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): January 9, 2014

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 1.01 Entry into a Material Definitive Agreement.

On January 9, 2014, Perry Ellis International, Inc. (the “Company”) and certain of its subsidiaries entered into Amendment No. 1 (the “Amendment”) to its Amended and Restated Loan and Security Agreement dated as of December 2, 2011 (the “Loan Agreement”), among the Company, the subsidiaries named as borrowers or guarantors therein, the lenders named therein (the “Lenders”), Wells Fargo Bank, National Association, as agent for the Lenders (the “Agent”), and Bank of America, N.A., as syndication agent.

The Amendment modifies the terms of the Loan Agreement to, among other things, (a) extend the term of the Loan Agreement to December 1, 2018; (b) reduce the LIBOR margin used to determine the interest rate payable on amounts outstanding under the Loan Agreement from time to time to a range of 1.50% to 2.00% (depending on the Company’s quarterly average excess availability); and (c) reduce the unused line fee payable to the Lenders under the Loan Agreement.

The foregoing description is a summary of the material terms of the Amendment and is subject to the complete terms of the Amendment, a copy of which is filed as Exhibit 10.65 to this Form 8-K.

A copy of the press release announcing the entering into of the Amendment is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

10.65	Amendment No. 1 dated January 9, 2014 to the Amended and Restated Loan and Security Agreement dated as of December 2, 2011 among Perry Ellis International, Inc., the subsidiaries named as Borrowers or Guarantors therein, the Lenders named therein, Wells Fargo Bank, National Association, as agent for the Lenders, and Bank of America, N.A., as syndication agent.
99.1	Perry Ellis International, Inc. Press Release dated January 13, 2014.

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: January 13, 2014	By:	/s/ Cory Shade
		Cory Shade, SVP, General Counsel and Assistant Secretary

EXHIBIT INDEX

Exhibit No.	Description
10.65	Amendment No. 1 dated January 9, 2014 to the Amended and Restated Loan and Security Agreement dated as of December 2, 2011 among Perry Ellis International, Inc., the subsidiaries named as Borrowers or Guarantors therein, the Lenders named therein, Wells Fargo Bank, National Association, as agent for the Lenders, and Bank of America, N.A., as syndication agent.
99.1	Perry Ellis International, Inc. Press Release dated January 13, 2014.

EX-10.65

EXHIBIT 10.65

Execution

AMENDMENT NO. 1 TO

AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND CONSENT

AMENDMENT NO. 1 TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND CONSENT, dated as of January 9, 2014 (this “Amendment No. 1”), entered into by and among Wells Fargo Bank, National Association, successor by merger to Wachovia Bank, National Association, in its capacity as agent acting for and on behalf of the parties to the Loan Agreement (as hereinafter defined) as lenders (in such capacity, “Agent”), the parties to the Loan Agreement as lenders (individually a “Lender” and collectively, “Lenders”), Perry Ellis Menswear, LLC, a Delaware limited liability company formerly known as Perry Ellis Menswear, Inc. and successor by merger to Salant Holding, LLC (“Perry Ellis Menswear”), Supreme International, LLC, a Delaware limited liability company formerly known as Supreme International, Inc. and successor by merger to Jantzen, LLC (“Supreme”; and together with Perry Ellis Menswear and any other Person that at any time after the date hereof becomes a Borrower in accordance with the terms of the Loan Agreement (as hereafter defined), each individually “Borrower” and collectively, “Borrowers”), PEI Licensing, Inc., a Delaware corporation and successor by merger to Jantzen Apparel, LLC (“PEI Licensing”), Perry Ellis International, Inc., a Florida corporation (“Parent”), Perry Ellis Real Estate, LLC, a Delaware limited liability company formerly known as Perry Ellis Real Estate Corporation (“PE Real Estate”), Perry Ellis Shared Services Corporation, a Delaware corporation (“PE Shared Services”), Supreme Realty, LLC, a Florida limited liability company and successor by merger to Supreme Real Estate I, LLC, Supreme Real Estate II LLC and Winnsboro DC, LLC (“Supreme Realty”), and Tampa DC, LLC, a Delaware limited liability company (“Tampa DC”; and together, with PEI Licensing, Parent, PE Real Estate, PE Shared Services, Supreme Realty, and any other Person that at any time after the date hereof becomes a Guarantor in accordance with the terms of the Loan Agreement, each individually a “Guarantor” and collectively, “Guarantors”).

W I T N E S S E T H :

WHEREAS, Agent, Lenders, Borrowers and Guarantors have entered into financing arrangements pursuant to which Lenders (or Agent on behalf of Lenders) have made and may make loans and advances and provide other financial accommodations to Borrowers as set forth in the Amended and Restated Loan and Security Agreement, dated as of December 2, 2011, by and among Agent, Lenders, Borrowers and Guarantors, (as the same now exists and may hereby and hereafter be amended, modified, supplemented, extended, renewed, restated, restructured, refinanced or replaced, the “Loan Agreement”, and together with all agreements, documents and instruments at any time executed and/or delivered in connection therewith or related thereto, as from time to time amended, modified, supplemented, extended, renewed, restated, or replaced, collectively, the “Financing Agreements”);

WHEREAS, Borrowers and Guarantors have requested that Agent and Lenders agree to make certain amendments to the Loan Agreement, and Agent and Lenders are willing to agree to such amendments, subject to the terms and conditions set forth in this Amendment No. 1;

WHEREAS, Borrowers and Guarantors have advised that they have consummated, effective December 30, 2013, the following mergers among the Loan Parties (each a “Loan Party Merger”, and collectively, the “Loan Party Mergers”): (a) Jantzen Apparel, LLC. with and into

PEI Licensing, with PEI Licensing as the surviving corporation, (b) Supreme Real Estate I, LLC with and into Supreme Realty, with Supreme Realty as the surviving company, (c) Supreme Real Estate II, LLC with and into Supreme Realty, with Supreme Realty as the surviving company, (d) Winnsboro DC, LLC with and into Supreme Realty, with Supreme Realty as the surviving company; (e) Salant Holding with and into Perry Ellis Menswear, with Perry Ellis Menswear as the surviving company, and (f) Jantzen, LLC with and into Supreme, with Supreme as the surviving company, and

WHEREAS, Borrowers and Guarantors have advised that they have consummated, effective December 30, 2013, the merger of Tampa DC Holdings, LLC, a Delaware limited liability company and an inactive Subsidiary of Tampa DC (“Tampa Holdings”), with and into Tampa DC, with Tampa DC as the surviving company (the “Tampa Holdings Merger”); and

WHEREAS, by this Amendment No. 1, Agent, Lenders, Borrowers and Guarantors wish to evidence such amendments and consent;

NOW, THEREFORE, in consideration of the foregoing, the mutual agreements and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1. Definitions. Section 1.1 of the Loan Agreement is hereby modified as follows:

(a) Additional Definitions. Each of the following definitions shall be added to the Loan Agreement:

(i) “Amendment No. 1” shall mean Amendment No. 1 to Loan and Security Agreement, dated as of January 9, 2014, by and among Agent, Lenders, Borrowers and Guarantors.

(ii) “Amendment No. 1 Effective Date” shall mean the first date on which all of the conditions precedent to the effectiveness of Amendment No. 1 shall have been satisfied and/or waived.

(iii) “Quarterly Average Unused Line” shall have the meaning set forth in Section 3.2 herein.

(b) Amendments to Existing Definition of Applicable Margin. The definition of “Applicable Margin” is hereby amended by deleting it in its entirety and substituting the following therefor:

““Applicable Margin” means, at any time, as to the Interest Rate for Prime Rate Loans and the Interest Rate for Eurodollar Rate Loans the applicable percentage (on a per annum basis) set forth below if the sum of (a) the Quarterly Average Excess Availability for the immediately preceding fiscal quarter plus (b) the Excess Cash as of the last day of such immediately preceding fiscal quarter, is at or within the amounts indicated for such percentage:

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Tier	Quarterly Average Excess Availability plus Excess Cash	Applicable Prime Rate Margin			Applicable Eurodollar Rate Margin
1	Greater than or equal to sixty-five (65%) percent of the Maximum Credit		0.50	%		1.50	%
2	Greater than or equal to thirty-five (35%) percent of the Maximum Credit, but less than sixty-five (65%) percent of the Maximum Credit		0.75	%		1.75	%
4	Less than thirty-five (35%) percent of the Maximum Credit		1.00	%		2.00	%”

(c) Interpretation. For purposes of this Amendment No. 1, unless otherwise defined herein, all capitalized terms used herein which are defined in the Loan Agreement shall have the meanings given to such terms in the Loan Agreement.

2. Letter of Credit Accommodations. Section 2.2 is hereby amended by deleting clause (e) thereof and substituting the following therefor:

“(e) Except in Agent’s discretion, with the consent of all Lenders, the amount of all outstanding Letter of Credit Accommodations and all other commitments and obligations made or incurred by Agent or any Lender in connection therewith shall not at any time exceed $30,000,000.”

3. Fees. Section 3.2 is hereby amended by deleting clause (a) thereof and substituting the following therefor:

“(a) Borrowers shall pay to Agent for the ratable benefit of Lenders monthly an unused line fee at a rate equal to the percentage (on a per annum basis) set forth below calculated upon the amount (“Quarterly Average Unused Line”) by which the Maximum Credit as then in effect exceeds the average daily principal balance of the outstanding Loans and Letter of Credit Accommodations during the immediately preceding quarter (or part thereof), while the Loan Agreement is in effect and for so long thereafter as any Obligations are outstanding. Such fee shall be payable on the first day of each month in arrears.

Tier	Quarterly Average Unused Line	Unused Line Fee Percentage
1	Greater than or equal to 50% of the Maximum Credit	0.25%
2	Less than 50% of the Maximum Credit	0.375%”

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4. Term. Section 13.1 is hereby amended by deleting the first sentence of clause (a) thereof and substituting the following therefor:

“This Agreement and the other Financing Agreements shall become effective as of the Closing Date and shall continue in full force and effect for a term ending on December 1, 2018 (the “Maturity Date”) and unless sooner terminated pursuant to the terms hereof.”

5. Tampa Holdings Merger. Agent, on behalf of the Lenders, consents effective as of December 30, 2013 to the Tampa Holdings Merger.

6. Representations, Warranties and Covenants. Borrowers and Guarantors, jointly and severally, represent, warrant and covenant with and to Agent and Lenders as follows, which representations, warranties and covenants shall survive the execution and delivery hereof:

(a) this Amendment No. 1 and all other documents, agreements and instruments executed by any Borrower or Guarantor in connection herewith (together with this Amendment No. 1, the “Amendment Documents”) have been duly authorized, executed and delivered by all necessary action on the part of each Borrower and Guarantor which is a party hereto and, if necessary, their respective stockholders, and are in full force and effect as of the date hereof, and the agreements and obligations of Borrowers and Guarantors contained herein and therein constitute legal, valid and binding obligations of Borrowers and Guarantors enforceable against them in accordance with their terms except as such enforceability may be limited by (i) bankruptcy, insolvency, reorganization, moratorium or similar laws of general applicability affecting the enforcement of creditors’ rights and (ii) the application of general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law);

(b) neither the Amendment Documents nor any of the Receivables Exchange Program Documents nor the transactions contemplated thereby are in contravention of any applicable law, or the terms of any agreement to which any Borrower or Guarantor is a party or by which any property of any Borrower or Guarantor is bound;

(c) as of the date hereof, no Default or Event of Default exists or has occurred and is continuing; and

(d) Borrowers and Guarantors shall provide to Agent, in respect of the Loan Party Mergers and the Tampa Holding Merger, an officer’s certificate certifying as of the effective date of each Loan Party Merger and the Tampa Holding Merger compliance of such Loan Party Merger with Section 9.7(a) of the Loan Agreement, and the completion of the Tampa Holding Merger, together with any agreements, documents or instruments to be delivered in connection therewith.

7. Conditions Precedent. The terms and provisions of this Amendment No. 1 shall only be effective upon the satisfaction of each of the following conditions precedent in a manner satisfactory to Agent:

(a) Agent shall have received executed counterparts of this Amendment No. 1, duly authorized, executed and delivered by Borrowers and Guarantors and such Lenders as are required under the Loan Agreement to approve the transactions contemplated by this Amendment No. 1;

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(b) Agent shall have received executed counterparts of the Amendment No. 1 Fee Letter, dated as of the Amendment No. 1 Effective Date, by Borrowers in favor of Agent (the “Amendment No. 1 Fee Letter”), duly authorized, executed and delivered by Borrowers;

(c) Agent shall have received from Borrowers in immediately available funds, or Agent shall have charged to any loan account of a Borrower, all of the fees set forth in the Amendment No. 1 Fee Letter; and

(d) No Default or Event of Default shall exist or have occurred and be continuing.

8. Effect of this Amendment. This Amendment No. 1 and the other Amendment Documents constitute the entire agreement of the parties with respect to the subject matter hereof and thereof, and supersede all prior oral or written communications, memoranda, proposals, negotiations, discussions, term sheets and commitments with respect to the subject matter hereof and thereof. Except as expressly provided herein, no other consents, changes or modifications to the Financing Agreements are intended or implied, and in all other respects the Financing Agreements are hereby specifically ratified, restated and confirmed by all parties hereto as of the effective date hereof. To the extent that any provision of the Loan Agreement or any of the other Financing Agreements are inconsistent with the provisions of this Amendment No. 1, the provisions of this Amendment No. 1 shall control.

9. Further Assurances. Each Borrower and Guarantor shall execute and deliver such additional documents and take such additional action as may be reasonably requested by Agent to effectuate the provisions and purposes of this Amendment No. 1.

10. Release of Claims. No Borrower or Guarantor has any actual or potential claim or cause of action against Agent or any Lender with respect to any matters relating to the Financing Agreements and related transactions through the date hereof, and hereby waives and releases any right to assert same.

11. Governing Law. The validity, interpretation and enforcement of this Amendment No. 1 and any dispute arising out of the relationship between the parties hereto, whether in contract, tort, equity or otherwise, shall be governed by the internal laws of the State of Florida but excluding any principles of conflicts of law or other rule of law that would cause the application of the law of any jurisdiction other than the laws of the State of Florida.

12. Binding Effect. This Amendment No. 1 shall be binding upon and inure to the benefit of each of the parties hereto and their respective successors and assigns.

13. Counterparts. This Amendment No. 1 may be executed in any number of counterparts, each of which shall be an original, but all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of this Amendment No. 1 by telefacsimile or other electronic means shall have the same force and effect as the delivery of an

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original executed counterpart of this Amendment No. 1. Any party delivering an executed counterpart of this Amendment No. 1 by telefacsimile or other electronic means shall also deliver an original executed counterpart, but the failure to do so shall not affect the validity, enforceability or binding effect of such agreement

[Signature Pages Follow]

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IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to be duly executed and delivered by their authorized officers as of the day and year first above written.

BORROWERS
PERRY ELLIS MENSWEAR, LLC
By:	/s/ George Feldenkreis
Name:	George Feldenkreis
Title:	Authorized Representative
SUPREME INTERNATIONAL, LLC
By:	/s/ George Feldenkreis
Name:	George Feldenkreis
Title:	Authorized Representative
GUARANTORS
PEI LICENSING, INC.
By:	/s/ George Feldenkreis
Name:	George Feldenkreis
Title:	Authorized Representative
PERRY ELLIS INTERNATIONAL, INC.
By:	/s/ George Feldenkreis
Name:	George Feldenkreis
Title:	Chairman of the Board and CEO
PERRY ELLIS REAL ESTATE, LLC
By:	/s/ George Feldenkreis
Name:	George Feldenkreis
Title:	Authorized Representative

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Amendment No. 1 to Amended and Restated Loan and Security Agreement – Perry Ellis

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PERRY ELLIS SHARED SERVICES CORPORATION
By:	/s/ George Feldenkreis
Name:	George Feldenkreis
Title:	Authorized Representative
SUPREME REALTY, LLC
By:	/s/ George Feldenkreis
Name:	George Feldenkreis
Title:	Authorized Representative
TAMPA DC, LLC
By:	/s/ George Feldenkreis
Name:	George Feldenkreis
Title:	Authorized Representative

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Amendment No. 1 to Amended and Restated Loan and Security Agreement – Perry Ellis

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AGENT
WELLS FARGO BANK, NATIONAL ASSOCIATION, as Agent
By:	/s/ Thomas A. Martin
Name:	Thomas A. Martin
Title:	Vice President
LENDER
WELLS FARGO BANK, NATIONAL ASSOCIATION
By:	/s/ Thomas A. Martin
Name:	Thomas A. Martin
Title:	Vice President

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Amendment No. 1 to Amended and Restated Loan and Security Agreement – Perry Ellis

[SIGNATURES CONTINUED FROM PREVIOUS PAGE]

LENDER
BANK OF AMERICA, N.A.
By:	/s/ Bob Walker
Name:	Bob Walker
Title:	Senior Vice President

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Amendment No. 1 to Amended and Restated Loan and Security Agreement – Perry Ellis

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LENDER
HSBC BANK USA, N.A.
By:	/s/ Rafael De Paoli
Name:	Rafael De Paoli
Title:	Senior Vice President

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Amendment No. 1 to Amended and Restated Loan and Security Agreement – Perry Ellis

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LENDER
DEUTSCHE BANK AG NEW YORK BRANCH
By:	/s/ Peter Cucchiara
Name:	Peter Cucchiara
Title:	Vice President
By:	/s/ Kirk L. Tashjian
Name:	Kirk L. Tashjian
Title:	Vice President

Amendment No. 1 to Amended and Restated Loan and Security Agreement – Perry Ellis

Schedule I

Commitments

Lender	Commitment		Commitment Percentage
Wells Fargo Bank, N.A.	$	63,750,000		51	%
Bank of America, N.A.	$	30,000,000		24	%
HSBC Bank USA, N.A.	$	21,250,000		17	%
Deutsche Bank AG New York Branch	$	10,000,000		8	%
TOTAL:	$	125,000,000		100	%

EX-99.1

EXHIBIT 99.1

Perry Ellis International Extends Maturity Date of its Senior Credit Facility

• Amendment signed with Wells Fargo Bank and Bank of America, as lead and syndication agent, respectively

• Term of senior credit facility extended until December 1, 2018

• Continued availability on a revolving basis up to $125 million, subject to increases up to $200 million

MIAMI, January 13, 2014 (GLOBENEWSWIRE)

Perry Ellis International, Inc. (NASDAQ:PERY) announced that the Company has entered into an amendment to its Amended and Restated Loan and Security Agreement (the “Credit Facility”) to, among other things, extend the Company’s senior credit facility until December 1, 2018, with a consortium of financial institutions led by Wells Fargo Bank, N.A. and Bank of America, N.A., as lead and syndication agent, respectively.

“This amendment to our existing senior credit facility is a testament to the confidence our banking partners have in Perry Ellis International,” said Oscar Feldenkreis, Vice Chairman & Chief Operating Officer of Perry Ellis International. “The amended senior credit facility provides us with long-term financing flexibility as we continue to expand our global footprint, focus on direct channel growth and increase our market share. We are extremely pleased with the support provided by our banking partners and look forward to continuing our relationship with all the institutions involved,” continued Mr. Feldenkreis.

Pursuant to the Credit Facility, the Company may, subject to a borrowing base availability, borrow on a revolving basis up to $125 million. At the Company’s option, and subject to approval by the bank group, from time to time the Company may increase the size in increments of $25 million up to a maximum of $200 million. Under the amended Credit Facility, the terms are modified to reduce the LIBOR margin used to determine the interest rate payable on amounts outstanding under the Credit Facility from time to time to a range of 1.50% to 2.00% (depending on the Company’s quarterly average excess availability); and reduce the unused line fee payable to the lenders under the Credit Facility. Proceeds of the borrowings under the Credit Facility are being used for general working capital and other corporate purposes.

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^®, Jantzen^®, Laundry by Shelli Segal^®, C&C California^®, Rafaella^®, Cubavera^®, Ben Hogan^®, Centro^®, Munsingwear^®, Savane^®, Original Penguin^® by Munsingwear^®, Grand Slam^®, Natural Issue^®, Pro Player^®, the Havanera Co.^®, Gotcha^®, MCD^®, John Henry^®, Mondo di Marco^®, Redsand^®, Manhattan^®, Axist^®, Farah^®, Anchor Blue^®, Miller’s Outpost^®, Tahoe River Outfitters^®, Original Khaki Company^® and Techworks^®. The Company enhances its roster of brands by licensing trademarks from third parties, including: Nike^® and Jag^® for swimwear, and Callaway^®, PGA TOUR^®, Champions Tour^® and Jack Nicklaus^® 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.

Anita Britt, 305-873-1210