and Background of Natural Persons Related to the Company"
"SPECIAL FACTORS—Business and Background of Natural Persons Related to the GF Group Filing Persons"

        (b)    Business and Background of Entities.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"SPECIAL FACTORS—The Parties Involved in the Merger"

        (c)    Business and Background of Natural Persons.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SPECIAL FACTORS—The Parties Involved in the Merger"
"SPECIAL FACTORS—Business and Background of Natural Persons Related to the Company"
"SPECIAL FACTORS—Business and Background of Natural Persons Related to the GF Group Filing Persons"

Item 4.    Terms of the Transaction.

        (a)(1)    Tender Offers.    Not Applicable.

        (a)(2)    Mergers or Similar Transactions.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"QUESTIONS AND ANSWERS ABOUT THE MERGER, THE "GOLDEN PARACHUTE COMPENSATION" AND THE SPECIAL MEETING"
"SPECIAL FACTORS—Background of the Merger"
"SPECIAL FACTORS—Recommendation of the Special Committee and Our Board of Directors; Reasons for Recommending the Adoption of the Merger Agreement; Fairness of the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the Company for the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the GF Group Filing Persons for the

3

Merger"
"SPECIAL FACTORS—Certain Effects of the Merger; Plans for the Company"
"SPECIAL FACTORS—Financing of the Merger"
"SPECIAL FACTORS—Interests of the Company's Directors and Executive Officers in the Merger"
"SPECIAL FACTORS—Appraisal Rights"
"SPECIAL FACTORS—Material U.S. Federal Income Tax Consequences"
"THE SPECIAL MEETING—How Many Votes Are Needed to Approve Each Proposal?"
"THE MERGER AGREEMENT"
Appendix A—Agreement and Plan of Merger

        (c)    Different Terms.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"SPECIAL FACTORS—Certain Effects of the Merger; Plans for the Company"
"SPECIAL FACTORS—Financing of the Merger"
"SPECIAL FACTORS—Interests of the Company's Directors and Executive Officers in the Merger"
"THE MERGER AGREEMENT"
"ADVISORY VOTE ON "GOLDEN PARACHUTE COMPENSATION""

        (d)    Appraisal Rights.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"QUESTIONS AND ANSWERS ABOUT THE MERGER, THE "GOLDEN PARACHUTE COMPENSATION" AND THE SPECIAL MEETING"
"SPECIAL FACTORS—Appraisal Rights"
Appendix B—Sections 607.1301-607.1333 of the Florida Business Corporation Act

        (e)    Provisions for Unaffiliated Security Holders.    The information set forth in the Proxy Statement under the following caption is incorporated herein by reference:

"SPECIAL FACTORS—Recommendation of the Special Committee and Our Board of Directors; Reasons for Recommending the Adoption of the Merger Agreement; Fairness of the Merger,"

        (f)    Eligibility for Listing or Trading.    Not Applicable.

Item 5.    Past Contacts, Transactions, Negotiations and Agreements.

        (a)    Transactions.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"SPECIAL FACTORS—Background of the Merger"
"SPECIAL FACTORS—Interests of the Company's Directors and Executive Officers in the Merger"
"THE MERGER AGREEMENT"
"COMMON STOCK TRANSACTION INFORMATION"
"WHERE SHAREHOLDERS CAN FIND MORE INFORMATION"
Appendix A—Agreement and Plan of Merger

4

        (b)    Significant Corporate Events.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"QUESTIONS AND ANSWERS ABOUT THE MERGER, THE "GOLDEN PARACHUTE COMPENSATION" AND THE SPECIAL MEETING"
"SPECIAL FACTORS—Background of the Merger"
"SPECIAL FACTORS—Certain Effects of the Merger; Plans for the Company"
"SPECIAL FACTORS—Financing of the Merger"
"SPECIAL FACTORS—Limited Guarantee"
"SPECIAL FACTORS—Interests of the Company's Directors and Executive Officers in the Merger"
"SPECIAL FACTORS—Voting Agreement"
"SPECIAL FACTORS—Pledge and Security Agreement"
"THE MERGER AGREEMENT"
"ADVISORY VOTE ON "GOLDEN PARACHUTE COMPENSATION""
Appendix A—Agreement and Plan of Merger

        (c)    Negotiations or Contacts.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SPECIAL FACTORS—Background of the Merger"
"SPECIAL FACTORS—Interests of the Company's Directors and Executive Officers in the Merger"

        (e)    Agreements Involving the Subject Company's Securities.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"QUESTIONS AND ANSWERS ABOUT THE MERGER, THE "GOLDEN PARACHUTE COMPENSATION" AND THE SPECIAL MEETING"
"SPECIAL FACTORS—Background of the Merger"
"SPECIAL FACTORS—Interests of the Company's Directors and Executive Officers in the Merger"
"SPECIAL FACTORS—Limited Guarantee"
"SPECIAL FACTORS—Voting Agreement"
"SPECIAL FACTORS—Pledge and Security Agreement"
"SPECIAL FACTORS—Financing of the Merger"
"THE MERGER AGREEMENT"
"ADVISORY VOTE ON "GOLDEN PARACHUTE COMPENSATION""
"WHERE SHAREHOLDERS CAN FIND MORE INFORMATION"
Appendix A—Agreement and Plan of Merger

Item 6.    Purposes of the Transaction and Plans or Proposals.

        (b)    Use of Securities Acquired.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"QUESTIONS AND ANSWERS ABOUT THE MERGER, THE "GOLDEN PARACHUTE COMPENSATION" AND THE SPECIAL MEETING"
"SPECIAL FACTORS—Certain Effects of the Merger; Plans for the Company"
"SPECIAL FACTORS—Delisting and Deregistration of Company Common Stock" "SPECIAL FACTORS—Payment of Merger Consideration and Surrender of Stock

5

Certificates"
"THE MERGER AGREEMENT—Conversion of Securities"

        (c)(1)-(8)    Plans.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"QUESTIONS AND ANSWERS ABOUT THE MERGER, THE "GOLDEN PARACHUTE COMPENSATION" AND THE SPECIAL MEETING"
"SPECIAL FACTORS—Background of the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the Company for the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the GF Group Filing Persons for the Merger"
"SPECIAL FACTORS—Certain Effects of the Merger; Plans for the Company"
"SPECIAL FACTORS—Delisting and Deregistration of Company Common Stock"
"SPECIAL FACTORS—Financing of the Merger"
"SPECIAL FACTORS—Limited Guarantee"
"SPECIAL FACTORS—Interests of the Company's Directors and Executive Officers in the Merger"
"SPECIAL FACTORS—Voting Agreement"
"SPECIAL FACTORS—Pledge and Security Agreement"
"THE MERGER AGREEMENT"
"ADVISORY VOTE ON "GOLDEN PARACHUTE COMPENSATION""
"MARKETS AND MARKET PRICE"
Appendix A—Agreement and Plan of Merger

Item 7.    Purposes, Alternatives, Reasons and Effects.

        (a)    Purposes.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"SPECIAL FACTORS—Background of the Merger"
"SPECIAL FACTORS—Recommendation of the Special Committee and Our Board of Directors; Reasons for Recommending the Adoption of the Merger Agreement; Fairness of the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the Company for the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the GF Group Filing Persons for the Merger"
"SPECIAL FACTORS—Certain Effects of the Merger; Plans for the Company"

        (b)    Alternatives.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SPECIAL FACTORS—Background of the Merger"
"SPECIAL FACTORS—Recommendation of the Special Committee and Our Board of Directors; Reasons for Recommending the Adoption of the Merger Agreement; Fairness of the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the Company for the Merger"
"SPECIAL FACTORS—Alternatives to the Merger"

6

        (c)    Reasons.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SPECIAL FACTORS—Background of the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the Company for the Merger"
"SPECIAL FACTORS—Recommendation of the Special Committee and Our Board of Directors; Reasons for Recommending the Adoption of the Merger Agreement; Fairness of the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the GF Group Filing Persons for the Merger"
"SPECIAL FACTORS—Certain Effects of the Merger; Plans for the Company"

        (d)    Effects.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"QUESTIONS AND ANSWERS ABOUT THE MERGER, THE "GOLDEN PARACHUTE COMPENSATION" AND THE SPECIAL MEETING"
"SPECIAL FACTORS—Background of the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the Company for the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the GF Group Filing Persons for the Merger"
"SPECIAL FACTORS—Certain Effects of the Merger; Plans for the Company"
"SPECIAL FACTORS—Effects on the Company if the Merger is not Completed"
"SPECIAL FACTORS—Financing of the Merger"
"SPECIAL FACTORS—Interests of the Company's Directors and Executive Officers in the Merger"
"SPECIAL FACTORS—Delisting and Deregistration of Company Common Stock"
"SPECIAL FACTORS—Fees and Expenses"
"SPECIAL FACTORS—Material U.S. Federal Income Tax Consequences"
"SPECIAL FACTORS—Appraisal Rights"
"SPECIAL FACTORS—Payment of Merger Consideration and Surrender of Stock Certificates"
"THE MERGER AGREEMENT—Certificate of Incorporation; Bylaws"
"THE MERGER AGREEMENT—Conversion of Securities"
"ADVISORY VOTE ON "GOLDEN PARACHUTE COMPENSATION""
Appendix B—Sections 607.1301-607.1333 of the Florida Business Corporation Act

Item 8.    Fairness of the Transaction.

        (a), (b)    Fairness; Factors Considered in Determining Fairness.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"QUESTIONS AND ANSWERS ABOUT THE MERGER, THE "GOLDEN PARACHUTE COMPENSATION" AND THE SPECIAL MEETING"
"SPECIAL FACTORS—Background of the Merger"
"SPECIAL FACTORS—Recommendation of the Special Committee and Our Board of Directors; Reasons for Recommending the Adoption of the Merger Agreement; Fairness of the Merger"
"SPECIAL FACTORS—Opinion of PJS"
"SPECIAL FACTORS—Purposes and Reasons of the Company for the Merger"
"SPECIAL FACTORS—Positions of the GF Group Filing Persons Regarding the Fairness of the Merger"
Appendix C—Opinion of PJS

7

The presentations and discussion materials dated March 3, 2018, April 12, 2018, June 2, 2018, June 11, 2018, June 15, 2018 and July 31, 2018 each prepared by PJS and reviewed by the special committee of the board of directors of the Company, are attached hereto as Exhibits (c)(2), (c)(3), (c)(4), (c)(5), (c)(6), (c)(7) and (c)(8) and are incorporated by reference herein, the presentation dated April 20, 2018, prepared by Cook and reviewed by the special committee of the board of directors of the Company, is attached hereto as Exhibit (c)(9) and is incorporated by reference herein, and the presentation dated April 6, 2018, prepared by AlixPartners and reviewed by the special committee of the board of directors of the Company, is attached hereto as Exhibit (c)(10) and is incorporated herein by reference.

        (c)    Approval of Security Holders.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"QUESTIONS AND ANSWERS ABOUT THE MERGER, THE "GOLDEN PARACHUTE COMPENSATION" AND THE SPECIAL MEETING"
"THE SPECIAL MEETING—Who is Entitled to Vote at the Special Meeting?"
"THE SPECIAL MEETING—How Many Votes are Needed to Approve Each Proposal?"
"THE SPECIAL MEETING—How Many Shares Must Be Present to Constitute a Quorum for the Special Meeting?"
"THE MERGER AGREEMENT—Conditions to the Completion of the Merger"

        (d)    Unaffiliated Representative.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"SPECIAL FACTORS—Background of the Merger"
"SPECIAL FACTORS—Recommendation of the Special Committee and Our Board of Directors; Reasons for Recommending the Adoption of the Merger Agreement; Fairness of the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the Company for the Merger"

        (e)    Approval of Directors.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"QUESTIONS AND ANSWERS ABOUT THE MERGER, THE "GOLDEN PARACHUTE COMPENSATION" AND THE SPECIAL MEETING"
"SPECIAL FACTORS—Background of the Merger"
"SPECIAL FACTORS—Recommendation of the Special Committee and Our Board of Directors; Reasons for Recommending the Adoption of the Merger Agreement; Fairness of the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the Company for the Merger"

        (f)    Other Offers.    The information set forth in the Proxy Statement under the following caption is incorporated herein by reference:

"SPECIAL FACTORS—Background of the Merger"

Item 9.    Reports, Opinions, Appraisals and Negotiations.

        (a)-(c)    Report, Opinion or Appraisal; Preparer and Summary of the Report, Opinion or Appraisal; Availability of Documents.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference.

8

"SUMMARY TERM SHEET"
"SPECIAL FACTORS—Background of the Merger"
"SPECIAL FACTORS—Recommendation of the Special Committee and Our Board of Directors; Reasons for Recommending the Adoption of the Merger Agreement; Fairness of the Merger"
"SPECIAL FACTORS—Opinion of PJS"
"SPECIAL FACTORS—Purposes and Reasons of the Company for the Merger"
"WHERE SHAREHOLDERS CAN FIND MORE INFORMATION"
Appendix C—Opinion of PJS

The presentations and discussion materials dated March 3, 2018, April 12, 2018, June 2, 2018, June 11, 2018, June 15, 2018 and July 31, 2018 each prepared by PJS and reviewed by the special committee of the board of directors of the Company, are attached hereto as Exhibits (c)(2), (c)(3), (c)(4), (c)(5), (c)(6), (c)(7) and (c)(8) and are incorporated by reference herein, the presentation dated April 20, 2018, prepared by Cook and reviewed by the special committee of the board of directors of the Company, is attached hereto as Exhibit (c)(9) and is incorporated by reference herein, and the presentation dated April 6, 2018, prepared by AlixPartners and reviewed by the special committee of the board of directors of the Company, is attached hereto as Exhibit (c)(10) and is incorporated herein by reference.

Item 10.    Source and Amounts of Funds or Other Consideration.

        (a), (b)    Source of Funds; Conditions.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"SPECIAL FACTORS—Financing of the Merger"
"SPECIAL FACTORS—Limited Guarantee"
"SPECIAL FACTORS—Pledge and Security Agreement"
"SPECIAL FACTORS—Voting Agreement"
"THE MERGER AGREEMENT—Closing and Effective Time of the Merger"
"THE MERGER AGREEMENT—Certain Covenants of Each Party"

        (c)    Expenses.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"SPECIAL FACTORS—Fees and Expenses"
"THE SPECIAL MEETING—Expenses of Proxy Solicitation"
"THE MERGER AGREEMENT—Termination"
"THE MERGER AGREEMENT—Effects of Termination; Fees and Expenses"

        (d)    Borrowed Funds.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"SPECIAL FACTORS—Financing of the Merger"

9

Item 11.    Interest in Securities of the Subject Company.

        (a)    Securities Ownership.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"SPECIAL FACTORS—Interests of the Company's Directors and Executive Officers in the Merger"
"THE SPECIAL MEETING—Stock Ownership and Interests of Certain Persons"
"SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT"

        (b)    Securities Transactions.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SPECIAL FACTORS—Interests of the Company's Directors and Executive Officers in the Merger"
"SPECIAL FACTORS—Voting Agreement"
"SPECIAL FACTORS—Background of the Merger"
"THE MERGER AGREEMENT"
"COMMON STOCK TRANSACTION INFORMATION"
Appendix A—Agreement and Plan of Merger

Item 12.    The Solicitation or Recommendation.

        (d)    Intent to Tender or Vote in a Going-Private Transaction.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"QUESTIONS AND ANSWERS ABOUT THE MERGER, THE "GOLDEN PARACHUTE COMPENSATION" AND THE SPECIAL MEETING"
"SPECIAL FACTORS—Recommendation of the Special Committee and Our Board of Directors; Reasons for Recommending the Adoption of the Merger Agreement; Fairness of the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the Company for the Merger"
"SPECIAL FACTORS—Interests of the Company's Directors and Executive Officers in the Merger"
"SPECIAL FACTORS—Voting Agreement"
"THE SPECIAL MEETING—Stock Ownership and Interests of Certain Persons"

        (e)    Recommendation of Others.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"QUESTIONS AND ANSWERS ABOUT THE MERGER, THE "GOLDEN PARACHUTE COMPENSATION" AND THE SPECIAL MEETING"
"SPECIAL FACTORS—Recommendation of the Special Committee and Our Board of Directors; Reasons for Recommending the Adoption of the Merger Agreement; Fairness of the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the Company for the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the GF Group Filing Persons for the Merger"
"SPECIAL FACTORS—Positions of the GF Group Filing Persons Regarding the Fairness of the Merger"

10

Item 13.    Financial Statements.

        (a)    Financial Information.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"SELECTED FINANCIAL INFORMATION"
"WHERE SHAREHOLDERS CAN FIND MORE INFORMATION"

        (b)    Pro Forma Information.    Not Applicable.

Item 14.    Persons/Assets, Retained, Employed, Compensated Or Used.

        (a)    Solicitations or Recommendations.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"QUESTIONS AND ANSWERS ABOUT THE MERGER, THE "GOLDEN PARACHUTE COMPENSATION" AND THE SPECIAL MEETING"
"SPECIAL FACTORS—Background of the Merger"
"SPECIAL FACTORS—Recommendation of the Special Committee and Our Board of Directors; Reasons for Recommending the Adoption of the Merger Agreement; Fairness of the Merger"
"SPECIAL FACTORS—Purposes and Reasons of the Company for the Merger"
"SPECIAL FACTORS—Fees and Expenses"
"THE SPECIAL MEETING—Expenses of Proxy Solicitation"

        (b)    Employees and Corporate Assets.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"QUESTIONS AND ANSWERS ABOUT THE MERGER, THE "GOLDEN PARACHUTE COMPENSATION" AND THE SPECIAL MEETING"
"SPECIAL FACTORS—Background of the Merger"

"SPECIAL FACTORS—Recommendation of the Special Committee and Our Board of Directors; Reasons for Recommending the Adoption of the Merger Agreement; Fairness of the Merger"
"THE SPECIAL MEETING—Expenses of Proxy Solicitation"

Item 15.    Additional Information.

        (b)    Golden Parachute Compensation.    The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

"SUMMARY TERM SHEET"
"ADVISORY VOTE ON "GOLDEN PARACHUTE COMPENSATION""

        (c)    Other Material Information.    The entirety of the Proxy Statement, including all appendices thereto, is incorporated herein by reference.

Item 16.    Exhibits.

        (a), (b), (c), (d), (f), (g). The list of exhibits filed as part of this Schedule 13E-3 is submitted in the Exhibit Index and is incorporated herein by reference.

11

SIGNATURES

        After due 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.

PERRY ELLIS INTERNATIONAL, INC.
By:	/s/ TRICIA MCDERMOTT THOMPKINS
	Name:	Tricia McDermott Thompkins
	Title:	EVP, General Counsel and Secretary

Dated: September 5, 2018

        After due 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.

FELDENKREIS HOLDINGS LLC
By:	/s/ GEORGE FELDENKREIS
	Name:	George Feldenkreis
	Title:	Sole Member

Dated: September 5, 2018

        After due 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.

GF MERGER SUB, INC.
By:	/s/ GEORGE FELDENKREIS
	Name:	George Feldenkreis
	Title:	President and Chief Executive Officer

Dated: September 5, 2018

        After due 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.

GEORGE FELDENKREIS

/s/ GEORGE FELDENKREIS
Name: George Feldenkreis

Dated: September 5, 2018

12

        After due 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.

OSCAR FELDENKREIS

/s/ OSCAR FELDENKREIS
Name: Oscar Feldenkreis

Dated: September 5, 2018

        After due 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.

FANNY HANONO

/s/ FANNY HANONO
Name: Fanny Hanono

Dated: September 5, 2018

        After due 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.

THE GEORGE FELDENKREIS REVOCABLE TRUST UAD 12/23/13
By:	/s/ GEORGE FELDENKREIS
	Name:	George Feldenkreis
	Title:	Trustee

Dated: September 5, 2018

        After due 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.

THE OSCAR FELDENKREIS REVOCABLE TRUST UAD 05/06/11
By:	/s/ OSCAR FELDENKREIS
	Name:	Oscar Feldenkreis
	Title:	Trustee

Dated: September 5, 2018

13

        After due 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.

THE FANNY HANONO REVOCABLE TRUST UAD 07/06/11
By:	/s/ FANNY HANONO
	Name:	Fanny Hanono
	Title:	Trustee

Dated: September 5, 2018

        After due 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.

THE ERICA FELDENKREIS 2012 IRREVOCABLE TRUST UAD 10/17/12
By:	/s/ ELENA FELDENKREIS
	Name:	Elena Feldenkreis
	Title:	Trustee

Dated: September 5, 2018

        After due 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.

THE JENNIFER FELDENKREIS 2012 IRREVOCABLE TRUST UAD 10/17/12
By:	/s/ ELENA FELDENKREIS
	Name:	Elena Feldenkreis
	Title:	Trustee

Dated: September 5, 2018

        After due 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.

THE STEPHANIE FELDENKREIS 2012 IRREVOCABLE TRUST UAD 10/17/12
By:	/s/ ELENA FELDENKREIS
	Name:	Elena Feldenkreis
	Title:	Trustee

Dated: September 5, 2018

14

EXHIBIT INDEX

(a)(2)(i)	Preliminary Proxy Statement of Perry Ellis International, Inc., (included in the Schedule 14A filed on September 5, 2018, and incorporated herein by reference) (the "Preliminary Proxy Statement").
(a)(2)(ii)	Form of Proxy Card (included in the Preliminary Proxy Statement and incorporated herein by reference).
(a)(5)(i)	Joint press release issued by Perry Ellis International, Inc., dated June 16, 2018 (included as Exhibit 99.1 to the Company's Current Report on Form 8-K, filed on June 18, 2018, and incorporated herein by reference).
(a)(5)(ii)	Letter to Employees, dated June 16, 2018 included as Exhibit 99.2 to the Company's Current Report on Form 8-K, filed on June 18, 2018, and incorporated herein by reference).
(b)(1)†	Debt Commitment Letter, dated as of June 15, 2018, by and between Fortress Credit Advisors LLC and Feldenkreis Holdings LLC.
(b)(2)†	Amended and Restated Debt Commitment Letter, dated as of June 30, 2018, by and between Wells Fargo Bank, National Association and Feldenkreis Holdings LLC.
(c)(1)†	Opinion of PJ SOLOMON, dated June 15, 2018 (included as Appendix C to the Preliminary Proxy Statement, and incorporated herein by reference).
(c)(2)†	Discussion Materials, dated June 15, 2018, of PJ SOLOMON to the Special Committee of the Board of Directors of the Company.
(c)(3)†	Financing Analysis, dated June 15, 2018, of PJ SOLOMON to the Special Committee of the Board of Directors of the Company.
(c)(4)†	Financing Analysis, dated June 11, 2018, of PJ SOLOMON to the Special Committee of the Board of Directors of the Company.
(c)(5)†	Financing Analysis, dated June 2, 2018, of PJ SOLOMON to the Special Committee of the Board of Directors of the Company.
(c)(6)*†	Discussion Materials, dated April 12, 2018, of PJ SOLOMON to the Special Committee of the Board of Directors of the Company.
(c)(7)†	Discussion Materials, dated March 3, 2018, of PJ SOLOMON to the Special Committee of the Board of Directors of the Company.
(c)(8)†	Financing Analysis, dated July 31, 2018, of PJ SOLOMON to the Special Committee of the Board of Directors of the Company.
(c)(9)*†	Severance Program Review, dated April 20, 2018, of FW Cook to the Compensation Committee of the Board of Directors of the Company.
(c)(10)*	Business Plan Review, dated April 6, 2018, of AlixPartners to the Special Committee of the Board of Directors of the Company.
(d)(1)	Agreement and Plan of Merger, dated as of June 15, 2018, by and among Feldenkreis Holdings LLC, GF Merger Sub, Inc. and Perry Ellis International, Inc. (included as Appendix A to the Preliminary Proxy Statement, and incorporated herein by reference).
(d)(2)†	Equity Rollover Agreement, dated as of June 15, 2018, by and between George Feldenkreis and Feldenkreis Holdings LLC.

15

(d)(3)†	Equity Rollover Agreement, dated as of June 15, 2018, by and between Oscar Feldenkreis and Feldenkreis Holdings LLC.
(d)(4)†	Equity Rollover Agreement, dated as of June 15, 2018, by and between Fanny Hanono and Feldenkreis Holdings LLC.
(d)(5)†	Equity Rollover Agreement, dated as of June 15, 2018, by and between The George Feldenkreis Revocable Trust UAD 12/23/13 and Feldenkreis Holdings LLC.
(d)(6)†	Equity Rollover Agreement, dated as of June 15, 2018, by and between The Oscar Feldenkreis Revocable Trust UAD 05/06/11 and Feldenkreis Holdings LLC.
(d)(7)†	Equity Rollover Agreement, dated as of June 15, 2018, by and between The Fanny Hanono Revocable Trust UAD 07/06/11 and Feldenkreis Holdings LLC.
(d)(8)†	Equity Rollover Agreement, dated as of June 15, 2018, by and between The Erica Feldenkreis 2012 Irrevocable Trust UAD 10/17/12 and Feldenkreis Holdings LLC.
(d)(9)†	Equity Rollover Agreement, dated as of June 15, 2018, by and between The Jennifer Feldenkreis 2012 Irrevocable Trust UAD 10/17/12 and Feldenkreis Holdings LLC.
(d)(10)†	Equity Rollover Agreement, dated as of June 15, 2018, by and between The Stephanie Feldenkreis 2012 Irrevocable Trust UAD 10/17/12 and Feldenkreis Holdings LLC.
(d)(11)†	Voting Agreement, dated as of June 15, 2018, by and among Feldenkreis Holdings LLC, George Feldenkreis, Oscar Feldenkreis, Fanny Hanono, The George Feldenkreis Revocable Trust UAD 12/23/13, The Oscar Feldenkreis Revocable Trust UAD 05/06/11, The Fanny Hanono Revocable Trust UAD 07/06/11, The Erica Feldenkreis 2012 Irrevocable Trust UAD 10/17/12, The Jennifer Feldenkreis 2012 Irrevocable Trust UAD 10/17/12, The Stephanie Feldenkreis 2012 Irrevocable Trust UAD 10/17/12, and Perry Ellis International, Inc.
(d)(12)†	Limited Guarantee, dated as of June 15, 2018, by and between George Feldenkreis and Perry Ellis International, Inc.
(d)(13)†	Pledge and Security Agreement, dated as of June 15, 2018, by and between Perry Ellis International, Inc. and George Feldenkreis.
(f)	Sections 607.1301-607.1333 of the Florida Business Corporation Act (included as Appendix B to the Preliminary Proxy Statement, and incorporated herein by reference).
(g)	None.

*

Certain portions of this exhibit have been redacted and separately filed with the Securities and Exchange Commission pursuant to a request for confidential treatment.

†

Previously filed.

16

EX-99.(C)(10)

Exhibit (c)(10)

Independent Board Committee – Business Plan Review Final report April 6, 2018

Confidential Information has been omitted and filed separately with the Securities and Exchange Commission. Omitted portions are indicated in this presentation with redactions. Confidential treatment has been requested with respect to this omitted information.

Disclaimer – Important Information Regarding This Report • This report (“Report”) was prepared by AlixPartners, LLC (“AlixPartners”) exclusively for the benefit and internal use of the Special Committee of the Board of Directors of Perry Ellis International (the “Company”). This Report is confidential and subject to the confidentiality provisions of the agreement between AlixPartners and the Company dated March 16, 2018. No person other than the Company or person who has signed and returned to AlixPartners a Report Access Letter (a “Third Party”) is authorized to have access to this Report This Report and its contents are not to be referred to, excerpted, or quoted, in whole or in part and with or without attribution to AlixPartners, in any prospectus, registration statement, offering circular, public filing, presentation, loan document, or other agreement or document without the express written consent of AlixPartners. In addition, this Report and its contents may not be reproduced or disseminated to any Third Party, or used for any other purpose (other than for the internal use of the Company), at any time or in any manner, without the express prior written consent of AlixPartners (not to be unreasonably withheld or delayed). This Report is incomplete without reference to, and should be viewed solely in conjunction with, the oral briefing provided by AlixPartners which forms part of this Report Recipients of this Report accept that they will make their own investigation, analysis and decision relating to a possible transaction or transactions and/or matter related to such and will not use or rely upon this Report to form the basis of any such decisions AlixPartners expresses no view as to the accuracy, completeness or likelihood of the Company’s business plan, scenarios, projections or forecasts contained in this Report. This Report and the Company business plan, scenarios, projections or forecasts are subject to important risk factors that are identified and discussed throughout this Report. This Report is subject to those risk factors, which must be reviewed and considered by any person reviewing this Report AlixPartners makes no representation or warranty regarding any actions the Company may take in reliance on or in reference to matters presented in this Report. Accordingly, no liability or responsibility whatsoever is accepted by AlixPartners for any loss howsoever arising from any use of, or in connection with, this Report The information in this Report reflects conditions and the views of AlixPartners as of the date of this Report, all of which are subject to change. AlixPartners undertakes no obligation to update or provide any revisions to the Report to reflect events, circumstances or changes that occur after the date this Report was prepared In preparing this Report, AlixPartners has relied upon and assumed, without independent verification, the accuracy and completeness of all information available from public sources, from the Company, or which was otherwise provided to us. AlixPartners has not audited or verified the data provided by the Company or any other data reviewed in connection with the preparation of this Report. Accordingly, AlixPartners cannot and does not express an opinion on the financial information and does not assume any responsibility for the accuracy or correctness of the projected financial or other data, information and assessments upon which this Report is based This Report may be based, in whole or in part, on projections or forecasts of future events. A forecast, by its nature, is speculative and includes estimates and assumptions which may prove to be wrong. Actual results may, and frequently do, differ from those projected or forecast. Those differences may be material. Items which could impact actual results include, but are not limited to, unforeseen micro or macro economic developments, business or industry events, personnel changes, casualty losses, or the inability of the Company to implement plans or programs • • • • • • • • • This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer 2

Agenda • • • • • • • Executive Summary Approach and Diligence Strategies Business Plans Benchmarking & Bottom-up Other matters Analyses Suggested Further Actions This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer 3

Executive Summary  The founder, George Feldenkreis, in potential concert with his son Oscar (the company CEO) and certain critical financing sources, has expressed his intention to the company Board of Directors to purchase the company and take it private. In order to help evaluate the offer and the Company’s strategic alternatives, AlixPartners was asked, on behalf of the Special Committee of the Board of Directors, made up of the independent directors, to:      Evaluate the Company’s business plans Evaluate the Company’s strategies Provide benchmarking and bottom-up analyses to refine the Company’s projections Assist the Special Committee in the consideration of alternative strategies that could increase enterprise value, taking into account the unique interests of all constituencies and the resources needed and risks associated with such alternatives Assist the Special Committee’s other professionals in obtaining and compiling information that is needed to present the Company, or one or more business units, to prospective purchasers or investors   In order to achieve these objectives, two Managing Directors – Michael Feder and Bryan Eshelman - conducted interviews, reviewed documents, and analyzed data over a two week period.  Based on the interviews, documents and data analyzed, AlixPartners believes the “March 2018 Management Projections” as presented for the fiscal years 2019 – 2021 is within a range that is reasonable and were reasonably prepared on bases reflecting the best currently available estimates and judgments of the Company’s management of the future financial performance of the Company. This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer 4

Approach & Diligence  In order to analyze the business plan, AlixPartners did the following:   Attended a company presentation to the potential outside investors (Fortress Capital) Reviewed documentation from the “data room”, including, but not limited to:    The Fiscal Year 2019 Budget The March 2018 Management Projections Fiscal Year 2019 Adjusted Revenue Budget, including “Additional Risk” from potential customers’ insolvency FY 2019 Budgets for Shared Services, Divisional, and other SG&A components “Non-Core Brand Analysis” Key Licensor and Licensee agreements     Assisted in populating the data room with information to address the diligence requests by either the investment bankers or potential investors Held update calls with the Special Committee, the company’s investment banker P.J. Solomon, and the Special Committee’s counsel, Paul Weiss. Benchmarked key operating and financial metrics against AlixPartner’s knowledge base and comparable firm public financials Conducted interviews with key management team members    This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer 5

Approach & Diligence  Interviews of the company management team, including:         Oscar Feldenkreis, President & CEO Jorge Narino, Interim CFO Tricia Thompkins, Interim General Counsel Anthony Campbell, President Nike Swim Division Jack Voith, President Golf Division Melissa Worth, President Perry Ellis Division Luiz Paez, CIO Joseph Boisman, EVP Distribution & Logistics         Brad Arkin, EVP Sourcing Denise Miller, President Rafaella Division Stanley Silverstein, President Intl. & Licensing Phil Rutman, President Direct-to-Consumer Kevin Fitch, Controller David Enright, COO Lystra Nottingham, Director HR Todd Bernstein, President Original Penguin Division  During these interviews, the AlixPartners team referred to existing plans in order to gather qualitative insights into the assumptions and resource needs behind the plans. In general, these interviews each lasted one hour and asked for:    An overview of the part of the business managed by them A review of the qualitative points presented on their page of the stretch “FY 2019 Budget” Any key opportunities or risks to their “March 2018 Management Projections” Any key initiatives they have underway or are planning Any resource requirements they have to achieve their “March 2018 Management Projections” or associated initiatives    This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer 6

Strategies Overall, the company operates like a wholesale apparel company, not like the owner and operator of brands. Particularly in today’s retail environment, successful brand owners focus more on brand equity and end consumer attributes than accounts and floor space. There is no evidence of a strategic plan or strategic planning process. The “Fiscal Year 2019 Budget” is very high level and does not translate sales goals to operational strategies or priorities. The Company is highly wholesale sales motivated and seems to lack a strategic approach to managing brand points / levels of distribution, or to investment in building brands or understanding the brands’ end consumer. All incremental sales seem to be valued equally (both within and across brands), although a high level analysis of eliminating “Non-core Brands” has been done. Key growth opportunities (Retail, particularly e-commerce, and International) are under-resourced given the potential. • • • • - Retail is run separately by a merchant who does think about assortment and inventory, and somewhat about real estate, but not about consumer experience or the role of direct-to-consumer channel to the overall brand strategy E-commerce seems under-resourced and de-prioritized without any senior experienced digital leadership, no omni-channel inventory leverage (although a new loyalty program is multi-channel), no concerted effort to leverage drop shipping for retail customers, and no investment strategy aimed at driving the business. International sales are mainly run from the United States - - This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer 7

Business Plans Below represents certain high level risks and opportunities to the March 2018 Management Projections for the PERY Primary Businesses. The tables on the next two pages detail further risks and opportunities. • The Perry Ellis brand could easily lose relevance due to the lack of brand investment. This would be a large potential problem for the company unless there is another plan. We heard nothing regarding this plan. Investment could be funded by potential savings in other business costs. This could also be true of other Core brands. may choose to not renew the license with PERY at expiration in due to • While this was mentioned, it was somewhat downplayed as not a potential problem due to PERY’s performance, the acquired brand’s “different customer target” and This could be a myopic view, and even more near term if Change of Control triggers a release. The relaunch of the Original Penguin brand is both a risk and opportunity. The Brand President expressed great confidence and yet, full-price sales are not assured. If the optimism is warranted, this could be a sleeper opportunity that could capture significant additional share. • • Brick and Mortar retailer contraction / Chapter 11 continues to be a threat to PERY. The Company has identified four retailers that could impact 2019, only adjusting for Bon-Ton. We feel that these and others present a continuing risk into the later years of the plan. This supports an urgency for development of a stronger brand and direct-to-consumer presence for all of the core brands, striving for a “consumer pull” rather than a “retailer push” business. • The “Other Businesses” to varying degrees share the risks above. These businesses seem to represent businesses with fewer resources and less attention. Still these businesses represent over $400MM in 2021 revenue or 43% of the total. The brands in this category have limited DTC presence and in some cases concentrated customers suggesting greater risk. The current company “Non-Core” restricting plan is not aggressive enough in right sizing the organization for a business that excludes some of these other brands. • Europe, Retail, Licensing and E-commerce however, are strategically important and possible growth opportunities. Even if the brands in Sportswear and Women’s are not considered “core” brands, Europe, Retail, Licensing and E-commerce should certainly be strong growth candidates and high profit areas, which should belong in any on-going business consideration. This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer 8 There is a risk that

Confidential Information has been omitted and filed separately with the Securities and Exchange Commission. Omitted portions are indicated in this presentation with redactions. Confidential treatment has been requested with respect to this omitted information.

March 2018 Management Projections ($MM) - Primary Businesses This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer AllxPartners 9 $114.0 Perry Ellis Accessories $54.8 $54.0 ($0.8) Original Penguin $47.5 $39.0 ($8.5) Golf $246.8 $226.6 ($20.2) $103.0 $96.0 ($7.0)

Confidential Information has been omitted and filed separately with the Securities and Exchange Commission. Omitted portions are indicated in this presentation with redactions. Confidential treatment has been requested with respect to this omitted information.

March 2018 Management Projections ($MM) - Other Businesses This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer AllxPartners 10 RafaelIa $102.9 $86.8 ($16.1) Retail $65.1 $66.9 $1.8 E­ commerce $24.9 $21.2 ($3.7) Licensing $42.1 $38.5 ($3.6) Europe $120.0 $89.7 ($30.3) Mexico $7.1 $7.1

Confidential Information has been omitted and filed separately with the Securities and Exchange Commission. Omitted portions are indicated in this presentation with redactions. Confidential treatment has been requested with respect to this omitted information.

Benchmarks provide directional input to potential opportunities This directional input begins to identify potential alternatives to the current cost structure and a need for more marketing investment. We compared PERY to the average 1st quartile performer ("Leading") and average 4th quartile performer ("Lagging") in the benchmark set.* Stores Payroll % of Store Sales Occupancy% of Store Sales Ecomm sales % of Total Retail Ecomm sales % of DTC sales Total SG&A Revenue I FTE Finance% of Revenue 14% 16% 10% 20% 18% $1.6M 0.6% 0.3% 1.0% 0.2% 4% 2% 2% 3% 20% Retail 21% 0% 0% 33% $0.8M 1.4% 0.7% 3.0% 0.5% 0% 5% 6% 5% • Ecommerce Corporate Overhead L--HR % of Revenue IT % of Revenue Legal % of Revenue Total Marketing % of Sales Merch & Design % of Sales Sourcing % of FOB$ Purchased Distribution % of Sales Back Office Marketing Wholesale Operations ·senchmark companies included wholesale apparel companies with GM% 21% to 47% (PERY 38.3% projected 2019). PERY benchmarks based on FY2019 projected sales & spend, FTE's est. at 2,000 (2,500 as of March 2017 per last 10-K). "Total Retail" includes DTC plus Wholesale Sales@ Keystone This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer AllxPartners 11 Lagging Benchmark Range Leading SG&A Expense SG&A Category

Benchmarking & Bottom-Up Analyses General comments on drivers of SG&A and organizational effectiveness: • Complex organization – difficult organizational structure with blurred lines of authority and responsibility CEO has 19 direct reports, 6 of whom have Perry Ellis brand management responsibilities Operations are siloed, for example: Sourcing offices are given the same product in order to “bid” amongst each other for the business, sometimes dealing with the same factories through two different PERY offices. Communication is not facilitated, no evidence of a “management team” but rather only of separate managers Change in many top roles dependent upon loyalty rather than capability Complex operation – layers of incremental solutions and under-integrated acquisitions 8 Headquarters / showroom / design locations 12 DC’s (including owned & 3PL), two in Florida, none ideally located for e-commerce 7 or 8 overseas Sourcing offices, sourcing through approximately 150 factories in 25 countries - - - - • - - - This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer 12

Other matters The Special Committee also asked AlixPartners for our analysis on four specific questions: 1. Morale of the company? - Company morale seems normal – no large concerns expressed nor over-optimism given the retail climate. - Head of HR did not seem to understand the current morale, nor any impact due to the potential transaction.Similarly, top management seem to view the potential transaction as a “non-event” or only have been told the “positive” (the family re-asserting control) without appreciation or understanding for what might change. 2. Strength of the leaders? The CEO has very good knowledge of the retail landscape in which his products compete, and expressed great relationships with customers. The rest of top leadership seem adequate to their fairly narrowly defined remits, are unknown quantities if given broader responsibilities or authority Current interim executives need to be fully vetted for being suited for ongoing responsibilities at a public company - - but - This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer 13

Other matters (con’t) The Special Committee also asked AlixPartners for our analysis on four specific questions: 3. Assets the company has that can be developed / exploited? - Brands: The owned brands are “real” brands with heritage and potential equity. - Customer Relationships: While many customers are facing challenging conditions, the company has developed strong relationships could be further developed strategically, e.g. collaborative consumer research, product design, inventory planning, fulfillment. - Licenses: are strong licenses that leverage unique design and sourcing abilities within the company. 4. How best to organize to execute again these assets? - - - - Elevate the CEO role from chief salesperson to a true multi-disciplinary leader Create global brand owners with true responsibility for sales and margin in all channels Strengthen the marketing function – both brand equity and digital Seek to better understand the end-consumer to develop apparel that is targeted and differentiated. Hire new senior administrative talent (CFO, CAO) to better manage financial operations and human resource functions. Empower the COO role to integrate and rationalize the product flow operations - - This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer 14

Confidential Information has been omitted and filed separately with the Securities and Exchange Commission. Omitted portions are indicated in this presentation with redactions. Confidential treatment has been requested with respect to this omitted information.

Suggested Further Actions The following opportunities were identified at a high level during our brief plan assessment, but in AlixPartners’ opinion warrant further evaluation, planning, and potentially implementation: • • Further evaluation of the “Non-Core Brand Analysis” divestiture and restructuring plan Organizational structure, brand ownership vs. shared services, management spans & layers Further evaluation of overall cost structure (see next page) including: • - - - Back office support / shared services Supply Chain network Sourcing Foreign Office structure and U.S. vs. Foreign Office Sourcing headcount and spend • Review and re-negotiation of major indirect procurement spend, including benefits, travel, insurance, components of IT, maintenance & utilities, etc. Concerted planning and evaluation of high potential ROI investments, including • - Increased marketing spend, particularly on owned brand building and consumer research International Expansion Direct-to-Consumer, particularly E-commerce, expansion - - This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer 15

Suggested Further Actions The following more detailed analysis of parts of the company SG&A highlights areas for potential further analysis. The "opportunity" suggested represents the annual run rate savings without considering any one-time "cost to get" or restructuring cost. These costs are normally estimated during a more detailed analysis or "QuickStrike." For example, using high level benchmarks a number of functions seem to have savings opportunities that could be reinvested in the brand marke"Leading" level. Net of potential savings, th suggest the company would have to spend more in SG&A whil • Based on benchmarks, potential savings could be found • Offset by a need to increase spending in Marketing - by to "Average" and to "Leading" even with Getting to "Leading" class in all areas, including Marketing, would yield an overall savings of significantly increased marketing spend. !I!II!I !IP.W!II. . . Distribution includes estimated depreciation of - Distribution includes receiving( which is in COGS) but not inbound freig ht (also in COGS) This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer AllxPartners 16 I All Average$ 12.1 Average w. Leading Marketing $ (5.4) All Leading$ 42.3 Notes: IT includes estimated depreciation of -does not include CAPEX Marketing includes Advertising Sourcing includes both Domestic -& Overseas -

Confidential Information has been omitted and filed separately with the Securities and Exchange Commission. Omitted portions are indicated in this presentation with redactions. Confidential treatment has been requested with respect to this omitted information.

Appendix    Fiscal Year 2019 Budget and 3-Year Top Line Revenue Plan March 2018 Management Projections March 2018 Management Revenue Projection for Fiscal 2019 with Additional 2019 Risk This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer 17

Fiscal Year 2019 Budget and 3-Year Top Line Revenue Plan ••• I Perry Ellis International CAGR: 7.3% S9L5 S218.1 $865 $61..0 S223 $30.6 so.o S91.2 $229.1 $100. 6 555.8 5235 S363 so.o STil.A S982 52445 5U4.1 S57.0 525.8 $46.0 513.9 5845.8 5108.5 5268.2 5134.7 55.1 527.1 S5 6 6 523.8 $938.8 $1,071 $S1S $20..2 $84.7 520. 9 520.3 587.0 511..4 S118.6 S20.9 5945 511.9 51273 5215 5103.1 512.4 $137.0 SL5 S1..7 S22 $25 Tohl Company $9153 $1.078.3 $&72.5 $891. 7 . Total-valutNJ nmilion:J; I. R«all. 9 . FY'2019 prtJjtPc:tial rppreintPrlallrlretch plan which 111 higher than afticial budget S87lW 3 This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer AllxPartners 18

Confidential Information has been omitted and filed separately with the Securities and Exchange Commission. Omitted portions are indicated in this presentation with redactions. Confidential treatment has been requested with respect to this omitted information.

March 2018 Management Projections PERRY ELLlS J NTER NAT IO NA L FY'2019 ADJUSTED INCOME STATEMENT $874,853 330,285 $873,267 333,832 38 171,835 33,088 12.8,903 66,528 62.375 7.1" 14,496 6,758 41,12.1 10,286 30,834 $2.00 $892,328 340,961 38.21' 173,914 34,122 132.918 66,858 66,059 7.4" 14,450 5,342 46,268 11,575 34,693 $2.26 $935,378 352,035 Total Revenue Gross Margin $861,086 320,160 GP" Direct SG&A Distr bution 0perattn11ncome before Allocadons Shared SUliees EBITDA "of Revenue Depredation & Amortization Interest Expenses Pretax Income Income Taxes Net Income EPS 37.2" 171,955 32,631 115,634 58,191 57,174 6.6" 14,542 7,395 35,236 4,149 31,088 $2.04 37.8" 175,266 32,812 122,122 62,901 59.22.1 6.8" 14,2n 7,148 37,801 5,078 32,723 $2.13 37.6" 178,945 34,830 133;253 68,196 70.057 7.5" 15,450 6,220 48,388 U,105 36,.283 $2.36 This Report is subject to the Disclaimer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer 'S 19 FY'Z021 Pro ectlon FY'ZOZO Pro ectlon FY'2019 Bud et v3 FY'2018 Actuals FY'2017 Actuals

March 2018 Management Revenue Projections for 2019 and Additional Risks PERRYELLI S INTERNATIONAL FY'2019 Adjusted Revenue Budget givebacks) excl.Bon-Ton $212,685,238 $111,261,597 $51,653,720 $35,640,338 $1,881,741 $1,404,378 $810,000 $0 $652,860 $1,778,620 $11,355,900 $358,483 $0 $0 $0 $0 $0 $210,803,497 $109,857,219 $50,843,720 $35,640,338 $6,000,000 $365,025 $0 $0 $335,300 $11,674,950 $22,200,000 $231,526 $0 $0 $0 $0 $0 $7,231J86 $1,158,000 $655,000 $325,000 $2,305,054 $977,944 $0 $0 $940,117 $0 $5,150,000 $0 $0 $0 $0 $0 $0 $195,266,657 $107,356,250 $50,188,720 $35,315,338 Golf Division Perry Ellis Menswear Perry Ellis Accessories Original Penguin Nike $84,774,733 $73,968,622 $86,849,755 $19,569,455 $8,281,837 $6,423,029 $87,578,274 $36,700,000 $76,321,923 $84,121,873 $72,190,002 $75,493,855 $19,210,972 $8,281,837 $6,423,029 $87,578,274 $36,500,000 $76,321,923 $602,000 $2,622,433 $4,825,000 $0 $0 $0 $0 $0 $0 $82,244,456 $57,892,619 $43,318,855 $18,979,446 $8,281,837 $6,423,029 $87,578,274 $36,500,000 $76,321,923 MiamiSportswear RafaelIa Fashion Swim Laundry & PEONY Mexico Division Direct-to-Consumer (US) Licensing Total UK (incl. DTC) Total PEl $891,708,520 $18,241,982 $873,266,539 $40,806,801 $17,419,219 $9,373,115 $805,667,404 * Gross sales: Belk,Steinmart & Stage This Report is subject to the Discia imer on page 2 of this Report This Report is strictly confidential and issued on a non-reliance basis as set forth in the Disclaimer AI"IXPartners 20 Stage Steinmart Belk Bon-Ton (net of FY'2019 Budget FY'2019 Budget excl. AdditionalRisk FY'2019 Revised Budget AdditionalRisk