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• In March 2005, we issued an additional €35.0 million in principal amount of Notes and used the proceeds thereof<br />
to fund a second escrow account (the “additional Escrow Account” and, together with the original Escrow<br />
Account, the “Escrow Accounts”) to ensure that we would have enough cash to satisfy and discharge the entire<br />
remaining principal amount of 2005 Notes on their maturity date in May 2005, as well as to pay certain fees and<br />
expenses associated with our refinancing program.<br />
• On May 10, 2005, we will satisfy and discharge the remaining principal amount of 2005 Notes using the proceeds<br />
of the Escrow Accounts.<br />
Our Strengths<br />
• Strong and balanced portfolio of leading brands. Our portfolio of owned and licensed brands includes wellestablished<br />
brands targeted to different types of consumers at varying price points. In general, we believe that<br />
demand for apparel and accessories in the young lines segment where we focus our efforts is typically less volatile<br />
than the demand for items targeting older customers at higher price points. Moreover, we believe that each of our<br />
brands benefits from the image of style and quality associated with clothing designed in Italy. We believe that this<br />
will be an important factor in allowing us to retain the prestige and image associated with our branded products as<br />
we explore new manufacturing opportunities in low-cost regions.<br />
• Rapidly growing accessories business. We have increased the net revenues of our accessories business from €24.6<br />
million in 2002 to €58.3 million in 2004 (equivalent to a compound annual growth rate of approximately 54%<br />
during that span) and believe that our portfolio of attractive brands and our unmatched production and distribution<br />
synergies leave us well-positioned to exploit projected growth trends in this market segment and to meet<br />
competition as it emerges. As a result, we expect to continue to expand our accessories business at a rapid pace<br />
going forward.<br />
• Strong licensing relationships. We manage more brands on behalf of Italian licensors and maisons than any of<br />
our competitors in the young lines segment, including four of the most recognized Italian fashion brands: D&G<br />
Dolce & Gabbana, Versus, Versace Jeans Couture and Just Cavalli. Since winning the first of our current licenses<br />
in 1988, we have consistently renewed and extended our licensor relationships, consistently increased our sales of<br />
licensed brands and, accordingly, consistently increased the amount of royalties paid to our licensors. In addition,<br />
we believe that our ability to manage and co-ordinate the design, production and distribution of apparel and<br />
accessories on behalf of our licensors is greater than that of our competitors. None of our licensors has ever failed<br />
to offer us the opportunity to extend or renew a license, which we believe is the best indicator of the strength of our<br />
licensing relationships.<br />
• Extensive distribution network and attractive customer base. Our distribution network currently spans more than<br />
100 countries and gives us access to more than 4,000 wholesale customers around the world. We believe that the<br />
size and scope of this network helps us to achieve volumes of sales (and royalty payments) and to generate<br />
economies of scale that are beyond the reach of our smaller competitors. Accordingly, we feel that our distribution<br />
network provides us with significant competitive advantages both in distributing our existing brands and in<br />
competing for new brand licenses. In addition, since the customer base served by our network includes many<br />
smaller stores and boutiques, for whom we are often the most important supplier, we frequently have considerable<br />
leverage vis à vis many of our customers – a factor that has contributed to our customer retention rates of more<br />
than 90% in recent years. We select carefully our new customers and manage the amount of apparel and<br />
accessories they may order from us in order to protect the image of our brands and control our credit exposures.<br />
• Flexible business model based on production to order. Our apparel and accessories are typically produced on the<br />
basis of product orders received in advance from our customers. As a result, we typically hold little unsold<br />
inventory at the end of a season. In addition, our cost base is highly variable because we outsource most of the<br />
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