8-K

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): August 16, 2012

PERRY ELLIS INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Florida	0-21764	59-1162998
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
3000 N.W. 107th Avenue
Miami, Florida		33172
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (305) 592-2830

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 Securities 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 2.02 Results of Operations and Financial Condition.

On August 16, 2012, Perry Ellis International, Inc. (the “Company”) issued a press release relating to its results for the second fiscal quarter ended July 28, 2012 and its guidance for the fiscal year ending February 2, 2013. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and incorporated herein by reference.

As provided in General Instruction B.2 of SEC Form 8-K, such information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and it shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or under the Exchange Act, whether made before or after the date hereof, except as expressly set forth by specific reference in such filing to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1 Perry Ellis International, Inc. Press Release dated August 16, 2012.

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.

	PERRY ELLIS INTERNATIONAL, INC.
Date: August 16, 2012	By:	/s/ Cory Shade
		Cory Shade, SVP and General Counsel

EXHIBIT INDEX

Exhibit No.	Description
99.1	Perry Ellis International, Inc. Press Release dated August 16, 2012.

EX-99.1

Exhibit 99.1

Perry Ellis International Reports Second Quarter Fiscal 2013 Results

• Total revenue of $209.4 million in line with Company guidance

• Second Quarter Fiscal 2013 GAAP diluted EPS of $(0.17)

• Second Quarter Fiscal 2013 adjusted diluted EPS of $0.01 in line with Company guidance

• Golf, women’s contemporary, and direct-to-consumer businesses continue positive momentum

• Inventory decreased 21% compared to last year to $165 million

• Company updates full fiscal 2013 adjusted diluted EPS guidance to a range of $1.75 - $1.80 principally as a result of the transition to service new distribution channels in the expanded Callaway agreement, as well as continued promotional activity in its collection businesses

Perry Ellis International (NASDAQ:PERY) today reported results for the second quarter ended July 28, 2012 (“second quarter of fiscal 2013”).

Second Quarter Results from Operations

Total revenue decreased 2.3% to $209.4 million compared to $214.4 million in the quarter ended July 30, 2011 (“second quarter of fiscal 2012”) and in-line with Company guidance of a low-single digit decrease. The Company noted that continued momentum within golf, direct-to-consumer, and women’s contemporary was slightly offset by decreases in its Perry Ellis and Rafaella collection businesses.

Oscar Feldenkreis, President and Chief Operating Officer, commented, “We met our expectations for the second quarter and continue to make significant progress in our Perry Ellis and Rafaella collection businesses, which is encouraging as we move forward. We expect to see improved performance beginning with the holiday season and the new team’s full impact beginning in spring 2013.”

Gross margin for the second quarter decreased by 60 basis points to 33.1% compared to 33.7% last year due to costs associated with the exit of underperforming brands and businesses, the closing of a sourcing office, as well as increased promotional activity within the Company’s collection businesses.

Selling, general and administrative (“SG&A”) expenses for the second quarter of fiscal 2013 increased $2.7 million to $66.1 million compared to $63.4 million in the second quarter of fiscal 2012. This increase was attributed primarily to costs associated with the Company’s voluntary early retirement program, exited brands and businesses, and the exit and relocation of a third party logistics provider.

As reported under generally accepted accounting principles (“GAAP”), net loss for the second quarter of fiscal 2013 was $2.4 million, or earnings per share (“EPS”) of ($0.17), compared to net income of $1.8 million, or $0.11 per fully diluted share in the second quarter of fiscal 2012.

After considering the costs of the exit of underperforming brands, the voluntary retirement program, the closing of the sourcing office and the relocation of the third party logistics provider, earnings per fully diluted share, as adjusted, for the second quarter of fiscal 2013 was $0.01 compared to earnings per fully diluted share, as adjusted, of $0.11 in the second quarter of fiscal 2012. (See attached reconciliation “Table 1”)

Adjusted EBITDA for the second quarter totaled $7.4 million or 3.6% of revenue. (See attached reconciliation “Table 2”)

First Half Operations Review

For the six months ended July 28, 2012 (“first half of fiscal 2013”) total revenues decreased 5.5% to $475.0 million compared to $502.7 million for the six months ended July 30, 2011 (“first half of fiscal 2012”) and in line with Company guidance. The revenue reduction during the first half of the fiscal year, as compared to last year, was primarily attributable to softness in the Company’s collection businesses.

Adjusted EBITDA for the first half of fiscal 2013 totaled $30.3 million or 6.4% of revenue. (See attached reconciliation “Table 2”)

Net income for the first half of fiscal 2013 was $7.2 million, or $0.47 per fully diluted share, compared to $17.2 million, or $1.08 per fully diluted share in the first half of fiscal 2012.

After considering the costs associated with the exit of underperforming brands and businesses, the voluntary retirement program, the closing of the sourcing office and the relocation of the third party logistics provider, earnings per fully diluted share, as adjusted, for the first half of fiscal 2013 was $0.70 compared to earnings per fully diluted share, as adjusted, of $1.16 in the first half of fiscal 2012. For the first half of fiscal 2012, EPS, per fully diluted share, as adjusted, excludes costs related to the impact of early extinguishment of debt and duplicate interest expense. (See attached reconciliation “Table 1”)

Balance Sheet Update

George Feldenkreis, Chairman and CEO of Perry Ellis International commented, “We believe that our excellent financial position and the strength of our operating platform provide us with the foundation to capitalize on our improved sportswear offering and maximize sales opportunities across multiple distribution channels around the globe. We are confident that the focus and disciplined management of our balance sheet will provide support for continued growth in our core competencies.”

The Company ended the quarter with $82 million in cash and cash equivalents and full availability under its senior credit facility. Inventories at quarter end totaled $164.7 million, a reduction of $44.4 million or 21% compared to $209.1 million as of July 30, 2011. As a result of the disciplined management of inventory, the Company ended the period with a net debt to total capitalization of approximately 20% as compared to 27% for the comparable prior year period.

Fiscal 2013 Guidance

The Company remains comfortable with revenue guidance ranging from $990 million to $1 billion for full fiscal year 2013.

The Company has updated its outlook for the full fiscal year expecting diluted EPS as adjusted in a range of $1.75 to $1.80. This updated guidance principally reflects the impact for the transition to service the new distribution channels in the expanded Callaway agreement, and to a lesser extent continued promotional activity in its collection businesses into the fall season.

The Company has a positive outlook as it transitions from a service fee model with Callaway to a direct sales model. Assuming the new channels of distribution positions the Company for continued growth in the future and it expects for the transition to be a positive earnings contributor beginning in spring 2013.

About Perry Ellis International

Perry Ellis International, Inc. is a leading designer, distributor and licensor of a broad line of high quality men’s and women’s apparel, accessories and fragrances, as well as select children’s apparel. The Company’s collection of dress and casual shirts, golf sportswear, sweaters, dress pants, casual pants and shorts, jeans wear, active wear, dresses and men’s and women’s swimwear is available through all major levels of retail distribution. The Company, through its wholly owned subsidiaries, owns a portfolio of nationally and internationally recognized brands, including: Perry Ellis(R), Original Penguin(R) by Munsingwear(R),Jantzen(R), Laundry by Shelli Segal(R), C&C California(R), Rafaella(R), Ben Hogan(R), Grand Slam(R), Savane(R), Axist(R), Manhattan(R), Farah(R),Cubavera(R), the Havanera Co.(R), Centro(R), Solero(R), John Henry(R), Munsingwear(R), Natural Issue(R), Pro Player(R), Axis(R), Tricots St. Raphael(R), Gotcha(R), Girl Star(R), MCD(R), Mondo di Marco(R), Redsand(R), Anchor Blue(R) and Miller’s Outpost(R). The Company enhances its roster of brands by licensing trademarks from third parties, including: Nike(R) and Jag(R) for swimwear, and Callaway(R), PGA TOUR(R) and Champions Tour(R) for golf apparel. Additional information on the Company is available at http://www.pery.com.

Safe Harbor Statement

We caution readers that the forward-looking statements (statements which are not historical facts) in this release are made pursuant to the safe harbor provisions of the

Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on current expectations rather than historical facts and they are indicated by words or phrases such as “anticipate,” “believe,” “budget,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “guidance,” “indicate,” “intend,” “may,” “might,” “plan,” “possibly,” “potential,” “predict,” “probably,” “proforma,” “project,” “seek,” “should,” “target,” or “will” and similar words or phrases or comparable terminology. We have based such forward-looking statements on our current expectations, assumptions, estimates and projections. While we believe these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements, many of which are beyond our control. These factors include: general economic conditions, a significant decrease in business from or loss of any of our major customers or programs, anticipated and unanticipated trends and conditions in our industry, including the impact of recent or future retail and wholesale consolidation, recent and future economic conditions, including turmoil in the financial and credit markets, the effectiveness of our planned advertising, marketing and promotional campaigns, our ability to contain costs, disruptions in the supply chain, our future capital needs and our ability to obtain financing, our ability to protect our trademarks, our ability to integrate acquired businesses, trademarks, trade names and licenses, our ability to predict consumer preferences and changes in fashion trends and consumer acceptance of both new designs and newly introduced products, the termination or non-renewal of any material license agreements to which we are a party, changes in the costs of raw materials, labor and advertising, our ability to carry out growth strategies including expansion in international and direct to consumer retail markets, the level of consumer spending for apparel and other merchandise, our ability to compete, exposure to foreign currency risk and interest rate risk, possible disruption in commercial activities due to terrorist activity and armed conflict, and other factors set forth in Perry Ellis International’s filings with the Securities and Exchange Commission. Investors are cautioned that all forward-looking statements involve risks and uncertainties, including those risks and uncertainties detailed in Perry Ellis’ filings with the SEC. You are cautioned not to place undue reliance on these forward-looking statements, which are valid only as of the date they were made. We undertake no obligation to update or revise any forward-looking statements to reflect new information or the occurrence of unanticipated events or otherwise.

Source: Perry Ellis International, Inc.

Perry Ellis International, Inc.

Miguel Garcia, 305-873-1830

PERRY ELLIS INTERNATIONAL, INC. AND SUBSIDIARIES

SELECTED FINANCIAL DATA (UNAUDITED)

(amounts in 000’s, except per share information)

INCOME STATEMENT DATA:

	Three Months Ended						Six Months Ended
	July 28, 2012			July 30, 2011			July 28, 2012		July 30, 2011
Revenues
Net sales	$	203,090		$	208,596		$	462,106	$	491,371
Royalty income		6,347			5,839			12,854		11,353
Total revenues		209,437			214,435			474,960		502,724
Cost of sales		140,112			142,167			317,895		333,486
Gross profit		69,325			72,268			157,065		169,238
Operating expenses
Selling, general and administrative expenses		66,103			63,370			132,450		126,745
Depreciation and amortization		3,472			3,424			6,890		6,613
Total operating expenses		69,575			66,794			139,340		133,358
Operating (loss) income		(250	)		5,474			17,725		35,880
Costs on early extinguishment of debt		—			—			—		1,306
Interest expense		3,513			3,769			7,322		8,435
Net (loss) income before income taxes		(3,763	)		1,705			10,403		26,139
Income tax (benefit) provision		(1,321	)		(142	)		3,169		8,914
Net (loss) income	$	(2,442	)	$	1,847		$	7,234	$	17,225
Net (loss) income, per share
Basic	$	(0.17	)	$	0.12		$	0.49	$	1.16
Diluted	$	(0.17	)	$	0.11		$	0.47	$	1.08
Weighted average number of shares outstanding
Basic		14,703			15,289			14,672		14,855
Diluted		14,703			16,464			15,265		16,001

PERRY ELLIS INTERNATIONAL, INC. AND SUBSIDIARIES

SELECTED FINANCIAL DATA (UNAUDITED)

(amounts in 000’s)

BALANCE SHEET DATA:

	As of
	July 28, 2012		January 28, 2012
Assets
Current assets:
Cash and cash equivalents	$	82,363	$	24,116
Accounts receivable, net		127,676		145,563
Inventories		164,661		198,264
Other current assets		30,700		33,733
Total current assets		405,400		401,676
Property and equipment, net		54,362		56,496
Intangible assets, net		248,753		242,634
Goodwill		13,794		13,794
Other assets		9,432		9,595
Total assets	$	731,741	$	724,195
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	93,975	$	80,253
Accrued expenses and other liabilities		26,792		23,142
Accrued interest payable		4,007		4,186
Unearned revenues		4,709		4,179
Total current liabilities		129,483		111,760
Long term liabilities:
Senior subordinated notes payable, net		150,000		150,000
Senior credit facility		—		21,679
Real estate mortgages		24,726		25,114
Deferred pension obligation		17,135		17,326
Unearned revenues and other long-term liabilities		34,215		31,821
Total long-term liabilities		226,076		245,940
Total liabilities		355,559		357,700
Equity
Total equity		376,182		366,495
Total liabilities and equity	$	731,741	$	724,195

PERRY ELLIS INTERNATIONAL, INC. AND SUBSIDIARIES

Table 1

Reconciliation of the three and six months ended July 28, 2012 and July 30, 2011 (loss) earnings per share to adjusted earnings per share.

(UNAUDITED)

(amounts in 000’s)

	Three Months Ended					Six Months Ended
	July 28, 2012			July 30, 2011		July 28, 2012			July 30, 2011
Net (loss) income	$	(2,442	)	$	1,847	$	7,234		$	17,225
Plus:
Costs on exited brands, distribution center and sourcing office		1,800			—		3,306			—
Costs associated with voluntary early retirement		2,420			—		2,420			—
Costs on early extinguishment of debt		—			—		—			1,306
Duplicate interest from March 8 to April 6, 2011		—			—		—			745
Less:
Tax benefit		(1,612	)		—		(2,187	)		(718	)
Net income, as adjusted	$	166		$	1,847	$	10,773		$	18,558
Costs on exited brands, distribution center and sourcing office
	July 28, 2012			July 30, 2011		July 28, 2012			July 30, 2011
Net (loss) income per share, diluted	$	(0.17	)	$	0.11	$	0.47		$	1.08
Net per share cost on exited brands, distribution center and sourcing office		0.08			—		0.13			—
Net per share costs associated with voluntary early retirement		0.10			—		0.10			—
Net per share costs on early extinguishment of debt		—			—		—		$	0.05
Net per share duplicate interest from March 8 to April 6, 2011		—			—		—		$	0.03
Adjustment for using diluted share count (1)		—			—		—		$	—
Adjusted net income per share, diluted	$	0.01		$	0.11	$	0.70		$	1.16

(1) The calculation of diluted shares for the purpose of generating GAAP EPS does not include any antidilutive items (options, SARs and restricted stock) that would result in a lower loss per share. Since the non-GAAP adjustments would result in projected adjusted net income, these items would become dilutive to EPS. This adjustment represents the impact of including these dilutive items in the calculation of diluted shares for generating the adjusted EPS.

“Adjusted net income per share, diluted” consists of “net income per share, diluted” adjusted for the impact of the costs of exiting certain brands, distribution center, sourcing office, costs associated with voluntary early retirement, early extinguishment of debt and duplicate interest from March 8, 2011 to April 6, 2011, the time during which the retired debt and the new debt were simultaneously outstanding. These costs are not indicative of our core operations and thus to get a more comparable result with the operating performance of the apparel industry, they have been removed, net of taxes, from the calculation.

PERRY ELLIS INTERNATIONAL, INC. AND SUBSIDIARIES

Table 2

RECONCILIATION OF NET (LOSS) INCOME TO EBITDA(1)

(UNAUDITED)

(amounts in 000’s)

	Three Months Ended						Six Months Ended
	July 28, 2012			July 30, 2011			July 28, 2012			July 30, 2011
Net (loss) income	$	(2,442	)	$	1,847		$	7,234		$	17,225
Plus:
Depreciation and amortization		3,472			3,424			6,890			6,613
Interest expense		3,513			3,769			7,322			8,435
Costs on early extinguishment of debt		—			—			—			1,306
Income (benefit) tax provision		(1,321	)		(142	)		3,169			8,914
EBITDA	$	3,222		$	8,898		$	24,615		$	42,493
Costs on exited brands, distribution center and sourcing office		1,800		$	—			3,306			—
Costs associated with voluntary early retirement		2,420		$	—			2,420			—
EBITDA, as adjusted	$	7,442		$	8,898		$	30,341		$	42,493
Gross profit	$	69,325		$	72,268		$	157,065		$	169,238
Less:
Selling, general and administrative expenses		(66,103	)		(63,370	)		(132,450	)		(126,745	)
Plus:
Costs on exited brands, distribution center and sourcing office		1,800			—			3,306			—
Costs associated with voluntary early retirements		2,420			—			2,420			—
EBITDA, as adjusted		7,442			8,898			30,341			42,493
Total revenues	$	209,437		$	214,435		$	474,960		$	502,724
EBITDA margin percentage of revenues		3.6	%		4.1	%		6.4	%		8.5	%

(1) Adjusted EBITDA consists of (loss) earnings before interest, taxes, depreciation, amortization, costs on early extinguishment of debt, costs on exited brands, distribution center relocation and sourcing office, as well as costs associated with voluntary early retirements. Adjusted EBITDA is not a measurement of financial performance under accounting principles generally accepted in the United States of America, and does not represent cash flow from operations. Adjusted EBITDA is presented solely as a supplemental disclosure because management believes that it is a common measure of operating performance in the apparel industry. In addition, we present Adjusted EBITDA because we believe it assists investors and analysts in comparing our performance across periods on a consistent basis by excluding items that we do not believe are indicators of our core operating performance.