GIII — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-06-08

• ●risks associated with customers changing buying patterns, requesting additional allowances, developing private-label brands, or entering exclusive agreements with national brand manufacturers;

• ●our ability to make strategic acquisitions and investments and possible disruptions from acquisitions, including our recent formation of a joint venture to acquire Marc Jacobs Holdings, LLC, and the risks associated with our ability to maintain an effective internal control environment;

• ●risks relating to our pending acquisition of Marc Jacobs Holdings, LLC, including risks related to the possibility that the acquisition does not close, our ability to transition the Marc Jacobs business and to realize the benefits of the acquisition on a timely basis, the expenses related to the ac…

• ●consolidation, bankruptcy or liquidation of major department, mass merchant and specialty store chains;

• ●our ability to anticipate and respond to changing customer preferences and shifts in fashion and industry trends in a timely manner;

Text removed vs the prior filing · source: 10-Q · 2025-12-09

• ●unless we are able to increase the sales of our other products, acquire new businesses and/or enter into other license agreements covering different products, the limited extension period of the amended Calvin Klein and Tommy Hilfiger license agreements could cause a significant decrease in our net…

• ●any adverse change in our relationship with PVH Corp. and its Calvin Klein or Tommy Hilfiger brands could have a material adverse effect on our results of operations;

• ●our ability to achieve operating enhancements and cost reductions from our retail operations;

• ●our ability to make strategic acquisitions and investments and possible disruptions from acquisitions, including our ownership of the entire Karl Lagerfeld business, and the risks associated with our ability to maintain an effective internal control environment;

• ●risks related to the implementation of the national security law in Hong Kong;

Text added vs the prior filing · source: 10-Q · 2026-06-08

• As of the end of the period covered by this report, our management, including our Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in Rule 13a-15(e) under…

• Automated and manual business process controls that are dependent on the affected ITGCs were also deemed ineffective because they rely upon information and configurations from the affected IT systems.

Text removed vs the prior filing · source: 10-Q · 2025-12-09

• As of the end of the period covered by this report, our management, including our Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in Rule 13a-15(e) under…

• “Exchange Act”)). Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, because of a material weakness in the Company’s internal control over financial reporting as described below, our disclosure controls and procedures that are designed to ensure that in…

Text added vs the prior filing · source: 10-Q · 2026-06-08

• The Marc Jacobs Acquisition may not be completed within the expected timeframe, or at all, and the failure to complete the Marc Jacobs Acquisition could have a material adverse effect on our future business and financial results.

• There can be no assurance that the Marc Jacobs Acquisition will be completed in the expected timeframe, or at all. The Marc Jacobs Acquisition is governed by multiple agreements, including the Unit Purchase Agreement, the Equity Commitment Letter, the Equity Purchase and Distribution Agreement and o…

• If the Marc Jacobs Acquisition is not completed, our ongoing business and financial results may be adversely affected and we will be subject to a number of risks, including the following:

• ●we have dedicated significant time and resources, financial and otherwise, in planning for the Marc Jacobs Acquisition and the associated transition of the business, of which we would lose the benefit if the Marc Jacobs Acquisition is not completed;

• ●certain transaction costs relating to the Marc Jacobs Acquisition, including regulatory filing costs and certain costs relating to representation and warranty insurance, will have been incurred whether or not the Marc Jacobs Acquisition is completed;